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, 2021

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

Portfolio Activity

Acquisition Activity

Subsequent to September 30, 2021, we acquired two 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) / Use	Lease Term	Renewal Options	Total Purchase Price		Acquisition Costs(1)		Annualized Straight-line Rent(2)
Lerdo Highway (Phase III)(3)(4)	Kern, CA	10/8/2021	1,284	1	Conventional & organic almonds, conventional & organic pistachios, and banked water	10.1 years	3 (10 years)	$	42,959	$	77	$	1,981
Raymond Road(4)	Madera, CA	10/21/2021	219	1	Almonds	10.0 years	1 (5 years)	3,300		50		183
			1,503	2				$	46,259	$	127	$	2,164

(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)As part of the acquisition of this property, we acquired a contract to purchase 19,670 acre-feet of water stored with SWSD, located in Kern County, California, at a fixed price. We executed this contract on October 11, 2021, at an additional cost of approximately $1.2 million, which is included in the total purchase price for this property in the table above. Rent is not currently being earned on the value attributable to the water.

(4)Lease provides for an annual 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.

Financing Activity

Borrowing Activity

Future Borrowings

Subsequent to the quarter ended September 30, 2021, we entered into certain agreements to provide for future financings. The terms of these agreements are summarized in the following table (dollars in thousands):

Issuer

Expected Funding Period

Amount

Stated Interest Rate(1)

Interest Rate Terms

Rabo AgriFinance, LLC

Q4 2021

22,620

3.42%

Fixed throughout term(2)

Farmer Mac

Q4 2021

1,290

3.32%

Fixed throughout term

American AgCredit

TBD(3)

2,990

3.00%

Variable, as determined by lender

(1)Where applicable, stated rate is before interest patronage, as described in Note 4 “Borrowings—Farm Credit Notes Payable—Interest Patronage.”

(2)Pursuant to an interest rate swap agreement entered into with Rabo AgriFinance, LLC, the loan will bear interest at a fixed rate of 3.42% through November 2030.

(3)A portion of this loan is tied to an ongoing development project and will not be fully available to us until the project is complete. The completion of the development project and the receipt of these loan proceeds are both expected to occur by May 2023.

In connection with securing the above borrowings, Gladstone Securities, an affiliate of ours, earned total financing fees of approximately $43,000.

Equity Activity

The following table provides information on equity sales that have occurred subsequent to September 30, 2021 (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)	395,405	$	24.95	$	9,866	$	8,995
Common Stock – ATM Program	2,166,024	23.07		49,970		49,470

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

(2)Excludes approximately 1,894 shares issued pursuant to the DRIP.

Distributions

On October 12, 2021, 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 B Preferred Stock:	October 22, 2021	October 29, 2021	$	0.125
	November 19, 2021	November 30, 2021	0.125
	December 23, 2021	December 31, 2021	0.125
Total Series B Preferred Stock Distributions:			$	0.375

Series C Preferred Stock:	October 28, 2021	November 5, 2021	$	0.125
	November 29, 2021	December 6, 2021	0.125
	December 29, 2021	January 5, 2022	0.125
Total Series C Preferred Stock Distributions:			$	0.375

Series D Term Preferred Stock:	October 22, 2021	October 29, 2021	$	0.104167
	November 19, 2021	November 30, 2021	0.104167
	December 23, 2021	December 31, 2021	0.104167
Total Series D Term Preferred Stock Distributions:			$	0.312501

Common Stock(1):	October 22, 2021	October 29, 2021	$	0.0452
	November 19, 2021	November 30, 2021	0.0452
	December 23, 2021	December 31, 2021	0.0452
Total Common Stock Distributions:			$	0.1356

(1)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.