Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 01, 2021 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-12690 | |
Entity Registrant Name | UMH PROPERTIES, INC. | |
Entity Central Index Key | 0000752642 | |
Entity Tax Identification Number | 22-1890929 | |
Entity Incorporation, State or Country Code | MD | |
Entity Address, Address Line One | Juniper Business Plaza | |
Entity Address, Address Line Two | 3499 Route 9 North | |
Entity Address, Address Line Three | Suite 3-C | |
Entity Address, City or Town | Freehold | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07728 | |
City Area Code | 732 | |
Local Phone Number | 577-9997 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 49,014,293 | |
Common Stock [Member] | ||
Title of 12(b) Security | Common Stock, $.10 par value | |
Trading Symbol | UMH | |
Security Exchange Name | NYSE | |
Series C Cumulative Redeemable Preferred Stock [Member] | ||
Title of 12(b) Security | 6.75% Series C Cumulative Redeemable Preferred Stock, $.10 par value | |
Trading Symbol | UMH PRC | |
Security Exchange Name | NYSE | |
Series D Cumulative Redeemable Preferred Stock [Member] | ||
Title of 12(b) Security | 6.375% Series D Cumulative Redeemable Preferred Stock, $.10 par value | |
Trading Symbol | UMH PRD | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Investment Property and Equipment | ||
Land | $ 74,944 | $ 73,704 |
Site and Land Improvements | 687,488 | 656,721 |
Buildings and Improvements | 28,531 | 28,153 |
Rental Homes and Accessories | 378,505 | 349,905 |
Total Investment Property | 1,169,468 | 1,108,483 |
Equipment and Vehicles | 23,569 | 22,572 |
Total Investment Property and Equipment | 1,193,037 | 1,131,055 |
Accumulated Depreciation | (304,987) | (272,823) |
Net Investment Property and Equipment | 888,050 | 858,232 |
Other Assets | ||
Cash and Cash Equivalents | 82,435 | 15,336 |
Marketable Securities at Fair Value | 102,811 | 103,172 |
Inventory of Manufactured Homes | 20,331 | 25,450 |
Notes and Other Receivables, net | 53,917 | 46,414 |
Prepaid Expenses and Other Assets | 20,254 | 19,984 |
Land Development Costs | 37,936 | 20,825 |
Total Other Assets | 317,684 | 231,181 |
TOTAL ASSETS | 1,205,734 | 1,089,413 |
LIABILITIES: | ||
Mortgages Payable, net of unamortized debt issuance costs | 467,527 | 471,477 |
Other Liabilities: | ||
Accounts Payable | 4,685 | 4,390 |
Loans Payable, net of unamortized debt issuance costs | 39,809 | 87,009 |
Accrued Liabilities and Deposits | 16,203 | 17,296 |
Tenant Security Deposits | 7,875 | 7,433 |
Total Other Liabilities | 68,572 | 116,128 |
Total Liabilities | 536,099 | 587,605 |
Commitments and Contingencies | ||
Shareholders’ Equity: | ||
Series C – 6.75% Cumulative Redeemable Preferred Stock, par value $0.10 per share, 13,750 shares authorized; 9,884 shares issued and outstanding as of September 30, 2021 and December 31, 2020 | 247,100 | 247,100 |
Series D – 6.375% Cumulative Redeemable Preferred Stock, par value $0.10 per share, 9,300 shares authorized; 8,609 and 6,434 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively | 215,219 | 160,854 |
Common Stock - $0.10 par value per share; 144,164 shares authorized; 48,658 and 41,920 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively | 4,866 | 4,192 |
Excess Stock - $0.10 par value per share; 3,000 shares authorized; no shares issued or outstanding as of September 30, 2021 and December 31, 2020 | 0 | 0 |
Additional Paid-In Capital | 227,814 | 115,026 |
Undistributed Income (Accumulated Deficit) | (25,364) | (25,364) |
Total Shareholders’ Equity | 669,635 | 501,808 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,205,734 | $ 1,089,413 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Common stock, par value | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 144,164,000 | 144,164,000 |
Common stock, shares issued | 48,658,000 | 41,920,000 |
Common stock, shares outstanding | 48,658,000 | 41,920,000 |
Excess stock, par value | $ 0.10 | $ 0.10 |
Excess stock, shares authorized | 3,000,000 | 3,000,000 |
Excess stock, shares issued | 0 | 0 |
Excess stock, shares outstanding | 0 | 0 |
Series C Preferred Stock [Member] | ||
Cumulative redeemable preferred stock, percentage | 6.75% | 6.75% |
Cumulative redeemable preferred stock, par value | $ 0.10 | $ 0.10 |
Cumulative redeemable preferred stock, shares authorized | 13,750,000 | 13,750,000 |
Cumulative redeemable preferred stock, shares issued | 9,884,000 | 9,884,000 |
Cumulative redeemable preferred stock, shares outstanding | 9,884,000 | 9,884,000 |
Series D Preferred Stock [Member] | ||
Cumulative redeemable preferred stock, percentage | 6.375% | 6.375% |
Cumulative redeemable preferred stock, par value | $ 0.10 | $ 0.10 |
Cumulative redeemable preferred stock, shares authorized | 9,300,000 | 9,300,000 |
Cumulative redeemable preferred stock, shares issued | 8,609,000 | 6,434,000 |
Cumulative redeemable preferred stock, shares outstanding | 8,609,000 | 6,434,000 |
Consolidated Statements of Inco
Consolidated Statements of Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
INCOME: | ||||
Rental and Related Income | $ 40,248 | $ 36,358 | $ 118,302 | $ 105,767 |
Sales of Manufactured Homes | 7,782 | 6,765 | 21,819 | 15,013 |
Total Income | 48,030 | 43,123 | 140,121 | 120,780 |
EXPENSES: | ||||
Community Operating Expenses | 16,833 | 16,245 | 51,015 | 47,191 |
Cost of Sales of Manufactured Homes | 5,826 | 4,695 | 16,314 | 10,713 |
Selling Expenses | 1,324 | 1,381 | 3,817 | 3,757 |
General and Administrative Expenses | 3,165 | 2,934 | 9,945 | 8,262 |
Depreciation Expense | 11,380 | 10,492 | 33,572 | 30,991 |
Total Expenses | 38,528 | 35,747 | 114,663 | 100,914 |
OTHER INCOME (EXPENSE): | ||||
Interest Income | 857 | 736 | 2,466 | 2,144 |
Dividend Income | 1,267 | 1,183 | 3,856 | 4,481 |
Gain on Sales of Marketable Securities, net | 2,636 | 0 | 2,342 | 0 |
Increase (Decrease) in Fair Value of Marketable Securities | (5,390) | (6,739) | 14,120 | (31,921) |
Other Income | 189 | 232 | 488 | 561 |
Interest Expense | (4,773) | (4,524) | (14,543) | (13,144) |
Total Other Income (Expense) | (5,214) | (9,112) | 8,729 | (37,879) |
Income (Loss) before Loss on Sales of Investment Property and Equipment | 4,288 | (1,736) | 34,187 | (18,013) |
Loss on Sales of Investment Property and Equipment | (91) | (31) | (109) | (177) |
Net Income (Loss) | 4,197 | (1,767) | 34,078 | (18,190) |
Less: Preferred Dividends | (7,600) | (8,109) | (22,239) | (24,289) |
Less: Redemption of Preferred Stock | 0 | (2,871) | 0 | (2,871) |
Net Income (Loss) Attributable to Common Shareholders | $ (3,403) | $ (12,747) | $ 11,839 | $ (45,350) |
Net Income (Loss) Attributable to Common Shareholders Per Share: | ||||
Basic | $ (0.07) | $ (0.31) | $ 0.27 | $ (1.10) |
Diluted | $ (0.07) | $ (0.31) | $ 0.28 | $ (1.10) |
Weighted Average Common Shares Outstanding: | ||||
Basic | 47,778 | 41,421 | 45,212 | 41,275 |
Diluted | 47,778 | 41,421 | 46,247 | 41,275 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Preferred Stock [Member]Series B Preferred Stock [Member] | Preferred Stock [Member]Series C Preferred Stock [Member] | Preferred Stock [Member]Series D Preferred Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2019 | $ 4,113 | $ 95,030 | $ 243,750 | $ 66,268 | $ 162,542 | $ (25,364) | $ 546,339 |
Beginning balance, shares at Dec. 31, 2019 | 41,130 | ||||||
Common Stock Issued with the DRIP | $ 13 | 0 | 0 | 0 | 1,588 | 0 | 1,601 |
Common Stock Issued with the DRIP*, shares | 133 | ||||||
Common Stock Issued through Restricted Stock Awards | $ 3 | 0 | 0 | 0 | (3) | 0 | 0 |
Common Stock Issued through Restricted Stock Awards, shares | 26 | ||||||
Common Stock Issued through Stock Options | $ 3 | 0 | 0 | 0 | 303 | 0 | 306 |
Common Stock Issued through Stock Options, shares | 29 | ||||||
Preferred Stock Issued in connection with At-The-Market Offerings, net | $ 0 | 0 | 0 | 63,999 | (867) | 0 | 63,132 |
Repurchase of Preferred Stock | $ 0 | (13) | 0 | 0 | 1 | 0 | (12) |
Repurchase of Preferred Stock, shares | 0 | ||||||
Repurchase of Common Stock | $ (15) | 0 | 0 | 0 | (1,589) | 0 | (1,604) |
Repurchase of Common Stock, shares | (152) | ||||||
Distributions | $ 0 | 0 | 0 | ||||
Stock Compensation Expense | 0 | 0 | 0 | 0 | 574 | 0 | 574 |
Net Income (Loss) | 0 | 0 | 0 | 0 | 0 | (34,748) | (34,748) |
Ending balance, value at Mar. 31, 2020 | $ 4,117 | 95,017 | 243,750 | 130,267 | 112,294 | (25,364) | 560,081 |
Ending balance, shares at Mar. 31, 2020 | 41,166 | ||||||
Distributions | 0 | (50,255) | 34,748 | (15,507) | |||
Common Stock Issued with the DRIP | $ 15 | 0 | 0 | 0 | 1,728 | 0 | 1,743 |
Common Stock Issued with the DRIP*, shares | 157 | ||||||
Repurchase of Common Stock | $ (2) | 0 | 0 | 0 | (223) | 0 | (225) |
Repurchase of Common Stock, shares | (22) | ||||||
Distributions | $ 0 | 0 | 0 | ||||
Stock Compensation Expense | 0 | 0 | 0 | 0 | 313 | 0 | 313 |
Net Income (Loss) | 0 | 0 | 0 | 0 | 0 | 18,325 | 18,325 |
Ending balance, value at Jun. 30, 2020 | $ 4,130 | 95,017 | 243,750 | 130,267 | 116,930 | (25,364) | 564,730 |
Ending balance, shares at Jun. 30, 2020 | 41,301 | ||||||
Distributions | 0 | 2,818 | (18,325) | (15,507) | |||
Common Stock Issued with the DRIP | $ 18 | 0 | 0 | 0 | 2,190 | 0 | 2,208 |
Common Stock Issued with the DRIP*, shares | 178 | ||||||
Common Stock Issued through Stock Options | $ 3 | 0 | 0 | 0 | 313 | 0 | 316 |
Common Stock Issued through Stock Options, shares | 31 | ||||||
Common Stock Issued in connection with At-The-Market Offerings, net | $ 12 | 0 | 0 | 0 | 1,466 | 0 | 1,478 |
Common Stock Issued in connection with At-The-Market Offerings, net, shares | 117 | ||||||
Preferred Stock Issued in connection with At-The-Market Offerings, net | $ 0 | 0 | 3,350 | 5,322 | (331) | 0 | 8,341 |
Preferred Stock Called for Redemption | 0 | (95,017) | 0 | 0 | 2,808 | (2,808) | (95,017) |
Distributions | 0 | 0 | 0 | ||||
Stock Compensation Expense | 0 | 0 | 0 | 0 | 217 | 0 | 217 |
Net Income (Loss) | 0 | 0 | 0 | 0 | 0 | (1,767) | (1,767) |
Ending balance, value at Sep. 30, 2020 | $ 4,163 | 0 | 247,100 | 135,589 | 103,455 | (25,364) | 464,943 |
Ending balance, shares at Sep. 30, 2020 | 41,627 | ||||||
Distributions | 0 | (20,138) | 4,575 | (15,563) | |||
Beginning balance, value at Dec. 31, 2020 | $ 4,192 | 247,100 | 160,854 | 115,026 | (25,364) | 501,808 | |
Beginning balance, shares at Dec. 31, 2020 | 41,920 | ||||||
Common Stock Issued with the DRIP | $ 24 | 0 | 0 | 3,838 | 0 | 3,862 | |
Common Stock Issued with the DRIP*, shares | 239 | ||||||
Common Stock Issued through Restricted Stock Awards | $ 30 | 0 | 0 | (30) | 0 | 0 | |
Common Stock Issued through Restricted Stock Awards, shares | 297 | ||||||
Common Stock Issued through Stock Options | $ 21 | 0 | 0 | 2,567 | 0 | 2,588 | |
Common Stock Issued through Stock Options, shares | 215 | ||||||
Common Stock Issued in connection with At-The-Market Offerings, net | $ 35 | 0 | 0 | 6,550 | 0 | 6,585 | |
Common Stock Issued in connection with At-The-Market Offerings, net, shares | 352 | ||||||
Preferred Stock Issued in connection with At-The-Market Offerings, net | $ 0 | 0 | 31,591 | (727) | 0 | 30,864 | |
Distributions | 0 | 0 | |||||
Stock Compensation Expense | 0 | 0 | 0 | 750 | 0 | 750 | |
Net Income (Loss) | 0 | 0 | 0 | 0 | 13,878 | 13,878 | |
Ending balance, value at Mar. 31, 2021 | $ 4,302 | 247,100 | 192,445 | 126,765 | (25,364) | 545,248 | |
Ending balance, shares at Mar. 31, 2021 | 43,023 | ||||||
Distributions | 0 | (1,209) | (13,878) | (15,087) | |||
Beginning balance, value at Dec. 31, 2020 | $ 4,192 | 247,100 | 160,854 | 115,026 | (25,364) | 501,808 | |
Beginning balance, shares at Dec. 31, 2020 | 41,920 | ||||||
Ending balance, value at Sep. 30, 2021 | $ 4,866 | 247,100 | 215,219 | 227,814 | (25,364) | 669,635 | |
Ending balance, shares at Sep. 30, 2021 | 48,658 | ||||||
Beginning balance, value at Mar. 31, 2021 | $ 4,302 | 247,100 | 192,445 | 126,765 | (25,364) | 545,248 | |
Beginning balance, shares at Mar. 31, 2021 | 43,023 | ||||||
Common Stock Issued with the DRIP | $ 7 | 0 | 0 | 1,469 | 0 | 1,476 | |
Common Stock Issued with the DRIP*, shares | 70 | ||||||
Common Stock Issued through Stock Options | $ 40 | 0 | 0 | 4,683 | 0 | 4,723 | |
Common Stock Issued through Stock Options, shares | 400 | ||||||
Common Stock Issued in connection with At-The-Market Offerings, net | $ 390 | 0 | 0 | 77,727 | 0 | 78,117 | |
Common Stock Issued in connection with At-The-Market Offerings, net, shares | 3,894 | ||||||
Preferred Stock Issued in connection with At-The-Market Offerings, net | $ 0 | 0 | 22,774 | (425) | 0 | 22,349 | |
Distributions | 0 | 0 | |||||
Stock Compensation Expense | 0 | 0 | 0 | 774 | 0 | 774 | |
Net Income (Loss) | 0 | 0 | 0 | 0 | 16,003 | 16,003 | |
Ending balance, value at Jun. 30, 2021 | $ 4,739 | 247,100 | 215,219 | 210,767 | (25,364) | 652,461 | |
Ending balance, shares at Jun. 30, 2021 | 47,387 | ||||||
Distributions | 0 | (226) | (16,003) | (16,229) | |||
Common Stock Issued with the DRIP | $ 9 | 0 | 0 | 2,037 | 0 | 2,046 | |
Common Stock Issued with the DRIP*, shares | 91 | ||||||
Common Stock Issued through Stock Options | $ 7 | 0 | 0 | 986 | 0 | 993 | |
Common Stock Issued through Stock Options, shares | 73 | ||||||
Common Stock Issued in connection with At-The-Market Offerings, net | $ 111 | 0 | 0 | 25,708 | 0 | 25,819 | |
Common Stock Issued in connection with At-The-Market Offerings, net, shares | 1,107 | ||||||
Distributions | $ 0 | 0 | |||||
Stock Compensation Expense | 0 | 0 | 0 | 735 | 0 | 735 | |
Net Income (Loss) | 0 | 0 | 0 | 0 | 4,197 | 4,197 | |
Ending balance, value at Sep. 30, 2021 | $ 4,866 | $ 247,100 | 215,219 | 227,814 | (25,364) | 669,635 | |
Ending balance, shares at Sep. 30, 2021 | 48,658 | ||||||
Distributions | $ 0 | $ (12,419) | $ (4,197) | $ (16,616) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income (Loss) | $ 34,078 | $ (18,190) |
Non-Cash items included in Net Income (Loss): | ||
Depreciation | 33,572 | 30,991 |
Amortization of Financing Costs | 725 | 654 |
Stock Compensation Expense | 2,259 | 1,104 |
Provision for Uncollectible Notes and Other Receivables | 823 | 1,056 |
Gain on Sales of Marketable Securities, net | (2,342) | 0 |
(Increase) Decrease in Fair Value of Marketable Securities | (14,120) | 31,921 |
Loss on Sales of Investment Property and Equipment | 109 | 177 |
Changes in Operating Assets and Liabilities: | ||
Inventory of Manufactured Homes | 5,119 | 4,904 |
Notes and Other Receivables, net of notes acquired with acquisitions | (8,125) | (7,664) |
Prepaid Expenses and Other Assets | (5,492) | (666) |
Accounts Payable | 295 | 1,174 |
Accrued Liabilities and Deposits | (1,093) | 4,106 |
Tenant Security Deposits | 442 | 774 |
Net Cash Provided by Operating Activities | 46,250 | 50,341 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of Manufactured Home Communities | (19,195) | (6,274) |
Purchase of Investment Property and Equipment | (46,527) | (59,427) |
Proceeds from Sales of Investment Property and Equipment | 2,023 | 1,919 |
Additions to Land Development Costs | (17,111) | (12,966) |
Purchase of Marketable Securities | (12) | (896) |
Proceeds from Sales of Marketable Securities | 16,835 | 0 |
Net Cash Used in Investing Activities | (63,987) | (77,644) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from Mortgages, net of mortgages assumed | 6,070 | 105,984 |
Net Payments on Short-Term Borrowings | (47,339) | (49,191) |
Principal Payments of Mortgages | (10,479) | (6,579) |
Financing Costs on Debt | (127) | (3,927) |
Proceeds from At-The-Market Preferred Equity Program, net of offering costs | 53,213 | 71,473 |
Proceeds from At-The-Market Common Equity Program, net of offering costs | 110,521 | 1,477 |
Proceeds from Issuance of Common Stock in the DRIP, net of Dividend Reinvestments | 4,737 | 3,225 |
Repurchase of Preferred Stock, net | 0 | (12) |
Repurchase of Common Stock, net | 0 | (1,830) |
Proceeds from Exercise of Stock Options | 8,304 | 622 |
Preferred Dividends Paid | (22,239) | (24,289) |
Common Dividends Paid, net of Dividend Reinvestments | (23,047) | (19,959) |
Net Cash Provided by Financing Activities | 79,614 | 76,994 |
Net Increase in Cash, Cash Equivalents and Restricted Cash | 61,877 | 49,691 |
Cash, Cash Equivalents and Restricted Cash at Beginning of Period | 28,593 | 18,996 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | $ 90,470 | $ 68,687 |
ORGANIZATION AND ACCOUNTING POL
ORGANIZATION AND ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2021 | |
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 127 manufactured home communities containing approximately 24,000 developed homesites as of September 30, 2021. These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Michigan, Maryland, Alabama and South Carolina. At its communities, the Company leases manufactured home sites to private manufactured home owners and leases manufactured homes to residents. In addition, through its wholly-owned taxable subsidiary, UMH Sales and Finance, Inc. (“S&F”), the Company also sells and finances the sale of manufactured homes 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 15 On March 11, 2020, the World Health Organization declared COVID-19 a pandemic, and on March 13, 2020, the United States declared a national emergency with respect to COVID-19. The Company’s 127 residential communities remain open and operational. The effects of the COVID-19 pandemic did not significantly impact the Company’s operating results for the three and nine months ended September 30, 2021. However, the future effects of the evolving impact of the COVID-19 pandemic are uncertain. 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 three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. 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, 2020. Use of Estimates In preparing the consolidated financial statements in accordance with 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 revenue and expenses for the years then ended. These estimates and assumptions include the allowance for doubtful accounts, valuation of inventory, depreciation, valuation of securities, reserves and accruals, and stock compensation expense. Actual results could differ 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 previously entered into various interest rate swap agreements that have had the effect of fixing interest rates relative to specific mortgage loans. As of December 31, 2020 and September 30, 2021, these agreements had expired and the Company does not have any interest rate swap agreements in effect. Leases We account for our leases under ASC 842, “Leases.” Our primary source of revenue is generated from lease agreements for our sites and homes, where we are the lessor. These leases are generally for one-year or month-to-month terms and renewable by mutual agreement from us and the resident, or in some cases, as provided by jurisdictional statute. We are the lessee in other arrangements, primarily for our corporate office and a ground lease at one community. As of September 30, 2021, the right-of-use assets and corresponding lease liabilities of $ 3.6 Future minimum lease payments under these leases over the remaining lease terms are as follows (in thousands) SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS 2021 $ 108 2022 423 2023 391 2024 391 2025 391 Thereafter 19,495 Total Lease Payments $ 21,199 The weighted average remaining lease term for these leases is 163.6 5 Restricted Cash 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. The following table reconciles beginning of period and end of period balances of cash, cash equivalents and restricted cash for the periods shown (in thousands) SCHEDULE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH 9/30/21 12/31/20 9/30/20 12/31/19 Cash and Cash Equivalents $ 82,435 $ 15,336 $ 54,666 $ 12,902 Restricted Cash 8,035 13,257 14,021 6,094 Cash, Cash Equivalents And Restricted Cash $ 90,470 $ 28,593 $ 68,687 $ 18,996 Revenue On January 1, 2018, the Company adopted ASU 2014-09 “Revenue from Contracts with Customers (Topic 606)” (ASC 606). For transactions in the scope of ASC 606, 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. Rental and related income is generated from lease agreements for our sites and homes. The lease component of these agreements is accounted for under ASC 842 “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 842. Revenue from sales of manufactured homes is recognized in accordance with the core principle of ASC 606, at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, we generally have no remaining performance obligation. Interest income is primarily from notes receivables for the previous sales of manufactured homes. Interest income on these receivables is accrued based on the unpaid principal balances of the underlying loans on a level yield basis over the life of the loans. Dividend income and gain (loss) on sales of marketable securities are from our investments in marketable securities and are presented separately but are not in the scope of ASC 606. Other income primarily consists of brokerage commissions for arranging for the sale of a home by a third party and other miscellaneous income. This income is recognized when the transactions are completed and our performance obligations have been fulfilled. Notes Receivables On January 1, 2020, the Company adopted 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. As of September 30, 2021 and 2020, the Company had notes receivable of $ 50.8 million and $ 41.8 million, net of a fair value adjustment of $ 1.0 million and $ 0.9 million, respectively. Notes receivable 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. Other Recent Accounting Pronouncements 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 | 9 Months Ended |
Sep. 30, 2021 | |
Net Income (Loss) Attributable to Common Shareholders Per Share: | |
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 per Share is calculated by dividing Net Income by the weighted average number of common shares outstanding, and when dilutive, the potential net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. In periods with a net loss, the diluted loss per share equals the basic loss per share as all common stock equivalents are excluded from the per share calculation because they are anti-dilutive. For the nine months ended September 30, 2021, common stock equivalents resulting from employee stock options to purchase 3.3 1.0 3.3 3.3 |
INVESTMENT PROPERTY AND EQUIPME
INVESTMENT PROPERTY AND EQUIPMENT | 9 Months Ended |
Sep. 30, 2021 | |
Real Estate [Abstract] | |
INVESTMENT PROPERTY AND EQUIPMENT | NOTE 3 – INVESTMENT PROPERTY AND EQUIPMENT Acquisitions On January 8, 2021, the Company acquired Deer Run, located in Dothan, Alabama, for approximately $ 4.6 195 33 37 On January 21, 2021, the Company acquired Iris Winds, located in Sumter, South Carolina, for approximately $ 3.4 142 24 49 On June 1, 2021, the Company acquired Bayshore Estates, located in Sandusky, Ohio, for approximately $ 10.3 206 56 86 The Company has evaluated these acquisitions and has determined that they should be accounted for as acquisitions of assets. As such, we have allocated the total cash consideration, including transaction costs of approximately $ 899,000 for the nine months ended September 30, 2021, to the individual assets acquired on a relative fair value basis. The following table summarizes our purchase price allocation for the assets acquired for the nine months ended September 30, 2021 ( in thousands SCHEDULE OF ESTIMATED FAIR VALUE OF ASSETS ACQUIRED At Acquisition Date Assets Acquired: Land $ 1,028 Depreciable Property 17,970 Other 197 Total Assets Acquired $ 19,195 See Note 12 for the Unaudited Pro Forma Financial Information relating to these acquisitions. |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 9 Months Ended |
Sep. 30, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
MARKETABLE SECURITIES | NOTE 4 – MARKETABLE SECURITIES The Company’s marketable securities consist primarily of marketable common and preferred stock of other REITs with a fair value of $ 102.8 6.8 15 During the three and nine months ended September 30, 2021, the Company sold securities with a cost basis of $ 7.2 14.5 2.6 2.3 2.7 25.0 49.5 As of September 30, 2021, the Company had total net unrealized losses of $ 25.2 5.4 14.1 |
LOANS AND MORTGAGES PAYABLE
LOANS AND MORTGAGES PAYABLE | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
LOANS AND MORTGAGES PAYABLE | NOTE 5 – LOANS AND MORTGAGES PAYABLE Unsecured Line of Credit On November 29, 2018, the Company entered into a First Amendment to Amended and Restated Credit Agreement (the “Amendment”) to expand and extend its existing unsecured revolving credit facility (the “Facility”). The Facility is syndicated with two banks led by BMO Capital Markets Corp. (“BMO”), as sole lead arranger and sole book runner, with Bank of Montreal as administrative agent, and includes JPMorgan Chase Bank, N.A. (“J.P. Morgan”) as the sole syndication agent. The Amendment provided for an increase from $50 million in available borrowings to $ 75 50 125 25 1.59% Loans Payable The following is a summary of our loans payable as of September 30, 2021 and December 31, 2020 (in thousands) SCHEDULE OF LOANS PAYABLE 9/30/2021 12/31/2020 Amount Rate Amount Rate Margin Loan $ 0 0.75 % $ 17,608 0.75 % Unsecured line of credit 25,000 1.59 % 45,000 1.65 % Floorplan inventory financing 4,014 4.25 % 13,087 4.44 % FirstBank rental home financing 5,000 3.50 % 5,000 3.50 % OceanFirst notes receivable financing 6,000 3.25 % 6,000 3.25 % Other 0 0 % 658 4.22 % Total Loans Payable 40,014 2.34 % 87,353 2.12 % Unamortized debt issuance costs (205 ) (344 ) Loans Payable, net of unamortized debt issuance costs $ 39,809 2.35 % $ 87,009 2.13 % Mortgages Payable The following is a summary of our mortgages payable as of September 30, 2021 and December 31, 2020 (in thousands) SCHEDULE OF MORTGAGES PAYABLE 9/30/2021 12/31/2020 Amount Rate Amount Rate Fixed rate mortgages $ 471,881 3.79 % $ 476,390 3.81 % Unamortized debt issuance costs (4,354 ) (4,913 ) Mortgages Payable, net of unamortized debt issuance costs $ 467,527 3.82 % $ 471,477 3.85 % On August 17, 2021, the Company obtained a Federal Home Loan Mortgage Corporation (“Freddie Mac”) mortgage totaling $ 6.1 3.21% September 1, 2031 30 As of September 30, 2021 and December 31, 2020, the weighted average loan maturity of mortgages payable was 5.3 6.0 |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | NOTE 6 - SHAREHOLDERS’ EQUITY As of September 30, 2021, our authorized capital stock consists of 170.4 144.2 0.10 199,000 8.00 13.8 9.3 3 Common Stock On September 15, 2021, the Company paid total cash dividends of $ 9.0 0.19 August 16, 2021 861,000 0.19 December 15, 2021 November 15, 2021 During the nine months ended September 30, 2021, the Company received, including dividends reinvested of $ 2.6 million, a total of $ 7.4 million from its DRIP. There were approximately 400,000 shares issued under the DRIP during this period. On January 13, 2021, the Board of Directors reaffirmed our Common Stock Repurchase Program (the “Repurchase Program”) that authorizes us to repurchase up to $ 25 Common Stock At-The-Market Sales Program On June 30, 2020, the Company entered into an Equity Distribution Agreement (“2020 Common ATM Program”) with BMO Capital Markets Corp., B. Riley FBR, Inc. (“B Riley”), Compass Point Research & Trading, LLC, D.A. Davidson & Co., Janney Montgomery Scott LLC, and J.P. Morgan Securities LLC, as distribution agents (the “ 2020 100 million from time to time through the 2020 2020 were 4.2 million shares of Common Stock were issued and sold at a weighted average price of $ 20.26 per share, generating gross proceeds of $ 86.0 million and net proceeds of $ 84.7 million, after offering expenses , On August 16, 2021, the Company a new 100 million from time to time through the New Distribution Agents. Sales of the shares of Common Stock under the New Common ATM Program are 1.1 million shares of Common Stock were issued and sold at a weighted average price of $ 23.70 per share, generating gross proceeds of $ 26.2 million and net proceeds of $ 25.8 million, after offering expenses , the 73.8 million of common stock remained eligible for sale under the New Common ATM Program. For the nine months ended September 30, 2021, a total of 5.4 million shares of Common Stock were issued and sold at a weighted average price of $ 20.97 per share, generating gross proceeds of $ 112.3 million and net proceeds of $ 110.5 million, after offering expenses , 6.75% Series C Cumulative Redeemable Preferred Stock On September 15, 2021, the Company paid $ 4.2 0.421875 6.75% 25.00 1.6875 12.5 On October 1, 2021, the Company declared a dividend of $ 0.421875 December 15, 2021 November 15, 2021 6.375% Series D Cumulative Redeemable Preferred Stock On September 15, 2021, the Company paid $ 3.4 0.3984375 6.375% 25.00 1.59375 9.7 On October 1, 2021, the Company declared a dividend of $0.3984375 per share for the period from September 1, 2021 through November 30, 2021 to be paid on December 15, 2021 November 15, 2021 Preferred Stock At-The-Market Sales Program On July 22, 2020, the Company entered into a Preferred Stock At-The-Market Sales Program (“New Preferred ATM Program”) with B. Riley, as distribution agent, under which the Company may offer and sell shares of the Company’s Series C Preferred Stock and/or Series D Preferred Stock, having an aggregate sales price of up to $ 100 million. Sales of shares under the New Preferred ATM Program are made in “at the market offerings” as defined in Rule 415 under the Securities Act, including, without limitation, sales made directly on or through the NYSE, or on any other existing trading market for the Series C Preferred Stock or Series D Preferred Stock, as applicable, or to or through a market maker or any other method permitted by law, including, without limitation, negotiated transactions and block trades. Shares of Series C Preferred Stock and/or Series D Preferred Stock sold under the New Preferred ATM Program are offered and sold pursuant to the Company’s 2020 Registration Statement and pursuant to the Company’s prospectus dated June 1, 2020 included in the 2020 Registration Statement and the related prospectus supplement dated July 22, 2020. The New Preferred ATM Program replaced the Company’s previous at-the-market sales program for its Series C Preferred Stock and/or Series D Preferred Stock. During the nine months ended September 30, 2021, 2.2 million shares of Series D Preferred Stock were issued and sold at a weighted average price of $ 24.89 per share, generating total gross proceeds of $ 54.1 million and total net proceeds of $ 53.2 million, after offering expenses. As of September 30, 2021, $ 12.2 million in shares of Series C Preferred Stock and/or Series D Preferred Stock remained eligible for sale under the New Preferred ATM Program. |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2021 | |
Compensation Related Costs [Abstract] | |
STOCK BASED COMPENSATION | NOTE 7 – STOCK BASED COMPENSATION On June 16, 2021, the shareholders approved and ratified an amendment of the Company’s Amended and Restated 2013 Incentive Award (the Plan). The amendment provides for an additional 3 common shares for future grants of option awards, restricted stock awards, or 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 $ 735,000 2.3 217,000 1.1 On January 13, 2021, the Company awarded a total of 25,000 370,000 5 On January 13, 2021, the Company awarded a total of 16,500 244,000 On January 29, 2021, the Company awarded special restricted stock grants totaling 146,572 August 2020 groundbreaking Federal National Mortgage Association (“Fannie Mae”) financing at 2.62%, the proceeds of which were used to redeem our 8% Series B Cumulative Redeemable Preferred Stock, Liquidation Preference $ 25.00 3.2 SCHEDULE OF PERFORMANCE-BASED VESTING CRITERIA Vesting Date Performance Goal to be Met (1) Percent of Shares Vested June 30, 2023 Growth in cumulative Normalized Funds from Operations (“Normalized FFO”) over the past 3 years is 2% or greater 100% June 30, 2023 Growth in cumulative Normalized FFO over the past 3 years is 5% or greater Bonus of 50% of the Restricted Stock (total of 150% June 30, 2023 Growth in cumulative Normalized FFO over the past 3 years is 20% or greater Bonus of 100% of the Restricted Stock (total of 200% (1) 0.64 On March 18, 2021, the Company awarded a total of 108,500 2.1 5 On March 18, 2021, the Company granted options to purchase 159,400 327,000 5 On July 14, 2021, the Company granted options to purchase 608,500 1.5 5 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 nine months ended September 30, 2021: SCHEDULE OF FAIR VALUE OF OPTION GRANT OF WEIGHTED-AVERAGE ASSUMPTIONS 2021 Dividend yield 4.66 % Expected volatility 24.59 % Risk-free interest rate 1.44 % Expected lives 10 Estimated forfeitures 0 During the nine months ended September 30, 2021, thirty-five participants exercised options to purchase a total of 688,000 12.07 8.3 5.8 As of September 30, 2021, there were options outstanding to purchase 3.3 million shares, with an aggregate intrinsic value of $ 28.0 million. There were 2.4 million shares available for grant under the amended Plan. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2021 | |
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 September 30, 2021 and December 31, 2020 (in thousands) FINANCIAL ASSETS AND LIABILITIES RECOGNIZED AT FAIR VALUE ON A RECURRING BASIS 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 September 30, 2021: Marketable Securities - Preferred stock $ 2,200 $ 2,200 $ 0 $ 0 Marketable Securities - Common stock 100,611 100,611 0 0 Total $ 102,811 $ 102,811 $ 0 $ 0 As of December 31, 2020: Marketable Securities - Preferred stock $ 2,601 $ 2,601 $ 0 $ 0 Marketable Securities - Common stock 100,571 100,571 0 0 Total $ 103,172 $ 103,172 $ 0 $ 0 In addition to the Company’s investment in marketable securities at fair value, the Company is required to disclose certain information about 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. However, for a portion of the Company’s other financial instruments, no quoted market value exists. Therefore, estimates of fair value are necessarily based on a number of significant assumptions (many of which involve events outside the control of management). Such assumptions include assessments of current economic conditions, perceived risks associated with these financial instruments and their counterparties, future expected loss experience and other factors. Given the uncertainties surrounding these assumptions, the reported fair values represent estimates only and, therefore, cannot be compared to the historical accounting model. Use of different assumptions or methodologies is likely to result in significantly different fair value estimates. 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 loans payable approximate their current carrying amounts since such amounts payable are at approximately a weighted-average current market rate of interest. As of September 30, 2021, the estimated fair value of fixed rate mortgages payable amounted to $ 478.5 471.9 |
CONTINGENCIES, COMMITMENTS AND
CONTINGENCIES, COMMITMENTS AND OTHER MATTERS | 9 Months Ended |
Sep. 30, 2021 | |
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% 95% 1.4 55% 100% 1.6 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 $ 44.3 |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | NOTE 10 - SUPPLEMENTAL CASH FLOW INFORMATION Cash paid for interest during the nine months ended September 30, 2021 and 2020 was $ 14.9 13.5 1.1 896,000 During the nine months ended September 30, 2021 and 2020, the Company had Dividend Reinvestments of $ 2.6 2.3 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2021 | |
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. Since October 1, 2021, the Company issued and sold an additional 334,000 23.16 7.7 7.6 58.3 On November 1, 2021, the Company paid off a mortgage totaling $ 12.4 4.25% January 1, 2022 |
PROFORMA FINANCIAL INFORMATION
PROFORMA FINANCIAL INFORMATION (UNAUDITED) | 9 Months Ended |
Sep. 30, 2021 | |
Proforma Financial Information | |
PROFORMA FINANCIAL INFORMATION (UNAUDITED) | NOTE 12 – PROFORMA FINANCIAL INFORMATION (UNAUDITED) The following unaudited pro forma condensed financial information reflects the acquisitions during 2020 and 2021. 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 (in thousands) SUMMARY OF PROFORMA FINANCIAL INFORMATION Three Months Ended Nine Months Ended 9/30/21 9/30/20 9/30/21 9/30/20 Rental and Related Income $ 40,248 $ 36,943 $ 118,770 $ 107,707 Community Operating Expenses 16,833 16,617 51,225 48,408 Net Income (Loss) Attributable to Common Shareholders (3,403 ) (12,855 ) 11,897 (45,688 ) Net Income (Loss) Attributable to Common Shareholders Per Share – Basic $ (0.07 ) $ (0.31 ) $ 0.26 $ (1.10 ) Net Income (Loss) Attributable to Common Shareholders Per Share –Diluted $ (0.07 ) $ (0.31 ) $ 0.26 $ (1.10 ) |
ORGANIZATION AND ACCOUNTING P_2
ORGANIZATION AND ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates In preparing the consolidated financial statements in accordance with 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 revenue and expenses for the years then ended. These estimates and assumptions include the allowance for doubtful accounts, valuation of inventory, depreciation, valuation of securities, reserves and accruals, and stock compensation expense. Actual results could differ 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 previously entered into various interest rate swap agreements that have had the effect of fixing interest rates relative to specific mortgage loans. As of December 31, 2020 and September 30, 2021, these agreements had expired and the Company does not have any interest rate swap agreements in effect. |
Leases | Leases We account for our leases under ASC 842, “Leases.” Our primary source of revenue is generated from lease agreements for our sites and homes, where we are the lessor. These leases are generally for one-year or month-to-month terms and renewable by mutual agreement from us and the resident, or in some cases, as provided by jurisdictional statute. We are the lessee in other arrangements, primarily for our corporate office and a ground lease at one community. As of September 30, 2021, the right-of-use assets and corresponding lease liabilities of $ 3.6 Future minimum lease payments under these leases over the remaining lease terms are as follows (in thousands) SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS 2021 $ 108 2022 423 2023 391 2024 391 2025 391 Thereafter 19,495 Total Lease Payments $ 21,199 The weighted average remaining lease term for these leases is 163.6 5 |
Restricted Cash | Restricted Cash 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. The following table reconciles beginning of period and end of period balances of cash, cash equivalents and restricted cash for the periods shown (in thousands) SCHEDULE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH 9/30/21 12/31/20 9/30/20 12/31/19 Cash and Cash Equivalents $ 82,435 $ 15,336 $ 54,666 $ 12,902 Restricted Cash 8,035 13,257 14,021 6,094 Cash, Cash Equivalents And Restricted Cash $ 90,470 $ 28,593 $ 68,687 $ 18,996 |
Revenue | Revenue On January 1, 2018, the Company adopted ASU 2014-09 “Revenue from Contracts with Customers (Topic 606)” (ASC 606). For transactions in the scope of ASC 606, 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. Rental and related income is generated from lease agreements for our sites and homes. The lease component of these agreements is accounted for under ASC 842 “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 842. Revenue from sales of manufactured homes is recognized in accordance with the core principle of ASC 606, at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, we generally have no remaining performance obligation. Interest income is primarily from notes receivables for the previous sales of manufactured homes. Interest income on these receivables is accrued based on the unpaid principal balances of the underlying loans on a level yield basis over the life of the loans. Dividend income and gain (loss) on sales of marketable securities are from our investments in marketable securities and are presented separately but are not in the scope of ASC 606. Other income primarily consists of brokerage commissions for arranging for the sale of a home by a third party and other miscellaneous income. This income is recognized when the transactions are completed and our performance obligations have been fulfilled. |
Notes Receivables | Notes Receivables On January 1, 2020, the Company adopted 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. As of September 30, 2021 and 2020, the Company had notes receivable of $ 50.8 million and $ 41.8 million, net of a fair value adjustment of $ 1.0 million and $ 0.9 million, respectively. Notes receivable 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. |
Other Recent Accounting Pronouncements | Other Recent Accounting Pronouncements 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 P_3
ORGANIZATION AND ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS | Future minimum lease payments under these leases over the remaining lease terms are as follows (in thousands) SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS 2021 $ 108 2022 423 2023 391 2024 391 2025 391 Thereafter 19,495 Total Lease Payments $ 21,199 |
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 (in thousands) SCHEDULE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH 9/30/21 12/31/20 9/30/20 12/31/19 Cash and Cash Equivalents $ 82,435 $ 15,336 $ 54,666 $ 12,902 Restricted Cash 8,035 13,257 14,021 6,094 Cash, Cash Equivalents And Restricted Cash $ 90,470 $ 28,593 $ 68,687 $ 18,996 |
INVESTMENT PROPERTY AND EQUIP_2
INVESTMENT PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Real Estate [Abstract] | |
SCHEDULE OF ESTIMATED FAIR VALUE OF ASSETS ACQUIRED | The following table summarizes our purchase price allocation for the assets acquired for the nine months ended September 30, 2021 ( in thousands SCHEDULE OF ESTIMATED FAIR VALUE OF ASSETS ACQUIRED At Acquisition Date Assets Acquired: Land $ 1,028 Depreciable Property 17,970 Other 197 Total Assets Acquired $ 19,195 |
LOANS AND MORTGAGES PAYABLE (Ta
LOANS AND MORTGAGES PAYABLE (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF LOANS PAYABLE | The following is a summary of our loans payable as of September 30, 2021 and December 31, 2020 (in thousands) SCHEDULE OF LOANS PAYABLE 9/30/2021 12/31/2020 Amount Rate Amount Rate Margin Loan $ 0 0.75 % $ 17,608 0.75 % Unsecured line of credit 25,000 1.59 % 45,000 1.65 % Floorplan inventory financing 4,014 4.25 % 13,087 4.44 % FirstBank rental home financing 5,000 3.50 % 5,000 3.50 % OceanFirst notes receivable financing 6,000 3.25 % 6,000 3.25 % Other 0 0 % 658 4.22 % Total Loans Payable 40,014 2.34 % 87,353 2.12 % Unamortized debt issuance costs (205 ) (344 ) Loans Payable, net of unamortized debt issuance costs $ 39,809 2.35 % $ 87,009 2.13 % |
SCHEDULE OF MORTGAGES PAYABLE | The following is a summary of our mortgages payable as of September 30, 2021 and December 31, 2020 (in thousands) SCHEDULE OF MORTGAGES PAYABLE 9/30/2021 12/31/2020 Amount Rate Amount Rate Fixed rate mortgages $ 471,881 3.79 % $ 476,390 3.81 % Unamortized debt issuance costs (4,354 ) (4,913 ) Mortgages Payable, net of unamortized debt issuance costs $ 467,527 3.82 % $ 471,477 3.85 % |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Compensation Related Costs [Abstract] | |
SCHEDULE OF PERFORMANCE-BASED VESTING CRITERIA | SCHEDULE OF PERFORMANCE-BASED VESTING CRITERIA Vesting Date Performance Goal to be Met (1) Percent of Shares Vested June 30, 2023 Growth in cumulative Normalized Funds from Operations (“Normalized FFO”) over the past 3 years is 2% or greater 100% June 30, 2023 Growth in cumulative Normalized FFO over the past 3 years is 5% or greater Bonus of 50% of the Restricted Stock (total of 150% June 30, 2023 Growth in cumulative Normalized FFO over the past 3 years is 20% or greater Bonus of 100% of the Restricted Stock (total of 200% (1) 0.64 |
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 nine months ended September 30, 2021: SCHEDULE OF FAIR VALUE OF OPTION GRANT OF WEIGHTED-AVERAGE ASSUMPTIONS 2021 Dividend yield 4.66 % Expected volatility 24.59 % Risk-free interest rate 1.44 % Expected lives 10 Estimated forfeitures 0 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
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 September 30, 2021 and December 31, 2020 (in thousands) FINANCIAL ASSETS AND LIABILITIES RECOGNIZED AT FAIR VALUE ON A RECURRING BASIS 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 September 30, 2021: Marketable Securities - Preferred stock $ 2,200 $ 2,200 $ 0 $ 0 Marketable Securities - Common stock 100,611 100,611 0 0 Total $ 102,811 $ 102,811 $ 0 $ 0 As of December 31, 2020: Marketable Securities - Preferred stock $ 2,601 $ 2,601 $ 0 $ 0 Marketable Securities - Common stock 100,571 100,571 0 0 Total $ 103,172 $ 103,172 $ 0 $ 0 |
PROFORMA FINANCIAL INFORMATIO_2
PROFORMA FINANCIAL INFORMATION (UNAUDITED) (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Proforma Financial Information | |
SUMMARY OF PROFORMA 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 (in thousands) SUMMARY OF PROFORMA FINANCIAL INFORMATION Three Months Ended Nine Months Ended 9/30/21 9/30/20 9/30/21 9/30/20 Rental and Related Income $ 40,248 $ 36,943 $ 118,770 $ 107,707 Community Operating Expenses 16,833 16,617 51,225 48,408 Net Income (Loss) Attributable to Common Shareholders (3,403 ) (12,855 ) 11,897 (45,688 ) Net Income (Loss) Attributable to Common Shareholders Per Share – Basic $ (0.07 ) $ (0.31 ) $ 0.26 $ (1.10 ) Net Income (Loss) Attributable to Common Shareholders Per Share –Diluted $ (0.07 ) $ (0.31 ) $ 0.26 $ (1.10 ) |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Accounting Policies [Abstract] | |
2021 | $ 108 |
2022 | 423 |
2023 | 391 |
2024 | 391 |
2025 | 391 |
Thereafter | 19,495 |
Total Lease Payments | $ 21,199 |
SCHEDULE OF CASH, CASH EQUIVALE
SCHEDULE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||||
Cash and Cash Equivalents | $ 82,435 | $ 15,336 | $ 54,666 | $ 12,902 |
Restricted Cash | 8,035 | 13,257 | 14,021 | 6,094 |
Cash, Cash Equivalents And Restricted Cash | $ 90,470 | $ 28,593 | $ 68,687 | $ 18,996 |
ORGANIZATION AND ACCOUNTING P_4
ORGANIZATION AND ACCOUNTING POLICIES (Details Narrative) $ in Millions | 9 Months Ended | |
Sep. 30, 2021USD ($)Numbers | Sep. 30, 2020USD ($) | |
Operating lease, liabilities | $ 3.6 | |
Weighted average remaining lease term | 163 years 7 months 6 days | |
Right of use assets and lease liabilities, interest rate | 5.00% | |
Financing Receivable, after Allowance for Credit Loss | $ 50.8 | $ 41.8 |
Fair value adjustment of notes receivable | $ 1 | $ 0.9 |
Real Estate Investment Trusts [Member] | ||
Number of operates manufacture home communities | Numbers | 127 | |
Number of developed home sites company own and operates | Numbers | 24,000 | |
Description of Net Investment Hedge Activity | The Company also owns a portfolio of REIT securities which the Company generally limits to no more than approximately 15% of its undepreciated assets. | |
Maximum percentage of undepreciated assets | 15.00% |
NET INCOME (LOSS) PER SHARE (De
NET INCOME (LOSS) PER SHARE (Details Narrative) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Option Indexed to Issuer's Equity [Line Items] | ||||
Common stock equivalents | 1 | |||
Share-based Payment Arrangement, Option [Member] | ||||
Option Indexed to Issuer's Equity [Line Items] | ||||
Stock options to purchase | 3.3 | 3.3 | 3.3 | 3.3 |
SCHEDULE OF ESTIMATED FAIR VALU
SCHEDULE OF ESTIMATED FAIR VALUE OF ASSETS ACQUIRED (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Real Estate [Abstract] | |
Land | $ 1,028 |
Depreciable Property | 17,970 |
Other | 197 |
Total Assets Acquired | $ 19,195 |
INVESTMENT PROPERTY AND EQUIP_3
INVESTMENT PROPERTY AND EQUIPMENT (Details Narrative) | Jun. 01, 2021USD ($)aNumbers | Jan. 21, 2021USD ($)aNumbers | Jan. 08, 2021USD ($)aNumbers | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) |
Purchase price of acquired entity | $ 19,195,000 | $ 6,274,000 | |||
Transaction costs | $ 899,000 | ||||
Deer Run [Member] | Dothan Alabama [Member] | |||||
Purchase price of acquired entity | $ 4,600,000 | ||||
Number of property sites | Numbers | 195 | ||||
Area of acquired real estate property | a | 33 | ||||
Percentage of average occupancy | 37.00% | ||||
Iris Winds [Member] | Sumter South Carolina [Member] | |||||
Purchase price of acquired entity | $ 3,400,000 | ||||
Number of property sites | Numbers | 142 | ||||
Area of acquired real estate property | a | 24 | ||||
Percentage of average occupancy | 49.00% | ||||
Bayshore Estates [Member] | Sandusky Ohio [Member] | |||||
Purchase price of acquired entity | $ 10,300,000 | ||||
Number of property sites | Numbers | 206 | ||||
Area of acquired real estate property | a | 56 | ||||
Percentage of average occupancy | 86.00% |
MARKETABLE SECURITIES (Details
MARKETABLE SECURITIES (Details Narrative) - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | |
Marketable Securities [Line Items] | |||
Available marketable securities | $ 102,800 | $ 102,800 | |
Percentage of undepreciated assets | 6.80% | ||
Sale of marketable securities | $ 16,835 | $ 0 | |
Increase (decrease) in Fair value of marketable securities | (5,400) | 14,100 | |
Marketable Securities [Member] | |||
Marketable Securities [Line Items] | |||
Sale of marketable securities | 7,200 | 14,500 | |
Gain on Sales of Marketable Securities, net | $ 2,600 | $ 2,300 | |
Real Estate Investment Trusts [Member] | |||
Marketable Securities [Line Items] | |||
Percentage of undepreciated assets maximum | 15.00% | ||
Total net unrealized holding losses | $ 25,200 | ||
Monmouth Real Estate Investment Corporation [Member] | |||
Marketable Securities [Line Items] | |||
Number of common stock owned, shares | 2.7 | 2.7 | |
Number of common stock owned, value | $ 25,000 | $ 25,000 | |
Number of common stock owned, fair value | $ 49,500 | $ 49,500 |
SCHEDULE OF LOANS PAYABLE (Deta
SCHEDULE OF LOANS PAYABLE (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Short-term Debt [Line Items] | ||
Unamortized debt issuance costs | $ (205) | $ (344) |
Total Loans Payable, net of Unamortized Debt Issuance Costs | $ 39,809 | $ 87,009 |
Loans payable, net of unamortized debt issuance costs percentage | 2.35% | 2.13% |
Margin Loans [Member] | ||
Short-term Debt [Line Items] | ||
Total Loans Payable | $ 0 | $ 17,608 |
Debt instrument, interest rate | 0.75% | 0.75% |
Unsecured Line of Credit [Member] | ||
Short-term Debt [Line Items] | ||
Total Loans Payable | $ 25,000 | $ 45,000 |
Debt instrument, interest rate | 1.59% | 1.65% |
FloorPlan Inventory Financing [Member] | ||
Short-term Debt [Line Items] | ||
Total Loans Payable | $ 4,014 | $ 13,087 |
Debt instrument, interest rate | 4.25% | 4.44% |
FirstBank Rental Home Financing [Member] | ||
Short-term Debt [Line Items] | ||
Total Loans Payable | $ 5,000 | $ 5,000 |
Debt instrument, interest rate | 3.50% | 3.50% |
Ocean First Notes Receivable Financing [Member] | ||
Short-term Debt [Line Items] | ||
Total Loans Payable | $ 6,000 | $ 6,000 |
Debt instrument, interest rate | 3.25% | 3.25% |
Other [Member] | ||
Short-term Debt [Line Items] | ||
Total Loans Payable | $ 0 | $ 658 |
Debt instrument, interest rate | 0.00% | 4.22% |
Loans Payable [Member] | ||
Short-term Debt [Line Items] | ||
Total Loans Payable | $ 40,014 | $ 87,353 |
Debt instrument, interest rate | 2.34% | 2.12% |
SCHEDULE OF MORTGAGES PAYABLE (
SCHEDULE OF MORTGAGES PAYABLE (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Fixed rate mortgages | $ 471,881 | $ 476,390 |
Mortgages percentage | 3.79% | 3.81% |
Unamortized debt issuance costs | $ (4,354) | $ (4,913) |
Mortgages, net of unamortized debt issuance costs | $ 467,527 | $ 471,477 |
Mortgages, net of unamortized debt issuance costs percentage | 3.82% | 3.85% |
LOANS AND MORTGAGES PAYABLE (De
LOANS AND MORTGAGES PAYABLE (Details Narrative) - USD ($) $ in Millions | Nov. 29, 2018 | Aug. 17, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Line of Credit Facility [Line Items] | ||||
Weighted average loan maturity on mortgages | 5 years 3 months 18 days | 6 years | ||
Federal Home Loan Mortgage Corporation (FHLMC) [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Mortgage loan | $ 6.1 | |||
Mortgage loan interest rate | 3.21% | |||
Mortgage loan maturity date | Sep. 1, 2031 | |||
Mortgage loan amortization schedule | 30 years | |||
Unsecured Line of Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit, outstanding | $ 25 | |||
Line of credit interest rate | 1.59% | 1.65% | ||
Unsecured Revolving Credit Facility [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Borrowing capacity, description | The Facility is syndicated with two banks led by BMO Capital Markets Corp. (“BMO”), as sole lead arranger and sole book runner, with Bank of Montreal as administrative agent, and includes JPMorgan Chase Bank, N.A. (“J.P. Morgan”) as the sole syndication agent. The Amendment provided for an increase from $50 million in available borrowings to $75 million in available borrowings with a $50 million accordion feature, bringing the total potential availability up to $125 million, subject to certain conditions including obtaining commitments from additional lenders. The Amendment also extended the maturity date of the Facility from March 27, 2020 to November 29, 2022, with a one-year extension available at the Company’s option, subject to certain conditions including payment of an extension fee. Availability under the Facility is limited to 60% of the value of the unencumbered communities which the Company has placed in the Facility’s unencumbered asset pool (“Borrowing Base”). The Amendment increased the value of the Borrowing Base communities by reducing the capitalization rate applied to the Net Operating Income (“NOI”) generated by the communities in the Borrowing Base from 7.5% to 7.0%. On February 5, 2021, the Company entered into a Second Amendment to Amended and Restated Credit Agreement with BMO to further reduce the capitalization rate from 7.0% to 6.5%. | |||
Line of Credit Facility, Borrowing Capacity | $ 75 | |||
Line of credit accordion feature | 50 | |||
Line of credit facility, maximum borrowing capacity | $ 125 |
SHAREHOLDERS_ EQUITY (Details N
SHAREHOLDERS’ EQUITY (Details Narrative) - USD ($) | Oct. 02, 2021 | Jan. 13, 2021 | Jul. 22, 2020 | Jun. 30, 2020 | Oct. 31, 2021 | Sep. 30, 2021 | Sep. 15, 2021 | Aug. 16, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Class of Stock [Line Items] | |||||||||||||
Capital stock, shares authorized | 170,400,000 | 170,400,000 | |||||||||||
Common stock, shares authorized | 144,164,000 | 144,164,000 | 144,164,000 | ||||||||||
Common stock, par value | $ 0.10 | $ 0.10 | $ 0.10 | ||||||||||
Excess stock, shares authorized | 3,000,000 | 3,000,000 | 3,000,000 | ||||||||||
Dividends paid | $ 9,000,000 | ||||||||||||
Dividend paid price per share | $ 0.19 | ||||||||||||
Dividend payable date of record | Aug. 16, 2021 | ||||||||||||
Proceed from dividend reinvestment and stock purchase plan (DRIP) | $ 2,600,000 | $ 2,300,000 | |||||||||||
Stock repurchased, value | $ 225,000 | $ 1,604,000 | |||||||||||
Common Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Proceed from dividend reinvestment and stock purchase plan (DRIP) | 7,400,000 | ||||||||||||
Stock repurchased, value | $ 2,000 | $ 15,000 | |||||||||||
Common Stock [Member] | A T M Program [Member] | B. Riley FBR, Inc [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 100,000,000 | ||||||||||||
Common Stock [Member] | New Common ATM Program [Member] | New Distribution Agents [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 100,000,000 | ||||||||||||
Series C Cumulative Redeemable Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Dividends paid | $ 4,200,000 | ||||||||||||
Dividend paid price per share | $ 0.421875 | ||||||||||||
Proceed from dividend reinvestment and stock purchase plan (DRIP) | $ 12,500,000 | ||||||||||||
Dividend rate declared | 6.75% | ||||||||||||
Liquidation preference, per share | $ 25 | ||||||||||||
Annual rate of dividend | $ 1.6875 | ||||||||||||
Series D Cumulative Redeemable Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Dividends paid | $ 3,400,000 | ||||||||||||
Proceed from dividend reinvestment and stock purchase plan (DRIP) | $ 9,700,000 | ||||||||||||
Dividend rate declared | 6.375% | ||||||||||||
Liquidation preference, per share | $ 25 | ||||||||||||
Dividend declared per share | $ 0.3984375 | ||||||||||||
Preferred stock dividend payable per share | $ 1.59375 | $ 1.59375 | |||||||||||
Subsequent Event [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Dividend paid price per share | $ 0.19 | ||||||||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Dividend payable date of record | Dec. 15, 2021 | ||||||||||||
Date of record | Nov. 15, 2021 | ||||||||||||
Subsequent Event [Member] | Series C Cumulative Redeemable Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Dividend payable date of record | Dec. 15, 2021 | ||||||||||||
Date of record | Nov. 15, 2021 | ||||||||||||
Dividend declared per share | $ 0.421875 | ||||||||||||
Subsequent Event [Member] | Series D Cumulative Redeemable Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Dividend payable date of record | Dec. 15, 2021 | ||||||||||||
Date of record | Nov. 15, 2021 | ||||||||||||
Stock Purchase Plan [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Reinvestment of dividend | $ 861,000 | $ 2,600,000 | |||||||||||
DRIP [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Shares, New Issues | 400,000 | ||||||||||||
Common Stock Repurchase Program [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock repurchased, value | $ 25,000,000 | ||||||||||||
Common ATM Program [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Sale of Stock, Consideration Received on Transaction | $ 86,000,000 | ||||||||||||
Sale of Stock, Consideration Received Per Transaction | $ 84,700,000 | ||||||||||||
Common ATM Program [Member] | Twenty Twenty Registration Statement [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 4,200,000 | ||||||||||||
Sale of Stock, Price Per Share | 20.26 | $ 20.26 | |||||||||||
New Common ATM Program [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 5,400,000 | ||||||||||||
Sale of Stock, Price Per Share | $ 20.97 | $ 20.97 | |||||||||||
Sale of Stock, Consideration Received on Transaction | $ 112,300,000 | ||||||||||||
Sale of Stock, Consideration Received Per Transaction | 110,500,000 | ||||||||||||
[custom:CommonSharesReservedForFutureIssuanceValue-0] | $ 73,800,000 | $ 73,800,000 | |||||||||||
New Common ATM Program [Member] | Twenty Twenty Registration Statement [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 1,100,000 | ||||||||||||
Sale of Stock, Price Per Share | $ 23.70 | $ 23.70 | |||||||||||
Sale of Stock, Consideration Received on Transaction | $ 26,200,000 | ||||||||||||
Sale of Stock, Consideration Received Per Transaction | $ 25,800,000 | ||||||||||||
New Common ATM Program [Member] | Subsequent Event [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 334,000 | ||||||||||||
Sale of Stock, Price Per Share | $ 23.16 | ||||||||||||
Sale of Stock, Consideration Received on Transaction | $ 7,700,000 | ||||||||||||
Sale of Stock, Consideration Received Per Transaction | $ 7,600,000 | ||||||||||||
[custom:PreferredCapitalSharesReservedForFutureIssuance-0] | 58.3 | ||||||||||||
Preferred Stock At-The-Market Sales Program [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 100,000,000 | ||||||||||||
Preferred Stock ATM Sales Program [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 2,200,000 | ||||||||||||
Sale of Stock, Price Per Share | $ 24.89 | $ 24.89 | |||||||||||
Sale of Stock, Consideration Received on Transaction | $ 54,100,000 | ||||||||||||
Sale of Stock, Consideration Received Per Transaction | $ 53,200,000 | ||||||||||||
[custom:PreferredCapitalSharesReservedForFutureIssuance-0] | 12,200,000 | 12,200,000 | |||||||||||
Series B Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Cumulative redeemable preferred stock, shares authorized | 199,000 | 199,000 | |||||||||||
Cumulative redeemable preferred stock, percentage | 8.00% | 8.00% | |||||||||||
Series C Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Cumulative redeemable preferred stock, shares authorized | 13,750,000 | 13,750,000 | 13,750,000 | ||||||||||
Cumulative redeemable preferred stock, percentage | 6.75% | 6.75% | 6.75% | ||||||||||
Series D Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Cumulative redeemable preferred stock, shares authorized | 9,300,000 | 9,300,000 | 9,300,000 | ||||||||||
Cumulative redeemable preferred stock, percentage | 6.375% | 6.375% | 6.375% |
SCHEDULE OF PERFORMANCE-BASED V
SCHEDULE OF PERFORMANCE-BASED VESTING CRITERIA (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement, Tranche One [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting Date | Jun. 30, 2023 |
Performance Goal to be Met | Growth in cumulative Normalized Funds from Operations (“Normalized FFO”) over the past 3 years is 2% or greater |
Percent of Shares Vested | 100.00% |
Share-based Payment Arrangement, Tranche Two [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting Date | Jun. 30, 2023 |
Performance Goal to be Met | Growth in cumulative Normalized FFO over the past 3 years is 5% or greater |
Percent of Shares Vested | 150.00% |
Percent of Shares Vested, Description | Bonus of 50% of the Restricted Stock (total of 150%) |
Share-based Payment Arrangement, Tranche Three [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting Date | Jun. 30, 2023 |
Performance Goal to be Met | Growth in cumulative Normalized FFO over the past 3 years is 20% or greater |
Percent of Shares Vested | 200.00% |
Percent of Shares Vested, Description | Bonus of 100% of the Restricted Stock (total of 200%) |
SCHEDULE OF PERFORMANCE-BASED_2
SCHEDULE OF PERFORMANCE-BASED VESTING CRITERIA (Details) (Parenthetical) | Jun. 30, 2020$ / shares |
Share-based Payment Arrangement, Tranche One [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares issued price per share | $ 0.64 |
SCHEDULE OF FAIR VALUE OF OPTIO
SCHEDULE OF FAIR VALUE OF OPTION GRANT OF WEIGHTED-AVERAGE ASSUMPTIONS (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2021shares | |
Compensation Related Costs [Abstract] | |
Dividend yield | 4.66% |
Expected volatility | 24.59% |
Risk-free interest rate | 1.44% |
Expected lives | 10 years |
Estimated forfeitures | 0 |
STOCK BASED COMPENSATION (Detai
STOCK BASED COMPENSATION (Details Narrative) - USD ($) | Jul. 14, 2021 | Jun. 16, 2021 | Mar. 18, 2021 | Jan. 29, 2021 | Jan. 13, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 3,000,000 | |||||||||||
Compensation costs | $ 735,000 | $ 217,000 | $ 2,300,000 | $ 1,100,000 | ||||||||
Number of restricted stock award, value | $ 0 | $ 0 | ||||||||||
Proceeds from exercised option to purchase common stock | $ 993,000 | $ 4,723,000 | $ 2,588,000 | $ 316,000 | $ 306,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 3,300,000 | 3,300,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 28,000,000 | $ 28,000,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 2,400,000 | 2,400,000 | ||||||||||
Five Employees [Member] | ||||||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||||||||
Number of restricted stock award | 146,572 | 25,000 | ||||||||||
Number of restricted stock award, value | $ 370,000 | |||||||||||
Grants vest term | 5 years | |||||||||||
Fair value of grant options | $ 3,200,000 | |||||||||||
Redeem percentage description | August 2020 groundbreaking Federal National Mortgage Association (“Fannie Mae”) financing at 2.62%, the proceeds of which were used to redeem our 8% Series B Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 per share. | |||||||||||
Liquidation preference per share | $ 25 | |||||||||||
Board of Directors [Member] | ||||||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||||||||
Number of common stock award | 16,500 | |||||||||||
Fair value of grant options | $ 244,000 | |||||||||||
Four Employees [Member] | ||||||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||||||||
Number of restricted stock award | 108,500 | |||||||||||
Number of restricted stock award, value | $ 2,100,000 | |||||||||||
Grants vest term | 5 years | |||||||||||
Forty Two Participants [Member] | Stock Options [Member] | ||||||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||||||||
Grants vest term | 5 years | |||||||||||
Fair value of grant options | $ 327,000 | |||||||||||
Option to purchase common stock | 159,400 | |||||||||||
Forty Six Participants [Member] | Stock Options [Member] | ||||||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||||||||
Grants vest term | 5 years | |||||||||||
Fair value of grant options | $ 1,500,000 | |||||||||||
Option to purchase common stock | 608,500 | |||||||||||
Thirty-Five Participants [Member] | Stock Options [Member] | ||||||||||||
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | ||||||||||||
Exercised option to purchase common stock | 688,000 | |||||||||||
Weighted-average exercise price | $ 12.07 | |||||||||||
Proceeds from exercised option to purchase common stock | $ 8,300,000 | |||||||||||
Aggregate intrinsic value of options exercised | $ 5,800,000 |
FINANCIAL ASSETS AND LIABILITIE
FINANCIAL ASSETS AND LIABILITIES RECOGNIZED AT FAIR VALUE ON A RECURRING BASIS (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | $ 102,811 | $ 103,172 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 102,811 | 103,172 |
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, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 102,811 | 103,172 |
Fair Value, Recurring [Member] | Preferred Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 2,200 | 2,601 |
Fair Value, 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 | 2,200 | 2,601 |
Fair Value, 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, 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, Recurring [Member] | Common Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities | 100,611 | 100,571 |
Fair Value, 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 | 100,611 | 100,571 |
Fair Value, 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, 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 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details Narrative) $ in Millions | Sep. 30, 2021USD ($) |
Fair Value Disclosures [Abstract] | |
Estimate fair value of fixed rate mortgages payable | $ 478.5 |
Carrying value of fixed rate mortgages payable | $ 471.9 |
CONTINGENCIES, COMMITMENTS AN_2
CONTINGENCIES, COMMITMENTS AND OTHER MATTERS (Details Narrative) - 21st Mortgage Corporation [Member] $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Loss Contingencies [Line Items] | |
Investment owned, balance, principal amount | $ 1.4 |
Investment owned, balance | 1.6 |
Notes and other receivables | $ 44.3 |
Minimum [Member] | |
Loss Contingencies [Line Items] | |
Range of Purchase Price Repossessed | 80.00% |
Minimum [Member] | Purchase Price [Member] | |
Loss Contingencies [Line Items] | |
Range of Purchase Price Repossessed | 55.00% |
Maximum [Member] | |
Loss Contingencies [Line Items] | |
Range of Purchase Price Repossessed | 95.00% |
Maximum [Member] | Purchase Price [Member] | |
Loss Contingencies [Line Items] | |
Range of Purchase Price Repossessed | 100.00% |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | ||
Cash paid for interest | $ 14,900,000 | $ 13,500,000 |
Interest cost capitalized to land development | 1,100,000 | 896,000 |
Reinvestment of dividends | $ 2,600,000 | $ 2,300,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 9 Months Ended | |
Nov. 01, 2021 | Oct. 31, 2021 | Sep. 30, 2021 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Payment for mortgage | $ 12.4 | ||
Interest rate | 4.25% | ||
Maturity date | Jan. 1, 2022 | ||
New Common ATM Program [Member] | |||
Subsequent Event [Line Items] | |||
Sale of stock, shares | 5,400,000 | ||
Sale of stock, price per share | $ 20.97 | ||
Proceeds from sale of stock, gross | $ 112.3 | ||
Proceeds from sale of stock, net | $ 110.5 | ||
New Common ATM Program [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Sale of stock, shares | 334,000 | ||
Sale of stock, price per share | $ 23.16 | ||
Proceeds from sale of stock, gross | $ 7.7 | ||
Proceeds from sale of stock, net | $ 7.6 | ||
Shares reserved for future issuance | 58.3 |
SUMMARY OF PROFORMA FINANCIAL I
SUMMARY OF PROFORMA FINANCIAL INFORMATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Proforma Financial Information | ||||
Rental and Related Income | $ 40,248 | $ 36,943 | $ 118,770 | $ 107,707 |
Community Operating Expenses | 16,833 | 16,617 | 51,225 | 48,408 |
Net Income (Loss) Attributable to Common Shareholders | $ (3,403) | $ (12,855) | $ 11,897 | $ (45,688) |
Net Income (Loss) Attributable to Common Shareholders Per Share – Basic | $ (0.07) | $ (0.31) | $ 0.26 | $ (1.10) |
Net Income (Loss) Attributable to Common Shareholders Per Share –Diluted | $ (0.07) | $ (0.31) | $ 0.26 | $ (1.10) |