Gladstone Land Corporation Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

Subsequent Events

9 Months Ended

Sep. 30, 2020

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

Portfolio Activity

Acquisition Activity

Subsequent to September 30, 2020, we acquired four new farms, which are summarized in the table below (dollars in thousands, except for footnotes):


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)
West Lost Hills Road(3)(4)(5)	Fresno, CA	10/1/2020	801	1	Pistachios	1.1 years	4 (3 years)	$	31,828	$	52	$	1,560
Tractor Road	Bamberg & Orangeburg, SC	10/23/2020	597	3	Sod	9.5 years	None	3,765		48		244
			1,398	4				$	35,593	$	100	$	1,804

(1)Acquisitions will be accounted for as asset acquisitions in accordance with ASC 360. The figures above represent only costs paid or accrued for as of the date of this filing.

(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.

(4)Lease provides for an initial term of 3.1 years but also includes an annual tenant termination option, effective as of the end of the then-current lease year (as defined within the lease). 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 noncancellable term of the lease.

(5)In connection with the acquisition of this property, we also acquired a 12.5% ownership interest in a related LLC, the sole purpose of which is to own and maintain a pipeline conveying water to this and other neighboring properties.

Financing Activity

Borrowing Activity

Subsequent to September 30, 2020, through the date of this filing, we have entered into the following loan agreements (dollars in thousands):

Lender

Date of
Issuance

Principal
Amount

Maturity
Date

Principal
Amortization

Stated
Interest
Rate

Interest Rate Terms

PGIM Real Estate Finance, LLC

10/1/2020

19,042

7/1/2028

25.0 years

2.47%

Fixed throughout term

PGIM Real Estate Finance, LLC

10/1/2020

19,096

7/1/2028

25.0 years

2.45%

Fixed throughout term

AgAmerica Lending, LLC

10/23/2020

2,259

1/1/2028

30.0 years

3.50%

Fixed throughout term

Equity Activity

Equity Issuances

The following table provides information on equity sales that have occurred subsequent to September 30, 2020 (dollars in thousands, except per-share amounts):


Type of Issuance	Number of Shares Sold	Weighted Average Offering Price Per Share		Gross Proceeds		Net Proceeds(1)
Series C Preferred Stock	203,861	$	24.92	$	5,081	$	4,638
Common Stock – Follow-on Offering(2)	1,897,500	14.40		27,324		26,094

(1)Net of Series C Selling Commissions and Series C Dealer-Manager Fees or underwriting commissions and discounts (in each case, as applicable).

(2)Includes the underwriters’ exercise of the full over-allotment option in connection with the offering.

Equity Listing

Subsequent to September 30, 2020, we listed the Series B Preferred Stock on Nasdaq under the ticker symbol “LANDO.” Trading of the Series B Preferred Stock on Nasdaq commenced on October 19, 2020.

Distributions

On October 13, 2020, our Board of Directors authorized and we declared the following monthly cash distributions to holders of our preferred and common stock:


Issuance	Record Date	Payment Date	Distribution per Share
Series A Term Preferred Stock:	October 23, 2020	October 30, 2020	$	0.1328125
	November 20, 2020	November 30, 2020	0.1328125
	December 23, 2020	December 31, 2020	0.1328125
Total Series A Term Preferred Stock Distributions:			$	0.3984375

Series B Preferred Stock:	October 27, 2020	November 5, 2020	$	0.125
	November 25, 2020	December 4, 2020	0.125
	December 24, 2020	January 5, 2021	0.125
Total Series B Preferred Stock Distributions:			$	0.375

Series C Preferred Stock:	October 27, 2020	November 5, 2020	$	0.125
	November 25, 2020	December 4, 2020	0.125
	December 24, 2020	January 5, 2021	0.125
Total Series C Preferred Stock Distributions:			$	0.375

Common Stock:	October 23, 2020	October 30, 2020	$	0.0449
	November 20, 2020	November 30, 2020	0.0449
	December 23, 2020	December 31, 2020	0.0449
Total Common Stock Distributions:			$	0.1347

The same amounts paid to common stockholders will be paid as distributions on each OP Unit held by non-controlling OP Unitholders as of the above record dates.

COVID-19

In July 2020, we granted extensions of up to 123 days to two tenants who owed semi-annual rental payments totaling approximately $343,000. These payments were originally scheduled to be paid on July 1, 2020, and the rent deferrals we granted to these tenants extend the new due dates to be on or before November 1, 2020, with all other terms of the existing lease agreements remaining unchanged. These rental payments were collected in full subsequent to September 30, 2020. We have not received any other requests from tenants seeking relief as a result of COVID-19; however, no assurances can be made that we will not receive additional rent deferral or modification requests in the future.