Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 06, 2021 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2021 | |
Entity File Number | 1-12879 | |
Entity Registrant Name | INDUS REALTY TRUST, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 06-0868496 | |
Entity Address, Address Line One | 641 Lexington Avenue | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10022 | |
City Area Code | 212 | |
Local Phone Number | 218-7910 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | INDT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Security Exchange Name | NASDAQ | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 7,722,437 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001037390 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
ASSETS | ||
Real estate assets at cost, net | $ 315,292 | $ 242,321 |
Cash and cash equivalents | 66,200 | 28,124 |
Real estate assets held for sale, net | 6,380 | 6,802 |
Other assets | 22,362 | 22,137 |
Total assets | 410,234 | 299,384 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Mortgage loans, net of debt issuance costs | 157,724 | 160,655 |
Deferred revenue | 7,028 | 9,586 |
Warrant liability | 10,165 | 8,790 |
Accounts payable and accrued liabilities | 13,328 | 3,669 |
Other liabilities | 17,041 | 17,567 |
Total liabilities | 205,286 | 200,267 |
Commitments and Contingencies (Note 10) | ||
Stockholders' Equity | ||
Common stock, par value $0.01 per share, 50,000,000 and 10,000,000 shares authorized, respectively, 8,339,487 and 6,280,856 shares issued, respectively, and 7,721,671 and 5,663,040 shares outstanding, respectively | 83 | 63 |
Additional paid-in capital | 255,588 | 138,413 |
Accumulated deficit | (24,144) | (9,817) |
Accumulated other comprehensive loss, net of tax | (4,892) | (7,855) |
Treasury stock, at cost, 617,816 shares | (21,687) | (21,687) |
Total stockholders' equity | 204,948 | 99,117 |
Total liabilities and stockholders' equity | $ 410,234 | $ 299,384 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Consolidated Balance Sheets | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 10,000,000 |
Common stock, shares issued | 8,339,487 | 6,280,856 |
Common stock, shares outstanding | 7,721,671 | 5,663,040 |
Treasury stock, shares | 617,816 | 617,816 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Consolidated Statements of Operations | ||||
Rental revenue | $ 9,836 | $ 9,270 | $ 19,923 | $ 18,132 |
Operating expenses of rental properties | 1,132 | 1,080 | 2,765 | 2,252 |
Real estate taxes | 1,454 | 1,416 | 2,901 | 2,797 |
Depreciation and amortization expense | 3,424 | 3,509 | 6,767 | 6,815 |
General and administrative expenses | 2,724 | 2,413 | 5,694 | 4,556 |
Total operating expenses | 8,734 | 8,418 | 18,127 | 16,420 |
Interest expense | (1,711) | (1,836) | (3,460) | (3,676) |
Change in fair value of financial instruments | (979) | (719) | ||
Gain on sales of real estate assets | 322 | 115 | 342 | 699 |
Investment and other income | 115 | 1 | 122 | 26 |
Other Nonoperating Income (Expense), Total | (2,253) | (1,720) | (3,715) | (2,951) |
Loss before income tax benefit | (1,151) | (868) | (1,919) | (1,239) |
Income tax benefit | 174 | 259 | ||
Net loss | $ (1,151) | $ (694) | $ (1,919) | $ (980) |
Basic and diluted loss per common share | ||||
Basic and diluted loss per common share | $ (0.15) | $ (0.14) | $ (0.27) | $ (0.19) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Consolidated Statements of Comprehensive Income (Loss) | ||||
Net loss | $ (1,151) | $ (694) | $ (1,919) | $ (980) |
Other comprehensive (loss) income, net of tax: | ||||
Reclassifications included in net loss | 506 | 331 | 994 | 434 |
Unrealized (loss) gain on cash flow hedges | (1,022) | (1,115) | 1,969 | (6,079) |
Total other comprehensive (loss) income, net of tax | (516) | (784) | 2,963 | (5,645) |
Total comprehensive (loss) income | $ (1,667) | $ (1,478) | $ 1,044 | $ (6,625) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | (Deficit) Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Total |
Balance at beginning of period at Dec. 31, 2019 | $ 57 | $ 113,275 | $ 664 | $ (2,540) | $ (20,329) | $ 91,127 |
Balance (in shares) at Dec. 31, 2019 | 5,668,043 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Exercise of stock options | 80 | 80 | ||||
Exercise of stock options (in shares) | 2,734 | |||||
Sale of common stock, net | 2,500 | 2,500 | ||||
Sale of common stock, net (in shares) | 53,293 | |||||
Stock-based compensation expense | 282 | 282 | ||||
Net loss | (980) | (980) | ||||
Total other comprehensive income (loss), net of tax | (5,645) | (5,645) | ||||
Balance at end of period at Jun. 30, 2020 | $ 57 | 116,137 | (316) | (8,185) | (20,329) | 87,364 |
Balance (in shares) at Jun. 30, 2020 | 5,724,070 | |||||
Balance at beginning of period at Mar. 31, 2020 | $ 57 | 115,897 | 378 | (7,401) | (20,329) | 88,602 |
Balance (in shares) at Mar. 31, 2020 | 5,721,336 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Exercise of stock options | 80 | 80 | ||||
Exercise of stock options (in shares) | 2,734 | |||||
Stock-based compensation expense | 160 | 160 | ||||
Net loss | (694) | (694) | ||||
Total other comprehensive income (loss), net of tax | (784) | (784) | ||||
Balance at end of period at Jun. 30, 2020 | $ 57 | 116,137 | (316) | (8,185) | (20,329) | 87,364 |
Balance (in shares) at Jun. 30, 2020 | 5,724,070 | |||||
Balance at beginning of period at Dec. 31, 2020 | $ 63 | 138,413 | (9,817) | (7,855) | (21,687) | 99,117 |
Balance (in shares) at Dec. 31, 2020 | 6,280,856 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Exercise of stock options | 168 | 168 | ||||
Exercise of stock options (in shares) | 6,370 | |||||
Common stock dividend, $0.15 per share | (1,158) | (1,158) | ||||
Sale of common stock, net | $ 19 | 108,657 | 108,676 | |||
Sale of common stock, net (in shares) | 1,927,049 | |||||
Special dividend | $ 1 | 7,845 | (11,250) | (3,404) | ||
Special dividend (in shares) | 125,212 | |||||
Stock-based compensation expense | 505 | 505 | ||||
Net loss | (1,919) | (1,919) | ||||
Total other comprehensive income (loss), net of tax | 2,963 | 2,963 | ||||
Balance at end of period at Jun. 30, 2021 | $ 83 | 255,588 | (24,144) | (4,892) | (21,687) | 204,948 |
Balance (in shares) at Jun. 30, 2021 | 8,339,487 | |||||
Balance at beginning of period at Mar. 31, 2021 | $ 83 | 255,135 | (21,835) | (4,376) | (21,687) | 207,320 |
Balance (in shares) at Mar. 31, 2021 | 8,333,350 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Exercise of stock options | 162 | 162 | ||||
Exercise of stock options (in shares) | 6,137 | |||||
Common stock dividend, $0.15 per share | (1,158) | (1,158) | ||||
Stock-based compensation expense | 291 | 291 | ||||
Net loss | (1,151) | (1,151) | ||||
Total other comprehensive income (loss), net of tax | (516) | (516) | ||||
Balance at end of period at Jun. 30, 2021 | $ 83 | $ 255,588 | $ (24,144) | $ (4,892) | $ (21,687) | $ 204,948 |
Balance (in shares) at Jun. 30, 2021 | 8,339,487 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Consolidated Statements of Changes in Stockholders' Equity | ||
Dividends declared, per share (in dollars per share) | $ 0.15 | $ 0.15 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Operating activities: | ||
Net loss | $ (1,919) | $ (980) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 6,767 | 6,815 |
Noncash rental revenue including straight-line rents | (856) | (1,118) |
Change in fair value of financial instruments | 719 | |
Stock-based compensation expense | 505 | 282 |
Amortization of debt issuance costs | 407 | 212 |
Gain on sales of real estate assets | (342) | (699) |
Deferred income taxes | (259) | |
Changes in assets and liabilities: | ||
Other assets | 1,569 | 2,223 |
Accounts payable and accrued liabilities | (505) | (581) |
Deferred revenue | (1,659) | (1,111) |
Other liabilities | 685 | (330) |
Net cash provided by operating activities | 5,371 | 4,454 |
Investing activities: | ||
Acquisitions of land and buildings | (60,100) | (13,670) |
Additions to real estate assets | (10,388) | (5,825) |
Proceeds from sales of real estate assets, net of expenses | 3,141 | 880 |
Deferred leasing costs and other | (883) | (958) |
Changes in short-term investments, net | 1,011 | |
Net cash used in investing activities | (68,230) | (18,562) |
Financing activities: | ||
Proceeds from sale of common stock | 108,676 | 2,500 |
Dividends paid to stockholders | (4,562) | |
Principal payments on mortgage loans | (2,540) | (5,483) |
Payment of debt issuance costs | (807) | (362) |
Net repayment on revolving lines of credit | (3,000) | |
Proceeds from mortgage loans | 20,100 | |
Proceeds from exercise of stock options | 168 | 80 |
Net cash provided by financing activities | 100,935 | 13,835 |
Net increase (decrease) in cash and cash equivalents | 38,076 | (273) |
Cash and cash equivalents at beginning of period | 28,124 | 4,837 |
Cash and cash equivalents at end of period | $ 66,200 | $ 4,564 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation INDUS Realty Trust, Inc., a Maryland corporation, (“INDUS” or the “Company”) (f/k/a Griffin Industrial Realty, Inc.) is a real estate business principally engaged in developing, acquiring, managing and leasing high-quality industrial and logistics properties in select supply-constrained markets in the United States. INDUS seeks to add to its property portfolio through the development of land or the acquisition of modern, market-appropriate logistics buildings in the markets it targets, all of which can serve multiple drivers of demand in the modern supply chain. Although the Company’s real estate holdings primarily consist of industrial/logistics properties, it also owns a limited number of office/flex properties and undeveloped land parcels. INDUS periodically sells certain office/flex properties or portions of its undeveloped land that it has owned for an extended time and the use of which is not consistent with the Company’s core industrial and logistics strategy. On December 30, 2020, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), by and among INDUS, Griffin Industrial Realty, Inc., a Delaware corporation, and Griffin Industrial Maryland, LLC, a Maryland limited liability company and a wholly-owned subsidiary of INDUS, the Company completed an internal merger to reincorporate in Maryland. On December 30, 2020, following this merger, the Company changed its name to INDUS Realty Trust, Inc. On February 5, 2021, Griffin Industrial Maryland, LLC changed its name to INDUS Realty Trust, LLC and on June 28, 2021, was converted to INDUS RT, LP, a Maryland limited partnership. On January 4, 2021, the Company announced that it intends to elect to be taxed as a real estate investment trust (“REIT”) under sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”) for its taxable year ending December 31, 2021 (see Note 9). This decision was based on the Company’s consideration of ways to maximize stockholder value and generate growth opportunities as the Company continues to expand its industrial/logistics portfolio. On March 8, 2021, INDUS paid a special dividend to distribute the Company’s estimated accumulated earnings and profits (the “E&P Distribution”) based on the Company’s estimated taxable income through December 31, 2020 (see Note 7). Through November 30, 2020, INDUS reported on a twelve month fiscal year that ended on November 30. On November 17, 2020, in connection with the anticipated election to become a REIT, the Company’s Board of Directors approved a change in the Company’s fiscal year from November 30 to December 31, effective beginning with the Company’s next fiscal year, which began on January 1, 2021 and will end on December 31, 2021 (“fiscal 2021”). As a result of this change, INDUS had a one-month transition period (the “Transition Period”) that began on December 1, 2020 and ended on December 31, 2020. The results of the Transition Period were reported in the Company’s Form 10-Q for the three months ended March 31, 2021, filed with the United States Securities and Exchange Commission (the “SEC”) on May 10, 2021. The results of operations for the three months ended June 30, 2021 (the “2021 second quarter”) and the six months ended June 30, 2021 (the “2021 six month period”) are not necessarily indicative of the results to be expected for the full year. The three months and six months ended June 30, 2020 are referred to herein as the “2020 second quarter” and “2020 six month period,” respectively. The months included in the Company’s 2020 second quarter and 2020 six month period have been presented to conform to the months reflected in the 2021 second quarter and 2021 six month period . INDUS’s consolidated financial statements reflect its accounts and its consolidated subsidiaries. INDUS consolidates the subsidiaries it controls through (i) voting rights or similar rights or (ii) by means other than voting rights if INDUS is the primary beneficiary of a variable interest entity (“VIE”). There have been no VIEs in which INDUS is not a primary beneficiary. INDUS may acquire property using a reverse like-kind exchange structure (a “Reverse 1031 Like-Kind Exchange”) under Section 1031 of the Code, to defer taxable gains on the subsequent sale of real estate property. As such, the acquired property (the “Parked Property”) is in the possession of a VIE whose legal equity interests are owned by a qualified intermediary engaged to execute the Reverse 1031 Like-Kind Exchange until the subsequent sale transaction and the Reverse 1031 Like-Kind Exchange are completed. Although the VIE is owned by the qualified intermediary, INDUS retains essentially all of the legal and economic benefits and obligations related to the VIE (which holds the legal title to the Parked Property prior to the completion of the Reverse 1031 Like-Kind Exchange) and, as its designated manager, has the key decision-making power over the Parked Property. As discussed in Note 4, the VIE (including the Parked Property) is included in INDUS’s consolidated financial statements as a consolidated VIE until legal title is transferred to the Company upon completion of the Reverse 1031 Like-Kind Exchange. There were two consolidated VIEs on INDUS's consolidated balance sheet as of June 30, 2021. These financial statements have been prepared in conformity with the standards of accounting measurement set forth by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 270, “Interim Reporting” and in accordance with the accounting policies stated in INDUS’s audited consolidated financial statements for the fiscal year ended November 30, 2020 (“fiscal 2020”) included in INDUS’s Annual Report on Form 10-K, filed with the SEC on February 18, 2021. These financial statements should be read in conjunction with the Notes to Consolidated Financial Statements appearing in that report. All adjustments, comprising only normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of results for the interim periods, have been reflected and all intercompany transactions have been eliminated. The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period. INDUS regularly evaluates estimates and assumptions related to the useful life and recoverability of long-lived assets, stock-based compensation expense and the valuation of derivative financial instruments. INDUS bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by INDUS may differ materially and adversely from INDUS’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. COVID-19 Since March 2020, the world has been impacted by the coronavirus (“COVID-19”) pandemic, which has created significant economic uncertainty and volatility. The full extent to which the coronavirus pandemic further impacts the Company’s business or impacts the Company’s operations, liquidity and financial results will depend on numerous evolving factors that the Company is not able to predict at this time, including: the duration and scope of the pandemic; development and spread of new variants of the virus; governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic; the availability, adoption and effectiveness of vaccines to combat COVID-19; the impact on economic activity from the pandemic and actions taken in response, including ongoing travel restrictions; the impact on the availability and pricing of certain materials and supplies; the effect on the Company’s tenants and their businesses; the ability of tenants to make their rental payments; any closures of tenants’ facilities; the ability of existing or prospective tenants to evaluate or enter into leases; and the Company’s ability to complete sales and acquisitions of real estate assets or planned construction and development. Any of these events could materially adversely impact the Company’s business, financial condition, results of operations or stock price. COVID-19 has also disrupted the availability, supply and costs of raw materials, particularly the increased cost of steel bar joists, insulation materials and PVC piping used in sitework, which has resulted in an increase in the Company’s cost of construction and a delay in completion of the Company’s construction projects. If these disruptions and higher costs worsen, it could have material adverse impacts on the Company’s business, financial results and financial position in the future. COVID-19 did not have a material impact on the Company’s rent collections in the 2021 six month period as over 99% of cash rent due each month in the 2021 six month period, inclusive of rent relief agreements, was collected. In the 2021 first quarter, the Company entered into an agreement with a tenant that leased an approximately 7,000 square foot restaurant building that would have provided rent relief of approximately $20 over the remainder of that tenant’s lease term. Subsequent to that agreement, the building was sold. As a result of the pandemic there could be future reductions in the Company’s rental revenue, particularly with respect to its office/flex properties. Recent Accounting Pronouncements Adopted In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU No. 2018-13”). ASU No. 2018-13 removes, modifies and adds certain disclosure requirements in FASB ASC 820, “Fair Value Measurement” (“ASC 820”). The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively in the year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. ASU No. 2018-13 became effective for INDUS in the Transition Period. The application of ASU No. 2018-13 did not have an impact on INDUS’s consolidated financial statements. |
Sales of Common Stock
Sales of Common Stock | 6 Months Ended |
Jun. 30, 2021 | |
Sales of Common Stock | |
Sales of Common Stock | 2. Sales of Common Stock Public Offering On February 2, 2021, INDUS filed a universal shelf registration statement on Form S-3 (the “Universal Shelf”) with the SEC. Under the Universal Shelf, the Company could offer and sell up to $500,000 of a variety of securities including common stock, preferred stock, warrants, depositary shares, units or any combination of such securities during the three year period that commenced on February 22, 2021. Under the Universal Shelf, the Company may periodically offer one or more types of securities in amounts, at prices and on terms announced. When INDUS obtains additional capital by issuing equity, the interests of its existing stockholders will be diluted. If the Company incurs additional indebtedness, that indebtedness may impose financial and other covenants that may significantly restrict INDUS’s operations. On March 5, 2021, under its Universal Shelf, INDUS completed an underwritten public offering of 1,750,000 shares of its Common Stock at a price to the underwriters of $56.85 per share. On March 15, 2021, the underwriters exercised their option to purchase an additional 177,049 shares of common stock from INDUS at the same price. INDUS received net proceeds of $108,676, after expenses of $877, from the aggregate of 1,927,049 shares sold on March 5, 2021 and March 15, 2021. The Company intends to use the proceeds from the sale of its Common Stock to finance its development pipeline and acquisitions and for other corporate purposes. As of June 30, 2021, the Company had approximately $384,377 available for issuance under its Universal Shelf. See Note 11 for the subsequent event related to INDUS’s Universal Shelf. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value | |
Fair Value | 3. Fair Value INDUS applies the provisions of ASC 820, which establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs, when measuring fair value. The categorization of an asset or liability within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value, as follows: Level 1 applies to assets or liabilities for which there are quoted market prices in active markets for identical assets or liabilities. Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, such as quoted prices for similar assets or liabilities in active markets; quoted prices for assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 2 assets and liabilities include INDUS’s interest rate swap agreements (see Note 5). These inputs are readily available in public markets or can be derived from information available in publicly quoted markets, therefore, INDUS has categorized these derivative instruments as Level 2 within the fair value hierarchy. Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. INDUS’s consolidated balance sheet includes the Warrant liability and Contingent Value Rights (“CVR”) liability related to the private placement on August 24, 2020 (see Note 9). INDUS derived these values based on the Cox-Ross-Rubenstein option-pricing model and a Monte Carlo simulation valuation methodology, respectively. Therefore, INDUS recognized these liabilities as Level 3 within the fair value hierarchy and they will be measured on a recurring basis. The following are INDUS’s financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: June 30, 2021 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Level 1) (Level 2) (Level 3) Interest rate swap asset $ — $ 134 $ — Interest rate swap liabilities $ — $ 5,937 $ — Common stock warrant liability $ — $ — $ 10,165 Contingent value rights liability $ — $ — $ — Dec. 31, 2020 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Level 1) (Level 2) (Level 3) Interest rate swap liabilities $ — $ 8,766 $ — Common stock warrant liability $ — $ — $ 8,790 Contingent value rights liability $ — $ — $ 656 The amounts included in the consolidated financial statements for cash and cash equivalents, leasing receivables from tenants, accounts payable and accrued liabilities and interest rate swap assets and liabilities approximate their fair values because of the short-term maturities of these instruments. The fair values of the interest rate swaps (used for purposes other than trading) are determined based on discounted cash flow models that incorporate the cash flows of the derivatives as well as the current Overnight Index Swap Rate and swap curve along with other market data, taking into account current interest rates and the credit worthiness of the counterparty for assets and the credit worthiness of INDUS for liabilities. The fair values of the mortgage loans, net of debt issuance costs, are estimated based on current rates offered to INDUS for similar debt of the same remaining maturities and, additionally, INDUS considers its credit worthiness in determining the fair value of its mortgage loans. At June 30, 2021 and December 31, 2020, the carrying values of the mortgage loans were $157,724 and $160,655, respectively, and the fair values of the mortgage loans were $161,335 and $163,906, respectively. The fair value of the Warrant liability was estimated using the Cox-Ross-Rubenstein option-pricing model. A summary of the weighted-average significant unobservable inputs (Level 3 inputs) used in determining fair value of the Warrant liability is as follows: Warrant Liability Expected volatility 46.63 % Risk free interest rate 0.28 % Expected term (in years) 2.15 Annual dividend yield 0.93 % Fair Value of Derivative Warrant Liability Fair value at December 31, 2020 $ 8,790 Change in fair value 1,375 Fair value at June 30, 2021 $ 10,165 Although the fair value of the Warrant was $10,165 as of June 30, 2021, the maximum amount that INDUS would be required to pay if the Warrant were to be settled in cash is $2,018. On August 24, 2021, the cash settlement feature of the Warrant liability terminates and the fair value of the Warrant liability on that date will be reclassified to equity on INDUS’s consolidated balance sheet. The fair value of the CVR liability (see Note 9) was estimated using a Monte Carlo simulation valuation methodology. A summary of the weighted-average significant unobservable inputs (Level 3 inputs) used in determining fair value of the CVR liability is as follows: Contingent Value Rights Liability Expected volatility 24.15 % Risk free interest rate 0.05 % Expected term (in years) 0.15 Annual dividend yield — % Fair Value of Contingent Value Rights Liability Fair value at December 31, 2020 $ 656 Change in fair value (656) Fair value at June 30, 2021 $ — |
Real Estate Assets
Real Estate Assets | 6 Months Ended |
Jun. 30, 2021 | |
Real Estate Assets | |
Real Estate Assets | 4. Real Estate Assets Real estate assets consist of: Estimated Useful Lives June 30, 2021 Dec. 31, 2020 Land $ 45,464 $ 33,084 Land improvements 10 to 30 years 47,074 45,827 Buildings and improvements 10 to 40 years 279,235 233,250 Tenant improvements Shorter of useful life or terms of related lease 35,249 34,899 Machinery and equipment 3 to 20 years 10,958 10,958 Construction in progress 22,306 4,036 Development costs 3,856 5,106 444,142 367,160 Accumulated depreciation (128,850) (124,839) $ 315,292 $ 242,321 Total depreciation expense related to real estate assets were as follows: For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Depreciation expense $ 2,987 $ 3,049 $ 5,903 $ 5,950 On June 28, 2021, INDUS, through a consolidated VIE, purchased 7800 Tuckaseegee Road (“7800 Tuckaseegee”), an approximately 395,000 square foot industrial/logistics building in Charlotte, North Carolina for $42,514, including acquisition costs. On May 12, 2021, INDUS, through a consolidated VIE, purchased 6355 Farm Bureau Road (“6355 Farm Bureau”), an approximately 128,000 square foot industrial/logistics building in the Lehigh Valley of Pennsylvania for $11,928, including acquisition costs. For both acquisitions, INDUS provided all of the funding to the VIEs for the purchases and determined the fair value of the assets acquired approximated the purchase price, which was allocated to the real estate assets and intangible assets (see Note 9) on a relative fair value basis. The acquisitions of 7800 Tuckaseegee and 6355 Farm Bureau were made utilizing Reverse 1031 Like-Kind Exchanges that were entered into at the time the properties were acquired. As such, as of June 30, 2021, these properties are in the possession of a qualified intermediary engaged to execute the Reverse 1031 Like-Kind Exchanges until the potential real estate sales transactions and the Reverse 1031 Like-Kind Exchanges are completed. On April 13, 2021, INDUS closed on the purchase of an approximately 14 acre parcel of undeveloped land in Orlando, Florida (the “Jetport Land”) for a purchase price of $5,658, after transaction and entitlement costs. The Jetport Land is a replacement property as part of a Section 1031 Like-Kind Exchange (“1031 Like-Kind Exchange”) under the Internal Revenue Code. INDUS acquired the Jetport Land utilizing $1,993 of proceeds from the sales of one of its office/flex buildings and two smaller land parcels in November 2020. The balance of the purchase price for the Jetport Land was paid from the Company’s cash on hand. INDUS plans to construct two industrial/logistics buildings totaling approximately 195,000 square feet on the Jetport Land. The purchase prices for acquisitions in the 2021 six month period were allocated as follows: 7800 Tuckaseegee 6355 Farm Bureau Jetport Land Total Land $ 4,606 $ 2,163 $ 5,658 $ 12,427 Land improvements 927 388 — 1,315 Buildings and improvements 35,959 10,036 — 45,995 Tenant improvements 200 132 — 332 Value of in-place lease 1,462 918 — 2,380 Value of below market lease (640) (1,709) — (2,349) $ 42,514 $ 11,928 $ 5,658 $ 60,100 See Note 11 for subsequent events related to INDUS’s real estate assets. Real estate assets held for sale consist of: June 30, 2021 Dec. 31, 2020 Land $ 522 $ 505 Land improvements 269 269 Development costs 5,589 6,028 $ 6,380 $ 6,802 The decrease in real estate assets held for sale in the 2021 six month period reflected $771 for sales of real estate assets that closed partially offset by $349 that was reclassified from real estate assets into real estate assets held for sale as a result of entering into agreements to sell such real estate. The amounts remaining in real estate assets held for sale are related to sales currently under contract which INDUS expects to close within the next six to nine months. |
Mortgage Loans and Interest Rat
Mortgage Loans and Interest Rate Swaps | 6 Months Ended |
Jun. 30, 2021 | |
Mortgage Loans and Interest Rate Swaps | |
Mortgage Loans and Interest Rate Swaps | 5. Mortgages Loans, Construction Loan and Interest Rate Swaps INDUS’s mortgage loans and construction loan consist of: Mortgage loans: June 30, 2021 Dec. 31, 2020 4.72%, due October 3, 2022 * $ 4,007 $ 4,061 4.39%, due January 2, 2025 * 18,140 18,453 4.17%, due May 1, 2026 * 12,495 12,696 3.79%, due November 17, 2026 * 23,535 23,911 4.39%, due August 1, 2027 * 9,614 9,750 3.97%, due September 1, 2027 11,298 11,419 4.57%, due February 1, 2028 * 17,375 17,601 5.09%, due July 1, 2029 4,968 5,214 5.09%, due July 1, 2029 3,481 3,653 3.60%, due January 2, 2030 * 6,267 6,350 3.48%, due February 1, 2030 14,486 14,682 3.50%, due July 1, 2030 * 4,981 5,046 4.33%, due August 1, 2030 16,057 16,244 4.51%, due April 1, 2034 13,524 13,688 Nonrecourse mortgage loans 160,228 162,768 Debt issuance costs (1,964) (2,113) Nonrecourse mortgage loans, net of debt issuance costs 158,264 160,655 Construction loan: LIBOR plus 1.65% — — Debt issuance costs (540) — Construction loan, net of debt issuance costs (540) — Mortgage loans and construction loan, net of debt issuance costs $ 157,724 $ 160,655 *Variable rate loans for which INDUS entered into interest rate swap agreements to effectively fix the interest rates on these loans to the rates reflected above. INDUS’s weighted average interest rate on its mortgage loans, including the effect of its interest rate swap agreements, was 4.18% as of June 30, 2021 and December 31, 2020. As of June 30, 2021, INDUS was a party to thirteen interest rate swap agreements with notional amounts totaling $96,414 and $97,868 at June 30, 2021 and December 31, 2020, respectively, related to its variable rate nonrecourse mortgage loans on certain of its real estate assets. The Company accounts for its interest rate swap agreements as effective cash flow hedges (see Note 3). Amounts in accumulated other comprehensive income (“AOCI”) will be reclassified into interest expense over the term of the swap agreements to achieve fixed interest rates on each variable rate mortgage. None of the interest rate swap agreements contain any credit risk related contingent features. In the 2021 six month period, INDUS recognized a gain, included in other comprehensive loss, of $2,963 on its interest rate swap agreements. In the 2020 six month period, INDUS recognized a loss, included in other comprehensive loss, of $7,091, before taxes, on its interest rate swap agreements. As of June 30, 2021, $1,964 was expected to be reclassified over the next twelve months to AOCI from interest expense. As of June 30, 2021, the net fair value of INDUS’s interest rate swap agreements was a liability of $5,803, with $134 included in other assets and $5,937 included in other liabilities on INDUS’s consolidated balance sheet. Interest expense related to INDUS’s interest rate swap agreements in the 2021 and 2020 six month periods was $994 and $549 (before tax), respectively. On May 7, 2021, a subsidiary of INDUS entered into a construction loan agreement (the “2021 JPM Construction Loan”) with JPMorgan Chase Bank N.A. to provide a portion of the funds for the site work and development costs of an approximately 141,000 square foot industrial/logistics building in Charlotte, North Carolina (the “Charlotte Build-to-Suit”). Total borrowings under the JPM Construction Loan will be the lesser of $28,400 or 67.5% of the project cost (as defined in the 2021 JPM Construction Loan) of the Charlotte Build-to-Suit. The term of the 2021 JPM Construction Loan is two years , with a one-year extension at the Company’s option. Interest under the 2021 JPM Construction Loan, to be adjusted monthly, is one-month LIBOR plus 1.65% , reduced to one-month LIBOR plus 1.40% upon completion of the Charlotte Build-to-Suit and commencement of rental payments by the tenant in the Charlotte Build-to-Suit. There were no borrowings against the 2021 JPM Construction Loan as of June 30, 2021. Subsequent to June 30, 2021, the Company borrowed $9,594 under the 2021 JPM Construction Loan. |
Revolving Credit Agreements
Revolving Credit Agreements | 6 Months Ended |
Jun. 30, 2021 | |
Revolving Credit Agreements | |
Revolving Credit Agreements | 6. Revolving Credit Agreements Subsequent to the end of the 2021 second quarter, on August 5, 2021, INDUS, as parent guarantor, INDUS RT, LP, as borrower, certain subsidiaries of INDUS RT, LP as guarantors, JPMorgan Chase Bank, N.A. (“JPMorgan”) as Administrative Agent, Joint Lead Arranger and Joint Bookrunner, CITIBANK, N.A. as Joint Lead Arranger, Joint Bookrunner and Syndication Agent and the other parties thereto entered into an agreement for a new secured revolving credit facility of up to $100,000 (the “New Credit Facility”) with several banks that replaced the Company’s existing revolving credit line and acquisition credit line with Webster Bank, N.A. (“Webster Bank”) (see below). The New Credit Facility has a three year term with two one-year extensions at the Company’s option. The New Credit Facility also includes an uncommitted incremental facility, which would enable the New Credit Facility to be increased up to $250,000 in the aggregate. Borrowings under the New Credit Facility will bear interest subject to a pricing grid for changes in the Company’s total leverage. Based on the Company’s current leverage, the initial annual interest rate under the New Credit Facility is the one-month LIBOR plus 1.20% compared to a rate of one-month LIBOR plus 2.50% and one-month LIBOR plus 2.75% under its current revolving credit line and acquisition credit line, respectively, with Webster Bank immediately prior to entering into the New Credit Facility. In the event that JPMorgan determines that LIBOR is no longer available, the New Credit Facility contemplates that JPMorgan shall transition to a comparable rate of interest to the LIBOR rate. Under the terms of the New Credit Facility, INDUS must maintain: (i) a consolidated tangible net worth of 75% of the consolidated tangible net worth as of the last day of the most-recent fiscal quarter ending on or prior to the closing date plus 75% of the aggregate increases in stockholders’ equity of the Company by reason of issuance or sale of equity of the Company; (ii) a fixed charge coverage ratio of (a) 1.25 to 1.0 through March 31, 2022, and (b) 1.50 to 1.0 on and after June 30, 2022; (iii) a maximum leverage ratio of total indebtedness to total assets of less than 60% on the last day of any fiscal quarter; (iv) a maximum secured leverage ratio of total secured indebtedness to total asset value of (a) 50% through December 31, 2022, and (b) 40% on and after March 31, 2023; (v) a minimum borrowing base of (a) $30,000 through December 30, 2022, (b) $50,000 from December 31, 2022 through December 30, 2023, and (c) $100,000 on and after December 31, 2023; and (vi) a minimum of (a) five industrial unencumbered properties from June 30, 2021 through December 30, 2023, and (b) eight industrial unencumbered properties on and after December 31, 2023. On March 17, 2021, INDUS executed an amendment (the “Revolving Credit Line Amendment”) to its $19,500 revolving credit line (the “Webster Credit Line” and, as amended by the Revolving Credit Line Amendment, the “Amended Webster Credit Line”) with Webster Bank that was scheduled to expire on September 30, 2021. The Revolving Credit Line Amendment increased the amount of the Amended Webster Credit Line from $19,500 to $35,000, while adding two industrial/logistics buildings totaling approximately 283,000 square feet in the Charlotte, North Carolina area, to the collateral for the Amended Webster Credit Line. Interest on borrowings under the Amended Webster Credit Line remained the same at the one-month LIBOR rate plus 2.50%. In addition to the two industrial/logistics properties in the Charlotte area, the collateral pool for the Amended Webster Credit Line consisted of the Company’s eight office/flex buildings aggregating approximately 224,000 square feet and two industrial/logistics buildings aggregating approximately 50,000 square feet in Connecticut and 170 Sunport Lane, an approximately 68,000 square foot industrial/logistics building in Orlando, Florida, acquired in fiscal 2020. At June 30, 2021, there were no borrowings outstanding under the Amended Webster Credit Line, however, the Amended Webster Credit Line secured certain unused standby letters of credit aggregating $3,097 that were related to INDUS's development activities. The Amended Webster Credit Line was replaced by the New Credit Facility (see above). INDUS also had a credit line of $15,000 with Webster Bank that was used to finance property acquisitions (the “Acquisition Credit Line”). The Acquisition Credit Line was unsecured and scheduled to expire on September 30, 2021 and could have been used to fund up to 65% of the purchase price of real estate acquisitions. Interest on advances under the Acquisition Credit Line were at the one-month LIBOR rate plus 2.75%. At June 30, 2021, there were no borrowings outstanding under the Acquisition Credit Line. The Acquisition Credit Line was replaced by the New Credit Facility (see above). |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders' Equity | |
Stockholders' Equity | 7. Stockholders’ Equity Per Share Results Basic and diluted per share results were based on the following: For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Net loss $ (1,151) $ (694) $ (1,919) $ (980) Weighted average shares outstanding for computation of basic per share results 7,718,000 5,130,000 6,981,000 5,109,000 Incremental shares from assumed exercise of stock options and warrants (a) — — — — Adjusted weighted average shares for computation of diluted per share results 7,718,000 5,130,000 6,981,000 5,109,000 (a) Incremental shares from the assumed exercise of INDUS stock options are not included in periods where the inclusion of such shares would be anti-dilutive. The incremental shares from the assumed exercise of stock options and the Warrant for the 2021 second quarter and 2020 second quarter would have been 127,000 and 57,000 , respectively. The incremental shares from the assumed exercise of the Warrant and stock options for the 2021 six month period and 2020 six month period would have been 126,000 and 55,000 , respectively. Equity Compensation Plans Stock Options There were no stock options granted in the 2021 six month period. The following options were granted by INDUS in the 2020 six month period under the 2020 Incentive Award Plan and the 2009 Stock Option Plan: Fair Value per Number of Option at Shares Grant Date Non-employee directors 111,258 $ 11.00 - 14.17 Number of option holders at June 30, 2021 21 As of June 30, 2021, the unrecognized compensation expense related to unvested stock options that will be recognized during future periods is as follows: Balance of Fiscal 2021 $ 199 Fiscal 2022 $ 372 Fiscal 2023 $ 231 Fiscal 2024 $ 111 Fiscal 2025 $ 15 A summary of INDUS’s stock option activity is as follows: For the Six Months Ended June 30, 2021 June 30, 2020 Number of Weighted Avg. Number of Weighted Avg. Shares Exercise Price Shares Exercise Price Outstanding at beginning of period 246,150 $ 36.06 189,822 $ 28.23 Adjustment for stock dividend 5,413 $ 34.29 — $ — Granted — $ — 111,258 $ 45.72 Exercised (6,370) $ 26.46 (2,734) $ 29.25 Forfeited (1,067) $ 37.49 — $ — Outstanding at end of period 244,126 $ 35.50 298,346 $ 34.74 Weighted Avg. Remaining Range of Exercise Prices for Outstanding at Weighted Avg. Contractual Life Total Intrinsic Outstanding Options June 30, 2021 Exercise Price (in years) Value $23.00 - $28.00 105,176 $ 26.25 4.8 $ 4,144 $28.00 - $32.00 14,073 $ 29.84 4.0 504 $32.00 - $47.00 124,877 $ 43.93 8.5 2,712 244,126 $ 35.50 6.6 $ 7,360 Vested options 134,447 $ 27.82 4.9 $ 5,087 Restricted Stock Units Under the 2020 Incentive Award Plan, INDUS granted the following restricted stock units of Common Stock (“RSUs”) in the 2021 six month period; Time-based vesting Performance-based vesting Fair Value per Fair Value per Number of Unit at Number of Option at Units Grant Date Shares Grant Date Employees 8,508 $ 63.15 8,508 $ 79.33 Non-employee directors 4,682 $ 67.28 - 13,190 8,508 The time-based RSUs granted to employees were effective February 1, 2021 and, subject to the recipient’s continued employment, will vest over three years in equal installments on February 1 of each year beginning in 2022. The performance based RSUs granted in fiscal 2021 will vest after a period of three years and be measured over the three-year period on pre-established goals. The time-based RSUs granted to non-employee directors were effective on June 17, 2021 and will vest over one year . The holders of RSUs will receive credit for dividends, but do not have voting rights. The RSUs may not be sold, assigned, transferred, pledged or otherwise disposed of and are subject to a risk of forfeiture prior to the expiration of the applicable vesting period. As of June 30, 2021, the unrecognized compensation expense related to RSUs that will be recognized during future periods is as follows: Balance of Fiscal 2021 $ 425 Fiscal 2022 $ 521 Fiscal 2023 $ 282 Fiscal 2024 $ 23 Compensation expense and related tax benefits for stock options and restricted stock units were as follows: For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Compensation expense $ 291 $ 160 $ 505 $ 282 Related tax benefit $ — $ 34 $ — $ 62 Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive loss, net of tax, comprised of unrealized gains on cash flow hedges is as follows: For the Six Months Ended June 30, 2021 June 30, 2020 Balance at beginning of period $ (7,855) $ (2,540) Other comprehensive gain (loss) before reclassifications 1,969 (6,079) Amounts reclassified 994 434 Net activity for other comprehensive gain (loss) 2,963 (5,645) Balance at end of period $ (4,892) $ (8,185) Changes in accumulated other comprehensive income (loss), net are as follows: For the Three Months Ended June 30, 2021 June 30, 2020 Tax Tax (Expense) Net-of (Expense) Net-of Pre-Tax Benefit Tax Pre-Tax Benefit Tax Reclassification included in net loss: Loss on cash flow hedges (interest expense) $ 506 $ — $ 506 $ 414 $ (83) $ 331 Change in other comprehensive loss: Decrease in fair value of cash flow hedges (1,022) — (1,022) (1,038) (77) (1,115) Other comprehensive loss $ (516) $ — $ (516) $ (624) $ (160) $ (784) For the Six Months Ended June 30, 2021 June 30, 2020 Tax Tax (Expense) Net-of (Expense) Net-of Pre-Tax Benefit Tax Pre-Tax Benefit Tax Reclassification included in net loss: Loss on cash flow hedges (interest expense) $ 994 $ — $ 994 $ 549 $ (115) $ 434 Change in other comprehensive income (loss): Increase (decrease) in fair value of cash flow hedges 1,969 — 1,969 (7,640) 1,561 (6,079) Other comprehensive income (loss) $ 2,963 $ — $ 2,963 $ (7,091) $ 1,446 $ (5,645) Dividends On January 13, 2021, INDUS declared a special dividend to distribute the E&P Distribution, which was based on the Company’s estimated taxable income through December 31, 2020. The E&P Distribution was made on March 8, 2021 in the amount of $11,250 or $1.99 per share to holders of record as of January 22, 2021. The E&P Distribution was paid in a combination of cash and shares of the Company’s Common Stock. The cash portion of the E&P Distribution paid to stockholders was $3,404 and 125,212 shares of Common Stock were issued. INDUS declared a cash dividend on its common stock on May 7, 2021, of $0.15 per share. INDUS paid $1,158 for this dividend on June 30, 2021. INDUS did not declare or pay a cash dividend in the 2020 six month period. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2021 | |
Leases | |
Leases | 8. Leases The Company’s rental revenue reflects the leasing of industrial/logistics and, to a lesser extent, office/flex space and certain land parcels. INDUS does not have any variable payment leases with its tenants. All of INDUS’s leases with its tenants are classified as operating leases. The following is a schedule of minimum future cash rentals on leases as of June 30, 2021. The schedule does not reflect future rental revenues from the renewal or replacement of existing leases or for leases on facilities not yet in service and excludes real estate taxes and property operating expense reimbursements: Balance of fiscal 2021 $ 14,579 2022 29,136 2023 25,626 2024 22,826 2025 19,343 Later years 34,484 $ 145,994 In 2016, INDUS entered into a ten-year sublease (the “New York Office Lease”) for approximately 1,920 square feet in New York City for its executive offices. The sublease is with Bloomingdale Properties, Inc., an entity that is controlled by certain members of the Cullman and Ernst Group, which is considered a related party to the Company. The New York Office Lease was approved by the Audit Committee of INDUS’s Board of Directors and the lease rates under the sublease were at market rate at the time the sublease was signed. Expenses related to operating leases were $69 in each of the 2021 and 2020 six month periods. The weighted average remaining lease term for INDUS’s operating leases as of June 30, 2021, was 5.3 years. Maturities of lease liabilities as of June 30, 2021 are as follows: Balance of Fiscal 2021 $ 69 Fiscal 2022 143 Fiscal 2023 140 Fiscal 2024 141 Fiscal 2025 140 Fiscal 2026 117 Total undiscounted payments 750 Less: imputed interest (66) Present value of minimum lease payments $ 684 |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 6 Months Ended |
Jun. 30, 2021 | |
Supplemental Financial Statement Information | |
Supplemental Financial Statement Information | 9. Supplemental Financial Statement Information Other Assets INDUS's other assets are comprised of the following: June 30, 2021 Dec. 31, 2020 Deferred leasing costs, net $ 6,810 $ 5,352 Straight-line rents 6,623 6,700 Intangible assets, net 4,228 2,126 Deposits 1,017 1,163 Mortgage escrows 882 558 Right-of-use assets 650 707 Accounts receivable (primarily leases) 568 254 Furniture, fixtures and equipment, net 368 181 Prepaid expenses 367 2,618 Registration statement costs 172 — Deferred financing costs related to revolving lines of credit 171 162 Interest rate swap asset 134 — Proceeds from sales of real estate assets held in escrow — 1,993 Other 372 323 Total other assets $ 22,362 $ 22,137 Accounts Payable and Accrued Liabilities INDUS's accounts payable and accrued liabilities are comprised of the following: June 30, 2021 Dec. 31, 2020 Accrued construction costs and retainage $ 8,861 $ 94 Accrued lease commissions 1,630 233 Accrued interest payable 588 580 Trade payables 586 1,093 Accrued salaries, wages and other compensation 578 1,027 Other 1,085 642 Total accounts payable and accrued liabilities $ 13,328 $ 3,669 Other Liabilities INDUS's other liabilities are comprised of the following: June 30, 2021 Dec. 31, 2020 Interest rate swap liabilities $ 5,937 $ 8,766 Deferred compensation plan 4,791 4,335 Intangible liability, net 2,969 695 Prepaid rent from tenants 1,483 1,345 Security deposits of tenants 856 710 Lease liabilities 684 739 Contingent value rights liability — 656 Other 321 321 Total other liabilities $ 17,041 $ 17,567 Supplemental Cash Flow Information Accounts payable and accrued liabilities related to additions to real estate assets increased by $8,767 and $515 in the 2021 six month period and 2020 six month period, respectively. Interest payments were as follows: For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 $ 1,699 $ 1,762 $ 3,390 $ 3,446 Capitalized interest related to real estate assets was as follows: For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 $ 223 $ 33 $ 345 $ 33 Warrants and Contingent Value Rights On August 24, 2020, pursuant to the Securities Purchase Agreement, INDUS: (i) sold 504,590 shares of its Common Stock; and (ii) issued a warrant (the “Warrant”) to Conversant to acquire 504,590 additional shares of Common Stock (subject to adjustment as set forth therein) at an exercise price of $60.00 per share (the “Exercise Price”). Conversant paid $50.00 per share of Common Stock and $4.00 per Warrant Share for the Warrant for total proceeds of $27,248 , before expenses of $449 . Pursuant to the Securities Purchase Agreement, for so long as Conversant owns shares of Common Stock constituting more than 4.9% of INDUS’s Common Stock issued and outstanding, Conversant will have the right to designate one member (the “Purchaser Nominee”) to INDUS’s Board of Directors (subject to certain terms and conditions set forth therein) and such Purchaser Nominee shall be nominated by the Board for re-election as a director at each subsequent meeting of the Company’s stockholders. Until the one-year anniversary of the date of the Securities Purchase Agreement, Conversant may not transfer any of the shares of Common Stock without INDUS’s prior written consent. On August 24, 2020, INDUS and Conversant also entered into a Contingent Value Rights Agreement (the “Contingent Value Rights Agreement”), pursuant to which Conversant is entitled to a one-time cash payment in the event that INDUS’s volume weighted average share price per share of Common Stock for the thirty trading day period ending on the date of the one-year anniversary of the date of the Securities Purchase Agreement (the “ 30-Day VWAP”) is less than the purchase price paid by Conversant in respect of each common share (the “Common Shares Purchase Price”), subject to adjustment as described therein. If the 30-Day VWAP is less than the Common Shares Purchase Price, Conversant is entitled to a one-time cash payment per CVR calculated on a linear basis relative to the difference between the 30-Day VWAP and the Common Shares Purchase Price. Such payment will in no event exceed $2,523 , which is 10% of the total paid by Conversant to purchase the Common Stock. The Warrant is exercisable from the date of issuance and has a term of three years . The Exercise Price and the number of shares of Common Stock issuable upon exercise of the Warrant is subject to appropriate adjustments in the event of certain stock dividends, stock splits, stock combinations, reclassifications or similar events affecting the Common Stock. Upon a Fundamental Transaction (as defined in the Warrant) in which the consideration consists solely of cash, solely of marketable securities or a combination thereof, the remaining unexercised portion of the Warrant will automatically be deemed to be exercised or the Warrant will be terminated, depending on whether the purchase price per share of one share of Common Stock in such fundamental transaction is greater or less than the Exercise Price. In addition, if such Fundamental Transaction occurs prior to the one-year anniversary of the date of the Warrant, and the price per share of one share of Common Stock in such Fundamental Transaction is less than the Exercise Price, or if it is greater than the Exercise Price but less than the purchase price paid by the holder per Warrant Share, then the holder will be entitled to receive a cash payment up to an amount equal to the purchase price paid by the holder per Warrant Share in respect of any unexercised portion of the Warrant. Both the Warrant and the CVRs are derivative financial instruments and reported as liabilities at their fair values on INDUS’s consolidated balance sheet as of June 30, 2021 (see Note 3). Although the fair value of the Warrant was $10,165 as of June 30, 2021, the maximum amount that INDUS would be required to pay if the Warrant were to be settled in cash is $2,018. On August 24, 2021, the cash settlement feature of the Warrant liability terminates and the fair value of the Warrant liability on that date will be reclassified to equity on INDUS’s consolidated balance sheet. Income Taxes As discussed above (see Note 1), INDUS intends to elect to be taxed as a REIT for the taxable year ending December 31, 2021. To qualify as a REIT, INDUS is required (among other things) to distribute at least 90% of its REIT taxable income to its stockholders and meet various other organization and operating requirements. Provided the Company qualifies for taxation as a REIT, it generally will not be subject to federal income taxes if it distributes 100% of its taxable income for each year to its stockholders. However, any taxable income from a taxable REIT subsidiary will be subject to federal, state and local income taxes. If INDUS fails to qualify as a REIT in any taxable year, and it is unable to avail itself of certain savings provisions set forth in the Code, all of its taxable income will be subject to regular federal corporate income tax, and it may not be able to qualify as a REIT for four subsequent taxable years. Additionally, even if INDUS qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property and to federal income taxes and excise taxes on its undistributed taxable income. INDUS may also be subject to a corporate income tax on any gains recognized during a five-year period following the REIT conversion that are attributable to built-in gains with respect to assets that were owned on January 1, 2021. In connection with the election to be taxable as a REIT for the taxable year ending December 31, 2021, INDUS reassessed its deferred tax assets and deferred tax liabilities during the fourth quarter of fiscal 2020, which resulted in de-recognizing all of its deferred tax assets and deferred tax liabilities prior to December 31, 2020. Accordingly, there is no income tax benefit reflected in the Company’s results of operations for the 2021 second quarter and 2021 six month period. INDUS’s income tax benefit was $259 in the 2020 six month period reflecting an effective tax rate of 20.9%. The effective tax benefit rate for the 2020 six month period reflected the federal statutory income tax rate of 21% adjusted for effects of permanent differences and state income taxes. INDUS’s federal income tax returns for fiscal 2017, fiscal 2018 and fiscal 2019 are open to examination by the Internal Revenue Service. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | 10. Commitments and Contingencies From time to time, INDUS is involved, as a defendant, in various litigation matters arising in the ordinary course of business. In the opinion of management, based on the advice of legal counsel, the ultimate liability, if any, with respect to these matters is not expected to be material, individually or in the aggregate, to the Company’s consolidated financial position, results of operations or cash flows. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events. | |
Subsequent Events | 11. Subsequent Events In accordance with FASB ASC 855, “Subsequent Events,” INDUS has evaluated all events or transactions occurring after June 30, 2021, the balance sheet date, and noted that there have been no such events or transactions which would require recognition or disclosure in the consolidated financial statements as of and for the period ended June 30, 2021, other than the disclosures herein. On August 5, 2021, INDUS closed on the purchase of an approximately 139,500 square foot fully leased industrial/logistics building in Lakeland, Florida for a purchase price of $17,800, before transaction costs. On July 9, 2021, INDUS and INDUS RT, LP filed an updated universal shelf registration statement on Form S-3 (the “Updated Universal Shelf”) with the SEC. Under the Updated Universal Shelf, the Company may offer and sell up to $500,000 of a variety of securities including common stock, preferred stock, debt securities, warrants, depositary shares, rights or units, INDUS RT, LP’s debt securities or guarantees thereof by the Company, or any combination of such securities during the three year period that will commence with the effective date, which has not yet occurred. Under the Updated Universal Shelf, which adds debt securities of the Company and of INDUS RT, LP that the Universal Shelf did not include, the Company may periodically offer one or more types of securities in amounts, at prices and on terms announced. When INDUS obtains additional capital by issuing equity, the interests of its existing stockholders will be diluted. If the Company incurs additional indebtedness, that indebtedness may impose financial and other covenants that may significantly restrict INDUS’s operations. See Note 6 on INDUS entering into the New Credit Facility subsequent to June 30, 2021. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Basis of Presentation | Basis of Presentation INDUS Realty Trust, Inc., a Maryland corporation, (“INDUS” or the “Company”) (f/k/a Griffin Industrial Realty, Inc.) is a real estate business principally engaged in developing, acquiring, managing and leasing high-quality industrial and logistics properties in select supply-constrained markets in the United States. INDUS seeks to add to its property portfolio through the development of land or the acquisition of modern, market-appropriate logistics buildings in the markets it targets, all of which can serve multiple drivers of demand in the modern supply chain. Although the Company’s real estate holdings primarily consist of industrial/logistics properties, it also owns a limited number of office/flex properties and undeveloped land parcels. INDUS periodically sells certain office/flex properties or portions of its undeveloped land that it has owned for an extended time and the use of which is not consistent with the Company’s core industrial and logistics strategy. On December 30, 2020, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), by and among INDUS, Griffin Industrial Realty, Inc., a Delaware corporation, and Griffin Industrial Maryland, LLC, a Maryland limited liability company and a wholly-owned subsidiary of INDUS, the Company completed an internal merger to reincorporate in Maryland. On December 30, 2020, following this merger, the Company changed its name to INDUS Realty Trust, Inc. On February 5, 2021, Griffin Industrial Maryland, LLC changed its name to INDUS Realty Trust, LLC and on June 28, 2021, was converted to INDUS RT, LP, a Maryland limited partnership. On January 4, 2021, the Company announced that it intends to elect to be taxed as a real estate investment trust (“REIT”) under sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”) for its taxable year ending December 31, 2021 (see Note 9). This decision was based on the Company’s consideration of ways to maximize stockholder value and generate growth opportunities as the Company continues to expand its industrial/logistics portfolio. On March 8, 2021, INDUS paid a special dividend to distribute the Company’s estimated accumulated earnings and profits (the “E&P Distribution”) based on the Company’s estimated taxable income through December 31, 2020 (see Note 7). Through November 30, 2020, INDUS reported on a twelve month fiscal year that ended on November 30. On November 17, 2020, in connection with the anticipated election to become a REIT, the Company’s Board of Directors approved a change in the Company’s fiscal year from November 30 to December 31, effective beginning with the Company’s next fiscal year, which began on January 1, 2021 and will end on December 31, 2021 (“fiscal 2021”). As a result of this change, INDUS had a one-month transition period (the “Transition Period”) that began on December 1, 2020 and ended on December 31, 2020. The results of the Transition Period were reported in the Company’s Form 10-Q for the three months ended March 31, 2021, filed with the United States Securities and Exchange Commission (the “SEC”) on May 10, 2021. INDUS’s consolidated financial statements reflect its accounts and its consolidated subsidiaries. INDUS consolidates the subsidiaries it controls through (i) voting rights or similar rights or (ii) by means other than voting rights if INDUS is the primary beneficiary of a variable interest entity (“VIE”). There have been no VIEs in which INDUS is not a primary beneficiary. INDUS may acquire property using a reverse like-kind exchange structure (a “Reverse 1031 Like-Kind Exchange”) under Section 1031 of the Code, to defer taxable gains on the subsequent sale of real estate property. As such, the acquired property (the “Parked Property”) is in the possession of a VIE whose legal equity interests are owned by a qualified intermediary engaged to execute the Reverse 1031 Like-Kind Exchange until the subsequent sale transaction and the Reverse 1031 Like-Kind Exchange are completed. Although the VIE is owned by the qualified intermediary, INDUS retains essentially all of the legal and economic benefits and obligations related to the VIE (which holds the legal title to the Parked Property prior to the completion of the Reverse 1031 Like-Kind Exchange) and, as its designated manager, has the key decision-making power over the Parked Property. As discussed in Note 4, the VIE (including the Parked Property) is included in INDUS’s consolidated financial statements as a consolidated VIE until legal title is transferred to the Company upon completion of the Reverse 1031 Like-Kind Exchange. There were two consolidated VIEs on INDUS's consolidated balance sheet as of June 30, 2021. These financial statements have been prepared in conformity with the standards of accounting measurement set forth by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 270, “Interim Reporting” and in accordance with the accounting policies stated in INDUS’s audited consolidated financial statements for the fiscal year ended November 30, 2020 (“fiscal 2020”) included in INDUS’s Annual Report on Form 10-K, filed with the SEC on February 18, 2021. These financial statements should be read in conjunction with the Notes to Consolidated Financial Statements appearing in that report. All adjustments, comprising only normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of results for the interim periods, have been reflected and all intercompany transactions have been eliminated. The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period. INDUS regularly evaluates estimates and assumptions related to the useful life and recoverability of long-lived assets, stock-based compensation expense and the valuation of derivative financial instruments. INDUS bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by INDUS may differ materially and adversely from INDUS’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Fiscal Year | The results of operations for the three months ended June 30, 2021 (the “2021 second quarter”) and the six months ended June 30, 2021 (the “2021 six month period”) are not necessarily indicative of the results to be expected for the full year. The three months and six months ended June 30, 2020 are referred to herein as the “2020 second quarter” and “2020 six month period,” respectively. The months included in the Company’s 2020 second quarter and 2020 six month period have been presented to conform to the months reflected in the 2021 second quarter and 2021 six month period |
Recent Accounting Pronouncements Adopted | Recent Accounting Pronouncements Adopted In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU No. 2018-13”). ASU No. 2018-13 removes, modifies and adds certain disclosure requirements in FASB ASC 820, “Fair Value Measurement” (“ASC 820”). The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively in the year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. ASU No. 2018-13 became effective for INDUS in the Transition Period. The application of ASU No. 2018-13 did not have an impact on INDUS’s consolidated financial statements. |
COVID 19 | |
COVID-19 | COVID-19 Since March 2020, the world has been impacted by the coronavirus (“COVID-19”) pandemic, which has created significant economic uncertainty and volatility. The full extent to which the coronavirus pandemic further impacts the Company’s business or impacts the Company’s operations, liquidity and financial results will depend on numerous evolving factors that the Company is not able to predict at this time, including: the duration and scope of the pandemic; development and spread of new variants of the virus; governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic; the availability, adoption and effectiveness of vaccines to combat COVID-19; the impact on economic activity from the pandemic and actions taken in response, including ongoing travel restrictions; the impact on the availability and pricing of certain materials and supplies; the effect on the Company’s tenants and their businesses; the ability of tenants to make their rental payments; any closures of tenants’ facilities; the ability of existing or prospective tenants to evaluate or enter into leases; and the Company’s ability to complete sales and acquisitions of real estate assets or planned construction and development. Any of these events could materially adversely impact the Company’s business, financial condition, results of operations or stock price. COVID-19 has also disrupted the availability, supply and costs of raw materials, particularly the increased cost of steel bar joists, insulation materials and PVC piping used in sitework, which has resulted in an increase in the Company’s cost of construction and a delay in completion of the Company’s construction projects. If these disruptions and higher costs worsen, it could have material adverse impacts on the Company’s business, financial results and financial position in the future. COVID-19 did not have a material impact on the Company’s rent collections in the 2021 six month period as over 99% of cash rent due each month in the 2021 six month period, inclusive of rent relief agreements, was collected. In the 2021 first quarter, the Company entered into an agreement with a tenant that leased an approximately 7,000 square foot restaurant building that would have provided rent relief of approximately $20 over the remainder of that tenant’s lease term. Subsequent to that agreement, the building was sold. As a result of the pandemic there could be future reductions in the Company’s rental revenue, particularly with respect to its office/flex properties. |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value | |
Schedule of financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | June 30, 2021 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Level 1) (Level 2) (Level 3) Interest rate swap asset $ — $ 134 $ — Interest rate swap liabilities $ — $ 5,937 $ — Common stock warrant liability $ — $ — $ 10,165 Contingent value rights liability $ — $ — $ — Dec. 31, 2020 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Level 1) (Level 2) (Level 3) Interest rate swap liabilities $ — $ 8,766 $ — Common stock warrant liability $ — $ — $ 8,790 Contingent value rights liability $ — $ — $ 656 |
Summary of the weighted-average significant unobservable inputs used in determining fair value of the warrant liability | The fair value of the Warrant liability was estimated using the Cox-Ross-Rubenstein option-pricing model. A summary of the weighted-average significant unobservable inputs (Level 3 inputs) used in determining fair value of the Warrant liability is as follows: Warrant Liability Expected volatility 46.63 % Risk free interest rate 0.28 % Expected term (in years) 2.15 Annual dividend yield 0.93 % Fair Value of Derivative Warrant Liability Fair value at December 31, 2020 $ 8,790 Change in fair value 1,375 Fair value at June 30, 2021 $ 10,165 Although the fair value of the Warrant was $10,165 as of June 30, 2021, the maximum amount that INDUS would be required to pay if the Warrant were to be settled in cash is $2,018. On August 24, 2021, the cash settlement feature of the Warrant liability terminates and the fair value of the Warrant liability on that date will be reclassified to equity on INDUS’s consolidated balance sheet. The fair value of the CVR liability (see Note 9) was estimated using a Monte Carlo simulation valuation methodology. A summary of the weighted-average significant unobservable inputs (Level 3 inputs) used in determining fair value of the CVR liability is as follows: Contingent Value Rights Liability Expected volatility 24.15 % Risk free interest rate 0.05 % Expected term (in years) 0.15 Annual dividend yield — % Fair Value of Contingent Value Rights Liability Fair value at December 31, 2020 $ 656 Change in fair value (656) Fair value at June 30, 2021 $ — |
Real Estate Assets (Tables)
Real Estate Assets (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Real Estate Assets | |
Schedule of real estate assets | Estimated Useful Lives June 30, 2021 Dec. 31, 2020 Land $ 45,464 $ 33,084 Land improvements 10 to 30 years 47,074 45,827 Buildings and improvements 10 to 40 years 279,235 233,250 Tenant improvements Shorter of useful life or terms of related lease 35,249 34,899 Machinery and equipment 3 to 20 years 10,958 10,958 Construction in progress 22,306 4,036 Development costs 3,856 5,106 444,142 367,160 Accumulated depreciation (128,850) (124,839) $ 315,292 $ 242,321 |
Schedule of total depreciation expense and capitalized interest related to real estate assets | For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Depreciation expense $ 2,987 $ 3,049 $ 5,903 $ 5,950 |
Schedule of real estate held for sale | June 30, 2021 Dec. 31, 2020 Land $ 522 $ 505 Land improvements 269 269 Development costs 5,589 6,028 $ 6,380 $ 6,802 |
2021 Acquisitions | |
Real Estate Assets | |
Schedule of purchase price allocation | The purchase prices for acquisitions in the 2021 six month period were allocated as follows: 7800 Tuckaseegee 6355 Farm Bureau Jetport Land Total Land $ 4,606 $ 2,163 $ 5,658 $ 12,427 Land improvements 927 388 — 1,315 Buildings and improvements 35,959 10,036 — 45,995 Tenant improvements 200 132 — 332 Value of in-place lease 1,462 918 — 2,380 Value of below market lease (640) (1,709) — (2,349) $ 42,514 $ 11,928 $ 5,658 $ 60,100 |
Mortgage Loans and Interest R_2
Mortgage Loans and Interest Rate Swaps (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Mortgage Loans and Interest Rate Swaps | |
Schedule of mortgage and construction loans | Mortgage loans: June 30, 2021 Dec. 31, 2020 4.72%, due October 3, 2022 * $ 4,007 $ 4,061 4.39%, due January 2, 2025 * 18,140 18,453 4.17%, due May 1, 2026 * 12,495 12,696 3.79%, due November 17, 2026 * 23,535 23,911 4.39%, due August 1, 2027 * 9,614 9,750 3.97%, due September 1, 2027 11,298 11,419 4.57%, due February 1, 2028 * 17,375 17,601 5.09%, due July 1, 2029 4,968 5,214 5.09%, due July 1, 2029 3,481 3,653 3.60%, due January 2, 2030 * 6,267 6,350 3.48%, due February 1, 2030 14,486 14,682 3.50%, due July 1, 2030 * 4,981 5,046 4.33%, due August 1, 2030 16,057 16,244 4.51%, due April 1, 2034 13,524 13,688 Nonrecourse mortgage loans 160,228 162,768 Debt issuance costs (1,964) (2,113) Nonrecourse mortgage loans, net of debt issuance costs 158,264 160,655 Construction loan: LIBOR plus 1.65% — — Debt issuance costs (540) — Construction loan, net of debt issuance costs (540) — Mortgage loans and construction loan, net of debt issuance costs $ 157,724 $ 160,655 *Variable rate loans for which INDUS entered into interest rate swap agreements to effectively fix the interest rates on these loans to the rates reflected above. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Schedule of basic and diluted per share results | For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Net loss $ (1,151) $ (694) $ (1,919) $ (980) Weighted average shares outstanding for computation of basic per share results 7,718,000 5,130,000 6,981,000 5,109,000 Incremental shares from assumed exercise of stock options and warrants (a) — — — — Adjusted weighted average shares for computation of diluted per share results 7,718,000 5,130,000 6,981,000 5,109,000 (a) Incremental shares from the assumed exercise of INDUS stock options are not included in periods where the inclusion of such shares would be anti-dilutive. The incremental shares from the assumed exercise of stock options and the Warrant for the 2021 second quarter and 2020 second quarter would have been 127,000 and 57,000 , respectively. The incremental shares from the assumed exercise of the Warrant and stock options for the 2021 six month period and 2020 six month period would have been 126,000 and 55,000 , respectively. |
Schedule of options granted by INDUS under the Stock Option Plan to non-employee directors | Fair Value per Number of Option at Shares Grant Date Non-employee directors 111,258 $ 11.00 - 14.17 Number of option holders at June 30, 2021 21 |
Schedule of unrecognized compensation expense related to nonvested stock options | Balance of Fiscal 2021 $ 199 Fiscal 2022 $ 372 Fiscal 2023 $ 231 Fiscal 2024 $ 111 Fiscal 2025 $ 15 |
Summary of the activity under the INDUS Stock Option Plan | For the Six Months Ended June 30, 2021 June 30, 2020 Number of Weighted Avg. Number of Weighted Avg. Shares Exercise Price Shares Exercise Price Outstanding at beginning of period 246,150 $ 36.06 189,822 $ 28.23 Adjustment for stock dividend 5,413 $ 34.29 — $ — Granted — $ — 111,258 $ 45.72 Exercised (6,370) $ 26.46 (2,734) $ 29.25 Forfeited (1,067) $ 37.49 — $ — Outstanding at end of period 244,126 $ 35.50 298,346 $ 34.74 |
Schedule of options by range of exercise prices | Weighted Avg. Remaining Range of Exercise Prices for Outstanding at Weighted Avg. Contractual Life Total Intrinsic Outstanding Options June 30, 2021 Exercise Price (in years) Value $23.00 - $28.00 105,176 $ 26.25 4.8 $ 4,144 $28.00 - $32.00 14,073 $ 29.84 4.0 504 $32.00 - $47.00 124,877 $ 43.93 8.5 2,712 244,126 $ 35.50 6.6 $ 7,360 Vested options 134,447 $ 27.82 4.9 $ 5,087 |
Schedule of accumulated other comprehensive income (loss) | For the Six Months Ended June 30, 2021 June 30, 2020 Balance at beginning of period $ (7,855) $ (2,540) Other comprehensive gain (loss) before reclassifications 1,969 (6,079) Amounts reclassified 994 434 Net activity for other comprehensive gain (loss) 2,963 (5,645) Balance at end of period $ (4,892) $ (8,185) |
Schedule of components of accumulated other comprehensive income (loss) | For the Three Months Ended June 30, 2021 June 30, 2020 Tax Tax (Expense) Net-of (Expense) Net-of Pre-Tax Benefit Tax Pre-Tax Benefit Tax Reclassification included in net loss: Loss on cash flow hedges (interest expense) $ 506 $ — $ 506 $ 414 $ (83) $ 331 Change in other comprehensive loss: Decrease in fair value of cash flow hedges (1,022) — (1,022) (1,038) (77) (1,115) Other comprehensive loss $ (516) $ — $ (516) $ (624) $ (160) $ (784) For the Six Months Ended June 30, 2021 June 30, 2020 Tax Tax (Expense) Net-of (Expense) Net-of Pre-Tax Benefit Tax Pre-Tax Benefit Tax Reclassification included in net loss: Loss on cash flow hedges (interest expense) $ 994 $ — $ 994 $ 549 $ (115) $ 434 Change in other comprehensive income (loss): Increase (decrease) in fair value of cash flow hedges 1,969 — 1,969 (7,640) 1,561 (6,079) Other comprehensive income (loss) $ 2,963 $ — $ 2,963 $ (7,091) $ 1,446 $ (5,645) |
Restricted Stock Units (RSUs) [Member] | |
Schedule of options granted under RSU | Time-based vesting Performance-based vesting Fair Value per Fair Value per Number of Unit at Number of Option at Units Grant Date Shares Grant Date Employees 8,508 $ 63.15 8,508 $ 79.33 Non-employee directors 4,682 $ 67.28 - 13,190 8,508 |
Schedule of unrecognized compensation expense related to nonvested stock options | Balance of Fiscal 2021 $ 425 Fiscal 2022 $ 521 Fiscal 2023 $ 282 Fiscal 2024 $ 23 |
Schedule of compensation expense and related tax benefits for stock options | For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Compensation expense $ 291 $ 160 $ 505 $ 282 Related tax benefit $ — $ 34 $ — $ 62 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Leases | |
Schedule of future minimum lease payments to be received under noncancelable operating leases | The following is a schedule of minimum future cash rentals on leases as of June 30, 2021. The schedule does not reflect future rental revenues from the renewal or replacement of existing leases or for leases on facilities not yet in service and excludes real estate taxes and property operating expense reimbursements: Balance of fiscal 2021 $ 14,579 2022 29,136 2023 25,626 2024 22,826 2025 19,343 Later years 34,484 $ 145,994 |
Schedule of maturities of lease liabilities | Balance of Fiscal 2021 $ 69 Fiscal 2022 143 Fiscal 2023 140 Fiscal 2024 141 Fiscal 2025 140 Fiscal 2026 117 Total undiscounted payments 750 Less: imputed interest (66) Present value of minimum lease payments $ 684 |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Supplemental Financial Statement Information | |
Schedule of other assets | June 30, 2021 Dec. 31, 2020 Deferred leasing costs, net $ 6,810 $ 5,352 Straight-line rents 6,623 6,700 Intangible assets, net 4,228 2,126 Deposits 1,017 1,163 Mortgage escrows 882 558 Right-of-use assets 650 707 Accounts receivable (primarily leases) 568 254 Furniture, fixtures and equipment, net 368 181 Prepaid expenses 367 2,618 Registration statement costs 172 — Deferred financing costs related to revolving lines of credit 171 162 Interest rate swap asset 134 — Proceeds from sales of real estate assets held in escrow — 1,993 Other 372 323 Total other assets $ 22,362 $ 22,137 |
Schedule of accounts payable and accrued liabilities | June 30, 2021 Dec. 31, 2020 Accrued construction costs and retainage $ 8,861 $ 94 Accrued lease commissions 1,630 233 Accrued interest payable 588 580 Trade payables 586 1,093 Accrued salaries, wages and other compensation 578 1,027 Other 1,085 642 Total accounts payable and accrued liabilities $ 13,328 $ 3,669 |
Schedule of other liabilities | June 30, 2021 Dec. 31, 2020 Interest rate swap liabilities $ 5,937 $ 8,766 Deferred compensation plan 4,791 4,335 Intangible liability, net 2,969 695 Prepaid rent from tenants 1,483 1,345 Security deposits of tenants 856 710 Lease liabilities 684 739 Contingent value rights liability — 656 Other 321 321 Total other liabilities $ 17,041 $ 17,567 |
Schedule of interest payments and Capitalized interest | Interest payments were as follows: For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 $ 1,699 $ 1,762 $ 3,390 $ 3,446 Capitalized interest related to real estate assets was as follows: For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 $ 223 $ 33 $ 345 $ 33 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 6 Months Ended |
Jun. 30, 2021 | |
Fiscal Year | |
Length of fiscal year | 12 months |
Transition period | 1 month |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - COVID-19 (Details) - COVID 19 $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($)ft² | |
Unusual or Infrequent Item, or Both [Line Items] | |
Rent collected (as a percent) | 99.00% |
Area of land | ft² | 7,000 |
Maximum | |
Unusual or Infrequent Item, or Both [Line Items] | |
Rent relief granted | $ | $ 20 |
Sale of Common Stock (Details)
Sale of Common Stock (Details) - USD ($) | Mar. 15, 2021 | Mar. 15, 2021 | Mar. 05, 2021 | Feb. 02, 2021 | Jun. 30, 2021 | Jun. 30, 2020 |
Subsidiary, Sale of Stock [Line Items] | ||||||
Maximum offering from universal shelf registration | $ 500,000 | |||||
Term Of Securities Offered Under Self Registration | 3 years | |||||
Sale of common stock, net (in shares) | 1,927,049 | |||||
Proceeds from sale of common stock | $ 108,676,000 | $ 108,676,000 | $ 2,500,000 | |||
Issuance cost | $ 877,000 | |||||
Value Of Securities Available For Issuance Under Self Registration | $ 384,377 | |||||
Public Offering [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Sale of common stock, net (in shares) | 1,750,000 | |||||
Share price | $ 56.85 | |||||
Over-Allotment Option [Member] | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Sale of common stock, net (in shares) | 177,049 |
Fair Value (Details)
Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Interest rate swap liabilities | $ 5,937 | $ 8,766 |
Warrant Liability | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Derivative liability | 10,165 | |
Contingent Value Rights Liability | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Derivative liability | 656 | |
Recurring basis | Significant Observable Inputs (Level 2) | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Interest rate swap assets | 134 | |
Interest rate swap liabilities | 5,937 | 8,766 |
Recurring basis | Level 3 | Warrant Liability | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Derivative liability | 10,165 | 8,790 |
Recurring basis | Level 3 | Contingent Value Rights Liability | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Derivative liability | 656 | |
Carrying Value | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Value of mortgage loan | 157,724 | 160,655 |
Estimated Fair Value | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Value of mortgage loan | $ 161,335 | $ 163,906 |
Fair Value - Fair value of warr
Fair Value - Fair value of warrant liability (Details) - Level 3 - Valuation Technique, Option Pricing Model | Jun. 30, 2021 |
Expected volatility | Warrant Liability | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 46.63 |
Expected volatility | Contingent Value Rights Liability | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 24.15 |
Risk free interest rates | Warrant Liability | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 0.28 |
Risk free interest rates | Contingent Value Rights Liability | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 0.05 |
Expected term (in years) | Warrant Liability | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 2.15 |
Expected term (in years) | Contingent Value Rights Liability | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 0.15 |
Annual dividend yield | Warrant Liability | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 0.93 |
Fair Value - Fair value of wa_2
Fair Value - Fair value of warrant liability reconciliation (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Warrant Liability | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Initial fair value at inception, Beginning balance | $ 8,790 |
Change in fair value | 1,375 |
Fair value of warrant liability, Ending balance | 10,165 |
Maximum cash settlement of warrant | 2,018 |
Contingent Value Rights Liability | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Initial fair value at inception, Beginning balance | 656 |
Change in fair value | $ (656) |
Real Estate Assets (Details)
Real Estate Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Real Estate Assets | |||||
Land | $ 45,464 | $ 45,464 | $ 33,084 | ||
Land improvements | 47,074 | 47,074 | 45,827 | ||
Buildings and improvements | 279,235 | 279,235 | 233,250 | ||
Tenant improvements | 35,249 | 35,249 | 34,899 | ||
Machinery and equipment | 10,958 | 10,958 | 10,958 | ||
Construction in progress | 22,306 | 22,306 | 4,036 | ||
Development costs | 3,856 | 3,856 | 5,106 | ||
Real estate assets, gross | 444,142 | 444,142 | 367,160 | ||
Accumulated depreciation | (128,850) | (128,850) | (124,839) | ||
Real estate assets, net | 315,292 | 315,292 | $ 242,321 | ||
Depreciation expense | $ 2,987 | $ 3,049 | $ 5,903 | $ 5,950 | |
Land improvements | Minimum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 10 years | ||||
Land improvements | Maximum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 30 years | ||||
Buildings and improvements | Minimum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 10 years | ||||
Buildings and improvements | Maximum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 40 years | ||||
Machinery and equipment | Minimum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 3 years | ||||
Machinery and equipment | Maximum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 20 years |
Real Estate Assets - 2021 Acqui
Real Estate Assets - 2021 Acquisitions (Details) $ in Thousands | Jun. 28, 2021USD ($)ft² | May 12, 2021USD ($)ft² | Apr. 13, 2021USD ($)aft²building | Jun. 30, 2021USD ($) | Dec. 31, 2020USD ($) |
Real Estate Properties [Line Items] | |||||
Land | $ 45,464 | $ 33,084 | |||
Land improvements | 47,074 | 45,827 | |||
Buildings and improvements | 279,235 | 233,250 | |||
Tenant improvements | 35,249 | 34,899 | |||
Real estate assets, net | 315,292 | $ 242,321 | |||
2021 Acquisitions | |||||
Real Estate Properties [Line Items] | |||||
Land | 12,427 | ||||
Land improvements | 1,315 | ||||
Buildings and improvements | 45,995 | ||||
Tenant improvements | 332 | ||||
Value of in-place lease | 2,380 | ||||
Value of below market lease | (2,349) | ||||
Real estate assets, net | $ 60,100 | ||||
7800 Tuckaseegee | |||||
Real Estate Properties [Line Items] | |||||
Land | $ 4,606 | ||||
Land improvements | 927 | ||||
Buildings and improvements | 35,959 | ||||
Tenant improvements | 200 | ||||
Value of in-place lease | 1,462 | ||||
Value of below market lease | (640) | ||||
Real estate assets, net | $ 42,514 | ||||
Area of building | ft² | 395,000 | ||||
Cash paid for real estate | $ 42,514 | ||||
6355 Farm Bureau | |||||
Real Estate Properties [Line Items] | |||||
Land | $ 2,163 | ||||
Land improvements | 388 | ||||
Buildings and improvements | 10,036 | ||||
Tenant improvements | 132 | ||||
Value of in-place lease | 918 | ||||
Value of below market lease | (1,709) | ||||
Real estate assets, net | $ 11,928 | ||||
Area of building | ft² | 128,000 | ||||
Cash paid for real estate | $ 11,928 | ||||
Jetport Land | |||||
Real Estate Properties [Line Items] | |||||
Land | $ 5,658 | ||||
Real estate assets, net | $ 5,658 | ||||
Area of land | a | 14 | ||||
Sale price of land | $ 5,658 | ||||
Escrow deposit disbursements related to property acquisition | $ 1,993 | ||||
Number of planned development buildings | building | 2 | ||||
Area of land to be acquired | ft² | 195,000 |
Real Estate Assets - Assets hel
Real Estate Assets - Assets held for sale (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Real Estate Assets | ||
Real estate assets held for sale, net | $ 6,380 | $ 6,802 |
Reduction in real estate held for sale, net | 771 | |
Value of real estate assets reclassified as held for sale | 349 | |
Land | ||
Real Estate Assets | ||
Real estate assets held for sale, net | 522 | 505 |
Land improvements | ||
Real Estate Assets | ||
Real estate assets held for sale, net | 269 | 269 |
Development costs | ||
Real Estate Assets | ||
Real estate assets held for sale, net | $ 5,589 | $ 6,028 |
Mortgage Loans and Interest R_3
Mortgage Loans and Interest Rate Swaps (Details) $ in Thousands | May 07, 2021USD ($)ft² | Mar. 17, 2021 | Jun. 30, 2021USD ($)derivativeitem | Jun. 30, 2020USD ($) | Aug. 09, 2021USD ($) | Dec. 31, 2020USD ($) |
Long-Term Debt | ||||||
Loans, net of debt issuance costs | $ 157,724 | $ 160,655 | ||||
Interest rate swap agreement | ||||||
Debt disclosures | ||||||
Number of interest rate swap derivatives | derivative | 13 | |||||
Notional amount of interest rate swap agreement | $ 96,414 | 97,868 | ||||
Number of agreements containing credit risk related contingent features | item | 0 | |||||
Recognized net gains (losses) (included in other comprehensive loss), before taxes, on interest rate swap agreements | $ 2,963 | $ (7,091) | ||||
Loss expected to be reclassified over next twelve months from accumulated other comprehensive loss to interest expense | (1,964) | |||||
Net derivative liability fair value | 5,803 | |||||
Interest expense | 994 | $ 549 | ||||
Interest rate swap agreement | Other assets | ||||||
Debt disclosures | ||||||
Derivative asset fair value | 134 | |||||
Interest rate swap agreement | Other liabilities | ||||||
Debt disclosures | ||||||
Derivative liability fair value | $ 5,937 | |||||
LIBOR | Maximum | ||||||
Debt disclosures | ||||||
Variable interest rate margin (as a percent) | 1.65% | |||||
Nonrecourse mortgage loans | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 160,228 | 162,768 | ||||
Debt issuance costs, net | (1,964) | (2,113) | ||||
Loans, net of debt issuance costs | $ 158,264 | $ 160,655 | ||||
Weighted average interest rate | 4.18% | 4.18% | ||||
Construction loan | ||||||
Long-Term Debt | ||||||
Debt issuance costs, net | $ (540) | |||||
Acquisition Credit Line | LIBOR | ||||||
Debt disclosures | ||||||
Variable interest rate margin (as a percent) | 2.75% | |||||
4.72%, due October 3, 2022 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 4,007 | $ 4,061 | ||||
Interest rate (as a percent) | 4.72% | 4.72% | ||||
4.39%, due January 2, 2025 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 18,140 | $ 18,453 | ||||
Interest rate (as a percent) | 4.39% | 4.39% | ||||
4.17%, due May 1, 2026 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 12,495 | $ 12,696 | ||||
Interest rate (as a percent) | 4.17% | 4.17% | ||||
3.79%, November 17, 2026 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 23,535 | $ 23,911 | ||||
Interest rate (as a percent) | 3.79% | 3.79% | ||||
4.39%, due August 1, 2027 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 9,614 | $ 9,750 | ||||
Interest rate (as a percent) | 4.39% | 4.39% | ||||
3.97%, due September 1, 2027 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 11,298 | $ 11,419 | ||||
Interest rate (as a percent) | 3.97% | 3.97% | ||||
4.57%, due February 1, 2028 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 17,375 | $ 17,601 | ||||
Interest rate (as a percent) | 4.57% | 4.57% | ||||
5.09%, due July 1, 2029 GCD mortgage loan | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 4,968 | $ 5,214 | ||||
Interest rate (as a percent) | 5.09% | 5.09% | ||||
5.09%, due July 1, 2029 TD mortgage Loan | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 3,481 | $ 3,653 | ||||
Interest rate (as a percent) | 5.09% | 5.09% | ||||
3.60%, due January 2, 2030 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 6,267 | $ 6,350 | ||||
Interest rate (as a percent) | 3.60% | 3.60% | ||||
3.48% due February 1 2030 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 14,486 | $ 14,682 | ||||
Interest rate (as a percent) | 3.48% | 3.48% | ||||
3.50%, due July 1, 2030 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 4,981 | $ 5,046 | ||||
Interest rate (as a percent) | 3.50% | |||||
4.33%, due August 1, 2030 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 16,057 | $ 16,244 | ||||
Interest rate (as a percent) | 4.33% | 4.33% | ||||
4.51%, due April 1, 2034 | ||||||
Long-Term Debt | ||||||
Loans, prior to debt issuance costs | $ 13,524 | $ 13,688 | ||||
Interest rate (as a percent) | 4.51% | 4.51% | ||||
JPM Construction Loan Two Thousand Twenty One [Member] | ||||||
Long-Term Debt | ||||||
Loans, net of debt issuance costs | $ 0 | $ 9,594 | ||||
Debt disclosures | ||||||
Area Of Building | ft² | 141,000 | |||||
Term of debt | 2 years | |||||
Extension term of debt | 1 year | |||||
JPM Construction Loan Two Thousand Twenty One [Member] | Maximum | ||||||
Debt disclosures | ||||||
Loan amount | $ 28,400 | |||||
Face amount as a percentage of total cost | 67.50% | |||||
JPM Construction Loan Two Thousand Twenty One [Member] | LIBOR | Completion of Charlotte build to suit and commencement of rental payment | ||||||
Debt disclosures | ||||||
Variable interest rate margin (as a percent) | 1.40% | |||||
JPM Construction Loan Two Thousand Twenty One [Member] | LIBOR | Maximum | ||||||
Debt disclosures | ||||||
Variable interest rate margin (as a percent) | 1.65% |
Revolving Credit Agreements (De
Revolving Credit Agreements (Details) | Aug. 09, 2021USD ($)propertyitem | Mar. 17, 2021USD ($)ft²building | Aug. 09, 2022USD ($) | Jun. 30, 2021USD ($) |
Industrial/warehouse building | ||||
Revolving credit agreement | ||||
Area of collateralized properties (in square feet) | ft² | 68,000 | |||
International Drive Buildings [Member] | ||||
Revolving credit agreement | ||||
Number of buildings used as collateral | building | 2 | |||
Area of collateralized properties (in square feet) | ft² | 283,000 | |||
Office Or Flex Buildings [Member] | ||||
Revolving credit agreement | ||||
Number of buildings used as collateral | building | 8 | |||
Area of collateralized properties (in square feet) | ft² | 224,000 | |||
Sunport Building [Member] | ||||
Revolving credit agreement | ||||
Number of buildings used as collateral | building | 2 | |||
Area of collateralized properties (in square feet) | ft² | 50,000 | |||
New Credit Facility | ||||
Revolving credit agreement | ||||
Maximum borrowing capacity | $ 100,000,000 | |||
Term of debt | 3 years | |||
Number of extension term | item | 2 | |||
Renewal term | 1 year | |||
Increased line of credit | $ 250,000,000 | |||
Tangible net worth percentage | 75.00% | |||
Percentage of aggregate increases in the shareholder's equity | 75.00% | |||
Threshold percentage of maximum leverage ratio of total indebtedness total assets | 60.00% | |||
New Credit Facility | Through March 31, 2022 | ||||
Revolving credit agreement | ||||
Fixed charge coverage ratio | 1.25 | |||
New Credit Facility | Through June 30, 2022 | ||||
Revolving credit agreement | ||||
Fixed charge coverage ratio | 1.50 | |||
New Credit Facility | Through December 31, 2022 | ||||
Revolving credit agreement | ||||
Percentage of maximum secured leverage ratio of total secured indebtedness total assets | 50.00% | |||
Minimum borrowing base | $ 30,000,000 | |||
New Credit Facility | Through March 31, 2023 | ||||
Revolving credit agreement | ||||
Percentage of maximum secured leverage ratio of total secured indebtedness total assets | 40.00% | |||
New Credit Facility | From December 31, 2022 to December 31, 2023 | ||||
Revolving credit agreement | ||||
Minimum borrowing base | $ 50,000,000 | |||
New Credit Facility | From June 30, 2021 to December 31, 2023 | ||||
Revolving credit agreement | ||||
Threshold number of industrial unencumbered properties | property | 5 | |||
New Credit Facility | Through December 31, 2023 | ||||
Revolving credit agreement | ||||
Minimum borrowing base | $ 100,000,000 | |||
Threshold number of industrial unencumbered properties | property | 8 | |||
New Credit Facility | LIBOR | ||||
Revolving credit agreement | ||||
Variable interest rate margin (as a percent) | 1.20% | |||
Webster Credit Line | ||||
Revolving credit agreement | ||||
Maximum borrowing capacity | $ 19,500,000 | |||
Increased line of credit | $ 35,000,000 | |||
Standby letters of credit aggregate amount | $ 3,097,000 | |||
Outstanding borrowings under credit line | 0 | |||
Webster Credit Line | LIBOR | ||||
Revolving credit agreement | ||||
Variable interest rate margin (as a percent) | 2.50% | |||
Acquisition Credit Line | ||||
Revolving credit agreement | ||||
Maximum borrowing capacity | $ 15,000 | |||
Purchase price of real estate acquisitions (as a percent) | 65.00% | |||
Outstanding borrowings under credit line | $ 0 | |||
Acquisition Credit Line | LIBOR | ||||
Revolving credit agreement | ||||
Variable interest rate margin (as a percent) | 2.75% |
Stockholders' Equity - Per Shar
Stockholders' Equity - Per Share Results (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2019 | |
Earnings per share: | |||||
Net loss | $ (1,151) | $ (694) | $ (1,919) | $ (980) | |
Weighted average shares outstanding for computation of basic per share results | 7,718,000 | 5,130,000 | 6,981,000 | 5,109,000 | |
Adjusted weighted average shares for computation of diluted per share results | 7,718,000 | 5,130,000 | 6,981,000 | 5,109,000 | |
Incremental shares from assumed exercise of stock options excluded due to anti-dilutive effect | 127,000 | 57,000 | 126,000 | 55,000 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Grants, Activity And Expense (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jun. 30, 2021USD ($)individual$ / sharesshares | Jun. 30, 2020$ / sharesshares | |
2009 Stock Option Plan | ||
Granted (in shares) | 111,258,000 | |
Other Disclosures | ||
Number of option holders | individual | 21 | |
Unrecognized compensation expense related to non-vested stock options that will be recognized during future periods | ||
Balance of Fiscal 2021 | $ | $ 199 | |
Fiscal 2022 | $ | 372 | |
Fiscal 2023 | $ | 231 | |
Fiscal 2024 | $ | 111 | |
Fiscal 2025 | $ | $ 15 | |
INDUS stock option plan | ||
Outstanding at beginning of period (in shares) | 246,150,000 | 189,822,000 |
Adjustment for stock dividend (in shares) | 5,413,000 | |
Granted (in shares) | 111,258,000 | |
Exercised (in shares) | (6,370,000) | (2,734,000) |
Forfeited (in shares) | (1,067,000) | |
Outstanding at end of period (in shares) | 244,126,000 | 298,346,000 |
Weighted Avg. Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 36.06 | $ 28.23 |
Adjustment for stock dividend (in dollars per share) | $ / shares | 34.29 | |
Granted (in dollars per share) | $ / shares | 45.72 | |
Exercised (in dollars per share) | $ / shares | 26.46 | 29.25 |
Forfeited (in dollars per share) | $ / shares | 37.49 | |
Outstanding at end of period (in dollars per share) | $ / shares | $ 35.50 | $ 34.74 |
2020 Incentive Award Plan | ||
2009 Stock Option Plan | ||
Granted (in shares) | 0 | |
INDUS stock option plan | ||
Granted (in shares) | 0 | |
2020 Incentive Award Plan | Non-employee directors | ||
2009 Stock Option Plan | ||
Granted (in shares) | 111,258 | |
INDUS stock option plan | ||
Granted (in shares) | 111,258 | |
2020 Incentive Award Plan | Minimum | Non-employee directors | ||
2009 Stock Option Plan | ||
Fair values of stock options granted (in dollars per share) | $ / shares | $ 11 | |
2020 Incentive Award Plan | Maximum | Non-employee directors | ||
2009 Stock Option Plan | ||
Fair values of stock options granted (in dollars per share) | $ / shares | $ 14.17 |
Stockholders' Equity - Range Of
Stockholders' Equity - Range Of Exercise Prices (Details) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
2009 Stock Option Plan | |
Outstanding at ending of the year (in shares) | shares | 244,126 |
Weighted Avg. Exercise Price (in dollars per share) | $ 35.50 |
Weighted Avg. Remaining Contractual Life | 6 years 7 months 6 days |
Total Intrinsic Value | $ | $ 7,360 |
Vested options | |
2009 Stock Option Plan | |
Outstanding at ending of the year (in shares) | shares | 134,447 |
Weighted Avg. Exercise Price (in dollars per share) | $ 27.82 |
Weighted Avg. Remaining Contractual Life | 4 years 10 months 24 days |
Total Intrinsic Value | $ | $ 5,087 |
$23.00-$28.00 | |
2009 Stock Option Plan | |
Exercise prices, low end of range (in dollars per share) | $ 23 |
Exercise prices, high end of range (in dollars per share) | $ 28 |
Outstanding at ending of the year (in shares) | shares | 105,176 |
Weighted Avg. Exercise Price (in dollars per share) | $ 26.25 |
Weighted Avg. Remaining Contractual Life | 4 years 9 months 18 days |
Total Intrinsic Value | $ | $ 4,144 |
$28.00-$32.00 | |
2009 Stock Option Plan | |
Exercise prices, low end of range (in dollars per share) | $ 28 |
Exercise prices, high end of range (in dollars per share) | $ 32 |
Outstanding at ending of the year (in shares) | shares | 14,073 |
Weighted Avg. Exercise Price (in dollars per share) | $ 29.84 |
Weighted Avg. Remaining Contractual Life | 4 years |
Total Intrinsic Value | $ | $ 504 |
$32.00 - $47.00 | |
2009 Stock Option Plan | |
Exercise prices, low end of range (in dollars per share) | $ 32 |
Exercise prices, high end of range (in dollars per share) | $ 47 |
Outstanding at ending of the year (in shares) | shares | 124,877 |
Weighted Avg. Exercise Price (in dollars per share) | $ 43.93 |
Weighted Avg. Remaining Contractual Life | 8 years 6 months |
Total Intrinsic Value | $ | $ 2,712 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock (Details) | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Time Based Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 13,190 |
Time Based Restricted Stock Units [Member] | Employee | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 8,508 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 63.15 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years |
Time Based Restricted Stock Units [Member] | Non-employee directors | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 4,682 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 67.28 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 8,508 |
Performance Shares [Member] | Employee | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 8,508 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 79.33 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years |
Stockholders' Equity - Compensa
Stockholders' Equity - Compensation Expense & Tax Benefit (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Compensation expense for stock options | ||||
Compensation expense (benefit) | $ 291 | $ 160 | $ 505 | $ 282 |
Related tax benefit (expense) | $ 34 | $ 62 | ||
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Balance of Fiscal 2021 | 425 | 425 | ||
Fiscal 2022 | 521 | 521 | ||
Fiscal 2023 | 282 | 282 | ||
Fiscal 2024 | $ 23 | $ 23 |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Income Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Change in accumulated other comprehensive loss, net of tax | ||||
Balance at beginning of period | $ (7,855) | |||
Other comprehensive gain (loss) before reclassifications | $ (1,022) | $ (1,115) | 1,969 | $ (6,079) |
Reclassifications included in net loss | 506 | 331 | 994 | 434 |
Balance at end of period | (4,892) | (4,892) | ||
Unrealized Gain (Loss) on Cash Flow Hedges | ||||
Change in accumulated other comprehensive loss, net of tax | ||||
Balance at beginning of period | (7,855) | (2,540) | ||
Other comprehensive gain (loss) before reclassifications | 1,969 | (6,079) | ||
Reclassifications included in net loss | 994 | 434 | ||
Net activity for other comprehensive gain (loss) | 2,963 | (5,645) | ||
Balance at end of period | $ (4,892) | $ (8,185) | $ (4,892) | $ (8,185) |
Stockholders' Equity - AOCI T2
Stockholders' Equity - AOCI T2 rows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss) | ||||
Reclassifications, before tax | $ 506 | $ 414 | $ 994 | $ 549 |
Reclassifications, tax (expense) benefit | (83) | (115) | ||
Reclassifications, net of tax | 506 | 331 | 994 | 434 |
Other changes, before reclassifications, before tax | (1,022) | (1,038) | 1,969 | (7,640) |
Other changes, before reclassifications, tax (expense) benefit | (77) | 1,561 | ||
Total other changes before reclassifications, net of tax | (1,022) | (1,115) | 1,969 | (6,079) |
Total other comprehensive (loss) income, before tax | 2,963 | (7,091) | ||
Total income tax benefit (expense) included in other comprehensive (loss) income | 1,446 | |||
Total other comprehensive (loss) income, net of tax | (516) | (784) | 2,963 | (5,645) |
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Total other comprehensive (loss) income, before tax | (516) | (624) | ||
Total income tax benefit (expense) included in other comprehensive (loss) income | (160) | |||
Total other comprehensive (loss) income, net of tax | $ (516) | $ (784) | 2,963 | (5,645) |
Unrealized Gain (Loss) on Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Reclassifications, net of tax | 994 | 434 | ||
Total other changes before reclassifications, net of tax | $ 1,969 | $ (6,079) |
Stockholders' Equity - Stock Re
Stockholders' Equity - Stock Repurchases, Special Dividend (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 13, 2021 | Jun. 30, 2021 | Jun. 30, 2021 | Mar. 08, 2021 |
Cash Dividends | ||||
Cash dividends declared (in dollars per share) | $ 0.15 | |||
Common stock dividend | $ 1,158 | $ 1,158 | ||
Dividends declared, per share (in dollars per share) | $ 0.15 | $ 0.15 | ||
E & P Distribution | ||||
Cash Dividends | ||||
Dividends Payable | $ 11,250 | |||
Dividend payable per share | $ 1.99 | |||
Dividend paid | $ 3,404 | |||
Special dividend (in shares) | 125,212 |
Leases - Lessor (Details)
Leases - Lessor (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Future minimum rental payments to be received under noncancelable leases | |
Balance of fiscal 2021 | $ 14,579 |
2022 | 29,136 |
2023 | 25,626 |
2024 | 22,826 |
2025 | 19,343 |
Later years | 34,484 |
Total | $ 145,994 |
Leases - Lessee (Details)
Leases - Lessee (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2016ft² | |
Lessee, Operating Sublease, Description [Abstract] | |||
Term of sublease | 10 years | ||
Area of subleased property | ft² | 1,920 | ||
Lease terms | |||
Lease expense | $ | $ 69 | $ 69 | |
Weighted-average remaining lease term | 5 years 3 months 18 days |
Leases - Lease Liabilities (Det
Leases - Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Maturities of leases liabilities | ||
Balance of Fiscal 2021 | $ 69 | |
Fiscal 2022 | 143 | |
Fiscal 2023 | 140 | |
Fiscal 2024 | 141 | |
Fiscal 2025 | 140 | |
Fiscal 2026 | 117 | |
Total undiscounted payments | 750 | |
Less: imputed interest | (66) | |
Present value of minimum lease payments | $ 684 | $ 739 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Present value of minimum lease payments | Present value of minimum lease payments |
Supplemental Financial Statem_3
Supplemental Financial Statement Information - Other And Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Other Assets | ||
Deferred leasing costs, net | $ 6,810 | $ 5,352 |
Straight- line rents | 6,623 | 6,700 |
Intangible assets, net | 4,228 | 2,126 |
Deposits | 1,017 | 1,163 |
Mortgage escrows | 882 | 558 |
Right-of-use assets | 650 | 707 |
Account receivable (primary leases) | 568 | 254 |
Furniture, fixtures and equipment, net | 368 | 181 |
Prepaid expenses | 367 | 2,618 |
Registration statement costs | 172 | |
Deferred financing costs related to revolving lines of credit | 171 | 162 |
Interest rate swap assets | 134 | |
Proceeds from sales of real estate assets held in escrow | 1,993 | |
Other | 372 | 323 |
Total other assets | $ 22,362 | $ 22,137 |
Supplemental Financial Statem_4
Supplemental Financial Statement Information - Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Accounts Payable and Accrued Liabilities | ||
Accrued construction costs and retainage | $ 8,861 | $ 94 |
Accrued lease commissions | 1,630 | 233 |
Accrued interest payable | 588 | 580 |
Trade payables | 586 | 1,093 |
Accrued salaries, wages and other compensation | 578 | 1,027 |
Other | 1,085 | 642 |
Total accounts payable and accrued liabilities | 13,328 | 3,669 |
Other Liabilities | ||
Interest rate swap liabilities | 5,937 | 8,766 |
Deferred compensation plan | 4,791 | 4,335 |
Intangible liability, net | 2,969 | 695 |
Prepaid rent from tenants | 1,483 | 1,345 |
Security deposits of tenants | 856 | 710 |
Lease liabilities | $ 684 | $ 739 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Lease liabilities | Lease liabilities |
Other | $ 321 | $ 321 |
Total other liabilities | 17,041 | 17,567 |
Warrant Liability | ||
Other Liabilities | ||
Contingent value rights liability | $ 10,165 | |
Contingent Value Rights Liability | ||
Other Liabilities | ||
Contingent value rights liability | $ 656 |
Supplemental Financial Statem_5
Supplemental Financial Statement Information - Cash flow, etc. (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Supplemental Cash Flow Information | ||||
Increase in accounts payable and accrued liabilities related to additions to real estate assets | $ 8,767 | $ 515 | ||
Interest paid | ||||
Interest payments | $ 1,699 | $ 1,762 | 3,390 | 3,446 |
Interest capitalized included in interest payments | $ 223 | 33 | $ 345 | 33 |
Income tax rate | ||||
Income tax benefit | $ 174 | $ 259 | ||
Income tax benefit rate (as a percent) | 20.90% | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Supplemental Financial Statem_6
Supplemental Financial Statement Information - Warrants and Contingent Value Rights (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 15, 2021 | Aug. 24, 2020 | Jun. 30, 2021 |
Subsidiary, Sale of Stock [Line Items] | |||
Sale of common stock, net (in shares) | 1,927,049 | ||
Total proceeds before expenses | $ 877 | ||
Warrant Term | 3 years | ||
Warrant Liability | |||
Subsidiary, Sale of Stock [Line Items] | |||
Derivative liability | $ 10,165 | ||
Fair value portion of warrants | $ 2,018 | ||
Securities Purchase Agreement | |||
Subsidiary, Sale of Stock [Line Items] | |||
Sale of common stock, net (in shares) | 504,590 | ||
Additional shares of common stock | 504,590 | ||
Exercise price | $ 60 | ||
Share price | 50 | ||
Warrant Price | $ 4 | ||
Total warrant proceeds | $ 27,248 | ||
Total proceeds before expenses | $ 449 | ||
Percentage of ownership interest | 4.90% | ||
Threshold Period for Holding of Shares | 1 year | ||
Contingent Value Rights Agreement [Member] | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of trading days, Weighted average price | 30 days | ||
Maximum amount of contingent value right | $ 2,523 | ||
Percentage of contingent value rights eligible on total proceeds | 10.00% |
Subsequent Events (Details)
Subsequent Events (Details) | Aug. 05, 2021USD ($)ft² | Jul. 09, 2021USD ($) | Feb. 02, 2021USD ($) |
Subsequent events | |||
Maximum offering from universal shelf registration | $ 500,000 | ||
Term Of Securities Offered Under Self Registration | 3 years | ||
Subsequent events | |||
Subsequent events | |||
Area of building | ft² | 139,500 | ||
Sale price of land | $ 17,800,000 | ||
Maximum offering from universal shelf registration | $ 500,000 | ||
Term Of Securities Offered Under Self Registration | 3 years |