8-K
UMH PROPERTIES, INC. (UMH)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of The Securities Exchange Act of 1934
Dateof Report (Date of earliest event reported): November 30, 2023
UMHProperties, Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 001-12690 | 22-1890929 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> <br>File<br> Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
| Juniper Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ | 07728 | |
| --- | --- | |
| (Address<br> of principal executive offices) | (Zip<br> Code) |
Registrant’stelephone number, including area code: (732) 577-9997
NotApplicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of exchange on which registered |
|---|---|---|
| Common<br> Stock, $0.10 par value | UMH | New<br> York Stock Exchange |
| 6.375%<br> Series D Cumulative Redeemable Preferred Stock, $0.10 par value | UMH<br> PRD | New<br> York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item7.01 Regulation FD Disclosure.
On November 30, 2023, the Company announced that it has expanded its partnership with Nuveen Real Estate, a TIAA company, by entering into a new joint venture and closing on the acquisition of land in Honey Brook, Pennsylvania to be developed into a 113-site manufactured home community.
The information being furnished pursuant to this Item 7.01, including Exhibits 99 to this report, shall not be deemed “filed” for any purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in this report, including Exhibits 99, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically incorporated by reference into any such filing. This report will not be deemed an admission as to the materiality of any information in this report that is required to be disclosed solely by Regulation FD.
Item9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99 | Press Release dated November 30, 2023 |
|---|---|
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document) |
| 2 |
| --- |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| UMH Properties, Inc. | ||
|---|---|---|
| Date:<br> December 1, 2023 | By: | /s/ Anna T. Chew |
| Name: | Anna<br> T. Chew | |
| Executive<br> Vice President and Chief Financial Officer |
| 3 |
| --- |
Exhibit99
UMHPROPERTIES, INC.
Juniper Business Plaza
3499 Route 9 North, Suite 3-C
Freehold, NJ 07728
(732) 577-9997
Fax: (732) 577-9980
| FOR IMMEDIATE RELEASE | November 30, 2023 | |
|---|---|---|
| **** | Contact: | Nelli Madden |
| 732-577-4062 |
UMHPROPERTIES, INC. EXPANDS JOINT VENTURE PARTNERSHIP WITH NUVEEN REAL ESTATE
FREEHOLD,NJ, November 30, 2023……… UMH Properties, Inc. (NYSE: UMH) (TASE: UMH) today announced that it has expanded its partnership with Nuveen Real Estate, a TIAA company through entering into a new joint venture. The joint venture focuses on the development of a new manufactured housing community located in Honey Brook, Pennsylvania, which is part of the Philadelphia MSA. UMH will have a 40% stake in the joint venture and will serve as the managing member, developer and operating member. The community, once complete, will contain 113 manufactured home sites situated on approximately 61 acres. UMH initially acquired the land in November 2022 which is being sold to the joint venture. Construction of the community is expected to commence in the next few weeks and should take approximately 15 months to complete.
Samuel A. Landy, President and Chief Executive Officer, commented “UMH is excited to further grow and strengthen our relationship with Nuveen Real Estate, who shares our vision of developing and acquiring high-quality residential communities to help combat the housing crisis. This joint venture gives us the financial capacity to develop and acquire communities while limiting the short-term impact on our FFO during construction and lease-up.
“This community is in close proximity to two existing high-performing UMH properties which boast occupancy of 98% and site rents in excess of $700 per month and growing. We anticipate a strong sales and rental market resulting in the rapid lease-up of the property once development is completed. UMH and Nuveen now own three assets together, and we expect to continue growing the relationship.”
Nikita Rao, Portfolio Manager of Nuveen’s U.S. Cities Multifamily Fund commented, “Nuveen is proud to work alongside UMH to develop high-quality housing in a major MSA. UMH’s long track record as an exceptional investor and operator, consistently executing successful business plans, aligns seamlessly with our investment strategy. The property marks the Fund’s first investment into manufactured housing and Nuveen’s third investment with UMH.”
ANYSE Company: Symbol - UMH
since1968
| Page | 2 |
| --- |
UMH will earn development fees, management fees, assets under management fees and a promote for exceeding IRR targets. UMH will also have the right to purchase the community from the joint venture after a certain period of time.
UMH Properties, Inc., which was organized in 1968, is a public equity REIT that owns and operates 135 manufactured home communities containing approximately 25,800 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Maryland, Michigan, Alabama, South Carolina and Georgia. UMH also has an ownership interest in and operates two communities in Florida, containing 363 sites, through a joint venture with Nuveen Real Estate.
ANYSE Company: Symbol - UMH
since1968