UMH PROPERTIES, INC., 10-Q filed on 8/6/2024
Quarterly Report
v3.24.2.u1
Cover - $ / shares
 6 Months Ended
Jun. 30, 2024
Aug. 01, 2024
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Jun. 30, 2024  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2024  
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 Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   73,552,049
Entity Listing, Par Value Per Share $ 0.10  
Common Stock, $0.10 par Value [Member]    
Title of 12(b) Security Common Stock, $0.10 par value  
Trading Symbol UMH  
Security Exchange Name NYSE  
6.375% Series D Cumulative Redeemable Preferred Stock, $0.10 par Value [Member]    
Title of 12(b) Security 6.375% Series D Cumulative Redeemable Preferred Stock, $0.10 par value  
Trading Symbol UMH PD  
Security Exchange Name NYSE  
v3.24.2.u1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Investment Property and Equipment    
Land $ 87,301 $ 86,497
Site and Land Improvements 907,400 896,568
Buildings and Improvements 39,749 39,506
Rental Homes and Accessories 539,746 516,470
Total Investment Property 1,574,196 1,539,041
Equipment and Vehicles 30,059 29,126
Total Investment Property and Equipment 1,604,255 1,568,167
Accumulated Depreciation (443,448) (416,309)
Net Investment Property and Equipment 1,160,807 1,151,858
Other Assets    
Cash and Cash Equivalents 39,457 57,320
Marketable Securities at Fair Value 28,673 34,506
Inventory of Manufactured Homes 31,986 32,940
Notes and Other Receivables, net 85,940 81,071
Prepaid Expenses and Other Assets 15,485 11,729
Land Development Costs 52,736 33,302
Investment in Joint Venture 26,211 24,851
Total Other Assets 280,488 275,719
TOTAL ASSETS 1,441,295 1,427,577
LIABILITIES:    
Mortgages Payable, net of unamortized debt issuance costs 491,030 496,483
Other Liabilities:    
Accounts Payable 5,386 6,106
Loans Payable, net of unamortized debt issuance costs 77,367 93,479
Series A Bonds, net of unamortized debt issuance costs 100,479 100,055
Accrued Liabilities and Deposits 13,145 15,117
Tenant Security Deposits 9,908 9,543
Total Other Liabilities 206,285 224,300
Total Liabilities 697,315 720,783
Commitments and Contingencies
Shareholders’ Equity:    
Series D – 6.375% Cumulative Redeemable Preferred Stock, $0.10 par value per share, 13,700 shares authorized as of June 30, 2024 and December 31, 2023; 11,830 and 11,607 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively 295,757 290,180
Common Stock - $0.10 par value per share, 153,714 shares authorized as of June 30, 2024 and December 31, 2023; 72,750 and 67,978 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively 7,275 6,798
Excess Stock - $0.10 par value per share, 3,000 shares authorized; no shares issued or outstanding as of June 30, 2024 and December 31, 2023 0 0
Additional Paid-In Capital 464,330 433,106
Accumulated Deficit (25,364) (25,364)
Total UMH Properties, Inc. Shareholders’ Equity 741,998 704,720
Non-Controlling Interest in Consolidated Subsidiaries 1,982 2,074
Total Shareholders’ Equity 743,980 706,794
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 1,441,295 $ 1,427,577
v3.24.2.u1
Consolidated Balance Sheets (Parenthetical) - $ / shares
shares in Thousands
Jun. 30, 2024
Dec. 31, 2023
Common stock, par value $ 0.10 $ 0.10
Common stock, shares authorized 153,714 153,714
Common stock, shares issued 72,750 67,978
Common stock, shares outstanding 72,750 67,978
Excess stock, par value $ 0.10 $ 0.10
Excess stock, shares authorized 3,000 3,000
Excess stock, shares issued 0 0
Excess stock, shares outstanding 0 0
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 13,700 13,700
Cumulative redeemable preferred stock, shares issued 11,830 11,607
Cumulative redeemable preferred stock, shares outstanding 11,830 11,607
v3.24.2.u1
Consolidated Statements of Income (Loss) (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
INCOME:        
Rental and Related Income $ 51,494 $ 47,063 $ 101,823 $ 92,368
Sales of Manufactured Homes 8,834 8,227 16,185 15,529
Total Income 60,328 55,290 118,008 107,897
EXPENSES:        
Community Operating Expenses 21,595 20,034 42,692 40,122
Cost of Sales of Manufactured Homes 5,461 5,740 11,017 10,725
Selling Expenses 1,744 1,665 3,390 3,477
General and Administrative Expenses 5,506 5,181 10,874 10,163
Depreciation Expense 15,001 13,751 29,742 27,124
Total Expenses 49,307 46,371 97,715 91,611
OTHER INCOME (EXPENSE):        
Interest Income 1,501 1,217 3,068 2,355
Dividend Income 362 531 722 1,237
Loss on Sales of Marketable Securities, net (3,778) (1) (3,778) (43)
Increase (Decrease) in Fair Value of Marketable Securities 3,338 (2,548) (2,031) (4,943)
Other Income 205 288 364 616
Loss on Investment in Joint Venture (87) (175) (224) (480)
Interest Expense (7,371) (8,639) (14,845) (16,969)
Total Other Income (Expense) (5,830) (9,327) (16,724) (18,227)
Income (Loss) before Gain (Loss) on Sales of Investment Property and Equipment 5,191 (408) 3,569 (1,941)
Gain (Loss) on Sales of Investment Property and Equipment (10) 5 (13) 37
Net Income (Loss) 5,181 (403) 3,556 (1,904)
Preferred Dividends (4,712) (4,051) (9,385) (7,887)
Loss Attributable to Non-Controlling Interest 58 36 92 76
Net Income (Loss) Attributable to Common Shareholders $ 527 $ (4,418) $ (5,737) $ (9,715)
Net Income (Loss) Attributable to Common Shareholders Per Share - Basic $ 0.01 $ (0.07) $ (0.08) $ (0.16)
Net Income (Loss) Attributable to Common Shareholders Per Share - Diluted $ 0.01 $ (0.07) $ (0.08) $ (0.16)
Weighted Average Common Shares Outstanding:        
Basic 71,418 61,236 70,291 60,186
Diluted 71,884 61,760 70,700 60,844
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Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
Common Stock [Member]
Preferred Stock [Member]
Series D Preferred Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Non-Controlling Interest in Consolidated Subsidiary [Member]
Total
Balance at Dec. 31, 2022 $ 5,760 $ 225,379 $ 343,189 $ (25,364) $ 2,232 $ 551,196
Balance, shares at Dec. 31, 2022 57,595          
Common Stock Issued with the DRIP $ 15 0 2,502 0 0 2,517
Common Stock Issued with the DRIP, shares 164          
Common Stock Issued through Restricted Stock Awards $ 14 0 (14) 0 0 0
Common Stock Issued through Restricted Stock Awards, shares 140          
Common Stock Issued through Stock Options $ 1 0 136 0 0 137
Common Stock Issued through Stock Options, shares 14          
Common Stock Issued in connection with At-The-Market Offerings, net $ 208 0 34,080 0 0 34,288
Common Stock Issued in connection with At-The-Market Offerings, net, shares 2,071          
Preferred Stock Issued in connection with At-The-Market Offerings, net $ 0 21,858 (2,567) 0 0 19,291
Distributions 0 0 (17,523) 1,461 0 (16,062)
Stock Compensation Expense 0 0 1,528 0 0 1,528
Net Income (Loss) 0 0 0 (1,461) (40) (1,501)
Balance at Mar. 31, 2023 $ 5,998 247,237 361,331 (25,364) 2,192 591,394
Balance, shares at Mar. 31, 2023 59,984          
Balance at Dec. 31, 2022 $ 5,760 225,379 343,189 (25,364) 2,232 551,196
Balance, shares at Dec. 31, 2022 57,595          
Net Income (Loss)           (1,904)
Balance at Jun. 30, 2023 $ 6,307 265,032 389,736 (25,364) 2,156 637,867
Balance, shares at Jun. 30, 2023 63,072          
Balance at Mar. 31, 2023 $ 5,998 247,237 361,331 (25,364) 2,192 591,394
Balance, shares at Mar. 31, 2023 59,984          
Common Stock Issued with the DRIP $ 15 0 2,020 0 0 2,035
Common Stock Issued with the DRIP, shares 151          
Common Stock Issued through Restricted Stock Awards $ 1 0 (1) 0 0 0
Common Stock Issued through Restricted Stock Awards, shares 8          
Common Stock Issued through Stock Options $ 4 0 409 0 0 413
Common Stock Issued through Stock Options, shares 42          
Common Stock Issued in connection with At-The-Market Offerings, net $ 289 0 43,870 0 0 44,159
Common Stock Issued in connection with At-The-Market Offerings, net, shares 2,887          
Preferred Stock Issued in connection with At-The-Market Offerings, net $ 0 17,795        
Distributions 0 0 (16,878) 367 0 (16,511)
Stock Compensation Expense 0 0 1,471 0 0 1,471
Net Income (Loss) 0 0 0 (367) (36) (403)
Preferred Stock Called for Redemption     (2,486) 0 0 15,309
Balance at Jun. 30, 2023 $ 6,307 265,032 389,736 (25,364) 2,156 637,867
Balance, shares at Jun. 30, 2023 63,072          
Balance at Dec. 31, 2023 $ 6,798 290,180 433,106 (25,364) 2,074 706,794
Balance, shares at Dec. 31, 2023 67,978          
Common Stock Issued with the DRIP $ 16 0 2,455 0 0 2,471
Common Stock Issued with the DRIP, shares 168          
Common Stock Issued through Restricted Stock Awards $ 48 0 (48) 0 0 0
Common Stock Issued through Restricted Stock Awards, shares 481          
Common Stock Issued through Stock Options $ 18 0 1,748 0 0 1,766
Common Stock Issued through Stock Options, shares 179          
Common Stock Issued in connection with At-The-Market Offerings, net $ 135 0 20,260 0 0 20,395
Common Stock Issued in connection with At-The-Market Offerings, net, shares 1,347          
Preferred Stock Issued in connection with At-The-Market Offerings, net $ 0 4,855 (456) 0 0 4,399
Distributions 0 0 (20,479) 1,591 0 (18,888)
Stock Compensation Expense 0 0 1,845 0 0 1,845
Net Income (Loss) 0 0 0 (1,591) (34) (1,625)
Balance at Mar. 31, 2024 $ 7,015 295,035 438,431 (25,364) 2,040 717,157
Balance, shares at Mar. 31, 2024 70,153          
Balance at Dec. 31, 2023 $ 6,798 290,180 433,106 (25,364) 2,074 706,794
Balance, shares at Dec. 31, 2023 67,978          
Net Income (Loss)           3,556
Balance at Jun. 30, 2024 $ 7,275 295,757 464,330 (25,364) 1,982 743,980
Balance, shares at Jun. 30, 2024 72,750          
Balance at Mar. 31, 2024 $ 7,015 295,035 438,431 (25,364) 2,040 717,157
Balance, shares at Mar. 31, 2024 70,153          
Common Stock Issued with the DRIP $ 17 0 2,548 0 0 2,565
Common Stock Issued with the DRIP, shares 172          
Common Stock Issued through Restricted Stock Awards $ 1 0 (1) 0 0 0
Common Stock Issued through Restricted Stock Awards, shares 9          
Common Stock Issued through Stock Options $ 3 0 310 0 0 313
Common Stock Issued through Stock Options, shares 31          
Common Stock Issued in connection with At-The-Market Offerings, net $ 239 0 35,844 0 0 36,083
Common Stock Issued in connection with At-The-Market Offerings, net, shares 2,385          
Preferred Stock Issued in connection with At-The-Market Offerings, net $ 0 722 (63) 0 0 659
Distributions 0 0 (14,622) (5,239) 0 (19,861)
Stock Compensation Expense 0 0 1,883 0 0 1,883
Net Income (Loss) 0 0 0 5,239 (58) 5,181
Balance at Jun. 30, 2024 $ 7,275 $ 295,757 $ 464,330 $ (25,364) $ 1,982 $ 743,980
Balance, shares at Jun. 30, 2024 72,750          
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Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net Income (Loss) $ 3,556 $ (1,904)
Non-Cash items included in Net Income (Loss):    
Depreciation 29,742 27,124
Amortization of Financing Costs 1,163 1,056
Stock Compensation Expense 2,543 2,999
Provision for Uncollectible Notes and Other Receivables 795 797
Loss on Sales of Marketable Securities, net 3,778 43
Decrease in Fair Value of Marketable Securities 2,031 4,943
(Gain) Loss on Sales of Investment Property and Equipment 13 (37)
Loss on Investment in Joint Venture 469 577
Changes in Operating Assets and Liabilities:    
Inventory of Manufactured Homes 954 27,414
Notes and Other Receivables, net of notes acquired with acquisitions (5,664) (9,017)
Prepaid Expenses and Other Assets 552 1,591
Accounts Payable (720) 317
Accrued Liabilities and Deposits (1,972) (3,534)
Tenant Security Deposits 365 633
Net Cash Provided by Operating Activities 37,605 53,002
CASH FLOWS FROM INVESTING ACTIVITIES:    
Purchase of Manufactured Home Communities 0 (3,679)
Purchase of Investment Property and Equipment (41,052) (74,604)
Proceeds from Sales of Investment Property and Equipment 2,348 1,332
Additions to Land Development Costs (18,249) (12,587)
Purchase of Marketable Securities (12) (11)
Proceeds from Sales of Marketable Securities 36 502
Investment in Joint Venture (1,829) (5,349)
Net Cash Used in Investing Activities (58,758) (94,396)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Net (Payments) Proceeds from Short-Term Borrowings (15,837) 29,527
Principal Payments of Mortgages and Loans (5,915) (64,583)
Financing Costs on Debt (552) (814)
Proceeds from At-The-Market Preferred Equity Program, net of offering costs 5,058 34,600
Proceeds from At-The-Market Common Equity Program, net of offering costs 56,478 78,447
Proceeds from Issuance of Common Stock in the DRIP, net of dividend reinvestments 3,503 3,197
Proceeds from Exercise of Stock Options 2,079 550
Preferred Dividends Paid (9,385) (7,887)
Common Dividends Paid, net of dividend reinvestments (27,831) (23,331)
Net Cash Provided by Financing Activities 7,598 49,706
Net (Decrease) Increase in Cash, Cash Equivalents and Restricted Cash (13,555) 8,312
Cash, Cash Equivalents and Restricted Cash at Beginning of Period 64,437 40,876
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD $ 50,882 $ 49,188
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ORGANIZATION AND ACCOUNTING POLICIES
 6 Months Ended
Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION AND ACCOUNTING POLICIES

NOTE 1 – ORGANIZATION AND ACCOUNTING POLICIES

 

UMH Properties, Inc., a Maryland corporation, and 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 136 manufactured home communities containing approximately 25,800 developed homesites, including the Countryside Village expansion (Duck River Estates) in Tennessee, which is now considered a separate community, and two communities acquired through the Company’s qualified opportunity zone fund (See Note 5). These communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana, Maryland, Michigan, Alabama, South Carolina and Georgia. The Company also has an ownership interest in and operates two communities in Florida through its joint venture with Nuveen Real Estate. In November 2023, the Company expanded its joint venture relationship with Nuveen Real Estate and formed a new joint venture entity for the development of a new manufactured housing community located in Honey Brook, Pennsylvania. The community, once complete, will contain 113 manufactured home sites situated on approximately 61 acres. The Company, through its wholly-owned taxable subsidiary, UMH Sales and Finance, Inc. (“S&F”), sells manufactured homes to residents and prospective residents in our 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 holds a 77% controlling interest in its qualified opportunity zone fund which it created in 2022 to acquire, develop and redevelop manufactured housing communities located in areas designated as Qualified Opportunity Zones by the U.S. Treasury Department to encourage long-term investment in economically distressed areas. The consolidated financial statements of the Company include S&F and all of its other wholly-owned subsidiaries and its qualified opportunity zone fund. 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 three and six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. 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, 2023.

 

 

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 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, accounting for land development, 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.

 

Investment in Joint Venture

 

The Company accounts for its investment in entities formed under its joint venture with Nuveen Real Estate under the equity method of accounting in accordance with ASC 323, Investments – Equity Method and Joint Ventures. The Company has the ability to exercise significant influence, but not control, over the operating and financial decisions of the joint venture entities. Under the equity method of accounting, the cost of an investment is adjusted for the Company’s share of the equity in net income or loss from the date of acquisition, reduced by distributions received and increased by contributions made. The income or loss is allocated in accordance with the provisions of the operating agreement. The carrying value of the investment in the joint venture is reviewed for other than temporary impairment whenever events or changes in circumstances indicate a possible impairment. Financial condition, operational performance, and other economic trends are among the factors that are considered in evaluation of the existence of impairment indicators (See Note 4).

 

Leases

 

The Company accounts for its 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 June 30, 2024 and December 31, 2023, the right-of-use assets and corresponding lease liabilities of $3.2 million and $3.3 million, respectively, are included in prepaid expenses and other assets and accrued liabilities and deposits on the consolidated balance sheets.

 

 

Future minimum lease payments under these leases over the remaining lease terms are as follows (in thousands):

 

      
2024  $230 
2025   460 
2026   460 
2027   257 
2028   111 
Thereafter   18,503 
      
Total Lease Payments  $20,021 

 

The weighted average remaining lease term for these leases is 163 years. The right of use assets and lease liabilities was calculated using an interest rate of 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 presents beginning of period and end of period balances of cash, cash equivalents and restricted cash for the periods shown (in thousands):

 

   6/30/24   12/31/23   6/30/23   12/31/22 
                 
Cash and Cash Equivalents  $39,457   $57,320   $41,484   $29,785 
Restricted Cash   11,425    7,117    7,704    11,091 
Cash, Cash Equivalents And Restricted Cash  $50,882   $64,437   $49,188   $40,876 

 

Revenue Recognition

 

We account for our Sales of Manufactured Homes in accordance with Accounting Standards Update (“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

 

We account for our receivables in accordance with 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 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 June 30, 2024 and December 31, 2023, the Company had notes receivable of $81.6 million and $77.1 million, respectively, net of the fair value adjustment of $1.6 million. 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.

 

Recent Accounting Pronouncements

 

Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements.

 
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NET INCOME (LOSS) PER SHARE
 6 Months Ended
Jun. 30, 2024
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) less Income (Loss) Attributable to Non-Controlling Interest 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 three months ended June 30, 2024, common stock equivalents resulting from employee stock options to purchase 4.0 million shares of common stock amounted to 466,000 shares, which were included in the computation of Diluted Net Income per Share. For the six months ended June 30, 2024, common stock equivalents of 409,000 shares were excluded from the computation of Diluted Net Loss per Share as their effect would be anti-dilutive. For the three and six months ended June 30, 2023, common stock equivalents of 524,000 shares and 658,000 shares, respectively, were excluded from the computation of Diluted Net Loss per Share as their effect would be anti-dilutive.

 
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MARKETABLE SECURITIES
 6 Months Ended
Jun. 30, 2024
Investments, Debt and Equity Securities [Abstract]  
MARKETABLE SECURITIES

NOTE 3 – MARKETABLE SECURITIES

 

The Company’s marketable securities consist primarily of marketable common and preferred stock of other REITs with a fair value of $28.7 million as of June 30, 2024, which represents 1.5% of undepreciated assets (total assets excluding accumulated depreciation). The Company does not intend to increase its investments in this REIT securities portfolio. The REIT securities portfolio provides the Company with additional diversification, liquidity and income.

 

As of June 30, 2024, the Company had total net unrealized losses of $41.7 million in its REIT securities portfolio. For the three and six months ended June 30, 2024, the Company recorded an increase of $3.3 million and a decrease of $2.0 million, respectively, in the fair value of these marketable securities. The Company held eight securities that had unrealized losses as of June 30, 2024.

 
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INVESTMENT IN JOINT VENTURE
 6 Months Ended
Jun. 30, 2024
Investment In Joint Venture  
INVESTMENT IN JOINT VENTURE

NOTE 4 – INVESTMENT IN JOINT VENTURE

 

In December 2021, the Company and Nuveen Real Estate (“Nuveen” or “Nuveen Real Estate”), established a joint venture for the purpose of acquiring manufactured housing and/or recreational vehicle communities that are under development and/or newly developed and meet certain other investment guidelines. The terms of the initial joint venture entity were set forth in a Limited Liability Company Agreement dated as of December 8, 2021 (the “LLC Agreement”) entered into between a wholly owned subsidiary of the Company and an affiliate of Nuveen. The LLC Agreement provided for the parties to initially fund up to $70 million of equity capital for acquisitions during a 24-month commitment period, with Nuveen having the option, subject to certain conditions, to elect to increase the parties’ total commitments by up to an additional $100 million and to extend the commitment period for up to an additional four years. The LLC Agreement called for committed capital to be funded 60% by Nuveen and 40% by the Company on a parity basis. The Company serves as managing member of the joint venture entity and is responsible for day-to-day operations of the joint venture entity and management of its properties, subject to obtaining approval of Nuveen Real Estate for major decisions (including investments, dispositions, financings, major capital expenditures and annual budgets). The Company receives property management, asset management and other fees from the joint venture entity. In addition, once each member has recouped its invested capital and received a 7.5% net unlevered internal rate of return, 80% of distributable cash will be allocated pro rata in accordance with the members’ respective percentage interests and the Company and Nuveen will receive a promote percentage equal to 70% (in the case of the Company) and 30% (in the case of Nuveen) of the remaining 20% of distributable cash. After 7 years the Company may elect to consummate the crystallization of the promote.

 

 

Under the terms of the LLC Agreement, after December 8, 2024 or, if later, the second anniversary of the acquisition and placing in service of a manufactured housing or recreational vehicle community, Nuveen will have a right to initiate the sale of one or more of the communities owned by the joint venture entity. If Nuveen elects to initiate such a sale process, the Company may exercise a right of first refusal to acquire Nuveen’s interest in the community or communities to be sold for a purchase price corresponding to the greater of the appraised value of such communities or the amount required to provide a 7.5% net unlevered internal rate of return on Nuveen’s investment. In addition, the Company will have the right to buy out Nuveen’s interest in the joint venture entity at any time after December 8, 2031 at a purchase price corresponding to the greater of the appraised value of the portfolio or the amount required to provide a 7.5% net unlevered internal rate of return on Nuveen’s investment.

 

The LLC Agreement between the Company and Nuveen provided that until the capital contributions to the joint venture are fully funded or the joint venture is terminated, the joint venture will be the exclusive vehicle for the Company to acquire any manufactured housing communities and/or recreational vehicle communities that meet the joint venture’s investment guidelines. These guidelines called for the joint venture to acquire manufactured housing and recreational vehicle communities that have been developed within the previous two years and are less than 20% occupied, are located in certain geographic markets, are projected to meet certain cash flow and internal rate of return targets, and satisfy certain other criteria. The Company agreed to offer Nuveen the opportunity to have the joint venture acquire any manufactured housing community or recreational vehicle community that meets these investment guidelines. Under the terms of the LLC Agreement, if Nuveen determines not to pursue or approve any such acquisition, the Company would be permitted to acquire the property outside the joint venture. Since the execution of the LLC Agreement, Nuveen has provided the Company with written waivers of the exclusivity provision of the LLC Agreement with regard to two property acquisitions that may have fit the investment guidelines of the joint venture, which permitted the Company to acquire them outside of the Nuveen joint venture. Except for investment opportunities that are offered to and declined by Nuveen, the Company is prohibited from developing, owning, operating or managing manufactured housing communities or recreational vehicle communities within a 10-mile radius of any community owned by the joint venture. However, this restriction does not apply with respect to investments by the Company in existing communities operated by the Company.

 

The LLC Agreement provides that Nuveen will have the right to remove and replace the Company as managing member of the joint venture and manager of the joint venture’s properties if the Company breaches certain obligations or certain events occur. Upon such removal, Nuveen may elect to buy out the Company’s interest in the joint venture at 98% of the value of the Company’s interest in the joint venture. If Nuveen does not exercise such buy-out right, the Company may, at specified times, elect to initiate a sale of the communities owned by the joint venture, subject to a right of first refusal on the part of Nuveen. The LLC Agreement contains restrictions on a party’s right to transfer its interest in the joint venture without the approval of the other party.

 

 

The LLC Agreement requires the Company to offer Nuveen the opportunity to have the joint venture acquire a manufactured housing community or recreational vehicle community that meets the investment guidelines. If Nuveen decides not to acquire the community through the joint venture, however, the Company is free to purchase the community on its own outside of the joint venture.

 

In December 2021, the joint venture entity closed on the acquisition of Sebring Square, a newly developed all-age, manufactured home community located in Sebring, Florida, for a total purchase price of $22.2 million. This community contains 219 developed homesites situated on approximately 39 acres. In December 2022, the joint venture entity closed on the acquisition of Rum Runner, another newly developed all-age, manufactured home community also located in Sebring, Florida for a total purchase price of $15.1 million. This community contains 144 developed homesites situated on approximately 20 acres. The Company manages these communities on behalf of the joint venture entity.

 

During the time since the joint venture with Nuveen was first established in 2021, the Company and Nuveen have continued to seek opportunities to acquire additional manufactured housing and/or recreational vehicle communities that are under development and/or newly developed and meet certain other investment guidelines. During 2022, the Company and Nuveen informally agreed that any future acquisitions would be made by one or more new joint venture entities to be formed for that purpose and that the original joint venture entity formed in December 2021 will not consummate additional acquisitions but will maintain its existing property portfolio, consisting of the Sebring Square and Rum Runner communities. The Company and Nuveen also informally agreed that, unless otherwise determined in connection with any specific future investment, capital for any such new joint venture entity would continue to be funded 60% by Nuveen and 40% by the Company on a parity basis and that other terms would be similar to those of the LLC Agreement entered into in 2021, except that the amounts of the parties’ respective capital commitments will be determined on a property-by-property basis.

 

In November 2023, the Company expanded its relationship with Nuveen Real Estate and formed a new joint venture entity with Nuveen. The new joint venture entity was established to, directly or through one or more subsidiaries, identify, source, originate, acquire, hold, operate, sell, lease, mortgage, maintain, own, manage, finance, refinance, reposition, improve, renovate, develop, redevelop, pledge, hedge, exchange, and otherwise deal in and with the rental of manufactured housing and/or recreational vehicle communities that meet other investment guidelines. The terms of the new joint venture entity are set forth in a Limited Liability Company Agreement dated as of November 29, 2023 (the “Second LLC Agreement”) entered into between a wholly owned subsidiary of the Company and an affiliate of Nuveen. The Company serves as managing member of this new joint venture entity and is responsible for day-to-day operations of the joint venture entity and management of its properties, subject to obtaining approval of Nuveen Real Estate for major decisions (including investments, dispositions, financings, major capital expenditures and annual budgets). The Company receives property management oversite, development and other fees from the joint venture entity. Sixty-one acres of land located in Honey Brook, Pennsylvania, previously owned by the Company, with a carrying value cost basis of $3.8 million, was contributed to the new joint venture entity. The Company was reimbursed by Nuveen for 60% of the carrying value of this land. This new joint venture entity is focused on the development of a new manufactured housing community on this property. The community, once complete, is expected to contain 113 manufactured home sites situated on approximately 61 acres.

 

References in this report to the Company’s joint venture relationship with Nuveen are intended to refer to its ongoing relationship with Nuveen.

 

The Company accounts for its joint venture with Nuveen Real Estate under the equity method of accounting in accordance with ASC 323, “Investments – Equity Method and Joint Ventures”.

 

 
v3.24.2.u1
OPPORTUNITY ZONE FUND
 6 Months Ended
Jun. 30, 2024
Opportunity Zone Fund  
OPPORTUNITY ZONE FUND

NOTE 5 – OPPORTUNITY ZONE FUND

 

In July 2022, the Company invested $8.0 million, representing a portion of the capital gain the Company recognized as a result of the Monmouth Real Estate Investment Corp. (“MREIC”) merger, in the UMH OZ Fund, LLC (“OZ Fund”), a new entity formed by the Company. The OZ Fund was created to acquire, develop and redevelop manufactured housing communities requiring substantial capital investment and located in areas designated as Qualified Opportunity Zones by the Treasury Department pursuant to a program authorized under the 2017 Tax Cuts and Jobs Act to encourage long-term investment in economically distressed areas. The OZ Fund was designed to allow the Company and other investors in the OZ Fund to defer the tax on recently realized capital gains reinvested in the OZ Fund until December 31, 2026 and to potentially obtain certain other tax benefits. UMH manages the OZ Fund and will receive certain management fees as well as a 15% carried interest in distributions by the OZ Fund to the other investors (subject to first returning investor capital with a 5% preferred return). UMH will have a right of first offer to purchase the communities from the OZ Fund at the time of sale at their then-current appraised value. On August 10, 2022, the Company, through the OZ Fund, acquired Garden View Estates, located in Orangeburg, South Carolina, for approximately $5.2 million. On January 19, 2023, the Company, through the OZ Fund, acquired Mighty Oak, located in Albany, Georgia, for approximately $3.7 million. As of June 30, 2024, the Company’s investment in the OZ Fund represented 77% of the total capital contributed to the OZ Fund and is consolidated in the Company’s Consolidated Financial Statements. Other investors in the OZ Fund include certain officers, directors and employees of the Company.

 
v3.24.2.u1
LOANS AND MORTGAGES PAYABLE AND OTHER LONG-TERM INDEBTEDNESS
 6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
LOANS AND MORTGAGES PAYABLE AND OTHER LONG-TERM INDEBTEDNESS

NOTE 6 – LOANS AND MORTGAGES PAYABLE AND OTHER LONG-TERM INDEBTEDNESS

 

Loans Payable

 

The following is a summary of our loans payable as of June 30, 2024 and December 31, 2023 (in thousands):

   

   6/30/2024  12/31/2023 
   Amount  Rate   Amount   Rate 
                    
Margin Loan  (1)  $-0-    N/A   $-0-    N/A 
Unsecured revolving credit facility  (2)   50,000    6.94%   70,000    7.27%
Floorplan inventory financing  (3)   4,487    8.89%   -0-    N/A 
FirstBank rental home loan  (4)   24,359    6.15%   24,683    6.15%
FirstBank rental home line of credit  (5)   -0-    N/A    -0-    N/A 
Triad rental home loan  (6)   -0-    N/A    -0-    N/A 
OceanFirst notes receivable financing  (7)   -0-    N/A    -0-    N/A 
Total Loans Payable      78,846    6.81%   94,683    6.98%
Unamortized debt issuance costs      (1,479)        (1,204)     
Loans Payable, net of unamortized debt issuance costs     $77,367    6.94%  $93,479    7.07%

 

  (1) Collateralized by the Company’s securities portfolio and is due on demand. The Company must maintain a coverage ratio of approximately 2 times.
     
  (2) Represents an unsecured revolving credit facility syndicated with three banks, BMO Capital Markets Corp., JPMorgan Chase Bank, N.A, and Wells Fargo, N.A. Total available borrowings under this facility is $260 million.
     
  (3) Represents revolving credit agreements totaling $108.5 million with 21st Mortgage Corporation (“21st Mortgage”), Customers Bank, Northpoint Commercial Finance and Triad Financial Services (“Triad”) to finance inventory purchases. Interest rates on these agreements range from prime minus 0.75% to SOFR plus 4%.

 

 

  (4) Represents a term loan secured by rental homes and rental home leases, with a fixed interest rate of 6.15% and a maturity of date of May 10, 2028.
     
  (5) Represents a $25 million revolving line of credit secured by rental homes and their leases with a 5-year term and a variable interest rate of prime.
     
  (6) Represents a $30 million revolving line of credit secured by rental homes and rental home leases, with an interest rate of prime plus 0.25%, with a minimum of 5%.
     
  (7) Represents a revolving line of credit secured by eligible notes receivable, with an interest rate of prime with a floor of 4.75%.

 

On April 2, 2024, the Company expanded the borrowing capacity on its unsecured revolving credit facility from $180 million in available borrowings to $260 million in available borrowings. The Facility is syndicated with three banks, BMO Capital Markets Corp., JPMorgan Chase Bank, N.A, and Wells Fargo, N.A. as joint arrangers and joint book runners, with Bank of Montreal as administrative agent. Interest is based on the Company’s overall leverage ratio and is equal to the Secured Overnight Financing Rate (“SOFR”) plus 1.5% to 2.20%, or BMO’s prime lending rate plus 0.50% to 1.20%. The maturity date is November 7, 2026.

 

Series A Bonds

 

On February 6, 2022, the Company issued $102.7 million of its new 4.72% Series A Bonds due 2027, or the 2027 Bonds, in an offering to investors in Israel. The Company received $98.7 million, net of offering expenses. The 2027 Bonds are unsecured obligations of the Company denominated in Israeli shekels (NIS) and were issued pursuant to a Deed of Trust dated January 31, 2022 between the Company and Reznik Paz Nevo Trusts Ltd., an Israeli trust company, as trustee. The 2027 Bonds pay interest at a rate of 4.72% per year. Interest on the 2027 Bonds is payable semi-annually on August 31, 2022, and on February 28 and August 31 of the years 2023-2026 (inclusive) and on the final maturity date of February 28, 2027. The principal and interest will be linked to the U.S. Dollar. In the event of a future downgrade by two or more notches in the rating of the 2027 Bonds or a failure by the Company to comply with certain covenants in the Deed of Trust, the interest rate on the 2027 Bonds will be subject to increase. However, any such increases, in the aggregate, would not exceed 1.25% per annum. As of June 30, 2024, the Company is in compliance with these covenants.

 

Under the Deed of Trust, the Company has the right to redeem the 2027 Bonds, in whole or in part, at any time on or after 60 days from February 9, 2022, the date on which the 2027 Bonds were listed for trading on the Tel Aviv Stock Exchange (the “TASE”). Any such voluntary early redemption by the Company will require payment of the applicable early redemption amount calculated in accordance with the Deed of Trust. The Company does not intend to redeem the 2027 Bonds. Upon the occurrence of an event of default or certain other events, including a delisting of the 2027 Bonds by the TASE, the Company may be required to effect an early repayment or redemption of all or a portion of the 2027 Bonds at their par value plus accrued and unpaid interest. The Deed of Trust permits the Company, subject to certain conditions, to issue additional 2027 Bonds without obtaining approval of the holders of the 2027 Bonds.

 

The 2027 Bonds are general unsecured obligations of the Company and rank equal in right of payment with all of the Company’s existing and future unsecured indebtedness. The Deed of Trust includes certain customary covenants, including financial covenants requiring the Company to maintain certain ratios of debt to net operating income, to shareholders’ equity and to earnings, and customary events of default. The 2027 Bonds were offered solely to investors outside the United States and were not offered to, or for the account or benefit of, U.S. Persons (as defined in Regulation S under the Securities Act of 1933).

 

 

Mortgages Payable

 

The following is a summary of our mortgages payable as of June 30, 2024 and December 31, 2023 (in thousands):

  

   6/30/2024   12/31/2023 
   Amount   Rate   Amount   Rate 
                 
Fixed rate mortgages  $495,219    4.17%  $501,135    4.17%
Unamortized debt issuance costs   (4,189)        (4,652)     
Mortgages Payable, net of unamortized debt issuance costs  $491,030    4.21%  $496,483    4.21%

 

As of June 30, 2024 and December 31, 2023, the weighted average loan maturity of mortgages payable was 4.8 years and 5.3 years, respectively.

 
v3.24.2.u1
SHAREHOLDERS’ EQUITY
 6 Months Ended
Jun. 30, 2024
Equity [Abstract]  
SHAREHOLDERS’ EQUITY

NOTE 7 – SHAREHOLDERS’ EQUITY

 

Common Stock

 

On April 1, 2024, the Company announced a $0.01 increase, representing a 4.9% increase, in its quarterly common stock dividend, raising it to $0.215 per share from $0.205 per share. Since 2020, we have increased our dividend four times by an aggregate amount of $0.14, representing a 19% increase. The Company’s annual dividend rate on its Common Stock is currently $0.86 per share.

 

On June 17, 2024, the Company paid total cash dividends of $15.1 million or $0.215 per share to common shareholders of record as of the close of business on May 15, 2024, of which $821,000 was reinvested in the Dividend Reinvestment and Stock Purchase Plan (“DRIP”). On July 1, 2024, the Company declared a dividend of $0.215 per share to be paid September 16, 2024 to common shareholders of record as of the close of business on August 15, 2024.

 

During the six months ended June 30, 2024, the Company received, including dividends reinvested of $1.5 million, a total of $5.0 million from its DRIP. There were 340,000 shares issued under the DRIP during this period.

 

On January 10, 2024, the Board of Directors reaffirmed our Common Stock Repurchase Program (the “Repurchase Program”) that authorizes us to repurchase up to $25 million in the aggregate of the Company’s common stock. Purchases under the Repurchase Program may be made using a variety of methods, which may include open market purchases, privately negotiated transactions or block trades, or by any combination of such methods, in accordance with applicable insider trading and other securities laws and regulations. The size, scope and timing of any purchases will be based on business, market and other conditions and factors, including price, regulatory and contractual requirements or consents, and capital availability. The Repurchase Program does not require the Company to acquire any particular amount of common stock and may be suspended, modified or discontinued at any time at the Company’s discretion without prior notice. For the three and six months ended June 30, 2024, the Company did not repurchase any shares of its Common Stock.

 

 

Common Stock At-The-Market Sales Programs

 

On April 4, 2023, the Company entered into an equity distribution agreement (“2023 Common ATM Program”) with BMO Capital Markets Corp., J.P. Morgan Securities LLC, B. Riley Securities, Inc., Compass Point Research & Trading, LLC, and Janney Montgomery Scott LLC, as distribution agents (the “Distribution Agents”) under which the Company was permitted to offer and sell shares of the Company’s common stock, $0.10 par value per share (the “Common Stock”), having an aggregate sales price of up to $150 million from time to time through the Distribution Agents, as agents or principals. Sales of the shares of Common Stock under the Distribution Agreement for the 2023 Common ATM Program were made in “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), including, without limitation, sales made directly on or through the New York Stock Exchange (the “NYSE”) or to or through a market maker or any other method permitted by law, including, without limitation, negotiated transactions and block trades. The Distribution Agents were not required to sell any specific number or dollar amount of securities, but will use commercially reasonable efforts consistent with their normal trading and sales practices, on mutually agreed terms between the Distribution Agents and the Company. The 2023 Common ATM Program replaced an earlier similar at-the-market offering that the Company commenced in 2022. The Company began selling shares under the 2023 Common ATM Program in April 2023 and sold a total of 8.5 million shares of Common Stock during 2023 and 2024 under the 2023 Common ATM Program for an aggregate sale price of $132.2 million. For the six months ended June 30, 2024, 1.2 million shares of Common Stock were issued and sold under the 2023 Common ATM Program at a weighted average price of $15.37 per share, generating gross proceeds of $19.1 million and net proceeds of $18.9 million, after offering expenses.

 

On March 12, 2024, the Company terminated the use of the 2023 Common ATM Program and entered into a new equity distribution agreement (“2024 Common ATM Program”) with BMO Capital Markets Corp., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC, B. Riley Securities, Inc., Compass Point Research & Trading, LLC, and Janney Montgomery Scott LLC, as Distribution Agents under which the Company may offer and sell shares of the Company’s common stock, $0.10 par value per share, having an aggregate sales price of up to $150 million from time to time through the Distribution Agents, as agents or principals. Sales of the shares of Common Stock under the Distribution Agreement for the 2024 Common ATM Program will be 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 to or through a market maker or any other method permitted by law, including, without limitation, negotiated transactions and block trades. The Distribution Agents are not required to sell any specific number or dollar amount of securities, but will use commercially reasonable efforts consistent with their normal trading and sales practices, on mutually agreed terms between the Distribution Agents and the Company. The Company began selling shares under the 2024 Common ATM Program on March 13, 2024 and through June 30, 2024, 2.5 million shares of Common Stock were issued and sold at a weighted average price of $15.47 per share, generating gross proceeds of $38.5 million and net proceeds of $37.6 million, after offering expenses.

 

Under both the 2023 Common ATM Program and the 2024 Common ATM Program, for the six months ended June 30, 2024, a total of 3.7 million shares of Common Stock were issued and sold at a weighted average price of $15.44 per share, generating gross proceeds of $57.6 million and net proceeds of $56.5 million, after offering expenses.

 

As of June 30, 2024, $111.6 million of common stock remained eligible for sale under the 2024 Common ATM Program.

 

6.375% Series D Cumulative Redeemable Preferred Stock

 

On June 17, 2024, the Company paid $4.7 million in dividends or $0.3984375 per share for the period from March 1, 2024 through May 31, 2024 to holders of record as of the close of business on May 15, 2024 of our 6.375% Series D Cumulative Redeemable Preferred Stock, $0.10 par value per share, Liquidation Preference $25.00 per share (“Series D Preferred Stock”). Dividends on our Series D Preferred Stock are cumulative and payable quarterly at an annual rate of $1.59375 per share.

 

On July 1, 2024, the Company declared a dividend of $0.3984375 per share for the period from June 1, 2024 through August 31, 2024 to be paid on September 16, 2024 to Series D Preferred shareholders of record as of the close of business on August 15, 2024.

 

 

Preferred Stock At-The-Market Sales Program

 

On January 10, 2023, the Company entered into an At Market Issuance Sales Agreement (“2023 Preferred ATM Program”) with B. Riley. Under the 2023 Preferred ATM Program, the Company may offer and sell shares of the Company’s 6.375% Series D Cumulative Redeemable Preferred Stock, $0.10 par value per share, with a liquidation preference of $25.00 per share (the “Series D Preferred Stock”), having an aggregate sales price of up to $100 million from time to time through B. Riley, as agent or principal. Sales of the shares of Series D Preferred Stock in the 2023 Preferred ATM Program will be in “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), including, without limitation, sales made directly on or through the New York Stock Exchange (the “NYSE”) or on any other existing trading market for the 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. B. Riley is not required to sell any specific number or dollar amount of securities, but will use its commercially reasonable efforts consistent with its normal trading and sales practices, on mutually agreed terms between B. Riley and the Company. For the six months ended June 30, 2024, the Company issued and sold 223,000 shares of its Series D Preferred Stock under the 2023 Preferred ATM Program at a weighted average price of $23.04 per share, generating gross and net proceeds, after offering expenses, of $5.1 million.

 

As of June 30, 2024, $41.0 million in shares of Series D Preferred Stock remained eligible for sale under the 2023 Preferred ATM Program.

 
v3.24.2.u1
STOCK BASED COMPENSATION
 6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
STOCK BASED COMPENSATION

NOTE 8 – STOCK BASED COMPENSATION

 

The Company accounts for awards of stock, 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 $1.9 and $3.7 million have been recognized for the three and six months ended June 30, 2024, respectively. Compensation costs of $1.5 and $3.0 million have been recognized for the three and six months ended June 30, 2023, respectively.

 

On January 10, 2024, the Company awarded a total of 26,000 shares of restricted stock to six employees under the Company’s 2023 Equity Incentive Award Plan (the “2023 Plan”). The grant date fair value of these restricted stock grants was $411,000. These grants vest ratably over 5 years.

 

On January 10, 2024, the Company awarded a total of 8,613 shares of common stock to nine members of our Board of Directors in payment of directors fees. The grant date fair value of these awards was $136,000.

 

On January 10, 2024, the Company granted options to purchase 99,000 shares of common stock to nine members of our Board of Directors under the 2023 Plan. The grant date fair value of these options amounted to approximately $266,000. These grants vest ratably over five years.

 

On March 26, 2024, the Company awarded a total of 8,694 shares of common stock to nine members of our Board of Directors in payment of directors fees. The grant date fair value of these awards was $136,000.

 

On March 26, 2024, the Company awarded a total of 24,275 shares of common stock to four employees, pursuant to their employment agreements. The grant date fair value of these awards was $380,000.

 

On March 26, 2024, the Company awarded a total of 413,016 shares of restricted stock to four employees, pursuant to their employment agreements. These grants are subject to a combination of both performance-based and time-based metrics. The grant date fair value of these restricted stock grants was $6.5 million. Of these shares, 121,488 shares (time-based) vest ratably over 2 years. The remaining shares (performance-based) vest after 2 years upon achievement of certain corporate and financial metrics.

 

On March 26, 2024, the Company granted options to purchase 829,500 shares of common stock to sixty employees under the Company’s 2023 Plan. The grant date fair value of these options amounted to approximately $2.3 million. These grants vest ratably over five years. Compensation costs for grants issued to a participant who is of retirement age are recognized at the time of the grant.

 

On June 20, 2024, the Company awarded a total of 8,847 shares of common stock to nine members of our Board of Directors in payment of directors fees. The grant date fair value of these awards was $136,000.

 

 

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, 2024:

   

   2024 
     
Dividend yield   5.33%
Expected volatility   27.05%
Risk-free interest rate   4.22%
Expected lives   10 
Estimated forfeitures   -0- 

 

During the six months ended June 30, 2024, eighteen participants exercised options to purchase a total of 209,940 shares of common stock at a weighted-average exercise price of $9.90 per share for total proceeds of $2.1 million. The aggregate intrinsic value of options exercised was $1.3 million. During the six months ended June 30, 2024, options to purchase 8,700 shares were forfeited.

 

As of June 30, 2024, there were options outstanding to purchase 5.5 million shares, with an aggregate intrinsic value of $8.6 million. There were 775,000 shares available for grant under the 2023 Plan.

 
v3.24.2.u1
FAIR VALUE MEASUREMENTS
 6 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS

NOTE 9 – 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, 2024 and December 31, 2023 (in thousands):

 

   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, 2024:                    
Marketable Securities - Preferred stock  $434   $434   $-0-   $-0- 
Marketable Securities - Common stock   28,239    28,239    -0-    -0- 
Total  $28,673   $28,673   $-0-   $-0- 
                     
As of December 31, 2023:                    
Marketable Securities - Preferred stock  $447   $447   $-0-   $-0- 
Marketable Securities - Common stock   34,059    34,059    -0-    -0- 
Total  $34,506   $34,506   $-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 June 30, 2024, the estimated fair value of fixed rate mortgages payable amounted to $484.7 million and the carrying value of fixed rate mortgages payable amounted to $495.2 million.

 

 
v3.24.2.u1
CONTINGENCIES, COMMITMENTS AND OTHER MATTERS
 6 Months Ended
Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
CONTINGENCIES, COMMITMENTS AND OTHER MATTERS

NOTE 10 – CONTINGENCIES, COMMITMENTS AND OTHER MATTERS

 

The Company is subject to claims and litigation in the ordinary course of business. Management does not believe that any such claim or litigation will have a material adverse effect on the business, assets, or results of operations of the Company.

 

The Company had an agreement with 21st Mortgage under which 21st Mortgage provided financing for home purchasers in the Company’s communities. This program was terminated on June 22, 2023; however, the Company’s repurchase obligations for the outstanding loans that were originated by 21st Mortgage remain in effect. The Company did not receive referral fees or other cash compensation under the agreement. If 21st Mortgage made loans to purchasers and those purchasers defaulted on their loans and 21st Mortgage repossessed the homes securing such loans, the Company 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. As of June 30, 2024, the total loan balance under this agreement was approximately $2.3 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, 2024, the total loan balance owed to 21st Mortgage with respect to homes in these acquired communities was approximately $606,000.

 

The Company entered into a Manufactured Home Retailer Agreement (the “MHRA”) with 21st Mortgage on January 24, 2023, under which 21st Mortgage provides financing for home purchasers in the Company’s communities. 21st Mortgage has no recourse against the Company under the MHRA except in instances where the Customer defaults before two scheduled monthly payments are paid by the purchaser and the default is based on any dispute between S&F surrounding the terms or execution of the purchase and sale of the home. Upon such a default, S&F is to take assignment of the loan from 21st Mortgage for the unpaid principal balance plus accrued interest. As of June 30, 2024, no loans have been originated under the MHRA.

 

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 $78.8 million of loans that the Company acquired under the COP Program as of June 30, 2024.

 

The Company and one of its subsidiaries are parties to a Limited Liability Company Agreement dated as of December 8, 2021 with an affiliate of Nuveen, which governs the initial joint venture entity between the Company and Nuveen. The LLC Agreement provided for the parties to initially fund up to $70 million of equity capital for acquisitions during a 24-month commitment period, with Nuveen having the option, subject to certain conditions, to elect to increase the parties’ total commitments by up to an additional $100 million and to extend the commitment period for up to an additional four years. The Company is required to fund 40% of the committed capital and Nuveen is required to fund 60%. All such funding will be on a parity basis. Since the execution of the LLC Agreement, this joint venture entity has acquired two properties. The Company and Nuveen have continued to seek, and are continuing to seek, opportunities to acquire additional manufactured housing and/or recreational vehicle communities that are under development and/or newly developed and meet certain other investment guidelines. The Company and Nuveen have informally agreed that any future acquisitions would be made by one or more new joint venture entities to be formed for that purpose and that the existing joint venture entity formed in December 2021 will not consummate additional acquisitions but will maintain its existing property portfolio. The Company and Nuveen also informally agreed that, unless otherwise determined in connection with any specific future investment, capital for any such new joint venture entity would continue to be funded 60% by Nuveen and 40% by the Company on a parity basis and that other terms would be similar to those of the LLC Agreement entered into in 2021, except that the amounts of the parties’ respective capital commitments will be determined on a property-by-property basis. In 2023, the Company and Nuveen formed a new joint venture entity, governed by a new joint venture agreement, focused on the development of a new manufactured housing community located in Honey Brook, Pennsylvania. The community, once complete, is expected to contain 113 manufactured home sites situated on approximately 61 acres. As with the 2021 LLC Agreement, capital contributions to the joint venture entity formed for this project will be funded 60% by Nuveen and 40% by the Company on a parity basis and the other terms (including restrictions on the Company’s right to acquire manufacturing housing communities that meet the LLC Agreement’s investment guidelines without first offering Nuveen an opportunity to participate in the acquisition) are similar to those set forth in the LLC Agreement entered into in 2021 (See Note 4).

 

 
v3.24.2.u1
SUPPLEMENTAL CASH FLOW INFORMATION
 6 Months Ended
Jun. 30, 2024
Supplemental Cash Flow Elements [Abstract]  
SUPPLEMENTAL CASH FLOW INFORMATION

NOTE 11 – SUPPLEMENTAL CASH FLOW INFORMATION

 

Cash paid for interest during the six months ended June 30, 2024 and 2023 was $15.8 million and $18.5 million, respectively. Interest cost capitalized to land development was $2.4 million and $2.7 million for the six months ended June 30, 2024 and 2023, respectively.

 

During the six months ended June 30, 2024 and 2023, the Company had Dividend Reinvestments of $1.5 million and $1.4 million, respectively, which required no cash transfers.

 
v3.24.2.u1
SUBSEQUENT EVENTS
 6 Months Ended
Jun. 30, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 12 – 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 July 1, 2024, the Company issued and sold an additional 765,000 shares of its Common Stock under the 2024 Common ATM Program at a weighted average price of $16.94 per share, generating net proceeds, after offering expenses, of $12.8 million. As of August 1, 2024, $98.6 million of Common Stock remained eligible for sale under the 2024 Common ATM Program.

 

Since July 1, 2024, the Company issued and sold an additional 150,000 shares of its Series D Preferred Stock under the 2023 Preferred ATM Program at a weighted average price of $23.01 per share, generating net proceeds of $3.4 million, after offering expenses. As of August 1, 2024, $37.5 million of Series D Preferred Stock remained eligible for sale under the 2023 Preferred ATM Program.

 
v3.24.2.u1
PROFORMA FINANCIAL INFORMATION (UNAUDITED)
 6 Months Ended
Jun. 30, 2024
Proforma Financial Information  
PROFORMA FINANCIAL INFORMATION (UNAUDITED)

NOTE 13 – PROFORMA FINANCIAL INFORMATION (UNAUDITED)

 

The following unaudited pro forma condensed financial information reflects the acquisitions during 2023 and 2024. 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).

  

                     
   Three Months Ended   Six Months Ended 
    6/30/24    6/30/23    6/30/24    6/30/23 
                     
Rental and Related Income  $51,494   $47,063   $101,823   $92,370 
Community Operating Expenses   21,595    20,034    42,692    40,127 
Net Income (Loss) Attributable to Common Shareholders   527    (4,418)   (5,737)   (9,733)
Net Income (Loss) Attributable to Common Shareholders Per Share – Basic and Diluted  $0.00   $(0.07)  $(0.08)  $(0.16)

 
v3.24.2.u1
ORGANIZATION AND ACCOUNTING POLICIES (Policies)
 6 Months Ended
Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [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 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, accounting for land development, 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.

 
Investment in Joint Venture

Investment in Joint Venture

 

The Company accounts for its investment in entities formed under its joint venture with Nuveen Real Estate under the equity method of accounting in accordance with ASC 323, Investments – Equity Method and Joint Ventures. The Company has the ability to exercise significant influence, but not control, over the operating and financial decisions of the joint venture entities. Under the equity method of accounting, the cost of an investment is adjusted for the Company’s share of the equity in net income or loss from the date of acquisition, reduced by distributions received and increased by contributions made. The income or loss is allocated in accordance with the provisions of the operating agreement. The carrying value of the investment in the joint venture is reviewed for other than temporary impairment whenever events or changes in circumstances indicate a possible impairment. Financial condition, operational performance, and other economic trends are among the factors that are considered in evaluation of the existence of impairment indicators (See Note 4).

 
Leases

Leases

 

The Company accounts for its 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 June 30, 2024 and December 31, 2023, the right-of-use assets and corresponding lease liabilities of $3.2 million and $3.3 million, respectively, are included in prepaid expenses and other assets and accrued liabilities and deposits on the consolidated balance sheets.

 

 

Future minimum lease payments under these leases over the remaining lease terms are as follows (in thousands):

 

      
2024  $230 
2025   460 
2026   460 
2027   257 
2028   111 
Thereafter   18,503 
      
Total Lease Payments  $20,021 

 

The weighted average remaining lease term for these leases is 163 years. The right of use assets and lease liabilities was calculated using an interest rate of 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 presents beginning of period and end of period balances of cash, cash equivalents and restricted cash for the periods shown (in thousands):

 

   6/30/24   12/31/23   6/30/23   12/31/22 
                 
Cash and Cash Equivalents  $39,457   $57,320   $41,484   $29,785 
Restricted Cash   11,425    7,117    7,704    11,091 
Cash, Cash Equivalents And Restricted Cash  $50,882   $64,437   $49,188   $40,876 

 
Revenue Recognition

Revenue Recognition

 

We account for our Sales of Manufactured Homes in accordance with Accounting Standards Update (“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

 

We account for our receivables in accordance with 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 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 June 30, 2024 and December 31, 2023, the Company had notes receivable of $81.6 million and $77.1 million, respectively, net of the fair value adjustment of $1.6 million. 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.

 
Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements.
v3.24.2.u1
ORGANIZATION AND ACCOUNTING POLICIES (Tables)
 6 Months Ended
Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS

Future minimum lease payments under these leases over the remaining lease terms are as follows (in thousands):

 

      
2024  $230 
2025   460 
2026   460 
2027   257 
2028   111 
Thereafter   18,503 
      
Total Lease Payments  $20,021 
SCHEDULE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH

The following table presents beginning of period and end of period balances of cash, cash equivalents and restricted cash for the periods shown (in thousands):

 

   6/30/24   12/31/23   6/30/23   12/31/22 
                 
Cash and Cash Equivalents  $39,457   $57,320   $41,484   $29,785 
Restricted Cash   11,425    7,117    7,704    11,091 
Cash, Cash Equivalents And Restricted Cash  $50,882   $64,437   $49,188   $40,876 
v3.24.2.u1
LOANS AND MORTGAGES PAYABLE AND OTHER LONG-TERM INDEBTEDNESS (Tables)
 6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
SCHEDULE OF LOANS PAYABLE

The following is a summary of our loans payable as of June 30, 2024 and December 31, 2023 (in thousands):

   

   6/30/2024  12/31/2023 
   Amount  Rate   Amount   Rate 
                    
Margin Loan  (1)  $-0-    N/A   $-0-    N/A 
Unsecured revolving credit facility  (2)   50,000    6.94%   70,000    7.27%
Floorplan inventory financing  (3)   4,487    8.89%   -0-    N/A 
FirstBank rental home loan  (4)   24,359    6.15%   24,683    6.15%
FirstBank rental home line of credit  (5)   -0-    N/A    -0-    N/A 
Triad rental home loan  (6)   -0-    N/A    -0-    N/A 
OceanFirst notes receivable financing  (7)   -0-    N/A    -0-    N/A 
Total Loans Payable      78,846    6.81%   94,683    6.98%
Unamortized debt issuance costs      (1,479)        (1,204)     
Loans Payable, net of unamortized debt issuance costs     $77,367    6.94%  $93,479    7.07%

 

  (1) Collateralized by the Company’s securities portfolio and is due on demand. The Company must maintain a coverage ratio of approximately 2 times.
     
  (2) Represents an unsecured revolving credit facility syndicated with three banks, BMO Capital Markets Corp., JPMorgan Chase Bank, N.A, and Wells Fargo, N.A. Total available borrowings under this facility is $260 million.
     
  (3) Represents revolving credit agreements totaling $108.5 million with 21st Mortgage Corporation (“21st Mortgage”), Customers Bank, Northpoint Commercial Finance and Triad Financial Services (“Triad”) to finance inventory purchases. Interest rates on these agreements range from prime minus 0.75% to SOFR plus 4%.

 

 

  (4) Represents a term loan secured by rental homes and rental home leases, with a fixed interest rate of 6.15% and a maturity of date of May 10, 2028.
     
  (5) Represents a $25 million revolving line of credit secured by rental homes and their leases with a 5-year term and a variable interest rate of prime.
     
  (6) Represents a $30 million revolving line of credit secured by rental homes and rental home leases, with an interest rate of prime plus 0.25%, with a minimum of 5%.
     
  (7) Represents a revolving line of credit secured by eligible notes receivable, with an interest rate of prime with a floor of 4.75%.
SCHEDULE OF MORTGAGES PAYABLE

The following is a summary of our mortgages payable as of June 30, 2024 and December 31, 2023 (in thousands):

  

   6/30/2024   12/31/2023 
   Amount   Rate   Amount   Rate 
                 
Fixed rate mortgages  $495,219    4.17%  $501,135    4.17%
Unamortized debt issuance costs   (4,189)        (4,652)     
Mortgages Payable, net of unamortized debt issuance costs  $491,030    4.21%  $496,483    4.21%
v3.24.2.u1
STOCK BASED COMPENSATION (Tables)
 6 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [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, 2024:

   

   2024 
     
Dividend yield   5.33%
Expected volatility   27.05%
Risk-free interest rate   4.22%
Expected lives   10 
Estimated forfeitures   -0- 
v3.24.2.u1
FAIR VALUE MEASUREMENTS (Tables)
 6 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
FINANCIAL ASSETS AND LIABILITIES RECOGNIZED AT FAIR VALUE ON A RECURRING BASIS

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, 2024 and December 31, 2023 (in thousands):

 

   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, 2024:                    
Marketable Securities - Preferred stock  $434   $434   $-0-   $-0- 
Marketable Securities - Common stock   28,239    28,239    -0-    -0- 
Total  $28,673   $28,673   $-0-   $-0- 
                     
As of December 31, 2023:                    
Marketable Securities - Preferred stock  $447   $447   $-0-   $-0- 
Marketable Securities - Common stock   34,059    34,059    -0-    -0- 
Total  $34,506   $34,506   $-0-   $-0- 
v3.24.2.u1
PROFORMA FINANCIAL INFORMATION (UNAUDITED) (Tables)
 6 Months Ended
Jun. 30, 2024
Proforma Financial Information  
SUMMARY OF PRO FORMA FINANCIAL INFORMATION

  

                     
   Three Months Ended   Six Months Ended 
    6/30/24    6/30/23    6/30/24    6/30/23 
                     
Rental and Related Income  $51,494   $47,063   $101,823   $92,370 
Community Operating Expenses   21,595    20,034    42,692    40,127 
Net Income (Loss) Attributable to Common Shareholders   527    (4,418)   (5,737)   (9,733)
Net Income (Loss) Attributable to Common Shareholders Per Share – Basic and Diluted  $0.00   $(0.07)  $(0.08)  $(0.16)
v3.24.2.u1
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
2024 $ 230
2025 460
2026 460
2027 257
2028 111
Thereafter 18,503
Total Lease Payments $ 20,021
v3.24.2.u1
SCHEDULE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Jun. 30, 2023
Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]        
Cash and Cash Equivalents $ 39,457 $ 57,320 $ 41,484 $ 29,785
Restricted Cash 11,425 7,117 7,704 11,091
Cash, Cash Equivalents And Restricted Cash $ 50,882 $ 64,437 $ 49,188 $ 40,876
v3.24.2.u1
ORGANIZATION AND ACCOUNTING POLICIES (Details Narrative)
$ in Millions
Jun. 30, 2024
USD ($)
Integer
Dec. 31, 2023
USD ($)
Weighted average remaining lease term, including renewal options 163 years  
Operating lease, weighted average discount rate, percent 5.00%  
Notes receivable $ 81.6 $ 77.1
Fair value adjustment of notes receivable 1.6 1.6
Corporate Office and Ground Lease [Member]    
Operating lease liabilities $ 3.2 $ 3.3
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Prepaid Expenses and Other Assets  
Nuveen Real Estate [Member]    
Controlling interest 77.00%  
Real Estate Investment Trusts [Member]    
Manufactured home communities | Integer 136  
Developed Home Sites [Member]    
Manufactured home communities | Integer 25,800  
v3.24.2.u1
NET INCOME (LOSS) PER SHARE (Details Narrative) - shares
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Diluted net income per share 71,884,000 61,760,000 70,700,000 60,844,000
Share-Based Payment Arrangement, Option [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive shares 4,000,000.0      
Common Stock Equivalents [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive shares   524,000 409,000 658,000
Diluted net income per share 466,000      
v3.24.2.u1
MARKETABLE SECURITIES (Details Narrative)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2024
USD ($)
Jun. 30, 2024
USD ($)
Available marketable securities $ 28.7 $ 28.7
Undepreciated assets   1.50%
Increase (decrease) in fair value of marketable securities $ 3.3 $ (2.0)
Real Estate Investment Trusts [Member]    
Unrealized losses   $ 41.7
v3.24.2.u1
INVESTMENT IN JOINT VENTURE (Details Narrative)
$ in Millions
 1 Months Ended 6 Months Ended
Dec. 08, 2021
USD ($)
Nov. 30, 2023
USD ($)
a
Integer
Dec. 31, 2022
USD ($)
a
Integer
Dec. 31, 2021
USD ($)
a
Integer
Jun. 30, 2024
Committed capital percent by related party 40.00%     40.00%  
Area of land | a   61      
Investments costs | $   $ 3.8      
Percent of reimburse of carrying value of land   60.00%      
LLC Agreement [Member]          
Pro rata interest percentage 70.00%        
Nuveen Global Investments LLC [Member]          
Investment company internal rate, description         In addition, the Company will have the right to buy out Nuveen’s interest in the joint venture entity at any time after December 8, 2031 at a purchase price corresponding to the greater of the appraised value of the portfolio or the amount required to provide a 7.5% net unlevered internal rate of return on Nuveen’s investment.
Payments to acquire productive assets | $     $ 15.1 $ 22.2  
Nuveen Global Investments LLC [Member] | Sebring Square [Member]          
Number of developed homesites | Integer       219  
Area of land | a       39  
Nuveen Global Investments LLC [Member] | Rum Runner [Member]          
Number of developed homesites | Integer     144    
Area of land | a     20    
Nuveen Global Investments LLC [Member] | Nuveen Real Estate [Member]          
Number of developed homesites | Integer   113      
Area of land | a   61      
Nuveen Global Investments LLC [Member] | LLC Agreement [Member]          
Initial total commitments | $ $ 70.0        
Initial commitment period for acquisitions 24 months        
Additional increase in total commitmnets | $ $ 100.0        
Committed capital percent by related party 60.00%     60.00%  
Unlevered internal rate of return 7.50%       7.50%
Allocated pro rata interest percentage 80.00%        
Pro rata interest percentage 30.00%        
Remaining promote percentage 20.00%        
Consummate promote period 7 years        
Joint venture to acquired manufactured housing and recreational vehicle communities         2 years
Percentage of share elect to buy out in joint venture         98.00%
v3.24.2.u1
OPPORTUNITY ZONE FUND (Details Narrative) - USD ($)
$ in Thousands
 1 Months Ended 6 Months Ended
Jan. 19, 2023
Aug. 10, 2022
Jul. 31, 2022
Jun. 30, 2024
Jun. 30, 2023
Payments to acquire real estate       $ 0 $ 3,679
OZ Fund [Member]          
Investment       77.00%  
Garden View Estates [Member] | Orangeburg, South Carolina [Member]          
Payments to acquire real estate   $ 5,200      
Mighty Oak [Member] | Albany Georgia [Member]          
Payments to acquire real estate $ 3,700        
UMH OZ Fund, LLC [Member]          
Payment for investments     $ 8,000    
v3.24.2.u1
SCHEDULE OF LOANS PAYABLE (Details) - USD ($)
$ in Thousands
 6 Months Ended 12 Months Ended
Jun. 30, 2024
Dec. 31, 2023
Short-Term Debt [Line Items]    
Total Loans Payable $ 78,846 $ 94,683
Debt instrument, interest rate 6.81% 6.98%
Unamortized debt issuance costs $ (1,479) $ (1,204)
Loans Payable, net of unamortized debt issuance costs $ 77,367 $ 93,479
Loans payable, net of unamortized debt issuance costs percentage 6.94% 7.07%
Margin Line [Member]    
Short-Term Debt [Line Items]    
Total Loans Payable [1] $ 0 $ 0
Unsecured Line of Credit [Member]    
Short-Term Debt [Line Items]    
Total Loans Payable [2] $ 50,000 $ 70,000
Debt instrument, interest rate [2] 6.94% 7.27%
Floor Plan Inventory Financing [Member]    
Short-Term Debt [Line Items]    
Total Loans Payable [3] $ 4,487 $ 0
Debt instrument, interest rate [3] 8.89%  
FirstBank Rental Home Loan [Member]    
Short-Term Debt [Line Items]    
Total Loans Payable [4] $ 24,359 $ 24,683
Debt instrument, interest rate [4] 6.15% 6.15%
First Bank Rental Home Line of Credit [Member]    
Short-Term Debt [Line Items]    
Total Loans Payable [5] $ 0 $ 0
Triad Rental Home Loan [Member]    
Short-Term Debt [Line Items]    
Total Loans Payable [6] 0 0
OceanFirst Notes Receivable Financing [Member]    
Short-Term Debt [Line Items]    
Total Loans Payable [7] $ 0 $ 0
[1] Collateralized by the Company’s securities portfolio and is due on demand. The Company must maintain a coverage ratio of approximately 2 times.
[2] Represents an unsecured revolving credit facility syndicated with three banks, BMO Capital Markets Corp., JPMorgan Chase Bank, N.A, and Wells Fargo, N.A. Total available borrowings under this facility is $260 million.
[3] Represents revolving credit agreements totaling $108.5 million with 21st Mortgage Corporation (“21st Mortgage”), Customers Bank, Northpoint Commercial Finance and Triad Financial Services (“Triad”) to finance inventory purchases. Interest rates on these agreements range from prime minus 0.75% to SOFR plus 4%.
[4] Represents a term loan secured by rental homes and rental home leases, with a fixed interest rate of 6.15% and a maturity of date of May 10, 2028.
[5] Represents a $25 million revolving line of credit secured by rental homes and their leases with a 5-year term and a variable interest rate of prime.
[6] Represents a $30 million revolving line of credit secured by rental homes and rental home leases, with an interest rate of prime plus 0.25%, with a minimum of 5%.
[7] Represents a revolving line of credit secured by eligible notes receivable, with an interest rate of prime with a floor of 4.75%.
v3.24.2.u1
SCHEDULE OF LOANS PAYABLE (Details) (Parenthetical) - USD ($)
$ in Millions
 6 Months Ended 12 Months Ended
Apr. 02, 2024
Jun. 30, 2024
Dec. 31, 2023
Apr. 01, 2024
Debt Instrument [Line Items]        
Revolving line of credit   $ 30.0    
Debt instrument, interest rate   6.81% 6.98%  
Debt instrument term   5 years    
Interest rate description   interest rate of prime plus 0.25%, with a minimum of 5%.    
Five Year Term [Member]        
Debt Instrument [Line Items]        
Revolving line of credit   $ 25.0    
FirstBank Rental Home Loan [Member]        
Debt Instrument [Line Items]        
Debt instrument, interest rate [1]   6.15% 6.15%  
Interest rate percentage   6.15%    
Maturity date   May 10, 2028    
Prime Rate [Member]        
Debt Instrument [Line Items]        
Debt instrument, interest rate   4.75%    
Revolving Credit Facility [Member]        
Debt Instrument [Line Items]        
Line of credit borrowing capacity $ 260.0 $ 260.0   $ 180.0
Revolving line of credit   $ 108.5    
Debt instrument, interest rate   0.75%    
Maturity date Nov. 07, 2026      
Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]        
Debt Instrument [Line Items]        
Debt instrument, interest rate   4.00%    
[1] Represents a term loan secured by rental homes and rental home leases, with a fixed interest rate of 6.15% and a maturity of date of May 10, 2028.
v3.24.2.u1
SCHEDULE OF MORTGAGES PAYABLE (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Debt Disclosure [Abstract]    
Fixed rate mortgages $ 495,219 $ 501,135
Mortgages percentage 4.17% 4.17%
Unamortized debt issuance costs $ (4,189) $ (4,652)
Mortgages Payable, net of unamortized debt issuance costs $ 491,030 $ 496,483
Mortgages Payable, net of unamortized debt issuance costs percentage 4.21% 4.21%
v3.24.2.u1
LOANS AND MORTGAGES PAYABLE AND OTHER LONG-TERM INDEBTEDNESS (Details Narrative) - USD ($)
$ in Millions
 6 Months Ended 12 Months Ended
Apr. 02, 2024
Feb. 06, 2022
Jun. 30, 2024
Dec. 31, 2023
Apr. 01, 2024
Line of Credit Facility [Line Items]          
Line of credit facility, interest rate     6.81% 6.98%  
Debt instrument, term     5 years    
Mortgage Payable [Member]          
Line of Credit Facility [Line Items]          
Debt instrument, term     4 years 9 months 18 days 5 years 3 months 18 days  
Series A Bonds [Member]          
Line of Credit Facility [Line Items]          
Debt instrument maturity date   Feb. 28, 2027      
Sale of stock number of value issued in transaction   $ 102.7      
Debt instrument interest rate stated percentage   4.72%      
Sale of stock consideration received on transaction   $ 98.7      
Maximum [Member] | Series A Bonds [Member]          
Line of Credit Facility [Line Items]          
Debt instrument interest rate stated percentage   1.25%      
Revolving Credit Facility [Member]          
Line of Credit Facility [Line Items]          
Line of credit borrowing capacity $ 260.0   $ 260.0   $ 180.0
Line of credit facility, interest rate     0.75%    
Debt instrument maturity date Nov. 07, 2026        
Revolving Credit Facility [Member] | Minimum [Member]          
Line of Credit Facility [Line Items]          
Line of credit facility, interest rate 1.50%        
Revolving Credit Facility [Member] | Maximum [Member]          
Line of Credit Facility [Line Items]          
Line of credit facility, interest rate 2.20%        
Unsecured Revolving Credit Facility [Member] | Minimum [Member]          
Line of Credit Facility [Line Items]          
Line of credit facility, interest rate 0.50%        
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] Prime Rate [Member]        
Unsecured Revolving Credit Facility [Member] | Maximum [Member]          
Line of Credit Facility [Line Items]          
Line of credit facility, interest rate 1.20%        
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] Prime Rate [Member]        
v3.24.2.u1
SHAREHOLDERS’ EQUITY (Details Narrative) - USD ($)
 3 Months Ended 6 Months Ended 12 Months Ended
Jul. 01, 2024
Jun. 17, 2024
May 15, 2024
Apr. 01, 2024
Mar. 12, 2024
Jan. 10, 2024
Apr. 04, 2023
Jan. 10, 2023
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2020
Aug. 01, 2024
Dec. 31, 2023
Class of Stock [Line Items]                                  
Dividend paid price per share   $ 0.215                              
Dividend per share       $ 0.86                          
Share price       0.205                          
Dividends paid   $ 15,100,000                              
Proceed from dividend reinvestment and stock purchase plan (DRIP)                         $ 1,500,000 $ 1,400,000      
Common stock par value                 $ 0.10       $ 0.10       $ 0.10
Proceeds from Issuance of Common Stock in the DRIP, net of dividend reinvestments                         $ 3,503,000 $ 3,197,000      
2024 Common ATM Program [Member]                                  
Class of Stock [Line Items]                                  
Common stock available for sale value                 $ 111,600,000       111,600,000        
Common Stock [Member]                                  
Class of Stock [Line Items]                                  
Shares issued during the period for DRIP                 172,000 168,000 151,000 164,000          
ATM Program [Member] | Common Stock [Member] | B. Riley FBR, Inc [Member]                                  
Class of Stock [Line Items]                                  
Common stock par value         $ 0.10   $ 0.10                    
ATM Program [Member] | Common Stock [Member] | B. Riley FBR, Inc [Member] | Maximum [Member]                                  
Class of Stock [Line Items]                                  
Proceeds from Issuance of Common Stock in the DRIP, net of dividend reinvestments         $ 150,000,000   $ 150,000,000                    
DRIP [Member]                                  
Class of Stock [Line Items]                                  
Proceed from dividend reinvestment and stock purchase plan (DRIP)                         $ 5,000,000.0        
Shares issued during the period for DRIP                         340,000        
6.375% Series D Cumulative Redeemable Preferred Stock [Member]                                  
Class of Stock [Line Items]                                  
Dividends paid   $ 4,700,000                              
Dividend rate declared   6.375%                              
Preferred stock par value   $ 0.10                              
Liquidation preference, per share   25.00                              
Annual rate of dividend   1.59375                              
6.375% Series D Cumulative Redeemable Preferred Stock [Member] | Ordinary 2024 Q2 Dividends [Member]                                  
Class of Stock [Line Items]                                  
Dividend paid price per share   $ 0.3984375                              
Series D Cumulative Redeemable Preferred Stock [Member] | 2023 Preferred ATM Program [Member] | BRiley Securities Inc [Member]                                  
Class of Stock [Line Items]                                  
Preferred stock par value               $ 0.10                  
Liquidation preference, per share               $ 25.00                  
Series D Cumulative Redeemable Preferred Stock [Member] | Maximum [Member] | 2023 Preferred ATM Program [Member] | BRiley Securities Inc [Member]                                  
Class of Stock [Line Items]                                  
Cumulative redeemable preferred stock, percentage               6.375%                  
Series D Preferred Stock [Member]                                  
Class of Stock [Line Items]                                  
Preferred stock par value                 $ 0.10       $ 0.10       $ 0.10
Series D Preferred Stock [Member] | 2023 Preferred ATM Program [Member]                                  
Class of Stock [Line Items]                                  
Preferred stock available for sale value                 $ 41,000,000.0       $ 41,000,000.0        
Series D Preferred Stock [Member] | 2023 Preferred ATM Program [Member] | BRiley Securities Inc [Member]                                  
Class of Stock [Line Items]                                  
Sale of stock, number of shares issued in transaction                         223,000        
Sale of stock, price per share                 $ 23.04       $ 23.04        
Net proceeds from sale of equity after offering expenses                         $ 5,100,000        
Series D Preferred Stock [Member] | Maximum [Member] | 2023 Preferred ATM Program [Member] | BRiley Securities Inc [Member]                                  
Class of Stock [Line Items]                                  
Preferred stock available for sale value               $ 100,000,000                  
Subsequent Event [Member] | Common Stock [Member] | Ordinary 2024 Q2 Dividends [Member]                                  
Class of Stock [Line Items]                                  
Dividend payable date Sep. 16, 2024                                
Divided date of record Aug. 15, 2024                                
Subsequent Event [Member] | 6.375% Series D Cumulative Redeemable Preferred Stock [Member] | Ordinary 2024 Q2 Dividends [Member]                                  
Class of Stock [Line Items]                                  
Dividend payable date Sep. 16, 2024                                
Divided date of record Aug. 15, 2024                                
Dividend paid price per share $ 0.3984375                                
Stock Purchase Plan [Member]                                  
Class of Stock [Line Items]                                  
Dividend paid price per share       $ 0.01                     $ 0.14    
Percentage of incease in common stock dividend       4.90%                     19.00%    
Dividend per share       $ 0.215                          
Reinvestment of dividend     $ 821,000                   $ 1,500,000        
Stock Purchase Plan [Member] | Subsequent Event [Member]                                  
Class of Stock [Line Items]                                  
Dividend per share $ 0.215                                
Common Stock Repurchase Program [Member]                                  
Class of Stock [Line Items]                                  
Authorized stock repurchase, value           $ 25,000,000                      
2023 Common ATM Program [Member]                                  
Class of Stock [Line Items]                                  
Sale of stock, number of shares issued in transaction                         8,500,000        
Aggregate sale price                         $ 132,200,000        
2023 Common ATM Program [Member] | 2023 Distribution Agents [Member]                                  
Class of Stock [Line Items]                                  
Sale of stock, number of shares issued in transaction                         1,200,000        
Sale of stock, price per share                 15.37       $ 15.37        
Gross proceeds from sale of equity                         $ 19,100,000        
Net proceeds from sale of equity after offering expenses                         $ 18,900,000        
2024 Common ATM Program [Member] | 2024 Distribution Agents [Member]                                  
Class of Stock [Line Items]                                  
Sale of stock, number of shares issued in transaction                         2,500,000        
Sale of stock, price per share                 15.47       $ 15.47        
Gross proceeds from sale of equity                         $ 38,500,000        
Net proceeds from sale of equity after offering expenses                         $ 37,600,000        
2024 Common ATM Program [Member] | Subsequent Event [Member] | Common Stock [Member]                                  
Class of Stock [Line Items]                                  
Sale of stock, number of shares issued in transaction 765,000                                
Sale of stock, price per share $ 16.94                                
Gross proceeds from sale of equity $ 12,800,000                                
Common stock available for sale value                               $ 98,600,000  
2023 & 2024 Common ATM Program [Member]                                  
Class of Stock [Line Items]                                  
Sale of stock, number of shares issued in transaction                         3,700,000        
Sale of stock, price per share                 $ 15.44       $ 15.44        
Gross proceeds from sale of equity                         $ 57,600,000        
Net proceeds from sale of equity after offering expenses                         $ 56,500,000        
v3.24.2.u1
SCHEDULE OF FAIR VALUE OF OPTION GRANT OF WEIGHTED-AVERAGE ASSUMPTIONS (Details)
$ in Thousands
 6 Months Ended
Jun. 30, 2024
USD ($)
Share-Based Payment Arrangement [Abstract]  
Dividend yield 5.33%
Expected volatility 27.05%
Risk-free interest rate 4.22%
Expected lives 10 years
Estimated forfeitures $ 0
v3.24.2.u1
STOCK BASED COMPENSATION (Details Narrative) - USD ($)
 3 Months Ended 6 Months Ended
Jun. 20, 2024
Mar. 26, 2024
Jan. 10, 2024
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Compensation costs       $ 1,900,000   $ 1,500,000   $ 3,700,000 $ 3,000,000.0
Common stock issued through stock options       $ 313,000 $ 1,766,000 $ 413,000 $ 137,000    
Options outstanding       5,500,000       5,500,000  
Aggregate intrinsic value       $ 8,600,000       $ 8,600,000  
Shares available for grant       775,000       775,000  
Six Employees [Member] | 2023 Equity Incentive Award Plan [Member]                  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Number of restricted stock award     26,000            
Grant date fair value     $ 411,000            
Grants vested     5 years            
Nine Members of Board of Directors [Member]                  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Number of common stock award 8,847 8,694 8,613            
Fair value of common stock awards $ 136,000 $ 136,000 $ 136,000            
Nine Members of Board of Directors [Member] | 2023 Equity Incentive Award Plan [Member]                  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Grant date fair value     $ 266,000            
Grants vested     5 years            
Options granted     99,000            
Four Employees [Member]                  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Number of restricted stock award   413,016              
Grant date fair value   $ 6,500,000              
Number of common stock award   24,275              
Fair value of common stock awards   $ 380,000              
Four Employees [Member] | Restricted Stock [Member]                  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Number of restricted stock award   121,488              
Remaining contractual terms   2 years              
Four Employees [Member] | Performance Shares [Member]                  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Remaining contractual terms   2 years              
Sixty Employess [Member] | 2023 Plan [Member]                  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Grants vested   5 years              
Options granted   829,500              
Fair value   $ 2,300,000              
Eighteen Participants [Member] | Stock Options [Member]                  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]                  
Common stock issued through stock options, shares               209,940  
Weighted-average exercise price               $ 9.90  
Common stock issued through stock options               $ 2,100,000  
Aggregate intrinsic value of options exercised               $ 1,300,000  
Options to purchase shares, forfeited               8,700  
v3.24.2.u1
FINANCIAL ASSETS AND LIABILITIES RECOGNIZED AT FAIR VALUE ON A RECURRING BASIS (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities $ 28,673 $ 34,506
Fair Value, Inputs, Level 1 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 28,673 34,506
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 28,673 34,506
Preferred Stock [Member] | Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 434 447
Preferred Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 434 447
Preferred Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Preferred Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Common Stock [Member] | Fair Value, Recurring [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 28,239 34,059
Common Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 28,239 34,059
Common Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities 0 0
Common Stock [Member] | Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Marketable Securities $ 0 $ 0
v3.24.2.u1
FAIR VALUE MEASUREMENTS (Details Narrative)
$ in Millions
Jun. 30, 2024
USD ($)
Fair Value Disclosures [Abstract]  
Estimate fair value of fixed rate mortgages payable $ 484.7
Carrying value of fixed rate mortgages payable $ 495.2
v3.24.2.u1
CONTINGENCIES, COMMITMENTS AND OTHER MATTERS (Details Narrative)
 1 Months Ended 6 Months Ended
Dec. 08, 2021
USD ($)
Nov. 30, 2023
a
Integer
Jun. 30, 2024
USD ($)
Dec. 31, 2021
Loss Contingencies [Line Items]        
Committed capital percent by related party 40.00%     40.00%
Area of land | a   61    
Committed capital percent by the Company       40.00%
Sale and Servicing Agreement [Member] | Triad Financial Services [Member]        
Loss Contingencies [Line Items]        
Notes and other receivables     $ 78,800,000  
21st Mortgage Corporation [Member]        
Loss Contingencies [Line Items]        
Investment owned balance, principal amount     2,300,000  
Loan balance     $ 606,000  
Nuveen Global Investments LLC [Member] | Nuveen Real Estate [Member]        
Loss Contingencies [Line Items]        
Number of developed homesites | Integer   113    
Area of land | a   61    
Nuveen Global Investments LLC [Member] | LLC Agreement [Member]        
Loss Contingencies [Line Items]        
Initial total commitments $ 70,000,000      
Initial commitment period for acquisitions 24 months      
Additional increase in total commitments $ 100,000,000      
Committed capital percent by related party 60.00%     60.00%
Minimum [Member] | 21st Mortgage Corporation [Member]        
Loss Contingencies [Line Items]        
Repossessed home     80.00%  
Minimum [Member] | 21st Mortgage Corporation [Member] | Purchase Price [Member]        
Loss Contingencies [Line Items]        
Repossessed home     55.00%  
Maximum [Member] | 21st Mortgage Corporation [Member]        
Loss Contingencies [Line Items]        
Repossessed home     95.00%  
Maximum [Member] | 21st Mortgage Corporation [Member] | Purchase Price [Member]        
Loss Contingencies [Line Items]        
Repossessed home     100.00%  
v3.24.2.u1
SUPPLEMENTAL CASH FLOW INFORMATION (Details Narrative) - USD ($)
$ in Millions
 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Supplemental Cash Flow Elements [Abstract]    
Cash paid for interest $ 15.8 $ 18.5
Interest cost capitalized to land development 2.4 2.7
Reinvestment of dividends $ 1.5 $ 1.4
v3.24.2.u1
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - USD ($)
$ / shares in Units, $ in Millions
Jul. 01, 2024
Aug. 01, 2024
2024 Common ATM Program [Member] | Common Stock [Member]    
Subsequent Event [Line Items]    
Number of shares issued in transaction 765,000  
Sale of stock, price per share $ 16.94  
Gross proceeds from sale of equity $ 12.8  
Common stock available for sale value   $ 98.6
2023 Preferred ATM Program [Member] | Series D Preferred Stock [Member]    
Subsequent Event [Line Items]    
Number of shares issued in transaction 150,000  
Sale of stock, price per share $ 23.01  
Net proceeds $ 3.4  
Preferred stock available for sale value   $ 37.5
v3.24.2.u1
SUMMARY OF PRO FORMA FINANCIAL INFORMATION (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Proforma Financial Information        
Rental and Related Income $ 51,494 $ 47,063 $ 101,823 $ 92,370
Community Operating Expenses 21,595 20,034 42,692 40,127
Net Income (Loss) Attributable to Common Shareholders $ 527 $ (4,418) $ (5,737) $ (9,733)
Net Income (Loss) Attributable to Common Shareholders Per Share - Basic $ 0.00 $ (0.07) $ (0.08) $ (0.16)
Net Income (Loss) Attributable to Common Shareholders Per Share - Diluted $ 0.00 $ (0.07) $ (0.08) $ (0.16)