[PART I - FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents UMH Properties, Inc.'s unaudited consolidated financial statements, including Balance Sheets, Income, Equity, Cash Flows, and detailed notes on organization and policies [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) | Metric | June 30, 2025 (Unaudited) (in thousands) | December 31, 2024 (in thousands) | | :--------------------------------- | :--------------------------------------- | :--------------------------------------- | | **ASSETS** | | | | Net Investment Property and Equipment | $1,270,250 | $1,228,899 | | Cash and Cash Equivalents | $79,235 | $99,720 | | Marketable Securities at Fair Value | $30,159 | $31,883 | | Inventory of Manufactured Homes | $38,688 | $34,982 | | Land Development Costs | $62,057 | $33,868 | | Total Assets | $1,624,022 | $1,563,728 | | **LIABILITIES** | | | | Mortgages Payable, net | $530,193 | $485,540 | | Loans Payable, net | $27,639 | $28,279 | | Series A Bonds, net | $101,327 | $100,903 | | Total Liabilities | $690,264 | $647,819 | | **SHAREHOLDERS' EQUITY** | | | | Total Shareholders' Equity | $933,758 | $915,909 | | TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $1,624,022 | $1,563,728 | - **Total Assets increased by $60.3 million (3.85%)** from December 31, 2024, to June 30, 2025, primarily driven by an increase in Net Investment Property and Equipment and Land Development Costs[8](index=8&type=chunk) - **Total Liabilities increased by $42.4 million (6.54%)** over the six-month period, mainly due to an increase in Mortgages Payable[10](index=10&type=chunk) [Consolidated Statements of Income (Loss)](index=6&type=section&id=Consolidated%20Statements%20of%20Income%20(Loss)) | Metric (in thousands, except per share) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Rental and Related Income | $56,165 | $51,494 | $110,739 | $101,823 | | Sales of Manufactured Homes | $10,478 | $8,834 | $17,129 | $16,185 | | Total Income | $66,643 | $60,328 | $127,868 | $118,008 | | Total Expenses | $54,013 | $49,307 | $105,664 | $97,715 | | Net Income | $7,605 | $5,181 | $12,415 | $3,556 | | Net Income (Loss) Attributable to Common Shareholders | $2,532 | $527 | $2,261 | $(5,737) | | Net Income (Loss) Attributable to Common Shareholders Per Share – Basic and Diluted | $0.03 | $0.01 | $0.03 | $(0.08) | - **Net Income Attributable to Common Shareholders significantly increased** for both the three-month period (from **$0.527 million** to **$2.532 million**) and six-month period (from a loss of **$5.737 million** to income of **$2.261 million**) ended June 30, 2025, compared to the prior year[13](index=13&type=chunk) - **Total Income grew by 10.5%** for the three months and 8.4% for the six months ended June 30, 2025, primarily driven by increases in Rental and Related Income and Sales of Manufactured Homes[13](index=13&type=chunk) [Consolidated Statements of Shareholders' Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Shareholders'%20Equity) | Metric (in thousands) | Balance December 31, 2024 | Balance June 30, 2025 | | :------------------------------------------------ | :------------------------ | :-------------------- | | Common Stock (Amount) | $8,191 | $8,474 | | Preferred Stock Series D | $320,572 | $321,804 | | Additional Paid-In Capital | $610,630 | $627,068 | | Total Shareholders' Equity | $915,909 | $933,758 | - **Total Shareholders' Equity increased by $17.8 million** from December 31, 2024, to June 30, 2025, primarily due to increases in Additional Paid-In Capital and Preferred Stock[16](index=16&type=chunk) - Common Stock issued through At-The-Market Offerings, net, contributed **$9.2 million** and **$30.2 million** to Additional Paid-In Capital for the periods ending March 31, 2025, and June 30, 2025, respectively[16](index=16&type=chunk) [Consolidated Statements of Cash Flows](index=11&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) | Cash Flow Activity (in thousands) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------- | :--------------------------- | :--------------------------- | | Net Cash Provided by Operating Activities | $37,195 | $37,605 | | Net Cash Used in Investing Activities | $(100,648) | $(58,758) | | Net Cash Provided by Financing Activities | $42,125 | $7,598 | | Net Decrease in Cash, Cash Equivalents and Restricted Cash | $(21,328) | $(13,555) | | Cash, Cash Equivalents and Restricted Cash at End of Period | $87,483 | $50,882 | - **Net cash used in investing activities significantly increased to $(100.6) million** for the six months ended June 30, 2025, from **$(58.8) million** in the prior year, driven by higher purchases of manufactured home communities and investment property and equipment[19](index=19&type=chunk) - **Net cash provided by financing activities saw a substantial increase to $42.1 million** for the six months ended June 30, 2025, compared to **$7.6 million** in the prior year, primarily due to proceeds from mortgages and equity programs[19](index=19&type=chunk) [Notes To Consolidated Financial Statements](index=12&type=section&id=Notes%20To%20Consolidated%20Financial%20Statements) [NOTE 1 – ORGANIZATION AND ACCOUNTING POLICIES](index=12&type=section&id=NOTE%201%20%E2%80%93%20ORGANIZATION%20AND%20ACCOUNTING%20POLICIES) UMH Properties, Inc. operates as a REIT, owning and managing manufactured home communities, with 142 communities and 26,600 homesites - As of June 30, 2025, UMH Properties, Inc. operated **142 manufactured home communities**, comprising approximately **26,600 developed homesites** and **10,600 Company-owned rental homes** across 12 states[21](index=21&type=chunk) - Subsequent to quarter end, the Company acquired **two additional communities in Maryland**, increasing its total to **144 communities** with approximately **26,800 developed homesites**[21](index=21&type=chunk) - The Company maintains a **77% controlling interest** in its qualified opportunity zone fund, established in 2022 to acquire and develop manufactured housing communities in economically distressed areas[22](index=22&type=chunk) [NOTE 2 – NET INCOME (LOSS) PER SHARE](index=16&type=section&id=NOTE%202%20%E2%80%93%20NET%20INCOME%20(LOSS)%20PER%20SHARE) This note details basic and diluted net income (loss) per share calculations, including common stock equivalents from employee stock options | Metric | 3 Months Ended June 30, 2025 | 6 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2024 | | :------------------------------------------------ | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net Income (Loss) Attributable to Common Shareholders Per Share – Basic and Diluted | $0.03 | $0.03 | $0.01 | $(0.08) | | Weighted Average Common Shares Outstanding (Basic) | 83,974 | 83,233 | 71,418 | 70,291 | | Weighted Average Common Shares Outstanding (Diluted) | 84,779 | 84,051 | 71,884 | 70,700 | - Common stock equivalents from employee stock options included in diluted EPS calculations were **805,000 shares** for the three months and **818,000 shares** for the six months ended June 30, 2025[44](index=44&type=chunk) - For the six months ended June 30, 2024, **409,000 common stock equivalents** were excluded from diluted EPS calculation as they were anti-dilutive due to a net loss[44](index=44&type=chunk) [NOTE 3 – INVESTMENT PROPERTY AND EQUIPMENT](index=17&type=section&id=NOTE%203%20%E2%80%93%20INVESTMENT%20PROPERTY%20AND%20EQUIPMENT) The Company expanded its investment property portfolio through acquisitions, adding 266 homesites in New Jersey and 191 in Maryland - On March 24, 2025, the Company acquired Cedar Grove and Maplewood Village in Mantua, New Jersey, for approximately **$24.6 million**, adding **266 newly developed and 100% occupied homesites**[46](index=46&type=chunk)[47](index=47&type=chunk) - Subsequent to quarter end, on July 2, 2025, the Company acquired Conowingo Court and Maybelle Manor in Conowingo, Maryland, for approximately **$14.6 million**, adding **191 homesites with 79% occupancy**[48](index=48&type=chunk) [NOTE 4 – MARKETABLE SECURITIES](index=17&type=section&id=NOTE%204%20%E2%80%93%20MARKETABLE%20SECURITIES) The Company's marketable securities portfolio, primarily REIT stocks, had a fair value of $30.2 million with net unrealized losses - As of June 30, 2025, marketable securities had a fair value of **$30.2 million**, representing **1.4% of undepreciated assets**[49](index=49&type=chunk) - The Company recorded total net unrealized losses of **$40.3 million** in its REIT securities portfolio as of June 30, 2025[50](index=50&type=chunk) - A decrease of **$1.7 million** in the fair value of marketable securities was recorded for the six months ended June 30, 2025[50](index=50&type=chunk) [NOTE 5 – INVESTMENT IN JOINT VENTURES](index=18&type=section&id=NOTE%205%20%E2%80%93%20INVESTMENT%20IN%20JOINT%20VENTURES) UMH Properties, Inc. maintains a 40% interest in joint ventures with Nuveen Real Estate, acquiring and developing communities - The initial joint venture with Nuveen Real Estate, established in December 2021, involves **60% funding by Nuveen and 40% by UMH**, with UMH serving as managing member and receiving property management and asset management fees[52](index=52&type=chunk) - This joint venture acquired Sebring Square (**$22.2 million**) and Rum Runner (**$15.1 million**) in Florida, totaling **363 developed homesites**[58](index=58&type=chunk) - A new joint venture entity formed in November 2023, focused on development, opened the Honey Ridge community in Pennsylvania in June 2025, featuring **113 manufactured home sites**[61](index=61&type=chunk) [NOTE 6 – OPPORTUNITY ZONE FUND](index=20&type=section&id=NOTE%206%20%E2%80%93%20OPPORTUNITY%20ZONE%20FUND) UMH Properties, Inc. invested $8.0 million in the UMH OZ Fund, LLC, holding a 77% interest to acquire and develop communities - UMH invested **$8.0 million** in the UMH OZ Fund, LLC in July 2022, holding a **77% controlling interest**[63](index=63&type=chunk) - The OZ Fund acquired Garden View Estates in Orangeburg, South Carolina, for approximately **$5.2 million** in August 2022[63](index=63&type=chunk) - In January 2023, the OZ Fund acquired Mighty Oak in Albany, Georgia, for approximately **$3.7 million**[63](index=63&type=chunk) [NOTE 7 – DEBT](index=21&type=section&id=NOTE%207%20%E2%80%93%20DEBT) The Company's debt includes loans payable, Series A Bonds, and mortgages payable, with mortgages increasing and new Series B Bonds | Debt Type (in thousands) | June 30, 2025 | December 31, 2024 | | :----------------------- | :------------ | :---------------- | | Loans Payable, net | $27,639 | $28,279 | | Series A Bonds, net | $101,327 | $100,903 | | Mortgages Payable, net | $530,193 | $485,540 | | Weighted Average Loan Maturity (Mortgages) | 5.4 years | 4.4 years | - Mortgages Payable, net, increased by **$44.7 million (9.2%)** during the six months ended June 30, 2025, primarily due to a new **$101.4 million Fannie Mae credit facility**, partially offset by **$49.5 million in mortgage payoffs**[72](index=72&type=chunk)[73](index=73&type=chunk) - Subsequent to quarter end, on July 22, 2025, the Company issued **$80.2 million of 5.85% Series B Bonds due 2030**, with estimated net proceeds of **$75.2 million**[71](index=71&type=chunk)[117](index=117&type=chunk) [NOTE 8 – SHAREHOLDERS' EQUITY](index=23&type=section&id=NOTE%208%20%E2%80%93%20SHAREHOLDERS'%20EQUITY) The Company increased its common stock dividend, raised equity through ATM programs and DRIP, and increased authorized shares - On April 1, 2025, the Company increased its quarterly common stock dividend by **$0.01 to $0.225 per share**, representing a **4.7% increase** and an **annual rate of $0.90 per share**[75](index=75&type=chunk) - For the six months ended June 30, 2025, the Company issued **2.3 million shares of Common Stock** under its September 2024 Common ATM Program, generating **$39.6 million in net proceeds**[80](index=80&type=chunk) - The Company issued **49,000 shares of Series D Preferred Stock** under the 2023 Preferred ATM Program, generating **$982,000 in net proceeds** for the six months ended June 30, 2025[85](index=85&type=chunk) - Authorized shares were increased by **25,000,000 for Common Stock** and **5,000,000 for Series D Preferred Stock** on March 5, 2025[89](index=89&type=chunk) [NOTE 9 – STOCK BASED COMPENSATION](index=26&type=section&id=NOTE%209%20%E2%80%93%20STOCK%20BASED%20COMPENSATION) The Company recognized $6.5 million in stock-based compensation costs, including restricted stock and stock option grants - Total stock-based compensation costs recognized were **$3.4 million** for the three months and **$6.5 million** for the six months ended June 30, 2025, with **$1.5 million and $2.9 million capitalized**, respectively[90](index=90&type=chunk) - The Company awarded **26,000 shares of restricted stock** (**$473,000 fair value**) and **179,944 shares of restricted stock** (**$3.3 million fair value**) to employees in January 2025[91](index=91&type=chunk)[92](index=92&type=chunk) - Stock options to purchase **541,500 shares** (**$1.9 million fair value**) and **325,000 shares** (**$1.1 million fair value**) were granted to employees in March and June 2025, respectively[93](index=93&type=chunk)[95](index=95&type=chunk) - Shareholders approved an amendment to the 2023 Plan, increasing shares available for future awards by **2,250,000**, with **1.8 million shares remaining available** as of June 30, 2025[99](index=99&type=chunk) [NOTE 10 – FAIR VALUE MEASUREMENTS](index=27&type=section&id=NOTE%2010%20%E2%80%93%20FAIR%20VALUE%20MEASUREMENTS) The Company measures financial assets and liabilities at fair value, with marketable securities at $30.2 million and mortgages at $530.3 million | Metric (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :---------------- | | Marketable Securities - Preferred stock | $541 | $509 | | Marketable Securities - Common stock | $29,618 | $31,374 | | Total Marketable Securities (Level 1) | $30,159 | $31,883 | - As of June 30, 2025, the estimated fair value of fixed rate mortgages payable was **$530.3 million**, while their carrying value was **$535.5 million**[102](index=102&type=chunk) [NOTE 11 – CONTINGENCIES, COMMITMENTS AND OTHER MATTERS](index=28&type=section&id=NOTE%2011%20%E2%80%93%20CONTINGENCIES,%20COMMITMENTS%20AND%20OTHER%20MATTERS) The Company faces ordinary litigation, has repurchase obligations for defaulted loans, and commitments for joint ventures - The Company has repurchase obligations for defaulted manufactured home loans under agreements with 21st Mortgage, with total loan balances of approximately **$2.1 million** and **$479,000** as of June 30, 2025[105](index=105&type=chunk) - The Company acquired approximately **$91.7 million in loans** under the Chattel Loan Origination, Sale and Servicing Agreement (COP Program) with Triad Financial Services as of June 30, 2025[107](index=107&type=chunk) - A preliminary agreement exists with a national homebuilder for a potential joint venture to develop **131 acres** in southern New Jersey for luxury single-family homes, with due diligence extended to September 9, 2025[110](index=110&type=chunk) [NOTE 12 – SUPPLEMENTAL CASH FLOW INFORMATION](index=30&type=section&id=NOTE%2012%20%E2%80%93%20SUPPLEMENTAL%20CASH%20FLOW%20INFORMATION) Supplemental cash flow information details cash paid for interest, capitalized costs, and dividend reinvestments | Metric (in thousands) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------- | :--------------------------- | :--------------------------- | | Cash paid for interest | $14,100 | $15,800 | | Interest cost capitalized to land development | $2,500 | $2,400 | | Stock compensation capitalized to land development | $2,900 | $1,200 | | Dividend Reinvestments | $1,700 | $1,500 | [NOTE 13 – SUBSEQUENT EVENTS](index=30&type=section&id=NOTE%2013%20%E2%80%93%20SUBSEQUENT%20EVENTS) Subsequent to June 30, 2025, the Company raised capital, acquired communities, and issued $80.2 million in Series B Bonds - Since July 1, 2025, the Company sold an additional **160,000 shares of Common Stock** under the September 2024 Common ATM Program, generating **$2.7 million in net proceeds**[114](index=114&type=chunk) - On July 2, 2025, the Company acquired two communities, Conowingo Court and Maybelle Manor in Maryland, for approximately **$14.6 million**, adding **191 homesites**[115](index=115&type=chunk) - On July 22, 2025, the Company issued **$80.2 million of 5.85% Series B Bonds due 2030** in Israel, with estimated net proceeds of **$75.2 million**[117](index=117&type=chunk) [NOTE 14 – PROFORMA FINANCIAL INFORMATION (UNAUDITED)](index=31&type=section&id=NOTE%2014%20%E2%80%93%20PROFORMA%20FINANCIAL%20INFORMATION%20(UNAUDITED)) Unaudited pro forma financial information reflects acquisitions through July 2025, showing pro forma Net Income of $1.573 million | Pro Forma Metric (in thousands, except per share) | 3 Months Ended June 30, 2025 | 6 Months Ended June 30, 2025 | | :------------------------------------------------ | :--------------------------- | :--------------------------- | | Rental and Related Income | $56,449 | $111,711 | | Community Operating Expenses | $23,249 | $46,476 | | Net Income (Loss) Attributable to Common Shareholders | $2,242 | $1,573 | | Net Income (Loss) Attributable to Common Shareholders Per Share – Basic and Diluted | $0.03 | $0.02 | - The pro forma financial information includes the effect of additional revenue and expenses from properties acquired through July 2025, assuming acquisitions occurred as of the first day of the applicable period[123](index=123&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section reviews UMH Properties, Inc.'s financial performance, covering revenue growth, operating metrics, capital, liquidity, and investments [Overview](index=32&type=section&id=Overview) UMH Properties, Inc. operates as a REIT, acquiring and improving manufactured home communities to increase occupancy and NOI - As of June 30, 2025, the Company operated **142 manufactured home communities**, expanding to **144 communities with 26,800 developed homesites** post-quarter end[127](index=127&type=chunk) - **Rental and related income increased 9%** for both the three and six months ended June 30, 2025, compared to the prior year periods[133](index=133&type=chunk) - **Same property NOI increased 10% and 9%** for the three and six months ended June 30, 2025, respectively, driven by an **80 basis point increase in occupancy to 88.2%** and a **4.2% rental rate increase**[133](index=133&type=chunk) - The Company added **237 rental homes** during the first six months of 2025, bringing the total to approximately **10,600 rental homes**, with an **occupancy rate of 94.4%** as of June 30, 2025[136](index=136&type=chunk) [Acquisitions](index=34&type=section&id=Acquisitions) The Company completed acquisitions in New Jersey and Maryland, adding 457 sites for a total of $39.225 million | Community | Date of Acquisition | State | Number of Sites | Purchase Price (in thousands) | Occupancy at Acquisition | | :---------------- | :------------------ | :---- | :-------------- | :---------------------------- | :----------------------- | | Cedar Grove | March 24, 2025 | NJ | 186 | $17,000 | 100% | | Maplewood Village | March 24, 2025 | NJ | 80 | $7,600 | 100% | | Conowingo Court | July 2, 2025 | MD | 142 | $9,855 | 70% | | Maybelle Manor | July 2, 2025 | MD | 49 | $4,770 | 100% | | **Total 2025 to Date** | | | **457** | **$39,225** | **91%** | [Significant Accounting Policies and Estimates](index=35&type=section&id=Significant%20Accounting%20Policies%20and%20Estimates) The Company's financial statements adhere to U.S. GAAP, with no material changes to accounting policies from 2024 - Management believes there have been **no material changes to the significant accounting policies and estimates** disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2024[140](index=140&type=chunk) [Supplemental Measures](index=35&type=section&id=Supplemental%20Measures) The Company uses non-U.S. GAAP measures like Community NOI and FFO to provide insights into operating performance | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------------------------------------ | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Community NOI | $33,118 | $29,899 | $64,663 | $59,131 | | FFO Attributable to Common Shareholders | $18,703 | $16,182 | $36,875 | $30,228 | | Normalized FFO Attributable to Common Shareholders | $19,452 | $16,807 | $38,272 | $31,824 | - Net Cash Provided by Operating Activities was **$37.2 million** for the six months ended June 30, 2025, a slight decrease from **$37.6 million** in the prior year[148](index=148&type=chunk) - Net Cash Used in Investing Activities increased to **$(100.6) million** for the six months ended June 30, 2025, from **$(58.8) million** in the prior year, reflecting increased investment in properties[148](index=148&type=chunk) [Changes In Results Of Operations](index=38&type=section&id=Changes%20In%20Results%20Of%20Operations) The Company saw significant growth in rental income, driven by acquisitions, rate increases, and occupancy - **Rental and related income increased 9%** for both the three and six months ended June 30, 2025, due to acquisitions, **5-6% annual rental rate increases**, and an **80 basis point increase in same property occupancy to 88.2%**[149](index=149&type=chunk) - Community operating expenses increased **7% for the three months and 8% for the six months** ended June 30, 2025, primarily due to acquisitions, payroll, real estate taxes, snow removal, and water/sewer costs[150](index=150&type=chunk) - Sales of manufactured homes increased **19% for the three months and 6% for the six months** ended June 30, 2025, with average sales prices rising to **$103,000 and $99,000**, respectively[152](index=152&type=chunk)[153](index=153&type=chunk) - Interest income increased **37% for the three months and 41% for the six months** ended June 30, 2025, driven by an increase in the average balance of notes receivable to **$92.3 million**[158](index=158&type=chunk) [Changes in Financial Condition](index=40&type=section&id=Changes%20in%20Financial%20Condition) Total investment property increased by $71.1 million, driven by new homes and acquisitions, with surging land costs - Total investment property increased by **$71.1 million (4%)** during the six months ended June 30, 2025, driven by the addition of **237 rental homes** and the acquisition of two communities for **$24.6 million**[163](index=163&type=chunk) - Occupied rental homes increased by **259** from December 31, 2024, to June 30, 2025, with the rental home occupancy rate rising to **94.4%**[163](index=163&type=chunk) - Land development costs increased by **$28.2 million (83%)** during the six months ended June 30, 2025, due to an increase in expansion projects[164](index=164&type=chunk) - Mortgages payable, net, increased by **$44.7 million (9%)** during the six months ended June 30, 2025, primarily from a new **$101.4 million mortgage**, offset by payoffs and principal payments[165](index=165&type=chunk) [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) The Company maintains strong liquidity and capital resources, funding operations, acquisitions, and growth through debt and equity - For the six months ended June 30, 2025, the Company generated **$39.6 million** in net proceeds from its Common Stock ATM Program and **$982,000** from its Preferred Stock ATM Program[169](index=169&type=chunk)[171](index=171&type=chunk) - Net cash provided by operating activities was **$37.2 million** for the six months ended June 30, 2025[174](index=174&type=chunk) - As of June 30, 2025, the Company had **$79.2 million** in cash and cash equivalents, **$30.2 million** in marketable securities, and **$260 million** available on its unsecured credit facility[174](index=174&type=chunk) - The Company's net debt to total market capitalization was approximately **31%**, and net debt less securities to total market capitalization was approximately **29%** as of June 30, 2025[176](index=176&type=chunk) [Off-Balance Sheet Arrangements](index=42&type=section&id=Off-Balance%20Sheet%20Arrangements) The Company reported that it does not have any off-balance sheet arrangements - The Company **does not have any off-balance sheet arrangements**[177](index=177&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=44&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The Company reported no material changes to its market risk disclosures since the prior year-end - There have been **no material changes to information required regarding quantitative and qualitative disclosures about market risk** from the end of the preceding year to the date of this Quarterly Report on Form 10-Q[184](index=184&type=chunk) [Item 4. Controls and Procedures](index=44&type=section&id=Item%204.%20Controls%20and%20Procedures) The Company's disclosure controls and procedures were effective, with no material changes in internal control over financial reporting - The Company's **disclosure controls and procedures were evaluated and deemed effective** as of June 30, 2025[185](index=185&type=chunk) - **No material changes in the Company's internal control over financial reporting occurred** during the quarterly period ended June 30, 2025[186](index=186&type=chunk) [PART II - OTHER INFORMATION](index=45&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=45&type=section&id=Item%201.%20Legal%20Proceedings) The Company reported no legal proceedings - The Company reported **no legal proceedings**[189](index=189&type=chunk) [Item 1A. Risk Factors](index=45&type=section&id=Item%201A.%20Risk%20Factors) The Company reported no material changes to risk factors disclosed in its Annual Report on Form 10-K for 2024 - There have been **no material changes to the risk factors** from the end of the preceding year to the date of this Quarterly Report on Form 10-Q[190](index=190&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=45&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The Company reported no unregistered sales of equity securities or use of proceeds - The Company reported **no unregistered sales of equity securities and use of proceeds**[191](index=191&type=chunk) [Item 3. Defaults Upon Senior Securities](index=45&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The Company reported no defaults upon senior securities - The Company reported **no defaults upon senior securities**[192](index=192&type=chunk) [Item 4. Mine Safety Disclosures](index=45&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The Company reported no mine safety disclosures - The Company reported **no mine safety disclosures**[193](index=193&type=chunk) [Item 5. Other Information](index=45&type=section&id=Item%205.%20Other%20Information) This section reports no undisclosed Form 8-K information or changes to director nominee procedures - **No information required to be disclosed in a Form 8-K was not reported**[196](index=196&type=chunk) - **No material changes to the procedures by which security holders may recommend nominees** to the Board of Directors[196](index=196&type=chunk) [Item 6. Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including Series B Bonds Deed, credit facility amendment, and certifications - Exhibits include the **Deed of Trust for the 5.85% Series B Bonds due 2030**, an amendment to the Master Credit Facility Agreement, and certifications from the President and CEO and Chief Financial Officer[196](index=196&type=chunk) - The filing also includes **Inline XBRL documents** for the Consolidated Balance Sheets, Statements of Income (Loss), Statements of Shareholders' Equity, Statements of Cash Flows, and Notes to Consolidated Financial Statements[196](index=196&type=chunk)[197](index=197&type=chunk) [SIGNATURES](index=47&type=section&id=SIGNATURES) The report was signed on August 6, 2025, by the President and CEO and EVP and CFO, certifying submission - The report was signed on **August 6, 2025**, by **Samuel A. Landy, President and Chief Executive Officer**, and **Anna T. Chew, Executive Vice President and Chief Financial Officer**[200](index=200&type=chunk)

Core Viewpoint - UMH Properties, Inc. has successfully completed the sale of approximately $80.2 million of its 5.85% Series B Bonds due 2030 to investors in Israel, with proceeds intended for working capital and general corporate purposes [1] Group 1: Bond Details - The 2030 Bonds will pay interest at a rate of 5.85% per year, with interest payments scheduled semi-annually on June 30 and December 31, starting December 31, 2025 [2] - The principal amount of the 2030 Bonds is due on June 30, 2030, and the principal and interest are linked to the U.S. Dollar [2] - The 2030 Bonds are general unsecured obligations and rank equally with the Company's existing and future unsecured indebtedness, governed by a deed of trust that includes customary covenants and events of default [3] Group 2: Regulatory Information - The 2030 Bonds have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States or to U.S. Persons without registration or an applicable exemption [4] - The offering of the 2030 Bonds was conducted solely for investors outside the United States in accordance with Regulation S under the Securities Act [4] Group 3: Company Overview - UMH Properties, Inc. is a public equity REIT established in 1968, owning and operating 143 manufactured home communities with approximately 26,700 developed homesites, including around 10,600 rental homes and over 1,000 self-storage units across multiple states [6]

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Core Insights - UMH Properties, Inc. (UMH) reported strong second-quarter performance driven by rental home conversions, rising occupancy, and increased rental income [1] Group 1: Rental Home Performance - UMH converted 188 homes from inventory to revenue-generating rental units in Q2, bringing the total to 10,600 rental homes with a 94.4% occupancy rate [2][11] - Year-to-date, UMH has transitioned 305 homes into rental units and aims to reach a full-year goal of 800 new rental homes, with over 500 homes in the setup pipeline [3] Group 2: Sales and Revenue - The company achieved $10.3 million in gross home sales revenues for the quarter, a 17% increase from the previous year, setting a new quarterly sales record [4][11] Group 3: Refinancing Activities - UMH refinanced ten communities through its Fannie Mae credit facility, generating $101.4 million in proceeds from properties appraised at $163.5 million, reflecting a 146% appreciation from its $66.6 million investment [5] - The refinancing resulted in approximately $56 million in excess proceeds, which can be reinvested in rental home programs, expansions, and capital upgrades [6] Group 4: Acquisitions - UMH acquired two manufactured home communities in Conowingo, MD, for $14.625 million, adding 191 developed homesites and enhancing operational synergies with existing properties [7][8] - The total year-to-date community purchases amount to four, representing 457 sites for $39.2 million [8] Group 5: Overall Strategy and Market Position - The second-quarter performance underscores the effectiveness of UMH's rental home strategy and disciplined capital deployment, with rising occupancy and record home sales [9] - Shares of UMH have increased by 6.3% over the past year, contrasting with a 1.3% decline in the industry [10]

Acquisition Details - UMH Properties, Inc. has acquired two manufactured home communities in Conowingo, Maryland for a total purchase price of $14.625 million, consisting of 191 developed homesites with 79% occupancy [1][2] - The acquisition includes Maybelle Manor, a fully occupied community with 49 sites, and Conowingo Court, a value-add community with 142 sites, of which 101 are homeowner occupied [3] Operational Efficiency - The acquisition expands UMH's footprint in the Maryland market and is expected to create operational efficiencies, leading to higher returns [2] - The company plans to implement its typical business plan to increase occupancy rates and property-level value over time [3] Year-to-Date Performance - Year to date, UMH has completed the acquisition of four communities, totaling 457 sites for a total purchase price of $39.2 million, indicating a strong acquisition pipeline moving forward [4] - UMH Properties, Inc. operates 143 manufactured home communities with approximately 26,700 developed homesites across multiple states [4]

Core Viewpoint - UMH Properties, Inc. reported strong second quarter operating results, highlighting the effectiveness of its long-term business plan and the successful addition to its Fannie Mae credit facility, which generated approximately $56 million in proceeds for further investments [1][2]. Financial Performance - The company converted 188 new homes from inventory to revenue-generating rental homes in Q2 2025, totaling approximately 10,600 rental homes with an occupancy rate of 94.4% [2]. - Same Property occupancy increased by 76 units in Q2 and 251 units year-over-year, reaching 88.2% [2]. - Gross home sales revenue reached $10.3 million, a 17% increase from $8.8 million in the previous year [2]. - Rental and related charges for Q2 were $55.9 million, up 8.5% from $51.5 million last year, with a 9.2% increase in same property charges compared to July 2024 [2]. Refinancing and Investments - The addition of ten communities to the Fannie Mae credit facility generated total proceeds of approximately $101.4 million, with a fixed interest rate of 5.855%. These communities were appraised at $163.5 million, reflecting a 146% increase in value from the company's cost basis of $66.6 million [2]. - The company issued approximately 1.8 million shares of Common Stock at a weighted average price of $17.60 per share, generating gross proceeds of $31.0 million [2]. Future Outlook - The company anticipates continued sales and occupancy growth throughout the year, with a target of converting 800 new rental homes in 2025, supported by over 500 new homes in various stages of setup [1].

Company Overview - UMH Properties owns and operates 141 manufactured home communities with approximately 26,500 developed homesites across 11 states [9, 19] - The company's rental portfolio has expanded to approximately 10,400 units, a 417 unit increase from March 2024 to March 2025, with an anticipated addition of 800 homes this year [9] - UMH has a sales and finance subsidiary with an approximate $91.6 million loan portfolio [10] Financial Performance (Q1 2025) - Rental and related income increased by 8% [16] - Community Net Operating Income (NOI) increased by 8% [16] - Normalized Funds from Operations (FFO) increased by 25%, with Normalized FFO per diluted share up by 5% [16] - Same Property Community NOI increased by 8% [16] Portfolio Metrics - Portfolio occupancy stands at 87.9% [19] - Home rentals account for 39.9% of sites, with a home rental occupancy of 94.6% [19] - The average monthly site rent is $554 [19] - Gross asset value is $2.0 billion, while gross real estate book value is $1.7 billion [19] Growth and Expansion - UMH has 3,400 existing vacant lots to fill and over 2,400 vacant acres for approximately 9,600 future lots [9] - The company acquired two age-restricted communities in New Jersey with approximately 266 homesites for approximately $24.6 million [16] - UMH anticipates adding 800 rental units in the current year [9] Financial Strategy - UMH raised its quarterly common stock dividend by $0.01, a 4.7% increase to $0.225 per share, or $0.90 annually [16] - The company completed an addition to its Fannie Mae Credit Facility through Wells Fargo Bank, N A, for approximately $101.4 million [107] - The company estimates overall capital needs to fund rental home purchases, notes, expansions, and improvements of approximately $120 - $150 million for the year [105]

Company Overview - UMH Properties, Inc. is a public equity REIT established in 1968, specializing in manufactured home communities [5] - The company owns and operates 141 manufactured home communities with approximately 26,500 developed homesites, including 10,400 rental homes and over 1,000 self-storage units [5] - These communities are located across several states, including New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Maryland, Michigan, Alabama, South Carolina, Florida, and Georgia [5] Upcoming Financial Events - UMH Properties will host its Second Quarter 2025 Financial Results Webcast and Conference Call on August 7, 2025, at 10:00 a.m. Eastern Time [1] - The financial results will be released on August 6, 2025, after the close of trading on the New York Stock Exchange [2] - Interested parties can participate in the webcast via the company's website or through a conference call [3] Conference Call Details - A replay of the conference call will be available on August 7, 2025, at 12:00 p.m. Eastern Time [4] - The replay can be accessed by dialing specific toll-free numbers for domestic and international callers [4] - A transcript of the call and the webcast replay will also be available on the company's website [4]

Summary of the Conference Call Company Overview - The company discussed is UMH Properties, which owns 141 manufactured home communities in the Eastern United States, with over 26,500 developed home sites [2][3]. Core Business Model - UMH provides factory-built homes for sale or rent, emphasizing affordability and community living [3][4]. - The cost of a 1,000 square foot three-bedroom, two-bath house is approximately $70,000, with lot costs varying from $30,000 to $100,000 [4]. - The rental price for homes is set at around $1,000 per month, targeting individuals earning between $40,000 to $80,000 annually [4][10]. Market Demand and Growth - There is a significant shortage of affordable housing in the U.S., estimated at over 4 million units [8]. - Since 2011, UMH has rented out 10,400 homes and plans to add 800 rental units annually [6][12]. - The company has seen a 10.8% average same-property NOI growth over the past five years [17]. Financial Performance - Sales are projected to approach $40 million, with current sales at over $30 million [13]. - The company has maintained strong rent collection rates, around 98.5% to 99% [19]. - Revenue for the company is projected at $200 million, with expectations of a 5% rent increase contributing an additional $10 million [25]. Challenges and Solutions - The company faced challenges with retail financing and supply chain disruptions, particularly during the COVID-19 pandemic [12][24]. - UMH has adapted by focusing on rental homes, which has allowed them to fill communities that others could not [12]. - The company has a strong balance sheet with $35 million in cash and has recently refinanced communities to improve its financial position [43][44]. Future Outlook - UMH is optimistic about future growth, with plans to continue adding rental units and expanding its portfolio [28][32]. - The company anticipates that demographic trends will favor their business model, particularly among retirees and young families [30]. - The management believes that the rental program will continue to be successful, with homes appreciating in value over time [24][60]. Capital Needs and Financing - The company requires approximately $100 million to $150 million annually to support its growth strategy, including acquisitions and capital expenditures [42]. - Recent refinancing efforts have proven the effectiveness of their business plan, with significant increases in property appraisals [44][46]. Conclusion - UMH Properties is positioned for continued growth in the manufactured home community sector, leveraging its business model to address the ongoing demand for affordable housing while maintaining strong financial performance and operational efficiency [56][58].

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