~~(4)Includes the underwriters’ exercise~~Table of ~~the full over-allotment option in connection with the offering.~~Contents

~~(5)We currently have $0 remaining under the ATM Program.~~

Our Registration Statement (as defined in Note 8, “Equity—Registration Statement,” within the accompanying notes to our condensed consolidated financial statements) permits us to issue up to an aggregate of $1.0 billion in securities (including up to

~~$650.0~~ $650.0 million reserved for issuance of shares of the Series C Preferred Stock), consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more of such securities. To date, we have issued approximately ~~$44.7~~$54.6 million of Series C Preferred Stock, approximately $60.4 million of Series D Term Preferred Stock, and approximately ~~$127.3~~$174.3 million of common stock (excluding common stock issued to redeem OP Units) under the Registration Statement.

In addition, we have the ability to, and expect to in the future, issue additional OP Units to third parties as consideration in future property acquisitions.

Off-Balance Sheet Arrangements

As of ~~March 31,~~June 30, 2021, we did not have any material off-balance sheet arrangements.

NON-GAAP FINANCIAL INFORMATION

Funds from Operations, Core Funds from Operations, and Adjusted Funds from Operations

The National Association of Real Estate Investment Trusts (“NAREIT”) developed funds from operations (“FFO”) as a relative non-GAAP supplemental measure of operating performance of an equity REIT to recognize that income-producing real estate historically has not depreciated on the same basis as determined under GAAP. FFO, as defined by NAREIT, is net income (computed in accordance with GAAP), excluding gains or losses from sales of property and impairment losses on property, plus depreciation and amortization of real estate assets, and after adjustments for unconsolidated partnerships and joint ventures. We further present core FFO (“CFFO”) and adjusted FFO (“AFFO”) as additional non-GAAP financial measures of our operational performance, as we believe both CFFO and AFFO improve comparability on a period-over-period basis and are more useful supplemental metrics for investors to use in assessing our operational performance on a more sustainable basis than FFO. We believe that these additional performance metrics, along with the most directly-comparable GAAP measure, provide investors with helpful insight regarding how management measures our ongoing performance, as each of CFFO and AFFO (and their respective per-share amounts) are used by management and our board of directors, as appropriate, in assessing overall performance, as well as in certain decision-making analysis, including, but not limited to, the timing of acquisitions and potential equity raises (and the type of securities to offer in any such equity raises), the determination of any fee credits, and declarations of distributions on our common stock. The non-GAAP financial measures presented herein have limitations as analytical tools and should not be considered in isolation or as a substitute for an analysis of our results calculated in accordance with GAAP. We believe that net income is the most directly-comparable GAAP measure to each of FFO, CFFO, and AFFO.

Specifically, we believe that FFO is helpful to investors in better understanding our operating performance, primarily because its calculation excludes depreciation and amortization expense on real estate assets, as we believe that GAAP historical cost depreciation of real estate assets is generally not correlated with changes in the value of those assets, particularly with farmland real estate, the value of which does not diminish in a predictable manner over time, as historical cost depreciation implies. Further, we believe that CFFO and AFFO are helpful in understanding our operating performance in that it removes certain items that, by their nature, are not comparable on a period-over-period basis and therefore tend to obscure actual operating performance. In addition, we believe that providing CFFO and AFFO as additional performance metrics allows investors to gauge our overall performance in a manner that is more similar to how our performance is measured by management (including their respective per-share amounts), as well as by analysts and the overall investment community.

We calculate CFFO by adjusting FFO for the following items:

•Acquisition- and disposition-related expenses. Acquisition- and disposition-related expenses (including due diligence costs on acquisitions not consummated and certain auditing and accounting fees incurred that were directly related to completed acquisitions or dispositions) are incurred for investment purposes and do not correlate with the ongoing operations of our existing portfolio. Further, certain auditing and accounting fees incurred vary depending on the number and complexity of acquisitions or dispositions completed during the period. Due to the inconsistency in which these costs are incurred and how they have historically been treated for accounting purposes, we believe the exclusion of these expenses improves comparability of our operating results on a period-to-period basis.

Other adjustments. We will adjust for certain non-recurring charges and receipts and will explain such adjustments accordingly. We believe the exclusion of these amounts improves comparability of our operating results on a period-to-period basis and will apply consistent definitions of CFFO for all prior-year periods presented to provide consistency and better comparability.

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Further, we calculate AFFO by adjusting CFFO for the following items:

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•Rent adjustments. This adjustment removes the effects of straight-lining rental income, as well as the amortization related to above-market lease values and lease incentives and accretion related to below-market lease values, other deferred revenue, and tenant improvements, resulting in rental income reflected on a modified accrual cash basis. In addition to these adjustments, we also modify the calculation of cash rents within our definition of AFFO to provide greater consistency and comparability due to the period-to-period volatility in which cash rents are received. To coincide with our tenants’ harvest seasons, our leases typically provide for cash rents to be paid at various points throughout the lease year, usually annually or semi-annually. As a result, cash rents received during a particular period may not necessarily be comparable to other periods or represent the cash rents indicative of a given lease year. Therefore, we further adjust AFFO to normalize the cash rent received pertaining to a lease year over that respective lease year on a straight-line basis, resulting in cash rent being recognized ratably over the period in which the cash rent is earned.

•Amortization of debt issuance costs. The amortization of costs incurred to obtain financing is excluded from AFFO, as it is a non-cash expense item that is not directly related to the operating performance of our properties.

•Other adjustments. We will adjust for certain non-cash charges and receipts and will explain such adjustments accordingly. We believe the exclusion of such non-cash amounts improves comparability of our operating results on a period-to-period basis and will apply consistent definitions of AFFO for all prior-year periods presented to provide consistency and better comparability.

We believe the foregoing adjustments aid our investors’ understanding of our ongoing operational performance. Certain information in the table below for the three and six months ended June 30, 2020, has been reclassified to conform to the current period’s presentation. The reclassifications had no impact on previously-reported Net (loss) income, FFO, or AFFO.

FFO, CFFO and AFFO do not represent cash flows from operating activities in accordance with GAAP, which, unlike FFO, CFFO, and AFFO, generally reflects all cash effects of transactions and other events in the determination of net income, and should not be considered an alternative to net income as an indication of our performance or to cash flows from operations as a measure of liquidity or ability to make distributions. Comparisons of FFO, CFFO, and AFFO, using the NAREIT definition for FFO and the definitions above for CFFO and AFFO, to similarly-titled measures for other REITs may not necessarily be meaningful due to possible differences in the definitions used by such REITs.

Diluted funds from operations (“Diluted FFO”), diluted core funds from operations (“Diluted CFFO”), and diluted adjusted funds from operations (“Diluted AFFO”) per share are FFO, CFFO, and AFFO, respectively, divided by the weighted-average number of total shares (including shares of our common stock and OP Units held by non-controlling limited partners) outstanding on a fully-diluted basis during a period. We believe that diluted earnings per share is the most directly-comparable GAAP measure to each of Diluted FFO, CFFO, and AFFO per share. Because many REITs provide Diluted FFO, CFFO, and AFFO per share information to the investment community, we believe these are useful supplemental measures when comparing us to other REITs.

We believe that FFO, CFFO, and AFFO and Diluted FFO, CFFO, and AFFO per share are useful to investors because they provide investors with a further context for evaluating our FFO, CFFO, and AFFO results in the same manner that investors use net income and EPS in evaluating net income.

The following table provides a reconciliation of our FFO, CFFO, and AFFO for the three and six months ended ~~March 31,~~June 30, 2021 and 2020 to the most directly-comparable GAAP measure, net income, and a computation of diluted FFO, CFFO, and AFFO per share, using the weighted-average number of total shares (including shares of our common stock and OP Units held by ~~non-~~

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~~controlling~~non-controlling OP Unitholders) outstanding during the respective periods (dollars in thousands, except per-share amounts):

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For the Three Months Ended March 31,
2021 2020
Net income $ 554 $ 3,101
Less: Aggregate dividends declared on Series B Preferred Stock and Series C Preferred Stock(1)
(2,764) (2,125)
Net (loss) income available to common stockholders and non-controlling OP Unitholders (2,210) 976
Plus: Real estate and intangible depreciation and amortization 6,051 4,257
Plus: Losses on dispositions of real estate assets, net 798 99
Adjustments for unconsolidated entities(2)
9 4
FFO available to common stockholders and non-controlling OP Unitholders 4,648 5,336
Plus: Acquisition- and disposition-related expenses 70 10
Plus (less): Other nonrecurring charges (receipts), net(3)
43 (45)
CFFO available to common stockholders and non-controlling OP Unitholders 4,761 5,301
Net rent adjustment (491) (4)
Plus: Amortization of debt issuance costs 388 179
Less: Other non-cash receipts(4)
25 (34)
AFFO available to common stockholders and non-controlling OP Unitholders 4,683 5,442
Weighted-average common stock outstanding—basic and diluted 26,874,630 21,262,080
Weighted-average common non-controlling OP Units outstanding 47,782 288,303
Weighted-average total common shares outstanding 26,922,412 21,550,383
Diluted FFO per weighted-average total common share $ 0.17 $ 0.25
Diluted CFFO per weighted-average total common share $ 0.18 $ 0.25
Diluted AFFO per weighted-average total common share $ 0.17 $ 0.25


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2021		2020		2021		2020
Net (loss) income	$	(531)	$	182	$	23	$	3,283
Less: Aggregate dividends declared on Series B Preferred Stock and Series C Preferred Stock(1)	(2,939)		(2,262)		(5,702)		(4,388)
Net loss available to common stockholders and non-controlling OP Unitholders	(3,470)		(2,080)		(5,679)		(1,105)
Plus: Real estate and intangible depreciation and amortization	6,285		3,843		12,336		8,100

Plus: Losses on dispositions of real estate assets, net	1,042		567		1,840		666

Adjustments for unconsolidated entities(2)	10		4		18		9
FFO available to common stockholders and non-controlling OP Unitholders	3,867		2,334		8,515		7,670
Plus: Acquisition- and disposition-related expenses	71		57		140		67

Plus (less): Other nonrecurring charges (receipts), net(3)	13		8		56		(37)
CFFO available to common stockholders and non-controlling OP Unitholders	3,951		2,399		8,711		7,700
Net rent adjustment	(515)		(411)		(1,005)		(414)
Plus: Amortization of debt issuance costs	252		186		641		365
Less: Other non-cash charges (receipts)(4)	38		15		63		(19)
AFFO available to common stockholders and non-controlling OP Unitholders	3,726		2,189		8,410		7,632

Weighted-average common stock outstanding—basic and diluted	29,360,515		21,418,455		28,124,440		21,340,268
Weighted-average common non-controlling OP Units outstanding	204,778		224,940		126,713		256,621
Weighted-average total common shares outstanding	29,565,293		21,643,395		28,251,153		21,596,889

Diluted FFO per weighted-average total common share	$	0.13	$	0.11	$	0.30	$	0.36
Diluted CFFO per weighted-average total common share	$	0.13	$	0.11	$	0.31	$	0.36
Diluted AFFO per weighted-average total common share	$	0.13	$	0.10	$	0.30	$	0.35

(1)Includes (i) cash dividends paid on our Series B Preferred Stock and Series C Preferred Stock and (ii) the value of additional shares of Series C Preferred Stock issued pursuant to the DRIP.

(2)Represents our pro-rata share of depreciation expense recorded in unconsolidated entities during the ~~period.~~respective periods.

(3)Consists primarily of (i) net property and casualty recoveries recorded, net of the cost of related repairs expensed, as a result of the damage caused to certain irrigation improvements by natural disasters on certain of our properties, (ii) one-time listing fees related to our Series D Term Preferred Stock, (iii) the write-off of certain unallocated costs related to a prior universal registration statement, and (iv) certain one-time costs related to the early redemption of our Series A Term Preferred Stock.

(4)Consists of (i) the amount of dividends on the Series C Preferred Stock paid via issuing new shares (pursuant to the DRIP) and (ii) our remaining pro-rata share of income (loss) recorded from investments in unconsolidated entities during the period.

Net Asset Value

Real estate companies are required to record real estate using the historical cost basis of the real estate, adjusted for accumulated depreciation and amortization, and, as a result, the carrying value of the real estate does not typically change as the fair value of the assets change. Thus, one challenge is determining the fair value of the real estate in order to allow stockholders to see the value of the real estate increase or decrease over time, which we believe is useful to our investors.

Determination of Fair Value

Our Board of Directors reviews and approves the valuations of our properties pursuant to a valuation policy approved by our Board of Directors (the “Valuation Policy”). Such review and approval occurs in three phases: (i) prior to its quarterly meetings, the Board of Directors receives written valuation recommendations and supporting materials that are provided by professionals of the Adviser and Administrator, with oversight and direction from the chief valuation officer, who is also employed by the Administrator (collectively, the “Valuation Team”); (ii) the valuation committee of the Board of Directors (the “Valuation Committee”), which is comprised entirely of independent directors, meets to review the valuation recommendations and supporting materials; and (iii) after the Valuation Committee concludes its meeting, it and the chief valuation officer present the Valuation Committee’s findings to the entire Board of Directors so that the full Board of Directors may review and approve the fair values of our properties in accordance with the Valuation Policy. Further, on a quarterly basis, the Board of Directors reviews the Valuation Policy to determine if changes thereto are advisable and also reviews whether the Valuation Team has applied the Valuation Policy consistently.

Per the Valuation Policy, our valuations are generally derived based on the following:

•For properties acquired within 12 months prior to the date of valuation, the purchase price of the property will generally be used as the current fair value unless overriding factors apply. In situations where OP Units are issued as partial or

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whole consideration in connection with the acquisition of a property, the fair value of the property will generally be the

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lower of: (i) the agreed-upon purchase price between the seller and the buyer (as shown in the purchase and sale agreement or contribution agreement and using the agreed-upon pricing of the OP Units, if applicable), or (ii) the value as determined by an independent, third-party appraiser.

•For real estate we acquired more than one year prior to the date of valuation, we determine the fair value either by relying on estimates provided by independent, third-party appraisers or through an internal valuation process. In addition, if significant capital improvements take place on a property, we will typically have those properties reappraised upon completion of the project by an independent, third-party appraiser. In any case, we intend to have each property valued by an independent, third-party appraiser via a full appraisal at least once every three years, with interim values generally being determined by either: (i) a restricted appraisal (a “desk appraisal”) performed by an independent, third-party appraiser, or (ii) our internal valuation process.

Various methodologies were used, both by the appraisers and in our internal valuations, to determine the fair value of our real estate, including the sales comparison, income capitalization (or a discounted cash flow analysis), and cost approaches of valuation. In performing their analyses, the appraisers typically (i) conducted site visits to the properties (where full appraisals were performed), (ii) discussed each property with our Adviser and reviewed property-level information, including, but not limited to, property operating data, prior appraisals (as available), existing lease agreements, farm acreage, location, access to water and water rights, potential for future development, and other property-level information, and (iii) reviewed information from a variety of sources about regional market conditions applicable to each of our properties, including, but not limited to, recent sale prices of comparable farmland, market rents for similar farmland, estimated marketing and exposure time, market capitalization rates, and the current economic environment, among others. In performing our internal valuations, we will consider the most recent appraisal available and use similar methodologies in determining an updated fair value. We will also obtain updated market data related to the property, such as updated sales and market rent comparisons and market capitalization rates, and perform an updated assessment of the tenants’ credit risk profiles, among others. Sources of this data may come from market inputs from recent acquisitions of our own portfolio of real estate, recent appraisals of properties we own that are similar in nature and in the same region (as applicable) as the property being valued, market conditions and trends we observe in our due diligence process, and conversations with appraisers, brokers, and farmers.

A breakdown of the methodologies used to value our properties and the aggregate value as of ~~March 31,~~June 30, 2021, determined by each method is shown in the table below (dollars in thousands, except in footnotes):


Valuation Method	Valuation Method	Number of Farms	Total Acres	Farm Acres	Net Cost Basis(1)		Current Fair Value		% of Total Fair Value	Valuation Method	Number of Farms	Total Acres	Farm Acres	Net Cost Basis(1)		Current Fair Value		% of Total Fair Value
Purchase Price	Purchase Price	27	13,452	12,564	$	252,148	$	254,067	21.7%	Purchase Price	38	16,154	14,543	$	312,137	$	316,141	25.3%

Third-party Appraisal(2)	Third-party Appraisal(2)	113	87,860	71,088	796,017		916,225		78.3%	Third-party Appraisal(2)	115	89,128	72,290	810,224		934,230		74.7%
Total	Total	140	101,312	83,652	$	1,048,165	$	1,170,292	100.0%	Total	153	105,282	86,833	$	1,122,361	$	1,250,371	100.0%

(1)Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs paid for by us that were associated with the properties, and adjusted for accumulated depreciation and amortization.

(2)Appraisals performed between ~~June~~September 2020 and ~~April~~June 2021.

Some of the significant assumptions used by appraisers and the Valuation Team in valuing our portfolio as of ~~March 31,~~June 30, 2021, include land values per farmable acre, market rental rates per farmable acre and the resulting net operating income (“NOI”) at the property level, and capitalization rates, among others. These assumptions were applied on a farm-by-farm basis and were selected based on several factors, including comparable land sales, surveys of both existing and current market rates, discussions with other brokers and farmers, soil quality, size, location, and other factors deemed appropriate. A summary of these significant assumptions is provided in the following table:

Range
(Low - High)

Weighted
Average

Land Value (per farmable acre)

$678 – $127,436

~~35,572~~35,344

Market NOI (per farmable acre)

$~~421~~190 – $3,546

~~1,824~~1,616

Market Capitalization Rate

3.00% – 10.06%

~~5.05%~~5.03%

Note: Figures in the table above apply only to the farmland portion of our portfolio and exclude assumptions made relating to farm-related facilities (e.g., cooling facilities), and other structures on our properties (e.g., residential housing), as their aggregate value was considered to be insignificant in relation to that of the farmland.

Our Valuation Team reviews the appraisals, including the significant assumptions and inputs used in determining the appraised values, and considers any developments that may have occurred since the time the appraisals were performed. Developments considered that may have an impact on the fair value of our real estate include, but are not limited to, changes in tenant credit

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profiles, changes in lease terms (such as expirations and notices of non-renewals or to vacate), and potential asset sales (particularly those at prices different from the appraised values of our properties).

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Management believes that the purchase prices of the farms acquired during the previous 12 months and the most recent appraisals available for the farms acquired prior to the previous 12 months fairly represent the current market values of the properties as of ~~March 31,~~June 30, 2021, and, accordingly, did not make any adjustment to these values.

A quarterly roll-forward of the change in our portfolio value for the three months ended ~~March 31,~~June 30, 2021, from the prior value basis as of ~~December~~March 31, ~~2020,~~2021, is provided in the table below (dollars in thousands):

~~Total portfolio fair value as of December 31, 2020~~


Total portfolio fair value as of March 31, 2021			$	1,170,292
Plus: Acquisition of 13 new farms during the three months ended June 30, 2021			79,742		(1)

Plus net value appreciation during the three months ended June 30, 2021:


46 farms valued via third-party appraisals	$	337
Total net appreciation for the three months ended June 30, 2021			337
Total portfolio fair value as of June 30, 2021			$	1,250,371

(1)Includes approximately $1.2 million paid to exercise a water purchase option that was acquired in connection with one of the farms that was acquired during the three months ended June 30, 2021.

~~1,162,524~~

~~Plus: Acquisition of three new farms during the three months ended March 31, 2021~~

~~5,577~~

~~Plus net value appreciation during the three months ended March 31, 2021:~~

~~32 farms valued via third-party appraisals~~

~~2,191~~

~~Total net appreciation for the three months ended March 31, 2021~~

~~2,191~~

~~Total portfolio fair value as of March 31, 2021~~

~~1,170,292~~

Management also determined fair values of all of its long-term borrowings and preferred stock. Using a discounted cash flow analysis, management determined that the fair value of all long-term encumbrances on our properties as of ~~March 31,~~June 30, 2021, was approximately ~~$626.2~~$628.6 million, as compared to a carrying value (excluding unamortized related debt issuance costs) of approximately ~~$632.5~~$630.9 million. The fair values of our Series B Preferred Stock and Series D Term Preferred Stock were determined using the closing stock prices as of ~~March 31,~~June 30, 2021, of ~~$25.56~~$25.98 per share and ~~$25.54~~$26.03 per share, respectively. Finally, pursuant to Financial Industry Regulatory Authority Rule 2310(b)(5), with the assistance of a third-party valuation expert, we determined the estimated value of our Series C Preferred Stock to be $25.00 per share as of ~~March 31,~~June 30, 2021 (see Exhibit 99.1 to this Form 10-Q).

Calculation of Estimated Net Asset Value

To provide our stockholders with an estimate of the fair value of our real estate assets, we intend to estimate the fair value of our farms and farm-related properties and provide an estimated net asset value (“NAV”) on a quarterly basis. NAV is a non-GAAP, supplemental measure of financial position of an equity REIT and is calculated as total equity, adjusted for the increase or decrease in fair value of our real estate assets and long-term borrowings (including any preferred stock required to be treated as debt for GAAP purposes) relative to their respective cost bases. Further, we calculate NAV per common share by dividing NAV by our total common shares outstanding (consisting of our common stock and OP Units held by non-controlling limited partners).

The fair values presented above and their usage in the calculation of net asset value per share presented below have been prepared by and is the responsibility of management. PricewaterhouseCoopers LLP has neither examined, compiled, nor performed any procedures with respect to the fair values or the calculation of net asset value per common share, which utilizes information that is not disclosed within the financial statements, and, accordingly, does not express an opinion or any other form of assurance with respect thereto.

As of ~~March 31,~~June 30, 2021, we estimate the NAV per common share to be ~~$12.69.~~$13.16. A reconciliation of NAV to total equity, which we believe is the most directly-comparable GAAP measure, is provided below (dollars in thousands, except per-share data):

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Total equity per balance sheet			$	~~417,667~~481,314
Fair value adjustment for long-term assets:
Less: net cost basis of tangible and intangible real estate holdings(1)	$	~~(1,048,165)~~(1,122,361)
Plus: estimated fair value of real estate holdings(2)	~~1,170,292~~1,250,371
Net fair value adjustment for real estate holdings			~~122,127~~128,010
Fair value adjustment for long-term liabilities:
Plus: book value of aggregate long-term indebtedness(3)	~~692,895~~691,261
Less: fair value of aggregate long-term indebtedness(3)(4)	~~(687,914)~~(691,477)
Net fair value adjustment for long-term indebtedness			~~4,981~~ (216)
Estimated NAV			~~544,775~~609,108
Less: aggregate fair value of Series B Preferred Stock and Series C Preferred Stock(5)			~~(192,840)~~(205,475)
Estimated NAV available to common stockholders and non-controlling OP Unitholders			$	~~351,935~~403,633
Total common shares and non-controlling OP Units outstanding(6)			~~27,736,729~~30,682,842
Estimated NAV per common share and OP Unit			$	~~12.69~~13.16

(1)Per Net Cost Basis as presented in the table above.

(2)Per Current Fair Value as presented in the table above.

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(3)Includes the principal balances outstanding of all long-term borrowings (consisting of notes and bonds payable) and the Series D Term Preferred Stock.

(4)Long-term notes and bonds payable were valued using a discounted cash flow model. The Series D Term Preferred Stock was valued based on its closing stock price as of ~~March 31,~~June 30, 2021.

(5)The Series B Preferred Stock was valued based on its closing stock price as of ~~March 31,~~June 30, 2021, while the Series C Preferred Stock was valued at its liquidation value, as discussed above.

(6)Includes ~~27,531,951~~30,478,064 shares of common stock and 204,778 OP Units held by non-controlling OP Unitholders.

A quarterly roll-forward in the estimated NAV per common share for the three months ended ~~March 31,~~June 30, 2021, is provided below:


Estimated NAV per common share and non-controlling OP Unit as of ~~December~~March 31, ~~2020~~2021			$	~~12.23~~12.69
Less net loss attributable to common stockholders and non-controlling OP Unitholders			~~(0.08)~~(0.12)
Adjustments for net change in valuations:
Net change in unrealized fair value of farmland portfolio(1)	$	~~0.31~~0.20
Net change in unrealized fair value of long-term indebtedness	~~0.21~~ (0.18)
Net change in valuations			~~0.52~~0.02
Less distributions on common stock and non-controlling OP Units			(0.13)
Plus net accretive effect of equity issuances			~~0.15~~0.70
Estimated NAV per common share and non-controlling OP Unit as of ~~March 31,~~June 30, 2021			$	~~12.69~~13.16

(1)The net change in unrealized fair value of our farmland portfolio consists of three components: (i) an increase of ~~$0.08~~$0.01 per share due to the net appreciation in value of the farms that were valued during the three months ended ~~March 31,~~June 30, 2021, (ii) an increase of ~~$0.23~~$0.21 per share due to the aggregate depreciation and amortization expense recorded during the three months ended ~~March 31,~~June 30, 2021, and (iii) ~~no change~~a decrease of $0.02 per share due to net asset dispositions or capital improvements made on certain farms that have not yet been considered in the determination of the respective farms’ estimated fair values.

Comparison of estimated NAV and estimated NAV per common share, using the definitions above, to similarly-titled measures for other REITs may not necessarily be meaningful due to possible differences in the calculation or application of the definition of NAV used by such REITs. In addition, the trading price of our common shares may differ significantly from our most recent estimated NAV per common share calculation. For example, while we estimated our NAV per common share to be ~~$12.69~~$13.16 as of ~~March 31,~~June 30, 2021, based on the calculation above, the closing price of our common stock on ~~March 31,~~June 30, 2021, was ~~$18.30~~$24.06 per share.

The determination of estimated NAV is subjective and involves a number of assumptions, judgments, and estimates, and minor adjustments to these assumptions, judgments, or estimates may have a material impact on our overall portfolio valuation. In addition, many of the assumptions used are sensitive to market conditions and can change frequently. Changes in the market environment and other events that may occur during our ownership of these properties may cause the values reported above to vary from the actual fair value that may be obtained in the open market. Further, while management believes the values presented reflect current market conditions, the ultimate amount realized on any asset will be based on the timing of such dispositions and the then-current market conditions. There can be no assurance that the ultimate realized value upon disposition of an asset will approximate the estimated fair value above.

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ITEM 3.			QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

This Item is not applicable to smaller reporting companies.


ITEM 4.			CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of ~~March 31,~~June 30, 2021, our management, including our chief executive officer and chief financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, the chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective as of ~~March 31,~~June 30, 2021, in providing a reasonable level of assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in applicable SEC rules and forms, including providing a reasonable level of assurance that information required to be disclosed by us in such reports is accumulated and communicated to our management, including our chief executive officer and our chief financial officer, as appropriate to allow timely decisions regarding required disclosure. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of necessarily achieving the desired control objectives, and management was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during the quarter ended ~~March 31,~~June 30, 2021, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

4547

Table of Contents

PART II – OTHER INFORMATION


Item 1.			Legal Proceedings

We are not currently subject to any material legal proceedings, nor, to our knowledge, are any such material legal proceedings threatened against us.


Item 1A.			Risk Factors

Our business is subject to certain risks and events that, if they occur, could adversely affect our financial condition and results of operations and the trading price of our securities. For a discussion of these risks, please refer to the section captioned, “Item 1A. Risk Factors,” in our Annual Report on Form 10-K for the year ended December 31, 2020. There have been no material changes to risks associated with our business or investment in our securities from those previously set forth in the report described above. The risks in our Form 10-K are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may materially and adversely affect our business, financial condition, and/or operating results in the future.


Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds

Sales of Unregistered Securities

As consideration in connection with the acquisition of a cooling and storage facility located in San Joaquin County, California, on March 11, 2021, the Operating Partnership issued 204,778 OP Units, constituting an aggregate fair value of approximately $4.0 million as of the acquisition date, subject to adjustment pursuant to the related contribution agreement, to the seller upon consummation of the transaction. With regard to the OP Units issued in connection with the transaction, following a one-year holding period, the OP Units will be redeemable for cash or, at the Company’s discretion, exchangeable for shares of the Company’s common stock, in accordance with the terms of the Operating Partnership’s partnership agreement. The exchange of the OP Units pursuant to the related contribution agreement was consummated without registration under the Securities Act in reliance upon the exemption from registration in Section 4(a)(2) of the Securities Act. No sales commission or other consideration was paid in connection with the sale.None.

Issuer Purchases of Equity Securities

None.


Item 3.			Defaults Upon Senior Securities

Not applicable.


Item 4.			Mine Safety Disclosures

Not applicable.


Item 5.			Other Information

In connection with our previously-announced redemption of 1,150,000 shares of Series A Term Preferred Stock, which was completed on February 12, 2021, on May 7, 2021, we filed Articles Supplementary (the “Reclassification Articles Supplementary”) with the State Department of Assessments and Taxation of Maryland, pursuant to which our board of directors reclassified and designated the remaining 850,000 shares of authorized but unissued Series A Term Preferred Stock as additional shares of common stock. After giving effect to the filing of the Reclassification Articles Supplementary, our authorized capital stock consists of 63,944,073 shares of common stock, 6,456,065 shares of Series B Preferred Stock, 25,999,862 shares of Series C Preferred Stock, and 3,600,000 shares of Series D Term Preferred Stock. The Reclassification Articles Supplementary did not increase our authorized shares of capital stock. The foregoing description of the Reclassification Articles Supplementary is a summary and is qualified in its entirety by reference to the ReclassificationNone.

~~Table of Contents~~

~~Articles Supplementary, a copy of which is filed as Exhibit 3.7 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.~~

4748

Table of Contents


Item 6.			Exhibits

EXHIBIT INDEX


Exhibit Number						Exhibit Description
3.1						Articles of Incorporation, incorporated by reference to Exhibit 3.1 to Pre-Effective Amendment No. 2 to the Registration Statement on Form S-11 (File No. 333-183965), filed on November 2, 2012.
3.2						Amended and Restated Bylaws, incorporated by reference to Exhibit 3.2 to Pre-Effective Amendment No. 3 to the Registration Statement on Form S-11 (File No. 333-183965), filed on November 15, 2012.
3.3						Articles of Amendment, incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K (File No. 001-35795), filed on July 12, 2017.
3.4						Articles Supplementary establishing the 6.00% Series B Cumulative Redeemable Preferred Stock, incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K (File No. 001-35795), filed on May 31, 2018.
3.5						Articles Supplementary for 6.00% Series C Cumulative Redeemable Preferred Stock, incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K (File No. 001-35795), filed on February 20, 2020.
3.6						Articles Supplementary for 5.00% Series D Cumulative Term Preferred Stock, incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K (File No. 001-35795), filed on January 14, 2021.
3.7						Articles Supplementary, ~~(filed herewith)~~incorporated by reference to Exhibit 3.7 to the Quarterly Report on Form 10-Q (File No. 001-35795), filed on May 12, 2021
4.1						Form of Common Stock Certificate, incorporated by reference to Exhibit 4.1 to Pre-Effective Amendment No. 4 to the Registration Statement on Form S-11 (File No. 333-183965), filed on December 27, 2012.
4.2						Form of Certificate for 6.00% Series B Cumulative Redeemable Preferred Stock, incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K (File No. 001-35795), filed on May 31, 2018.
4.3						Form of Certificate for 6.00% Series C Cumulative Redeemable Preferred Stock, incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K (File No. 001-35795), filed on February 20, 2020.
4.4						Form of Certificate for 5.00% Series D Cumulative Term Preferred Stock, incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K (File No. 001-35795), filed on January 14, 2021.
4.5						Form of Indenture, incorporated by reference to Exhibit 4.9 to the Registration Statement on Form S-3 (File No. 333-236943), filed on March 6, 2020.
10.1						Amendment No.1 to Equity Distribution Agreement, dated May 18, 2021, by and among Gladstone Land Corporation, Gladstone Land Limited Partnership, and Ladenburg Thalmann & Co. Inc., incorporated by reference to Exhibit 1.1 to the Current Report on Form 8-K (File No. 001-35795), filed on May 18, 2021.
10.2						Amendment No.1 to Equity Distribution Agreement, dated May 18, 2021, by and among Gladstone Land Corporation, Gladstone Land Limited Partnership, and Virtu Americas LLC, incorporated by reference to Exhibit 1.2 to the Current Report on Form 8-K (File No. 001-35795), filed on May 18, 2021
10.3						Agreement of Purchase and Sale (Lerdo Highway Shafter CA - Phase I) between King and Gardiner Farms, LLC, Gardiner Family, LLC and Gladstone Land Corporation dated as of January 27, 2021 (filed herewith).
10.4						Agreement of Purchase and Sale (Lerdo Highway Shafter CA - Phase II) between King and Gardiner Farms, LLC, Gardiner Family, LLC and Gladstone Land Corporation dated as of January 27, 2021 (filed herewith).
10.5						Agreement of Purchase and Sale (Lerdo Highway Shafter CA - Phase III) between King and Gardiner Farms, LLC, Gardiner Family, LLC and Gladstone Land Corporation dated as of January 27, 2021 (filed herewith).
10.6						Second Amendment to Agreement of Purchase and Sale (Lerdo Highway Shafter CA - Phase I) between V Lions Farming, LLC, Gardiner Family LLC and Gladstone Land Corporation dated as of May 21, 2021 (filed herewith).
10.7						Second Amendment to Agreement of Purchase and Sale (Lerdo Highway Shafter CA - Phase II) between V Lions Farming, LLC, Gardiner Family LLC and Gladstone Land Corporation dated as of May 21, 2021 (filed herewith).
10.8						Second Amendment to Agreement of Purchase and Sale (Lerdo Highway Shafter CA - Phase III) between V Lions Farming, LLC, Gardiner Family LLC and Gladstone Land Corporation dated as of May 21, 2021 (filed herewith).
10.9						Fifth Amended and Restated Investment Advisory Agreement, dated July 13, 2021, by and between Gladstone Land Corporation and Gladstone Management Corporation, incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-35795), filed on July 14, 2021.
31.1						Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
31.2						Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

Table of Contents


32.1						Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
32.2						Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
99.1						Estimated Value Methodology for Series C Cumulative Redeemable Preferred Stock as of ~~March 31,~~June 30, 2021 (filed herewith).

101.INS***						XBRL Instance Document
101.SCH***						XBRL Taxonomy Extension Schema Document
101.CAL***						XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB***						XBRL Taxonomy Extension Label Linkbase Document
101.PRE***						XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF***						XBRL Definition Linkbase
104						Cover Page Interactive Data File (formatted in iXBRL and contained in Exhibit 101)


***			Attached as Exhibit 101 to this Quarterly Report on Form 10-Q are the following materials, formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) the Condensed Consolidated Balance Sheets as of ~~March 31,~~June 30, 2021, and December 31, 2020, (ii) the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and six months ended ~~March 31,~~June 30, 2021 and 2020, (iii) the Condensed Consolidated Statements of Equity for the three and six months ended ~~March 31,~~June 30, 2021 and 2020, (iv) the Condensed Consolidated Statements of Cash Flows for the ~~three~~six months ended ~~March 31,~~June 30, 2021 and 2020, and (v) the Notes to the Condensed Consolidated Financial Statements.

4850

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	Gladstone Land Corporation

Date: ~~May 12,~~August 10, 2021	By:	/s/ Lewis Parrish
		Lewis Parrish
		Chief Financial Officer and Assistant Treasurer

Date: ~~May 12,~~August 10, 2021	By:	/s/ David Gladstone
		David Gladstone
		Chief Executive Officer and Chairman of the Board of Directors

4951


Maryland		54-1892552
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1521 Westbranch Drive,	Suite 100
McLean,	Virginia	22102
(Address of principal executive offices)		(Zip Code)


		PAGE
PART I	FINANCIAL INFORMATION

ITEM 1.	Financial Statements (Unaudited):

	Condensed Consolidated Balance Sheets as of ~~March~~June 3 10 , ~~202~~1 ,2021, and December 31, 20 202020	3

	Condensed Consolidated Statements of Operations and Comprehensive Income for the three an d six months ended ~~March~~June 3 10 , 202 1 and 2 02 02020	4

	Condensed Consolidated Statements of Equity for the three and six months ended ~~March~~June 3 10 , ~~202~~1 2021 and 20 202020	5

	Condensed Consolidated Statements of Cash Flows for the ~~three~~six months ended ~~March~~ 3 1 ~~, 202~~1 June 30, 2021 and 2 0 2 02020	67

	Notes to Condensed Consolidated Financial Statements	89

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2627

ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	4547

ITEM 4.	Controls and Procedures	4547

PART II	OTHER INFORMATION

ITEM 1.	Legal Proceedings	4648

ITEM 1A.	Risk Factors	4648

ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4648

ITEM 3.	Defaults Upon Senior Securities	4648

ITEM 4.	Mine Safety Disclosures	4648

ITEM 5.	Other Information	4648

ITEM 6.	Exhibits	4849

SIGNATURES		4951


		March 31, 2021		December 31, 2020			June 30, 2021		December 31, 2020
ASSETS	ASSETS					ASSETS
Investments in real estate, net		$	1,046,371	$	1,046,203
Real estate, at cost						Real estate, at cost	$	1,165,366	$	1,095,439
Less: accumulated depreciation						Less: accumulated depreciation	(60,402)		(49,236)
Total real estate, net						Total real estate, net	1,104,964		1,046,203
Lease intangibles, net	Lease intangibles, net	4,390		3,732		Lease intangibles, net	5,038		3,732
Cash and cash equivalents	Cash and cash equivalents	72,894		9,218		Cash and cash equivalents	66,789		9,218

Other assets, net	Other assets, net	10,811		8,136		Other assets, net	24,843		8,136
TOTAL ASSETS	TOTAL ASSETS	$	1,134,466	$	1,067,289	TOTAL ASSETS	$	1,201,634	$	1,067,289

LIABILITIES AND EQUITY	LIABILITIES AND EQUITY					LIABILITIES AND EQUITY
LIABILITIES:	LIABILITIES:					LIABILITIES:
Borrowings under lines of credit	Borrowings under lines of credit	$	100	$	100	Borrowings under lines of credit	$	100	$	100
Notes and bonds payable, net	Notes and bonds payable, net	628,912		623,961		Notes and bonds payable, net	627,408		623,961
Series A cumulative term preferred stock, $0.001 par value, $25.00 per share liquidation preference; 850,000 shares authorized, 0 shares issued or outstanding as of March 31, 2021; 2,000,000 shares authorized, 1,150,000 shares issued and outstanding as of December 31, 2020, net		0		28,594
Series D cumulative term preferred stock, $0.001 par value, $25.00 per share liquidation preference; 3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of March 31, 2021; 0 shares authorized, issued, or outstanding as of December 31, 2020, net		58,372		0
Series A cumulative term preferred stock, $0.001 par value, $25.00 per share liquidation preference; 0 shares authorized, 0 shares issued or outstanding as of June 30, 2021; 2,000,000 shares authorized, 1,150,000 shares issued and outstanding as of December 31, 2020, net						Series A cumulative term preferred stock, $0.001 par value, $25.00 per share liquidation preference; 0 shares authorized, 0 shares issued or outstanding as of June 30, 2021; 2,000,000 shares authorized, 1,150,000 shares issued and outstanding as of December 31, 2020, net	0		28,594
Series D cumulative term preferred stock, $0.001 par value, $25.00 per share liquidation preference; 3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of June 30, 2021; 0 shares authorized, issued, or outstanding as of December 31, 2020, net						Series D cumulative term preferred stock, $0.001 par value, $25.00 per share liquidation preference; 3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of June 30, 2021; 0 shares authorized, issued, or outstanding as of December 31, 2020, net	58,482		0
Accounts payable and accrued expenses	Accounts payable and accrued expenses	8,573		9,081		Accounts payable and accrued expenses	10,806		9,081
Due to related parties, net	Due to related parties, net	3,146		2,484		Due to related parties, net	1,994		2,484
Other liabilities, net	Other liabilities, net	17,696		19,279		Other liabilities, net	21,530		19,279
Total liabilities	Total liabilities	716,799		683,499		Total liabilities	720,320		683,499
Commitments and contingencies (Note 7)	Commitments and contingencies (Note 7)	0		0		Commitments and contingencies (Note 7)	0		0
EQUITY:	EQUITY:					EQUITY:
Stockholders’ equity:	Stockholders’ equity:					Stockholders’ equity:
Series B cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 6,456,065 shares authorized 5,956,065 shares issued and outstanding as of March 31, 2021, and December 31, 2020		6		6
Series C cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 25,999,862 shares authorized, 1,624,113 shares issued and outstanding as of March 31, 2021; 25,999,862 shares authorized, 1,088,435 shares issued and outstanding as of December 31, 2020		2		1
Common stock, $0.001 par value; 63,094,073 shares authorized, 27,531,951 shares issued and outstanding as of March 31, 2021; 65,544,073 shares authorized, 26,219,019 shares issued and outstanding as of December 31, 2020		27		26
Series B cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 6,456,065 shares authorized, 5,956,065 shares issued and outstanding as of June 30, 2021, and December 31, 2020						Series B cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 6,456,065 shares authorized, 5,956,065 shares issued and outstanding as of June 30, 2021, and December 31, 2020	6		6
Series C cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 25,999,862 shares authorized, 2,029,455 shares issued and outstanding as of June 30, 2021; 25,999,862 shares authorized, 1,088,435 shares issued and outstanding as of December 31, 2020						Series C cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 25,999,862 shares authorized, 2,029,455 shares issued and outstanding as of June 30, 2021; 25,999,862 shares authorized, 1,088,435 shares issued and outstanding as of December 31, 2020	2		1
Common stock, $0.001 par value; 63,944,073 shares authorized, 30,478,064 shares issued and outstanding as of June 30, 2021; 65,544,073 shares authorized, 26,219,019 shares issued and outstanding as of December 31, 2020						Common stock, $0.001 par value; 63,944,073 shares authorized, 30,478,064 shares issued and outstanding as of June 30, 2021; 65,544,073 shares authorized, 26,219,019 shares issued and outstanding as of December 31, 2020	30		26
Additional paid-in capital	Additional paid-in capital	476,996		440,470		Additional paid-in capital	549,123		440,470
Distributions in excess of accumulated earnings						Distributions in excess of accumulated earnings	(68,533)		(55,213)
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(133)		(1,500)		Accumulated other comprehensive loss	(1,344)		(1,500)
Distributions in excess of accumulated earnings		(61,066)		(55,213)
Total stockholders’ equity	Total stockholders’ equity	415,832		383,790		Total stockholders’ equity	479,284		383,790
Non-controlling interests in Operating Partnership	Non-controlling interests in Operating Partnership	1,835		0		Non-controlling interests in Operating Partnership	2,030		0
Total equity	Total equity	417,667		383,790		Total equity	481,314		383,790

TOTAL LIABILITIES AND EQUITY	TOTAL LIABILITIES AND EQUITY	$	1,134,466	$	1,067,289	TOTAL LIABILITIES AND EQUITY	$	1,201,634	$	1,067,289


	For the Three Months Ended March 31,
		2021		2020
OPERATING REVENUES:
Lease revenue, net		$	16,034	$	15,280

Total operating revenues		16,034		15,280
OPERATING EXPENSES:
Depreciation and amortization		6,051		4,257
Property operating expenses		429		521
Base management fee		1,369		1,034
Incentive fee		1,162		1,334

Administration fee		357		384
General and administrative expenses		539		553



Total operating expenses		9,907		8,083
OTHER INCOME (EXPENSE):
Other income		2,235		1,324
Interest expense		(6,193)		(4,963)
Dividends declared on Series A and Series D cumulative term preferred stock		(804)		(458)
Loss on dispositions of real estate assets, net		(798)		(99)
Property and casualty recovery, net		0		66

(Loss) income from investments in unconsolidated entities		(13)		34
Total other expense, net		(5,573)		(4,096)
NET INCOME		554		3,101
Net income attributable to non-controlling interests		(1)		(42)
NET INCOME ATTRIBUTABLE TO THE COMPANY		553		3,059
Dividends declared on Series B and Series C cumulative redeemable preferred stock		(2,764)		(2,125)

NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS		$	(2,211)	$	934

(LOSS) INCOME PER COMMON SHARE:
Basic and diluted		$	(0.08)	$	0.04
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
Basic and diluted		26,874,630		21,262,080

COMPREHENSIVE INCOME:
Net income attributable to the Company		$	553	$	3,059
Change in fair value related to interest rate hedging instruments		1,367		(1,257)
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY		$	1,920	$	1,802


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2021		2020		2021		2020
OPERATING REVENUES:
Lease revenue, net	$	16,893	$	12,638	$	32,927	$	27,918

Total operating revenues	16,893		12,638		32,927		27,918
OPERATING EXPENSES:
Depreciation and amortization	6,285		3,843		12,336		8,100
Property operating expenses	906		717		1,336		1,238
Base management fee	1,376		1,047		2,746		2,081
Incentive fee	0		0		1,162		1,334

Administration fee	347		357		703		740
General and administrative expenses	581		490		1,119		1,044



Total operating expenses	9,495		6,454		19,402		14,537
OTHER INCOME (EXPENSE):
Other income	20		21		2,255		1,345
Interest expense	(6,141)		(4,990)		(12,334)		(9,953)
Dividends declared on Series A and Series D cumulative term preferred stock	(755)		(458)		(1,559)		(916)
Loss on dispositions of real estate assets, net	(1,042)		(567)		(1,840)		(666)
Property and casualty recovery, net	0		0		0		66

(Loss) income from investments in unconsolidated entities	(11)		(8)		(24)		26
Total other expense, net	(7,929)		(6,002)		(13,502)		(10,098)
NET (LOSS) INCOME	(531)		182		23		3,283
Net loss (income) attributable to non-controlling interests	1		2		0		(39)
NET (LOSS) INCOME ATTRIBUTABLE TO THE COMPANY	(530)		184		23		3,244
Dividends declared on Series B and Series C cumulative redeemable preferred stock	(2,939)		(2,262)		(5,702)		(4,388)

NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	(3,469)	$	(2,078)	$	(5,679)	$	(1,144)

LOSS PER COMMON SHARE:
Basic and diluted	$	(0.12)	$	(0.10)	$	(0.20)	$	(0.05)
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
Basic and diluted	29,360,515		21,418,455		28,124,440		21,340,268

COMPREHENSIVE INCOME:
Net (loss) income attributable to the Company	$	(530)	$	184	$	23	$	3,244
Change in fair value related to interest rate hedging instruments	(1,211)		(169)		156		(1,426)
COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO THE COMPANY	$	(1,741)	$	15	$	179	$	1,818


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934





















	Three months ended March 31, 2021
	Series B Preferred Stock			Series C Preferred Stock			Common Stock			Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Distributions in Excess of Accumulated Earnings		Total Stockholders’ Equity		Non- Controlling Interests		Total Equity
	Number of Shares	Par Value		Number of Shares	Par Value		Number of Shares	Par Value
Balance at December 31, 2020	5,956,065	$	6	1,088,435	$	1	26,219,019	$	26	$	440,470	$	(1,500)	$	(55,213)	$	383,790	$	0	$	383,790


Issuance of preferred C stock, net	—	—		535,678	1		—	—		12,170		—		—		12,171		—		12,171

Issuance of OP Units as consideration in real estate acquisitions, net	—	—		—	—		—	—		—		—		—		—		3,970		3,970

Issuance of common stock, net	—	—		—	—		1,312,932	1		22,229		—		—		22,230		—		22,230
Net income	—	—		—	—		—	—		—		—		553		553		1		554
Dividends—Series B Preferred Stock and Series C Preferred Stock	—	—		—	—		—	—		—		—		(2,764)		(2,764)		—		(2,764)
Distributions—OP Units and common stock	—	—		—	—		—	—		—		—		(3,642)		(3,642)		(9)		(3,651)
Comprehensive income attributable to the Company	—	—		—	—		—	—		—		1,367		—		1,367		—		1,367
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	—	—		—	—		—	—		2,127		—		—		2,127		(2,127)		0
Balance at March 31, 2021	5,956,065	$	6	1,624,113	$	2	27,531,951	$	27	$	476,996	$	(133)	$	(61,066)	$	415,832	$	1,835	$	417,667


																													Three Months Ended June 30, 2021
																													Series B Preferred Stock									Series C Preferred Stock									Common Stock						Additional Paid-in Capital					Distributions in Excess of Accumulated Earnings			Accumulated Other Comprehensive Loss			Total Stockholders’ Equity			Non- Controlling Interests			Total Equity
																													Number of Shares				Par Value					Number of Shares				Par Value					Number of Shares			Par Value
Balance at March 31, 2021																											Balance at March 31, 2021		5,956,065				$	6				1,624,113				$	2				27,531,951			$	27					$	476,996				$	(61,066)		$	(133)		$	415,832		$	1,835	$	417,667

Issuance of Series C Preferred Stock, net																											Issuance of Series C Preferred Stock, net		—				—					405,342				—					—			—			9,194					—			—			9,194			—			9,194

Issuance of common stock, net																											Issuance of common stock, net		—				—					—				—					2,946,113			3			63,157					—			—			63,160			—			63,160
Net loss																											Net loss		—				—					—				—					—			—			—					(530)			—			(530)			(1)			(531)
Dividends—Series B Preferred Stock and Series C Preferred Stock																											Dividends—Series B Preferred Stock and Series C Preferred Stock		—				—					—				—					—			—			—					(2,939)			—			(2,939)			—			(2,939)
Distributions—OP Units and common stock																											Distributions—OP Units and common stock		—				—					—				—					—			—			—					(3,998)			—			(3,998)			(28)			(4,026)
Comprehensive loss attributable to the Company																											Comprehensive loss attributable to the Company		—				—					—				—					—			—			—					—			(1,211)			(1,211)			—			(1,211)
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership																											Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership		—				—					—				—					—			—			(224)					—			—			(224)			224			0
Balance at June 30, 2021																											Balance at June 30, 2021		5,956,065				$	6				2,029,455				$	2				30,478,064			$	30		$	549,123				$	(68,533)		$	(1,344)		$	479,284		$	2,030		$	481,314

																						Six Months Ended June 30, 2021
																			Series B Preferred Stock								Series C Preferred Stock										Common Stock									Additional Paid-in Capital			Distributions in Excess of Accumulated Earnings			Accumulated Other Comprehensive Loss					Total Stockholders’ Equity			Non- Controlling Interests			Total Equity
																													Number of Shares				Par Value					Number of Shares			Par Value	Number of Shares			Additional Paid-in Capital			Distributions in Excess of Accumulated Earnings			Accumulated Other Comprehensive Loss											Total Stockholders’ Equity				Non- Controlling Interests			Total Equity
Balance at December 31, 2020																											Balance at December 31, 2020		5,956,065				$	6				1,088,435				$	1						26,219,019					$	26

Issuance of Series C Preferred Stock, net																											Issuance of Series C Preferred Stock, net		—				—					941,020				1					—			—			21,364					—			—			21,365			—			21,365

		Three months ended March 31, 2020
		Series B Preferred Stock			Series C Preferred Stock			Common Stock			Additional Paid-in Capital				Accumulated Other Comprehensive Loss		Distributions in Excess of Accumulated Earnings						Total Stockholders’ Equity		Non- Controlling Interests					Total Equity
		Number of Shares	Par Value		Number of Shares	Par Value		Number of Shares	Par Value
Balance at December 31, 2019		4,755,869	$	5	—	—		20,936,658	$	21			$	315,770						$	(390)							$	(38,785)						$	276,621				$	2,349			$	278,970
Issuance of Series B Preferred Stock, net		1,229,531	1		—	—		—	—		27,115				—		—						27,116		—					27,116
Redemptions of Series B Preferred Stock		(7,753)	0		—	—		—	—		(185)				—		—						(185)		—					(185)

Issuance of OP Units as consideration in real estate acquisitions, net																											Issuance of OP Units as consideration in real estate acquisitions, net		—				—					—				—					—			—			—					—			—			—			3,970			3,970

Issuance of common stock, net	Issuance of common stock, net	—	—		—	—		409,800	0		5,324				—		—						5,324		—					5,324		Issuance of common stock, net		—					—				—					—			4,259,045			4					85,386			—			—			85,390			—		85,390
Net income	Net income	—	—		—	—		—	—		—				—		3,059						3,059		42					3,101		Net income		—					—				—					—			—			—					—			23			—			23			—		23
Dividends—Series B Preferred Stock and Series C Preferred Stock	Dividends—Series B Preferred Stock and Series C Preferred Stock	—	—		—	—		—	—		—				—		(2,125)						(2,125)		—					(2,125)		Dividends—Series B Preferred Stock and Series C Preferred Stock		—					—				—					—			—			—					—			(5,702)			—			(5,702)			—		(5,702)
Distributions—OP Units and common stock	Distributions—OP Units and common stock	—	—		—	—		—	—		—				—		(2,850)						(2,850)		(39)					(2,889)		Distributions—OP Units and common stock		—					—				—					—			—			—					—			(7,641)			—			(7,641)			(37)		(7,678)
Comprehensive loss attributable to the Company															(1,257)		—						(1,257)		—					(1,257)
Comprehensive income attributable to the Company																											Comprehensive income attributable to the Company		—				—					—				—					—			—			—					—			156			156			—			156
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	—	—		—	—		—	—		(4)				—		—						(4)		4					0		Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership		—					—				—					—			—			—					1,903			—			—			1,903			(1,903)		0
Balance at March 31, 2020		5,977,647	$	6	—	$	—	21,346,458	$	21	$	348,020			$	(1,647)	$	(40,701)					$	305,699	$	2,356				$	308,055
Balance at June 30, 2021																											Balance at June 30, 2021		5,956,065				$	6				2,029,455				$	2				30,478,064			$	30		$	549,123				$	(68,533)		$	(1,344)		$	479,284		$	2,030		$	481,314


	Three Months Ended June 30, 2020
	Series B Preferred Stock			Series C Preferred Stock			Common Stock			Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity		Non- Controlling Interests		Total Equity
	Number of Shares	Par Value		Number of Shares	Par Value		Number of Shares	Par Value
Balance at March 31, 2020	5,977,647	$	6	0	$	0	21,346,458	$	21	$	348,020	$	(40,701)	$	(1,647)	$	305,699	$	2,356	$	308,055
Issuance of Series B Preferred Stock, net	—	—		—	—		—	—		(66)		—		—		(66)		—		(66)
Redemption of Series B Preferred Stock	(5,165)	—		—	—		—	—		(124)		—		—		(124)		—		(124)
Issuance of Series C Preferred Stock, net	—	—		130,702	—		—	—		2,963		—		—		2,963		—		2,963


Redemption of OP Units	—	—		—	—		144,152	—		2,092		—		—		2,092		(2,092)		0
Issuance of common stock, net	—	—		—	—		44,129	1		707		—		—		708		—		708
Net income (loss)	—	—		—	—		—	—		—		184		—		184		(2)		182
Dividends—Series B Preferred Stock and Series C Preferred Stock	—	—		—	—		—	—		—		(2,262)		—		(2,262)		—		(2,262)
Distributions—OP Units and common stock	—	—		—	—		—	—		—		(2,874)		—		(2,874)		(30)		(2,904)
Comprehensive loss attributable to the Company	—	—		—	—		—	—		—		—		(169)		(169)		—		(169)
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	—	—		—	—		—	—		(915)		—		—		(915)		915		0
Balance at June 30, 2020	5,972,482	$	6	130,702	$	0	21,534,739	$	22	$	352,677	$	(45,653)	$	(1,816)	$	305,236	$	1,147	$	306,383


	Six Months Ended June 30, 2020
	Series B Preferred Stock			Series C Preferred Stock			Common Stock			Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity		Non- Controlling Interests		Total Equity
	Number of Shares	Par Value		Number of Shares	Par Value		Number of Shares	Par Value
Balance at December 31, 2019	4,755,869	$	5	0	$	0	20,936,658	$	21	$	315,770	$	(38,785)	$	(390)	$	276,621	$	2,349	$	278,970
Issuance of Series B Preferred Stock, net	1,229,531	1		—	—		—	—		27,049		—		—		27,050		—		27,050
Redemption of Series B Preferred Stock	(12,918)	—		—	—		—	—		(309)		—		—		(309)		—		(309)
Issuance of Series C Preferred Stock, net	—	—		130,702	—		—	—		2,963		—		—		2,963		—		2,963


Redemption of OP Units	—	—		—	—		144,152	—		2,092		—		—		2,092		(2,092)		0
Issuance of common stock, net	—	—		—	—		453,929	1		6,031		—		—		6,032		—		6,032
Net income	—	—		—	—		—	—		—		3,244		—		3,244		39		3,283
Dividends—Series B Preferred Stock and Series C Preferred Stock	—	—		—	—		—	—		—		(4,388)		—		(4,388)		—		(4,388)
Distributions—OP Units and common stock	—	—		—	—		—	—		—		(5,724)		—		(5,724)		(68)		(5,792)
Comprehensive loss attributable to the Company	—	—		—	—		—	—		—		—		(1,426)		(1,426)		—		(1,426)
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	—	—		—	—		—	—		(919)		—		—		(919)		919		0
Balance at June 30, 2020	5,972,482	$	6	130,702	$	0	21,534,739	$	22	$	352,677	$	(45,653)	$	(1,816)	$	305,236	$	1,147	$	306,383


Location	Location	No. of Farms	Total Acres	Farm Acres	Net Cost Basis(1)		Encumbrances(2)		Location	No. of Farms	Total Acres	Farm Acres	Net Cost Basis(1)		Encumbrances(2)
California~~(4)~~(5)	California~~(4)~~(5)	56	25,202	23,531	$	622,177	$	383,829	California~~(4)~~(5)	58	28,126	26,048	$	683,313	$	382,921
Florida	Florida	23	20,770	16,256	209,525		129,527		Florida	23	20,770	16,256	209,156		129,107
Arizona~~(5)~~(6)	Arizona~~(5)~~(6)	6	6,280	5,228	57,368		19,575		Arizona~~(5)~~(6)	6	6,280	5,228	56,280		19,575
Colorado	Colorado	12	32,773	25,577	48,023		30,147		Colorado	12	32,773	25,577	47,777		29,998
Washington	Washington	3	1,384	1,001	39,006		25,425		Washington	3	1,384	1,001	38,519		25,375
Nebraska	Nebraska	9	7,782	7,050	30,601		19,296		Nebraska	9	7,782	7,050	30,528		19,281
Michigan	Michigan	15	962	682	11,832		7,011		Michigan	23	1,892	1,245	24,990		7,012
Texas	Texas	1	3,667	2,219	8,306		5,117		Texas	1	3,667	2,219	8,287		5,059
Maryland	Maryland	6	987	863	7,939		4,644		Maryland	6	987	863	7,982		4,644
Oregon	Oregon	3	418	363	6,091		3,839		Oregon	3	418	363	6,054		3,839
South Carolina	South Carolina	3	597	447	3,790		2,259		South Carolina	3	597	447	3,767		2,259
North Carolina	North Carolina	2	310	295	2,235		1,206		North Carolina	2	310	295	2,225		1,172
New Jersey									New Jersey	3	116	101	2,203		0
Delaware	Delaware	1	180	140	1,272		744		Delaware	1	180	140	1,280		744
		140	101,312	83,652	$	1,048,165	$	632,619		153	105,282	86,833	$	1,122,361	$	630,986


Property Name	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)		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)
Palmer Mill Road	Palmer Mill Road	Dorchester, MD	3/3/2021	228	2	Sod	10.0 years	2 (5 years)	$	1,600	$	48	$	89	Palmer Mill Road	Dorchester, MD	3/3/2021	228	2	Sod	10.0 years	2 (5 years)	$	1,600	$	56	$	89
Eight Mile Road - Port Facility		San Joaquin, CA	3/11/2021	5	1	Cooling Facility & Storage	9.8 years	3 (5 years)	3,977		30		189
Eight Mile Road – Port Facility															Eight Mile Road – Port Facility	San Joaquin, CA	3/11/2021	5	1	Cooling Facility & Storage	9.8 years	3 (5 years)	3,977		50		189
South Avenue															South Avenue	Tehama, CA	4/5/2021	2,285	1	Olives for Olive Oil	14.7 years	1 (5 years)	37,800		149		2,555
Richards Avenue															Richards Avenue	Atlantic, NJ	6/3/2021	116	3	Blueberries	14.9 years	2 (5 years)	2,150		57		129
Lerdo Highway(3)(4)															Lerdo Highway(3)(4)	Kern, CA	6/4/2021	639	1	Conventional & organic almonds and banked water	10.4 years	3 (10 years)	26,492		104		974
Almena Drive															Almena Drive	Van Buren & Eaton, MI	6/9/2021	930	8	Blueberries	14.7 years	2 (5 years)	13,300		49		785
				233	3				$	5,577	$	78	$	278				4,203	16				$	85,319	$	465	$	4,721


Assets (Liabilities) Acquired	Assets (Liabilities) Acquired	2021 Acquisitions		2020 Acquisitions		Assets (Liabilities) Acquired	2021 Acquisitions		2020 Acquisitions
Land and Land Improvements	Land and Land Improvements	$	1,341	$	6,843	Land and Land Improvements	$	39,092	$	22,630
Permanent Plantings						Permanent Plantings	18,075		369
Irrigation & Drainage Systems	Irrigation & Drainage Systems	209		657		Irrigation & Drainage Systems	3,411		2,119

Farm-related Facilities	Farm-related Facilities	4,218		0		Farm-related Facilities	9,134		51
Other Site Improvements	Other Site Improvements	88		0		Other Site Improvements	136		0
Leasehold Interest—Land	Leasehold Interest—Land	787				Leasehold Interest—Land	787		0
In-Place Leases		110		0
In-place Lease Values						In-place Lease Values	687		0
Leasing Costs	Leasing Costs	145		0		Leasing Costs	509		0

Below-market Lease Values(1)	Below-market Lease Values(1)	(1,321)		0		Below-market Lease Values(1)	(1,321)		0

Water Purchase Contract(2)						Water Purchase Contract(2)	13,563		0
Total Purchase Price	Total Purchase Price	$	5,577	$	7,500	Total Purchase Price	$	84,073	$	25,169


		Carrying Value as of				As of March 31, 2021			Carrying Value as of				As of June 30, 2021
		March 31, 2021		December 31, 2020		Stated Interest Rates(1) (Range; Wtd. Avg)	Maturity Dates (Range; Wtd. Avg)		June 30, 2021		December 31, 2020		Stated Interest Rates(1) (Range; Wtd. Avg)	Maturity Dates (Range; Wtd. Avg)
Notes and bonds payable:	Notes and bonds payable:							Notes and bonds payable:
Fixed-rate notes payable	Fixed-rate notes payable	$	536,015	$	492,182	2.45%–5.70%; 3.72%	2/14/2022–11/1/2045; December 2031	Fixed-rate notes payable	$	538,792	$	492,182	2.44%–5.70%; 3.72%	2/14/2022–11/1/2045; November 2031
Variable-rate notes payable~~(2)~~	Variable-rate notes payable~~(2)~~	4,410		45,525		2.11%–2.11%; 2.11%	12/1/2022–12/1/2030; October 2029	Variable-rate notes payable~~(2)~~	0		45,525		N/A	N/A
Fixed-rate bonds payable	Fixed-rate bonds payable	92,094		89,883		2.13%–4.57%; 3.49%	8/17/2021–10/31/2028; July 2024	Fixed-rate bonds payable	92,094		89,883		2.13%–4.57%; 3.49%	8/17/2021–10/31/2028; July 2024
Total notes and bonds payable	Total notes and bonds payable	632,519		627,590				Total notes and bonds payable	630,886		627,590
Debt issuance costs – notes and bonds payable	Debt issuance costs – notes and bonds payable	(3,607)		(3,629)		N/A	N/A	Debt issuance costs – notes and bonds payable	(3,478)		(3,629)		N/A	N/A
Notes and bonds payable, net	Notes and bonds payable, net	$	628,912	$	623,961			Notes and bonds payable, net	$	627,408	$	623,961

Variable-rate revolving lines of credit	Variable-rate revolving lines of credit	$	100	$	100	2.50%	4/5/2024	Variable-rate revolving lines of credit	$	100	$	100	2.50%	4/5/2024

Total borrowings, net	Total borrowings, net	$	629,012	$	624,061			Total borrowings, net	$	627,508	$	624,061


Issuance	Aggregate Commitment			Maturity Dates	Principal Outstanding		Interest Rate Terms		Undrawn Commitment
New MetLife Term Note	$	75,000	(1)	1/5/2030	$	36,900	2.75%, fixed through 1/4/2030	(2)	38,100	(3)
MetLife Lines of Credit	75,000			4/5/2024	100		3-month LIBOR + 2.00%	(4)	74,900	(3)
Total principal outstanding					$	37,000


		March 31, 2021				December 31, 2020					June 30, 2021				December 31, 2020
Intangible Asset or Liability	Intangible Asset or Liability	Deferred Rent Asset (Liability)		Accumulated (Amortization) Accretion		Deferred Rent Asset (Liability)		Accumulated (Amortization) Accretion		Intangible Asset or Liability	Deferred Rent Asset (Liability)		Accumulated (Amortization) Accretion		Deferred Rent Asset (Liability)		Accumulated (Amortization) Accretion
Above-market lease values and lease incentives(1)	Above-market lease values and lease incentives(1)	$	255	$	(110)	$	308	$	(154)	Above-market lease values and lease incentives(1)	$	255	$	(154)	$	308	$	(154)
Below-market lease values and other deferred revenue(2)	Below-market lease values and other deferred revenue(2)	(2,229)		372		(908)		336		Below-market lease values and other deferred revenue(2)	(2,220)		426		(908)		336
		$	(1,974)	$	262	$	(600)	$	182		$	(1,965)	$	272	$	(600)	$	182


Period	Period		Scheduled Principal Payments		Period		Scheduled Principal Payments
For the remaining nine months ending December 31:		2021	$	16,335
For the remaining six months ending December 31:					For the remaining six months ending December 31:	2021	$	14,703
For the fiscal years ending December 31:	For the fiscal years ending December 31:	2022	51,928		For the fiscal years ending December 31:	2022	51,932
		2023	44,003			2023	44,006
		2024	40,123			2024	40,127
		2025	37,133			2025	37,137
		2026	16,255			2026	16,260
		Thereafter	426,742			Thereafter	426,721
			$	632,519			$	630,886


Farm Location	Farm Acreage	Total Commitment			Obligated Completion Date(1)	Amount Expended or Accrued as of March 31, 2021
Hillsborough, FL	55	$	2,250	(2)	Q2 2021	$	1,073
Tulare, CA	160	700		(2)	Q2 2021	0
Wicomico & Caroline, MD, and Sussex, DE	833	115			Q3 2021	36

Napa, CA	270	1,548		(2)	Q3 2023	0
Santa Barbara, CA	271	4,000		(2)	Q3 2024	2,427
Columbia, OR	157	1,800		(2)	Q3 2024	1,146
Collier & Hendry, FL	3,612	2,000		(2)	Q2 2025	0


Farm Location	Farm Acreage	Total Commitment			Obligated Completion Date(1)	Amount Expended or Accrued as of June 30, 2021
Hillsborough, FL	55	$	2,250	(2)	Q3 2021	$	1,201
Tulare, CA	160	700		(2)	Q3 2021	0
Wicomico & Caroline, MD, and Sussex, DE	833	115			Q3 2021	36
Napa, CA	270	1,548		(2)	Q3 2023	0
Santa Barbara, CA	271	4,000		(2)	Q3 2024	2,427
Columbia, OR	157	1,800		(2)	Q3 2024	1,146
Collier & Hendry, FL	3,612	2,000		(2)	Q2 2025	0


Period	Period	Aggregate Notional Amount		Aggregate Fair Value Asset		Aggregate Fair Value Liability		Period	Aggregate Notional Amount		Aggregate Fair Value Asset		Aggregate Fair Value Liability
As of March 31, 2021		$	57,222	$	561	$	(694)
As of June 30, 2021								As of June 30, 2021	$	61,632	$	0	$	(1,344)
As of December 31, 2020	As of December 31, 2020	14,077		0		(1,500)		As of December 31, 2020	14,077		0		(1,500)


			Derivative Asset (Liability) Fair Value						Derivative Asset (Liability) Fair Value
Derivative Type	Derivative Type	Balance Sheet Location	March 31, 2021		December 31, 2020		Derivative Type	Balance Sheet Location	June 30, 2021		December 31, 2020
Derivatives Designated as Hedging Instruments:	Derivatives Designated as Hedging Instruments:						Derivatives Designated as Hedging Instruments:
Interest rate swaps	Interest rate swaps	Other assets, net	$	561	$	0	Interest rate swaps	Other assets, net	$	0	$	0
Interest rate swaps	Interest rate swaps	Other liabilities, net	(694)		(1,500)		Interest rate swaps	Other liabilities, net	(1,344)		(1,500)
Total, net	Total, net		$	(133)	$	(1,500)	Total, net		$	(1,344)	$	(1,500)


Period	Period		Future Lease Payments(1)		Period		Future Lease Payments(1)
For the remaining nine months ending December 31:		2021	$	33
For the remaining six months ending December 31:						For the remaining six months ending December 31:	2021	$	33
For the fiscal years ending December 31:	For the fiscal years ending December 31:	2022	70			For the fiscal years ending December 31:	2022	70
		2023	70				2023	70
		2024	70				2024	70
		2025	40				2025	40
		2026	40				2026	40
		Thereafter	600				Thereafter	600
Total undiscounted lease payments	Total undiscounted lease payments		923			Total undiscounted lease payments		923
Less: imputed interest	Less: imputed interest		(279)			Less: imputed interest		(273)
Present value of lease payments	Present value of lease payments		$	644		Present value of lease payments		$	650


Number of Shares Sold(1)	Weighted-average Offering Price Per Share		Gross Proceeds		Net Proceeds(2)


939,020	$	24.83	$	23,315	$	21,363


Number of Shares Sold	Weighted-average Offering Price Per Share		Gross Proceeds		Net Proceeds(1)
4,259,045	$	20.29	$	86,405	$	85,541


Number of OP Units Issued	Weighted Average Issuance Price per OP Unit	Aggregate Value(1)
204,778	$19.42	$	3,977


Number of Shares Sold(1)	Weighted Average Offering Price Per Share		Gross Proceeds		Net Proceeds(2)
534,971	$	24.89	$	13,315	$	12,171


		Three months ended March 31,					Three months ended June 30,		Six months ended June 30,
Issuance	Issuance		2021		2020			Issuance	2021		2020		2021		2020
Series A Term Preferred Stock(1)(2)	Series A Term Preferred Stock(1)(2)		$	0.1815104	$	0.3984375		Series A Term Preferred Stock(1)(2)	$	0	$	0.39844	$	0.1815104	$	0.7968750
Series B Preferred Stock~~(3)~~	Series B Preferred Stock~~(3)~~		0.375		0.375			Series B Preferred Stock~~(3)~~	0.375		0.375		0.750		0.750
Series C Preferred Stock~~(3)~~	Series C Preferred Stock~~(3)~~		0.375		0			Series C Preferred Stock~~(3)~~	0.375		0.375		0.750		0.375
Series D Term Preferred Stock~~(4)~~(3)	Series D Term Preferred Stock~~(4)~~(3)		0.246528		0			Series D Term Preferred Stock~~(4)~~(3)	0.312501		0		0.559029		0
Common Stock~~(5)~~(4)	Common Stock~~(5)~~(4)		0.13485		0.13395			Common Stock~~(5)~~(4)	0.135		0.1341		0.26985		0.26805


	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in thousands, except per-share amounts):	2021		2020		2021		2020
Net loss attributable to common stockholders	$	(3,469)	$	(2,078)	$	(5,679)	$	(1,144)
Weighted average shares of common stock outstanding – basic and diluted	29,360,515		21,418,455		28,124,440		21,340,268
Loss per common share – basic and diluted	$	(0.12)	$	(0.10)	$	(0.20)	$	(0.05)


Type of Issuance	Type of Issuance	Number of Shares Sold	Weighted Average Offering Price Per Share		Gross Proceeds		Net Proceeds(1)		Type of Issuance	Number of Shares Sold	Weighted Average Offering Price Per Share		Gross Proceeds		Net Proceeds(1)
Series C Preferred Stock(2)	Series C Preferred Stock(2)	178,041	$	24.76	$	4,408	$	4,050	Series C Preferred Stock(2)	169,425	$	24.89	$	4,217	$	3,854
Common Stock – ATM Program	Common Stock – ATM Program	1,825,452	20.28		37,020		36,650		Common Stock – ATM Program	849,285	23.70		20,132		19,931


		As of and For the three months ended March 31, 2021						As of and For the three months ended March 31, 2020							As of and For the six months ended June 30, 2021						As of and For the six months ended June 30, 2020
State	State	Number of Farms	Total Acres	% of Total Acres	Lease Revenue		% of Total Lease Revenue	Number of Farms	Total Acres	% of Total Acres	Lease Revenue		% of Total Lease Revenue	State	Number of Farms	Total Acres	% of Total Acres	Lease Revenue		% of Total Lease Revenue	Number of Farms	Total Acres	% of Total Acres	Lease Revenue		% of Total Lease Revenue
California(1)	California(1)	56	25,202	24.9%	$	9,927	61.9%	42	14,830	16.9%	$	6,816	44.6%	California(1)	58	28,126	26.7%	$	20,616	62.6%	43	15,420	17.3%	$	13,815	49.5%
Florida	Florida	23	20,770	20.5%	3,358		20.9%	23	20,770	23.6%	3,335		21.8%	Florida	23	20,770	19.7%	6,748		20.5%	23	20,770	23.3%	6,669		23.9%
Colorado	Colorado	12	32,773	32.3%	731		4.6%	12	32,773	37.3%	823		5.4%	Colorado	12	32,773	31.1%	1,370		4.2%	12	32,773	36.8%	1,662		6.0%
Washington	Washington	3	1,384	1.4%	594		3.7%	1	746	0.8%	123		0.8%	Washington	3	1,384	1.3%	1,187		3.6%	1	746	0.8%	245		0.9%
Arizona	Arizona	6	6,280	6.2%	467		2.9%	6	6,280	7.1%	3,331		21.8%	Arizona	6	6,280	6.0%	968		2.9%	6	6,280	7.1%	3,805		13.6%
Nebraska	Nebraska	9	7,782	7.7%	397		2.5%	8	7,104	8.1%	385		2.5%	Nebraska	9	7,782	7.4%	794		2.4%	9	7,782	8.7%	762		2.7%
Oregon	Oregon	3	418	0.4%	133		0.8%	3	418	0.5%	130		0.9%	Oregon	3	418	0.4%	268		0.8%	3	418	0.5%	263		0.9%
Michigan														Michigan	23	1,892	1.8%	262		0.8%	15	962	1.1%	384		1.4%
Maryland														Maryland	6	987	0.9%	231		0.7%	—	—	—%	—		—%
Texas	Texas	1	3,667	3.6%	112		0.7%	1	3,667	4.2%	112		0.7%	Texas	1	3,667	3.5%	225		0.7%	1	3,667	4.1%	225		0.8%
Maryland		6	987	1.0%	108		0.7%	—	—	—%	—		—%
Michigan		15	962	0.9%	93		0.6%	15	962	1.1%	170		1.1%
South Carolina	South Carolina	3	597	0.6%	61		0.4%	—	—	—%	—		—%	South Carolina	3	597	0.6%	122		0.4%	—	—	—%	—		—%
North Carolina	North Carolina	2	310	0.3%	33		0.2%	2	310	0.4%	55		0.4%	North Carolina	2	310	0.3%	85		0.3%	2	310	0.3%	88		0.3%
Delaware	Delaware	1	180	0.2%	20		0.1%	—	—	—%	—		—%	Delaware	1	180	0.2%	41		0.1%	—	—	—%	—		—%
New Jersey														New Jersey	3	116	0.1%	10		—%	—	—	—%	—		—%
TOTALS	TOTALS	140	101,312	100.0%	$	16,034	100.0%	113	87,860	100.0%	$	15,280	100.0%	TOTALS	153	105,282	100.0%	$	32,927	100.0%	115	89,128	100.0%	$	27,918	100.0%


Year	Year	Number of Expiring Leases(1)	Expiring Leased Acreage	% of Total Acreage	Lease Revenues for the Three Months Ended March 31, 2021		% of Total Lease Revenues	Year	Number of Expiring Leases(1)		Expiring Leased Acreage	% of Total Acreage	Lease Revenues for the Six Months Ended June 30, 2021		% of Total Lease Revenues
2021	2021	7	11,238	11.1%	$	1,358	8.5%	2021	6	(2)	11,074	10.5%	$	2,409	7.3%
2022	2022	8	24,897	24.6%	839		5.2%	2022	9	(3)	25,061	23.8%	1,819		5.5%
2023	2023	12	6,442	6.3%	1,434		8.9%	2023	12		6,442	6.1%	2,971		9.0%
2024	2024	5	6,243	6.2%	554		3.5%	2024	5		6,243	6.0%	1,112		3.4%
2025	2025	10	14,552	14.4%	1,751		10.9%	2025	10		14,552	13.8%	3,501		10.6%
Thereafter	Thereafter	43	37,940	37.4%	10,071		62.8%	Thereafter	47		41,910	39.8%	21,062		64.0%
Other~~(2)~~(4)	Other~~(2)~~(4)	4	—	—%	27		0.2%	Other~~(2)~~(4)	4		—	—%	53		0.2%
Totals	Totals	89	101,312	100.0%	$	16,034	100.0%	Totals	93		105,282	100.0%	$	32,927	100.0%


Number of Shares Sold(1)	Number of Shares Sold(1)	Weighted-average Sales Price per Share		Gross Proceeds		Net Proceeds(2)		Number of Shares Sold(1)	Weighted-average Sales Price per Share		Gross Proceeds		Net Proceeds(2)
713,012		$	24.86	$	17,723	$	16,221
573,474								573,474	$	24.79	$	14,217	$	13,047


Number of Shares Sold	Number of Shares Sold	Weighted-average Offering Price per Share		Gross Proceeds		Net Proceeds(1)		Number of Shares Sold	Weighted-average Offering Price per Share		Gross Proceeds		Net Proceeds(1)
3,138,384		$	18.98	$	59,557	$	58,961
3,795,398								3,795,398	$	22.13	$	84,000	$	83,160


	Quarters Ended						Year to Date
	March 31			June 30
FY 2021 Fee Calculations:
Base Management Fee:
Gross Tangible Real Estate(1)(2)	$	1,095,439		$	1,101,071
Quarterly rate	0.125		%	0.125		%
Base management fee(3)	$	1,370		$	1,376			$	2,746



Incentive Fee:
Total Adjusted Common Equity(1)(2)	$	228,161		$	248,501

First hurdle quarterly rate	1.750		%	1.750		%
First hurdle threshold	$	3,993		$	4,349

Second hurdle quarterly rate	2.1875		%	2.1875		%
Second hurdle threshold	$	4,991		$	5,436



Pre-Incentive Fee FFO(1)	$	5,810		$	3,867

100% of Pre-Incentive Fee FFO in excess of first hurdle threshold, up to second hurdle threshold	$	998		$	—
20% of Pre-Incentive Fee FFO in excess of second hurdle threshold	164			—
Total Incentive fee(3)	$	1,162		$	—			$	1,162



Total fees due to Adviser, net	$	2,532		$	1,376			$	3,908

FY 2020 Fee Calculations:
Base Management Fee:
Gross Tangible Real Estate(1)(2)	$	827,256		$	837,603
Quarterly rate	0.125		%	0.125		%
Base management fee(3)	$	1,034		$	1,047			$	2,081



Incentive Fee:
Total Adjusted Common Equity(1)(2)	$	173,358		$	176,768

First hurdle quarterly rate	1.750		%	1.750		%
First hurdle threshold	$	3,034		$	3,093

Second hurdle quarterly rate	2.1875		%	2.1875		%
Second hurdle threshold	$	3,792		$	3,867



Pre-Incentive Fee FFO(1)	$	6,670		$	2,334

100% of Pre-Incentive Fee FFO in excess of first hurdle threshold, up to second hurdle threshold	$	758		$	—
20% of Pre-Incentive Fee FFO in excess of second hurdle threshold	576			—
Total Incentive fee(3)	$	1,334		$	—			$	1,334



Total fees due to Adviser, net	$	2,368		$	1,047			$	3,415