Annual report pursuant to Section 13 and 15(d)

Subsequent Events

v3.20.4
Subsequent Events
 12 Months Ended
Dec. 31, 2020
Subsequent Events [Abstract]  
Subsequent Events SUBSEQUENT EVENTS
Financing Activity
Borrowing Activity
New Borrowings
Subsequent to the year ended December 31, 2020, we entered into the following loan agreements with the terms of which are summarized in the following table (dollars in thousands):
Lender Date of
Issuance		 Amount Maturity Date Principal Amortization Stated Interest Rate Interest Rate Terms
Farm Credit West, FLCA 1/28/2021 $ 2,073  11/1/2045 24.8 years 3.23% Fixed through December 31, 2027 (variable thereafter)
Farmer Mac 2/4/2021 2,460  10/31/2028 25.0 years 3.13% Fixed throughout term
Fixed Rate Conversions
Certain loans we secured during the year ended December 31, 2020, were initially issued at variable rates. Subsequent to December 31, 2020, we fixed the interest rates on these loans, as summarized in the following table (dollars in thousands):
Lender Date of Fixed
Agreement		 Loan
Amount		 Original Variable Interest Rate Terms New Fixed Interest Rate Terms
Farm Credit West, FLCA 1/8/2021 $ 2,160 
3.00%, subject to change monthly
3.70%, fixed through 1/31/2031; variable thereafter
Rabo AgriFinance, LLC(1)
1/15/2021 37,170 
1-month LIBOR + 2.00%
3.21%; fixed throughout term
Rabo AgriFinance, LLC(1)
1/15/2021 6,195 
1-month LIBOR + 2.00%
2.46%; fixed throughout term
(1)Interest rates were fixed via our entry into interest rate swap agreements.
Series D Term Preferred Stock
In January 2021, we completed a public offering of 5.00% Series D Cumulative Term Preferred Stock, par value $0.001 per share (the “Series D Term Preferred Stock”), at a public offering price of $25.00 per share. As a result of this offering (including the underwriters’ exercise of their option to purchase additional shares to cover over-allotments), we issued a total of 2,415,000 shares of the Series D Term Preferred Stock for gross proceeds of approximately $60.4 million and net proceeds, after deducting selling concessions and underwriting fees, of approximately $58.5 million. The Series D Term Preferred Stock is traded under the ticker symbol “LANDM” on Nasdaq.
The shares of the Series D Term Preferred Stock have a mandatory redemption date of January 31, 2026, and are not convertible into our common stock or any other securities. Generally, we are not permitted to redeem shares of the Series D Term Preferred Stock prior to January 31, 2023, except in limited circumstances to preserve our status as a REIT. On or after January 31, 2023, we may redeem the shares at a redemption price of $25.00 per share, plus any accumulated and unpaid dividends up to, but excluding, the date of redemption.
Dividends on the Series D Term Preferred Stock will be cumulative from, but excluding, the date of original issue and payable monthly in arrears, beginning on February 28, 2021, at an annual rate of 5.00% of the liquidation preference, or $25.00 per share.
Redemption of Series A Term Preferred Stock
On February 12, 2021, we redeemed all of our outstanding shares of Series A Term Preferred Stock at a cash redemption price of $25.00 per share plus all accrued and unpaid dividends up to, but excluding, the redemption date. In total, we paid approximately $28.8 million for the redemption of the Series A Term Preferred Stock using proceeds from the offering of our Series D Term Preferred Stock. Our Series A Term Preferred Stock was delisted from Nasdaq on the date we redeemed all outstanding shares. In connection with this early redemption, during the three months ending March 31, 2021, we anticipate writing off approximately $127,000 of unamortized issuance costs related to the issuance of the Series A Term Preferred Stock.
Equity Activity
Amendment to Articles of Incorporation
On January 13, 2021, we filed with the State Department of Assessments and Taxation of Maryland the Articles Supplementary (i) setting forth the rights, preferences and terms of the Series D Term Preferred Stock and (ii) reclassifying and designating 3,600,000 shares of our authorized and unissued shares of common stock as shares of Series D Term Preferred Stock.
Amendment to Operating Partnership Agreement
On January 13, 2021, the Operating Partnership adopted the Fifth Amendment to its First Amended and Restated Agreement of Limited Partnership, including Exhibit SD thereto (collectively, the “Amendment”), as amended from time to time, establishing the rights, privileges, and preferences of 5.00% Series D Cumulative Term Preferred Units, a newly-designated class of limited partnership interests (the “Series D Preferred Units”). The Amendment provides for the Operating Partnership’s establishment and issuance of an equal number of Series D Preferred Units as are issued shares of Series D Term Preferred Stock by the Company in connection with the offering of Series D Term Preferred Stock upon the Company’s contribution to the Operating Partnership of the net proceeds of the offering of Series D Term Preferred Stock. Generally, the Series D Term Preferred Units provided for under the Amendment have preferences, distribution rights, and other provisions substantially equivalent to those of the Series D Preferred Stock.
Equity Issuances
The following table provides information on certain equity sales that have occurred subsequent to December 31, 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(2)
313,646 $ 24.88  $ 7,802  $ 7,135 
Common Stock – ATM Program 524,148 14.47  7,582  7,507 
(1)Net of Series C Selling Commissions and Series C Dealer-Manager Fees or underwriting commissions and discounts (in each case, as applicable).
(2)Excludes approximately 367 shares issued pursuant to the DRIP.
Distributions
On January 12, 2021, our Board of Directors 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: January 22, 2021 January 29, 2021 $ 0.1328125 
Total Series A Term Preferred Stock Distributions: $ 0.1328125 
Series B Preferred Stock: January 27, 2021 February 5, 2021 $ 0.125 
February 24, 2021 March 5, 2021 0.125 
March 24, 2021 April 5, 2021 0.125 
Total Series B Preferred Stock Distributions: $ 0.375 
Series C Preferred Stock: January 27, 2021 February 5, 2021 $ 0.125 
February 24, 2021 March 5, 2021 0.125 
March 24, 2021 April 5, 2021 0.125 
Total Series C Preferred Stock Distributions: $ 0.375 
Series D Term Preferred Stock(1):
February 17, 2021 February 28, 2021
(2)
 $ 0.142361 
March 25, 2021 April 5, 2021 0.104167 
Total Series D Term Preferred Stock Distributions: $ 0.246528 
Common Stock(3):
January 22, 2021 January 29, 2021 $ 0.04495 
February 17, 2021 February 26, 2021 0.04495 
March 18, 2021 March 31, 2021 0.04495 
Total Common Stock Distributions: $ 0.13485 
(1)Dividends on the Series D Term Preferred Stock were declared on January 25, 2021.
(2)To be paid on the following business day.
(3)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.