Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

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Stockholders' Equity
 3 Months Ended
Mar. 31, 2013
Stockholders' Equity [Abstract]  
STOCKHOLDERS' EQUITY

NOTE 7. STOCKHOLDERS’ EQUITY

The following table summarizes the changes in our stockholders’ equity for the three months ended March 31, 2013:

 

                                         
    Common Stock     Additional
Paid-in Capital		     Retained
Earnings		     Total
Stockholders’
Equity 		 
    Number
of Shares		     Par Value        

Balance at December 31, 2012

     2,750,000     $ 2,750     $ —       $ 8,133,976     $ 8,136,726  
   

 

 

    

 

 

    

 

 

    

 

 

    

 

 

  

Net income

     —         —         —         47,516       47,516  

Proceeds from issuance of common stock, net

     3,780,264       3,780       51,326,166       —         51,329,946  

Distributions

     —         —         —         (522,421 )      (522,421 ) 
   

 

 

    

 

 

    

 

 

    

 

 

    

 

 

  

Balance at March 31, 2013

     6,530,264     $ 6,530     $ 51,326,166     $ 7,659,071     $ 58,991,767  
   

 

 

    

 

 

    

 

 

    

 

 

    

 

 

  

Initial Public Offering

On January 28, 2013, we priced our IPO of 3,333,334 shares of our common stock at a public offering price of $15.00 per share, which closed on January 31, 2013. Gross proceeds totaled $50.0 million, and net proceeds, after deducting underwriting discounts and offering expenses borne by us, were approximately $45.1 million. In connection with the offering, the underwriters exercised their option to purchase an additional 446,930 shares at the IPO price to cover over-allotments, which resulted in additional gross proceeds of $6.7 million and net proceeds, after deducting underwriting discounts, of $6.2 million. We intend to use the net proceeds from the IPO and the underwriters’ exercise of the over-allotment primarily to buy farms and farm-related properties, as well as for other general corporate purposes; however, as of March 31, 2013, none of these proceeds were invested in new property acquisitions.

 

Distributions

Our Board of Directors declared and paid the following monthly distributions to common stockholders for the three months ended March 31, 2013:

 

                 

Declaration Date

  

Record Date

  

Payment Date

   Distribution per
Common Share		  

February 5, 2013

   February 15, 2013   February 28, 2013   $ 0.04  

February 5, 2013

   March 15, 2013   March 28, 2013     0.04  
           

 

 

  
        Total:   $ 0.08  
           

 

 

  

A portion of the distributions paid for the quarter ended March 31, 2013, may relate to the $9.1 million of accumulated earnings and profits from prior years to be paid out by the end of 2013, as explained further below. We will provide information related to the federal income tax characterization of our 2013 distributions in an IRS Form 1099-DIV, which will be issued to our stockholders in January 2014.

No distributions were declared or paid during the three months ended March 31, 2012.

REIT Election and Accumulated Earnings and Profits

We intend to be taxed as a REIT for federal income tax purposes beginning with our taxable year ending either December 31, 2013, or December 31, 2014. To qualify as a REIT, we are required to distribute our non-REIT accumulated earnings and profits by December 31 of the year for which we first elect REIT status. As of December 31, 2012, we estimated that our non-REIT accumulated earnings and profits were approximately $9.1 million. This amount includes approximately $4.0 million of net earnings and profits associated with a deferred intercompany gain resulting from land transfers, described elsewhere in this Form 10-Q, that we will recognize immediately prior to the beginning of the initial taxable year for which we elect to be taxed as a REIT.