Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 01, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | UMH PROPERTIES, INC. | |
Entity Central Index Key | 752,642 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 37,054,503 | |
Trading symbol | UMH | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,018 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Investment Property and Equipment | ||
Land | $ 63,616,231 | $ 61,239,644 |
Site and Land Improvements | 485,940,966 | 463,242,075 |
Buildings and Improvements | 23,380,043 | 22,963,926 |
Rental Homes and Accessories | 233,339,284 | 216,992,988 |
Total Investment Property | 806,276,524 | 764,438,633 |
Equipment and Vehicles | 17,974,920 | 16,874,760 |
Total Investment Property and Equipment | 824,251,444 | 781,313,393 |
Accumulated Depreciation | (181,393,660) | (166,444,512) |
Net Investment Property and Equipment | 642,857,784 | 614,868,881 |
Other Assets | ||
Cash and Cash Equivalents | 15,227,599 | 23,242,090 |
Marketable Securities at Fair Value | 138,063,017 | 132,964,276 |
Inventory of Manufactured Homes | 23,165,680 | 17,569,365 |
Notes and Other Receivables, net | 27,944,531 | 25,451,053 |
Prepaid Expenses and Other Assets | 5,470,984 | 3,457,083 |
Land Development Costs | 10,023,089 | 6,328,578 |
Total Other Assets | 219,894,900 | 209,012,445 |
TOTAL ASSETS | 862,752,684 | 823,881,326 |
LIABILITIES: | ||
Mortgages Payable, net of unamortized debt issuance costs | 301,771,576 | 304,895,117 |
Other Liabilities: | ||
Accounts Payable | 3,922,121 | 2,960,739 |
Loans Payable, net of unamortized debt issuance costs | 84,648,794 | 84,704,487 |
Accrued Liabilities and Deposits | 4,358,710 | 4,977,886 |
Tenant Security Deposits | 5,525,674 | 5,127,633 |
Total Other Liabilities | 98,455,299 | 97,770,745 |
Total Liabilities | 400,226,875 | 402,665,862 |
Commitments and Contingencies | ||
Shareholders’ Equity: | ||
Series B – 8.0% Cumulative Redeemable Preferred Stock, par value $0.10 per share; 4,000,000 shares authorized; 3,801,200 shares issued and outstanding as of June 30, 2018 and December 31, 2017 | 95,030,000 | 95,030,000 |
Series C - 6.75% Cumulative Redeemable Preferred, Stock, par value $0.10 per share, 5,750,000 shares authorized, issued and outstanding as of June 30, 2018 and December 31, 2017 | 143,750,000 | 143,750,000 |
Series D - 6.375% Cumulative Redeemable Preferred, Stock, par value $0.10 per share, 2,300,000 shares authorized; 2,000,000 and -0- shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively | 50,000,000 | |
Common Stock - $0.10 par value per share; 111,363,800 and 113,663,800 shares authorized; 36,896,969 and 35,488,068 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively | 3,689,697 | 3,548,807 |
Excess Stock - $0.10 par value per share; 3,000,000 shares authorized; no shares issued or outstanding as of June 30, 2018 and December 31, 2017. | ||
Additional Paid-In Capital | 170,723,905 | 168,034,868 |
Accumulated Other Comprehensive Income | 11,519,582 | |
Accumulated Deficit | (667,793) | (667,793) |
Total Shareholders’ Equity | 462,525,809 | 421,215,464 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 862,752,684 | $ 823,881,326 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Common stock, par value | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 111,363,800 | 113,663,800 |
Common stock, shares issued | 36,896,969 | 35,488,068 |
Common stock, shares outstanding | 36,896,969 | 35,488,068 |
Excess stock, par value | $ 0.10 | $ 0.10 |
Excess stock, shares authorized | 3,000,000 | 3,000,000 |
Excess stock, shares issued | ||
Excess stock, shares outstanding | ||
Series B Cumulative Redeemable Preferred Stock [Member] | ||
Percentage rate on cumulative redeemable preferred stock | 8.00% | 8.00% |
Cumulative redeemable preferred stock, par value | $ 0.10 | $ 0.10 |
Cumulative redeemable preferred stock, shares authorized | 4,000,000 | 4,000,000 |
Cumulative redeemable preferred stock, shares issued | 3,801,200 | 3,801,200 |
Cumulative redeemable preferred stock, shares outstanding | 3,801,200 | 3,801,200 |
Series C Cumulative Redeemable Preferred Stock [Member] | ||
Percentage rate on cumulative redeemable preferred stock | 6.75% | 6.75% |
Cumulative redeemable preferred stock, par value | $ 0.10 | $ 0.10 |
Cumulative redeemable preferred stock, shares authorized | 5,750,000 | 5,750,000 |
Cumulative redeemable preferred stock, shares issued | 5,750,000 | 5,750,000 |
Cumulative redeemable preferred stock, shares outstanding | 5,750,000 | 5,750,000 |
Series D Cumulative Redeemable Preferred Stock [Member] | ||
Percentage rate on cumulative redeemable preferred stock | 6.375% | 0.00% |
Cumulative redeemable preferred stock, par value | $ 0.10 | $ 0 |
Cumulative redeemable preferred stock, shares authorized | 2,300,000 | 0 |
Cumulative redeemable preferred stock, shares issued | 2,000,000 | 0 |
Cumulative redeemable preferred stock, shares outstanding | 2,000,000 | 0 |
Consolidated Statements of Inco
Consolidated Statements of Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
INCOME: | ||||
Rental and Related Income | $ 28,237,771 | $ 25,293,961 | $ 55,508,248 | $ 49,824,316 |
Sales of Manufactured Homes | 3,860,779 | 3,523,887 | 6,386,266 | 5,442,081 |
Total Income | 32,098,550 | 28,817,848 | 61,894,514 | 55,266,397 |
EXPENSES: | ||||
Community Operating Expenses | 12,715,180 | 11,871,578 | 25,469,996 | 23,351,937 |
Cost of Sales of Manufactured Homes | 2,913,825 | 2,746,689 | 4,893,996 | 4,249,898 |
Selling Expenses | 1,085,244 | 865,462 | 1,889,316 | 1,624,841 |
General and Administrative Expenses | 3,282,682 | 2,634,309 | 5,641,238 | 4,836,611 |
Depreciation Expense | 7,764,258 | 6,740,205 | 15,358,892 | 13,280,443 |
Total Expenses | 27,761,189 | 24,858,243 | 53,253,438 | 47,343,730 |
OTHER INCOME (EXPENSE): | ||||
Interest Income | 536,176 | 495,778 | 1,006,406 | 969,137 |
Dividend Income | 2,474,180 | 1,795,600 | 4,899,320 | 3,646,840 |
Other Investment Income (Loss), net | 16,623,670 | 1,019,877 | (9,255,042) | 1,051,768 |
Other Income | 132,516 | 417,487 | 199,979 | 465,591 |
Interest Expense | (3,966,992) | (4,112,214) | (7,547,460) | (8,169,944) |
Total Other Income (Expense) | 15,799,550 | (383,472) | (10,696,797) | (2,036,608) |
Income (Loss) before Gain (Loss) on Sales of Investment Property and Equipment | 20,136,911 | 3,576,133 | (2,055,721) | 5,886,059 |
Gain (Loss) on Sales of Investment Property and Equipment | (64,927) | 13,738 | (80,632) | (10,642) |
Net Income (Loss) | 20,071,984 | 3,589,871 | (2,136,353) | 5,875,417 |
Less: Preferred Dividends | 5,123,257 | 3,789,747 | 10,069,430 | 7,579,494 |
Net Income (Loss) Attributable to Common Shareholders | $ 14,948,727 | $ (199,876) | $ (12,205,783) | $ (1,704,077) |
Basic Income (Loss) Per Share: | ||||
Net Income (Loss) | $ 0.55 | $ 0.11 | $ (0.06) | $ 0.19 |
Less: Preferred Dividends | 0.14 | 0.12 | 0.28 | 0.25 |
Net Income (Loss) Attributable to Common Shareholders | 0.41 | (0.01) | (0.34) | (0.06) |
Diluted Income (Loss) Per Share: | ||||
Net Income (Loss) | 0.54 | 0.11 | (0.06) | 0.19 |
Less: Preferred Dividends | 0.14 | 0.12 | 0.28 | 0.25 |
Net Income (Loss) Attributable to Common Shareholders | $ 0.40 | $ (0.01) | $ (0.34) | $ (0.06) |
Weighted Average Common Shares Outstanding: | ||||
Basic | 36,600,643 | 31,769,287 | 36,245,684 | 30,888,218 |
Diluted | 36,971,345 | 31,769,287 | 36,245,684 | 30,888,218 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Net Income (Loss) | $ 20,071,984 | $ 3,589,871 | $ (2,136,353) | $ 5,875,417 |
Other Comprehensive Loss: | ||||
Unrealized Holding Loss Arising During the Period | (2,838,005) | (4,853,529) | ||
Reclassification Adjustment for Net Gains Realized in Income | (1,019,877) | (1,051,768) | ||
Change in Fair Value of Interest Rate Swap Agreements | (2,794) | 7,147 | ||
Comprehensive Income (Loss) | 20,071,984 | (270,805) | (2,136,353) | (22,733) |
Less: Preferred Dividends | (5,123,257) | (3,789,747) | (10,069,430) | (7,579,494) |
Comprehensive Income (Loss) Attributable to Common Shareholders | $ 14,948,727 | $ (4,060,552) | $ (12,205,783) | $ (7,602,227) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income (Loss) | $ (2,136,353) | $ 5,875,417 |
Non-Cash items included in Net Income (Loss): | ||
Depreciation | 15,358,892 | 13,280,443 |
Amortization of Financing Costs | 306,962 | 326,614 |
Stock Compensation Expense | 853,554 | 670,057 |
Provision (Benefit) for Uncollectible Notes and Other Receivables | (568,349) | 550,728 |
Gain on Sales of Marketable Securities, net | (20,107) | (1,051,768) |
Decrease in Fair Value of Marketable Securities | 9,275,149 | |
Loss on Sales of Investment Property and Equipment | 80,632 | 10,642 |
Changes in Operating Assets and Liabilities: | ||
Inventory of Manufactured Homes | (5,596,315) | (3,508,325) |
Notes and Other Receivables, net of Notes Acquired with Acquisitions | (1,925,129) | (902,475) |
Prepaid Expenses and Other Assets | (1,924,334) | (266,321) |
Accounts Payable | 961,382 | 1,639,370 |
Accrued Liabilities and Deposits | (619,176) | (480,463) |
Tenant Security Deposits | 398,041 | 494,521 |
Net Cash Provided by Operating Activities | 14,444,849 | 16,638,440 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of Manufactured Home Communities | (21,010,527) | (40,877,655) |
Purchase of Investment Property and Equipment | (23,559,057) | (29,400,897) |
Proceeds from Sales of Investment Property and Equipment | 1,141,157 | 1,221,672 |
Additions to Land Development Costs | (3,694,511) | (1,618,152) |
Purchase of Marketable Securities | (14,622,458) | (13,699,545) |
Proceeds from Sales of Marketable Securities | 268,675 | 8,522,083 |
Net Cash Used in Investing Activities | (61,476,721) | (75,852,494) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from Mortgages | 31,050,000 | |
Net (Payments) Proceeds on Short Term Borrowings | (57,229) | 5,893,852 |
Principal Payments of Mortgages | (3,393,435) | (12,659,812) |
Financing Costs on Debt | (35,532) | (439,982) |
Proceeds from Issuance of Preferred Stock, net of offering costs | 48,247,280 | |
Proceeds from Registered Direct Placement of Common Stock, net of offering costs | 22,527,507 | |
Proceeds from Issuance of Common Stock in the DRIP, net of Dividend Reinvestments reinvestments | 14,817,445 | 28,659,238 |
Proceeds from Exercise of Stock Options | 835,120 | 5,435,634 |
Preferred Dividends Paid | (9,803,805) | (7,579,494) |
Common Dividends Paid, net of Dividend Reinvestments | (11,502,896) | (9,730,543) |
Net Cash Provided by Financing Activities | 39,106,948 | 63,156,400 |
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash | (7,924,924) | 3,942,346 |
Cash, Cash Equivalents and Restricted Cash at Beginning of Period | 27,891,249 | 9,349,489 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | $ 19,966,325 | $ 13,291,835 |
Organization and Accounting Pol
Organization and Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Organization and Accounting Policies | NOTE 1 – ORGANIZATION AND ACCOUNTING POLICIES UMH Properties, Inc., a Maryland corporation, together with its subsidiaries (“we”, “our”, “us” or “the Company”) operates as a real estate investment trust (“REIT”) deriving its income primarily from real estate rental operations. The Company owns and operates 114 manufactured home communities containing approximately 20,600 developed home sites as of June 30, 2018. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Michigan and Maryland. The Company, through its wholly-owned taxable subsidiary, UMH Sales and Finance, Inc. (“S&F”), conducts manufactured home sales to residents and prospective residents in its communities. Inherent in the operations of manufactured home communities are site vacancies. S&F was established to fill these vacancies and enhance the value of the communities. The Company also owns a portfolio of REIT securities which the Company generally limits to no more than approximately 20% of its undepreciated assets. The consolidated financial statements of the Company include S&F and all of its other wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company has elected to be taxed as a REIT under Sections 856-860 of the Internal Revenue Code (the “Code”), and intends to maintain its qualification as a REIT in the future. As a qualified REIT, with limited exceptions, the Company will not be taxed under federal and certain state income tax laws at the corporate level on taxable income that it distributes to its shareholders. For special tax provisions applicable to REITs, refer to Sections 856-860 of the Code. The Company is subject to franchise taxes in some of the states in which the Company owns property. The interim Consolidated Financial Statements furnished herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) applicable to interim financial information, the instructions to Form 10-Q, and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2017. Use of Estimates In preparing the consolidated financial statements in accordance with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as contingent assets and liabilities as of the dates of the consolidated balance sheets and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ significantly from these estimates and assumptions. Reclassifications Certain amounts in the financial statements for the prior periods have been reclassified to conform to the statement presentation for the current periods. Derivative Instruments and Hedging Activities In the normal course of business, the Company is exposed to financial market risks, including interest rate risk on its variable rate debt. The Company attempts to limit these risks by following established risk management policies, procedures and strategies, including the use of derivative financial instruments. The Company’s primary strategy in entering into derivative contracts is to minimize the variability that changes in interest rates could have on its future cash flows. The Company generally employs derivative instruments that effectively convert a portion of its variable rate debt to fixed rate debt. The Company does not enter into derivative instruments for speculative purposes. The Company entered into various interest rate swap agreements that have had the effect of fixing interest rates relative to specific mortgage loans. As of June 30, 2018, these agreements have expired and the Company does not have any interest rate swap agreements in effect. Recently Adopted Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, “Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting.” ASU 2017-09 clarifies which changes to the terms or conditions of a share based payment award are subject to the guidance on modification accounting under FASB Accounting Standards Codification Topic 718. Entities would apply the modification accounting guidance unless the value, vesting requirements and classification of a share based payment award are the same immediately before and after a change to the terms or conditions of the award. ASU No. 2017-09 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company adopted this standard effective January 1, 2018, and it did not have a material impact on our financial position, results of operations or cash flows. In February 2017, the FASB issued ASU No. 2017-05, “Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets.” ASU 2017-05 provides guidance for recognizing gains and losses from the transfer of nonfinancial assets and in-substance non-financial assets in contracts with non-customers, unless other specific guidance applies. The standard requires a company to derecognize nonfinancial assets once it transfers control of a distinct nonfinancial asset or distinct in substance nonfinancial asset. Additionally, when a company transfers its controlling interest in a nonfinancial asset, but retains a noncontrolling ownership interest, the company is required to measure any non-controlling interest it receives or retains at fair value. The guidance requires companies to recognize a full gain or loss on the transaction. As a result of the new guidance, the guidance specific to real estate sales in ASC 360-20 will be eliminated. As such, sales and partial sales of real estate assets will now be subject to the same derecognition model as all other nonfinancial assets. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within that reporting period. The Company adopted this standard effective January 1, 2018, and it did not have a material impact on our financial position, results of operations or cash flows. In November 2016, the FASB issued ASU 2016-18 “Statement of Cash Flows (Topic 230): Restricted Cash.” ASU 2016-18 requires inclusion of restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within that reporting period. The Company adopted this standard effective January 1, 2018. The Company’s restricted cash consists of amounts primarily held in deposit for tax, insurance and repair escrows held by lenders in accordance with certain debt agreements. Restricted cash is included in Prepaid Expenses and Other Assets on the Consolidated Balance Sheets. Changes in restricted cash are reported on the Consolidated Statements of Cash Flows as operating, investing or financing activities based on the nature of the underlying activity. The following table reconciles beginning of period and end of period balances of cash, cash equivalents and restricted cash for the periods shown: 6/30/18 12/31/17 6/30/17 12/31/16 Cash and Cash Equivalents $ 15,227,599 $ 23,242,090 $ 8,166,402 $ 4,216,592 Restricted Cash 4,738,726 4,649,159 5,125,433 5,132,897 Cash, Cash Equivalents And Restricted Cash $ 19,966,325 $ 27,891,249 $ 13,291,835 $ 9,349,489 In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments.” ASU 2016-15 will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2017. Early adoption is permitted. The Company adopted this standard effective January 1, 2018, and it did not have a material impact on our financial position, results of operations or cash flows. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. ASU 2016-01 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2017, and early adoption is permitted. The Company adopted this standard effective January 1, 2018. The Company previously classified its marketable securities as available-for-sale and carried at fair value with unrealized holding gains and losses excluded from earnings and reported as a separate component of Shareholders’ Equity until realized. The change in the unrealized net holding gains (losses) was reflected in the Company’s Comprehensive Income (Loss). Upon adoption, these securities will continue to be measured at fair value; however, the change in the unrealized net holding gains and losses is now recognized through net income. As of January 1, 2018, unrealized net holding gains of $11,519,582 were reclassed to beginning retained earnings to recognize the unrealized gains previously recorded in “accumulated other comprehensive income” on our consolidated balance sheets. For the three and six months ended June 30, 2018, the Company recorded a $16,623,670 increase and a $9,275,149 decrease, respectively, in the fair value of these marketable securities, which are included in “Other Investment Income (Loss), net” on our Consolidated Statements of Income (Loss). In May 2014, the FASB issued ASU 2014-09 “Revenue from Contracts with Customers (Topic 606)” (ASC 606). The objective of this amendment is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most of the existing revenue recognition guidance, including industry-specific guidance. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In applying this amendment, companies will perform a five-step analysis of transactions to determine when and how revenue is recognized. This amendment applies to all contracts with customers except those that are within the scope of other topics in the FASB ASC. An entity should apply the amendments using either the full retrospective approach or retrospectively with a cumulative effect of initially applying the amendments recognized at the date of initial application. In July 2015, the FASB issued ASU 2015-14 which deferred the effective date of ASU 2014-09 by one year to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. The Company adopted this standard effective January 1, 2018. For transactions in the scope of ASU 2014-09, we recognize revenue when control of goods or services transfers to the customer, in the amount that we expect to receive for the transfer of goods or provision of services. The adoption of ASU 2014-09 did not result in any change to our accounting policies for revenue recognition. Accordingly, retrospective application to prior periods or a cumulative catch-up adjustment was unnecessary. Our primary source of revenue is generated from lease agreements for our sites and homes. Resident leases are generally for one-year or month-to-month terms, and are renewable by mutual agreement from us and the resident, or in some cases, as provided by jurisdictional statute. The lease component of these agreements is accounted for under ASC 840 “Leases.” The non-lease components of our lease agreements consist primarily of utility reimbursements, which are accounted for with the site lease as a single lease under ASC 840. Sales of manufactured homes is recognized under ASC 605 “Revenue Recognition” since these homes are not permanent fixtures or improvements to the underlying real estate. In accordance with the core principle of ASC 606, we recognize revenue from home sales at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, we have no remaining performance obligation. Interest income is primarily from notes receivables for the previous sales of manufactured homes and is not in the scope of ASU 2014-09. These sales were recorded upon completion of our performance obligations. Dividend and other investment income are from our investments in marketable securities and are presented separately but are not in the scope of ASU 2014-09. Other income is recognized under ASC 605 “Revenue Recognition” and primarily consists of brokerage commissions for arranging for the sale of a home by a third party, service and marketing agreements with cable providers, and in 2017 included an upfront oil and gas bonus payment. This income is recognized when the transactions are completed and our performance obligations have been fulfilled. As of June 30, 2018 and December 31, 2017, the Company had notes receivable of $26,621,809 and $24,066,567, respectively. Notes receivables are presented as a component of Notes and Other Receivables, net on our Consolidated Balance Sheets. These receivables represent balances owed to us for previously completed performance obligations for sales of manufactured homes. Due to the nature of our revenue from contacts with customers, we do not have material contract assets or liabilities that fall under the scope of ASC 606. Other Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires that entities use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowance for credit losses. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU No. 2016-13 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2019. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases.” ASU 2016-02 amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. ASU 2016-02 will be effective for annual reporting periods beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements and the timing of adoption. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying Consolidated Financial Statements. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | NOTE 2 – NET INCOME (LOSS) PER SHARE Basic Net Income (Loss) per Share is calculated by dividing Net Income (Loss) by the weighted average shares outstanding for the period. Diluted Net Income (Loss) per Share is calculated by dividing Net Income (Loss) by the weighted average number of common shares outstanding plus the weighted average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. For the three months ended June 30, 2018, common stock equivalents resulting from employee stock options to purchase 2,239,100 shares amounted to 370,702 shares, which were included in the computation of Diluted Net Income (Loss) per Share. For the six months ended June 30, 2018, employee stock options to purchase 2,239,100 shares of common stock were excluded from the computation of Diluted Net Income (Loss) per Share as their effect would be anti-dilutive. For the three and six months ended June 30, 2017, employee stock options to purchase 1,778,100 shares of common stock were excluded from the computation of Diluted Net Income (Loss) per Share as their effect would be anti-dilutive. |
Investment Property and Equipme
Investment Property and Equipment | 6 Months Ended |
Jun. 30, 2018 | |
Real Estate [Abstract] | |
Investment Property and Equipment | NOTE 3 – INVESTMENT PROPERTY AND EQUIPMENT Acquisitions On May 30, 2018, the Company acquired two manufactured home communities, Camelot Village and Red Bud Estates, located in Indiana, for approximately $20,500,000. These all-age communities contain a total of 669 developed homesites that are situated on approximately 231 total acres. At the date of acquisition, the average occupancy for these communities was approximately 91%. In conjunction with this acquisition, the Company drew down $20 million on it unsecured line of credit. Additionally, subsequent to quarter end, the Company obtained a mortgage on the properties and reduced its Loans Payable (see Note 11). These acquisitions have been accounted for utilizing the acquisition method of accounting in accordance with ASC 805, Business Combinations, and accordingly, the results of the acquired assets are included in the statements of income (loss) from the date of acquisition. The following table summarizes the estimated fair value of the assets acquired, including transaction costs of approximately $511,000, for the six months ended June 30, 2018: At Acquisition Date Assets Acquired: Land $ 2,317,100 Depreciable Property 18,065,350 Notes Receivable and Other 628,077 Total Assets Acquired $ 21,010,527 The allocations of the fair value of the assets acquired are subject to further adjustment as final costs and valuations are determined. See Note 12 for the Unaudited Pro Forma Financial Information relating to these acquisitions. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Jun. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | NOTE 4 – MARKETABLE SECURITIES The Company’s marketable securities consists primarily of marketable common and preferred stock of other REITs with a fair value of $138,063,017 as of June 30, 2018. The Company generally limits its investment in marketable securities to no more than approximately 20% of its undepreciated assets. The REIT securities portfolio provides the Company with additional liquidity and additional income and serves as a proxy for real estate when more favorable risk adjusted returns are not available. The following is a summary of Other Investment Income (Loss), net, for the three and six months ended June 30, 2018 and 2017: Three Months Ended Six Months Ended 6/30/18 6/30/17 6/30/18 6/30/17 Gain on Sales of Marketable Securities, net $ -0- $ 1,019,877 $ 20,107 $ 1,051,768 Changes in Fair Value of Marketable Securities 16,623,670 -0- (9,275,149 ) -0- Total Other Investment Income (Loss), net $ 16,623,670 $ 1,019,877 $ (9,255,042 ) $ 1,051,768 On January 1, 2018, the Company adopted ASU 2016-01, which requires changes in the fair value of our marketable securities to be recorded in current period earnings. Previously, changes in the fair value of marketable securities were recognized in “Accumulated Other Comprehensive Income” on our Consolidated Balance Sheets. As a result, on January 1, 2018 the Company recorded an increase to beginning retained earnings of $11,519,582 to recognize the unrealized gains previously recorded in “Accumulated Other Comprehensive Income” on our Consolidated Balance Sheets. Subsequent changes in the fair value of the Company’s marketable securities will be recorded to “Other Investment Income (Loss), net” on our Consolidated Statements of Income (Loss). During the six months ended June 30, 2018, the Company sold marketable securities with a cost basis of $248,568 and recognized a Gain on Sale of $20,107. The Company also made purchases of $14,622,458 in marketable securities. Of this amount, the Company made total purchases of 54,036 common shares of Monmouth Real Estate Investment Corporation (“MREIC”), a related REIT, through MREIC’s Dividend Reinvestment and Stock Purchase Plan for a total cost of $777,956 or weighted average cost of $14.40 per share. The Company owned a total of 2,389,967 MREIC common shares as of June 30, 2018 at a total cost of $21,476,520 and a fair value of $39,506,150. As of June 30, 2018, the Company had total net unrealized gains of $2,244,433 in its REIT securities portfolio. For the three and six months ended June 30, 2018, the Company recorded a $16,623,670 increase and a $9,275,149 decrease, respectively, in the fair value of these marketable securities. The Company held sixteen securities that had unrealized losses as of June 30, 2018. The Company normally holds REIT securities long-term and has the ability and intent to hold these securities to recovery. |
Loans and Mortgages Payable
Loans and Mortgages Payable | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Loans and Mortgages Payable | NOTE 5 – LOANS AND MORTGAGES PAYABLE Unsecured Line of Credit On March 28, 2017, the Company entered into an amended and restated credit agreement to renew and expand its existing unsecured revolving credit facility. The new unsecured revolving credit facility (the “Facility”) is syndicated with BMO Capital Markets (“BMO”), as sole lead arranger and sole book runner, and Bank of Montreal as administrative agent. The Facility provides for $50 million in available borrowings with a $75 million accordion feature, bringing the total potential availability up to $125 million, subject to certain conditions. The maturity date of the Facility is March 27, 2020, with a one year extension option. Borrowings will bear interest at the Company’s option of LIBOR plus 1.75% to 2.50% or BMO’s prime lending rate plus 0.75% to 1.50%, based on the Company’s overall leverage. Based on the Company’s current leverage ratio, borrowings under the Facility will bear interest at LIBOR plus 2% or at BMO’s prime lending rate plus 1%. As of June 30, 2018, the amount outstanding under the Facility was $35 million and the interest rate was 3.66%. Loans Payable Loans Payable includes unamortized debt issuance costs of $60,334 and $61,337 at June 30, 2018 and December 31, 2017, respectively. The weighted average interest rate was 3.7% and 3.1% at June 30, 2018 and December 31, 2017, respectively, not including the effect of unamortized debt issuance costs. At June 30, 2018, $27,164,444 was outstanding on the margin loan at an interest rate of 2.0%. Mortgages Payable The following is a summary of our mortgages payable as of June 30, 2018 and December 31, 2017: 6/30/2018 12/31/2017 Amount Rate Amount Rate Fixed rate mortgages $ 305,066,819 4.2 % $ 308,444,180 4.2 % Variable rate mortgages -0- -0- 16,606 4.3 % Total mortgages before unamortized debt issuance costs 305,066,819 4.2 % 308,460,786 4.2 % Unamortized debt issuance costs (3,295,243 ) (3,565,669 ) Mortgages, net of unamortized debt issuance costs $ 301,771,576 4.3 % $ 304,895,117 4.3 % As of June 30, 2018 and December 31, 2017, the weighted average loan maturity of mortgages payable was 6.4 years and 6.9 years, respectively. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Shareholders' Equity | NOTE 6 - SHAREHOLDERS’ EQUITY Common Stock On June 15, 2018, the Company paid total cash dividends of $6,600,505 or $0.18 per share to common shareholders of record as of the close of business on June 15, 2018, of which $895,984 was reinvested in the Dividend Reinvestment and Stock Purchase Plan (“DRIP”). Total dividends paid to our common shareholders for the six months ended June 30, 2018 amounted to $13,093,280 of which $1,590,384 was reinvested. On July 2, 2018, the Company declared a dividend of $0.18 per share to be paid September 17, 2018 to common shareholders of record as of the close of business on August 15, 2018. During the six months ended June 30, 2018, the Company received, including dividends reinvested of $1,590,384, a total of $16,407,829 from its DRIP. There were 1,281,901 new shares issued under the DRIP during this period. 8.0% Series B Cumulative Redeemable Preferred Stock On June 15, 2018, the Company paid $1,900,600 in dividends or $0.50 per share for the period from March 1, 2018 through May 31, 2018 to holders of record as of the close of business on May 15, 2018 of our 8.0% Series B Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 per share (“Series B Preferred”). Dividends on our Series B Preferred shares are cumulative and payable quarterly at an annual rate of $2.00 per share. Total dividends paid to our Series B Preferred shareholders for the six months ended June 30, 2018 amounted to $3,801,200. On July 2, 2018, the Company declared a dividend of $0.50 per share for the period from June 1, 2018 through August 31, 2018 to be paid on September 17, 2018 to Series B Preferred shareholders of record as of the close of business on August 15, 2018. 6.75% Series C Cumulative Redeemable Preferred Stock On June 15, 2018, the Company paid $2,425,781 in dividends or $0.421875 per share for the period from March 1, 2018 through May 31, 2018 to holders of record as of the close of business on May 15, 2018 of our 6.75% Series C Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 per share (“Series C Preferred”). Dividends on our Series C Preferred shares are cumulative and payable quarterly at an annual rate of $1.6875 per share. Total dividends paid to our Series C Preferred shareholders for the six months ended June 30, 2018 amounted to $4,851,563. On July 2, 2018, the Company declared a dividend of $0.421875 per share for the period from June 1, 2018 through August 31, 2018 to be paid on September 17, 2018 to Series C Preferred shareholders of record as of the close of business on August 15, 2018. 6.375% Series D Cumulative Redeemable Preferred Stock On January 22, 2018, the Company issued 2,000,000 shares of its new 6.375% Series D Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 Per Share (“Series D Preferred”) at an offering price of $25.00 per share in an underwritten registered public offering. The Company received net proceeds from the sale of these 2,000,000 shares, after deducting the underwriting discount and other estimated offering expenses, of approximately $48.2 million and have used/plans to use the net proceeds of the offering for general corporate purposes, which includes the purchase of manufactured homes for sale or lease to customers, expansion of its existing communities, potential acquisitions of additional properties and possible repayment of indebtedness on a short-term basis. Dividends on the Series D Preferred shares are cumulative from January 22, 2018 at an annual rate of $1.59375 per share and are payable quarterly in arrears on March 15, June 15, September 15, and December 15. On June 15, 2018 Total dividends paid to our Series D Preferred shareholders for the six months ended June 30, 2018 amounted to $1,151,042. The Series D Preferred, par value $0.10 per share, has no maturity and will remain outstanding indefinitely unless redeemed or otherwise repurchased. Except in limited circumstances relating to the Company’s qualification as a REIT, and as described below, the Series D Preferred is not redeemable prior to January 22, 2023. On and after January 22, 2023, the Series D Preferred will be redeemable at the Company’s option for cash, in whole or, from time to time, in part, at a price per share equal to $25.00, plus all accrued and unpaid dividends (whether or not declared) to the date of redemption. The Series D Preferred shares rank on a parity with the Company’s Series B Preferred shares and the Company’s Series C Preferred shares with respect to dividend rights and rights upon liquidation, dissolution or winding up. Upon the occurrence of a Delisting Event or Change of Control, each as defined in the Prospectus pursuant to which the shares of Series D Preferred were offered, each holder of the Series D Preferred will have the right to convert all or part of the shares of the Series D Preferred held into common stock of the Company, unless the Company elects to redeem the Series D Preferred. Holders of the Series D Preferred generally have no voting rights, except if the Company fails to pay dividends for nine or more quarterly periods, whether or not consecutive, or with respect to certain specified events. In conjunction with the issuance of the Company’s Series D Preferred, the Company filed with the Maryland SDAT Articles Supplementary setting forth the rights, preferences and terms of the Series D Preferred shares and reclassifying 2,300,000 shares of Common Stock as shares of Series D Preferred. After the reclassification, the Company’s authorized stock consists of 111,363,800 shares of Common Stock, 4,000,000 shares of Series B Preferred, 5,750,000 shares of Series C Preferred, 2,300,000 shares of Series D Preferred and 3,000,000 shares of excess stock. On July 2, 2018, the Company declared a dividend of $0.3984375 per share for the period from June 1, 2018 through August 31, 2018 to be paid on September 17, 2018 to Series D Preferred shareholders of record as of the close of business on August 15, 2018. |
Stock Based Compensation
Stock Based Compensation | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation | NOTE 7 – STOCK BASED COMPENSATION On June 20, 2018, the shareholders approved and ratified an amendment and restatement (and renaming) of the Company’s Amended and Restated 2013 Incentive Award Plan (formerly 2013 Stock Option and Stock Award Plan) (the Plan). The amendment and restatement made two substantive changes: (1) provide an additional 2,000,000 common shares for future grant of option awards, restricted stock awards, or other stock-based awards; and (2) allow for the issuance of other stock-based awards. The Company accounts for awards of stock options and restricted stock in accordance with ASC 718-10, Compensation-Stock Compensation. ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). The compensation cost for stock option grants is determined using option pricing models, intended to estimate the fair value of the awards at the grant date less estimated forfeitures. The compensation expense for restricted stock is recognized based on the fair value of the restricted stock awards less estimated forfeitures. The fair value of restricted stock awards is equal to the fair value of the Company’s stock on the grant date. Compensation costs of $571,492 and $853,554 have been recognized for the three and six months ended June 30, 2018, respectively, and $500,680 and $670,057 for the three and six months ended June 30, 2017, respectively. On April 2, 2018, the Company awarded a total of 45,000 shares of restricted stock to Samuel A. Landy and Anna T. Chew, pursuant to their employment agreements. The grant date fair value of these restricted stock grants was $589,050. These grants vest ratably over 5 years. On April 2, 2018, the Company granted options to purchase 540,000 shares of common stock to forty participants in the Company’s 2013 Stock Option and Stock Award Plan. The grant date fair value of these options amounted to $1,100,933. These grants vest over one year. Compensation costs for grants issued to a participant who is of retirement age is recognized at the time of the grant. The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions used for grants during the six months ended June 30, 2018 and 2017: 2018 2017 Dividend yield 4.77 % 5.80 % Expected volatility 25.83 % 26.30 % Risk-free interest rate 2.73 % 2.37 % Expected lives 10 10 Estimated forfeitures -0- -0- The weighted-average fair value of options granted during the six months ended June 30, 2018 and 2017 was $2.04 and $1.81 per share, respectively. As of June 30, 2018, there were options outstanding to purchase 2,239,100 shares. There were 2,025,500 shares available for grant under the Amended and Restated 2013 Incentive Award Plan. During the six months ended June 30, 2018, four participants exercised options to purchase a total of 79,000 shares of common stock at a weighted-average exercise price of $10.57 per share for total proceeds of $835,120. The aggregate intrinsic value of options outstanding as of June 30, 2018 was $6,285,487 and the aggregate intrinsic value of options exercised during the six months ended June 30, 2018 was $278,720. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 8 - FAIR VALUE MEASUREMENTS In accordance with ASC 820-10, Fair Value Measurements and Disclosures, the Company measures certain financial assets and liabilities at fair value on a recurring basis, including marketable securities. The fair value of these financial assets and liabilities was determined using the following inputs at June 30, 2018 and December 31, 2017: Fair Value Measurements at Reporting Date Using Quoted Prices Significant In Active Other Significant Markets for Observable Unobservable Identical Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) As of June 30, 2018: Marketable Securities - Preferred stock $ 4,498,937 $ 4,498,937 $ -0- $ -0- Marketable Securities - Common stock 133,564,080 133,564,080 -0- -0- Total $ 138,063,017 $ 138,063,017 $ -0- $ -0- As of December 31, 2017: Marketable Securities - Preferred stock $ 5,377,522 $ 5,377,522 $ -0- $ -0- Marketable Securities - Common stock 127,586,754 127,586,754 -0- -0- Total $ 132,964,276 $ 132,964,276 $ -0- $ -0- In addition to the Company’s investments in marketable securities, the Company is required to disclose certain information about the fair values of its other financial instruments, as defined in ASC 825-10, Financial Instruments. Estimates of fair value are made at a specific point in time, based upon, where available, relevant market prices and information about the financial instrument. Such estimates do not include any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. All of the Company’s Marketable Securities have quoted market prices and traded in active markets and are therefore classified in Level 1 of the fair value hierarchy. The fair value of Cash and Cash Equivalents and Notes Receivable approximates their current carrying amounts since all such items are short-term in nature. The fair value of variable rate Mortgages Payable and Loans Payable approximate their current carrying amounts since such amounts payable are at approximately a weighted-average current market rate of interest. As of June 30, 2018, the fair value of Fixed Rate Mortgages Payable amounted to $304,183,330 and the carrying value of Fixed Rate Mortgages Payable amounted to $305,066,819. |
Contingencies, Commitments and
Contingencies, Commitments and Other Matters | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies, Commitments and Other Matters | NOTE 9 – CONTINGENCIES, COMMITMENTS AND OTHER MATTERS From time to time, the Company may be subject to claims and litigation in the ordinary course of business. Management does not believe that any such claims or litigation will have a material adverse effect on the financial position or results of operations. The Company has an agreement with 21st Mortgage Corporation (“21st Mortgage”) under which 21st Mortgage can provide financing for home purchasers in the Company’s communities. The Company does not receive referral fees or other cash compensation under the agreement. If 21st Mortgage makes loans to purchasers and those purchasers default on their loans and 21st Mortgage repossesses the homes securing such loans, the Company has agreed to purchase from 21st Mortgage each such repossessed home for a price equal to 80% to 95% of the amount under each such loan, subject to certain adjustments. This agreement may be terminated by either party with 30 days written notice. As of June 30, 2018, the total loan balance under this agreement was approximately $3.1 million. Additionally, 21st Mortgage previously made loans to purchasers in certain communities we acquired. In conjunction with these acquisitions, the Company has agreed to purchase from 21st Mortgage each repossessed home, if those purchasers default on their loans. The purchase price ranges from 55% to 100% of the amount under each such loan, subject to certain adjustments. As of June 30, 2018, the total loan balance owed to 21st Mortgage with respect to homes in these acquired communities was approximately $3.5 million. Although this agreement is still active, this program is not being utilized by the Company’s new customers as a source of financing. S&F entered into a Chattel Loan Origination, Sale and Servicing Agreement (“COP Program”) with Triad Financial Services, effective January 1, 2016. Neither the Company, nor S&F, receive referral fees or other cash compensation under the agreement. Customer loan applications are initially submitted to Triad for consideration by Triad’s portfolio of outside lenders. If a loan application does not meet the criteria for outside financing, the application is then considered for financing under the COP Program. If the loan is approved under the COP Program, then it is originated by Triad, assigned to S&F and then assigned by S&F to the Company. Included in Notes and Other Receivables is approximately $11,844,000 of loans that the Company acquired under the COP Program as of June 30, 2018. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Jun. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | NOTE 10 - SUPPLEMENTAL CASH FLOW INFORMATION Cash paid for interest during the six months ended June 30, 2018 and 2017 was $7,669,068 and $8,046,864, respectively. Interest cost capitalized to Land Development was $398,852 and $237,648 for the six months ended June 30, 2018 and 2017, respectively. During the six months ended June 30, 2018 and 2017, the Company had Dividend Reinvestments of $1,590,384 and $1,386,320, respectively, which required no cash transfers. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 11– SUBSEQUENT EVENTS Management has evaluated subsequent events for disclosure and/or recognition in the financial statements through the date that the financial statements were issued. On July 13, 2018, the Company obtained a $13,442,000 Federal Home Loan Mortgage Corporation (“Freddie Mac”) mortgage through Wells Fargo Bank, N.A. (“Wells Fargo”) on Camelot Village and Red Bud Estates. This mortgage is at a fixed rate of 4.27% and matures on August 1, 2028. Principal repayments are based on a 30-year amortization schedule. On July 9, 2018, the Company granted options to purchase 40,000 shares of common stock to four participants in the Company’s Amended and Restated 2013 Incentive Award Plan. The grant date fair value of these options amounted to $94,732. These grants vest over one year. |
Proforma Financial Information
Proforma Financial Information (Unaudited) | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Proforma Financial Information (Unaudited) | NOTE 12 – PROFORMA FINANCIAL INFORMATION (UNAUDITED) The following unaudited pro forma condensed financial information reflects the acquisitions during 2017 and through June 30, 2018. This information has been prepared utilizing the historical financial statements of the Company and the effect of additional Revenue and Expenses from the properties acquired during this period assuming that the acquisitions had occurred as of the first day of the applicable period, after giving effect to certain adjustments including: (a) Rental and Related Income; (b) Community Operating Expenses; (c) Interest Expense resulting from the assumed increase in Mortgages and Loans Payable related to the new acquisitions; and (d) Depreciation Expense related to the new acquisitions. The unaudited pro forma condensed financial information is not indicative of the results of operations that would have been achieved had the acquisitions reflected herein been consummated on the dates indicated or that will be achieved in the future. Three Months Ended Six Months Ended 6/30/18 6/30/17 6/30/18 6/30/17 Rental and Related Income $ 28,779,000 $ 26,821,000 $ 56,861,000 $ 53,132,000 Community Operating Expenses 12,809,000 12,337,000 25,705,000 24,403,000 Net Income (Loss) Attributable to Common Shareholders 15,214,000 188,000 (11,541,000 ) (914,000 ) Net Income (Loss) Attributable to Common Shareholders Per Share – Basic $ 0.42 $ 0.01 $ (0.31 ) $ (0.03 ) Net Income (Loss) Attributable to Common Shareholders Per Share –Diluted $ 0.41 $ 0.01 $ (0.31 ) $ (0.03 ) |
Organization and Accounting P19
Organization and Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates In preparing the consolidated financial statements in accordance with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as contingent assets and liabilities as of the dates of the consolidated balance sheets and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ significantly from these estimates and assumptions. |
Reclassifications | Reclassifications Certain amounts in the financial statements for the prior periods have been reclassified to conform to the statement presentation for the current periods. |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities In the normal course of business, the Company is exposed to financial market risks, including interest rate risk on its variable rate debt. The Company attempts to limit these risks by following established risk management policies, procedures and strategies, including the use of derivative financial instruments. The Company’s primary strategy in entering into derivative contracts is to minimize the variability that changes in interest rates could have on its future cash flows. The Company generally employs derivative instruments that effectively convert a portion of its variable rate debt to fixed rate debt. The Company does not enter into derivative instruments for speculative purposes. The Company entered into various interest rate swap agreements that have had the effect of fixing interest rates relative to specific mortgage loans. As of June 30, 2018, these agreements have expired and the Company does not have any interest rate swap agreements in effect. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, “Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting.” ASU 2017-09 clarifies which changes to the terms or conditions of a share based payment award are subject to the guidance on modification accounting under FASB Accounting Standards Codification Topic 718. Entities would apply the modification accounting guidance unless the value, vesting requirements and classification of a share based payment award are the same immediately before and after a change to the terms or conditions of the award. ASU No. 2017-09 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company adopted this standard effective January 1, 2018, and it did not have a material impact on our financial position, results of operations or cash flows. In February 2017, the FASB issued ASU No. 2017-05, “Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets.” ASU 2017-05 provides guidance for recognizing gains and losses from the transfer of nonfinancial assets and in-substance non-financial assets in contracts with non-customers, unless other specific guidance applies. The standard requires a company to derecognize nonfinancial assets once it transfers control of a distinct nonfinancial asset or distinct in substance nonfinancial asset. Additionally, when a company transfers its controlling interest in a nonfinancial asset, but retains a noncontrolling ownership interest, the company is required to measure any non-controlling interest it receives or retains at fair value. The guidance requires companies to recognize a full gain or loss on the transaction. As a result of the new guidance, the guidance specific to real estate sales in ASC 360-20 will be eliminated. As such, sales and partial sales of real estate assets will now be subject to the same derecognition model as all other nonfinancial assets. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within that reporting period. The Company adopted this standard effective January 1, 2018, and it did not have a material impact on our financial position, results of operations or cash flows. In November 2016, the FASB issued ASU 2016-18 “Statement of Cash Flows (Topic 230): Restricted Cash.” ASU 2016-18 requires inclusion of restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. The guidance is effective for annual periods beginning after December 15, 2017, including interim periods within that reporting period. The Company adopted this standard effective January 1, 2018. The Company’s restricted cash consists of amounts primarily held in deposit for tax, insurance and repair escrows held by lenders in accordance with certain debt agreements. Restricted cash is included in Prepaid Expenses and Other Assets on the Consolidated Balance Sheets. Changes in restricted cash are reported on the Consolidated Statements of Cash Flows as operating, investing or financing activities based on the nature of the underlying activity. The following table reconciles beginning of period and end of period balances of cash, cash equivalents and restricted cash for the periods shown: 6/30/18 12/31/17 6/30/17 12/31/16 Cash and Cash Equivalents $ 15,227,599 $ 23,242,090 $ 8,166,402 $ 4,216,592 Restricted Cash 4,738,726 4,649,159 5,125,433 5,132,897 Cash, Cash Equivalents And Restricted Cash $ 19,966,325 $ 27,891,249 $ 13,291,835 $ 9,349,489 In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments.” ASU 2016-15 will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2017. Early adoption is permitted. The Company adopted this standard effective January 1, 2018, and it did not have a material impact on our financial position, results of operations or cash flows. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. ASU 2016-01 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2017, and early adoption is permitted. The Company adopted this standard effective January 1, 2018. The Company previously classified its marketable securities as available-for-sale and carried at fair value with unrealized holding gains and losses excluded from earnings and reported as a separate component of Shareholders’ Equity until realized. The change in the unrealized net holding gains (losses) was reflected in the Company’s Comprehensive Income (Loss). Upon adoption, these securities will continue to be measured at fair value; however, the change in the unrealized net holding gains and losses is now recognized through net income. As of January 1, 2018, unrealized net holding gains of $11,519,582 were reclassed to beginning retained earnings to recognize the unrealized gains previously recorded in “accumulated other comprehensive income” on our consolidated balance sheets. For the three and six months ended June 30, 2018, the Company recorded a $16,623,670 increase and a $9,275,149 decrease, respectively, in the fair value of these marketable securities, which are included in “Other Investment Income (Loss), net” on our Consolidated Statements of Income (Loss). In May 2014, the FASB issued ASU 2014-09 “Revenue from Contracts with Customers (Topic 606)” (ASC 606). The objective of this amendment is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most of the existing revenue recognition guidance, including industry-specific guidance. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In applying this amendment, companies will perform a five-step analysis of transactions to determine when and how revenue is recognized. This amendment applies to all contracts with customers except those that are within the scope of other topics in the FASB ASC. An entity should apply the amendments using either the full retrospective approach or retrospectively with a cumulative effect of initially applying the amendments recognized at the date of initial application. In July 2015, the FASB issued ASU 2015-14 which deferred the effective date of ASU 2014-09 by one year to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. The Company adopted this standard effective January 1, 2018. For transactions in the scope of ASU 2014-09, we recognize revenue when control of goods or services transfers to the customer, in the amount that we expect to receive for the transfer of goods or provision of services. The adoption of ASU 2014-09 did not result in any change to our accounting policies for revenue recognition. Accordingly, retrospective application to prior periods or a cumulative catch-up adjustment was unnecessary. Our primary source of revenue is generated from lease agreements for our sites and homes. Resident leases are generally for one-year or month-to-month terms, and are renewable by mutual agreement from us and the resident, or in some cases, as provided by jurisdictional statute. The lease component of these agreements is accounted for under ASC 840 “Leases.” The non-lease components of our lease agreements consist primarily of utility reimbursements, which are accounted for with the site lease as a single lease under ASC 840. Sales of manufactured homes is recognized under ASC 605 “Revenue Recognition” since these homes are not permanent fixtures or improvements to the underlying real estate. In accordance with the core principle of ASC 606, we recognize revenue from home sales at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, we have no remaining performance obligation. Interest income is primarily from notes receivables for the previous sales of manufactured homes and is not in the scope of ASU 2014-09. These sales were recorded upon completion of our performance obligations. Dividend and other investment income are from our investments in marketable securities and are presented separately but are not in the scope of ASU 2014-09. Other income is recognized under ASC 605 “Revenue Recognition” and primarily consists of brokerage commissions for arranging for the sale of a home by a third party, service and marketing agreements with cable providers, and in 2017 included an upfront oil and gas bonus payment. This income is recognized when the transactions are completed and our performance obligations have been fulfilled. As of June 30, 2018 and December 31, 2017, the Company had notes receivable of $26,621,809 and $24,066,567, respectively. Notes receivables are presented as a component of Notes and Other Receivables, net on our Consolidated Balance Sheets. These receivables represent balances owed to us for previously completed performance obligations for sales of manufactured homes. Due to the nature of our revenue from contacts with customers, we do not have material contract assets or liabilities that fall under the scope of ASC 606. |
Other Recent Accounting Pronouncements | Other Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires that entities use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowance for credit losses. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU No. 2016-13 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2019. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases.” ASU 2016-02 amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. ASU 2016-02 will be effective for annual reporting periods beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements and the timing of adoption. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying Consolidated Financial Statements. |
Organization and Accounting P20
Organization and Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | The following table reconciles beginning of period and end of period balances of cash, cash equivalents and restricted cash for the periods shown: 6/30/18 12/31/17 6/30/17 12/31/16 Cash and Cash Equivalents $ 15,227,599 $ 23,242,090 $ 8,166,402 $ 4,216,592 Restricted Cash 4,738,726 4,649,159 5,125,433 5,132,897 Cash, Cash Equivalents And Restricted Cash $ 19,966,325 $ 27,891,249 $ 13,291,835 $ 9,349,489 |
Investment Property and Equip21
Investment Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Real Estate [Abstract] | |
Schedule of Estimated Fair Value of Assets Acquired | At Acquisition Date Assets Acquired: Land $ 2,317,100 Depreciable Property 18,065,350 Notes Receivable and Other 628,077 Total Assets Acquired $ 21,010,527 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Other Investment Income (Loss), Net | The following is a summary of Other Investment Income (Loss), net, for the three and six months ended June 30, 2018 and 2017: Three Months Ended Six Months Ended 6/30/18 6/30/17 6/30/18 6/30/17 Gain on Sales of Marketable Securities, net $ -0- $ 1,019,877 $ 20,107 $ 1,051,768 Changes in Fair Value of Marketable Securities 16,623,670 -0- (9,275,149 ) -0- Total Other Investment Income (Loss), net $ 16,623,670 $ 1,019,877 $ (9,255,042 ) $ 1,051,768 |
Loans and Mortgages Payable (Ta
Loans and Mortgages Payable (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Summary of Mortgages Payable | The following is a summary of our mortgages payable as of June 30, 2018 and December 31, 2017: 6/30/2018 12/31/2017 Amount Rate Amount Rate Fixed rate mortgages $ 305,066,819 4.2 % $ 308,444,180 4.2 % Variable rate mortgages -0- -0- 16,606 4.3 % Total mortgages before unamortized debt issuance costs 305,066,819 4.2 % 308,460,786 4.2 % Unamortized debt issuance costs (3,295,243 ) (3,565,669 ) Mortgages, net of unamortized debt issuance costs $ 301,771,576 4.3 % $ 304,895,117 4.3 % |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Fair Value of Option Grant of Weighted-average Assumptions | The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions used for grants during the six months ended June 30, 2018 and 2017: 2018 2017 Dividend yield 4.77 % 5.80 % Expected volatility 25.83 % 26.30 % Risk-free interest rate 2.73 % 2.37 % Expected lives 10 10 Estimated forfeitures -0- -0- |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Recognized at Fair Value On a Recurring Basis | The fair value of these financial assets and liabilities was determined using the following inputs at June 30, 2018 and December 31, 2017: Fair Value Measurements at Reporting Date Using Quoted Prices Significant In Active Other Significant Markets for Observable Unobservable Identical Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) As of June 30, 2018: Marketable Securities - Preferred stock $ 4,498,937 $ 4,498,937 $ -0- $ -0- Marketable Securities - Common stock 133,564,080 133,564,080 -0- -0- Total $ 138,063,017 $ 138,063,017 $ -0- $ -0- As of December 31, 2017: Marketable Securities - Preferred stock $ 5,377,522 $ 5,377,522 $ -0- $ -0- Marketable Securities - Common stock 127,586,754 127,586,754 -0- -0- Total $ 132,964,276 $ 132,964,276 $ -0- $ -0- |
Proforma Financial Informatio26
Proforma Financial Information (Unaudited) (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Summary of Pro Forma Financial Information | The unaudited pro forma condensed financial information is not indicative of the results of operations that would have been achieved had the acquisitions reflected herein been consummated on the dates indicated or that will be achieved in the future. Three Months Ended Six Months Ended 6/30/18 6/30/17 6/30/18 6/30/17 Rental and Related Income $ 28,779,000 $ 26,821,000 $ 56,861,000 $ 53,132,000 Community Operating Expenses 12,809,000 12,337,000 25,705,000 24,403,000 Net Income (Loss) Attributable to Common Shareholders 15,214,000 188,000 (11,541,000 ) (914,000 ) Net Income (Loss) Attributable to Common Shareholders Per Share – Basic $ 0.42 $ 0.01 $ (0.31 ) $ (0.03 ) Net Income (Loss) Attributable to Common Shareholders Per Share –Diluted $ 0.41 $ 0.01 $ (0.31 ) $ (0.03 ) |
Organization and Accounting P27
Organization and Accounting Policies (Details Narrative) | Jan. 02, 2018USD ($) | Jun. 30, 2018USD ($)Integer | Jun. 30, 2018USD ($)Integer | Dec. 31, 2017USD ($) |
Number of operates manufacture home communities | Integer | 114 | 114 | ||
Number of developed home sites company own and operates | Integer | 20,600 | 20,600 | ||
Total net unrealized gains (loss) | $ 11,519,582 | |||
Increase (decrease) in fair value of marketable securities | $ 16,623,670 | $ (9,275,149) | ||
Notes receivable | $ 26,621,809 | $ 26,621,809 | $ 24,066,567 | |
Real Estate Investment Trusts [Member] | ||||
Portfolio of gross assets | The Company also owns a portfolio of REIT securities which the Company generally limits to no more than approximately 20% of its undepreciated assets. | |||
Maximum percentage of undepreciated assets | 20.00% | |||
Total net unrealized gains (loss) | $ 2,244,433 |
Organization and Accounting P28
Organization and Accounting Policies - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Accounting Policies [Abstract] | ||||
Cash and Cash Equivalents | $ 15,227,599 | $ 23,242,090 | $ 8,166,402 | $ 4,216,592 |
Restricted Cash | 4,738,726 | 4,649,159 | 5,125,433 | 5,132,897 |
Cash, Cash Equivalents And Restricted Cash | $ 19,966,325 | $ 27,891,249 | $ 13,291,835 | $ 9,349,489 |
Net Income (Loss) Per Share (De
Net Income (Loss) Per Share (Details Narrative) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Number of employee stock option to purchase shares | 1,778,100 | 2,239,100 | 1,778,100 | |
Common stock equivalents | 370,702 | |||
Employee Stock Option [Member] | ||||
Number of employee stock option to purchase shares | 2,239,100 |
Investment Property and Equip30
Investment Property and Equipment (Details Narrative) | May 30, 2018USD ($)aHomeSitesHomeCommunity | Jun. 30, 2018USD ($) |
Unsecured line of credit | $ 35,000,000 | |
Fair value of asset acquired including transaction cost | $ 511,000 | |
Indiana Manufactured Home Communities [Member] | ||
Number of manufactured home communities acquired | HomeCommunity | 2 | |
Purchase price of acquired entity | $ 20,500,000 | |
Number of property sites | HomeSites | 669 | |
Area of acquired real estate property | a | 231 | |
Percentage of average occupancy | 91.00% | |
Unsecured line of credit | $ 20,000,000 |
Investment Property and Equip31
Investment Property and Equipment - Schedule of Estimated Fair Value of Assets Acquired (Details) | May 30, 2018USD ($) |
Real Estate [Abstract] | |
Land | $ 2,317,100 |
Depreciable Property | 18,065,350 |
Notes Receivable and Other | 628,077 |
Total Assets Acquired | $ 21,010,527 |
Marketable Securities (Details
Marketable Securities (Details Narrative) - USD ($) | Jan. 02, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Marketable Securities at Fair Value | $ 138,063,017 | $ 138,063,017 | $ 132,964,276 | |||
Total net unrealized holding gains (losses) | $ 11,519,582 | |||||
Cost basis in marketable securities sold | 248,568 | |||||
Gain on sales of marketable securities, net | 0 | $ 1,019,877 | 20,107 | $ 1,051,768 | ||
Purchase of marketable securities | 14,622,458 | $ 13,699,545 | ||||
Increase (decrease) in fair value of marketable securities | $ 16,623,670 | $ (9,275,149) | ||||
Real Estate Investment Trusts [Member] | ||||||
Maximum percentage of undepreciated assets | 20.00% | |||||
Total net unrealized holding gains (losses) | $ 2,244,433 | |||||
Monmouth Real Estate Investment Corporation [Member] | ||||||
Purchase of common stock | 2,389,967 | |||||
Purchase of common stock, value | $ 21,476,520 | |||||
Fair value of marketable securities | $ 39,506,150 | |||||
Monmouth Real Estate Investment Corporation [Member] | Stock Purchase Plan [Member] | ||||||
Purchase of common stock | 54,036 | |||||
Purchase of common stock, value | $ 777,956 | |||||
Weighted average cost per shares | $ 14.40 | $ 14.40 |
Marketable Securities - Summary
Marketable Securities - Summary of Other Investment Income (Loss), Net (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | ||||
Gain on Sales of Marketable Securities, net | $ 0 | $ 1,019,877 | $ 20,107 | $ 1,051,768 |
Changes in Fair Value of Marketable Securities | 16,623,670 | 0 | (9,275,149) | |
Total Other Investment Income (Loss), net | $ 16,623,670 | $ 1,019,877 | $ (9,255,042) | $ 1,051,768 |
Loans and Mortgages Payable (De
Loans and Mortgages Payable (Details Narrative) - USD ($) | Mar. 28, 2017 | Jun. 30, 2018 | Dec. 31, 2017 |
Lines of credit, interest rate | 3.66% | ||
Lines of credit | $ 35,000,000 | ||
Unamortized debt issuance costs | $ 60,334 | $ 61,337 | |
Weighted average interest rate | 3.70% | 3.10% | |
Outstanding on margin loan | $ 27,164,444 | ||
Percentage of margin loan interest rate | 2.00% | ||
Weighted average loan maturity term | 6 years 4 months 24 days | 6 years 10 months 25 days | |
Unsecured Revolving Credit Facility [Member] | |||
Line of credit facility, available borrowings | $ 50,000,000 | ||
Line of credit accordion feature | 75,000,000 | ||
Line of credit facility, maximum borrowing capacity | $ 125,000,000 | ||
Borrowing capacity, description | The Facility provides for $50 million in available borrowings with a $75 million accordion feature, bringing the total potential availability up to $125 million, subject to certain conditions. The maturity date of the Facility is March 27, 2020, with a one year extension option. | ||
Maturity date of facility | Mar. 27, 2020 | ||
Line of credit facility interest rate, description | Borrowings will bear interest at the Companys option of LIBOR plus 1.75% to 2.50% or BMOs prime lending rate plus 0.75% to 1.50%, based on the Companys overall leverage. Based on the Companys current leverage ratio, borrowings under the Facility will bear interest at LIBOR plus 2% or at BMOs prime lending rate plus 1%. | ||
Unsecured Revolving Credit Facility [Member] | LIBOR [Member] | |||
Lines of credit, interest rate | 2.00% | ||
Unsecured Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | |||
Lines of credit, interest rate | 1.75% | ||
Unsecured Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | |||
Lines of credit, interest rate | 2.50% | ||
Unsecured Revolving Credit Facility [Member] | Prime Rate [Member] | |||
Lines of credit, interest rate | 1.00% | ||
Unsecured Revolving Credit Facility [Member] | Prime Rate [Member] | Minimum [Member] | |||
Lines of credit, interest rate | 0.75% | ||
Unsecured Revolving Credit Facility [Member] | Prime Rate [Member] | Maximum [Member] | |||
Lines of credit, interest rate | 1.50% |
Loans and Mortgages Payable - S
Loans and Mortgages Payable - Summary of Mortgages Payable (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Total mortgages before unamortized debt issuance costs | $ 305,066,819 | $ 308,460,786 |
Unamortized debt issuance costs | (3,295,243) | (3,565,669) |
Mortgages, net of unamortized debt issuance costs | $ 301,771,576 | $ 304,895,117 |
Mortgages before unamortized debt issuance costs percentage | 4.20% | 4.20% |
Mortgages, net of unamortized debt issuance costs percentage | 4.30% | 4.30% |
Fixed Rate Mortgages [Member] | ||
Total mortgages before unamortized debt issuance costs | $ 305,066,819 | $ 308,444,180 |
Mortgages before unamortized debt issuance costs percentage | 4.20% | 4.20% |
Variable Rate Mortgages [Member] | ||
Total mortgages before unamortized debt issuance costs | $ 0 | $ 16,606 |
Mortgages before unamortized debt issuance costs percentage | 0.00% | 4.30% |
Shareholders' Equity (Details N
Shareholders' Equity (Details Narrative) - USD ($) | Jun. 15, 2018 | Jan. 22, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Proceed from dividend reinvestment and stock purchase plan (DRIP) | $ 1,590,384 | $ 1,386,320 | |||
Net proceeds from issuance of shares | $ 48,247,280 | ||||
Common stock shares authorized | 111,363,800 | 113,663,800 | |||
Excess stock, shares authorized | 3,000,000 | 3,000,000 | |||
Common Stock [Member] | |||||
Dividends paid | $ 13,093,280 | ||||
Proceed from dividend reinvestment and stock purchase plan (DRIP) | 1,590,384 | ||||
New shares issued under DRIP, value | $ 16,407,829 | ||||
New shares issued under DRIP | 1,281,901 | ||||
8.0% Series B Cumulative Redeemable Preferred Stock [Member] | |||||
Dividends paid | $ 1,900,600 | ||||
Dividend declared per share, paid | $ 0.50 | ||||
Annual rate on dividend per share payable quarterly | $ 2 | ||||
Record date of dividend | May 15, 2018 | ||||
Cumulative redeemable preferred stock percentage | 8.00% | ||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | ||||
6.75% Series C Cumulative Redeemable Preferred Stock [Member] | |||||
Dividends paid | $ 2,425,781 | ||||
Dividend declared per share, paid | $ 0.421875 | ||||
Annual rate on dividend per share payable quarterly | $ 1.6875 | ||||
Record date of dividend | May 15, 2018 | ||||
Cumulative redeemable preferred stock percentage | 6.75% | ||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | ||||
6.375% Series D Cumulative Redeemable Preferred Stock [Member] | |||||
Dividends paid | $ 796,876 | ||||
Dividend declared per share, paid | $ 0.3984375 | ||||
Record date of dividend | May 15, 2018 | ||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | ||||
Cumulative redeemable preferred stock, shares issued | 2,000,000 | ||||
Percentage rate on cumulative redeemable preferred stock | 6.375% | ||||
Cumulative redemption price per share | $ 25 | $ 25 | |||
Number of sale of shares | $ 2,000,000 | ||||
Net proceeds from issuance of shares | $ 48,200,000 | ||||
Description of preferred stock dividend | Annual rate of $1.59375 per share and will be payable quarterly in arrears on March 15, June 15, September 15, and December 15 | ||||
Preferred stock par value | $ 0.10 | ||||
Preferred stock redeemable date | Jan. 22, 2023 | ||||
Series D Preferred Stock [Member] | |||||
Common stock shares authorized | 2,300,000 | ||||
Cumulative redeemable preferred stock, authorized | 2,300,000 | ||||
Series B Preferred Stock [Member] | |||||
Cumulative redeemable preferred stock, authorized | 4,000,000 | ||||
Series C Preferred Stock [Member] | |||||
Cumulative redeemable preferred stock, authorized | 5,750,000 | ||||
July 2, 2018 [Member] | 8.0% Series B Cumulative Redeemable Preferred Stock [Member] | |||||
Dividend declared per share, paid | $ 0.50 | ||||
Dividend paid date | Sep. 17, 2018 | ||||
Record date of dividend | Aug. 15, 2018 | ||||
July 2, 2018 [Member] | 6.75% Series C Cumulative Redeemable Preferred Stock [Member] | |||||
Dividend declared per share, paid | $ 0.421875 | ||||
Dividend paid date | Sep. 17, 2018 | ||||
Record date of dividend | Aug. 15, 2018 | ||||
July 2, 2018 [Member] | 6.375% Series D Cumulative Redeemable Preferred Stock [Member] | |||||
Dividend declared per share, paid | $ 0.3984375 | ||||
Dividend paid date | Sep. 17, 2018 | ||||
Record date of dividend | Aug. 15, 2018 | ||||
Common Stock [Member] | |||||
Dividends paid | $ 6,600,505 | ||||
Dividend declared per share, paid | $ 0.18 | ||||
Proceed from dividend reinvestment and stock purchase plan (DRIP) | $ 895,984 | ||||
Record date of dividend | Jun. 15, 2018 | ||||
Common Stock [Member] | July 2, 2018 [Member] | |||||
Annual rate on dividend per share payable quarterly | $ 0.18 | ||||
Dividend paid date | Sep. 17, 2018 | ||||
Record date of dividend | Aug. 15, 2018 | ||||
8.0% Series B Cumulative Redeemable Preferred Stock [Member] | Series B Preferred Shareholders [Member] | |||||
Dividends paid | $ 3,801,200 | ||||
6.75% Series C Cumulative Redeemable Preferred Stock [Member] | Series C Preferred Shareholders [Member] | |||||
Dividends paid | 4,851,563 | ||||
6.375% Series D Cumulative Redeemable Preferred Stock [Member] | Series D Preferred Shareholders [Member] | |||||
Dividends paid | $ 1,151,042 |
Stock Based Compensation (Detai
Stock Based Compensation (Details Narrative) - USD ($) | Apr. 02, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 20, 2018 |
Compensation costs | $ 571,492 | $ 500,680 | $ 853,554 | $ 670,057 | ||
Weighted average fair value of options granted | $ 2.04 | $ 1.81 | ||||
Options outstanding | 2,239,100 | 2,239,100 | ||||
Proceeds from stock options exercised | $ 835,120 | $ 5,435,634 | ||||
Aggregate intrinsic value of outstanding | $ 6,285,487 | 6,285,487 | ||||
Aggregate intrinsic value of options exercised | $ 278,720 | $ 278,720 | ||||
Four Participants [Member] | ||||||
Share-based compensation arrangements by share-based payment award, options, exercises in period, weighted average exercise price | $ 79,000 | $ 79,000 | ||||
Weighted-average fair value of options granted | $ 10.57 | |||||
Proceeds from stock options exercised | $ 835,120 | |||||
Restricted Stock [Member] | Samuel A. Landy And Anna T. Chew [Member] | ||||||
Number of restricted shares awarded during period | 45,000 | |||||
Fair value of grant shares | $ 589,050 | |||||
Grants vest term | 5 years | |||||
2013 Stock Option and Stock Award Plan [Member] | ||||||
Available for future grant under plan | 2,000,000 | |||||
2013 Stock Option and Stock Award Plan [Member] | Forty Participants [Member] | ||||||
Number of shares purchase during period | 540,000 | |||||
Fair value of grant shares | $ 1,100,933 | |||||
Amended and Restated 2013 Incentive Award Plan [Member] | ||||||
Available for future grant under plan | 2,025,500 | 2,025,500 |
Stock Based Compensation - Sche
Stock Based Compensation - Schedule of Fair Value of Option Grant of Weighted-average Assumptions (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Dividend yield | 4.77% | 5.80% |
Expected volatility | 25.83% | 26.30% |
Risk-free interest rate | 2.73% | 2.37% |
Expected lives | 10 years | 10 years |
Estimated forfeitures | $ 0 | $ 0 |
Fair Value Measurements (Detail
Fair Value Measurements (Details Narrative) | Jun. 30, 2018USD ($) |
Fair Value Disclosures [Abstract] | |
Fair value of fixed rate mortgages payable | $ 304,183,330 |
Carrying value of fixed rate mortgages payable | $ 305,066,819 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets and Liabilities Recognized at Fair Value On a Recurring Basis (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | $ 138,063,017 | $ 132,964,276 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 138,063,017 | 132,964,276 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 138,063,017 | 132,964,276 |
Fair Value, Measurements, Recurring [Member] | Preferred Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 4,498,937 | 5,377,522 |
Fair Value, Measurements, Recurring [Member] | Preferred Stock [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 4,498,937 | 5,377,522 |
Fair Value, Measurements, Recurring [Member] | Preferred Stock [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Preferred Stock [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Common Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 133,564,080 | 127,586,754 |
Fair Value, Measurements, Recurring [Member] | Common Stock [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 133,564,080 | 127,586,754 |
Fair Value, Measurements, Recurring [Member] | Common Stock [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Common Stock [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | $ 0 | $ 0 |
Contingencies, Commitments an41
Contingencies, Commitments and Other Matters (Details Narrative) | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Total original loan amount | $ 3,100,000 |
Total loan balance | 3,500,000 |
Notes and other receivables | $ 11,844,000 |
Minimum [Member] | |
Range of purchase price repossessed | 80.00% |
Minimum [Member] | Purchase Price [Member] | |
Range of purchase price repossessed | 55.00% |
Maximum [Member] | |
Range of purchase price repossessed | 95.00% |
Maximum [Member] | Purchase Price [Member] | |
Range of purchase price repossessed | 100.00% |
Supplemental Cash Flow Inform42
Supplemental Cash Flow Information (Details Narrative) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | ||
Cash paid for interest | $ 7,669,068 | $ 8,046,864 |
Interest cost capitalized to land development | 398,852 | 237,648 |
Reinvestment of dividends | $ 1,590,384 | $ 1,386,320 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Jul. 13, 2018 | Jul. 09, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Debt instrument loan mortgage amount | $ 301,771,576 | $ 304,895,117 | ||
Subsequent Event [Member] | Amended and Restated 2013 Incentive Award Plan [Member] | Four Participants [Member] | ||||
Number of shares purchase during period | 40,000 | |||
Fair value of grant shares | $ 94,732 | |||
Grants vest term | 1 year | |||
Subsequent Event [Member] | Federal Home Loan Mortgage Corporation [Member] | Wells Fargo Bank, N.A [Member] | ||||
Debt instrument loan mortgage amount | $ 13,442,000 | |||
Debt mortgage fixed rate | 4.27% | |||
Debt maturity date | Aug. 1, 2028 |
Proforma Financial Informatio44
Proforma Financial Information (Unaudited) - Summary of Pro Forma Financial Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Business Combinations [Abstract] | ||||
Rental and Related Income | $ 28,779,000 | $ 26,821,000 | $ 56,861,000 | $ 53,132,000 |
Community Operating Expenses | 12,809,000 | 12,337,000 | 25,705,000 | 24,403,000 |
Net Income (Loss) Attributable to Common Shareholders | $ 15,214,000 | $ 188,000 | $ (11,541,000) | $ (914,000) |
Net Income (Loss) Attributable to Common Shareholders Per Share - Basic | $ 0.42 | $ 0.01 | $ (0.31) | $ (0.03) |
Net Income (Loss) Attributable to Common Shareholders Per Share - Diluted | $ 0.41 | $ 0.01 | $ (0.31) | $ (0.03) |