Item 1.01 Entry Into a Material Definitive Agreement
On
The Company intends to use the net proceeds from sales of shares of Common Stock under the Distribution Agreement for general corporate purposes, which may include purchase of manufactured homes for sale or lease to customers, expansion of the Company's existing communities, potential acquisitions of additional properties and possible repayment of indebtedness on a short-term basis, including amounts borrowed under the Company's revolving credit facility.
The Distribution Agreement contains customary representations and warranties of the Company and indemnification and contribution provisions under which the Company has agreed to indemnify the Distribution Agents against certain specified liabilities. The Company will pay each Distribution Agent a commission at a mutually agreed rate of up to 2% of the gross sale proceeds from sales of shares of Common Stock under the Distribution Agreement. The offering of Common Stock pursuant to the Distribution Agreement will terminate upon the earlier of (i) the sale of all shares of Common Stock subject to the Distribution Agreement or (ii) the termination of the Distribution Agreement by the Distribution Agents or the Company in accordance with the terms of the Distribution Agreement.
The shares of Common Stock sold under the Distribution Agreement are being
offered and sold pursuant to the Company's Registration Statement on Form S-3
(File No. 333-238321), filed with the
The foregoing summary of the Distribution Agreement is only a brief description
of certain terms therein, does not purport to be a complete description of the
rights and obligations of the parties thereunder, and is qualified in its
entirety by such agreement attached hereto. A copy of the Distribution
Agreement is attached hereto as Exhibit 1.1 and is incorporated by reference
herein. In connection with the filing of the Distribution Agreement, the Company
is filing as Exhibit 5.1 the opinion of its counsel
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. 1.1 Equity Distribution Agreement, datedAugust 17, 2021 amongUMH Properties, Inc. andBMO Capital Markets Corp. ,J.P. Morgan Securities LLC ,B. Riley Securities, Inc. ,Compass Point Research & Trading, LLC , andJanney Montgomery Scott LLC , as distribution agents. 5.1 Opinion ofStroock & Stroock & Lavan LLP . 23.1 Consent ofStroock & Stroock & Lavan LLP (included in Exhibit 5.1) 3
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