UMH Properties, Inc. (NYSE:UMH) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
| Entry into a Material Definitive Agreement. |
On March 28, 2017, UMH Properties, Inc. (UMH or the Company)
entered into an amended and restated credit agreement to renew
and expand its existing unsecured revolving credit facility. The
new unsecured revolving credit facility (the Facility) is
syndicated with BMO Capital Markets (BMO), as sole lead arranger
and sole book runner, and Bank of Montreal as administrative
agent. The Facility provides for an increase from $35 million in
available borrowings to $50 million in available borrowings with
a $75 million accordion feature, bringing the total potential
availability up to $125 million, subject to certain conditions
including obtaining commitments from additional lenders. The new
maturity date of the Facility is March 27, 2020, with a one year
extension available at the Companys option, subject to certain
conditions including payment of an extension fee. Availability
under the Facility is based on 60% of the value of the
unencumbered communities which the Company has placed in the
Facilitys unencumbered asset pool (Borrowing Base). The value of
the Borrowing Base communities is determined by applying a 7.5%
capitalization rate to the Net Operating Income (NOI) generated
by the communities in the Borrowing Base.
The Company may elect to have loans under the Facility bear
interest depending on the percentage that the Companys
consolidated Total Indebtedness represents of the Total Asset
Value (such terms and the other capitalized terms in the
paragraph below in respect to financial covenants are defined in
the credit agreement evidencing the Facility (the Credit
Agreement)), at (a) a Eurodollar rate based on LIBOR, plus an
applicable margin of 1.75% to 2.50%, or (b) a base rate equal to
BMOs prime lending rate plus .75% to 1.50%. Based on the Companys
current leverage ratio, borrowings under the Facility will bear
interest at LIBOR plus 2% or at BMOs prime lending rate plus 1%.
In addition, the Company will pay a commitment fee on the average
daily unadvanced portion of the total amount committed under the
Facility at a rate of 0.25% per annum, if average daily
borrowings under the Facility are greater than 50% of the
commitment then in effect, or 0.35% per annum, if average daily
borrowings under the Facility are less than 50% of the commitment
then in effect, which fee will be payable quarterly based on
outstanding borrowings during the applicable quarter.
The Credit Agreement contains representations and financial and
other affirmative and negative covenants usual and customary for
this type of agreement. During the term of the Facility, the
Company must satisfy certain covenants including information
reporting requirements, maintenance of REIT status, maximum
leverage ratios, minimum Borrowing Base Value, minimum EBITDA to
Fixed Charge ratios, maximum Other Recourse Debt and Floating
Rate Debt to Total Asset Value ratios, and maintenance of minimum
net worth.
The Facility includes usual and customary events of default and
remedies for facilities of this nature (with customary notice,
grace and cure periods, as applicable), including, without
limitation, nonpayment, breach of covenants, material inaccuracy
of representations and warranties, cross-default to other major
indebtedness, change of control and bankruptcy, and provides that
if an event of default is continuing, payment of the principal
amount of all borrowings and all other outstanding amounts
payable under the Facility may be accelerated and/or the lenders
commitments may be terminated. In addition, upon the occurrence
of certain insolvency or bankruptcy-related events of default,
all borrowings and all other outstanding amounts under the
Facility will automatically become immediately due and payable
and the lenders commitments will automatically terminate.
The description of the Facility is qualified by reference to the
complete Credit Agreement, dated March 28, 2017, that is attached
hereto as Exhibit 10.1 and is incorporated herein by reference. A
copy of the press release announcing the above transaction is
attached as Exhibit 99.1 hereto and incorporated herein by
reference.
| Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information provided in Item 1.01 of this Current Report on
Form 8-K is incorporated by reference into this Item 2.03.
| Item 7.01 | Regulation FD Disclosure |
On March 31, 2017, the Company issued a press release announcing
that it renewed and expanded its existing unsecured revolving
credit facility.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | The following exhibits are filed as part of this report: |
| (10.1) | Revolving Credit Agreement dated March 28, 2017 | |
| (99.1) | Press Release dated March 31, 2017 |
About UMH Properties, Inc. (NYSE:UMH)
UMH Properties, Inc. operates as a real estate investment trust (REIT). The Company’s primary business is the ownership and operation of manufactured home communities, including leasing manufactured home sites to private manufactured home owners. It also leases homes to residents, and through its REIT subsidiary, UMH Sales and Finance, Inc. (S&F), the Company sells and finances the sale of manufactured homes in its communities. The Company owns and operates approximately 100 manufactured home communities containing over 17,800 developed sites. The communities are located in New Jersey, New York, Ohio, Pennsylvania, Tennessee, Indiana and Michigan. Its focus is on real estate investments. The Company invests in rental homes and owns approximately 3,700 rental homes. It engages in the rental of manufactured homes primarily in areas where the communities have existing vacancies. The Company also has approximately 1,300 additional sites in various stages of engineering/construction. UMH Properties, Inc. (NYSE:UMH) Recent Trading Information
UMH Properties, Inc. (NYSE:UMH) closed its last trading session up +0.02 at 15.00 with 71,163 shares trading hands.