8-K

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

Date of Report (Date of earliest event reported): August 5, 2020

UMH Properties, Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-12690	22-1890929
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

Juniper Business Plaza, 3499 Route 9 North, Suite 3-C, Freehold, NJ	07728
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (732) 577-9997

Not Applicable

(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 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement 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 of each class	Trading Symbol(s)	Name of exchange on which registered
Common Stock, $.10 par value	UMH	New York Stock Exchange
8.0% Series B Cumulative Redeemable Preferred Stock, $.10 par value	UMH PRB	New York Stock Exchange
6.75% Series C Cumulative Redeemable Preferred Stock, $.10 par value	UMH PRC	New York Stock Exchange
6.375% Series D Cumulative Redeemable Preferred Stock, $.10 par value	UMH PRD	New 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. ☐

Item 2.02	Results of Operations and Financial Condition.
Item 7.01	Regulation FD Disclosure.

On August 5, 2020, UMH Properties, Inc. issued a press release announcing the results for the second quarter ended June 30, 2020 and disclosed a supplemental information package in connection with its earnings conference call for the second quarter ended June 30, 2020. A copy of the supplemental information package and press release is furnished with this report as Exhibit 99 and is incorporated herein by reference.

The information in this report and the exhibit attached hereto is being furnished, not filed, for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and pursuant to Item 2.02 and Item 7.01 of Form 8-K will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Forward-Looking Statements

Statements contained in this report, including the document that is incorporated by reference, that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended and the Private Securities Litigation Reform Act of 1995 (the “Exchange Act”). All statements, other than statements of historical facts that address activities, events or developments where the Company uses any of the words “anticipates,” “assumes,” “believes,” “estimates,” “expects,” “intends,” or similar expressions, are forward-looking statements. These forward-looking statements are not guaranteed and are based on the Company’s current intentions and on the Company’s current expectations and assumptions. These statements, intentions, expectations and assumptions involve risks and uncertainties, some of which are beyond the Company’s control that could cause actual results or events to differ materially from those that the Company anticipates or projects, such as:

● changes in the real estate market conditions and general economic conditions;

● risks and uncertainties related to the ongoing global outbreak of the novel coronavirus (COVID-19);

● the inherent risks associated with owning real estate, including local real estate market conditions, governing laws and regulations affecting manufactured housing communities and illiquidity of real estate investments;

● increased competition in the geographic areas in which we own and operate manufactured housing communities;

● our ability to continue to identify, negotiate and acquire manufactured housing communities and/or vacant land which may be developed into manufactured housing communities on terms favorable to us;

● our ability to maintain rental rates and occupancy levels;

● changes in market rates of interest;

● our ability to repay debt financing obligations;

● our ability to refinance amounts outstanding under our credit facilities at maturity on terms favorable to us;

● our ability to comply with certain debt covenants;

● our ability to integrate acquired properties and operations into existing operations;

● the availability of other debt and equity financing alternatives;

● continued ability to access the debt or equity markets;

● the loss of any member of our management team;

● our ability to maintain internal controls and processes to ensure all transactions are accounted for properly, all relevant disclosures and filings are made in a timely manner in accordance with all rules and regulations, and any potential fraud or embezzlement is thwarted or detected;

● the ability of manufactured home buyers to obtain financing;

● the level of repossessions by manufactured home lenders;

● market conditions affecting our investment securities;

● changes in federal or state tax rules or regulations that could have adverse tax consequences;

● our ability to qualify as a real estate investment trust for federal income tax purposes.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.
99	Supplemental information package for the second quarter ended June 30, 2020 and press release dated August 5, 2020.

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: August 5, 2020	By:	/s/ Anna T. Chew
	Name:	Anna T. Chew
	Title:	Vice President and
		Chief Financial Officer

3

EX-99

Exhibit 99

Table of Contents
	Page
Financial Highlights	3
Consolidated Balance Sheets	4
Consolidated Statements of Income (Loss)	5
Consolidated Statements of Cash Flows	6
Reconciliation of Net Income (Loss) to Adjusted EBITDA and Net Income (Loss)Attributable to Common Shareholders to FFO and Normalized FFO	7
Market Capitalization, Debt and Coverage Ratios	8
Debt Analysis	9
Debt Maturity	10
Securities Portfolio Performance	11
Property Summary and Snapshot	12
Same Property Statistics	13
Acquisition Summary and Property Portfolio	14
Definitions	15
Press Release Dated August 5, 2020	16

Certain information in this Supplemental Information Package contains Non-GAAP financial measures. These Non-GAAP financial measures are REIT industry financial measures that are not calculated in accordance with accounting principles generally accepted in the United States of America. Please see page 15 for a definition of these Non-GAAP financial measures and page 7 for the reconciliation of certain captions in the Supplemental Information Package to the statement of operations as reported in the Company’s filings with the SEC on Form 10-Q.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 2

Financial Highlights

(dollars in thousands except per share amounts) (unaudited)

	Three Months Ended						Six Months Ended
	6/30/2020			6/30/2019			6/30/2020			6/30/2019
Operating Information
Number of Communities								122			118
Number of Sites								23,100			21,515
Rental and Related Income	$	35,051		$	31,388		$	69,409		$	62,032
Community Operating Expenses	$	15,438		$	14,970		$	30,946		$	30,114
Community NOI	$	19,613		$	16,418		$	38,463		$	31,918
Expense Ratio		44.0	%		47.7	%		44.6	%		48.5	%
Sales of Manufactured Homes	$	5,033		$	5,842		$	8,248		$	9,485
Number of Homes Sold		82			93			144			159
Number of Rentals Added		218			183			367			336
Net Income (Loss) (1)	$	18,325		$	749		$	(16,423	)	$	11,786
Net Income (Loss) Attributable to Common Shareholders (1)	$	10,235		$	(5,537	)	$	(32,603	)	$	377
Adjusted EBITDA	$	19,474		$	16,309		$	38,064		$	32,241
FFO Attributable to Common Shareholders	$	7,135		$	5,672		$	13,224		$	11,762
Normalized FFO Attributable to Common Shareholders	$	7,135		$	5,672		$	13,224		$	12,137
Shares Outstanding and Per Share Data
Weighted Average Shares Outstanding
Basic		41,210			39,649			41,195			39,145
Diluted		41,526			39,649			41,195			39,390
Net Income (Loss) Attributable to Common Shareholders per Share (1) –
Basic	$	0.25		$	(0.15	)	$	(0.79	)	$	0.02
Diluted	$	0.25		$	(0.15	)	$	(0.79	)	$	0.01
FFO per Share – Basic and Diluted	$	0.17		$	0.14		$	0.32		$	0.30
Normalized FFO per Share – Basic and Diluted	$	0.17		$	0.14		$	0.32		$	0.31
Dividends per Common Share	$	0.18		$	0.18		$	0.36		$	0.36
Balance Sheet
Total Assets							$	1,023,237		$	915,287
Total Liabilities							$	458,507		$	385,299
Market Capitalization
Total Debt, Net of Unamortized Debt Issuance Costs							$	435,765		$	366,332
Equity Market Capitalization							$	534,018		$	498,313
Series B Preferred Stock							$	95,017		$	95,030
Series C Preferred Stock							$	243,750		$	243,750
Series D Preferred Stock							$	130,267		$	50,000
Total Market Capitalization							$	1,438,816		$	1,253,425

(1) Includes increase (decrease) in fair value of marketable securities.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 3

Consolidated Balance Sheets

(in thousands except per share amounts)

	June 30,			December 31,
	2020			2019
	(unaudited)
ASSETS
Investment Property and Equipment
Land	$	72,575		$	72,459
Site and Land Improvements		626,574			618,041
Buildings and Improvements		27,403			27,380
Rental Homes and Accessories		323,641			297,401
Total Investment Property		1,050,193			1,015,281
Equipment and Vehicles		21,784			21,145
Total Investment Property and Equipment		1,071,977			1,036,426
Accumulated Depreciation		(252,436	)		(232,783	)
Net Investment Property and Equipment		819,541			803,643
Other Assets
Cash and Cash Equivalents		10,970			12,902
Marketable Securities at Fair Value		91,694			116,186
Inventory of Manufactured Homes		27,758			31,967
Notes and Other Receivables, net		40,614			37,995
Prepaid Expenses and Other Assets		13,205			10,762
Land Development Costs		19,455			11,998
Total Other Assets		203,696			221,810
TOTAL ASSETS	$	1,023,237		$	1,025,453
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Mortgages Payable, net of Unamortized Debt Issuance Costs	$	369,715		$	373,658
Other Liabilities
Accounts Payable		4,287			4,572
Loans Payable, net of Unamortized Debt Issuance Costs		66,050			83,686
Accrued Liabilities and Deposits		11,396			10,575
Tenant Security Deposits		7,059			6,623
Total Other Liabilities		88,792			105,456
Total Liabilities		458,507			479,114
COMMITMENTS AND CONTINGENCIES
Shareholders’ Equity:
Series B - 8.0% Cumulative Redeemable Preferred Stock, par value $0.10 per share, 4,000 shares authorized; 3,801 shares issued and outstanding as of June 30, 2020 and December 31, 2019		95,017			95,030
Series C - 6.75% Cumulative Redeemable Preferred Stock, par value $0.10 per share, 13,750 shares authorized; 9,750 issued and outstanding as of June 30, 2020 and December 31, 2019		243,750			243,750
Series D - 6.375% Cumulative Redeemable Preferred Stock, par value $0.10 per share, 6,000 shares authorized; 5,211 and 2,651 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively		130,267			66,268
Common Stock – $0.10 par value per share, 143,664 and 123,664 shares authorized; 41,301 and 41,130 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively		4,130			4,113
Excess Stock – $0.10 par value per share, 3,000 shares authorized; no shares issued or outstanding as of June 30, 2020 and December 31, 2019		-0-			-0-
Additional Paid-In Capital		116,930			162,542
Undistributed Income (Accumulated Deficit)		(25,364	)		(25,364	)
Total Shareholders’ Equity		564,730			546,339
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,023,237		$	1,025,453

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 4

Consolidated Statements of Income (Loss)

(in thousands) (unaudited)

	Three Months Ended						Six Months Ended
	6/30/2020			6/30/2019			6/30/2020			6/30/2019
INCOME:
Rental and Related Income	$	35,051		$	31,388		$	69,409		$	62,032
Sales of Manufactured Homes		5,033			5,842			8,248			9,485
TOTAL INCOME		40,084			37,230			77,657			71,517
EXPENSES:
Community Operating Expenses		15,438			14,970			30,946			30,114
Cost of Sales of Manufactured Homes		3,617			4,257			6,018			6,846
Selling Expenses		1,279			1,337			2,376			2,428
General and Administrative Expenses		2,742			3,156			5,328			5,331
Depreciation Expense		10,272			8,869			20,499			17,620
TOTAL EXPENSES		33,348			32,589			65,167			62,339
OTHER INCOME (EXPENSE):
Interest Income		691			622			1,408			1,137
Dividend Income		1,555			1,939			3,298			3,876
Increase (Decrease) in Fair Value of Marketable Securities		13,411			(2,352	)		(25,182	)		6,244
Other Income		166			133			329			253
Interest Expense		(4,195	)		(4,246	)		(8,620	)		(8,893	)
TOTAL OTHER INCOME (EXPENSE)		11,628			(3,904	)		(28,767	)		2,617
Income (Loss) before Gain (Loss) on Sales of Investment Property and Equipment		18,364			737			(16,277	)		11,795
Gain (Loss) on Sales of Investment Property and Equipment		(39	)		12			(146	)		(9	)
NET INCOME (LOSS)		18,325			749			(16,423	)		11,786
Less: Preferred Dividends		(8,090	)		(6,286	)		(16,180	)		(11,409	)
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS	$	10,235		$	(5,537	)	$	(32,603	)	$	377

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 5

Consolidated Statements of Cash Flows

(in thousands) (unaudited)

	Six Months Ended
	6/30/2020			6/30/2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)	$	(16,423	)	$	11,786
Non-Cash Items Included in Net Income (Loss):
Depreciation		20,499			17,620
Amortization of Financing Costs		410			365
Stock Compensation Expense		887			1,059
Provision for Uncollectible Notes and Other Receivables		740			623
(Increase) Decrease in Fair Value of Marketable Securities		25,182			(6,244	)
Loss on Sales of Investment Property and Equipment		146			9
Changes in Operating Assets and Liabilities:
Inventory of Manufactured Homes		4,209			(4,586	)
Notes and Other Receivables		(3,359	)		(4,551	)
Prepaid Expenses and Other Assets		(2,270	)		(6,273	)
Accounts Payable		(285	)		459
Accrued Liabilities and Deposits		820			1,109
Tenant Security Deposits		436			273
Net Cash Provided by Operating Activities		30,992			11,649
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Investment Property and Equipment		(37,666	)		(27,326	)
Proceeds from Sales of Investment Property and Equipment		1,124			1,400
Additions to Land Development Costs		(7,457	)		(7,604	)
Purchase of Marketable Securities		(690	)		(934	)
Net Cash Used in Investing Activities		(44,689	)		(34,464	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net Payments from Short Term Borrowings		(17,733	)		(69,330	)
Principal Payments of Mortgages and Loans		(4,256	)		(3,766	)
Financing Costs on Debt		-0-			(15	)
Proceeds from At-The-Market Preferred Equity Program, net of Offering Costs		63,132			-0-
Proceeds from Issuance of Preferred Stock, net of offering costs		-0-			96,688
Proceeds from Issuance of Common Stock in the DRIP, net of Dividend Reinvestments		1,670			17,705
Repurchase of Preferred Stock, net		(12	)		-0-
Repurchase of Common Stock, net		(1,830	)		-0-
Proceeds from Exercise of Stock Options		306			435
Preferred Dividends Paid		(16,180	)		(11,934	)
Common Dividends Paid, net of Dividend Reinvestments		(13,159	)		(10,449	)
Net Cash Provided by Financing Activities		11,938			19,334
NET DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH		(1,759	)		(3,481	)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD		18,996			12,777
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD	$	17,237		$	9,296

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 6

Reconciliation of Net Income (Loss) to Adjusted EBITDA and Net Income (Loss) Attributable

to Common Shareholders to FFO and Normalized FFO

(in thousands except footnotes) (unaudited)

	Three Months Ended						Six Months Ended
	6/30/2020			6/30/2019			6/30/2020			6/30/2019
Reconciliation of Net Income (Loss) to Adjusted EBITDA
Net Income (Loss)	$	18,325		$	749		$	(16,423	)	$	11,786
Interest Expense		4,195			4,246			8,620			8,893
Franchise Taxes		93			93			186			186
Depreciation Expense		10,272			8,869			20,499			17,620
(Increase) Decrease in Fair Value of Marketable Securities		(13,411	)		2,352			25,182			(6,244	)
Adjusted EBITDA	$	19,474		$	16,309		$	38,064		$	32,241
Reconciliation of Net Income (Loss) Attributable to Common Shareholders to Funds from Operations
Net Income (Loss) Attributable to   Common Shareholders	$	10,235		$	(5,537	)	$	(32,603	)	$	377
Depreciation Expense		10,272			8,869			20,499			17,620
(Gain) Loss on Sales of Property and Equipment		39			(12	)		146			9
(Increase) Decrease in Fair Value of Marketable Securities		(13,411	)		2,352			25,182			(6,244	)
Funds from Operations (“FFO”)		7,135			5,672			13,224			11,762
Adjustments:
Settlement of Utility Billing Dispute Over a Prior 10-Year Period		-0-			-0-			-0-			375
Normalized Funds from Operations (“Normalized FFO”)	$	7,135		$	5,672		$	13,224		$	12,137

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 7

Market Capitalization, Debt and Coverage Ratios

(in thousands except per share amounts) (unaudited)

	Six Months Ended						Year Ended
	6/30/2020			6/30/2019			12/31/2019
Shares Outstanding		41,301			40,154			41,130
Market Price Per Share	$	12.93		$	12.41		$	15.73
Equity Market Capitalization	$	534,018		$	498,313		$	646,976
Total Debt		435,765			366,332			457,344
Preferred		469,034			388,780			405,048
Total Market Capitalization	$	1,438,817		$	1,253,425		$	1,509,368
Total Debt	$	435,765		$	366,332		$	457,344
Less: Cash and Cash Equivalents		(10,970	)		(3,696	)		(12,902	)
Net Debt		424,795			362,636			444,442
Less: Marketable Securities at Fair Value (“Securities”)		(91,694	)		(106,773	)		(116,186	)
Net Debt Less Securities	$	333,101		$	255,863		$	328,256
Interest Expense	$	8,620		$	8,893		$	17,805
Capitalized Interest		547			614			1,498
Preferred Dividends		16,180			11,409			25,184
Total Fixed Charges	$	25,347		$	20,916		$	44,487
Adjusted EBITDA	$	38,064		$	32,241		$	67,681
Debt and Coverage Ratios
Net Debt / Total Market Capitalization		29.5	%		28.9	%		29.4	%
Net Debt Plus Preferred / Total Market Capitalization		62.1	%		59.9	%		56.3	%
Net Debt Less Securities / Total Market Capitalization		23.2	%		20.4	%		21.7	%
Net Debt Less Securities Plus Preferred / Total Market Capitalization		55.7	%		51.4	%		48.6	%
Interest Coverage		4.2	x		3.4	x		3.5	x
Fixed Charge Coverage		1.5	x		1.5	x		1.5	x
Net Debt / Adjusted EBITDA		5.6	x		5.6	x		6.6	x
Net Debt Less Securities / Adjusted EBITDA		4.4	x		4.0	x		4.9	x
Net Debt Plus Preferred / Adjusted EBITDA		11.7	x		11.7	x		12.6	x
Net Debt Less Securities Plus Preferred / Adjusted EBITDA		10.5	x		10.0	x		10.8	x

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 8

Debt Analysis

(in thousands) (unaudited)

	Six Months Ended						Year Ended
	6/30/2020			6/30/2019			12/31/2019
Debt Outstanding
Mortgages Payable:
Fixed Rate Mortgages	$	372,788		$	330,646		$	377,045
Unamortized Debt Issuance Costs		(3,073	)		(3,037	)		(3,387	)
Mortgages, Net of Unamortized Debt Issuance Costs	$	369,715		$	327,609		$	373,658
Loans Payable:
Unsecured Line of Credit	$	15,000		$	-0-		$	15,000
Other Loans Payable		51,311			39,087			69,044
Total Loans Before Unamortized Debt Issuance Costs		66,311			39,087			84,044
Unamortized Debt Issuance Costs		(261	)		(364	)		(358	)
Loans, Net of Unamortized Debt Issuance Costs	$	66,050		$	38,723		$	83,686
Total Debt, Net of Unamortized Debt Issuance Costs	$	435,765		$	366,332		$	457,344
% Fixed/Floating
Fixed		85.3	%		91.1	%		82.2	%
Floating		14.7	%		8.9	%		17.8	%
Total		100.0	%		100.0	%		100.0	%
Weighted Average Interest Rates (1)
Mortgages Payable		4.14	%		4.29	%		4.14	%
Loans Payable		2.01	%		5.08	%		3.69	%
Total Average		3.82	%		4.37	%		4.06	%
Weighted Average Maturity (Years)
Mortgages Payable		5.5			5.8			6.0

(1) Weighted average interest rates do not include the effect of unamortized debt issuance costs.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 9

Debt Maturity

(in thousands) (unaudited)

As of 6/30/20:
Fiscal Year Ended	Mortgages			Loans			Total			% of Total
2020	$	-0-		$	17,005		$	17,005			3.9	%
2021		2,098			146			2,244			0.5	%
2022		19,652			15,640	(1)		35,292			8.0	%
2023		66,101			186			66,287			15.1	%
2024		-0-			577			577			0.1	%
Thereafter		284,937			32,757			317,694			72.4	%
Total Debt Before Unamortized Debt Issuance Cost		372,788			66,311			439,099			100.0	%
Unamortized Debt Issuance Cost		(3,073	)		(261	)		(3,334	)
Total Debt, Net of Unamortized Debt Issuance Costs	$	369,715		$	66,050		$	435,765

(1) Includes $15 million balance outstanding on the Company’s Line of Credit due November 2022, with an additional one year option.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 10

Securities Portfolio Performance

(in thousands)

Year Ended	Securities Available for Sale		Dividend Income		Net Realized Gain on Sale of Securities		Net Realized Gain on Sale of Securities & Dividend Income
2010	$	28,757	$	1,763	$	2,028	$	3,791
2011		43,298		2,512		2,693		5,205
2012		57,325		3,244		4,093		7,337
2013		59,255		3,481		4,056		7,537
2014		63,556		4,066		1,543		5,609
2015		75,011		4,399		204		4,603
2016		108,755		6,636		2,285		8,921
2017		132,964		8,135		1,747		9,882
2018		99,596		10,367		20		10,387
2019		116,186		7,535		-0-		7,535
2020*		91,694		3,298		-0-		3,298
			$	55,436	$	18,669	$	74,105

*For the six months ended June 30, 2020.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 11

Property Summary and Snapshot

(unaudited)

	6/30/2020			6/30/2019			% Change
Communities		122			118			3.4	%
Developed Sites		23,100			21,515			7.4	%
Occupied		19,437			17,932			8.4	%
Occupancy %		84.1	%		83.3	%		80 bps
Total Rentals		7,761			6,848			13.3	%
Occupied Rentals		7,386			6,410			15.2	%
Rental Occupancy %		95.2	%		93.6	%		160 bps
Monthly Rent Per Site	$	454		$	443			2.5	%
Monthly Rent Per Home Rental Including Site	$	777		$	754			3.1	%

State	Number		Total Acreage		Developed Acreage		Vacant Acreage		Total Sites		Occupied Sites		Occupancy Percentage			Monthly Rent Per Site		Total Rentals		Occupied Rentals		Rental Occupancy Percentage			Monthly Rent Per Home Rental
			(1)				(1)																		(2)
Indiana		14		1,104		870		234		3,998		3,388		84.7	%	$	407		1,596		1,514		94.9	%	$	775
Maryland		1		77		10		67		62		59		95.2	%	$	514		-0-		-0-		N/A			N/A
Michigan		3		153		153		-0-		740		612		82.7	%	$	443		254		226		89.0	%	$	772
New Jersey		4		349		187		162		1,006		955		94.9	%	$	640		45		43		95.6	%	$	979
New York		7		617		308		309		1,172		1,009		86.1	%	$	560		368		357		97.0	%	$	941
Ohio		36		1,781		1,315		466		6,727		5,447		81.0	%	$	404		2,248		2,154		95.8	%	$	716
Pennsylvania		50		2,148		1,787		361		7,635		6,313		82.7	%	$	474		2,411		2,285		94.8	%	$	799
Tennessee		7		413		321		92		1,760		1,654		94.0	%	$	462		839		807		96.2	%	$	803
Total as of June 30, 2020		122		6,642		4,951		1,691		23,100		19,437		84.1	%	$	454		7,761		7,386		95.2	%	$	777
Acquisitions (3)		1		27		27		-0-		147		82		55.8	%	$	310		4		1		25.0	%	$	315
Grand Total		123		6,669		4,978		1,691		23,247		19,519		84.0	%	$	453		7,765		7,387		95.1	%	$	777

(1) Total and Vacant Acreage of 220 for the Mountain View Estates property is included in the above summary.

(2) Includes home and site rent charges.

(3) Acquisition of one community completed July 24, 2020.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 12

Same Property Statistics

(in thousands) (unaudited)

	For Three Months Ended										For Six Months Ended
	6/30/2020		6/30/2019		Change			% Change			6/30/2020		6/30/2019		Change			% Change
Community Net Operating Income
Rental and Related Income	$	33,539	$	31,298	$	2,241			7.2	%	$	66,410	$	61,848	$	4,562			7.4	%
Community Operating Expenses (1)		14,073		14,256		(183	)		-1.3	%		28,205		28,377		(172	)		-0.6	%
Community NOI	$	19,466	$	17,042	$	2,424			14.2	%	$	38,205	$	33,471	$	4,734			14.1	%

	As of
	6/30/2020			6/30/2019			Change
Total Sites		21,506			21,476			0.1	%
Occupied Sites		18,446			17,896			550 sites, 3.1%
Occupancy %		85.8	%		83.3	%		250 bps
Number of Properties		118			118			N/A
Total Rentals		7,524			6,673			12.8	%
Occupied Rentals		7,181			6,248			14.9	%
Rental Occupancy		95.4	%		93.6	%		180 bps
Monthly Rent Per Site	$	456		$	443			2.9	%
Monthly Rent Per Home Including Site	$	777		$	757			2.6	%

Same Property includes all properties owned as of January 1, 2019, with the exception of Memphis Blues.

(1) Excludes a one-time settlement of a utility billing dispute of $375,000 over a prior ten-year period for the six months ended June 30, 2019.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 13

Acquisition Summary

(dollars in thousands)

At Acquisition:
Year of Acquisition	Number of Communities	Sites	Occupied Sites	Occupancy %			Purchase Price		Price Per Site	Total Acres
2017	11	1,997	1,333	67	%	$	63,290	$	32	602
2018	6	1,615	1,271	79	%	$	59,093	$	37	494
2019	4	1,495	935	62	%	$	56,237	$	38	247
2020	1	147	82	56	%	$	3,340	$	23	27

2020 Acquisitions
Community	Date of Acquisition		State		Number of Sites		Purchase Price		Number of Acres		Occupancy
Camelot Woods		July 24, 2020		PA		147	$	3,340		27		56	%
Total 2020 to Date						147	$	3,340		27		56	%

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 14

Definitions

Investors and analysts following the real estate industry utilize funds from operations available to common shareholders (“FFO”), normalized funds from operations available to common shareholders (“Normalized FFO”), community NOI, same property NOI, and earnings before interest, taxes, depreciation, amortization and acquisition costs (“Adjusted EBITDA”), variously defined, as supplemental performance measures. While the Company believes net income (loss) available to common shareholders, as defined by accounting principles generally accepted in the United States of America (U.S. GAAP), is the most appropriate measure, it considers Community NOI, Same Property NOI, Adjusted EBITDA, FFO and Normalized FFO, given their wide use by and relevance to investors and analysts, appropriate supplemental performance measures. FFO, reflecting the assumption that real estate asset values rise or fall with market conditions, principally adjusts for the effects of U.S. GAAP depreciation and amortization of real estate assets. FFO also adjusts for the effects of the change in the fair value of marketable securities and costs associated with the redemption of preferred stock. Normalized FFO reflects the same assumptions as FFO except that it also adjusts for gains and losses realized on marketable securities investments and certain one-time charges. Community NOI and Same Property NOI provides a measure of rental operations and does not factor in depreciation and amortization and non-property specific expenses such as general and administrative expenses. Adjusted EBITDA provides a tool to further evaluate the ability to incur and service debt and to fund dividends and other cash needs. In addition, Community NOI, Same Property NOI, Adjusted EBITDA, FFO and Normalized FFO are commonly used in various ratios, pricing multiples, yields and returns and valuation of calculations used to measure financial position, performance and value.

As used herein, the Company calculates FFO, as defined by The National Association of Real Estate Investment Trusts (“NAREIT”), to be equal to net income (loss) applicable to common shareholders, as defined by U.S. GAAP, excluding extraordinary items as defined by U.S. GAAP, gains or losses from sales of previously depreciated real estate assets, impairment charges related to depreciable real estate assets, and the change in the fair value of marketable securities plus certain non-cash items such as real estate asset depreciation and amortization. Included in the NAREIT FFO White Paper - 2018 Restatement, is an option pertaining to assets incidental to our main business in the calculation of NAREIT FFO to make an election to include or exclude gains and losses on the sale of these assets, such as marketable equity securities, and include or exclude mark-to-market changes in the value recognized on these marketable equity securities. In conjunction with the adoption of the FFO White Paper - 2018 Restatement, for all periods presented, we have elected to exclude the change in the fair value of marketable securities from our FFO calculation. Prior to the adoption of the FFO White Paper – 2018 Restatement, we utilized Core Funds from Operations (Core FFO), which we defined as FFO, excluding the change in the fair value of marketable securities. NAREIT created FFO as a non-GAAP supplemental measure of REIT operating performance.

Normalized FFO is calculated as FFO excluding gains and losses realized on marketable securities investments and certain one-time charges.

Normalized FFO per Diluted Common Share is calculated using diluted weighted shares outstanding of 41.5 million and 41.6 million shares for the three and six months ended June 30, 2020, respectively, and 39.9 million and 39.4 million for the three and six months ended June 30, 2019, respectively. Common stock equivalents resulting from stock options in the amount of 356,000 shares for the six months ended June 30, 2020, and 282,000 shares for the three months ended June 30, 2019, were excluded from the computation of the Diluted Net Income (Loss) per Share as their effect would be anti-dilutive. Common stock equivalents resulting from stock options in the amount of 316,000 shares for the three months ended June 30, 2020, and 245,000 shares for the six months ended June 30,2019, are included in the diluted weighted shares outstanding.

Community NOI is calculated as rental and related income less community operating expenses such as real estate taxes, repairs and maintenance, community salaries, utilities, insurance and other expenses. Community NOI excludes realized gains (losses) on securities transactions.

Same Property NOI is calculated as Community NOI, using all properties owned as of January 1, 2019, with the exception of Memphis Blues.

Adjusted EBITDA is calculated as net income (loss) plus interest expense, franchise taxes, depreciation, and the change in the fair value of marketable securities.

Community NOI, Same Property NOI, Adjusted EBITDA, FFO and Normalized FFO do not represent cash generated from operating activities in accordance with U.S. GAAP and are not necessarily indicative of cash available to fund cash needs, including the repayment of principal on debt and payment of dividends and distributions. Community NOI, Same Property NOI, Adjusted EBITDA, FFO and Normalized FFO should not be considered as substitutes for net loss applicable to common shareholders (calculated in accordance with U.S. GAAP) as a measure of results of operations, or cash flows (calculated in accordance with U.S. GAAP) as a measure of liquidity. Community NOI, Same Property NOI, Adjusted EBITDA, FFO and Normalized FFO as currently calculated by the Company may not be comparable to similarly titled, but variously calculated, measures of other REITs.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 15

Press Release Dated August 5, 2020

FOR IMMEDIATE RELEASE	August 5, 2020
	Contact: Nelli Madden
	732-577-9997

UMH PROPERTIES, INC. REPORTS RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2020

FREEHOLD, NJ, August 5, 2020........ UMH Properties, Inc. (NYSE:UMH) reported Total Income for the quarter ended June 30, 2020 of $40.1 million as compared to $37.2 million for the quarter ended June 30, 2019, representing an increase of 8%. Net Income Attributable to Common Shareholders amounted to $10.2 million or $0.25 per diluted share for the quarter ended June 30, 2020 as compared to a Net Loss of $5.5 million or $0.15 per diluted share for the quarter ended June 30, 2019. This increase was due to the change in fair value of our marketable securities. During the quarter, the securities portfolio experienced an unrealized gain of $13.4 million as compared to an unrealized loss of $2.4 million in the prior year period.

Funds from Operations Attributable to Common Shareholders (“FFO”), was $7.1 million or $0.17 per diluted share for the quarter ended June 30, 2020 as compared to $5.7 million or $0.14 per diluted share for the quarter ended June 30, 2019. Normalized Funds from Operations Attributable to Common Shareholders (“Normalized FFO”), was $7.1 million or $0.17 per diluted share for the quarter ended June 30, 2020, as compared to $5.7 million or $0.14 per diluted share for the quarter ended June 30, 2019.

A summary of significant financial information for the three and six months ended June 30, 2020 and 2019 is as follows (in thousands except per share amounts):

	For the Three Months Ended
	June 30,
	2020		2019
Total Income	$	40,084	$	37,230
Total Expenses	$	33,348	$	32,589
Increase (Decrease) in Fair Value of Marketable Securities	$	13,411	$	(2,352	)
Net Income (Loss) Attributable to Common Shareholders	$	10,235	$	(5,537	)
Net Income (Loss) Attributable to Common  Shareholders per Diluted Common Share	$	0.25	$	(0.15	)
FFO (1)	$	7,135	$	5,672
FFO (1) per Diluted Common Share	$	0.17	$	0.14
Normalized FFO (1)	$	7,135	$	5,672
Normalized FFO (1) per Diluted Common Share	$	0.17	$	0.14
Diluted Weighted Average Shares Outstanding		41,526		39,649

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 16

	For the Six Months Ended
	June 30,
	2020			2019
Total Income	$	77,657		$	71,517
Total Expenses	$	65,167		$	62,339
Increase (Decrease) in Fair Value of Marketable Securities	$	(25,182	)	$	6,244
Net Income (Loss) Attributable to Common Shareholders	$	(32,603	)	$	377
Net Income (Loss) Attributable to Common Shareholders per Diluted Common Share	$	(0.79	)	$	0.01
FFO (1)	$	13,224		$	11,762
FFO (1) per Diluted Common Share	$	0.32		$	0.30
Normalized FFO (1)	$	13,224		$	12,137
Normalized FFO (1) per Diluted Common Share	$	0.32		$	0.31
Diluted Weighted Average Shares Outstanding		41,195			39,390

A summary of significant balance sheet information as of June 30, 2020 and December 31, 2019 is as follows (in thousands):

	June 30, 2020		December 31, 2019
Gross Real Estate Investments	$	1,050,193	$	1,015,281
Marketable Securities at Fair Value	$	91,694	$	116,186
Total Assets	$	1,023,237	$	1,025,453
Mortgages Payable, net	$	369,715	$	373,658
Loans Payable, net	$	66,050	$	83,686
Total Shareholders’ Equity	$	564,730	$	546,339

Samuel A. Landy, President and CEO, commented on the results of the second quarter of 2020.

“We are pleased to announce another solid quarter of operating results. During the quarter, we:

● Increased Rental and Related Income by 12%;

● Increased Community Net Operating Income (“NOI”) by 19% ;

● Improved our Operating Expense ratio by 370 basis points to 44%;

● Increased Same Property NOI by 14%;

● Increased Same Property Occupancy by 550 sites from 83.3% to 85.8% or 250 basis points;

● Increased our rental home portfolio by 367 homes to approximately 7,800 total rental homes, representing an increase of 5%;

● Increased rental home occupancy by 220 basis points from 93.0% at yearend 2019 to 95.2% at quarter end;

● Amended and extended our revolving line of credit for the financing of homes, increasing total availability from $15 million to $20 million and reducing the interest rate by 25 basis points to prime, with a floor of 3.25%;

● Reduced the weighted average interest rate on our mortgages payable from 4.3% to 4.1% year over year;

● Reduced our Net Debt to Total Market Capitalization from 31.4% to 29.5% year over year;

● Reduced our Net Debt to Adjusted EBITDA from 6.6x at yearend 2019 to 5.6x at quarter end; and,

● Subsequent to quarter end, we completed the acquisition of one all-age community located in Pennsylvania containing 147 homesites situated on 27 acres with approximately 56% occupancy, for a purchase price of approximately $3.3 million.”

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 17

Mr. Landy further stated, “The COVID-19 crisis has had a negative impact on many businesses and industries throughout the nation. However, we are pleased to report it has not materially impacted the operations at UMH. Our team has done an exceptional job furthering the goals of UMH given the challenging circumstances. Our rent collection rates are in line with pre-pandemic levels and we continue to experience strong demand throughout our portfolio.”

“Our business plan of acquiring value-add communities, making the necessary improvements, and implementing a rental and sales program has proven to yield excellent results. Year over year, our same property occupancy improved by 550 sites or 3.1% resulting in revenue growth of over 7% and NOI growth of 14%. This is the third quarter in a row that we have produced double-digit same property NOI growth.”

“We continue to make progress on the financing front. As we have previously announced we are working to obtain approximately $100 million of GSE mortgage debt at rates below 3%. Assuming no unforeseen issues arising, we plan to call our $95 million of Series B Perpetual Preferred stock. This will add approximately $0.11 per share in FFO annually.”

“Our strong operating results have given us the confidence to seek acquisition opportunities in additional states. We will implement our proven business plan to further increase community value while providing affordable housing for the nation.”

UMH Properties, Inc. will host its Second Quarter 2020 Financial Results Webcast and Conference Call on Thursday, August 6, 2020 at 10:00 a.m. Eastern Time. Senior management will discuss the results, current market conditions and future outlook on the call.

The Company’s 2020 second quarter financial results being released herein will be available on the Company’s website at www.umh.reit in the “Financial Information and Filings” section.

To participate in the webcast, select the microphone icon found on the homepage www.umh.reit to access the call. Interested parties can also participate via conference call by calling toll free 877-513-1898 (domestically) or 412-902-4147 (internationally).

The replay of the conference call will be available at 12:00 p.m. Eastern Time on Thursday, August 6, 2020. It will be available until November 1, 2020 and can be accessed by dialing toll free 877-344-7529 (domestically) and 412-317-0088 (internationally) and entering the passcode 10145442. A transcript of the call and the webcast replay will be available at the Company’s website, www.umh.reit.

UMH Properties, Inc., which was organized in 1968, is a public equity REIT that owns and operates 123 manufactured home communities containing approximately 23,200 developed homesites. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Michigan and Maryland. In addition, the Company owns a portfolio of REIT securities.

Certain statements included in this press release which are not historical facts may be deemed forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements are based on the Company’s current expectations and involve various risks and uncertainties. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can provide no assurance those expectations will be achieved. The risks and uncertainties that could cause actual results or events to differ materially from expectations are contained in the Company’s annual report on Form 10-K and described from time to time in the Company’s other filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 18

Note:

(1)	Non-GAAP Information: We assess and measure our overall operating results based upon an industry performance measure referred to as Funds from Operations Attributable to Common Shareholders (“FFO”), which management believes is a useful indicator of our operating performance. FFO is used by industry analysts and investors as a supplemental operating performance measure of a REIT. FFO, as defined by The National Association of Real Estate Investment Trusts (“NAREIT”), represents net income (loss) attributable to common shareholders, as defined by accounting principles generally accepted in the United States of America (“U.S. GAAP”), excluding extraordinary items, as defined under U.S. GAAP, gains or losses from sales of previously depreciated real estate assets, impairment charges related to depreciable real estate assets, and the change in the fair value of marketable securities plus certain non-cash items such as real estate asset depreciation and amortization. Included in the NAREIT FFO White Paper - 2018 Restatement, is an option pertaining to assets incidental to our main business in the calculation of NAREIT FFO to make an election to include or exclude gains and losses on the sale of these assets, such as marketable equity securities and include or exclude mark-to-market changes in the value recognized on these marketable equity securities. In conjunction with the adoption of the FFO White Paper - 2018 Restatement, for all periods presented, we have elected to exclude the change in the fair value of marketable securities from our FFO calculation. Prior to the adoption of the FFO White Paper – 2018 Restatement, we utilized Core Funds from Operations (Core FFO), which we defined as FFO, excluding the change in the fair value of marketable securities. NAREIT created FFO as a non-U.S. GAAP supplemental measure of REIT operating performance. We define Normalized Funds from Operations Attributable to Common Shareholders (“Normalized FFO”), as FFO, excluding gains and losses realized on marketable securities investments and certain one-time charges. FFO and Normalized FFO should be considered as supplemental measures of operating performance used by REITs. FFO and Normalized FFO exclude historical cost depreciation as an expense and may facilitate the comparison of REITs which have a different cost basis. However, other REITs may use different methodologies to calculate FFO and Normalized FFO and, accordingly, our FFO and Normalized FFO may not be comparable to all other REITs. The items excluded from FFO and Normalized FFO are significant components in understanding the Company’s financial performance.
	FFO and Normalized FFO (i) do not represent Cash Flow from Operations as defined by U.S. GAAP; (ii) should not be considered as alternatives to net income (loss) as a measure of operating performance or to cash flows from operating, investing and financing activities; and (iii) are not alternatives to cash flow as a measure of liquidity.
	The reconciliation of the Company’s U.S. GAAP net loss to the Company’s FFO and Normalized FFO for the three and six months ended June 30, 2020 and 2019 are calculated as follows (in thousands):

	Three Months Ended						Six Months Ended
	6/30/20			6/30/19			6/30/20			6/30/19
Net Income (Loss) Attributable to Common Shareholders	$	10,235		$	(5,537	)	$	(32,603	)	$	377
Depreciation Expense		10,272			8,869			20,499			17,620
(Gain) Loss on Sales of Depreciable Assets		39			(12	)		146			9
(Increase) Decrease in Fair Value of Marketable Securities (2)		(13,411	)		2,352			25,182			(6,244	)
FFO Attributable to Common Shareholders		7,135			5,672			13,224			11,762
Settlement of utility billing dispute over a prior 10-year period		-0-			-0-			-0-			375
Normalized FFO Attributable to Common Shareholders	$	7,135		$	5,672		$	13,224		$	12,137

The diluted weighted shares outstanding used in the calculation of FFO per Diluted Common Share and Normalized FFO per Diluted Common Share were 41.5 million and 41.6 million shares for the three and six months ended June 30, 2020, respectively, and 39.9 million and 39.4 million shares for the three and six months ended June 30, 2019, respectively. Common stock equivalents resulting from stock options in the amount of 356,000 shares for the six months ended June 30, 2020, and 282,000 shares for the three months ended June 30, 2019, were excluded from the computation of the Diluted Net Income (Loss) per Share as their effect would be anti-dilutive. Common stock equivalents resulting from stock options in the amount of 316,000 shares for the three months ended June 30, 2020, and 245,000 shares for the six months ended June 30,2019, are included in the diluted weighted shares outstanding.

The following are the cash flows provided (used) by operating, investing and financing activities for the six months ended June 30, 2020 and 2019 (in thousands):

	2020			2019
Operating Activities	$	30,992		$	11,649
Investing Activities		(44,689	)		(34,464	)
Financing Activities		11,938			19,334

(2) Represents change in unrealized gain (loss) in marketable securities which is included in the Consolidated Statements of Income (Loss). (Increase) Decrease in Fair Value of Marketable Securities, if any, were previously recorded in Core FFO.

# # # #

UMH Properties, Inc. | Second Quarter FY 2020 Supplemental Information 19

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Cover	Aug. 05, 2020
Schedule of Capitalization, Equity [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 05, 2020
Entity File Number	001-12690
Entity Registrant Name	UMH Properties, Inc.
Entity Central Index Key	0000752642
Entity Tax Identification Number	22-1890929
Entity Incorporation, State or Country Code	MD
Entity Address, Address Line One	Juniper Business Plaza
Entity Address, Address Line Two	3499 Route 9 North
Entity Address, Address Line Three	Suite 3-C
Entity Address, City or Town	Freehold
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07728
City Area Code	(732)
Local Phone Number	577-9997
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Common Stock, $.10 par value
Schedule of Capitalization, Equity [Line Items]
Title of 12(b) Security	Common Stock, $.10 par value
Trading Symbol	UMH
Security Exchange Name	NYSE
8.0% Series B Cumulative Redeemable Preferred Stock, $.10 par value
Schedule of Capitalization, Equity [Line Items]
Title of 12(b) Security	8.0% Series B Cumulative Redeemable Preferred Stock, $.10 par value
Trading Symbol	UMH PRB
Security Exchange Name	NYSE
6.75% Series C Cumulative Redeemable Preferred Stock, $.10 par value
Schedule of Capitalization, Equity [Line Items]
Title of 12(b) Security	6.75% Series C Cumulative Redeemable Preferred Stock, $.10 par value
Trading Symbol	UMH PRC
Security Exchange Name	NYSE
6.375% Series D Cumulative Redeemable Preferred Stock, $.10 par value
Schedule of Capitalization, Equity [Line Items]
Title of 12(b) Security	6.375% Series D Cumulative Redeemable Preferred Stock, $.10 par value
Trading Symbol	UMH PRD
Security Exchange Name	NYSE