Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity

v2.4.1.9
Stockholders' Equity
 12 Months Ended
Dec. 31, 2014
Equity [Abstract]  
Stockholders' Equity

NOTE 6. STOCKHOLDERS’ EQUITY

2013 Initial Public Offering

On January 28, 2013, we priced our initial public offering (“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. Including the underwriters’ option to cover over-allotments, which was exercised on February 19, 2013, we issued a total of 3,780,264 shares, resulting in gross proceeds of $56.7 million and net proceeds, after deducting underwriting discounts and offering expenses borne by us, of approximately $51.3 million. Approximately $37.9 million of these proceeds were invested in new property acquisitions, and an additional $1.7 million was expended or accrued for capital improvements on existing properties. In addition, $10.3 million was used to pay distributions to our stockholders, and the remainder was used for other general corporate purposes. As of December 31, 2014, there were no uninvested proceeds remaining from our IPO.

2014 Follow-on Offering

On September 24, 2014, we priced a follow-on public offering (the “Follow-on Offering”) of 1,150,000 shares of our common stock at a public offering price of $12.28 per share, which closed on September 29, 2014. In connection with the Follow-on Offering, we issued a total of 1,150,000 shares, resulting in gross proceeds of approximately $14.1 million and net proceeds, after deducting underwriting discounts and offering expenses borne by us, of approximately $13.2 million. $11.1 million of these proceeds were used to repay existing indebtedness, with the remainder being invested into new property acquisitions.

On October 24, 2014, the underwriters exercised a portion of their over-allotment option in connection with our Follow-on Offering, and, as a result, we issued an additional 73,453 shares. This transaction closed on October 29, 2014, and resulted in gross proceeds of approximately $902,000 and net proceeds, after deducting underwriting discounts and offering expenses borne by us, of approximately $843,000. These proceeds were used to repay existing indebtedness and for other general corporate purposes.

As of December 31, 2014, there were no uninvested proceeds remaining from our Follow-on Offering.

Distributions

The distributions to common stockholders declared by our Board of Directors and paid by us during the years ended December 31, 2014 and 2013 are reflected in the table below. No distributions were declared or paid during the year ended December 31, 2012.

 

Fiscal Year

    Declaration Date      Record Date      Payment Date      Distributions per
Common Share 		 

2014

    January 7, 2014      January 22, 2014      January 31, 2014      $ 0.03   
   January 7, 2014      February 19, 2014      February 28, 2014        0.03   
   January 7, 2014      March 17, 2014      March 31, 2014        0.03   
   April 8, 2014      April 21, 2014      April 30, 2014        0.03   
   April 8, 2014      May 20, 2014      May 30, 2014        0.03   
   April 8, 2014      June 19, 2014      June 30, 2014        0.03   
   July 15, 2014      July 25, 2014      August 5, 2014        0.03   
   July 15, 2014      August 20, 2014      August 29, 2014        0.03   
   July 15, 2014      September 19, 2014      September 30, 2014        0.03   
   October 7, 2014      October 22, 2014      October 31, 2014        0.03   
   October 7, 2014      November 17, 2014      November 26, 2014        0.03   
   October 7, 2014      December 19, 2014      December 31, 2014        0.03   
                 

 

 

  
Year ended December 31, 2014 $ 0.36   
                 

 

 

  

2013

 February 5, 2013 February 15, 2013 February 28, 2013 $ 0.04   
February 5, 2013 March 15, 2013 March 28, 2013   0.04   
April 9, 2013 April 22, 2013 April 30, 2013   0.12   
April 9, 2013 May 20, 2013 May 31, 2013   0.12   
April 9, 2013 June 19, 2013 June 28, 2013   0.12   
July 9, 2013 July 19, 2013 July 31, 2013   0.12   
July 9, 2013 August 21, 2013 August 30, 2013   0.12   
July 9, 2013 September 18, 2013 September 30, 2013   0.12   
October 8, 2013 October 22, 2013 October 31, 2013   0.12   
October 8, 2013 November 14, 2013 November 29, 2013   0.12   
October 8, 2013 December 16, 2013 December 31, 2013   0.12   
December 3, 2013 December 16, 2013 December 31, 2013   0.33 (1) 
                 

 

 

  
Year ended December 31, 2013 $ 1.49   
                 

 

 

  

 

(1) Represents a one-time declaration to distribute the final amount of remaining earnings and profits from prior years.

During the years ended December 31, 2014 and 2013, we paid aggregate distributions to stockholders of approximately $2.5 million and $9.7 million, respectively. Approximately $9.6 million of the distributions to stockholders during the year ended December 31, 2013, related to the distribution of accumulated earnings and profits from prior years that we were required to pay out by December 31, 2013, in order to qualify as a REIT for our taxable year ended December 31, 2013.

For federal income tax characterization purposes, distributions paid to stockholders may be characterized as ordinary income, capital gains, return of capital or a combination thereof. We have not had any capital gains since our inception. The characterization of distributions on our common stock during each of the last two years is reflected in the following table:

 

For the Years Ended

    Ordinary Income     Return of Capital  

December 31, 2014:

     

Common Stock

      95.66078 %      4.33922 % 
    

December 31, 2013:

     

Common Stock

      100.00000 %(1)      0.00000 % 

 

(1) 98.53746% of this amount was classified as a Qualified Dividend.

 

Registration Statement

We filed a universal registration statement on Form S-3 (File No. 333-194539) with the SEC on March 13, 2014, which the SEC declared effective on April 2, 2014. This universal registration statement permits us to issue up to an aggregate of $300.0 million in securities, consisting of common stock, senior common stock, preferred stock, subscription rights, debt securities and warrants to purchase common stock, including through a combined offering of two or more of such securities. As of December 31, 2014, we have issued 1,223,453 shares of common stock for gross proceeds of $15.0 million under this universal registration statement. In addition, we filed a registration statement on Form S-11 (File No. 333-199896) with the SEC on November 5, 2014, which has yet to be declared effective by the SEC. Once effective, this registration statement will permit us to issue up to $35.0 million of common stock.