We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Gladstone Land Corporation | NASDAQ:LAND | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.09 | -0.69% | 12.92 | 12.80 | 13.18 | 13.28 | 12.81 | 13.15 | 138,950 | 01:00:00 |
☒
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Maryland
|
|
54-1892552
|
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
|
|
1521 Westbranch drive,
|
Suite 100
|
|
|
McLean,
|
Virginia
|
|
22102
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common stock, $0.001 par value per share
|
|
LAND
|
|
The Nasdaq Stock Market, LLC
|
6.375% Series A Cumulative Term Preferred Stock, $0.001 par value per share
|
|
LANDP
|
|
The Nasdaq Stock Market, LLC
|
Large accelerated filer
|
☐
|
|
|
Accelerated filer
|
☒
|
Non-accelerated filer
|
☐
|
|
|
Smaller reporting company
|
☒
|
|
|
|
|
Emerging growth company
|
☐
|
|
|
PAGE
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
OPERATING REVENUES:
|
|
|
|
|
|
|
|
||||||||
Lease revenue, net
|
$
|
12,638
|
|
|
$
|
8,362
|
|
|
$
|
27,918
|
|
|
$
|
16,192
|
|
Total operating revenues
|
12,638
|
|
|
8,362
|
|
|
27,918
|
|
|
16,192
|
|
||||
OPERATING EXPENSES:
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization
|
3,843
|
|
|
2,936
|
|
|
8,100
|
|
|
5,533
|
|
||||
Property operating expenses
|
717
|
|
|
586
|
|
|
1,238
|
|
|
1,403
|
|
||||
Base management fee
|
1,047
|
|
|
974
|
|
|
2,081
|
|
|
1,879
|
|
||||
Incentive fee
|
—
|
|
|
—
|
|
|
1,334
|
|
|
—
|
|
||||
Administration fee
|
357
|
|
|
250
|
|
|
740
|
|
|
556
|
|
||||
General and administrative expenses
|
490
|
|
|
469
|
|
|
1,044
|
|
|
1,018
|
|
||||
Total operating expenses
|
6,454
|
|
|
5,215
|
|
|
14,537
|
|
|
10,389
|
|
||||
Credits to fees from Adviser
|
—
|
|
|
(974
|
)
|
|
—
|
|
|
(1,543
|
)
|
||||
Total operating expenses, net of credits to fees
|
6,454
|
|
|
4,241
|
|
|
14,537
|
|
|
8,846
|
|
||||
OTHER INCOME (EXPENSE):
|
|
|
|
|
|
|
|
||||||||
Other income
|
21
|
|
|
48
|
|
|
1,345
|
|
|
874
|
|
||||
Interest expense
|
(4,990
|
)
|
|
(3,543
|
)
|
|
(9,953
|
)
|
|
(6,996
|
)
|
||||
Dividends declared on Series A cumulative term preferred stock
|
(458
|
)
|
|
(458
|
)
|
|
(916
|
)
|
|
(916
|
)
|
||||
(Loss) gain on dispositions of real estate assets, net
|
(567
|
)
|
|
13
|
|
|
(666
|
)
|
|
(19
|
)
|
||||
Property and casualty (loss) recovery
|
—
|
|
|
(7
|
)
|
|
66
|
|
|
(7
|
)
|
||||
(Loss) income from investments in unconsolidated entities
|
(8
|
)
|
|
—
|
|
|
26
|
|
|
—
|
|
||||
Total other expense, net
|
(6,002
|
)
|
|
(3,947
|
)
|
|
(10,098
|
)
|
|
(7,064
|
)
|
||||
NET INCOME
|
182
|
|
|
174
|
|
|
3,283
|
|
|
282
|
|
||||
Net loss (income) attributable to non-controlling interests
|
2
|
|
|
(1
|
)
|
|
(39
|
)
|
|
(3
|
)
|
||||
NET INCOME ATTRIBUTABLE TO THE COMPANY
|
184
|
|
|
173
|
|
|
3,244
|
|
|
279
|
|
||||
Dividends declared on Series B cumulative redeemable preferred stock
|
(2,241
|
)
|
|
(893
|
)
|
|
(4,367
|
)
|
|
(1,494
|
)
|
||||
Dividends declared on Series C cumulative redeemable preferred stock
|
(21
|
)
|
|
—
|
|
|
(21
|
)
|
|
—
|
|
||||
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$
|
(2,078
|
)
|
|
$
|
(720
|
)
|
|
$
|
(1,144
|
)
|
|
$
|
(1,215
|
)
|
|
|
|
|
|
|
|
|
||||||||
LOSS PER COMMON SHARE:
|
|
|
|
|
|
|
|
||||||||
Basic and diluted
|
$
|
(0.10
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(0.05
|
)
|
|
$
|
(0.07
|
)
|
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
|
|
|
|
|
|
|
|
||||||||
Basic and diluted
|
21,418,455
|
|
|
18,641,738
|
|
|
21,340,268
|
|
|
18,336,975
|
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
COMPREHENSIVE INCOME:
|
|
|
|
|
|
|
|
||||||||
Net income attributable to the Company
|
$
|
184
|
|
|
$
|
173
|
|
|
$
|
3,244
|
|
|
$
|
279
|
|
Change in fair value related to interest rate hedging instruments
|
(169
|
)
|
|
—
|
|
|
(1,426
|
)
|
|
—
|
|
||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY
|
$
|
15
|
|
|
$
|
173
|
|
|
$
|
1,818
|
|
|
$
|
279
|
|
|
Three months ended June 30, 2020
|
|||||||||||||||||||||||||||||||||||||||||||
|
Series B Preferred Stock
|
|
Series C Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-in Capital |
|
Accumulated
Other
Comprehensive Loss |
|
Distributions
in Excess of Accumulated Earnings |
|
Total
Stockholders’ Equity |
|
Non-
Controlling Interests |
|
Total
Equity |
|||||||||||||||||||||||||||
|
Number
of Shares |
|
Par
Value |
|
Number
of Shares |
|
Par
Value |
|
Number
of Shares |
|
Par
Value |
|
|
|
|
|
||||||||||||||||||||||||||||
Balance at March 31, 2020
|
5,977,647
|
|
|
$
|
6
|
|
|
—
|
|
|
$
|
—
|
|
|
21,346,458
|
|
|
$
|
21
|
|
|
$
|
348,020
|
|
|
$
|
(1,647
|
)
|
|
$
|
(40,701
|
)
|
|
$
|
305,699
|
|
|
$
|
2,356
|
|
|
$
|
308,055
|
|
Issuance of Series B Preferred Stock, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(66
|
)
|
|
—
|
|
|
—
|
|
|
(66
|
)
|
|
—
|
|
|
(66
|
)
|
|||||||||
Redemptions of Series B Preferred Stock
|
(5,165
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(124
|
)
|
|
—
|
|
|
—
|
|
|
(124
|
)
|
|
—
|
|
|
(124
|
)
|
|||||||||
Issuance of Series C Preferred Stock, net
|
—
|
|
|
—
|
|
|
130,702
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,963
|
|
|
—
|
|
|
—
|
|
|
2,963
|
|
|
—
|
|
|
2,963
|
|
|||||||||
Redemption of OP Units
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
144,152
|
|
|
0
|
|
|
2,092
|
|
|
—
|
|
|
—
|
|
|
2,092
|
|
|
(2,092
|
)
|
|
—
|
|
|||||||||
Issuance of common stock, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,129
|
|
|
1
|
|
|
707
|
|
|
—
|
|
|
—
|
|
|
708
|
|
|
—
|
|
|
708
|
|
|||||||||
Comprehensive loss attributable to the Company
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(169
|
)
|
|
—
|
|
|
(169
|
)
|
|
—
|
|
|
(169
|
)
|
|||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
184
|
|
|
184
|
|
|
(2
|
)
|
|
182
|
|
|||||||||
Dividends—Series B Preferred Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,241
|
)
|
|
(2,241
|
)
|
|
—
|
|
|
(2,241
|
)
|
|||||||||
Dividends—Series C Preferred Stock
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21
|
)
|
|
(21
|
)
|
|
—
|
|
|
(21
|
)
|
|||||||||||
Distributions—OP Units and common stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,874
|
)
|
|
(2,874
|
)
|
|
(30
|
)
|
|
(2,904
|
)
|
|||||||||
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(915
|
)
|
|
—
|
|
|
—
|
|
|
(915
|
)
|
|
915
|
|
|
—
|
|
|||||||||
Balance at June 30, 2020
|
5,972,482
|
|
|
$
|
6
|
|
|
130,702
|
|
|
$
|
—
|
|
|
21,534,739
|
|
|
$
|
22
|
|
|
$
|
352,677
|
|
|
$
|
(1,816
|
)
|
|
$
|
(45,653
|
)
|
|
$
|
305,236
|
|
|
$
|
1,147
|
|
|
$
|
306,383
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
|
Six months ended June 30, 2020
|
|||||||||||||||||||||||||||||||||||||||||||
|
Series B Preferred Stock
|
|
Series C Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-in Capital |
|
Accumulated
Other Comprehensive Loss |
|
Distributions
in Excess of Accumulated Earnings |
|
Total
Stockholders’ Equity |
|
Non-
Controlling Interests |
|
Total
Equity |
|||||||||||||||||||||||||||
|
Number
of Shares |
|
Par
Value |
|
Number
of Shares |
|
Par
Value |
|
Number
of Shares |
|
Par
Value |
|
|
|
|
|
||||||||||||||||||||||||||||
Balance at December 31, 2019
|
4,755,869
|
|
$
|
5
|
|
|
—
|
|
$
|
—
|
|
|
20,936,658
|
|
$
|
21
|
|
|
$
|
315,770
|
|
|
$
|
(390
|
)
|
|
$
|
(38,785
|
)
|
|
$
|
276,621
|
|
|
$
|
2,349
|
|
|
$
|
278,970
|
|
|||
Issuance of Series B Preferred Stock, net
|
1,229,531
|
|
1
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
27,049
|
|
|
—
|
|
|
—
|
|
|
27,050
|
|
|
—
|
|
|
27,050
|
|
||||||||||||
Redemptions of Series B Preferred Stock
|
(12,918)
|
|
0
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
(309
|
)
|
|
—
|
|
|
—
|
|
|
(309
|
)
|
|
—
|
|
|
(309
|
)
|
||||||||||||
Issuance of Series C Preferred Stock, net
|
—
|
|
—
|
|
|
130,702
|
|
—
|
|
|
—
|
|
—
|
|
|
2,963
|
|
|
—
|
|
|
—
|
|
|
2,963
|
|
|
—
|
|
|
2,963
|
|
||||||||||||
Redemptions of OP Units
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
144,152
|
|
0
|
|
|
2,092
|
|
|
—
|
|
|
—
|
|
|
2,092
|
|
|
(2,092
|
)
|
|
—
|
|
||||||||||||
Issuance of common stock, net
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
453,929
|
|
1
|
|
|
6,031
|
|
|
—
|
|
|
—
|
|
|
6,032
|
|
|
—
|
|
|
6,032
|
|
||||||||||||
Comprehensive loss attributable to the Company
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
(1,426
|
)
|
|
—
|
|
|
(1,426
|
)
|
|
—
|
|
|
(1,426
|
)
|
||||||||||||
Net income
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,244
|
|
|
3,244
|
|
|
39
|
|
|
3,283
|
|
||||||||||||
Dividends—Series B Preferred Stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,367
|
)
|
|
(4,367
|
)
|
|
—
|
|
|
(4,367
|
)
|
||||||||||||
Dividends—Series C Preferred Stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21
|
)
|
|
(21
|
)
|
|
—
|
|
|
(21
|
)
|
||||||||||||
Distributions—OP Units and common stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,724
|
)
|
|
(5,724
|
)
|
|
(68
|
)
|
|
(5,792
|
)
|
||||||||||||
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
(919
|
)
|
|
—
|
|
|
—
|
|
|
(919
|
)
|
|
919
|
|
|
—
|
|
||||||||||||
Balance at June 30, 2020
|
5,972,482
|
|
$
|
6
|
|
|
130,702
|
|
$
|
—
|
|
|
21,534,739
|
|
$
|
22
|
|
|
$
|
352,677
|
|
|
$
|
(1,816
|
)
|
|
$
|
(45,653
|
)
|
|
$
|
305,236
|
|
|
$
|
1,147
|
|
|
$
|
306,383
|
|
|
Three Months Ended June 30, 2019
|
||||||||||||||||||||||||||||||||||||||||
|
Series B Preferred Stock
|
|
Series C Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-in Capital |
|
Accumulated
Other Comprehensive Loss |
|
Distributions
in Excess of Accumulated Earnings |
|
Total
Stockholders’ Equity |
|
Non-
Controlling Interests |
|
Total
Equity |
||||||||||||||||||||||||
|
Number
of Shares |
|
Par
Value |
|
Number
of Shares |
|
Par
Value |
|
Number
of Shares |
|
Par
Value |
|
|
|
|
|
|||||||||||||||||||||||||
Balance at March 31, 2019
|
1,891,709
|
|
$
|
2
|
|
|
—
|
|
—
|
|
|
18,462,219
|
|
$
|
18
|
|
|
$
|
223,480
|
|
|
$
|
—
|
|
|
$
|
(28,731
|
)
|
|
$
|
194,769
|
|
|
$
|
—
|
|
|
$
|
194,769
|
|
|
Issuance of Series B Preferred Stock, net
|
751,159
|
|
1
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
16,755
|
|
|
—
|
|
|
—
|
|
|
16,756
|
|
|
—
|
|
|
16,756
|
|
|||||||||
Redemptions of Series B Preferred Stock
|
(6,800)
|
|
0
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
(153
|
)
|
|
—
|
|
|
—
|
|
|
(153
|
)
|
|
—
|
|
|
(153
|
)
|
|||||||||
Issuance of common stock, net
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
2,070,551
|
|
3
|
|
|
23,167
|
|
|
—
|
|
|
—
|
|
|
23,170
|
|
|
—
|
|
|
23,170
|
|
|||||||||
Net income
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
174
|
|
|
174
|
|
|
—
|
|
|
174
|
|
|||||||||
Dividends—Series B Preferred Stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(893
|
)
|
|
(893
|
)
|
|
—
|
|
|
(893
|
)
|
|||||||||
Distributions—OP Units and common stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,469
|
)
|
|
(2,469
|
)
|
|
—
|
|
|
(2,469
|
)
|
|||||||||
Balance at June 30, 2019
|
2,636,068
|
|
$
|
3
|
|
|
—
|
|
$
|
—
|
|
|
20,532,770
|
|
$
|
21
|
|
|
$
|
263,249
|
|
|
$
|
—
|
|
|
$
|
(31,919
|
)
|
|
$
|
231,354
|
|
|
$
|
—
|
|
|
$
|
231,354
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
|
Six Months Ended June 30, 2019
|
|
|
||||||||||||||||||||||||||||||||||||||
|
Series B Preferred Stock
|
|
Series C Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-in Capital |
|
Accumulated
Other Comprehensive Loss |
|
Distributions
in Excess of Accumulated Earnings |
|
Total
Stockholders’ Equity |
|
Non-
Controlling Interests |
|
Total
Equity |
||||||||||||||||||||||||
|
Number
of Shares |
|
Par
Value |
|
Number
of Shares |
|
Par
Value |
|
Number
of Shares |
|
Par
Value |
|
|
|
|
|
|
||||||||||||||||||||||||
Balance at December 31, 2018
|
1,144,393
|
|
$
|
1
|
|
|
—
|
|
—
|
|
|
17,891,340
|
|
$
|
18
|
|
|
$
|
202,053
|
|
|
$
|
—
|
|
|
$
|
(25,826
|
)
|
|
$
|
176,246
|
|
|
$
|
4,807
|
|
|
$
|
181,053
|
|
|
Issuance of Series B Preferred Stock, net
|
1,499,075
|
|
2
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
33,458
|
|
|
—
|
|
|
—
|
|
|
33,460
|
|
|
—
|
|
|
33,460
|
|
|||||||||
Redemptions of Series B Preferred Stock
|
(7,400)
|
|
0
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
(166
|
)
|
|
—
|
|
|
—
|
|
|
(166
|
)
|
|
—
|
|
|
(166
|
)
|
|||||||||
Redemption of OP Units
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
570,879
|
|
1
|
|
|
4,714
|
|
|
—
|
|
|
—
|
|
|
4,715
|
|
|
(4,715
|
)
|
|
—
|
|
|||||||||
Issuance of common stock, net
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
2,070,551
|
|
2
|
|
|
23,147
|
|
|
—
|
|
|
—
|
|
|
23,149
|
|
|
—
|
|
|
23,149
|
|
|||||||||
Net income
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
279
|
|
|
279
|
|
|
3
|
|
|
282
|
|
|||||||||
Dividends—Series B Preferred Stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,494
|
)
|
|
(1,494
|
)
|
|
—
|
|
|
(1,494
|
)
|
|||||||||
Distributions—OP Units and common stock
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,878
|
)
|
|
(4,878
|
)
|
|
(52
|
)
|
|
(4,930
|
)
|
|||||||||
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
|
43
|
|
|
—
|
|
|
—
|
|
|
43
|
|
|
(43
|
)
|
|
—
|
|
|||||||||
Balance at June 30, 2019
|
2,636,068
|
|
$
|
3
|
|
|
—
|
|
$
|
—
|
|
|
20,532,770
|
|
$
|
21
|
|
|
$
|
263,249
|
|
|
$
|
—
|
|
|
$
|
(31,919
|
)
|
|
$
|
231,354
|
|
|
$
|
—
|
|
|
$
|
231,354
|
|
|
For the Six Months Ended June 30,
|
||||||
|
2020
|
|
2019
|
||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
||||
Net income
|
$
|
3,283
|
|
|
$
|
282
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
8,100
|
|
|
5,533
|
|
||
Amortization of debt issuance costs
|
365
|
|
|
299
|
|
||
Amortization of deferred rent assets and liabilities, net
|
(139
|
)
|
|
(157
|
)
|
||
Amortization of of right-of-use asset from operating leases and operating lease liabilities, net
|
(24
|
)
|
|
(29
|
)
|
||
Income from investments in unconsolidated entities
|
(26
|
)
|
|
—
|
|
||
Bad debt expense
|
12
|
|
|
6
|
|
||
Loss on dispositions of real estate assets, net
|
666
|
|
|
19
|
|
||
Property and casualty recovery, net
|
—
|
|
|
7
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Other assets, net
|
(1,426
|
)
|
|
220
|
|
||
Accounts payable and accrued expenses and Due to related parties, net
|
(501
|
)
|
|
(1,344
|
)
|
||
Other liabilities, net
|
(373
|
)
|
|
(580
|
)
|
||
Net cash provided by operating activities
|
9,937
|
|
|
4,256
|
|
||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
||||
Acquisition of new real estate assets
|
(25,134
|
)
|
|
(48,004
|
)
|
||
Capital expenditures on existing real estate assets
|
(9,427
|
)
|
|
(5,549
|
)
|
||
Proceeds from dispositions of real estate assets
|
166
|
|
|
—
|
|
||
Change in deposits on real estate acquisitions, net
|
(705
|
)
|
|
(1,050
|
)
|
||
Net cash used in investing activities
|
(35,100
|
)
|
|
(54,603
|
)
|
||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
||||
Proceeds from issuance of preferred and common equity
|
39,563
|
|
|
61,394
|
|
||
Offering costs
|
(2,917
|
)
|
|
(4,521
|
)
|
||
Redemption of Series B Preferred Stock
|
(309
|
)
|
|
(166
|
)
|
||
Borrowings from mortgage notes and bonds payable
|
16,300
|
|
|
18,072
|
|
||
Repayments of mortgage notes and bonds payable
|
(6,588
|
)
|
|
(4,247
|
)
|
||
Borrowings from lines of credit
|
—
|
|
|
14,900
|
|
||
Repayments of lines of credit
|
—
|
|
|
(14,900
|
)
|
||
Payments of financing fees
|
(378
|
)
|
|
(115
|
)
|
||
Dividends paid on cumulative redeemable preferred stock (Series B and Series C)
|
(3,625
|
)
|
|
(1,165
|
)
|
||
Distributions paid on common stock
|
(5,724
|
)
|
|
(4,878
|
)
|
||
Distributions paid to non-controlling interests in Operating Partnership
|
(68
|
)
|
|
(52
|
)
|
||
Net cash provided by financing activities
|
36,254
|
|
|
64,322
|
|
||
NET INCREASE IN CASH AND CASH EQUIVALENTS
|
11,091
|
|
|
13,975
|
|
||
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
|
13,688
|
|
|
14,730
|
|
||
CASH AND CASH EQUIVALENTS AT END OF PERIOD
|
$
|
24,779
|
|
|
$
|
28,705
|
|
|
For the Six Months Ended June 30,
|
||||||
|
2020
|
|
2019
|
||||
NON-CASH OPERATING, INVESTING, AND FINANCING INFORMATION:
|
|
|
|
||||
Operating lease right-of-use assets
|
$
|
—
|
|
|
$
|
198
|
|
Operating lease liabilities
|
—
|
|
|
(169
|
)
|
||
Real estate additions included in Accounts payable and accrued expenses and Due to related parties, net
|
3,785
|
|
|
2,465
|
|
||
Stock offering and OP Unit issuance costs included in Accounts payable and accrued expenses and Due to related parties, net
|
—
|
|
|
99
|
|
||
Financing fees included in Accounts payable and accrued expenses and Due to related parties, net
|
95
|
|
|
20
|
|
||
Unrealized loss related to interest rate hedging instrument
|
(1,816
|
)
|
|
—
|
|
Location
|
|
No. of Farms
|
|
Total
Acres |
|
Farm Acres
|
|
Net Cost Basis(1)
|
|
Encumbrances(2)
|
||||
California(3)
|
|
43
|
|
15,420
|
|
14,203
|
|
$
|
436,744
|
|
|
$
|
268,244
|
|
Florida
|
|
23
|
|
20,770
|
|
16,256
|
|
210,474
|
|
|
131,359
|
|
||
Arizona(4)
|
|
6
|
|
6,280
|
|
5,228
|
|
58,498
|
|
|
22,087
|
|
||
Colorado
|
|
12
|
|
32,773
|
|
25,577
|
|
48,864
|
|
|
31,047
|
|
||
Nebraska
|
|
9
|
|
7,782
|
|
7,050
|
|
30,825
|
|
|
19,331
|
|
||
Michigan
|
|
15
|
|
962
|
|
682
|
|
12,262
|
|
|
7,573
|
|
||
Texas
|
|
1
|
|
3,667
|
|
2,219
|
|
8,363
|
|
|
5,173
|
|
||
Washington
|
|
1
|
|
746
|
|
417
|
|
8,031
|
|
|
4,957
|
|
||
Oregon
|
|
3
|
|
418
|
|
363
|
|
6,198
|
|
|
3,785
|
|
||
North Carolina
|
|
2
|
|
310
|
|
295
|
|
2,264
|
|
|
1,206
|
|
||
|
|
115
|
|
89,128
|
|
72,290
|
|
$
|
822,523
|
|
|
$
|
494,762
|
|
(1)
|
Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs associated with the properties, and adjusted for accumulated depreciation and amortization. Specifically, includes Investments in real estate, net (excluding improvements paid for by the tenant) and Lease intangibles, net; plus net above-market lease values, lease incentives, and investments in special-purpose LLCs included in Other assets, net; and less net below-market lease values and other deferred revenue included in Other liabilities, net; each as shown on the accompanying Condensed Consolidated Balance Sheets.
|
(2)
|
Excludes approximately $3.1 million of debt issuance costs related to notes and bonds payable, included in Notes and bonds payable, net on the accompanying Condensed Consolidated Balance Sheet.
|
(3)
|
Includes ownership in a special-purpose LLC that owns a pipeline conveying water to one of our properties. As of June 30, 2020, this investment had a net carrying value of approximately $613,000 and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheet.
|
(4)
|
Includes two farms in which we own a leasehold interest via ground leases with the State of Arizona that expire in February 2022 and February 2025, respectively. In total, these two farms consist of 1,368 total acres and 1,221 farm acres and had an aggregate net cost basis of approximately $1.9 million as of June 30, 2020 (included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheet).
|
|
June 30, 2020
|
|
December 31, 2019
|
||||
Real estate:
|
|
|
|
||||
Land and land improvements
|
$
|
609,792
|
|
|
$
|
583,247
|
|
Irrigation and drainage systems
|
115,293
|
|
|
108,222
|
|
||
Horticulture
|
108,779
|
|
|
107,941
|
|
||
Farm-related facilities
|
21,250
|
|
|
20,665
|
|
||
Other site improvements
|
7,215
|
|
|
7,180
|
|
||
Real estate, at gross cost
|
862,329
|
|
|
827,255
|
|
||
Accumulated depreciation
|
(41,566
|
)
|
|
(35,174
|
)
|
||
Real estate, net
|
$
|
820,763
|
|
|
$
|
792,081
|
|
|
June 30, 2020
|
|
December 31, 2019
|
||||
Lease intangibles:
|
|
|
|
||||
Leasehold interest – land
|
$
|
3,498
|
|
|
$
|
3,498
|
|
In-place leases
|
2,007
|
|
|
2,293
|
|
||
Leasing costs
|
1,584
|
|
|
2,066
|
|
||
Tenant relationships
|
414
|
|
|
414
|
|
||
Lease intangibles, at cost
|
7,503
|
|
|
8,271
|
|
||
Accumulated amortization
|
(3,823
|
)
|
|
(3,444
|
)
|
||
Lease intangibles, net
|
$
|
3,680
|
|
|
$
|
4,827
|
|
|
|
June 30, 2020
|
|
December 31, 2019
|
||||||||||||
Intangible Asset or Liability
|
|
Deferred
Rent Asset
(Liability)
|
|
Accumulated
(Amortization)
Accretion
|
|
Deferred
Rent Asset
(Liability)
|
|
Accumulated
(Amortization)
Accretion
|
||||||||
Above-market lease values and lease incentives(1)
|
|
$
|
201
|
|
|
$
|
(103
|
)
|
|
$
|
111
|
|
|
$
|
(41
|
)
|
Below-market lease values and other deferred revenue(2)
|
|
(886
|
)
|
|
307
|
|
|
(886
|
)
|
|
257
|
|
||||
|
|
$
|
(685
|
)
|
|
$
|
204
|
|
|
$
|
(775
|
)
|
|
$
|
216
|
|
(1)
|
Net above-market lease values and lease incentives are included as part of Other assets, net on the accompanying Condensed Consolidated Balance Sheets, and the related amortization is recorded as a reduction of Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
|
(2)
|
Net below-market lease values and other deferred revenue are included as a part of Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets, and the related accretion is recorded as an increase to Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
|
Property
Name |
|
Property
Location |
|
Acquisition
Date |
|
Total
Acres |
|
No. of
Farms |
|
Primary
Crop(s) |
|
Lease
Term |
|
Renewal
Options |
|
Total
Purchase Price |
|
Acquisition
Costs(1) |
|
Annualized
Straight-line Rent(2) |
|
New
Long-term Debt |
||||||||
County Road 18
|
|
Phillips, CO
|
|
1/15/2020
|
|
1,325
|
|
2
|
|
Sugar beets, edible beans, potatoes, & corn
|
|
6.0 years
|
|
None
|
|
$
|
7,500
|
|
|
$
|
39
|
|
|
$
|
417
|
|
|
$
|
4,500
|
|
Lamar Valley
|
|
Chase, NE
|
|
5/7/2020
|
|
678
|
|
1
|
|
Potatoes, edible beans, & corn
|
|
6.7 years
|
|
2 (5 years)
|
|
3,500
|
|
|
47
|
|
|
204
|
|
|
2,100
|
|
||||
Driver Road(3)
|
|
Kern, CA
|
|
6/5/2020
|
|
590
|
|
1
|
|
Pecans
|
|
4.7 years
|
|
2 (10 years)
|
|
14,169
|
|
|
53
|
|
|
784
|
|
|
8,500
|
|
||||
|
|
|
|
|
|
2,593
|
|
4
|
|
|
|
|
|
|
|
$
|
25,169
|
|
|
$
|
139
|
|
|
$
|
1,405
|
|
|
$
|
15,100
|
|
(1)
|
Includes approximately $18,000 of aggregate external legal fees associated with negotiating and originating the leases associated with these acquisitions, which costs were expensed in the period incurred.
|
(2)
|
Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents.
|
(3)
|
The lease provides for an initial term of 14.7 years and includes six tenant termination options throughout the initial term. The lease term stated above represents the term through the first available termination option, and the annualized straight-line rent amount represents the rent guaranteed through the noncancelable term of the lease.
|
Property
Name |
|
Property
Location |
|
Acquisition
Date |
|
Total
Acres |
|
No. of
Farms |
|
Primary
Crop(s) |
|
Lease
Term |
|
Renewal
Options |
|
Total
Purchase Price |
|
Acquisition
Costs(1) |
|
Annualized
Straight-line Rent(2) |
|
New
Long-term Debt |
||||||||
Somerset Road
|
|
Lincoln, NE
|
|
1/22/2019
|
|
695
|
|
1
|
|
Popcorn & edible beans
|
|
4.9 years
|
|
1 (5 years)
|
|
$
|
2,400
|
|
|
$
|
33
|
|
|
$
|
126
|
|
|
$
|
1,440
|
|
Greenhills Boulevard(3)
|
|
Madera, CA
|
|
4/9/2019
|
|
928
|
|
1
|
|
Pistachios
|
|
10.6 years
|
|
2 (5 years)
|
|
28,550
|
|
|
141
|
|
|
1,721
|
|
|
17,130
|
|
||||
Van Buren Trail
|
|
Van Buren, MI
|
|
5/29/2019
|
|
159
|
|
2
|
|
Blueberries & cranberries
|
|
10.6 years
|
|
2 (5 years)
|
|
2,682
|
|
|
26
|
|
|
206
|
|
|
1,609
|
|
||||
Blue Star Highway
|
|
Allegran & Van Buren, MI
|
|
6/4/2019
|
|
357
|
|
8
|
|
Blueberries
|
|
10.6 years
|
|
2 (5 years)
|
|
5,100
|
|
|
30
|
|
|
390
|
|
|
3,060
|
|
||||
Yolo County Line Road
|
|
Yolo, CA
|
|
6/13/2019
|
|
542
|
|
1
|
|
Olives for olive oil
|
|
14.6 years
|
|
1 (5 years)
|
|
9,190
|
|
|
68
|
|
|
624
|
|
|
5,514
|
|
||||
|
|
|
|
|
|
2,681
|
|
13
|
|
|
|
|
|
|
|
$
|
47,922
|
|
|
$
|
298
|
|
|
$
|
3,067
|
|
|
$
|
28,753
|
|
(1)
|
Includes approximately $18,000 of external legal fees associated with negotiating and originating the lease associated with this acquisition, which cost was expensed in the period incurred.
|
(2)
|
Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents.
|
(3)
|
Lease provides for a participation rent component based on the gross crop revenues earned on the farm. The rent figure above represents only the minimum cash guaranteed under the lease.
|
Acquisition Period
|
|
Land and Land
Improvements
|
|
Irrigation &
Drainage Systems
|
|
Horticulture
|
|
Farm-related
Facilities
|
|
Total Purchase
Price
|
||||||||||
2020 Acquisitions
|
|
$
|
22,630
|
|
|
$
|
2,119
|
|
|
$
|
369
|
|
|
$
|
51
|
|
|
$
|
25,169
|
|
2019 Acquisitions
|
|
18,209
|
|
|
4,022
|
|
|
23,989
|
|
|
1,702
|
|
|
47,922
|
|
|
|
|
|
PRIOR LEASES
|
|
NEW LEASES(1)(2)
|
|||||||||
Farm
Locations |
Number
of
Leases
|
Total
Farm
Acres
|
|
Total
Annualized
Straight-line
Rent(3)
|
# of Leases
with
Participation
Rents
|
Lease
Structures
(# of NNN
/ NN / N)(4)
|
|
Total
Annualized Straight-line Rent(3) |
Wtd. Avg.
Term
(Years) |
# of Leases
with Participation Rents |
Lease
Structures (# of NNN / NN / N)(4) |
||||
AZ, CA, & NE
|
10
|
6,525
|
|
$
|
4,661
|
|
3
|
6 / 2 / 2
|
|
$
|
4,758
|
|
6.2
|
4
|
6 / 3 / 0
|
(1)
|
In connection with certain of these leases, we committed to provide capital for certain improvements on these farms. See Note 7, “Commitments and Contingencies—Operating Obligations,” for additional information on these commitments.
|
(2)
|
Two of the prior leases encompassing four of our farms were renewed under a single lease encompassing the same four farms.
|
(3)
|
Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the leases (presented on an annualized basis), as required under GAAP, and excludes contingent rental payments, such as participation rents.
|
(4)
|
“NNN” refers to leases under triple-net lease arrangements, “NN” refers to leases under partial-net lease arrangements, and “N” refers to leases under single-net lease arrangements. For a description of each of these types of lease arrangements, see “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—Leases—General.”
|
|
|
As of and For the six months ended June 30, 2020
|
|
As of and For the six months ended June 30, 2019
|
||||||||||||||||||||
State
|
|
Number
of
Farms
|
|
Total
Acres
|
|
% of
Total
Acres
|
|
Lease
Revenue
|
|
% of Total
Lease
Revenue
|
|
Number
of Farms |
|
Total
Acres |
|
% of
Total Acres |
|
Lease
Revenue |
|
% of Total
Lease Revenue |
||||
California(1)
|
|
43
|
|
15,420
|
|
17.3%
|
|
$
|
13,815
|
|
|
49.5%
|
|
35
|
|
11,617
|
|
15.3%
|
|
$
|
7,906
|
|
|
48.8%
|
Florida
|
|
23
|
|
20,770
|
|
23.3%
|
|
6,669
|
|
|
23.9%
|
|
22
|
|
17,184
|
|
22.6%
|
|
4,689
|
|
|
29.0%
|
||
Arizona
|
|
6
|
|
6,280
|
|
7.1%
|
|
3,805
|
|
|
13.6%
|
|
6
|
|
6,280
|
|
8.3%
|
|
1,077
|
|
|
6.7%
|
||
Colorado
|
|
12
|
|
32,773
|
|
36.8%
|
|
1,662
|
|
|
6.0%
|
|
10
|
|
31,448
|
|
41.4%
|
|
1,411
|
|
|
8.7%
|
||
Nebraska
|
|
9
|
|
7,782
|
|
8.7%
|
|
762
|
|
|
2.7%
|
|
3
|
|
3,254
|
|
4.3%
|
|
162
|
|
|
1.0%
|
||
Michigan
|
|
15
|
|
962
|
|
1.1%
|
|
384
|
|
|
1.4%
|
|
15
|
|
962
|
|
1.3%
|
|
89
|
|
|
0.5%
|
||
Oregon
|
|
3
|
|
418
|
|
0.5%
|
|
263
|
|
|
0.9%
|
|
3
|
|
418
|
|
0.6%
|
|
257
|
|
|
1.6%
|
||
Washington
|
|
1
|
|
746
|
|
0.8%
|
|
245
|
|
|
0.9%
|
|
1
|
|
746
|
|
1.0%
|
|
245
|
|
|
1.5%
|
||
Texas
|
|
1
|
|
3,667
|
|
4.1%
|
|
225
|
|
|
0.8%
|
|
1
|
|
3,667
|
|
4.8%
|
|
263
|
|
|
1.6%
|
||
North Carolina
|
|
2
|
|
310
|
|
0.3%
|
|
88
|
|
|
0.3%
|
|
2
|
|
310
|
|
0.4%
|
|
93
|
|
|
0.6%
|
||
TOTALS
|
|
115
|
|
89,128
|
|
100.0%
|
|
$
|
27,918
|
|
|
100.0%
|
|
98
|
|
75,886
|
|
100.0%
|
|
$
|
16,192
|
|
|
100.0%
|
(1)
|
According to the California Chapter of the American Society of Farm Managers and Rural Appraisers, there are eight distinct growing regions within California; our farms are spread across six of these growing regions.
|
|
Carrying Value as of
|
|
As of June 30, 2020
|
||||||||
|
June 30, 2020
|
|
December 31, 2019
|
|
Stated Interest
Rates(1)
(Range; Wtd. Avg)
|
|
Maturity Dates
(Range; Wtd. Avg)
|
||||
Notes and bonds payable:
|
|
|
|
|
|
|
|
||||
Fixed-rate notes payable
|
$
|
404,531
|
|
|
$
|
394,569
|
|
|
3.00%–5.70%; 4.04%
|
|
2/14/2022–11/1/2045; August 2032
|
Fixed-rate bonds payable
|
90,131
|
|
|
90,380
|
|
|
2.61%–4.57%; 3.44%
|
|
12/11/2020–9/13/2028; May 2023
|
||
Total notes and bonds payable
|
494,662
|
|
|
484,949
|
|
|
|
|
|
||
Debt issuance costs – notes and bonds payable
|
(3,124
|
)
|
|
(3,120
|
)
|
|
N/A
|
|
N/A
|
||
Notes and bonds payable, net
|
$
|
491,538
|
|
|
$
|
481,829
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Variable-rate revolving lines of credit
|
$
|
100
|
|
|
$
|
100
|
|
|
3.39%
|
|
4/5/2024
|
|
|
|
|
|
|
|
|
||||
Total borrowings, net
|
$
|
491,638
|
|
|
$
|
481,929
|
|
|
|
|
|
(1)
|
Where applicable, stated interest rates are before interest patronage (as described below).
|
(1)
|
If the aggregate commitment under the New MetLife Term Note is not fully utilized by December 31, 2022, MetLife has the option to be relieved of its obligation to disburse the additional funds under the New MetLife Term Note.
|
(2)
|
Interest rates on any disbursements under the New MetLife Term Note will be based on prevailing market rates at the time of such disbursements. In addition, through December 31, 2022, the New MetLife Term Note is also subject to an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under the New MetLife Term Note).
|
(3)
|
Based on the properties that were pledged as collateral under the New MetLife Facility, as of June 30, 2020, the maximum additional amount we could draw under the facility was approximately $24.2 million.
|
(4)
|
The interest rate on the MetLife Lines of Credit is subject to a minimum annualized rate of 2.50%, plus an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under each line of credit).
|
Issuer
|
|
Date of
Issuance
|
|
Amount
|
|
Maturity
Date
|
|
Principal
Amortization
|
|
Interest Rate Terms(1)
|
||
Premier Farm Credit, FLCA
|
|
5/14/2020
|
|
$
|
4,500
|
|
|
1/1/2045
|
|
24.6 years
|
|
4.00%, fixed through December 31, 2029 (variable thereafter)
|
Farm Credit West, FLCA
|
|
6/24/2020
|
|
600
|
|
|
5/1/2044
|
|
24.2 years
|
|
3.00%, fixed through July 31, 2026 (variable thereafter)
|
|
Farm Credit West, FLCA
|
|
6/24/2020
|
|
600
|
|
|
5/1/2044
|
|
24.2 years
|
|
3.00%, fixed through August 31, 2026 (variable thereafter)
|
|
Farm Credit West, FLCA
|
|
6/25/2020
|
|
8,500
|
|
|
11/1/2045
|
|
25.0 years
|
|
3.75%, fixed through June 30, 2030 (variable thereafter)
|
(1)
|
Stated rate is before interest patronage, as described below.
|
Date of Issuance
|
|
Amount
|
|
Maturity Date
|
|
Principal Amortization
|
|
Interest Rate Terms
|
||
6/8/2020
|
|
$
|
2,100
|
|
|
7/1/2027
|
|
30.0 years
|
|
3.40%, fixed throughout term
|
Date of Issuance
|
|
Amount
|
|
Maturity Date
|
|
Principal Amortization
|
|
Interest Rate Terms
|
||
1/10/2020
|
|
$
|
8,100
|
|
|
1/12/2024
|
|
None
(interest only) |
|
2.66%, fixed throughout term
|
Period
|
|
Scheduled
Principal Payments
|
|||
For the remaining six months ending December 31:
|
2020
|
|
$
|
19,361
|
|
For the fiscal years ending December 31:
|
2021
|
|
18,833
|
|
|
|
2022
|
|
41,707
|
|
|
|
2023
|
|
35,974
|
|
|
|
2024
|
|
35,260
|
|
|
|
2025
|
|
32,256
|
|
|
|
Thereafter
|
|
311,271
|
|
|
|
|
|
$
|
494,662
|
|
•
|
Level 1 — inputs that are based upon quoted prices (unadjusted) for identical assets or liabilities in active markets;
|
•
|
Level 2 — inputs are based upon quoted prices for similar assets or liabilities in active or inactive markets or model-based valuation techniques, for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and
|
•
|
Level 3 — inputs are generally unobservable and significant to the fair value measurement. These unobservable inputs are generally supported by little or no market activity and are based upon management’s estimates of assumptions that market participants would use in pricing the asset or liability.
|
June 30, 2020
|
|
December 31, 2019
|
||||||||||||||||||||
Aggregate Notional Amount
|
|
Aggregate Fair Value Asset
|
|
Aggregate Fair Value Liability
|
|
Aggregate Notional Amount
|
|
Aggregate Fair Value Asset
|
|
Aggregate Fair Value Liability
|
||||||||||||
$
|
14,077
|
|
|
$
|
—
|
|
|
$
|
1,816
|
|
|
$
|
14,298
|
|
|
$
|
—
|
|
|
$
|
390
|
|
|
Three Months Ended June 30, 2020
|
|
Six Months Ended June 30, 2020
|
||||
Derivative in cash flow hedging relationship:
|
|
|
|
||||
Interest rate swaps
|
$
|
169
|
|
|
$
|
1,426
|
|
Total
|
$
|
169
|
|
|
$
|
1,426
|
|
|
|
|
|
Derivative Liability Fair Value
|
||||||
Derivative Type
|
|
Balance Sheet Location
|
|
June 30, 2020
|
|
December 31, 2019
|
||||
Derivatives Designated as Hedging Instruments:
|
|
|
|
|
|
|
||||
Interest rate swaps
|
|
Other liabilities, net
|
|
$
|
1,816
|
|
|
$
|
390
|
|
Total
|
|
|
|
$
|
1,816
|
|
|
$
|
390
|
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
Base management fee(1)(2)
|
$
|
1,047
|
|
|
$
|
974
|
|
|
$
|
2,081
|
|
|
$
|
1,879
|
|
Incentive fee(1)(2)
|
—
|
|
|
—
|
|
|
1,334
|
|
|
—
|
|
||||
Credits from non-contractual, unconditional, and irrevocable waiver granted by Adviser’s board of directors(2)
|
—
|
|
|
(974
|
)
|
|
—
|
|
|
(1,543
|
)
|
||||
Total fees to our Adviser, net
|
$
|
1,047
|
|
|
$
|
—
|
|
|
$
|
3,415
|
|
|
$
|
336
|
|
|
|
|
|
|
|
|
|
||||||||
Administration fee(1)(2)
|
$
|
357
|
|
|
$
|
250
|
|
|
$
|
740
|
|
|
$
|
556
|
|
|
|
|
|
|
|
|
|
||||||||
Selling Commissions and Dealer-Manager Fees(1)(3)
|
$
|
286
|
|
|
$
|
1,659
|
|
|
$
|
2,770
|
|
|
$
|
3,313
|
|
Financing fees(1)(4)
|
28
|
|
|
26
|
|
|
28
|
|
|
28
|
|
||||
Total fees to Gladstone Securities
|
$
|
314
|
|
|
$
|
1,685
|
|
|
$
|
2,798
|
|
|
$
|
3,341
|
|
(1)
|
Pursuant to the agreements with the respective related-party entities, as discussed above.
|
(2)
|
Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
|
(3)
|
Included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets. Includes selling commissions and dealer-manager fees related to both the Series B Preferred Stock and the Series C Preferred Stock.
|
(4)
|
Included within Notes and bonds payable, net on the Condensed Consolidated Balance Sheets and amortized into Interest expense on the Condensed Consolidated Statements of Operations and Comprehensive Income.
|
|
June 30, 2020
|
|
December 31, 2019
|
||||
Base management fee
|
$
|
1,047
|
|
|
$
|
881
|
|
Incentive fee
|
—
|
|
|
847
|
|
||
Other(1)
|
3
|
|
|
25
|
|
||
Total due to Adviser
|
1,050
|
|
|
1,753
|
|
||
Administration fee
|
357
|
|
|
341
|
|
||
Cumulative accrued but unpaid portion of prior Administration Fees(2)
|
246
|
|
|
75
|
|
||
Total due to Administrator
|
603
|
|
|
416
|
|
||
Total due to related parties(3)
|
$
|
1,653
|
|
|
$
|
2,169
|
|
(1)
|
Other amounts due to or from our Adviser primarily relate to miscellaneous general and administrative expenses either paid by our Adviser on our behalf or by us on our Adviser’s behalf.
|
(2)
|
Represents the cumulative accrued but unpaid portion of prior Administration fees that are scheduled to be paid during the three months ending September 30, 2020, which is the quarter following our Administrator’s fiscal year end.
|
(3)
|
Reflected as a line item on our accompanying Condensed Consolidated Balance Sheet.
|
Farm
Location
|
|
Farm
Acreage
|
|
Total
Commitment
|
|
Obligated
Completion
Date(1)
|
|
Amount Expended
or Accrued as of
June 30, 2020
|
||||
Hillsborough, FL
|
|
55
|
|
$
|
2,250
|
|
(2)
|
Q2 2021
|
|
$
|
515
|
|
Cochise, AZ
|
|
1,320
|
|
1,820
|
|
(2)(3)
|
Q4 2021
|
|
1,482
|
|
||
Cochise, AZ
|
|
875
|
|
1,360
|
|
(2)(4)
|
Q4 2021
|
|
982
|
|
||
Van Buren, MI
|
|
89
|
|
150
|
|
|
Q4 2021
|
|
126
|
|
||
Napa, CA
|
|
269
|
|
1,548
|
|
(2)
|
Q3 2023
|
|
—
|
|
||
Columbia, OR
|
|
157
|
|
1,800
|
|
(2)
|
Q3 2024
|
|
1,146
|
|
||
Collier & Hendry, FL
|
|
3,612
|
|
2,000
|
|
(2)
|
Q2 2025
|
|
—
|
|
||
Salinas, CA
|
|
304
|
|
1,248
|
|
|
Q4 2025
|
|
548
|
|
(1)
|
Our obligation to provide capital to fund these improvements does not extend beyond these respective dates.
|
(2)
|
Pursuant to contractual agreements, we will earn additional rent on the cost of these capital improvements as the funds are disbursed by us.
|
(3)
|
Pursuant to the agreement, we will only earn additional rent if the total amount of capital improvements exceeds $1.3 million.
|
(4)
|
Pursuant to the agreement, we will only earn additional rent if the total amount of capital improvements exceeds $860,000.
|
Period
|
|
OP Units Tendered for Redemption
|
|
Shares of Common Stock Issued
|
2020:
|
|
|
|
|
Three months ended June 30, 2020
|
|
144,152
|
|
144,152
|
Six months ended June 30, 2020
|
|
144,152
|
|
144,152
|
|
|
|
|
|
2019:
|
|
|
|
|
Three months ended June 30, 2019
|
|
0
|
|
0
|
Six months ended June 30, 2019
|
|
570,879
|
|
570,879
|
Period
|
|
Number of
Shares Sold
|
|
Weighted-average
Offering Price per Share
|
|
Gross Proceeds
|
|
Net Proceeds(1)
|
|||
2020(2):
|
|
|
|
|
|
|
|
|
|||
Six months ended June 30, 2020
|
|
1,229,531
|
|
24.52
|
|
|
30,148
|
|
|
27,664
|
|
|
|
|
|
|
|
|
|
|
|||
2019:
|
|
|
|
|
|
|
|
|
|||
Three months ended June 30, 2019
|
|
751,159
|
|
24.71
|
|
|
18,560
|
|
|
16,901
|
|
Six months ended June 30, 2019
|
|
1,499,075
|
|
24.71
|
|
|
37,042
|
|
|
33,729
|
|
(1)
|
Net of Series B Selling Commissions and Series B Dealer-Manager Fees borne by us.
|
(2)
|
The Series B Offering was completed during the three months ended March 31, 2020.
|
Period
|
|
Number of
Shares Redeemed
|
|
Weighted-average
Redemption Price per Share
|
|
Cash
Redemption
Paid
|
||||
2020:
|
|
|
|
|
|
|
||||
Three months ended June 30, 2020
|
|
5,165
|
|
$
|
23.86
|
|
|
$
|
123
|
|
Six months ended June 30, 2020
|
|
12,918
|
|
23.89
|
|
|
309
|
|
||
|
|
|
|
|
|
|
||||
2019:
|
|
|
|
|
|
|
||||
Three months ended June 30, 2019
|
|
6,800
|
|
22.50
|
|
|
153
|
|
||
Six months ended June 30, 2019
|
|
7,400
|
|
22.50
|
|
|
166
|
|
Period
|
|
Number of
Shares Sold
|
|
Weighted Average
Offering Price
Per Share
|
|
Gross Proceeds
|
|
Net Proceeds(1)
|
||||||
Three and Six months ended June 30, 2020(2)
|
|
130,702
|
|
$
|
24.94
|
|
|
$
|
3,260
|
|
|
$
|
2,973
|
|
(1)
|
Net of Series C Selling Commissions and Series C Dealer-Manager Fees.
|
(2)
|
The Series C Offering commenced during the three months ended June 30, 2020.
|
Period
|
|
Number of
Shares Sold
|
|
Weighted-average
Offering Price Per Share
|
|
Gross Proceeds
|
|
Net Proceeds(1)
|
||||||
2020:
|
|
|
|
|
|
|
|
|
||||||
Three months ended June 30, 2020
|
|
44,129
|
|
$
|
16.19
|
|
|
$
|
714
|
|
|
$
|
707
|
|
Six months ended June 30, 2020
|
|
453,929
|
|
13.56
|
|
|
6,155
|
|
|
6,094
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
2019:
|
|
|
|
|
|
|
|
|
||||||
Three months ended June 30, 2019
|
|
70,551
|
|
12.65
|
|
|
893
|
|
|
879
|
|
|||
Six months ended June 30, 2019
|
|
70,551
|
|
12.65
|
|
|
893
|
|
|
879
|
|
(1)
|
Net of underwriting commissions and discounts.
|
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
Issuance
|
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
Series A Term Preferred Stock(1)
|
|
$
|
0.3984375
|
|
|
$
|
0.3984375
|
|
|
$
|
0.7968750
|
|
|
$
|
0.7968750
|
|
Series B Preferred Stock(2)
|
|
0.375
|
|
|
0.375
|
|
|
0.750
|
|
|
0.750
|
|
||||
Series C Preferred Stock(2)
|
|
0.375
|
|
|
—
|
|
|
0.375
|
|
|
—
|
|
||||
Common Stock(3)
|
|
0.13410
|
|
|
0.13350
|
|
|
0.26805
|
|
|
0.26685
|
|
(1)
|
Treated similar to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
|
(2)
|
Of the aggregate dividends declared on the Series B Preferred Stock and Series C Preferred Stock by our Board of Directors on April 14, 2020, and April 9, 2019, approximately $763,000 and $333,000, respectively, was paid (as scheduled) by us on July 3, 2020, and July 5, 2019, respectively.
|
(3)
|
The same amounts were paid as distributions on each OP Unit held by non-controlling OP Unitholders.
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
Fixed lease payments(1)
|
$
|
12,350
|
|
|
$
|
8,332
|
|
|
$
|
24,612
|
|
|
$
|
16,105
|
|
Variable lease payments(2)
|
288
|
|
|
30
|
|
|
3,306
|
|
|
87
|
|
||||
Lease revenues, net(3)
|
$
|
12,638
|
|
|
$
|
8,362
|
|
|
$
|
27,918
|
|
|
$
|
16,192
|
|
(1)
|
Fixed lease payments include contractual rents under lease agreements with tenants recognized on a straight-line basis over the respective lease terms and includes the amortization of above-market lease values and lease incentives and the accretion of below-market lease values and other deferred revenue.
|
(2)
|
Variable lease payments include participation rents, which are generally based on a percentage of the gross crop revenues earned on the farm, and reimbursements of certain property operating expenses by tenants. Participation rents are generally recognized when all contingencies have been resolved and when actual results become known or estimable, enabling us to estimate and/or measure our share of such gross revenues. During the three and six months ended June 30, 2020, we recorded participation rents of approximately $44,000 and $74,000, respectively, and reimbursements of certain property operating expenses by tenants of approximately $244,000 and $422,000, respectively. During the three and six months ended June 30, 2019, we recorded participation rents of approximately $0 and $27,000, respectively, and reimbursements of certain property operating expenses by tenants of approximately $30,000 and $60,000, respectively. In addition, during the six months ended June 30, 2020, we received a lease termination payment of approximately $3.0 million.
|
(3)
|
Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
|
(Dollars in thousands, except per-share amounts)
|
|
(Dollars in thousands, except per-share amounts)
|
||||||||||||
Net loss attributable to common stockholders
|
$
|
(2,078
|
)
|
|
$
|
(720
|
)
|
|
$
|
(1,144
|
)
|
|
$
|
(1,215
|
)
|
Weighted average shares of common stock outstanding – basic and diluted
|
21,418,455
|
|
|
18,641,738
|
|
|
21,340,268
|
|
|
18,336,975
|
|
||||
Loss per common share – basic and diluted
|
$
|
(0.10
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(0.05
|
)
|
|
$
|
(0.07
|
)
|
|
|
|
|
PRIOR LEASES
|
|
NEW LEASES
|
|||||||||
Farm
Locations |
Number
of
Leases
|
Total
Farm
Acres
|
|
Total
Annualized
Straight-line
Rent(1)
|
# of Leases
with
Participation
Rents
|
Lease
Structures
(# of NNN
/ NN / N)(2)
|
|
Total
Annualized Straight-line Rent(1) |
Wtd. Avg.
Term
(Years) |
# of Leases
with Participation Rents |
Lease
Structures (# of NNN / NN / N)(2) |
||||
FL
|
2
|
78
|
|
$
|
114
|
|
0
|
2 / 0 / 0
|
|
$
|
125
|
|
2.0
|
0
|
2 / 0 / 0
|
(1)
|
Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the leases (presented on an annualized basis), as required under GAAP, and excludes contingent rental payments, such as participation rents.
|
(2)
|
“NNN” refers to leases under triple-net lease arrangements, “NN” refers to leases under partial-net lease arrangements, and “N” refers to leases under single-net lease arrangements. For a description of each of these types of lease arrangements, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—Leases—General.”
|
Type of Issuance
|
|
Number of
Shares Sold
|
|
Weighted Average Offering Price
Per Share
|
|
Gross Proceeds
|
|
Net Proceeds(1)
|
||||||
Series C Preferred Stock
|
|
147,682
|
|
$
|
24.92
|
|
|
$
|
3,680
|
|
|
$
|
3,360
|
|
Common Stock – ATM Program
|
|
343,925
|
|
16.23
|
|
|
5,583
|
|
|
5,527
|
|
(1)
|
Net of Series C Selling Commissions and Series C Dealer-Manager Fees or underwriting commissions and discounts (in each case, as applicable).
|
|
|
As of and For the six months ended June 30, 2020
|
|
As of and For the six months ended June 30, 2019
|
||||||||||||||||||||
State
|
|
Number
of
Farms
|
|
Total
Acres
|
|
% of
Total
Acres
|
|
Lease
Revenue
|
|
% of Total
Lease
Revenue
|
|
Number
of Farms |
|
Total
Acres |
|
% of
Total Acres |
|
Lease
Revenue |
|
% of Total
Lease Revenue |
||||
California(1)
|
|
43
|
|
15,420
|
|
17.3%
|
|
$
|
13,815
|
|
|
49.5%
|
|
35
|
|
11,617
|
|
15.3%
|
|
$
|
7,906
|
|
|
48.8%
|
Florida
|
|
23
|
|
20,770
|
|
23.3%
|
|
6,669
|
|
|
23.9%
|
|
22
|
|
17,184
|
|
22.6%
|
|
4,689
|
|
|
29.0%
|
||
Arizona
|
|
6
|
|
6,280
|
|
7.1%
|
|
3,805
|
|
|
13.6%
|
|
6
|
|
6,280
|
|
8.3%
|
|
1,077
|
|
|
6.7%
|
||
Colorado
|
|
12
|
|
32,773
|
|
36.8%
|
|
1,662
|
|
|
6.0%
|
|
10
|
|
31,448
|
|
41.4%
|
|
1,411
|
|
|
8.7%
|
||
Nebraska
|
|
9
|
|
7,782
|
|
8.7%
|
|
762
|
|
|
2.7%
|
|
3
|
|
3,254
|
|
4.3%
|
|
162
|
|
|
1.0%
|
||
Michigan
|
|
15
|
|
962
|
|
1.1%
|
|
384
|
|
|
1.4%
|
|
15
|
|
962
|
|
1.3%
|
|
89
|
|
|
0.5%
|
||
Oregon
|
|
3
|
|
418
|
|
0.5%
|
|
263
|
|
|
0.9%
|
|
3
|
|
418
|
|
0.6%
|
|
257
|
|
|
1.6%
|
||
Washington
|
|
1
|
|
746
|
|
0.8%
|
|
245
|
|
|
0.9%
|
|
1
|
|
746
|
|
1.0%
|
|
245
|
|
|
1.5%
|
||
Texas
|
|
1
|
|
3,667
|
|
4.1%
|
|
225
|
|
|
0.8%
|
|
1
|
|
3,667
|
|
4.8%
|
|
263
|
|
|
1.6%
|
||
North Carolina
|
|
2
|
|
310
|
|
0.3%
|
|
88
|
|
|
0.3%
|
|
2
|
|
310
|
|
0.4%
|
|
93
|
|
|
0.6%
|
||
TOTALS
|
|
115
|
|
89,128
|
|
100.0%
|
|
$
|
27,918
|
|
|
100.0%
|
|
98
|
|
75,886
|
|
100.0%
|
|
$
|
16,192
|
|
|
100.0%
|
(1)
|
According to the California Chapter of the American Society of Farm Managers and Rural Appraisers, there are eight distinct growing regions within California; our farms are spread across six of these growing regions.
|
Year
|
|
Number of
Expiring
Leases(1)
|
|
Expiring
Leased
Acreage
|
|
% of Total
Acreage
|
|
Lease Revenues for the
Six Months Ended
June 30, 2020
|
|
% of Total
Lease
Revenues
|
||
2020
|
|
4
|
|
24,531
|
|
27.5%
|
|
$
|
1,381
|
|
|
4.9%
|
2021
|
|
10
|
(2)
|
8,849
|
|
9.9%
|
|
1,343
|
|
|
4.8%
|
|
2022
|
|
3
|
|
330
|
|
0.4%
|
|
383
|
|
|
1.4%
|
|
2023
|
|
9
|
|
6,171
|
|
6.9%
|
|
2,936
|
|
|
10.5%
|
|
2024
|
|
5
|
|
6,243
|
|
7.0%
|
|
1,143
|
|
|
4.1%
|
|
Thereafter
|
|
45
|
|
43,004
|
|
48.3%
|
|
17,869
|
|
|
64.0%
|
|
Other(3)
|
|
7
|
|
—
|
|
—%
|
|
2,863
|
|
|
10.3%
|
|
Totals
|
|
83
|
|
89,128
|
|
100.0%
|
|
$
|
27,918
|
|
|
100.0%
|
(1)
|
Certain lease agreements encompass multiple farms.
|
(2)
|
Includes two leases that were renewed for an additional two years subsequent to June 30, 2020 (see “Recent Developments—Portfolio Activity—Existing Properties—Leasing Activity” below for a summary of this and other recent leasing activities).
|
(3)
|
Consists of ancillary leases (e.g., oil, gas, and mineral leases, telecommunications leases, etc.) with varying expirations on certain of our farms. In addition, includes a net amount of approximately $2.8 million of lease revenue recorded as a result of an early lease termination on one of our properties (see below, under “Recent Developments—Portfolio Activity—Existing Properties—Leasing Activity—Lease Termination” for additional information).
|
Property
Name |
|
Property
Location |
|
Acquisition
Date |
|
Total
Acreage |
|
No. of
Farms |
|
Primary
Crop(s) |
|
Lease
Term |
|
Renewal
Options |
|
Total
Purchase Price |
|
Acquisition
Costs(1) |
|
Annualized
Straight-line Rent(2) |
||||||
Lamar Valley
|
|
Chase, NE
|
|
5/7/2020
|
|
678
|
|
1
|
|
Potatoes, edible beans, & corn
|
|
6.7 years
|
|
2 (5 years)
|
|
$
|
3,500
|
|
|
$
|
47
|
|
|
$
|
204
|
|
Driver Road(3)
|
|
Kern, CA
|
|
6/5/2020
|
|
590
|
|
1
|
|
Pecans
|
|
4.7 years
|
|
2 (10 years)
|
|
14,169
|
|
|
53
|
|
|
784
|
|
|||
|
|
|
|
|
|
1,268
|
|
2
|
|
|
|
|
|
|
|
$
|
17,669
|
|
|
$
|
100
|
|
|
$
|
988
|
|
(1)
|
Includes approximately $14,000 of aggregate external legal fees associated with negotiating and originating the leases associated with these acquisitions, which costs were expensed in the period incurred.
|
(2)
|
Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents.
|
(3)
|
The lease provides for an initial term of 14.7 years and includes six tenant termination options throughout the initial term. The lease term stated above represents the term through the first available termination option, and the annualized straight-line rent amount represents the rent guaranteed through the noncancelable term of the lease.
|
|
|
|
|
PRIOR LEASES
|
|
NEW LEASES
|
|||||||||
Farm
Locations |
Number
of
Leases
|
Total
Farm
Acres
|
|
Total
Annualized
Straight-line
Rent(1)
|
# of Leases
with
Participation
Rents
|
Lease
Structures
(# of NNN
/ NN / N)(2)
|
|
Total
Annualized Straight-line Rent(1) |
Wtd. Avg.
Term
(Years) |
# of Leases
with Participation Rents |
Lease
Structures (# of NNN / NN / N)(2) |
||||
CA & FL
|
3
|
316
|
|
$
|
719
|
|
0
|
3 / 0 / 0
|
|
$
|
891
|
|
7.2
|
0
|
3 / 0 / 0
|
(1)
|
Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the applicable leases (presented on an annualized basis), as required under GAAP, and excludes contingent rental payments, such as participation rents.
|
(2)
|
“NNN” refers to leases under triple-net lease arrangements, “NN” refers to leases under partial-net lease arrangements, and “N” refers to leases under single-net lease arrangements, in each case, as described above under “Leases—General.”
|
Lender
|
|
Date of
Issuance
|
|
Principal
Amount
|
|
Maturity
Date
|
|
Principal
Amortization
|
|
Stated
Interest
Rate
|
|
Expected
Effective
Interest
Rate(1)
|
|
Interest Rate Terms
|
|
Premier Farm Credit, FLCA
|
|
5/14/2020
|
|
4,500,000
|
|
|
1/1/2045
|
|
24.6 years
|
|
4.00%
|
|
3.00%
|
|
Fixed through December 31, 2029 (variable thereafter)
|
Conterra
|
|
6/8/2020
|
|
2,100,000
|
|
|
7/1/2027
|
|
30.0 years
|
|
3.40%
|
|
3.40%
|
|
Fixed throughout term
|
Farm Credit West, FLCA
|
|
6/24/2020
|
|
600,000
|
|
|
5/1/2044
|
|
24.2 years
|
|
3.00%
|
|
2.00%
|
|
Fixed through July 31, 2026 (variable thereafter)
|
Farm Credit West, FLCA
|
|
6/24/2020
|
|
600,000
|
|
|
5/1/2044
|
|
24.2 years
|
|
3.00%
|
|
2.00%
|
|
Fixed through August 31, 2026 (variable thereafter)
|
Farm Credit West, FLCA
|
|
6/25/2020
|
|
8,500,000
|
|
|
11/1/2045
|
|
25.0 years
|
|
3.75%
|
|
2.75%
|
|
Fixed through June 30, 2030 (variable thereafter)
|
(1)
|
On borrowings from the various Farm Credit associations, we receive interest patronage, or refunded interest, which is typically received in the calendar year following the year in which the related interest expense was accrued. The expected effective interest rates reflected in the table above are the interest rates net of expected interest patronage, which is based on either historical patronage actually received (for pre-existing lenders whom we have received interest patronage from) or indications from the respective lenders of estimated patronage to be paid (for new lenders). See Note 4, “Borrowings,” in the accompanying notes to our condensed consolidated financial statements for additional information on interest patronage received in current and prior years.
|
Number of
Shares Sold
|
|
Weighted-average
Sales Price per Share |
|
Gross Proceeds
|
|
Net Proceeds(1)
|
||||||
278,384
|
|
$
|
24.93
|
|
|
$
|
6,940
|
|
|
$
|
6,333
|
|
(1)
|
Net of selling commissions and dealer-manager fees borne by us. Aggregate selling commissions and dealer-manager fees paid to Gladstone Securities as a result of these sales was approximately $606,000 (of which approximately $584,000 was remitted by Gladstone Securities to unrelated third-parties involved in the offering, such as participating broker-dealers and wholesalers).
|
Number of
Shares Sold |
|
Weighted-average
Offering Price per Share |
|
Gross Proceeds
|
|
Net Proceeds(1)
|
||||||
388,054
|
|
$
|
16.23
|
|
|
$
|
6,298
|
|
|
$
|
6,235
|
|
(1)
|
Net of underwriter commissions and discounts.
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
Actual gross base management fee(1)
|
|
$
|
3,623
|
|
|
$
|
2,837
|
|
|
$
|
2,041
|
|
Hypothetical gross base management fee(2)
|
|
3,150
|
|
|
2,433
|
|
|
2,010
|
|
|||
Hypothetical increase (decrease) in base management fee
|
|
$
|
(473
|
)
|
|
$
|
(404
|
)
|
|
$
|
(31
|
)
|
(1)
|
Actual figures calculated pursuant to the agreements with our Adviser in place during the respective periods.
|
(2)
|
Calculated as if the 2020 Advisory Agreement had been in place as of January 1, 2017.
|
•
|
With regard to the comparison between the three months ended June 30, 2020 versus 2019:
|
◦
|
Same-property basis represents farms owned as of March 31, 2019, and were not vacant at any point during either period presented;
|
◦
|
Properties acquired or disposed of are farms that were either acquired or disposed of at any point subsequent to March 31, 2019. From April 1, 2019, through June 30, 2020, we acquired 29 new farms and did not have any farm dispositions; and
|
◦
|
Vacant or self-operated properties represent farms that were either vacant (either wholly or partially) at any point during either period presented or operated by a wholly-owned subsidiary of ours. We did not have any vacant farms during either of the three months ended June 30, 2020 or 2019.
|
•
|
With regard to the comparison between the six months ended June 30, 2020 versus 2019:
|
◦
|
Same-property basis represents farms owned as of December 31, 2019, and were not vacant at any point during either period presented;
|
◦
|
Properties acquired or disposed of are farms that were either acquired or disposed of at any point subsequent to December 31, 2018. From January 1, 2019, through June 30, 2020, we acquired 30 new farms and did not have any farm dispositions; and
|
◦
|
Vacant or self-operated properties represent farms that were either vacant (either wholly or partially) at any point during either period presented or operated by a wholly-owned subsidiary of ours. We had two farms that were vacant for a portion of the six months ended June 30, 2019.
|
|
For the Three Months Ended June 30,
|
|
|
|
|
||||||||
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
||||||
Operating revenues:
|
|
|
|
|
|
|
|
||||||
Lease revenue:
|
|
|
|
|
|
|
|
||||||
Fixed lease payments
|
$
|
12,350
|
|
|
$
|
8,332
|
|
|
$
|
4,018
|
|
|
48.2%
|
Variable lease payments – participation rents
|
44
|
|
|
—
|
|
|
44
|
|
|
NM
|
|||
Variable lease payments – tenant reimbursements
|
244
|
|
|
30
|
|
|
214
|
|
|
713.3%
|
|||
Total operating revenues
|
12,638
|
|
|
8,362
|
|
|
4,276
|
|
|
51.1%
|
|||
Operating expenses:
|
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
3,843
|
|
|
2,936
|
|
|
907
|
|
|
30.9%
|
|||
Property operating expenses
|
717
|
|
|
586
|
|
|
131
|
|
|
22.4%
|
|||
Base management and incentive fees, net of credits
|
1,047
|
|
|
—
|
|
|
1,047
|
|
|
NM
|
|||
Administration fee
|
357
|
|
|
250
|
|
|
107
|
|
|
42.8%
|
|||
General and administrative expenses
|
490
|
|
|
469
|
|
|
21
|
|
|
4.5%
|
|||
Total operating expenses, net of credits
|
6,454
|
|
|
4,241
|
|
|
2,213
|
|
|
52.2%
|
|||
Operating income
|
6,184
|
|
|
4,121
|
|
|
2,063
|
|
|
50.1%
|
|||
Other income (expense):
|
|
|
|
|
|
|
|
||||||
Other income
|
21
|
|
|
48
|
|
|
(27
|
)
|
|
(56.3)%
|
|||
Interest expense
|
(4,990
|
)
|
|
(3,543
|
)
|
|
(1,447
|
)
|
|
40.8%
|
|||
Dividends declared on Series A Term Preferred Stock
|
(458
|
)
|
|
(458
|
)
|
|
—
|
|
|
—%
|
|||
(Loss) gain on dispositions of real estate assets, net
|
(567
|
)
|
|
13
|
|
|
(580
|
)
|
|
NM
|
|||
Property and casualty loss, net
|
—
|
|
|
(7
|
)
|
|
7
|
|
|
NM
|
|||
Loss from investments in unconsolidated entities
|
(8
|
)
|
|
—
|
|
|
(8
|
)
|
|
NM
|
|||
Total other expense, net
|
(6,002
|
)
|
|
(3,947
|
)
|
|
(2,055
|
)
|
|
52.1%
|
|||
Net income
|
182
|
|
|
174
|
|
|
8
|
|
|
4.6%
|
|||
Net loss (income) attributable to non-controlling interests
|
2
|
|
|
(1
|
)
|
|
3
|
|
|
NM
|
|||
Net income attributable to the Company
|
184
|
|
|
173
|
|
|
11
|
|
|
6.4%
|
|||
Aggregate dividends declared on Series B and Series C Preferred Stock
|
(2,262
|
)
|
|
(893
|
)
|
|
(1,369
|
)
|
|
153.3%
|
|||
Net loss attributable to common stockholders
|
$
|
(2,078
|
)
|
|
$
|
(720
|
)
|
|
$
|
(1,358
|
)
|
|
188.6%
|
|
For the Six Months Ended June 30,
|
|
|
|
|
||||||||
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
||||||
Operating revenues:
|
|
|
|
|
|
|
|
||||||
Lease revenue:
|
|
|
|
|
|
|
|
||||||
Fixed lease payments
|
$
|
24,612
|
|
|
$
|
16,105
|
|
|
$
|
8,507
|
|
|
52.8%
|
Variable lease payments – participation rents
|
74
|
|
|
27
|
|
|
47
|
|
|
174.1%
|
|||
Variable lease payments – tenant reimbursements
|
422
|
|
|
60
|
|
|
362
|
|
|
603.3%
|
|||
Lease termination income, net
|
2,810
|
|
|
—
|
|
|
2,810
|
|
|
NM
|
|||
Total operating revenues
|
27,918
|
|
|
16,192
|
|
|
11,726
|
|
|
72.4%
|
|||
Operating expenses:
|
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
8,100
|
|
|
5,533
|
|
|
2,567
|
|
|
46.4%
|
|||
Property operating expenses
|
1,238
|
|
|
1,403
|
|
|
(165
|
)
|
|
(11.8)%
|
|||
Base management and incentive fees, net of credits
|
3,415
|
|
|
336
|
|
|
3,079
|
|
|
916.4%
|
|||
Administration fee
|
740
|
|
|
556
|
|
|
184
|
|
|
33.1%
|
|||
General and administrative expenses
|
1,044
|
|
|
1,018
|
|
|
26
|
|
|
2.6%
|
|||
Total operating expenses, net of credits
|
14,537
|
|
|
8,846
|
|
|
5,691
|
|
|
64.3%
|
|||
Operating income
|
13,381
|
|
|
7,346
|
|
|
6,035
|
|
|
82.2%
|
|||
Other income (expense):
|
|
|
|
|
|
|
|
||||||
Other income
|
1,345
|
|
|
874
|
|
|
471
|
|
|
53.9%
|
|||
Interest expense
|
(9,953
|
)
|
|
(6,996
|
)
|
|
(2,957
|
)
|
|
42.3%
|
|||
Dividends declared on Series A Term Preferred Stock
|
(916
|
)
|
|
(916
|
)
|
|
—
|
|
|
—%
|
|||
Loss on dispositions of real estate assets, net
|
(666
|
)
|
|
(19
|
)
|
|
(647
|
)
|
|
3,405.3%
|
|||
Property and casualty recovery (loss), net
|
66
|
|
|
(7
|
)
|
|
73
|
|
|
NM
|
|||
Income from investments in unconsolidated entities
|
26
|
|
|
—
|
|
|
26
|
|
|
NM
|
|||
Total other expense, net
|
(10,098
|
)
|
|
(7,064
|
)
|
|
(3,034
|
)
|
|
43.0%
|
|||
Net income
|
3,283
|
|
|
282
|
|
|
3,001
|
|
|
1,064.2%
|
|||
Net income attributable to non-controlling interests
|
(39
|
)
|
|
(3
|
)
|
|
(36
|
)
|
|
1,200.0%
|
|||
Net income attributable to the Company
|
3,244
|
|
|
279
|
|
|
2,965
|
|
|
1,062.7%
|
|||
Aggregate dividends declared on Series B and Series C Preferred Stock
|
(4,388
|
)
|
|
(1,494
|
)
|
|
(2,894
|
)
|
|
193.7%
|
|||
Net loss attributable to common stockholders
|
$
|
(1,144
|
)
|
|
$
|
(1,215
|
)
|
|
$
|
71
|
|
|
(5.8)%
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
||||||||||||
Same-property basis:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Fixed lease payments
|
$
|
8,027
|
|
|
$
|
7,861
|
|
|
$
|
166
|
|
|
2.1%
|
|
$
|
15,897
|
|
|
$
|
15,472
|
|
|
$
|
425
|
|
|
2.7%
|
Participation rents
|
44
|
|
|
—
|
|
|
44
|
|
|
—%
|
|
74
|
|
|
27
|
|
|
47
|
|
|
174.1%
|
||||||
Lease termination income, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
2,810
|
|
|
—
|
|
|
2,810
|
|
|
—%
|
||||||
Total – Same-property basis
|
8,071
|
|
|
7,861
|
|
|
210
|
|
|
2.7%
|
|
18,781
|
|
|
15,499
|
|
|
3,282
|
|
|
21.2%
|
||||||
Properties acquired or disposed of
|
4,323
|
|
|
471
|
|
|
3,852
|
|
|
817.8%
|
|
8,583
|
|
|
527
|
|
|
8,056
|
|
|
1,528.7%
|
||||||
Vacant or self-operated properties
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
132
|
|
|
106
|
|
|
26
|
|
|
24.5%
|
||||||
Tenant reimbursements(1)
|
244
|
|
|
30
|
|
|
214
|
|
|
713.3%
|
|
422
|
|
|
60
|
|
|
362
|
|
|
603.3%
|
||||||
Total Lease revenue
|
$
|
12,638
|
|
|
$
|
8,362
|
|
|
$
|
4,276
|
|
|
51.1%
|
|
$
|
27,918
|
|
|
$
|
16,192
|
|
|
$
|
11,726
|
|
|
72.4%
|
(1)
|
Tenant reimbursements generally represent tenant-reimbursed property operating expenses on certain of our farms, including property taxes, insurance premiums, and other property-related expenses. Corresponding amounts were also recorded as property operating expenses during the respective periods.
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
||||||||||||
Same-property basis
|
$
|
2,656
|
|
|
$
|
2,721
|
|
|
$
|
(65
|
)
|
|
(2.4)%
|
|
$
|
5,673
|
|
|
$
|
5,229
|
|
|
$
|
444
|
|
|
8.5%
|
Properties acquired or disposed of
|
1,187
|
|
|
215
|
|
|
972
|
|
|
452.1%
|
|
2,355
|
|
|
231
|
|
|
2,124
|
|
|
919.5%
|
||||||
Vacant or self-operated properties
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
72
|
|
|
73
|
|
|
(1
|
)
|
|
(1.4)%
|
||||||
Total depreciation and amortization
|
$
|
3,843
|
|
|
$
|
2,936
|
|
|
$
|
907
|
|
|
30.9%
|
|
$
|
8,100
|
|
|
$
|
5,533
|
|
|
$
|
2,567
|
|
|
46.4%
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
||||||||||||
Same-property basis
|
$
|
424
|
|
|
$
|
543
|
|
|
$
|
(119
|
)
|
|
(21.9)%
|
|
$
|
737
|
|
|
$
|
1,308
|
|
|
$
|
(571
|
)
|
|
(43.7)%
|
Properties acquired or disposed of
|
49
|
|
|
13
|
|
|
36
|
|
|
276.9%
|
|
62
|
|
|
18
|
|
|
44
|
|
|
244.4%
|
||||||
Vacant or self-operated properties
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
17
|
|
|
17
|
|
|
—
|
|
|
—%
|
||||||
Tenant-reimbursed property operating expenses(1)
|
244
|
|
|
30
|
|
|
214
|
|
|
713.3%
|
|
422
|
|
|
60
|
|
|
362
|
|
|
603.3%
|
||||||
Total Property operating expenses
|
$
|
717
|
|
|
$
|
586
|
|
|
$
|
131
|
|
|
22.4%
|
|
$
|
1,238
|
|
|
$
|
1,403
|
|
|
$
|
(165
|
)
|
|
(11.8)%
|
(1)
|
Represents certain operating expenses (property taxes, insurance premiums, and other property-related expenses) paid by us that, per the respective leases, are required to be reimbursed to us by the tenant. Corresponding amounts were also recorded as lease revenues during the respective periods.
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
||||||||||||
Base management fee, gross(1)
|
$
|
1,047
|
|
|
$
|
974
|
|
|
$
|
73
|
|
|
7.5%
|
|
2,081
|
|
|
1,879
|
|
|
$
|
202
|
|
|
10.8%
|
||
Credits granted by Adviser’s board of directors applied against the base management fee(2)
|
—
|
|
|
(974
|
)
|
|
974
|
|
|
(100.0)%
|
|
—
|
|
|
(1,543
|
)
|
|
1,543
|
|
|
(100.0)%
|
||||||
Base management fee, net
|
1,047
|
|
|
—
|
|
|
1,047
|
|
|
—%
|
|
2,081
|
|
|
336
|
|
|
1,745
|
|
|
519.3%
|
||||||
Incentive fee, gross(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
1,334
|
|
|
—
|
|
|
1,334
|
|
—%
|
|||||||
Credits granted by Adviser’s board of directors applied against the incentive fee(2)
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
|
|
|
|
—
|
|
|
—%
|
||||||||
Incentive fee, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
1,334
|
|
|
—
|
|
|
1,334
|
|
|
—%
|
||||||
Capital gains fee, gross(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
|
|
|
|
—
|
|
|
—%
|
||||||||
Credits granted by Adviser’s board of directors applied against the capital gains fee(2)
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
|
|
|
|
—
|
|
|
—%
|
||||||||
Capital gains fee, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—%
|
|
|
|
|
|
—
|
|
|
—%
|
||||||||
Total fees to Adviser, gross
|
1,047
|
|
|
974
|
|
|
73
|
|
|
7.5%
|
|
3,415
|
|
|
1,879
|
|
|
1,536
|
|
|
81.7%
|
||||||
Total credits granted by Adviser’s board of directors(1)
|
—
|
|
|
(974
|
)
|
|
974
|
|
|
(100.0)%
|
|
—
|
|
|
(1,543
|
)
|
|
1,543
|
|
|
(100.0)%
|
||||||
Total fees to Adviser, net
|
$
|
1,047
|
|
|
$
|
—
|
|
|
$
|
1,047
|
|
|
—%
|
|
$
|
3,415
|
|
|
$
|
336
|
|
|
$
|
3,079
|
|
|
916.4%
|
(1)
|
Reflected as a line item on our accompanying Consolidated Statements of Operations and Comprehensive Income.
|
(2)
|
Represent non-contractual, unconditional, and irrevocable waivers granted to us by our Adviser.
|
|
For the Six Months Ended June 30,
|
|
|
|
|
||||||||
|
2020
|
|
2019
|
|
$ Change
|
|
% Change
|
||||||
Net change in cash from:
|
|
|
|
|
|
|
|
||||||
Operating activities
|
$
|
9,937
|
|
|
$
|
4,256
|
|
|
$
|
5,681
|
|
|
133.5%
|
Investing activities
|
(35,100
|
)
|
|
(54,603
|
)
|
|
19,503
|
|
|
(35.7)%
|
|||
Financing activities
|
36,254
|
|
|
64,322
|
|
|
(28,068
|
)
|
|
(43.6)%
|
|||
Net change in Cash and cash equivalents
|
$
|
11,091
|
|
|
$
|
13,975
|
|
|
$
|
(2,884
|
)
|
|
(20.6)%
|
Type of Issuance
|
|
Number of
Shares Sold
|
|
Weighted-average
Offering Price
Per Share
|
|
Gross Proceeds
|
|
Net Proceeds(1)
|
||||||
Series B Preferred Stock(2)
|
|
1,229,531
|
|
$
|
24.52
|
|
|
$
|
30,148
|
|
|
$
|
27,664
|
|
Series C Preferred Stock
|
|
278,384
|
|
24.93
|
|
|
6,940
|
|
|
6,333
|
|
|||
Common Stock – ATM Program
|
|
797,854
|
|
14.71
|
|
|
11,738
|
|
|
11,621
|
|
(1)
|
Net of selling commissions and dealer-manager fees or underwriting discounts (in each case, as applicable).
|
(2)
|
Excludes share redemptions during the applicable time period.
|
•
|
Acquisition- and disposition-related expenses. Acquisition- and disposition-related expenses (including due diligence costs on acquisitions not consummated and certain auditing and accounting fees incurred that were directly related to completed acquisitions or dispositions) are incurred for investment purposes and do not correlate with the ongoing operations of our existing portfolio. Further, certain auditing and accounting fees incurred vary depending on the number and complexity of acquisitions or dispositions completed during the period. Due to the inconsistency in which these costs are incurred and how they have historically been treated for accounting purposes, we believe the exclusion of these expenses improves comparability of our operating results on a period-to-period basis.
|
•
|
Rent adjustments. This adjustment removes the effects of straight-lining rental income, as well as the amortization related to above-market lease values and lease incentives and accretion related to below-market lease values, other deferred revenue, and tenant improvements, resulting in rental income reflected on a modified accrual cash basis. In addition to these adjustments, we also modify the calculation of cash rents within our definition of AFFO to provide greater consistency and comparability due to the period-to-period volatility in which cash rents are received. To coincide with our tenants’ harvest seasons, our leases typically provide for cash rents to be paid at various points throughout the lease year, usually annually or semi-annually. As a result, cash rents received during a particular period may not necessarily be comparable to other periods or represent the cash rents indicative of a given lease year. Therefore, we further adjust AFFO to normalize the cash rent received pertaining to a lease year over that respective lease year on a straight-line basis, resulting in cash rent being recognized ratably over the period in which the cash rent is earned.
|
•
|
Amortization of debt issuance costs. The amortization of costs incurred to obtain financing is excluded from AFFO, as it is a non-cash expense item that is not directly related to the operating performance of our properties.
|
|
For the Three Months Ended June 30,
|
|
For the Six Months Ended June 30,
|
||||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
Net income
|
$
|
182
|
|
|
$
|
174
|
|
|
$
|
3,283
|
|
|
$
|
282
|
|
Less: Aggregate dividends declared on Series B Preferred Stock and Series C Preferred Stock
|
(2,262
|
)
|
|
(893
|
)
|
|
(4,388
|
)
|
|
(1,494
|
)
|
||||
Net income (loss) available to common stockholders and non-controlling OP Unitholders
|
(2,080
|
)
|
|
(719
|
)
|
|
(1,105
|
)
|
|
(1,212
|
)
|
||||
Plus: Real estate and intangible depreciation and amortization
|
3,843
|
|
|
2,936
|
|
|
8,100
|
|
|
5,533
|
|
||||
Plus (less): Losses (gains) on dispositions of real estate assets, net
|
567
|
|
|
(13
|
)
|
|
666
|
|
|
19
|
|
||||
Adjustments for unconsolidated entities(1)
|
4
|
|
|
—
|
|
|
9
|
|
|
—
|
|
||||
FFO available to common stockholders and non-controlling OP Unitholders
|
2,334
|
|
|
2,204
|
|
|
7,670
|
|
|
4,340
|
|
||||
Plus: Acquisition- and disposition-related expenses
|
64
|
|
|
14
|
|
|
74
|
|
|
153
|
|
||||
Plus: Other charges, net(2)
|
16
|
|
|
7
|
|
|
(63
|
)
|
|
10
|
|
||||
CFFO available to common stockholders and non-controlling OP Unitholders
|
2,414
|
|
|
2,225
|
|
|
7,681
|
|
|
4,503
|
|
||||
Net rent adjustment
|
(411
|
)
|
|
(40
|
)
|
|
(414
|
)
|
|
(5
|
)
|
||||
Plus: Amortization of debt issuance costs
|
186
|
|
|
150
|
|
|
365
|
|
|
299
|
|
||||
AFFO available to common stockholders and non-controlling OP Unitholders
|
2,189
|
|
|
2,335
|
|
|
7,632
|
|
|
4,797
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Weighted-average common stock outstanding—basic and diluted
|
21,418,455
|
|
|
18,641,738
|
|
|
21,340,268
|
|
|
18,336,975
|
|
||||
Weighted-average common non-controlling OP Units outstanding
|
224,940
|
|
|
0
|
|
|
256,621
|
|
|
215,499
|
|
||||
Weighted-average total common shares outstanding
|
21,643,395
|
|
|
18,641,738
|
|
|
21,596,889
|
|
|
18,552,474
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Diluted FFO per weighted-average total common share
|
$
|
0.11
|
|
|
$
|
0.12
|
|
|
$
|
0.36
|
|
|
$
|
0.23
|
|
Diluted CFFO per weighted-average total common share
|
$
|
0.11
|
|
|
$
|
0.12
|
|
|
$
|
0.36
|
|
|
$
|
0.24
|
|
Diluted AFFO per weighted-average total common share
|
$
|
0.10
|
|
|
$
|
0.13
|
|
|
$
|
0.35
|
|
|
$
|
0.26
|
|
(1)
|
Represents our pro-rata share of depreciation expense recorded in unconsolidated entities during the period.
|
(2)
|
Consists primarily of net property and casualty recoveries recorded and the cost of related repairs expensed during each period as a result of the damage to certain irrigation improvements and, for the three and six months ended June 30, 2020, only, our pro-rata share of (loss) income recorded from investments in unconsolidated entities during the period.
|
•
|
For properties acquired within 12 months prior to the date of valuation, the purchase price of the property will generally be used as the current fair value unless overriding factors apply. In situations where OP Units are issued as partial or whole consideration in connection with the acquisition of a property, the fair value of the property will generally be the lower of: (i) the agreed-upon purchase price between the seller and the buyer (as shown in the purchase and sale agreement or contribution agreement and using the agreed-upon pricing of the OP Units, if applicable), or (ii) the value as determined by an independent, third-party appraiser.
|
•
|
For real estate we acquired more than one year prior to the date of valuation, we determine the fair value either by relying on estimates provided by independent, third-party appraisers or through an internal valuation process. In addition, if significant capital improvements take place on a property, we will typically have those properties reappraised upon completion of the project by an independent, third-party appraiser. In any case, we intend to have each property valued by an independent, third-party appraiser via a full appraisal at least once every three years, with interim values generally being determined by either: (i) a restricted appraisal (a “desk appraisal”) performed by an independent, third-party appraiser, or (ii) our internal valuation process.
|
Valuation Method
|
|
Number of
Farms
|
|
Total
Acres
|
|
Farm
Acres
|
|
Net Cost
Basis(1)
|
|
Current
Fair Value
|
|
% of Total
Fair Value
|
||||
Purchase Price
|
|
17
|
|
13,242
|
|
12,221
|
|
$
|
234,543
|
|
|
$
|
233,412
|
|
|
25.6%
|
Third-party Appraisal(2)
|
|
98
|
|
75,886
|
|
60,069
|
|
587,980
|
|
|
678,358
|
|
|
74.4%
|
||
Total
|
|
115
|
|
89,128
|
|
72,290
|
|
$
|
822,523
|
|
|
$
|
911,770
|
|
|
100.0%
|
(1)
|
Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs paid for by us that were associated with the properties, and adjusted for accumulated depreciation and amortization.
|
(2)
|
Appraisals performed between September 2019 and June 2020.
|
|
|
Range
(Low - High) |
|
Weighted
Average |
||
Land Value (per farmable acre)
|
|
$678 – $87,280
|
|
$
|
30,215
|
|
Market NOI (per farmable acre)
|
|
$421 – $3,759
|
|
$
|
2,198
|
|
Market Capitalization Rate
|
|
3.68% – 10.06%
|
|
4.34%
|
Total portfolio fair value as of March 31, 2020
|
|
$
|
891,555
|
|
||
Plus: Acquisition of two new farms during the three months ended June 30, 2020(1)
|
|
20,902
|
|
|||
Plus net value depreciation during the three months ended June 30, 2020:
|
|
|
||||
44 farms valued via third-party appraisals
|
$
|
(687
|
)
|
|
||
Total net depreciation for the three months ended June 30, 2020
|
|
(687
|
)
|
|||
Total portfolio fair value as of June 30, 2020
|
|
$
|
911,770
|
|
(1)
|
Includes a $3.2 million add-on to our Withers Road property.
|
Total equity per balance sheet
|
|
|
$
|
306,383
|
|
||
Fair value adjustment for long-term assets:
|
|
|
|
||||
Less: net cost basis of tangible and intangible real estate holdings(1)
|
$
|
(822,523
|
)
|
|
|
||
Plus: estimated fair value of real estate holdings(2)
|
911,770
|
|
|
|
|||
Net fair value adjustment for real estate holdings
|
|
|
89,247
|
|
|||
Fair value adjustment for long-term liabilities:
|
|
|
|
||||
Plus: book value of aggregate long-term indebtedness(3)
|
523,412
|
|
|
|
|||
Less: fair value of aggregate long-term indebtedness(3)(4)
|
(526,718
|
)
|
|
|
|||
Net fair value adjustment for long-term indebtedness
|
|
|
(3,306
|
)
|
|||
Estimated NAV
|
|
|
392,324
|
|
|||
Less: aggregate fair value of Series B Preferred Stock and Series C Preferred Stock(5)
|
|
|
(152,580
|
)
|
|||
Estimated NAV available to common stockholders and non-controlling OP Unitholders
|
|
|
$
|
239,744
|
|
||
Total common shares and OP Units outstanding(6)
|
|
|
21,678,890
|
|
|||
Estimated NAV per common share and OP Unit
|
|
|
$
|
11.06
|
|
(1)
|
Per Net Cost Basis as presented in the table above.
|
(2)
|
Per Current Fair Value as presented in the table above.
|
(3)
|
Includes the principal balances outstanding of all long-term borrowings (consisting of notes and bonds payable) and the Series A Term Preferred Stock.
|
(4)
|
Long-term notes and bonds payable were valued using a discounted cash flow model. The Series A Term Preferred Stock was valued based on its closing stock price as of June 30, 2020.
|
(5)
|
Valued at the securities’ respective liquidation values, as discussed above.
|
(6)
|
Includes 21,534,739 shares of common stock and 144,151 OP Units held by non-controlling OP Unitholders.
|
Estimated NAV per common share and non-controlling OP Unit as of March 31, 2020
|
|
|
$
|
11.46
|
|
||
Less net loss available to common stockholders and non-controlling OP Unitholders
|
|
|
(0.10
|
)
|
|||
Plus net change in valuations:
|
|
|
|
||||
Net change in unrealized fair value of farmland portfolio(1)
|
$
|
(0.04
|
)
|
|
|
||
Net change in unrealized fair value of long-term indebtedness
|
(0.12
|
)
|
|
|
|||
Net change in valuations
|
|
|
(0.16
|
)
|
|||
Less distributions on common stock and non-controlling OP Units
|
|
|
(0.13
|
)
|
|||
Less net dilutive effect of equity issuances
|
|
|
(0.01
|
)
|
|||
Estimated NAV per common share and non-controlling OP Unit as of June 30, 2020
|
|
|
$
|
11.06
|
|
(1)
|
The net change in unrealized fair value of our farmland portfolio consists of three components: (i) a decrease of $0.03 per share due to the net depreciation in value of the farms that were valued during the three months ended June 30, 2020, (ii) an increase of $0.18 per share due to the aggregate depreciation and amortization expense recorded during the three months ended June 30, 2020, and (iii) a decrease of $0.19 per share due to capital improvements made on certain farms that have not yet been considered in the determination of the respective farms’ estimated fair values.
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 4.
|
CONTROLS AND PROCEDURES
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 3.
|
Defaults Upon Senior Securities
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits
|
Exhibit
Number
|
|
Exhibit Description
|
|
3.1
|
|
|
|
3.2
|
|
|
|
3.3
|
|
|
|
3.4
|
|
|
|
3.5
|
|
|
|
3.6
|
|
|
|
4.1
|
|
|
|
4.2
|
|
|
|
4.3
|
|
|
|
4.4
|
|
|
|
4.5
|
|
|
|
10.1
|
|
|
|
10.2
|
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
32.2
|
|
|
|
99.1
|
|
|
|
99.2
|
|
||
|
|
|
|
101.INS***
|
|
XBRL Instance Document
|
|
101.SCH***
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL***
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
101.LAB***
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
101.PRE***
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
101.DEF***
|
|
XBRL Definition Linkbase
|
|
104
|
|
Cover Page Interactive Data File (formatted in iXBRL and contained in Exhibit 101)
|
***
|
Attached as Exhibit 101 to this Quarterly Report on Form 10-Q are the following materials, formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) the Condensed Consolidated Balance Sheets as of June 30, 2020, and December 31, 2019, (ii) the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and six months ended June 30, 2020 and 2019, (iii) the Condensed Consolidated Statements of Equity for the three and six months ended June 30, 2020 and 2019, (iv) the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2020 and 2019, and (v) the Notes to the Condensed Consolidated Financial Statements.
|
|
Gladstone Land Corporation
|
||
|
|
|
|
Date: August 5, 2020
|
By:
|
|
/s/ Lewis Parrish
|
|
|
|
Lewis Parrish
|
|
|
|
Chief Financial Officer and
Assistant Treasurer
|
|
|
|
|
Date: August 5, 2020
|
By:
|
|
/s/ David Gladstone
|
|
|
|
David Gladstone
|
|
|
|
Chief Executive Officer and
Chairman of the Board of Directors
|
1 Year Gladstone Land Chart |
1 Month Gladstone Land Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions