Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2021 | May 11, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-35795 | |
Entity Central Index Key | 0001495240 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Entity Registrant Name | GLADSTONE LAND CORP | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 54-1892552 | |
Entity Address, Address Line One | 1521 Westbranch Drive, | |
Entity Address, Address Line Two | Suite 100 | |
Entity Address, City or Town | McLean, | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 22102 | |
City Area Code | 703 | |
Local Phone Number | 287-5800 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 29,357,403 | |
Common Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | LAND | |
Security Exchange Name | NASDAQ | |
Series B Preferred Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 6.00% Series B Cumulative Redeemable Preferred Stock, $0.001 par value per share | |
Trading Symbol | LANDO | |
Security Exchange Name | NASDAQ | |
Series D Preferred Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 5.00% Series D Cumulative Redeemable Term Preferred Stock, $0.001 par value per share | |
Trading Symbol | LANDM | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
ASSETS | ||
Investments in real estate, net | $ 1,046,371 | $ 1,046,203 |
Lease intangibles, net | 4,390 | 3,732 |
Cash and cash equivalents | 72,894 | 9,218 |
Other assets, net | 10,811 | 8,136 |
TOTAL ASSETS | 1,134,466 | 1,067,289 |
LIABILITIES: | ||
Borrowings under lines of credit | 100 | 100 |
Notes and bonds payable, net | 628,912 | 623,961 |
Accounts payable and accrued expenses | 8,573 | 9,081 |
Due to related parties, net | 3,146 | 2,484 |
Other liabilities, net | 17,696 | 19,279 |
Total liabilities | 716,799 | 683,499 |
Commitments and contingencies (Note 7) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value; 63,094,073 shares authorized, 27,531,951 shares issued and outstanding as of March 31, 2021; 65,544,073 shares authorized, 26,219,019 shares issued and outstanding as of December 31, 2020 | 27 | 26 |
Additional paid-in capital | 476,996 | 440,470 |
Accumulated other comprehensive loss | (133) | (1,500) |
Distributions in excess of accumulated earnings | (61,066) | (55,213) |
Total stockholders’ equity | 415,832 | 383,790 |
Non-controlling interests in Operating Partnership | 1,835 | 0 |
Total equity | 417,667 | 383,790 |
TOTAL LIABILITIES AND EQUITY | 1,134,466 | 1,067,289 |
Series A Preferred Stock | ||
LIABILITIES: | ||
Cumulative term preferred stock, value | 0 | 28,594 |
Series D Preferred Stock | ||
LIABILITIES: | ||
Cumulative term preferred stock, value | 58,372 | 0 |
Series B Preferred Stock | ||
Stockholders’ equity: | ||
Cumulative redeemable preferred stock, value | 6 | 6 |
Series C Preferred Stock | ||
Stockholders’ equity: | ||
Cumulative redeemable preferred stock, value | $ 2 | $ 1 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 63,094,073 | 65,544,073 |
Common stock, shares issued (in shares) | 27,531,951 | 26,219,019 |
Common stock, shares outstanding (in shares) | 27,531,951 | 26,219,019 |
Series A Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, liquidation preference (in dollars per share) | $ 25 | $ 25 |
Preferred stock, shares authorized (in shares) | 850,000 | 2,000,000 |
Preferred stock, shares issued (in shares) | 0 | 1,150,000 |
Preferred stock, shares outstanding (in shares) | 0 | 1,150,000 |
Series D Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, liquidation preference (in dollars per share) | $ 25 | $ 25 |
Preferred stock, shares authorized (in shares) | 3,600,000 | 0 |
Preferred stock, shares issued (in shares) | 2,415,000 | 0 |
Preferred stock, shares outstanding (in shares) | 2,415,000 | 0 |
Series B Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, liquidation preference (in dollars per share) | $ 25 | $ 25 |
Preferred stock, shares authorized (in shares) | 6,456,065 | 6,456,065 |
Preferred stock, shares issued (in shares) | 5,956,065 | 5,956,065 |
Preferred stock, shares outstanding (in shares) | 5,956,065 | 5,956,065 |
Series C Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, liquidation preference (in dollars per share) | $ 25 | $ 25 |
Preferred stock, shares authorized (in shares) | 25,999,862 | 25,999,862 |
Preferred stock, shares issued (in shares) | 1,624,113 | 1,088,435 |
Preferred stock, shares outstanding (in shares) | 1,624,113 | 1,088,435 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
OPERATING REVENUES: | ||
Lease revenue, net | $ 16,034 | $ 15,280 |
Total operating revenues | 16,034 | 15,280 |
OPERATING EXPENSES: | ||
Depreciation and amortization | 6,051 | 4,257 |
Property operating expenses | 429 | 521 |
Base management fee | 1,369 | 1,034 |
Incentive fee | 1,162 | 1,334 |
Administration fee | 357 | 384 |
General and administrative expenses | 539 | 553 |
Total operating expenses | 9,907 | 8,083 |
OTHER INCOME (EXPENSE): | ||
Other income | 2,235 | 1,324 |
Interest expense | (6,193) | (4,963) |
Dividends declared on Series A and Series D cumulative term preferred stock | (804) | (458) |
Loss on dispositions of real estate assets, net | (798) | (99) |
Property and casualty recovery, net | 0 | 66 |
(Loss) income from investments in unconsolidated entities | (13) | 34 |
Total other expense, net | (5,573) | (4,096) |
NET INCOME | 554 | 3,101 |
Net income attributable to non-controlling interests | (1) | (42) |
NET INCOME ATTRIBUTABLE TO THE COMPANY | 553 | 3,059 |
Dividends declared on Series B and Series C cumulative redeemable preferred stock | (2,764) | (2,125) |
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ (2,211) | $ 934 |
(LOSS) INCOME PER COMMON SHARE: | ||
Basic and diluted (in dollars per share) | $ (0.08) | $ 0.04 |
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING: | ||
Basic and diluted (in shares) | 26,874,630 | 21,262,080 |
COMPREHENSIVE INCOME: | ||
Net income attributable to the Company | $ 553 | $ 3,059 |
Change in fair value related to interest rate hedging instruments | 1,367 | (1,257) |
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY | $ 1,920 | $ 1,802 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Distributions in Excess of Accumulated Earnings | Total Stockholders’ Equity | Non- Controlling Interests | Series B Preferred Stock | Series B Preferred StockPreferred Stock | Series B Preferred StockAdditional Paid-in Capital | Series B Preferred StockTotal Stockholders’ Equity | Series C Preferred Stock | Series C Preferred StockPreferred Stock | Series C Preferred StockAdditional Paid-in Capital | Series C Preferred StockTotal Stockholders’ Equity | Common Stock | Common StockCommon Stock | Common StockAdditional Paid-in Capital | Common StockTotal Stockholders’ Equity |
Beginning balance, preferred stock (in shares) at Dec. 31, 2019 | 4,755,869 | ||||||||||||||||||
Beginning balance, common stock (in shares) at Dec. 31, 2019 | 20,936,658 | ||||||||||||||||||
Beginning balance at Dec. 31, 2019 | $ 278,970 | $ 21 | $ 315,770 | $ (390) | $ (38,785) | $ 276,621 | $ 2,349 | $ 5 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Issuance of stock, net (in shares) | 1,229,531 | 409,800 | |||||||||||||||||
Issuance of stock, net | $ 27,116 | $ 1 | $ 27,115 | $ 27,116 | $ 5,324 | $ 0 | $ 5,324 | $ 5,324 | |||||||||||
Redemptions of Series B Preferred Stock (in shares) | (7,753) | ||||||||||||||||||
Redemptions of Series B Preferred Stock | $ (185) | $ (185) | $ (185) | ||||||||||||||||
Net income | 3,101 | 3,059 | 3,059 | 42 | |||||||||||||||
Dividends—Preferred Stock | (2,125) | (2,125) | (2,125) | ||||||||||||||||
Distributions—OP Units and common stock | (2,889) | (2,850) | (2,850) | (39) | |||||||||||||||
Comprehensive income attributable to the Company | (1,257) | (1,257) | (1,257) | ||||||||||||||||
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership | 0 | (4) | (4) | 4 | |||||||||||||||
Ending balance, preferred stock (in shares) at Mar. 31, 2020 | 5,977,647 | ||||||||||||||||||
Ending balance, common stock (in shares) at Mar. 31, 2020 | 21,346,458 | ||||||||||||||||||
Ending balance at Mar. 31, 2020 | $ 308,055 | $ 21 | 348,020 | (1,647) | (40,701) | 305,699 | 2,356 | $ 6 | |||||||||||
Beginning balance, preferred stock (in shares) at Dec. 31, 2020 | 5,956,065 | 5,956,065 | 1,088,435 | 1,088,435 | |||||||||||||||
Beginning balance, common stock (in shares) at Dec. 31, 2020 | 26,219,019 | 26,219,019 | |||||||||||||||||
Beginning balance at Dec. 31, 2020 | $ 383,790 | $ 26 | 440,470 | (1,500) | (55,213) | 383,790 | 0 | $ 6 | $ 1 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Issuance of stock, net (in shares) | 535,678 | 1,312,932 | |||||||||||||||||
Issuance of stock, net | $ 12,171 | $ 1 | $ 12,170 | $ 12,171 | $ 22,230 | $ 1 | $ 22,229 | $ 22,230 | |||||||||||
Issuance of OP Units as consideration in real estate acquisitions, net | 3,970 | 3,970 | |||||||||||||||||
Net income | 554 | 553 | 553 | 1 | |||||||||||||||
Dividends—Preferred Stock | (2,764) | (2,764) | (2,764) | ||||||||||||||||
Distributions—OP Units and common stock | (3,651) | (3,642) | (3,642) | (9) | |||||||||||||||
Comprehensive income attributable to the Company | 1,367 | 1,367 | 1,367 | ||||||||||||||||
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership | $ 0 | 2,127 | 2,127 | (2,127) | |||||||||||||||
Ending balance, preferred stock (in shares) at Mar. 31, 2021 | 5,956,065 | 5,956,065 | 1,624,113 | 1,624,113 | |||||||||||||||
Ending balance, common stock (in shares) at Mar. 31, 2021 | 27,531,951 | 27,531,951 | |||||||||||||||||
Ending balance at Mar. 31, 2021 | $ 417,667 | $ 27 | $ 476,996 | $ (133) | $ (61,066) | $ 415,832 | $ 1,835 | $ 6 | $ 2 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 554 | $ 3,101 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 6,051 | 4,257 |
Amortization of debt issuance costs | 388 | 179 |
Amortization of deferred rent assets and liabilities, net | (179) | (69) |
Amortization of right-of-use assets from operating leases and operating lease liabilities, net | (33) | 0 |
Loss (income) from investments in unconsolidated entities | 13 | (34) |
Bad debt expense | 0 | 12 |
Loss on dispositions of real estate assets, net | 798 | 99 |
Changes in operating assets and liabilities: | ||
Other assets, net | (924) | (1,857) |
Accounts payable and accrued expenses and Due to related parties, net | 1,099 | (1,243) |
Other liabilities, net | (1,111) | (949) |
Net cash provided by operating activities | 6,656 | 3,496 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of new real estate assets | (1,579) | (7,436) |
Capital expenditures on existing real estate assets | (3,027) | (2,682) |
Deposits on prospective real estate acquisitions and investments | (800) | (50) |
Net cash used in investing activities | (5,406) | (10,168) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of preferred and common equity | 35,868 | 35,589 |
Offering costs | (1,447) | (2,523) |
Redemptions of redeemable preferred stock | (28,750) | (185) |
Proceeds from issuance of mandatorily-redeemable preferred stock (Series D) | 60,375 | 0 |
Borrowings from notes and bonds payable | 9,903 | 0 |
Repayments of notes and bonds payable | (4,973) | (4,388) |
Payments of financing fees | (2,223) | (263) |
Dividends paid on cumulative redeemable preferred stock (Series B and Series C) | (2,676) | (2,125) |
Distributions paid on non-controlling common interests in Operating Partnership | (9) | (39) |
Distributions paid on common stock | (3,642) | (2,850) |
Net cash provided by financing activities | 62,426 | 23,216 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 63,676 | 16,544 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 9,218 | 13,688 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 72,894 | 30,232 |
NON-CASH OPERATING, INVESTING, AND FINANCING INFORMATION: | ||
Issuance of non-controlling interests in Operating Partnership in conjunction with acquisitions, net | 3,970 | 0 |
Operating lease right-of-use assets included in Other assets, net | 683 | 168 |
Operating lease liabilities included in Other liabilities, net | 644 | 127 |
Real estate additions included in Accounts payable and accrued expenses and Due to related parties, net | 692 | 2,699 |
Stock offering and OP Unit issuance costs included in Accounts payable and accrued expenses and Due to related parties, net | 0 | 28 |
Financing fees included in Accounts payable and accrued expenses and Due to related parties, net | 165 | 77 |
Lender holdback on loan issuance | 0 | 498 |
Unrealized loss related to interest rate hedging instrument | (133) | (1,647) |
Dividends paid on Series C Preferred Stock via additional share issuances | $ 21 | $ 0 |
Business and Organization
Business and Organization | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BUSINESS AND ORGANIZATION | BUSINESS AND ORGANIZATION Business and Organization Gladstone Land Corporation (the “Company”) is an agricultural real estate investment trust (“REIT”) that was re-incorporated in Maryland on March 24, 2011, having been originally incorporated in California on June 14, 1997. We are primarily in the business of owning and leasing farmland, and we conduct substantially all of our operations through a subsidiary, Gladstone Land Limited Partnership (the “Operating Partnership”), a Delaware limited partnership. As we currently control the sole general partner of the Operating Partnership and own, directly or indirectly, a majority of the common units of limited partnership interest in the Operating Partnership (“OP Units”), the financial position and results of operations of the Operating Partnership are consolidated within our financial statements. As of March 31, 2021 and December 31, 2020, the Company owned approximately 99.3% and 100.0%, respectively, of the outstanding OP Units (see Note 8, “ Equity ,” for additional discussion regarding OP Units). Gladstone Land Advisers, Inc. (“Land Advisers”), a Delaware corporation and a subsidiary of ours, was created to collect any non-qualifying income related to our real estate portfolio and to perform certain small-scale farming business operations. We have elected for Land Advisers to be taxed as a taxable REIT subsidiary (“TRS”) of ours. Since we currently own 100% of the voting securities of Land Advisers, its financial position and results of operations are consolidated within our financial statements. For the three months ended March 31, 2021, and for the tax year ended December 31, 2020, there was no taxable income or loss from Land Advisers, nor did we have any undistributed REIT taxable income. Subject to certain restrictions and limitations, and pursuant to contractual agreements, our business is managed by Gladstone Management Corporation (the “Adviser”), a Delaware corporation, and administrative services are provided to us by Gladstone Administration, LLC (the “Administrator”), a Delaware limited liability company. Our Adviser and Administrator are both affiliates of ours (see Note 6, “ Related-Party Transactions ,” for additional discussion regarding our Adviser and Administrator). All further references herein to “we,” “us,” “our,” and the “Company” refer, collectively, to Gladstone Land Corporation and its consolidated subsidiaries, except where indicated otherwise. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Interim Financial Information Our interim financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q in accordance with Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. In the opinion of our management, all adjustments (consisting solely of normal recurring accruals) necessary for the fair statement of financial statements for the interim period have been included. The interim financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 24, 2021 (the “Form 10-K”). The results of operations for the three months ended March 31, 2021, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year. Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, including the impact of extraordinary events, such as the novel coronavirus (“COVID-19”) pandemic, the results of which form the basis for making certain judgments. Actual results may materially differ from these estimates. Recently-Issued Accounting Pronouncements In April 2020, the FASB issued a staff question-and-answer document, “Topic 842 and Topic 840: Accounting for Lease Concessions Related to the Effects of the COVID-19 Pandemic” (the “COVID-19 Q&A”), to address certain frequently-asked questions pertaining to lease concessions arising from the effects of the COVID-19 pandemic. Existing lease guidance requires entities to determine if a lease concession is a result of a new arrangement reached with the tenant (which would be addressed under the lease modification accounting framework) or if a lease concession is under the enforceable rights and obligations within the existing lease agreement (which would not fall under the lease modification accounting framework). The COVID-19 Q&A clarifies that entities may elect to not evaluate whether lease-related relief granted in light of the effects of COVID-19 is a lease modification, provided that the concession does not result in a substantial increase in rights of the lessor or obligations of the lessee. This election is available for concessions that result in the total payments required by the modified contract being substantially the same as or less than the total payments required by the original contract. |
Real Estate and Intangible Asse
Real Estate and Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate [Abstract] | |
REAL ESTATE AND INTANGIBLE ASSETS | REAL ESTATE AND INTANGIBLE ASSETS All of our properties are wholly-owned on a fee-simple basis, except where noted. The following table provides certain summary information about the 140 farms we owned as of March 31, 2021 (dollars in thousands, except for footnotes): Location No. of Farms Total Farm Acres Net Cost Basis (1) Encumbrances (2) California (3)(4) 56 25,202 23,531 $ 622,177 $ 383,829 Florida 23 20,770 16,256 209,525 129,527 Arizona (5) 6 6,280 5,228 57,368 19,575 Colorado 12 32,773 25,577 48,023 30,147 Washington 3 1,384 1,001 39,006 25,425 Nebraska 9 7,782 7,050 30,601 19,296 Michigan 15 962 682 11,832 7,011 Texas 1 3,667 2,219 8,306 5,117 Maryland 6 987 863 7,939 4,644 Oregon 3 418 363 6,091 3,839 South Carolina 3 597 447 3,790 2,259 North Carolina 2 310 295 2,235 1,206 Delaware 1 180 140 1,272 744 140 101,312 83,652 $ 1,048,165 $ 632,619 (1) Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs associated with the properties, and adjusted for accumulated depreciation and amortization. Specifically, includes Investments in real estate, net (excluding improvements paid for by the tenant) and Lease intangibles, net; plus net above-market lease values, lease incentives, and investments in special-purpose LLCs included in Other assets, net; and less net below-market lease values and other deferred revenue included in Other liabilities, net; each as shown on the accompanying Condensed Consolidated Balance Sheets. (2) Excludes approximately $3.6 million of debt issuance costs related to notes and bonds payable, included in Notes and bonds payable, net on the accompanying Condensed Consolidated Balance Sheet. (3) Includes ownership in a special-purpose LLC that owns a pipeline conveying water to certain of our properties. As of March 31, 2021, this investment had a net carrying value of approximately $1.1 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheet. (4) Includes one farm in which we own a leasehold interest via a ground sublease with a California municipality that expires in December 2041. The farm subject to this sublease consists of approximately five acres and had an aggregate net cost basis of approximately $784,000 as of March 31, 2021 (included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheet). (5) Includes two farms in which we own a leasehold interest via ground leases with the State of Arizona that expire in February 2022 and February 2025, respectively. In total, these two farms consist of 1,368 total acres and 1,221 farm acres and had an aggregate net cost basis of approximately $2.3 million as of March 31, 2021 (included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheet). Real Estate The following table sets forth the components of our investments in tangible real estate assets as of March 31, 2021, and December 31, 2020 (dollars in thousands): March 31, 2021 December 31, 2020 Real estate: Land and land improvements $ 714,676 $ 713,333 Permanent Plantings 202,443 202,420 Irrigation and drainage systems 140,855 141,408 Farm-related facilities 32,812 28,146 Other site improvements 10,285 10,132 Real estate, at gross cost 1,101,071 1,095,439 Accumulated depreciation (54,700) (49,236) Real estate, net $ 1,046,371 $ 1,046,203 Real estate depreciation expense on these tangible assets was approximately $5.7 million and $3.4 million for the three months ended March 31, 2021 and 2020, respectively. Included in the figures above are amounts related to improvements made on certain of our properties paid for by our tenants but owned by us, or tenant improvements. As of both March 31, 2021, and December 31, 2020, we recorded tenant improvements, net of accumulated depreciation, of approximately $2.0 million. We recorded both depreciation expense and additional lease revenue related to these tenant improvements of approximately $98,000 and $75,000 for the three months ended March 31, 2021 and 2020, respectively. Intangible Assets and Liabilities The following table summarizes the carrying values of certain lease intangible assets and the related accumulated amortization as of March 31, 2021, and December 31, 2020 (dollars in thousands): March 31, 2021 December 31, 2020 Lease intangibles: Leasehold interest – land $ 4,285 $ 3,498 In-place leases 1,824 1,968 Leasing costs 1,616 1,640 Tenant relationships 127 127 Lease intangibles, at cost 7,852 7,233 Accumulated amortization (3,462) (3,501) Lease intangibles, net $ 4,390 $ 3,732 Total amortization expense related to these lease intangible assets was approximately $383,000 and $826,000 for the three months ended March 31, 2021 and 2020, respectively. The following table summarizes the carrying values of certain lease intangible assets or liabilities included in Other assets, net or Other liabilities, net, respectively, on the accompanying Condensed Consolidated Balance Sheets and the related accumulated amortization or accretion, respectively, as of March 31, 2021, and December 31, 2020 (dollars in thousands): March 31, 2021 December 31, 2020 Intangible Asset or Liability Deferred Accumulated Deferred Accumulated Above-market lease values and lease incentives (1) $ 255 $ (110) $ 308 $ (154) Below-market lease values and other deferred revenue (2) (2,229) 372 (908) 336 $ (1,974) $ 262 $ (600) $ 182 (1) Net above-market lease values and lease incentives are included as part of Other assets, net on the accompanying Condensed Consolidated Balance Sheets, and the related amortization is recorded as a reduction of Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (2) Net below-market lease values and other deferred revenue are included as a part of Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets, and the related accretion is recorded as an increase to Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. Total amortization related to above-market lease values and lease incentives was approximately $(44,000) and $31,000 for the three months ended March 31, 2021 and 2020, respectively. Total accretion related to below-market lease values and other deferred revenue was approximately $36,000 and $25,000 for the three months ended March 31, 2021 and 2020, respectively. Acquisitions 2021 Acquisitions During the three months ended March 31, 2021, we acquired three new farms, which are summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) Palmer Mill Road Dorchester, MD 3/3/2021 228 2 Sod 10.0 years 2 (5 years) $ 1,600 $ 48 $ 89 Eight Mile Road - Port Facility San Joaquin, CA 3/11/2021 5 1 Cooling Facility & Storage 9.8 years 3 (5 years) 3,977 30 189 233 3 $ 5,577 $ 78 $ 278 (1) Includes approximately $4,000 of external legal fees associated with negotiating and originating the leases associated with these acquisitions, which costs were expensed in the period incurred. (2) Based on the minimum cash rental payments guaranteed under the respective leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. During the three months ended March 31, 2021, in the aggregate, we recognized operating revenues of approximately $25,000 and a net loss of approximately $4,000 related to the above acquisitions. 2020 Acquisitions During the three months ended March 31, 2020, we acquired two new farms, which are summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) County Road 18 Phillips, CO 1/15/2020 1,325 2 Sugar beets, edible beans, potatoes, & corn 6.0 years None $ 7,500 $ 39 $ 417 1,325 2 $ 7,500 $ 39 $ 417 (1) Includes approximately $4,000 of aggregate external legal fees associated with negotiating and originating the leases associated with these acquisitions, which costs were expensed in the period incurred. (2) Unaudited; based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. During the three months ended March 31, 2020, we recognized operating revenues of approximately $88,000 and net income of approximately $70,000 related to the above acquisition. Purchase Price Allocations The allocation of the aggregate purchase price for the farms acquired during each of the three months ended March 31, 2021 and 2020 is as follows (dollars in thousands): Assets (Liabilities) Acquired 2021 Acquisitions 2020 Acquisitions Land and Land Improvements $ 1,341 $ 6,843 Irrigation & Drainage Systems 209 657 Farm-related Facilities 4,218 — Other Site Improvements 88 — Leasehold Interest—Land 787 In-Place Leases 110 — Leasing Costs 145 — Below-market Lease Values (1) (1,321) — Total Purchase Price $ 5,577 $ 7,500 (1) Included within Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets. Investments in Unconsolidated Entities In connection with the acquisition of certain farmland located in Fresno County, California, we also acquired an ownership in a related LLC, the sole purpose of which is to own and maintain a pipeline conveying water to our and other neighboring properties. As of March 31, 2021, our aggregate ownership interest in the LLC was 50.0%. As our investment in the LLC is deemed to constitute “significant influence,” we have accounted for this investment under the equity method. During the three months ended March 31, 2021 and 2020, we recorded (loss) income of approximately $(13,000) and $34,000, respectively (included on our Condensed Consolidated Statements of Operations and Comprehensive Income as (Loss) income from investments in unconsolidated entities), which represents our pro-rata share of the (loss) income recognized by the LLC. Our combined ownership interest in the LLC, which had an aggregate carrying value of approximately $1.1 million and $1.2 million, as of March 31, 2021, and December 31, 2020, respectively, is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets. Portfolio Concentrations Credit Risk As of March 31, 2021, our farms were leased to various different, unrelated third-party tenants, with certain tenants leasing more than one farm. No individual tenant represented greater than 10.0% of the total lease revenue recorded during the three months ended March 31, 2021. Geographic Risk Farms located in California and Florida accounted for approximately $9.9 million (61.9%) and $3.4 million (20.9%), respectively, of the total lease revenue recorded during the three months ended March 31, 2021. Though we seek to continue to further diversify geographically, as may be desirable or feasible, should an unexpected natural disaster (such as an earthquake, wildfire, or flood) occur or climactic change impact the regions where our properties are located, there could be a material adverse effect on our financial performance and ability to continue operations. No other single state accounted for more than 10.0% of our total lease revenue recorded during the three months ended March 31, 2021. Impairment We evaluate our entire portfolio each quarter for any impairment indicators and perform an impairment analysis on those select properties that have an indication of impairment. As of March 31, 2021, and December 31, 2020, we concluded that none of our properties were impaired. There have been no impairments recognized on our real estate assets since our inception. |
Borrowings
Borrowings | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
BORROWINGS | BORROWINGS Our borrowings as of March 31, 2021, and December 31, 2020, are summarized below (dollars in thousands): Carrying Value as of As of March 31, 2021 March 31, 2021 December 31, 2020 Stated Interest Rates (1) (Range; Wtd. Avg) Maturity Dates Notes and bonds payable: Fixed-rate notes payable $ 536,015 $ 492,182 2.45%–5.70%; 3.72% 2/14/2022–11/1/2045; December 2031 Variable-rate notes payable (2) 4,410 45,525 2.11%–2.11%; 2.11% 12/1/2022–12/1/2030; October 2029 Fixed-rate bonds payable 92,094 89,883 2.13%–4.57%; 3.49% 8/17/2021–10/31/2028; July 2024 Total notes and bonds payable 632,519 627,590 Debt issuance costs – notes and bonds payable (3,607) (3,629) N/A N/A Notes and bonds payable, net $ 628,912 $ 623,961 Variable-rate revolving lines of credit $ 100 $ 100 2.50% 4/5/2024 Total borrowings, net $ 629,012 $ 624,061 (1) Where applicable, stated interest rates are before interest patronage (as described below). (2) Notes were fixed subsequent to March 31, 2021; see Note 11, “ Subsequent Events .” As of March 31, 2021, the above borrowings were collateralized by certain of our farms with an aggregate net book value of approximately $1.0 billion. The weighted-average interest rate charged on the above borrowings (excluding the impact of debt issuance costs and before any interest patronage, or refunded interest) was 3.70% for the three months ended March 31, 2021, as compared to 3.98% for the three months ended March 31, 2020. In addition, 2020 interest patronage from our Farm Credit Notes Payable (as defined below) resulted in a 28.7% reduction (approximately 135 basis points) to the stated interest rates on such borrowings. See below under “ —Farm Credit Notes Payable—Interest Patronage “ for further discussion on interest patronage. As of March 31, 2021, we were in compliance with all covenants applicable to the above borrowings. New MetLife Facility As of December 31, 2019, our facility with Metropolitan Life Insurance Company (“MetLife”) consisted of a total of $200.0 million of term notes (the “Prior MetLife Term Notes”) and $75.0 million of revolving equity lines of credit (the “MetLife Lines of Credit,” and together with the Prior MetLife Term Notes, the “Prior MetLife Facility”). The draw period for the Prior MetLife Term Notes expired on December 31, 2019, with approximately $21.5 million being left undrawn, and MetLife had no obligation to disburse the remaining funds under those notes. On February 20, 2020, we entered into an agreement with MetLife to remove the MetLife Lines of Credit from the Prior MetLife Facility and create a new credit facility consisting of a new $75.0 million long-term note payable (the “New MetLife Term Note”) and the MetLife Lines of Credit (collectively, the “New MetLife Facility”). The following table summarizes the pertinent terms of the New MetLife Facility as of March 31, 2021 (dollars in thousands, except for footnotes): Issuance Aggregate Maturity Principal Interest Rate Terms Undrawn New MetLife Term Note $ 75,000 (1) 1/5/2030 $ 36,900 2.75%, fixed through 1/4/2030 (2) 38,100 (3) MetLife Lines of Credit 75,000 4/5/2024 100 3-month LIBOR + 2.00% (4) 74,900 (3) Total principal outstanding $ 37,000 (1) If the aggregate commitment under the New MetLife Term Note is not fully utilized by December 31, 2022, MetLife has the option to be relieved of its obligation to disburse the additional funds under the New MetLife Term Note. (2) Interest rates on any disbursements under the New MetLife Term Note will be based on prevailing market rates at the time of such disbursements. In addition, through December 31, 2022, the New MetLife Term Note is also subject to an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under the New MetLife Term Note). (3) Based on the properties that were pledged as collateral under the New MetLife Facility, as of March 31, 2021, the maximum additional amount we could draw under the facility was approximately $24.2 million. (4) The interest rate on the MetLife Lines of Credit is subject to a minimum annualized rate of 2.50%, plus an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under each line of credit). Farmer Mac Facility On December 5, 2014, we, through certain subsidiaries of our Operating Partnership, entered into a bond purchase agreement (the “Bond Purchase Agreement”) with Federal Agricultural Mortgage Corporation (“Farmer Mac”) and Farmer Mac Mortgage Securities Corporation (the “Bond Purchaser”), for a secured note purchase facility. As subsequently amended, the Bond Purchase Agreement provided for bond issuances up to an aggregate amount of $125.0 million (the “Prior Farmer Mac Facility”) through December 11, 2018, after which date the Bond Purchaser had the option to continue buying new bonds issued under the Farmer Mac Facility. On December 10, 2020, we entered into an amended and restated bond purchase agreement (the “Amended and Restated Bond Purchase Agreement”) with Farmer Mac and the Bond Purchaser, increasing the secured note purchase facility to provide for bond issuances up to an aggregate principal amount of $225.0 million (the “New Farmer Mac Facility”). In addition, the Amended and Restated Bond Purchase Agreement extended the date through which we may issue new bonds to May 31, 2023, and the final maturity date for bonds issued under the Farmer Mac Facility to December 31, 2030. During the three months ended March 31, 2021, we issued one new bond under the Farmer Mac Facility, the pertinent terms of which are summarized in the following table (dollars in thousands): Date of Issuance Amount Maturity Date Principal Amortization Stated Interest Rate Terms 2/4/2021 $ 2,460 10/31/2028 25.0 years 3.13% Fixed throughout term Farm Credit Notes Payable From time to time since September 2014, we, through certain subsidiaries of our Operating Partnership, have entered into various loan agreements (collectively, the “Farm Credit Notes Payable”) with 12 different Farm Credit associations (collectively, “Farm Credit”). During the three months ended March 31, 2021, we entered into the following loan agreements with Farm Credit (dollars in thousands): Issuer Date of Amount Maturity Principal Stated Interest Rate (1) Interest Rate Terms Farm Credit West, FLCA (2) 1/28/2021 $2,073 11/1/2045 24.8 years 3.23% Fixed through December 31, 2027 (variable thereafter) Mid Atlantic Farm Credit, ACA 3/3/2021 960 6/1/2045 24.4 years 3.80% Fixed through 1/31/2031 (variable thereafter) (1) Stated rate is before interest patronage, as described below. (2) Loan proceeds used to repay a previously-issued loan with a balance of approximately $1.4 million and a stated interest rate of 4.99%. Interest Patronage Interest patronage, or refunded interest, on our borrowings from Farm Credit is generally recorded upon receipt and is included within Other income on our Condensed Consolidated Statements of Operations and Comprehensive Income. Receipt of interest patronage typically occurs in the first half of the calendar year following the calendar year in which the respective interest expense is accrued. During the three months ended March 31, 2021, we recorded interest patronage of approximately $2.2 million related to interest accrued on the Farm Credit Notes Payable during the year ended December 31, 2020. In addition, during the three months ended September 30, 2020, we recorded approximately $306,000 of 2020 interest patronage, as certain Farm Credit associations prepaid a portion of the 2020 interest patronage (which related to interest accrued during 2020 but is typically received in 2021). In total, we recorded approximately $2.5 million of 2020 interest patronage related to our Farm Credit Notes Payable, which resulted in a 28.7% reduction (approximately 135 basis points) to the interest rates on such borrowings. Other Borrowings During the three months ended March 31, 2021, we entered into loan agreements with various other lenders, the terms of which are summarized in the following table (dollars in thousands): Lender Date of Issuance Amount Maturity Date Principal Amortization Stated Interest Rate Interest Rate Terms Rabo AgriFinance, LLC 3/11/2021 $ 3,780 12/1/2030 25.0 years 2.11% 1-month LIBOR + 2.00% (1) Rabo AgriFinance, LLC 3/11/2021 630 12/1/2022 None 2.11% 1-month LIBOR + 2.00% (1) (1) Subsequent to March 31, 2021, we entered into fixed interest rate swap agreements for each of these loans. See Note 11, “ Subsequent Events—Financing Activity—Borrowing Activity—Interest Rate Swap Agreements ,” for additional information on these swap agreements. Debt Service – Aggregate Maturities Scheduled principal payments of our aggregate notes and bonds payable as of March 31, 2021, for the succeeding years are as follows (dollars in thousands): Period Scheduled For the remaining nine months ending December 31: 2021 $ 16,335 For the fiscal years ending December 31: 2022 51,928 2023 44,003 2024 40,123 2025 37,133 2026 16,255 Thereafter 426,742 $ 632,519 Fair Value ASC 820, “Fair Value Measurement (Subtopic 820)” (“ASC 820”), provides a definition of fair value that focuses on the exchange (exit) price of an asset or liability in the principal, or most advantageous, market and prioritizes the use of market-based inputs to the valuation. ASC 820-10 establishes a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows: • Level 1 — inputs that are based upon quoted prices (unadjusted) for identical assets or liabilities in active markets; • Level 2 — inputs are based upon quoted prices for similar assets or liabilities in active or inactive markets or model-based valuation techniques, for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 — inputs are generally unobservable and significant to the fair value measurement. These unobservable inputs are generally supported by little or no market activity and are based upon management’s estimates of assumptions that market participants would use in pricing the asset or liability. As of March 31, 2021, the aggregate fair value of our long-term notes and bonds payable was approximately $626.2 million, as compared to an aggregate carrying value (excluding unamortized related debt issuance costs) of approximately $632.5 million. The fair value of our long-term notes and bonds payable is valued using Level 3 inputs under the hierarchy established by ASC 820-10 and is calculated based on a discounted cash flow analysis, using discount rates based on management’s estimates of market interest rates on long-term debt with comparable terms. Further, due to the revolving nature and variable interest rates applicable to the MetLife Lines of Credit, their aggregate fair value as of March 31, 2021, is deemed to approximate their aggregate carrying value of $0.1 million. Interest Rate Swap Agreements In order to hedge our exposure to variable interest rates, we have entered into various interest rate swap agreements in connection with certain of our mortgage financings. In accordance with these swap agreements, we will pay our counterparty a fixed interest rate on a quarterly basis and receive payments from our counterparty equal to the respective stipulated floating rates. We have adopted the fair value measurement provision for these financial instruments, and the aggregate fair value of our interest rate swap agreements is recorded in Other assets, net or Other liabilities, net, as appropriate, on our accompanying Condensed Consolidated Balance Sheets. Generally, in the absence of observable market data, we will estimate the fair value of our interest rate swaps using estimates of certain data points, including estimated remaining life, counterparty credit risk, current market yield, and interest rate spreads of similar securities as of the measurement date. As of March 31, 2021, our interest rate swaps were valued using Level 2 inputs. In addition, we have designated our interest rate swaps as cash flow hedges, and we record changes in the fair values of the interest rate swap agreements to accumulated other comprehensive income on the Condensed Consolidated Balance Sheets. We record changes in fair value on a quarterly basis, using current market valuations at quarter end. The following table summarizes our interest rate swap as of March 31, 2021, and December 31, 2020 (dollars in thousands): Period Aggregate Notional Amount Aggregate Fair Value Asset Aggregate Fair Value Liability As of March 31, 2021 $ 57,222 $ 561 $ (694) As of December 31, 2020 14,077 — (1,500) The following table summarizes certain balance sheet information regarding our derivative instruments as of March 31, 2021, and December 31, 2020 (dollars in thousands): Derivative Asset (Liability) Fair Value Derivative Type Balance Sheet Location March 31, 2021 December 31, 2020 Derivatives Designated as Hedging Instruments: Interest rate swaps Other assets, net $ 561 $ — Interest rate swaps Other liabilities, net (694) (1,500) Total, net $ (133) $ (1,500) The following table presents the amount of income (loss) recognized in comprehensive income within our condensed consolidated financial statements for the three months ended March 31, 2021 and 2020 (dollars in thousands): Three Months Ended March 31, 2021 Three months ended March 31, 2020 Derivative in cash flow hedging relationship: Interest rate swaps $ 1,367 $ (1,257) Total $ 1,367 $ (1,257) |
Mandatorily-Redeemable Preferre
Mandatorily-Redeemable Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
MANDATORILY-REDEEMABLE PREFERRED STOCK | MANDATORILY-REDEEMABLE PREFERRED STOCKSeries A Term Preferred Stock In August 2016, we completed a public offering of 6.375% Series A Cumulative Term Preferred Stock, par value $0.001 per share (the “Series A Term Preferred Stock”), at a public offering price of $25.00 per share. As a result of this offering (including the underwriters’ exercise of their option to purchase additional shares to cover over-allotments), we issued a total of 1,150,000 shares of the Series A Term Preferred Stock for gross proceeds of approximately $28.8 million and net proceeds, after deducting underwriting discounts and offering expenses borne by us, of approximately $27.6 million. On February 12, 2021, we redeemed all of our outstanding shares of Series A Term Preferred Stock at a cash redemption price of $25.00 per share plus all accrued and unpaid dividends up to, but excluding, the redemption date. In total, we paid approximately $28.8 million for the redemption of the Series A Term Preferred Stock using proceeds from the offering of our Series D Term Preferred Stock (as defined below). Our Series A Term Preferred Stock was delisted from Nasdaq on the date we redeemed all outstanding shares. In connection with this early redemption, during the three months ended March 31, 2021, we wrote off approximately $127,000 of unamortized issuance costs related to the issuance of the Series A Term Preferred Stock. Subsequent to March 31, 2021, we filed Articles Supplementary reclassifying 850,000 authorized but unissued shares of Series A Term Preferred Stock as additional shares of common stock. See Note 11, “ Subsequent Events—Equity Activity—Articles Supplementary Reclassifying Remaining Series A Term Preferred Stock .” Series D Term Preferred Stock In January 2021, we completed a public offering of 5.00% Series D Cumulative Term Preferred Stock, par value $0.001 per share (the “Series D Term Preferred Stock”), at a public offering price of $25.00 per share. As a result of this offering (including the underwriters’ exercise of their option to purchase additional shares to cover over-allotments), we issued a total of 2,415,000 shares of the Series D Term Preferred Stock for gross proceeds of approximately $60.4 million and net proceeds, after deducting underwriting discounts and offering expenses borne by us, of approximately $58.3 million. The Series D Term Preferred Stock is traded under the ticker symbol “LANDM” on Nasdaq. The shares of the Series D Term Preferred Stock have a mandatory redemption date of January 31, 2026, and are not convertible into our common stock or any other securities. Generally, we are not permitted to redeem shares of the Series D Term Preferred Stock prior to January 31, 2023, except in limited circumstances to preserve our qualification as a REIT. On or after January 31, 2023, we may redeem the shares at a redemption price of $25.00 per share, plus any accumulated and unpaid dividends up to, but excluding, the date of redemption. We incurred approximately $2.1 million in total offering costs related to this issuance, which have been recorded net of the Series D Term Preferred Stock as presented on the accompanying Condensed Consolidated Balance Sheets and are being amortized over the mandatory redemption period as a component of interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. The Series D Term Preferred Stock is recorded as a liability on our accompanying Condensed Consolidated Balance Sheets in accordance with ASC 480, “Distinguishing Liabilities from Equity,” which states that mandatorily-redeemable financial instruments should be classified as liabilities. In addition, the related dividend payments are treated similarly to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. As of March 31, 2021, the fair value of our Series D Term Preferred Stock was approximately $61.7 million, as compared to the carrying value (exclusive of unamortized offering costs) of approximately $60.4 million. The fair value of our Series D Term Preferred Stock is valued using Level 1 inputs under the hierarchy established by ASC 820-10 and is calculated based on the closing per-share price as of March 31, 2021, of $25.54. For information on the dividends declared by our Board of Directors and paid by us on the Series D Term Preferred Stock during the three months ended March 31, 2021, see Note 8, “ Equity—Distributions .” |
Related-Party Transactions
Related-Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
RELATED-PARTY TRANSACTIONS | RELATED-PARTY TRANSACTIONS Our Adviser and Administrator We are externally managed pursuant to contractual arrangements with our Adviser and our Administrator, which collectively employ all of our personnel and pay their salaries, benefits, and general expenses directly. Both our Adviser and Administrator are affiliates of ours, as their parent company is owned and controlled by David Gladstone, our chairman, chief executive officer, and president. In addition, two of our executive officers, Mr. Gladstone and Terry Brubaker (our vice chairman and chief operating officer), serve as directors and executive officers of each of our Adviser and Administrator, and Michael LiCalsi, our general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary) is also executive vice president of administration of our Adviser. We have entered into an investment advisory agreement with our Adviser and an administration agreement with our Administrator (the “Administration Agreement”). The advisory agreement with our Adviser that was in effect through March 31, 2017, and the Administration Agreement each became effective February 1, 2013. The advisory agreement with our Adviser was amended and restated on each of July 9, 2019, and January 14, 2020 (as amended, the “Advisory Agreement”). The Administration Agreement and Advisory Agreement were both approved unanimously by our board of directors, including our independent directors. A summary of the compensation terms for the Advisory Agreement and a summary of the Administration Agreement is below. Advisory Agreement Pursuant to the Advisory Agreement, our Adviser is compensated in the form of a base management fee, an incentive fee, a capital gains fee, and a termination fee. Our Adviser does not charge acquisition or disposition fees when we acquire or dispose of properties, as is common in other externally-managed REITs. Each of the base management, incentive, capital gains, and termination fees is described below. Base Management Fee Pursuant to the Advisory Agreement, a base management fee is paid quarterly and is calculated at an annual rate of 0.50% (0.125% per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined as the gross cost of tangible real estate owned by us (including land and land improvements, permanent plantings, irrigation and drainage systems, farm-related facilities, and other tangible site improvements), prior to any accumulated depreciation, and as shown on our balance sheet or the notes thereto for the applicable quarter. Incentive Fee Pursuant to the Advisory Agreement, an incentive fee is calculated and payable quarterly in arrears if the Pre-Incentive Fee FFO for a particular quarter exceeded a hurdle rate of 1.75% (7.0% annualized) of the prior calendar quarter’s Total Adjusted Common Equity. For purposes of this calculation, Pre-Incentive Fee FFO is defined in the Advisory Agreement as FFO (also as defined in the Advisory Agreement) accrued by the Company during the current calendar quarter (prior to any incentive fee calculation for the current calendar quarter), less any dividends declared on preferred stock securities that were not treated as a liability for GAAP purposes. In addition, Total Adjusted Common Equity is defined as common stockholders’ equity plus non-controlling common interests in the Operating Partnership, if any (each as reported on our balance sheet), adjusted to exclude unrealized gains and losses and certain other one-time events and non-cash items. Our Adviser would receive: (i) no Incentive Fee in any calendar quarter in which the Pre-Incentive Fee FFO did not exceed the hurdle rate; (ii) 100% of the Pre-Incentive Fee FFO with respect to that portion of such Pre-Incentive Fee FFO, if any, that exceeded the hurdle rate but was less than 2.1875% in any calendar quarter (8.75% annualized); and (iii) 20% of the amount of the Pre-Incentive Fee FFO, if any, that exceeded 2.1875% in any calendar quarter (8.75% annualized). Capital Gains Fee Pursuant to the Advisory Agreement, a capital gains-based incentive fee will be calculated and payable in arrears at the end of each fiscal year (or upon termination of the Advisory Agreement). The capital gains fee shall equal: (i) 15% of the cumulative aggregate realized capital gains minus the cumulative aggregate realized capital losses, minus (ii) any aggregate capital gains fees paid in prior periods. For purposes of this calculation, realized capital gains and losses will be calculated as (x) the sales price of the property, minus (y) any costs to sell the property and the then-current gross value of the property (which includes the property’s original acquisition price plus any subsequent, non-reimbursed capital improvements). At the end of each fiscal year, if this figure is negative, no capital gains fee shall be paid. Termination Fee Pursuant to the Advisory Agreement, in the event of our termination of the agreement with our Adviser for any reason (with 120 days’ prior written notice and the vote of at least two-thirds of our independent directors), a termination fee would be payable to the Adviser equal to three times the sum of the average annual base management fee and incentive fee earned by the Adviser during the 24-month period prior to such termination. Administration Agreement Pursuant to the Administration Agreement, we pay for our allocable portion of the Administrator’s expenses incurred while performing its obligations to us, including, but not limited to, rent and the salaries and benefits expenses of our Administrator’s employees, including our chief financial officer, treasurer, chief compliance officer, general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary), and their respective staffs. As approved by our Board of Directors, effective July 1, 2014, our allocable portion of the Administrator’s expenses is generally derived by multiplying our Administrator’s total expenses by the approximate percentage of time the Administrator’s employees perform services for us in relation to their time spent performing services for all companies serviced by our Administrator under similar contractual agreements. Gladstone Securities On April 11, 2017, we entered into an agreement with Gladstone Securities, LLC (“Gladstone Securities”), for it to act as our non-exclusive agent to assist us with arranging financing for our properties (the “Financing Arrangement Agreement”). Gladstone Securities is a privately-held broker-dealer and a member of the Financial Industry Regulatory Authority and the Securities Investor Protection Corporation. Gladstone Securities is an affiliate of ours, as its parent company is owned and controlled by Mr. Gladstone, who also serves on the board of managers of Gladstone Securities. In addition, Michael LiCalsi, our General Counsel and Secretary, serves in several capacities for Gladstone Securities, including as Chief Legal Officer, Secretary, and a member of its board of managers since 2010 and a managing principal since 2011. Financing Arrangement Agreement We pay Gladstone Securities a financing fee in connection with the services it provides to us for securing financing on our properties. Depending on the size of the financing obtained, the maximum amount of the financing fee, which will be payable upon closing of the respective financing, will range from 0.5% to 1.0% of the amount of financing obtained. The amount of the financing fee may be reduced or eliminated as determined by us and Gladstone Securities after taking into consideration various factors, including, but not limited to, the involvement of any unrelated third-party brokers and general market conditions. During the three months ended March 31, 2021 and 2020, we paid total financing fees to Gladstone Securities of approximately $17,000 and $0, respectively. Through March 31, 2021, the total amount of financing fees paid to Gladstone Securities represented approximately 0.14% of the total financings secured since the Financing Arrangement Agreement has been in place. Dealer-Manager Agreements On January 10, 2018, we entered into a dealer-manager agreement, which was amended and restated on May 31, 2018 (the “Series B Dealer-Manager Agreement”), with Gladstone Securities, whereby Gladstone Securities served as our exclusive dealer-manager in connection with the offering of our Series B Preferred Stock (as defined in Note 8, “ Equity—Series B Preferred Stock ”). On February 20, 2020, we entered into a dealer-manager agreement (the “Series C Dealer-Manager Agreement,” and together with the Series B Dealer-Manager Agreement, the “Dealer-Manager Agreements”), with Gladstone Securities, whereby Gladstone Securities serves as our exclusive dealer-manager in connection with the offering of our Series C Preferred Stock (as defined in Note 8, “ Equity—Equity Issuances—Series C Preferred Stock ”). Pursuant to the Dealer-Manager Agreements, Gladstone Securities provides certain sales, promotional, and marketing services to us in connection with the offering of the Series B Preferred Stock and Series C Preferred Stock, and we generally paid or pay Gladstone Securities the following: • With regard to the Series B Preferred Stock: i selling commissions of up to 7.0% of the gross proceeds from sales in the offering (the “Series B Selling Commissions”), and ii a dealer-manager fee of 3.0% of the gross proceeds from sales in the offering (the “Series B Dealer-Manager Fee”). • With regard to the Series C Preferred Stock: i selling commissions of up to 6.0% of the gross proceeds from sales in the offering (the “Series C Selling Commissions,” and together with the Series B Selling Commissions, the “Selling Commissions”), and ii a dealer-manager fee of 3.0% of the gross proceeds from sales in the offering (the “Series C Dealer-Manager Fee,” and together with the Series B Dealer-Manager Fees, the “Dealer-Manager Fees”). No Series C Selling Commissions or Series C Dealer-Manager Fee shall be paid with respect to shares of the Series C Preferred Stock sold pursuant to our dividend reinvestment plan (the “DRIP”) for the Series C Preferred Stock. Gladstone Securities may, in its sole discretion, remit all or a portion of the Selling Commissions and also reallow all or a portion of the Dealer-Manager Fees to participating broker-dealers and wholesalers in support of the offerings. The terms of each of the Dealer-Manager Agreements were approved by our board of directors, including its independent directors. During the three months ended March 31, 2020, we paid total Series B Selling Commissions and Series B Dealer-Manager Fees to Gladstone Securities of approximately $2.5 million in connection with sales of the Series B Preferred Stock, the offering for which was completed on March 9, 2020. During the three months ended March 31, 2021 and 2020, we paid total Series C Selling Commissions and Series C Dealer-Manager Fees to Gladstone Securities of approximately $1.1 million and $0, respectively, in connection with sales of the Series C Preferred Stock. The majority of these amounts were then remitted by Gladstone Securities to unrelated third parties involved in the respective offerings, including participating broker-dealers and wholesalers. Selling Commissions and Dealer-Manager Fees paid to Gladstone Securities are netted against the gross proceeds received from sales of the respective securities and are included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets. Related-Party Fees The following table summarizes related-party fees paid or accrued for and reflected in our accompanying condensed consolidated financial statements (dollars in thousands): For the Three Months Ended March 31, 2021 2020 Base management fee (1)(2) $ 1,369 $ 1,034 Incentive fee (1)(2) 1,162 1,334 Total fees to our Adviser, net $ 2,531 $ 2,368 Administration fee (1)(2) $ 357 $ 384 Selling Commissions and Dealer-Manager Fees (1)(3) $ 1,144 $ 2,484 Financing fees (1)(4) 17 — Total fees to Gladstone Securities $ 1,161 $ 2,484 (1) Pursuant to the agreements with the respective related-party entities, as discussed above. (2) Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (3) Included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets. (4) Included within Notes and bonds payable, net on the Condensed Consolidated Balance Sheets and amortized into Interest expense on the Condensed Consolidated Statements of Operations and Comprehensive Income. Related-Party Fees Due Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of March 31, 2021, and December 31, 2020, were as follows (dollars in thousands): March 31, 2021 December 31, 2020 Base management fee $ 1,369 $ 1,130 Incentive fee 1,162 883 Other (1) 9 18 Total due to Adviser 2,540 2,031 Administration fee 357 363 Cumulative accrued but unpaid portion of prior Administration Fees (2) 154 75 Total due to Administrator 511 438 Due to Gladstone Securities (3) 95 15 Total due to related parties (4) $ 3,146 $ 2,484 (1) Other amounts due to or from our Adviser primarily relate to miscellaneous general and administrative expenses either paid by our Adviser on our behalf or by us on our Adviser’s behalf. (2) Represents the cumulative accrued but unpaid portion of prior Administration fees that are scheduled to be paid during the three months ending September 30 of each year, which is the quarter following our Administrator’s fiscal year end. (3) Represents certain Selling Commissions and Dealer-Manager Fees owed in connection with recent sales of our Series C Preferred Stock. (4) Reflected as a line item on our accompanying Condensed Consolidated Balance Sheets. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIESOperating Obligations In connection with the execution of certain lease agreements, we have committed to provide capital improvements on certain of our farms, which are summarized in the table below (dollars in thousands): Farm Farm Total Obligated Completion Date (1) Amount Expended or Accrued as of March 31, 2021 Hillsborough, FL 55 $ 2,250 (2) Q2 2021 $ 1,073 Tulare, CA 160 700 (2) Q2 2021 — Wicomico & Caroline, MD, and Sussex, DE 833 115 Q3 2021 36 Napa, CA 270 1,548 (2) Q3 2023 — Santa Barbara, CA 271 4,000 (2) Q3 2024 2,427 Columbia, OR 157 1,800 (2) Q3 2024 1,146 Collier & Hendry, FL 3,612 2,000 (2) Q2 2025 — (1) Our obligation to provide capital to fund these improvements does not extend beyond these respective dates. (2) Pursuant to contractual agreements, we will earn additional rent on the cost of these capital improvements as the funds are disbursed by us. Ground Lease Obligations We are obligated as lessee under three ground leases. Future minimum lease payments due under the remaining non-cancelable terms of these leases as of March 31, 2021, is as follows (dollars in thousands): Period Future Lease Payments (1) For the remaining nine months ending December 31: 2021 $ 33 For the fiscal years ending December 31: 2022 70 2023 70 2024 70 2025 40 2026 40 Thereafter 600 Total undiscounted lease payments 923 Less: imputed interest (279) Present value of lease payments $ 644 (1) Certain annual lease payments are set at the beginning of each year to then-current market rates (as determined by the State of Arizona, as lessor). The amounts shown above represent estimated amounts based on the lease rates currently in place. As a result of these ground leases, we recorded lease expense (included within Property operating expenses on the accompanying Consolidated Statement of Operations and Comprehensive Income) of approximately $14,000 and $12,000 during the three months ended March 31, 2021 and 2020, respectively. Litigation In the ordinary course of business, we may be involved in legal proceedings from time to time. We are not currently subject to any material known or threatened litigation. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
EQUITY | EQUITY Amendment to Articles of Incorporation On January 13, 2021, we filed with the State Department of Assessments and Taxation of Maryland (“SDAT”) the Articles Supplementary (i) setting forth the rights, preferences and terms of the Series D Term Preferred Stock and (ii) reclassifying and designating 3,600,000 shares of our authorized and unissued shares of common stock as shares of Series D Term Preferred Stock. Amendment to Operating Partnership Agreement On January 13, 2021, the Operating Partnership adopted the Fifth Amendment to its First Amended and Restated Agreement of Limited Partnership, including Exhibit SD thereto (collectively, the “Amendment”), as amended from time to time, establishing the rights, privileges, and preferences of 5.00% Series D Cumulative Term Preferred Units, a newly-designated class of limited partnership interests (the “Series D Term Preferred Units”). The Amendment provides for the Operating Partnership’s establishment and issuance of an equal number of Series D Term Preferred Units as are issued shares of Series D Term Preferred Stock by the Company in connection with the offering of Series D Term Preferred Stock upon the Company’s contribution to the Operating Partnership of the net proceeds of the offering of Series D Term Preferred Stock. Generally, the Series D Term Preferred Units provided for under the Amendment have preferences, distribution rights, and other provisions substantially equivalent to those of the Series D Term Preferred Stock. Non-Controlling Interests in Operating Partnership We consolidate our Operating Partnership, which is a majority-owned partnership. As of March 31, 2021, and December 31, 2020, we owned approximately 99.3% and 100.0%, respectively, of the outstanding OP Units. As of March 31, 2021, and December 31, 2020, there were 204,778 and 0 OP Units held by non-controlling OP Unitholders, respectively. On or after 12 months after becoming a holder of OP Units, each limited partner, other than the Company, has the right, subject to the terms and conditions set forth in the partnership agreement of the Operating Partnership, to require the Operating Partnership to redeem all or a portion of such units in exchange for cash or, at the Company’s option, shares of our common stock on a one-for-one basis. The cash redemption per OP Unit would be based on the market price of our common stock at the time of redemption. A limited partner will not be entitled to exercise redemption rights if the delivery of common stock to the redeeming limited partner would breach restrictions on the ownership of common stock imposed under our charter and other limitations thereof. Information regarding OP Units issued to noncontrolling OP Unitholders during the three months ended March 31, 2021, is provided in the following table (dollars in thousands, except per-unit amounts): Number of OP Units Issued Weighted Average Aggregate Value (1) 204,778 $19.42 $ 3,977 (1) Based on the closing stock price of the Company’s common stock on the date of issuance. No OP Units were tendered for redemption during the three months ended March 31, 2021. Regardless of the rights described above, the Operating Partnership will not have an obligation to issue cash to a unitholder upon a redemption request if the Company elects to redeem the OP Units for shares of its common stock. When a non-controlling unitholder redeems OP Units and the Company elects to satisfy that redemption through the issuance of common stock, non-controlling interest in the Operating Partnership is reduced, and stockholders’ equity is increased. The Operating Partnership is required to make distributions on each OP Unit in the same amount as those paid on each share of the Company’s common stock, with the distributions on the OP Units held by the Company being utilized to make distributions to the Company’s common stockholders. Registration Statement On March 6, 2020, we filed a universal registration statement on Form S-3 (File No. 333-236943) with the SEC (the “Registration Statement”) to replace our prior universal registration statement. The Registration Statement, which was declared effective by the SEC on April 1, 2020, permits us to issue up to an aggregate of $1.0 billion in securities, consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more of such securities. Through March 31, 2021, we had issued a total of 1,624,251 shares of Series C Preferred Stock for gross proceeds of approximately $40.3 million, 2,415,000 shares of Series D Term Preferred Stock for gross proceeds of approximately $60.4 million, and 5,897,190 shares of common stock (excluding 288,303 shares of common stock issued in exchange for certain OP Units that were tendered for redemption) for gross proceeds of approximately $90.3 million under the Registration Statement. Equity Issuances Series B Preferred Stock On May 31, 2018, we filed a prospectus supplement with the SEC for a continuous public offering of up to 6,000,000 shares (the “Series B Offering”) of our 6.00% Series B Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series B Preferred Stock”) at an offering price of $25.00 per share for gross proceeds of up to $150.0 million. The Series B Preferred Stock was offered on a continuous, “reasonable best efforts” basis by Gladstone Securities, the dealer-manager for the Series B Offering. The Series B Offering was completed on March 9, 2020 (the “Series B Termination Date”), with the full 6,000,000 allotted shares being sold, and, exclusive of redemptions, resulted in total gross proceeds of approximately $147.5 million and net proceeds, after deducting Series B Selling Commissions, Series B Dealer-Manager Fees, and offering expenses payable by us, of approximately $133.4 million. See Note 6, “ Related-Party Transactions—Gladstone Securities—Series B Dealer-Manager Agreement ,” for a discussion of the fees and commissions to be paid to Gladstone Securities in connection with the Series B Offering. During the year ended December 31, 2020, we listed the Series B Preferred Stock on Nasdaq under the ticker “LANDO.” Trading of the Series B Preferred Stock on Nasdaq commenced on October 19, 2020. Series C Preferred Stock On April 3, 2020, we filed a new prospectus supplement (which superseded and replaced a previously-filed prospectus supplement) with the SEC for a continuous public offering (the “Series C Offering”) of up to 26,000,000 shares of our newly-designated 6.00% Series C Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series C Preferred Stock”). The Series C Offering permits us to sell up to 20,000,000 shares (the “Primary Series C Offering”) of our Series C Preferred Stock on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $25.00 per share and up to 6,000,000 shares of our Series C Preferred Stock pursuant to the DRIP at a price of $22.75 per share. The following table provides information on equity sales that have occurred during the three months ended March 31, 2021 (dollars in thousands, except per-share amounts): Number of Shares Sold (1) Weighted Average Offering Price Per Share Gross Proceeds Net Proceeds (2) 534,971 $ 24.89 $ 13,315 $ 12,171 (1) Excludes shares issued pursuant to the DRIP. During the three months ended March 31, 2021, we issued approximately 707 shares of the Series C Preferred Stock pursuant to the DRIP. (2) Net of Series C Selling Commissions and Series C Dealer-Manager Fees. As of March 31, 2021, excluding Series C Selling Commissions and Series C Dealer-Manager Fees, we have incurred approximately $301,000 of costs related to the Series C Offering, which are initially recorded as deferred offering costs (included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets) and are applied against gross proceeds received from the offering through additional paid-in capital as shares of the Series C Preferred Stock are sold. See Note 6, “ Related-Party Transactions—Gladstone Securities—Series C Dealer-Manager Agreement ,” for a discussion of the commissions and fees to be paid to Gladstone Securities in connection with the Series C Offering. The Series C Offering will terminate on the date (the “Series C Termination Date”) that is the earlier of either June 1, 2025 (unless terminated earlier or extended by our Board of Directors), or the date on which all 20,000,000 shares in the Primary Series C Offering are sold. There is currently no public market for shares of the Series C Preferred Stock; however, we intend to apply to list the Series C Preferred Stock on Nasdaq or another national securities exchange within one calendar year after the Series C Termination Date, though there can be no assurance that a listing will be achieved in such timeframe, or at all. See Note 11, “ Subsequent Events—Equity Activity—Equity Issuances ,” for sales of Series C Preferred Stock completed subsequent to March 31, 2021. Common Stock At-the-Market Program On May 12, 2020, we entered into equity distribution agreements with Virtu Americas, LLC, and Ladenburg & Co., Inc., under which we may issue and sell, from time to time and through the current Sales Agents, shares of our common stock having an aggregate offering price of up to $100.0 million (the “ATM Program”). The following table provides information on shares of common stock sold by the Sales Agents under the ATM Program during the three months ended March 31, 2021 (dollars in thousands, except per-share amounts): Number of Shares Sold Weighted-average Offering Price Per Share Gross Proceeds Net Proceeds (1) 1,312,932 $ 17.17 $ 22,537 $ 22,312 (1) Net of underwriting commissions and discounts. See Note 11, “ Subsequent Events—Equity Activity—Equity Issuances ,” for sales of sales of common stock completed under the ATM Program subsequent to March 31, 2021. Distributions The per-share distributions to preferred and common stockholders declared by our Board of Directors and paid by us (except as noted) during the three months ended March 31, 2021 and 2020 are reflected in the table below. Three months ended March 31, Issuance 2021 2020 Series A Term Preferred Stock (1)(2) $ 0.1815104 $ 0.3984375 Series B Preferred Stock (3) 0.375 0.375 Series C Preferred Stock (3) 0.375 — Series D Term Preferred Stock (1)(3)(4) 0.246528 — Common Stock (5) 0.13485 0.13395 (1) Dividends are treated similar to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (2) The Series A Term Preferred Stock was redeemed in full on February 12, 2021. (3) Of the aggregate dividends declared on the Series B Preferred Stock, Series C Preferred Stock, and Series D Term Preferred Stock by our Board of Directors on January 12, 2021, approximately $1.2 million was paid (as scheduled) by us on April 5, 2021. (4) The Series D Term Preferred Stock was issued on January 19, 2021. (5) The same amounts were paid as distributions on each OP Unit held by non-controlling OP Unitholders. |
Lease Revenues
Lease Revenues | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
LEASE REVENUES | LEASE REVENUES The following table sets forth the components of our lease revenues for the three months ended March 31, 2021 and 2020 (dollars in thousands, except for footnotes): Three months ended March 31, 2021 2020 Fixed lease payments (1) $ 15,979 $ 12,262 Variable lease payments (2) 55 3,018 Lease revenues, net (3) $ 16,034 $ 15,280 (1) Fixed lease payments include contractual rents under lease agreements with tenants recognized on a straight-line basis over the respective lease terms and includes the amortization of above-market lease values and lease incentives and the accretion of below-market lease values and other deferred revenue. (2) Variable lease payments include participation rents, which are generally based on a percentage of the gross crop revenues earned on the farm, and reimbursements of certain property operating expenses by tenants. Participation rents are generally recognized when all contingencies have been resolved and when actual results become known or estimable, enabling us to estimate and/or measure our share of such gross revenues. During the three months ended March 31, 2021 and 2020, we recorded participation rents of approximately $26,000 and $30,000, respectively, and reimbursements of certain property operating expenses by tenants of approximately $29,000 and $178,000, respectively. In addition, during the three months ended March 31, 2020, we received a lease termination payment of approximately $3.0 million. (3) Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. |
Earnings Per Share of Common St
Earnings Per Share of Common Stock | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE OF COMMON STOCK | EARNINGS PER SHARE OF COMMON STOCK The following table sets forth the computation of basic and diluted earnings per common share for the three months ended March 31, 2021 and 2020, computed using the weighted average number of shares outstanding during the respective periods. Earnings figures are presented net of non-controlling interests in the earnings per share calculations. The non-controlling limited partners’ outstanding OP Units (which may be redeemed for shares of common stock) have been excluded from the diluted per-share calculation, as there would be no effect on the amounts since the non-controlling OP Unitholders’ share of earnings would also be added back to net income or loss. Three months ended March 31, 2021 2020 (Dollars in thousands, except per-share amounts) Net (loss) income attributable to common stockholders $ (2,211) $ 934 Weighted average shares of common stock outstanding – basic and diluted 26,874,630 21,262,080 (Loss) Income per common share – basic and diluted $ (0.08) $ 0.04 The weighted-average number of OP Units held by non-controlling OP Unitholders was 47,782 and 288,303 for the three months ended March 31, 2021 and 2020, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTSPortfolio Activity Acquisition Activity Subsequent to March 31, 2021, we acquired one new farm, which is summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) South Avenue Corning Tehama, CA 4/5/2021 2,285 1 Olives for Olive Oil 14.7 years 1 (5 years) $ 37,800 $ 83 $ 2,541 2,285 1 $ 37,800 $ 83 $ 2,541 (1) Acquisition will be accounted for as asset acquisitions in accordance with ASC 360. The figures above represent only costs paid or accrued for as of the date of this filing. (2) Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. Financing Activity Borrowing Activity Interest Rate Swap Agreements Certain loans we secured during the three months ended March 31, 2021, were initially issued at variable rates. Subsequent to March 31, 2021, these loans were effectively fixed through our entry into interest rate swap agreements, as summarized in the following table (dollars in thousands): Lender Effective Date Loan Original Variable Interest Rate Terms New Fixed Interest Rate Terms Rabo AgriFinance, LLC 4/1/2021 $ 3,780 1-month LIBOR + 2.00% 3.265%; fixed throughout term Rabo AgriFinance, LLC (1) 4/1/2021 630 1-month LIBOR + 2.00% 2.435%; fixed throughout term Equity Activity Equity Issuances The following table provides information on equity sales that have occurred subsequent to March 31, 2021 (dollars in thousands, except per-share amounts): Type of Issuance Number of Weighted Average Offering Price Gross Proceeds Net Proceeds (1) Series C Preferred Stock (2) 178,041 $ 24.76 $ 4,408 $ 4,050 Common Stock – ATM Program 1,825,452 20.28 37,020 36,650 (1) Net of Series C Selling Commissions and Series C Dealer-Manager Fees or underwriting commissions and discounts (in each case, as applicable). (2) Excludes approximately 778 shares issued pursuant to the DRIP. Articles Supplementary Reclassifying Remaining Series A Term Preferred Stock On May 7, 2021, we filed Articles Supplementary (the “Reclassification Articles Supplementary”) with the SDAT, pursuant to which our board of directors reclassified and designated the remaining 850,000 shares of authorized but unissued Series A Term Preferred Stock as additional shares of common stock. After giving effect to the filing of the Reclassification Articles Supplementary, our authorized capital stock consists of 63,944,073 shares of common stock, 6,456,065 shares of Series B Preferred Stock, 25,999,862 shares of Series C Preferred Stock, and 3,600,000 shares of Series D Term Preferred Stock. The Reclassification Articles Supplementary did not increase our authorized shares of capital stock. Distributions On April 13, 2021, our Board of Directors authorized and we declared the following monthly cash distributions to holders of our preferred and common stock: Issuance Record Date Payment Date Distribution per Share Series B Preferred Stock: April 23, 2021 April 30, 2021 $ 0.125 May 19, 2021 May 28, 2021 0.125 June 18, 2021 June 30, 2021 0.125 Total Series B Preferred Stock Distributions: $ 0.375 Series C Preferred Stock: April 28, 2021 May 5, 2021 $ 0.125 May 26, 2021 June 4, 2021 0.125 June 28, 2021 July 6, 2021 0.125 Total Series C Preferred Stock Distributions: $ 0.375 Series D Term Preferred Stock: April 23, 2021 April 30, 2021 $ 0.104167 May 19, 2021 May 28, 2021 0.104167 June 18, 2021 June 30, 2021 0.104167 Total Series D Term Preferred Stock Distributions: $ 0.312501 Common Stock (1) : April 23, 2021 April 30, 2021 $ 0.045 May 19, 2021 May 28, 2021 0.045 June 18, 2021 June 30, 2021 0.045 Total Common Stock Distributions: $ 0.135 (1) The same amounts paid to common stockholders will be paid as distributions on each OP Unit held by non-controlling OP Unitholders as of the above record dates. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Interim Financial Information | Interim Financial Information Our interim financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q in accordance with Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. In the opinion of our management, all adjustments (consisting solely of normal recurring accruals) necessary for the fair statement of financial statements for the interim period have been included. The interim financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 24, 2021 (the “Form 10-K”). The results of operations for the three months ended March 31, 2021, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year. |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, including the impact of extraordinary events, such as the novel coronavirus (“COVID-19”) pandemic, the results of which form the basis for making certain judgments. Actual results may materially differ from these estimates. |
Recently-Issued Accounting Pronouncements | Recently-Issued Accounting Pronouncements In April 2020, the FASB issued a staff question-and-answer document, “Topic 842 and Topic 840: Accounting for Lease Concessions Related to the Effects of the COVID-19 Pandemic” (the “COVID-19 Q&A”), to address certain frequently-asked questions pertaining to lease concessions arising from the effects of the COVID-19 pandemic. Existing lease guidance requires entities to determine if a lease concession is a result of a new arrangement reached with the tenant (which would be addressed under the lease modification accounting framework) or if a lease concession is under the enforceable rights and obligations within the existing lease agreement (which would not fall under the lease modification accounting framework). The COVID-19 Q&A clarifies that entities may elect to not evaluate whether lease-related relief granted in light of the effects of COVID-19 is a lease modification, provided that the concession does not result in a substantial increase in rights of the lessor or obligations of the lessee. This election is available for concessions that result in the total payments required by the modified contract being substantially the same as or less than the total payments required by the original contract. |
Impairment | ImpairmentWe evaluate our entire portfolio each quarter for any impairment indicators and perform an impairment analysis on those select properties that have an indication of impairment. |
Real Estate and Intangible As_2
Real Estate and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate [Abstract] | |
Summary Information of Farms | The following table provides certain summary information about the 140 farms we owned as of March 31, 2021 (dollars in thousands, except for footnotes): Location No. of Farms Total Farm Acres Net Cost Basis (1) Encumbrances (2) California (3)(4) 56 25,202 23,531 $ 622,177 $ 383,829 Florida 23 20,770 16,256 209,525 129,527 Arizona (5) 6 6,280 5,228 57,368 19,575 Colorado 12 32,773 25,577 48,023 30,147 Washington 3 1,384 1,001 39,006 25,425 Nebraska 9 7,782 7,050 30,601 19,296 Michigan 15 962 682 11,832 7,011 Texas 1 3,667 2,219 8,306 5,117 Maryland 6 987 863 7,939 4,644 Oregon 3 418 363 6,091 3,839 South Carolina 3 597 447 3,790 2,259 North Carolina 2 310 295 2,235 1,206 Delaware 1 180 140 1,272 744 140 101,312 83,652 $ 1,048,165 $ 632,619 (1) Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs associated with the properties, and adjusted for accumulated depreciation and amortization. Specifically, includes Investments in real estate, net (excluding improvements paid for by the tenant) and Lease intangibles, net; plus net above-market lease values, lease incentives, and investments in special-purpose LLCs included in Other assets, net; and less net below-market lease values and other deferred revenue included in Other liabilities, net; each as shown on the accompanying Condensed Consolidated Balance Sheets. (2) Excludes approximately $3.6 million of debt issuance costs related to notes and bonds payable, included in Notes and bonds payable, net on the accompanying Condensed Consolidated Balance Sheet. (3) Includes ownership in a special-purpose LLC that owns a pipeline conveying water to certain of our properties. As of March 31, 2021, this investment had a net carrying value of approximately $1.1 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheet. (4) Includes one farm in which we own a leasehold interest via a ground sublease with a California municipality that expires in December 2041. The farm subject to this sublease consists of approximately five acres and had an aggregate net cost basis of approximately $784,000 as of March 31, 2021 (included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheet). (5) Includes two farms in which we own a leasehold interest via ground leases with the State of Arizona that expire in February 2022 and February 2025, respectively. In total, these two farms consist of 1,368 total acres and 1,221 farm acres and had an aggregate net cost basis of approximately $2.3 million as of March 31, 2021 (included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheet). |
Summary of Components of Investments in Real Estate | The following table sets forth the components of our investments in tangible real estate assets as of March 31, 2021, and December 31, 2020 (dollars in thousands): March 31, 2021 December 31, 2020 Real estate: Land and land improvements $ 714,676 $ 713,333 Permanent Plantings 202,443 202,420 Irrigation and drainage systems 140,855 141,408 Farm-related facilities 32,812 28,146 Other site improvements 10,285 10,132 Real estate, at gross cost 1,101,071 1,095,439 Accumulated depreciation (54,700) (49,236) Real estate, net $ 1,046,371 $ 1,046,203 |
Carrying Value of Lease Intangibles and Accumulated Amortization for Each Intangible Asset or Liability Class | The following table summarizes the carrying values of certain lease intangible assets and the related accumulated amortization as of March 31, 2021, and December 31, 2020 (dollars in thousands): March 31, 2021 December 31, 2020 Lease intangibles: Leasehold interest – land $ 4,285 $ 3,498 In-place leases 1,824 1,968 Leasing costs 1,616 1,640 Tenant relationships 127 127 Lease intangibles, at cost 7,852 7,233 Accumulated amortization (3,462) (3,501) Lease intangibles, net $ 4,390 $ 3,732 The following table summarizes the carrying values of certain lease intangible assets or liabilities included in Other assets, net or Other liabilities, net, respectively, on the accompanying Condensed Consolidated Balance Sheets and the related accumulated amortization or accretion, respectively, as of March 31, 2021, and December 31, 2020 (dollars in thousands): March 31, 2021 December 31, 2020 Intangible Asset or Liability Deferred Accumulated Deferred Accumulated Above-market lease values and lease incentives (1) $ 255 $ (110) $ 308 $ (154) Below-market lease values and other deferred revenue (2) (2,229) 372 (908) 336 $ (1,974) $ 262 $ (600) $ 182 (1) Net above-market lease values and lease incentives are included as part of Other assets, net on the accompanying Condensed Consolidated Balance Sheets, and the related amortization is recorded as a reduction of Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (2) Net below-market lease values and other deferred revenue are included as a part of Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets, and the related accretion is recorded as an increase to Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. |
Schedule of Asset Acquisitions, by Acquisition | During the three months ended March 31, 2021, we acquired three new farms, which are summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) Palmer Mill Road Dorchester, MD 3/3/2021 228 2 Sod 10.0 years 2 (5 years) $ 1,600 $ 48 $ 89 Eight Mile Road - Port Facility San Joaquin, CA 3/11/2021 5 1 Cooling Facility & Storage 9.8 years 3 (5 years) 3,977 30 189 233 3 $ 5,577 $ 78 $ 278 (1) Includes approximately $4,000 of external legal fees associated with negotiating and originating the leases associated with these acquisitions, which costs were expensed in the period incurred. (2) Based on the minimum cash rental payments guaranteed under the respective leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. During the three months ended March 31, 2020, we acquired two new farms, which are summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) County Road 18 Phillips, CO 1/15/2020 1,325 2 Sugar beets, edible beans, potatoes, & corn 6.0 years None $ 7,500 $ 39 $ 417 1,325 2 $ 7,500 $ 39 $ 417 (1) Includes approximately $4,000 of aggregate external legal fees associated with negotiating and originating the leases associated with these acquisitions, which costs were expensed in the period incurred. (2) Unaudited; based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. Subsequent to March 31, 2021, we acquired one new farm, which is summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) South Avenue Corning Tehama, CA 4/5/2021 2,285 1 Olives for Olive Oil 14.7 years 1 (5 years) $ 37,800 $ 83 $ 2,541 2,285 1 $ 37,800 $ 83 $ 2,541 (1) Acquisition will be accounted for as asset acquisitions in accordance with ASC 360. The figures above represent only costs paid or accrued for as of the date of this filing. (2) Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. |
Recognized Identified Assets Acquired and Liabilities Assumed In Asset Acquisitions | The allocation of the aggregate purchase price for the farms acquired during each of the three months ended March 31, 2021 and 2020 is as follows (dollars in thousands): Assets (Liabilities) Acquired 2021 Acquisitions 2020 Acquisitions Land and Land Improvements $ 1,341 $ 6,843 Irrigation & Drainage Systems 209 657 Farm-related Facilities 4,218 — Other Site Improvements 88 — Leasehold Interest—Land 787 In-Place Leases 110 — Leasing Costs 145 — Below-market Lease Values (1) (1,321) — Total Purchase Price $ 5,577 $ 7,500 (1) Included within Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets. |
Borrowings (Tables)
Borrowings (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Instrument [Line Items] | |
Summary of Borrowings | Our borrowings as of March 31, 2021, and December 31, 2020, are summarized below (dollars in thousands): Carrying Value as of As of March 31, 2021 March 31, 2021 December 31, 2020 Stated Interest Rates (1) (Range; Wtd. Avg) Maturity Dates Notes and bonds payable: Fixed-rate notes payable $ 536,015 $ 492,182 2.45%–5.70%; 3.72% 2/14/2022–11/1/2045; December 2031 Variable-rate notes payable (2) 4,410 45,525 2.11%–2.11%; 2.11% 12/1/2022–12/1/2030; October 2029 Fixed-rate bonds payable 92,094 89,883 2.13%–4.57%; 3.49% 8/17/2021–10/31/2028; July 2024 Total notes and bonds payable 632,519 627,590 Debt issuance costs – notes and bonds payable (3,607) (3,629) N/A N/A Notes and bonds payable, net $ 628,912 $ 623,961 Variable-rate revolving lines of credit $ 100 $ 100 2.50% 4/5/2024 Total borrowings, net $ 629,012 $ 624,061 (1) Where applicable, stated interest rates are before interest patronage (as described below). (2) Notes were fixed subsequent to March 31, 2021; see Note 11, “ Subsequent Events .” Lender Effective Date Loan Original Variable Interest Rate Terms New Fixed Interest Rate Terms Rabo AgriFinance, LLC 4/1/2021 $ 3,780 1-month LIBOR + 2.00% 3.265%; fixed throughout term Rabo AgriFinance, LLC (1) 4/1/2021 630 1-month LIBOR + 2.00% 2.435%; fixed throughout term |
Schedule of Aggregate Maturities | Scheduled principal payments of our aggregate notes and bonds payable as of March 31, 2021, for the succeeding years are as follows (dollars in thousands): Period Scheduled For the remaining nine months ending December 31: 2021 $ 16,335 For the fiscal years ending December 31: 2022 51,928 2023 44,003 2024 40,123 2025 37,133 2026 16,255 Thereafter 426,742 $ 632,519 |
MetLife Facility | |
Debt Instrument [Line Items] | |
Summary of Borrowings | The following table summarizes the pertinent terms of the New MetLife Facility as of March 31, 2021 (dollars in thousands, except for footnotes): Issuance Aggregate Maturity Principal Interest Rate Terms Undrawn New MetLife Term Note $ 75,000 (1) 1/5/2030 $ 36,900 2.75%, fixed through 1/4/2030 (2) 38,100 (3) MetLife Lines of Credit 75,000 4/5/2024 100 3-month LIBOR + 2.00% (4) 74,900 (3) Total principal outstanding $ 37,000 (1) If the aggregate commitment under the New MetLife Term Note is not fully utilized by December 31, 2022, MetLife has the option to be relieved of its obligation to disburse the additional funds under the New MetLife Term Note. (2) Interest rates on any disbursements under the New MetLife Term Note will be based on prevailing market rates at the time of such disbursements. In addition, through December 31, 2022, the New MetLife Term Note is also subject to an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under the New MetLife Term Note). (3) Based on the properties that were pledged as collateral under the New MetLife Facility, as of March 31, 2021, the maximum additional amount we could draw under the facility was approximately $24.2 million. (4) The interest rate on the MetLife Lines of Credit is subject to a minimum annualized rate of 2.50%, plus an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under each line of credit). |
Farmer Mac Facility | |
Debt Instrument [Line Items] | |
Summary of Borrowings | During the three months ended March 31, 2021, we issued one new bond under the Farmer Mac Facility, the pertinent terms of which are summarized in the following table (dollars in thousands): Date of Issuance Amount Maturity Date Principal Amortization Stated Interest Rate Terms 2/4/2021 $ 2,460 10/31/2028 25.0 years 3.13% Fixed throughout term |
Farm Credit Notes Payable | |
Debt Instrument [Line Items] | |
Summary of Borrowings | During the three months ended March 31, 2021, we entered into the following loan agreements with Farm Credit (dollars in thousands): Issuer Date of Amount Maturity Principal Stated Interest Rate (1) Interest Rate Terms Farm Credit West, FLCA (2) 1/28/2021 $2,073 11/1/2045 24.8 years 3.23% Fixed through December 31, 2027 (variable thereafter) Mid Atlantic Farm Credit, ACA 3/3/2021 960 6/1/2045 24.4 years 3.80% Fixed through 1/31/2031 (variable thereafter) (1) Stated rate is before interest patronage, as described below. |
Rabo AgriFinance, LLC | |
Debt Instrument [Line Items] | |
Summary of Borrowings | During the three months ended March 31, 2021, we entered into loan agreements with various other lenders, the terms of which are summarized in the following table (dollars in thousands): Lender Date of Issuance Amount Maturity Date Principal Amortization Stated Interest Rate Interest Rate Terms Rabo AgriFinance, LLC 3/11/2021 $ 3,780 12/1/2030 25.0 years 2.11% 1-month LIBOR + 2.00% (1) Rabo AgriFinance, LLC 3/11/2021 630 12/1/2022 None 2.11% 1-month LIBOR + 2.00% (1) (1) Subsequent to March 31, 2021, we entered into fixed interest rate swap agreements for each of these loans. See Note 11, “ Subsequent Events—Financing Activity—Borrowing Activity—Interest Rate Swap Agreements ,” for additional information on these swap agreements. |
Interest Rate Swap | |
Debt Instrument [Line Items] | |
Schedule of Borrowings by Type | The following table summarizes our interest rate swap as of March 31, 2021, and December 31, 2020 (dollars in thousands): Period Aggregate Notional Amount Aggregate Fair Value Asset Aggregate Fair Value Liability As of March 31, 2021 $ 57,222 $ 561 $ (694) As of December 31, 2020 14,077 — (1,500) The following table summarizes certain balance sheet information regarding our derivative instruments as of March 31, 2021, and December 31, 2020 (dollars in thousands): Derivative Asset (Liability) Fair Value Derivative Type Balance Sheet Location March 31, 2021 December 31, 2020 Derivatives Designated as Hedging Instruments: Interest rate swaps Other assets, net $ 561 $ — Interest rate swaps Other liabilities, net (694) (1,500) Total, net $ (133) $ (1,500) The following table presents the amount of income (loss) recognized in comprehensive income within our condensed consolidated financial statements for the three months ended March 31, 2021 and 2020 (dollars in thousands): Three Months Ended March 31, 2021 Three months ended March 31, 2020 Derivative in cash flow hedging relationship: Interest rate swaps $ 1,367 $ (1,257) Total $ 1,367 $ (1,257) |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Summary of Management Fees, Incentive Fees and Associated Credits and Administration Fees | The following table summarizes related-party fees paid or accrued for and reflected in our accompanying condensed consolidated financial statements (dollars in thousands): For the Three Months Ended March 31, 2021 2020 Base management fee (1)(2) $ 1,369 $ 1,034 Incentive fee (1)(2) 1,162 1,334 Total fees to our Adviser, net $ 2,531 $ 2,368 Administration fee (1)(2) $ 357 $ 384 Selling Commissions and Dealer-Manager Fees (1)(3) $ 1,144 $ 2,484 Financing fees (1)(4) 17 — Total fees to Gladstone Securities $ 1,161 $ 2,484 (1) Pursuant to the agreements with the respective related-party entities, as discussed above. (2) Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (3) Included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets. (4) Included within Notes and bonds payable, net on the Condensed Consolidated Balance Sheets and amortized into Interest expense on the Condensed Consolidated Statements of Operations and Comprehensive Income. |
Details of Amounts Due to Related Parties on Our Accompanying Condensed Consolidated Balance Sheets | Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of March 31, 2021, and December 31, 2020, were as follows (dollars in thousands): March 31, 2021 December 31, 2020 Base management fee $ 1,369 $ 1,130 Incentive fee 1,162 883 Other (1) 9 18 Total due to Adviser 2,540 2,031 Administration fee 357 363 Cumulative accrued but unpaid portion of prior Administration Fees (2) 154 75 Total due to Administrator 511 438 Due to Gladstone Securities (3) 95 15 Total due to related parties (4) $ 3,146 $ 2,484 (1) Other amounts due to or from our Adviser primarily relate to miscellaneous general and administrative expenses either paid by our Adviser on our behalf or by us on our Adviser’s behalf. (2) Represents the cumulative accrued but unpaid portion of prior Administration fees that are scheduled to be paid during the three months ending September 30 of each year, which is the quarter following our Administrator’s fiscal year end. (3) Represents certain Selling Commissions and Dealer-Manager Fees owed in connection with recent sales of our Series C Preferred Stock. (4) Reflected as a line item on our accompanying Condensed Consolidated Balance Sheets. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Operating Lease Obligations | In connection with the execution of certain lease agreements, we have committed to provide capital improvements on certain of our farms, which are summarized in the table below (dollars in thousands): Farm Farm Total Obligated Completion Date (1) Amount Expended or Accrued as of March 31, 2021 Hillsborough, FL 55 $ 2,250 (2) Q2 2021 $ 1,073 Tulare, CA 160 700 (2) Q2 2021 — Wicomico & Caroline, MD, and Sussex, DE 833 115 Q3 2021 36 Napa, CA 270 1,548 (2) Q3 2023 — Santa Barbara, CA 271 4,000 (2) Q3 2024 2,427 Columbia, OR 157 1,800 (2) Q3 2024 1,146 Collier & Hendry, FL 3,612 2,000 (2) Q2 2025 — (1) Our obligation to provide capital to fund these improvements does not extend beyond these respective dates. (2) Pursuant to contractual agreements, we will earn additional rent on the cost of these capital improvements as the funds are disbursed by us. |
Future Lease Payments | Future minimum lease payments due under the remaining non-cancelable terms of these leases as of March 31, 2021, is as follows (dollars in thousands): Period Future Lease Payments (1) For the remaining nine months ending December 31: 2021 $ 33 For the fiscal years ending December 31: 2022 70 2023 70 2024 70 2025 40 2026 40 Thereafter 600 Total undiscounted lease payments 923 Less: imputed interest (279) Present value of lease payments $ 644 (1) Certain annual lease payments are set at the beginning of each year to then-current market rates (as determined by the State of Arizona, as lessor). The amounts shown above represent estimated amounts based on the lease rates currently in place. |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Class of Stock [Line Items] | |
Schedule of Partners' Capital Units Issued | Information regarding OP Units issued to noncontrolling OP Unitholders during the three months ended March 31, 2021, is provided in the following table (dollars in thousands, except per-unit amounts): Number of OP Units Issued Weighted Average Aggregate Value (1) 204,778 $19.42 $ 3,977 (1) Based on the closing stock price of the Company’s common stock on the date of issuance. |
Monthly Distributions Declared and Paid by Company's Board of Directors | The per-share distributions to preferred and common stockholders declared by our Board of Directors and paid by us (except as noted) during the three months ended March 31, 2021 and 2020 are reflected in the table below. Three months ended March 31, Issuance 2021 2020 Series A Term Preferred Stock (1)(2) $ 0.1815104 $ 0.3984375 Series B Preferred Stock (3) 0.375 0.375 Series C Preferred Stock (3) 0.375 — Series D Term Preferred Stock (1)(3)(4) 0.246528 — Common Stock (5) 0.13485 0.13395 (1) Dividends are treated similar to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (2) The Series A Term Preferred Stock was redeemed in full on February 12, 2021. (3) Of the aggregate dividends declared on the Series B Preferred Stock, Series C Preferred Stock, and Series D Term Preferred Stock by our Board of Directors on January 12, 2021, approximately $1.2 million was paid (as scheduled) by us on April 5, 2021. (4) The Series D Term Preferred Stock was issued on January 19, 2021. (5) The same amounts were paid as distributions on each OP Unit held by non-controlling OP Unitholders. |
Series C Preferred Stock | |
Class of Stock [Line Items] | |
Schedule of Sale of Stock by Subsidiary | The following table provides information on equity sales that have occurred during the three months ended March 31, 2021 (dollars in thousands, except per-share amounts): Number of Shares Sold (1) Weighted Average Offering Price Per Share Gross Proceeds Net Proceeds (2) 534,971 $ 24.89 $ 13,315 $ 12,171 (1) Excludes shares issued pursuant to the DRIP. During the three months ended March 31, 2021, we issued approximately 707 shares of the Series C Preferred Stock pursuant to the DRIP. (2) Net of Series C Selling Commissions and Series C Dealer-Manager Fees. |
Common Stock | |
Class of Stock [Line Items] | |
Schedule of Sale of Stock by Subsidiary | The following table provides information on shares of common stock sold by the Sales Agents under the ATM Program during the three months ended March 31, 2021 (dollars in thousands, except per-share amounts): Number of Shares Sold Weighted-average Offering Price Per Share Gross Proceeds Net Proceeds (1) 1,312,932 $ 17.17 $ 22,537 $ 22,312 (1) Net of underwriting commissions and discounts. |
Lease Revenues (Tables)
Lease Revenues (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Summary of Leasing Activity | The following table sets forth the components of our lease revenues for the three months ended March 31, 2021 and 2020 (dollars in thousands, except for footnotes): Three months ended March 31, 2021 2020 Fixed lease payments (1) $ 15,979 $ 12,262 Variable lease payments (2) 55 3,018 Lease revenues, net (3) $ 16,034 $ 15,280 (1) Fixed lease payments include contractual rents under lease agreements with tenants recognized on a straight-line basis over the respective lease terms and includes the amortization of above-market lease values and lease incentives and the accretion of below-market lease values and other deferred revenue. (2) Variable lease payments include participation rents, which are generally based on a percentage of the gross crop revenues earned on the farm, and reimbursements of certain property operating expenses by tenants. Participation rents are generally recognized when all contingencies have been resolved and when actual results become known or estimable, enabling us to estimate and/or measure our share of such gross revenues. During the three months ended March 31, 2021 and 2020, we recorded participation rents of approximately $26,000 and $30,000, respectively, and reimbursements of certain property operating expenses by tenants of approximately $29,000 and $178,000, respectively. In addition, during the three months ended March 31, 2020, we received a lease termination payment of approximately $3.0 million. (3) Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. |
Earnings Per Share of Common _2
Earnings Per Share of Common Stock (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings (loss) per common share basic and diluted | The following table sets forth the computation of basic and diluted earnings per common share for the three months ended March 31, 2021 and 2020, computed using the weighted average number of shares outstanding during the respective periods. Earnings figures are presented net of non-controlling interests in the earnings per share calculations. The non-controlling limited partners’ outstanding OP Units (which may be redeemed for shares of common stock) have been excluded from the diluted per-share calculation, as there would be no effect on the amounts since the non-controlling OP Unitholders’ share of earnings would also be added back to net income or loss. Three months ended March 31, 2021 2020 (Dollars in thousands, except per-share amounts) Net (loss) income attributable to common stockholders $ (2,211) $ 934 Weighted average shares of common stock outstanding – basic and diluted 26,874,630 21,262,080 (Loss) Income per common share – basic and diluted $ (0.08) $ 0.04 |
Subsequent Events (Tables)
Subsequent Events (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Schedule of Asset Acquisitions, by Acquisition | During the three months ended March 31, 2021, we acquired three new farms, which are summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) Palmer Mill Road Dorchester, MD 3/3/2021 228 2 Sod 10.0 years 2 (5 years) $ 1,600 $ 48 $ 89 Eight Mile Road - Port Facility San Joaquin, CA 3/11/2021 5 1 Cooling Facility & Storage 9.8 years 3 (5 years) 3,977 30 189 233 3 $ 5,577 $ 78 $ 278 (1) Includes approximately $4,000 of external legal fees associated with negotiating and originating the leases associated with these acquisitions, which costs were expensed in the period incurred. (2) Based on the minimum cash rental payments guaranteed under the respective leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. During the three months ended March 31, 2020, we acquired two new farms, which are summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) County Road 18 Phillips, CO 1/15/2020 1,325 2 Sugar beets, edible beans, potatoes, & corn 6.0 years None $ 7,500 $ 39 $ 417 1,325 2 $ 7,500 $ 39 $ 417 (1) Includes approximately $4,000 of aggregate external legal fees associated with negotiating and originating the leases associated with these acquisitions, which costs were expensed in the period incurred. (2) Unaudited; based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. Subsequent to March 31, 2021, we acquired one new farm, which is summarized in the table below (dollars in thousands, except for footnotes): Property Property Acquisition Total No. of Primary Lease Renewal Total Acquisition (1) Annualized (2) South Avenue Corning Tehama, CA 4/5/2021 2,285 1 Olives for Olive Oil 14.7 years 1 (5 years) $ 37,800 $ 83 $ 2,541 2,285 1 $ 37,800 $ 83 $ 2,541 (1) Acquisition will be accounted for as asset acquisitions in accordance with ASC 360. The figures above represent only costs paid or accrued for as of the date of this filing. (2) Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents. |
Summary of Borrowings | Our borrowings as of March 31, 2021, and December 31, 2020, are summarized below (dollars in thousands): Carrying Value as of As of March 31, 2021 March 31, 2021 December 31, 2020 Stated Interest Rates (1) (Range; Wtd. Avg) Maturity Dates Notes and bonds payable: Fixed-rate notes payable $ 536,015 $ 492,182 2.45%–5.70%; 3.72% 2/14/2022–11/1/2045; December 2031 Variable-rate notes payable (2) 4,410 45,525 2.11%–2.11%; 2.11% 12/1/2022–12/1/2030; October 2029 Fixed-rate bonds payable 92,094 89,883 2.13%–4.57%; 3.49% 8/17/2021–10/31/2028; July 2024 Total notes and bonds payable 632,519 627,590 Debt issuance costs – notes and bonds payable (3,607) (3,629) N/A N/A Notes and bonds payable, net $ 628,912 $ 623,961 Variable-rate revolving lines of credit $ 100 $ 100 2.50% 4/5/2024 Total borrowings, net $ 629,012 $ 624,061 (1) Where applicable, stated interest rates are before interest patronage (as described below). (2) Notes were fixed subsequent to March 31, 2021; see Note 11, “ Subsequent Events .” Lender Effective Date Loan Original Variable Interest Rate Terms New Fixed Interest Rate Terms Rabo AgriFinance, LLC 4/1/2021 $ 3,780 1-month LIBOR + 2.00% 3.265%; fixed throughout term Rabo AgriFinance, LLC (1) 4/1/2021 630 1-month LIBOR + 2.00% 2.435%; fixed throughout term |
Schedule of Equity Activity | The following table provides information on equity sales that have occurred subsequent to March 31, 2021 (dollars in thousands, except per-share amounts): Type of Issuance Number of Weighted Average Offering Price Gross Proceeds Net Proceeds (1) Series C Preferred Stock (2) 178,041 $ 24.76 $ 4,408 $ 4,050 Common Stock – ATM Program 1,825,452 20.28 37,020 36,650 (1) Net of Series C Selling Commissions and Series C Dealer-Manager Fees or underwriting commissions and discounts (in each case, as applicable). (2) Excludes approximately 778 shares issued pursuant to the DRIP. |
Monthly Distributions Declared by Company's Board of Directors | On April 13, 2021, our Board of Directors authorized and we declared the following monthly cash distributions to holders of our preferred and common stock: Issuance Record Date Payment Date Distribution per Share Series B Preferred Stock: April 23, 2021 April 30, 2021 $ 0.125 May 19, 2021 May 28, 2021 0.125 June 18, 2021 June 30, 2021 0.125 Total Series B Preferred Stock Distributions: $ 0.375 Series C Preferred Stock: April 28, 2021 May 5, 2021 $ 0.125 May 26, 2021 June 4, 2021 0.125 June 28, 2021 July 6, 2021 0.125 Total Series C Preferred Stock Distributions: $ 0.375 Series D Term Preferred Stock: April 23, 2021 April 30, 2021 $ 0.104167 May 19, 2021 May 28, 2021 0.104167 June 18, 2021 June 30, 2021 0.104167 Total Series D Term Preferred Stock Distributions: $ 0.312501 Common Stock (1) : April 23, 2021 April 30, 2021 $ 0.045 May 19, 2021 May 28, 2021 0.045 June 18, 2021 June 30, 2021 0.045 Total Common Stock Distributions: $ 0.135 (1) The same amounts paid to common stockholders will be paid as distributions on each OP Unit held by non-controlling OP Unitholders as of the above record dates. |
Business and Organization - Add
Business and Organization - Additional Information (Detail) | Mar. 31, 2021 | Dec. 31, 2020 |
OP Unit Holder | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | ||
Company's ownership percent (as percent) | 99.30% | 100.00% |
Gladstone Land Advisers Inc | ||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | ||
Company's ownership percent (as percent) | 100.00% |
Real Estate and Intangible As_3
Real Estate and Intangible Assets - Additional Information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021USD ($)property | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)property | |
Real Estate Properties [Line Items] | |||
Depreciation expense | $ 5,700 | $ 3,400 | |
Tenant improvements, net of depreciation | 2,000 | $ 2,000 | |
Tenant improvements, depreciation and rental revenue | 98 | 75 | |
Amortization expense related to intangible assets | 383 | 826 | |
Amortization of acquired above market lease values and deferred revenue | (44) | 31 | |
Total accretion related to below-market lease values and deferred revenue | 36 | 25 | |
(Loss) income from investments in unconsolidated entities | (13) | 34 | |
Lease revenue | $ 16,034 | 15,280 | |
Number of impaired properties | property | 0 | 0 | |
Fresno, California | |||
Real Estate Properties [Line Items] | |||
LLC ownership, percentage | 50.00% | ||
(Loss) income from investments in unconsolidated entities | $ (13) | 34 | |
LLC ownership, value | 1,100 | $ 1,200 | |
California | |||
Real Estate Properties [Line Items] | |||
LLC ownership, value | 1,100 | ||
Lease revenue | $ 9,900 | ||
Percent of rental revenue (as percent) | 61.90% | ||
Florida | |||
Real Estate Properties [Line Items] | |||
Lease revenue | $ 3,400 | ||
Percent of rental revenue (as percent) | 20.90% | ||
2021 Acquisitions | |||
Real Estate Properties [Line Items] | |||
Operating revenue | $ 25 | ||
Net income (loss) | $ (4) | ||
2020 Acquisitions | |||
Real Estate Properties [Line Items] | |||
Operating revenue | 88 | ||
Net income (loss) | $ 70 |
Real Estate and Intangible As_4
Real Estate and Intangible Assets - Summary Information of Farms (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($)afarm | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 140 |
Total Acres | a | 101,312 |
Farm Acres | a | 83,652 |
Net Cost Basis | $ 1,048,165 |
Encumbrances | 632,619 |
Debt issuance costs – notes and bonds payable | $ 3,600 |
California | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 56 |
Total Acres | a | 25,202 |
Farm Acres | a | 23,531 |
Net Cost Basis | $ 622,177 |
Encumbrances | 383,829 |
LLC ownership, value | $ 1,100 |
Florida | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 23 |
Total Acres | a | 20,770 |
Farm Acres | a | 16,256 |
Net Cost Basis | $ 209,525 |
Encumbrances | $ 129,527 |
Arizona | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 6 |
Total Acres | a | 6,280 |
Farm Acres | a | 5,228 |
Net Cost Basis | $ 57,368 |
Encumbrances | $ 19,575 |
Colorado | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 12 |
Total Acres | a | 32,773 |
Farm Acres | a | 25,577 |
Net Cost Basis | $ 48,023 |
Encumbrances | $ 30,147 |
Washington | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 3 |
Total Acres | a | 1,384 |
Farm Acres | a | 1,001 |
Net Cost Basis | $ 39,006 |
Encumbrances | $ 25,425 |
Nebraska | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 9 |
Total Acres | a | 7,782 |
Farm Acres | a | 7,050 |
Net Cost Basis | $ 30,601 |
Encumbrances | $ 19,296 |
Michigan | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 15 |
Total Acres | a | 962 |
Farm Acres | a | 682 |
Net Cost Basis | $ 11,832 |
Encumbrances | $ 7,011 |
Texas | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 1 |
Total Acres | a | 3,667 |
Farm Acres | a | 2,219 |
Net Cost Basis | $ 8,306 |
Encumbrances | $ 5,117 |
Maryland | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 6 |
Total Acres | a | 987 |
Farm Acres | a | 863 |
Net Cost Basis | $ 7,939 |
Encumbrances | $ 4,644 |
Oregon | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 3 |
Total Acres | a | 418 |
Farm Acres | a | 363 |
Net Cost Basis | $ 6,091 |
Encumbrances | $ 3,839 |
South Carolina | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 3 |
Total Acres | a | 597 |
Farm Acres | a | 447 |
Net Cost Basis | $ 3,790 |
Encumbrances | $ 2,259 |
North Carolina | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 2 |
Total Acres | a | 310 |
Farm Acres | a | 295 |
Net Cost Basis | $ 2,235 |
Encumbrances | $ 1,206 |
Delaware | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 1 |
Total Acres | a | 180 |
Farm Acres | a | 140 |
Net Cost Basis | $ 1,272 |
Encumbrances | $ 744 |
State of California | California | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 1 |
Net Cost Basis | $ 784 |
State of Arizona | Arizona | |
Real Estate Properties [Line Items] | |
No. of Farms | farm | 2 |
Total Acres | a | 1,368 |
Farm Acres | a | 1,221 |
Net Cost Basis | $ 2,300 |
Real Estate and Intangible As_5
Real Estate and Intangible Assets - Summary of Components of Investments in Real Estate (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Real estate: | ||
Land and land improvements | $ 714,676 | $ 713,333 |
Permanent Plantings | 202,443 | 202,420 |
Irrigation and drainage systems | 140,855 | 141,408 |
Farm-related facilities | 32,812 | 28,146 |
Other site improvements | 10,285 | 10,132 |
Real estate, at gross cost | 1,101,071 | 1,095,439 |
Accumulated depreciation | (54,700) | (49,236) |
Real estate, net | $ 1,046,371 | $ 1,046,203 |
Real Estate and Intangible As_6
Real Estate and Intangible Assets - Carrying Value of Lease Intangibles and Accumulated Amortization (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles, net | $ 4,390 | $ 3,732 |
Lease intangibles, at cost | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles | 7,852 | 7,233 |
Accumulated amortization | (3,462) | (3,501) |
Lease intangibles, net | 4,390 | 3,732 |
Leasehold interest – land | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles | 4,285 | 3,498 |
In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles | 1,824 | 1,968 |
Leasing costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles | 1,616 | 1,640 |
Tenant relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles | $ 127 | $ 127 |
Real Estate and Intangible As_7
Real Estate and Intangible Assets - Carrying Value of Lease Intangible Assets or Liabilities in Other Assets and Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Above-market lease values and lease incentives | ||
Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles | $ 255 | $ 308 |
Accumulated amortization | (110) | (154) |
Below-market lease values and deferred revenue | ||
Finite-Lived Intangible Assets [Line Items] | ||
Below-market lease values, gross | (2,229) | (908) |
Below-market lease values, accumulated (amortization) accretion | 372 | 336 |
Market leases, net | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets (liability) gross | (1,974) | (600) |
Finite-lived intangible asset, accumulated (amortization) accretion | $ 262 | $ 182 |
Real Estate and Intangible As_8
Real Estate and Intangible Assets - Schedule of Acquisitions (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)afarmoption | Mar. 31, 2020USD ($)afarm | |
Real Estate Properties [Line Items] | ||
Total Acres | a | 101,312 | |
No. of Farms | farm | 140 | |
2021 Acquisitions | ||
Real Estate Properties [Line Items] | ||
Total Acres | a | 233 | |
No. of Farms | farm | 3 | |
Total Purchase Price | $ 5,577 | |
Acquisition Costs | 78 | |
Annualized Straight-line Rent | 278 | |
External legal fees expensed | $ 4 | |
2021 Acquisitions | Dorchester, MD | Palmer Mill Road | ||
Real Estate Properties [Line Items] | ||
Total Acres | a | 228 | |
No. of Farms | farm | 2 | |
Lease Term | 10 years | |
Number of Renewal Options | option | 2 | |
Term of Renewal | 5 years | |
Total Purchase Price | $ 1,600 | |
Acquisition Costs | 48 | |
Annualized Straight-line Rent | $ 89 | |
2021 Acquisitions | San Joaquin, CA | Eight Mile Road - Port Facility | ||
Real Estate Properties [Line Items] | ||
Total Acres | a | 5 | |
No. of Farms | farm | 1 | |
Lease Term | 9 years 9 months 18 days | |
Number of Renewal Options | option | 3 | |
Term of Renewal | 5 years | |
Total Purchase Price | $ 3,977 | |
Acquisition Costs | 30 | |
Annualized Straight-line Rent | $ 189 | |
2020 Acquisitions | ||
Real Estate Properties [Line Items] | ||
Total Acres | a | 1,325 | |
No. of Farms | farm | 2 | |
Total Purchase Price | $ 7,500 | |
Acquisition Costs | 39 | |
Annualized Straight-line Rent | 417 | |
External legal fees expensed | $ 4 | |
2020 Acquisitions | Phillips, CO | County Road 18 | ||
Real Estate Properties [Line Items] | ||
Total Acres | a | 1,325 | |
No. of Farms | farm | 2 | |
Lease Term | 6 years | |
Total Purchase Price | $ 7,500 | |
Acquisition Costs | 39 | |
Annualized Straight-line Rent | $ 417 |
Real Estate and Intangible As_9
Real Estate and Intangible Assets - Purchase Price Allocations (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
2021 Acquisitions | ||
Business Acquisition [Line Items] | ||
Purchase Price | $ 5,577 | |
2021 Acquisitions | Irrigation & Drainage Systems | ||
Business Acquisition [Line Items] | ||
Purchase Price | 209 | |
2021 Acquisitions | Other Site Improvements | ||
Business Acquisition [Line Items] | ||
Purchase Price | 88 | |
2021 Acquisitions | Leasehold Interest—Land | ||
Business Acquisition [Line Items] | ||
Purchase Price | 787 | |
2021 Acquisitions | In-Place Leases | ||
Business Acquisition [Line Items] | ||
Purchase Price | 110 | |
2021 Acquisitions | Leasing Costs | ||
Business Acquisition [Line Items] | ||
Purchase Price | 145 | |
2021 Acquisitions | Below-market Lease Values | ||
Business Acquisition [Line Items] | ||
Purchase Price | (1,321) | |
2021 Acquisitions | Land and Land Improvements | ||
Business Acquisition [Line Items] | ||
Purchase Price | 1,341 | |
2021 Acquisitions | Farm-related Facilities | ||
Business Acquisition [Line Items] | ||
Purchase Price | $ 4,218 | |
2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Purchase Price | $ 7,500 | |
2020 Acquisitions | Irrigation & Drainage Systems | ||
Business Acquisition [Line Items] | ||
Purchase Price | 657 | |
2020 Acquisitions | Other Site Improvements | ||
Business Acquisition [Line Items] | ||
Purchase Price | 0 | |
2020 Acquisitions | In-Place Leases | ||
Business Acquisition [Line Items] | ||
Purchase Price | 0 | |
2020 Acquisitions | Leasing Costs | ||
Business Acquisition [Line Items] | ||
Purchase Price | 0 | |
2020 Acquisitions | Below-market Lease Values | ||
Business Acquisition [Line Items] | ||
Purchase Price | 0 | |
2020 Acquisitions | Land and Land Improvements | ||
Business Acquisition [Line Items] | ||
Purchase Price | 6,843 | |
2020 Acquisitions | Farm-related Facilities | ||
Business Acquisition [Line Items] | ||
Purchase Price | $ 0 |
Borrowings - Summary of Borrowi
Borrowings - Summary of Borrowings (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Debt issuance costs – notes and bonds payable | $ (3,600) | |
Long-term debt | 629,012 | $ 624,061 |
Mortgage notes and bonds payable | ||
Debt Instrument [Line Items] | ||
Notes and bonds payable | 632,519 | 627,590 |
Debt issuance costs – notes and bonds payable | (3,607) | (3,629) |
Long-term debt | 628,912 | 623,961 |
Notes payable to bank | Fixed-rate notes payable | ||
Debt Instrument [Line Items] | ||
Notes and bonds payable | $ 536,015 | 492,182 |
Notes payable to bank | Fixed-rate notes payable | Minimum | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 2.45% | |
Notes payable to bank | Fixed-rate notes payable | Maximum | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 5.70% | |
Notes payable to bank | Fixed-rate notes payable | Weighted average | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 3.72% | |
Notes payable to bank | Variable-rate notes payable | ||
Debt Instrument [Line Items] | ||
Notes and bonds payable | $ 4,410 | 45,525 |
Notes payable to bank | Variable-rate notes payable | Minimum | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 2.11% | |
Notes payable to bank | Variable-rate notes payable | Maximum | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 2.11% | |
Notes payable to bank | Variable-rate notes payable | Weighted average | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 2.11% | |
Bonds payable | Fixed-rate bonds payable | ||
Debt Instrument [Line Items] | ||
Notes and bonds payable | $ 92,094 | 89,883 |
Bonds payable | Fixed-rate bonds payable | Minimum | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 2.13% | |
Bonds payable | Fixed-rate bonds payable | Maximum | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 4.57% | |
Bonds payable | Fixed-rate bonds payable | Weighted average | ||
Debt Instrument [Line Items] | ||
Stated interest rate (as percent) | 3.49% | |
Line of credit | Variable-rate revolving lines of credit | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 100 | $ 100 |
Stated interest rate (as percent) | 2.50% |
Borrowings - Additional Informa
Borrowings - Additional Information (Details) | 3 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2021USD ($)agreementdebtInstrument | Sep. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Feb. 04, 2021USD ($) | Dec. 10, 2020USD ($) | Feb. 20, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 05, 2014USD ($) | |
Debt Instrument [Line Items] | |||||||||
Net cost basis | $ 1,048,165,000 | ||||||||
Other income | 2,235,000 | $ 1,324,000 | |||||||
Borrowings under lines of credit | 100,000 | $ 100,000 | |||||||
Borrowings | |||||||||
Debt Instrument [Line Items] | |||||||||
Net cost basis | $ 1,000,000,000 | ||||||||
Weighted average interest rate (as percent) | 3.70% | 3.98% | |||||||
Farm Credit Notes Payable | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate, increase (decrease) (as percent) | 28.70% | 28.70% | |||||||
Basis spread on variable rate, increase (decrease) (as percent) | 1.35% | 1.35% | |||||||
Number of loan agreements | agreement | 12 | ||||||||
Other income | $ 2,200,000 | $ 306,000 | $ 2,500,000 | ||||||
MetLife Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Face amount of debt | $ 200,000,000 | ||||||||
Maximum borrowing capacity | 75,000,000 | ||||||||
MetLife Facility | Notes and bonds payables | |||||||||
Debt Instrument [Line Items] | |||||||||
Face amount of debt | 75,000,000 | $ 75,000,000 | |||||||
Undrawn commitment | $ 38,100,000 | $ 21,500,000 | |||||||
Farmer Mac Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Face amount of debt | $ 2,460,000 | $ 225,000,000 | $ 125,000,000 | ||||||
Number of bonds | debtInstrument | 1 | ||||||||
Mortgage Notes and Bonds Payable | Notes and bonds payables | |||||||||
Debt Instrument [Line Items] | |||||||||
Fair value amount | $ 626,200,000 | ||||||||
Secured debt | 632,500,000 | ||||||||
Short Term Mortgage Notes And Bonds Payable | Notes and bonds payables | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowings under lines of credit | $ 100,000 |
Borrowings - Summary of Borro_2
Borrowings - Summary of Borrowings by Type (Details) - USD ($) | Mar. 11, 2021 | Mar. 03, 2021 | Feb. 04, 2021 | Jan. 28, 2021 | Mar. 31, 2021 | Dec. 10, 2020 | Feb. 20, 2020 | Dec. 31, 2019 | Dec. 05, 2014 |
MetLife Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | $ 200,000,000 | ||||||||
Principal outstanding | $ 37,000,000 | ||||||||
Farmer Mac Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | $ 2,460,000 | $ 225,000,000 | $ 125,000,000 | ||||||
Stated interest rate (as percent) | 3.13% | ||||||||
Principal amortization term (in years) | 25 years | ||||||||
Farm Credit West, FLCA | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | $ 2,073,000 | ||||||||
Stated interest rate (as percent) | 3.23% | ||||||||
Principal amortization term (in years) | 24 years 9 months 18 days | ||||||||
Farm Credit West, FCLA, 4.99% Interest Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | $ 1,400,000 | ||||||||
Stated interest rate (as percent) | 4.99% | ||||||||
Mid Atlantic Farm Credit, ACA | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | $ 960,000 | ||||||||
Stated interest rate (as percent) | 3.80% | ||||||||
Principal amortization term (in years) | 24 years 4 months 24 days | ||||||||
Rabo AgriFinance, LLC, 2.11% Through December 1, 2030 | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | $ 3,780,000 | ||||||||
Stated interest rate (as percent) | 2.11% | ||||||||
Principal amortization term (in years) | 25 years | ||||||||
Rabo AgriFinance, LLC, 2.11% Through December 1, 2030 | LIBOR | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable rate (as percent) | 2.00% | ||||||||
Rabo AgriFinance, LLC, 2.11% Through December 1, 2022 | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | $ 630,000 | ||||||||
Stated interest rate (as percent) | 2.11% | ||||||||
Rabo AgriFinance, LLC, 2.11% Through December 1, 2022 | LIBOR | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable rate (as percent) | 2.00% | ||||||||
Notes payable to bank | MetLife Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | 75,000,000 | $ 75,000,000 | |||||||
Principal outstanding | $ 36,900,000 | ||||||||
Stated interest rate (as percent) | 2.75% | ||||||||
Undrawn commitment | $ 38,100,000 | $ 21,500,000 | |||||||
Additional amount, maximum | 24,200,000 | ||||||||
Line of credit | MetLife Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate amount | 75,000,000 | ||||||||
Principal outstanding | 100,000 | ||||||||
Undrawn commitment | 74,900,000 | ||||||||
Additional amount, maximum | $ 24,200,000 | ||||||||
Minimum annualized rate (as percent) | 2.50% | ||||||||
Line of credit | MetLife Facility | LIBOR | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable rate (as percent) | 2.00% | ||||||||
Minimum | Notes payable to bank | MetLife Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Undrawn amounts (as percent) | 0.10% | ||||||||
Minimum | Line of credit | MetLife Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Undrawn amounts (as percent) | 0.10% | ||||||||
Maximum | Notes payable to bank | MetLife Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Undrawn amounts (as percent) | 0.20% | ||||||||
Maximum | Line of credit | MetLife Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Undrawn amounts (as percent) | 0.20% |
Borrowings - Aggregate Maturiti
Borrowings - Aggregate Maturities (Details) - Mortgage notes and bonds payable $ in Thousands | Mar. 31, 2021USD ($) |
Debt Instrument [Line Items] | |
For the remaining nine months ending December 31: 2021 | $ 16,335 |
For the fiscal years ending December 31: 2022 | 51,928 |
2023 | 44,003 |
2024 | 40,123 |
2025 | 37,133 |
2026 | 16,255 |
Thereafter | 426,742 |
Total mortgage notes and bonds payable | $ 632,519 |
Borrowings - Interest Rate Swap
Borrowings - Interest Rate Swap Agreement (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||
Total, net | $ (133) | $ (1,500) | $ (1,500) |
Change in fair value related to interest rate hedging instruments | 1,367 | (1,257) | |
Interest Rate Swap | |||
Debt Instrument [Line Items] | |||
Aggregate Notional Amount | 57,222 | 14,077 | |
Aggregate Fair Value Asset | 561 | 0 | 0 |
Aggregate Fair Value Liability | (694) | (1,500) | $ (1,500) |
Change in fair value related to interest rate hedging instruments | $ 1,367 | $ (1,257) |
Mandatorily-Redeemable Prefer_2
Mandatorily-Redeemable Preferred Stock (Details) - USD ($) | Feb. 12, 2021 | Jan. 13, 2021 | Jan. 31, 2021 | Aug. 31, 2016 | Mar. 31, 2021 | Mar. 31, 2020 | May 12, 2021 | May 07, 2021 | Dec. 31, 2020 |
Subsidiary, Sale of Stock [Line Items] | |||||||||
Proceeds from issuance of preferred and common equity | $ 35,868,000 | $ 35,589,000 | |||||||
Redemptions of preferred stock | 28,750,000 | 185,000 | |||||||
Offering costs | $ (1,447,000) | $ (2,523,000) | |||||||
Series A Preferred Stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Dividend rate (as percent) | 6.375% | ||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||||||
Preferred stock, shares issued (in shares) | 1,150,000 | 0 | 1,150,000 | ||||||
Redemption price (in dollars per share) | $ 25 | ||||||||
Redemptions of preferred stock | $ 28,800,000 | ||||||||
Preferred stock, shares authorized (in shares) | 850,000 | 2,000,000 | |||||||
Series A Preferred Stock | Subsequent Event | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Preferred stock, shares authorized (in shares) | 850,000 | ||||||||
Series A Preferred Stock | Preferred Stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Average sales price price (in dollars per share) | $ 25 | ||||||||
Proceeds from issuance of preferred stock | $ 28,800,000 | ||||||||
Proceeds from issuance of preferred and common equity | 27,600,000 | ||||||||
Allowance for credit loss, writeoff | $ 127,000 | ||||||||
Series D Preferred Stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Dividend rate (as percent) | 5.00% | ||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||||||
Preferred stock, shares issued (in shares) | 2,415,000 | 2,415,000 | 0 | ||||||
Redemption price (in dollars per share) | $ 25 | ||||||||
Preferred stock, shares authorized (in shares) | 3,600,000 | 0 | |||||||
Offering costs | $ (2,100,000) | ||||||||
Series D Preferred Stock | Subsequent Event | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Preferred stock, shares authorized (in shares) | 850,000 | 3,600,000 | |||||||
Series D Preferred Stock | Preferred Stock | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Dividend rate (as percent) | 5.00% | ||||||||
Average sales price price (in dollars per share) | $ 25 | ||||||||
Proceeds from issuance of preferred stock | $ 60,400,000 | $ 61,700,000 | |||||||
Proceeds from issuance of preferred and common equity | $ 58,300,000 | ||||||||
Series D Preferred Stock | Preferred Stock | Level 1 | |||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||
Average sales price price (in dollars per share) | $ 25.54 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Details) $ in Thousands | Feb. 20, 2020 | Jan. 10, 2018 | Mar. 31, 2021USD ($)officer | Mar. 31, 2020USD ($) |
Related Party Transaction [Line Items] | ||||
Number of executive officers that serve as directors | officer | 2 | |||
Pre-Incentive Fee FFO (as percent) | 100.00% | |||
Pre-Incentive Fee, exceeded (as percent) | 2.1875% | |||
Pre-Incentive Fee, exceeded, annual (as percent) | 8.75% | |||
Pre-Incentive Fee (as percent) | 20.00% | |||
Cumulative realized capital gains (as percent) | 15.00% | |||
Notice period for termination of agreement without cause | 120 days | |||
Financing fees | $ 17 | $ 0 | ||
Selling commissions and dealer-manager fees | $ 1,144 | 2,484 | ||
Prior Advisory Agreement | ||||
Related Party Transaction [Line Items] | ||||
Management fee (as percent) | 0.50% | |||
Base management fee, quarterly (as percent) | 0.125% | |||
Hurdle rate, quarterly (as percent) | 1.75% | |||
Hurdle rate, annual (as percent) | 7.00% | |||
Gladstone Securities | ||||
Related Party Transaction [Line Items] | ||||
Financing fee (as percent) | 0.14% | |||
Financing fees | $ 17 | 0 | ||
Preferred Stock | Series B Preferred Stock | ||||
Related Party Transaction [Line Items] | ||||
Selling commission fee (as percent) | 7.00% | |||
Dealer-manager fee (as percent) | 3.00% | |||
Preferred Stock | Series C Preferred Stock | ||||
Related Party Transaction [Line Items] | ||||
Selling commission fee (as percent) | 6.00% | |||
Dealer-manager fee (as percent) | 3.00% | |||
Selling commissions and dealer-manager fees | $ 1,100 | 0 | ||
Gladstone Securities | Preferred Stock | Series B Preferred Stock | ||||
Related Party Transaction [Line Items] | ||||
Selling commissions and dealer-manager fees | $ 2,500 | |||
Gladstone Securities | Minimum | Gladstone Securities | ||||
Related Party Transaction [Line Items] | ||||
Financing fee (as percent) | 0.50% | |||
Gladstone Securities | Maximum | Gladstone Securities | ||||
Related Party Transaction [Line Items] | ||||
Financing fee (as percent) | 1.00% |
Related-Party Transactions - Su
Related-Party Transactions - Summary of Management Fees, Incentive Fees and Associated Credits and Administration Fees (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Related Party Transactions [Abstract] | ||
Base management fee | $ 1,369 | $ 1,034 |
Incentive fee | 1,162 | 1,334 |
Total fees to our Adviser, net | 2,531 | 2,368 |
Administration fee | 357 | 384 |
Selling commissions and dealer-manager fees | 1,144 | 2,484 |
Financing fees | 17 | 0 |
Total fees to Gladstone Securities | $ 1,161 | $ 2,484 |
Related-Party Transactions - De
Related-Party Transactions - Details of Amounts Due to Related Parties on Our Accompanying Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Related Party Transactions [Abstract] | ||
Base management fee | $ 1,369 | $ 1,130 |
Incentive fee | 1,162 | 883 |
Other | 9 | 18 |
Total due to Adviser | 2,540 | 2,031 |
Administration fee | 357 | 363 |
Cumulative accrued but unpaid portion of prior Administration Fees | 154 | 75 |
Total due to Administrator | 511 | 438 |
Due to Gladstone Securities | 95 | 15 |
Total due to related parties | $ 3,146 | $ 2,484 |
Commitments and Contingencies -
Commitments and Contingencies - Operating Lease Obligations (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($)a | |
Loss Contingencies [Line Items] | |
Total Farm Acres | a | 101,312 |
Hillsborough, FL | |
Loss Contingencies [Line Items] | |
Total Farm Acres | a | 55 |
Total Commitment | $ 2,250 |
Amount Expended or Accrued as of March 31, 2021 | $ 1,073 |
Tulare, CA | |
Loss Contingencies [Line Items] | |
Total Farm Acres | a | 160 |
Total Commitment | $ 700 |
Amount Expended or Accrued as of March 31, 2021 | $ 0 |
Wicomico & Caroline, MD, and Sussex, DE | |
Loss Contingencies [Line Items] | |
Total Farm Acres | a | 833 |
Total Commitment | $ 115 |
Amount Expended or Accrued as of March 31, 2021 | $ 36 |
Napa, CA | |
Loss Contingencies [Line Items] | |
Total Farm Acres | a | 270 |
Total Commitment | $ 1,548 |
Amount Expended or Accrued as of March 31, 2021 | $ 0 |
Santa Barbara, CA | |
Loss Contingencies [Line Items] | |
Total Farm Acres | a | 271 |
Total Commitment | $ 4,000 |
Amount Expended or Accrued as of March 31, 2021 | $ 2,427 |
Columbia, OR | |
Loss Contingencies [Line Items] | |
Total Farm Acres | a | 157 |
Total Commitment | $ 1,800 |
Amount Expended or Accrued as of March 31, 2021 | $ 1,146 |
Collier & Hendry, FL | |
Loss Contingencies [Line Items] | |
Total Farm Acres | a | 3,612 |
Total Commitment | $ 2,000 |
Amount Expended or Accrued as of March 31, 2021 | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Lease Payments (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
For the remaining nine months ending December 31, 2021 | $ 33 | |
For the fiscal years ending December 31, 2022 | 70 | |
2023 | 70 | |
2024 | 70 | |
2025 | 40 | |
2026 | 40 | |
Thereafter | 600 | |
Total undiscounted lease payments | 923 | |
Less: imputed interest | (279) | |
Present value of lease payments | $ 644 | $ 127 |
Commitments and Contingencies_3
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)lease | Mar. 31, 2020USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||
Number of leases | lease | 3 | |
Lease expense | $ | $ 14 | $ 12 |
Equity - Additional Information
Equity - Additional Information (Details) | Jan. 13, 2021shares | Apr. 03, 2020$ / sharesshares | Apr. 01, 2020USD ($)security | Mar. 09, 2020USD ($)shares | May 31, 2018USD ($)$ / sharesshares | Jan. 31, 2021USD ($)$ / sharesshares | Mar. 31, 2021USD ($)$ / sharesshares | Mar. 31, 2020USD ($) | Dec. 31, 2020$ / sharesshares | Mar. 31, 2021USD ($)$ / sharesshares | May 12, 2020USD ($) |
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Stock authorized and unissued (in shares) | 3,600,000 | ||||||||||
Proceeds from issuance of preferred and common equity | $ | $ 35,868,000 | $ 35,589,000 | |||||||||
Common stock, shares issued (in shares) | 27,531,951 | 26,219,019 | 27,531,951 | ||||||||
2020 Registration Statement | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Securities allowed for issuance (amount up to) | $ | $ 1,000,000,000 | ||||||||||
Maximum number of securities that can be sold (in securities) | security | 2 | ||||||||||
Common Stock | 2020 Registration Statement | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Proceeds from issuance of preferred and common equity | $ | $ 90,300,000 | ||||||||||
Common stock, shares issued (in shares) | 5,897,190 | 5,897,190 | |||||||||
Shares of common stock issued (in shares) | 288,303 | ||||||||||
Series D Preferred Stock | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Dividend rate (as percent) | 5.00% | ||||||||||
Preferred stock, shares issued (in shares) | 2,415,000 | 2,415,000 | 0 | 2,415,000 | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Preferred stock, shares authorized (in shares) | 3,600,000 | 0 | 3,600,000 | ||||||||
Series D Preferred Stock | Preferred Stock | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Dividend rate (as percent) | 5.00% | ||||||||||
Proceeds from issuance of preferred and common equity | $ | $ 58,300,000 | ||||||||||
Series D Preferred Stock | Preferred Stock | 2020 Registration Statement | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Preferred stock, shares issued (in shares) | 2,415,000 | 2,415,000 | |||||||||
Proceeds from issuance of preferred and common equity | $ | $ 60,400,000 | ||||||||||
Series C Preferred Stock | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Preferred stock, shares issued (in shares) | 1,624,113 | 1,088,435 | 1,624,113 | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||
Preferred stock, shares authorized (in shares) | 25,999,862 | 25,999,862 | 25,999,862 | ||||||||
Series C Preferred Stock | 2020 Registration Statement | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Preferred stock, shares issued (in shares) | 1,624,251 | 1,624,251 | |||||||||
Series C Preferred Stock | Preferred Stock | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Dividend rate (as percent) | 6.00% | ||||||||||
Maximum amount of securities can be sold under shelf registration statement (in shares) | 26,000,000 | ||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||||||||
Average sales price of common stock sold (in dollars per share) | $ / shares | $ 25 | ||||||||||
Gross proceeds | $ | $ 13,315,000 | ||||||||||
Preferred stock, shares authorized (in shares) | 20,000,000 | ||||||||||
Sale of stock pursuant to DRIP (in dollars per share) | $ / shares | $ 22.75 | ||||||||||
Preferred stock, shares authorized, pursuant to DRIP (in shares) | 6,000,000 | ||||||||||
Net proceeds from issuance of stock, excluding selling commissions and dealer-manager fees | $ | $ 301,000 | ||||||||||
Series C Preferred Stock | Preferred Stock | 2020 Registration Statement | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Proceeds from issuance of preferred and common equity | $ | $ 40,300,000 | ||||||||||
Series C Preferred Stock | Preferred Stock | Series C Termination | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Preferred stock, shares authorized (in shares) | 20,000,000 | ||||||||||
Series B Preferred Stock | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Preferred stock, shares issued (in shares) | 5,956,065 | 5,956,065 | 5,956,065 | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||
Preferred stock, shares authorized (in shares) | 6,456,065 | 6,456,065 | 6,456,065 | ||||||||
Series B Preferred Stock | Preferred Stock | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Dividend rate (as percent) | 6.00% | ||||||||||
Securities allowed for issuance (amount up to) | $ | $ 150,000,000 | ||||||||||
Maximum amount of securities can be sold under shelf registration statement (in shares) | 6,000,000 | ||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||||||||
Average sales price of common stock sold (in dollars per share) | $ / shares | $ 25 | ||||||||||
Series B Preferred Stock | Preferred Stock | Series B Termination | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Securities allowed for issuance (amount up to) | $ | $ 147,500,000 | ||||||||||
Maximum amount of securities can be sold under shelf registration statement (in shares) | 6,000,000 | ||||||||||
Gross proceeds | $ | $ 133,400,000 | ||||||||||
Common Stock | ATM Program | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Gross proceeds | $ | $ 22,537,000 | ||||||||||
Common stock, value authorized | $ | $ 100,000,000 | ||||||||||
OP Unit Holder | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
Company's ownership percent (as percent) | 99.30% | 100.00% | 99.30% | ||||||||
Minimum period required to exercise, in months | 12 months | ||||||||||
Gladstone Land Limited Partnership | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
OP units held by non-controlling limited partners (in shares) | 204,778 | 0 | |||||||||
Gladstone Land Limited Partnership | Limited Partner | |||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||
OP Units tendered for redemption (in shares) | 0 |
Equity - Schedule of OP Units I
Equity - Schedule of OP Units Issued (Details) | 3 Months Ended |
Mar. 31, 2021USD ($)$ / shares | |
Investments, Debt and Equity Securities [Abstract] | |
Number of OP Units Issued | $ 204,778 |
Weighted Average Issuance Price per OP Unit | $ / shares | 19.42 |
Aggregate Value | $ 3,977,000 |
Equity - Equity Issuances (Deta
Equity - Equity Issuances (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($)$ / sharesshares | |
Series C Preferred Stock | |
Class of Stock [Line Items] | |
Preferred stock, shares issued, pursuant to DRIP (in shares) | shares | 707 |
Preferred Stock | Series C Preferred Stock | |
Class of Stock [Line Items] | |
Number of shares sold (in shares) | shares | 534,971 |
Weighted-average offering price per share | $ / shares | $ 24.89 |
Gross proceeds | $ 13,315 |
Net proceeds | $ 12,171 |
ATM Program | Common Stock | |
Class of Stock [Line Items] | |
Number of shares sold (in shares) | shares | 1,312,932 |
Weighted-average offering price per share | $ / shares | $ 17.17 |
Gross proceeds | $ 22,537 |
Net proceeds | $ 22,312 |
Equity - Monthly Distributions
Equity - Monthly Distributions Declared and Paid by Company's Board of Directors (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Apr. 05, 2021 | |
Series A Preferred Stock | |||
Class of Stock [Line Items] | |||
Distributions per Preferred Share (in dollars per share) | $ 0.1815104 | $ 0.3984375 | |
Series B Preferred Stock | |||
Class of Stock [Line Items] | |||
Distributions per Preferred Share (in dollars per share) | 0.375 | 0.375 | |
Series C Preferred Stock | |||
Class of Stock [Line Items] | |||
Distributions per Preferred Share (in dollars per share) | 0.375 | 0 | |
Series D Preferred Stock | |||
Class of Stock [Line Items] | |||
Distributions per Preferred Share (in dollars per share) | 0.246528 | 0 | |
Common Stock | |||
Class of Stock [Line Items] | |||
Distributions per Common Share (in dollars per share) | $ 0.13485 | $ 0.13395 | |
Subsequent Event | Series B Preferred Stock | |||
Class of Stock [Line Items] | |||
Dividends payable | $ 1.2 |
Lease Revenues (Details)
Lease Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Fixed lease payments | $ 15,979 | $ 12,262 |
Variable lease payments | 55 | 3,018 |
Lease revenues, net | 16,034 | 15,280 |
Payments for rent | 26 | 30 |
Operating expenses, reimbursement | $ 29 | 178 |
Gain (loss) on lease termination | $ 3,000 |
Earnings Per Share of Common _3
Earnings Per Share of Common Stock - Computation of Basic and Diluted Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Net (loss) income attributable to common stockholders | $ (2,211) | $ 934 |
Weighted average shares of common shares outstanding - basic and diluted (in shares) | 26,874,630 | 21,262,080 |
Loss per common share - basic and diluted (in dollars per share) | $ (0.08) | $ 0.04 |
Earnings Per Share of Common _4
Earnings Per Share of Common Stock - Additional Information (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Weighted average number of operating partnership units held by noncontrolling limited partners (in shares) | 47,782 | 288,303 |
Subsequent Events - Schedule of
Subsequent Events - Schedule of Acquisitions (Details) $ in Thousands | Apr. 05, 2021USD ($)aoption | May 12, 2021USD ($)afarm | Mar. 31, 2021afarm |
Subsequent Event [Line Items] | |||
Total Acres | a | 101,312 | ||
No. of Farms | farm | 140 | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Total Acres | a | 2,285 | ||
No. of Farms | farm | 1 | ||
Total Purchase Price | $ 37,800 | ||
Acquisition Costs | 83 | ||
Annualized Straight-line Rent | $ 2,541 | ||
Subsequent Event | Tehama, CA | South Avenue Corning | |||
Subsequent Event [Line Items] | |||
Total Acres | a | 2,285 | ||
No. of Farms | option | 1 | ||
Lease Term | 14 years 8 months 12 days | ||
Number of Renewal Options | option | 1 | ||
Term of Renewal | 5 years | ||
Total Purchase Price | $ 37,800 | ||
Acquisition Costs | 83 | ||
Annualized Straight-line Rent | $ 2,541 |
Subsequent Events - Summary of
Subsequent Events - Summary of Borrowings by Type (Details) - Subsequent Event | Apr. 01, 2021USD ($) |
Rabo AgriFinance, LLC, 3.265% fixed through term | |
Subsequent Event [Line Items] | |
Face amount of debt | $ 3,780,000 |
Stated interest rate (as percent) | 3.265% |
Rabo AgriFinance, LLC, 3.265% fixed through term | LIBOR | |
Subsequent Event [Line Items] | |
Variable rate (as percent) | 2.00% |
Rabo AgriFinance, LLC, 2.435% fixed through term | |
Subsequent Event [Line Items] | |
Face amount of debt | $ 630,000 |
Stated interest rate (as percent) | 2.435% |
Rabo AgriFinance, LLC, 2.435% fixed through term | LIBOR | |
Subsequent Event [Line Items] | |
Variable rate (as percent) | 2.00% |
Subsequent Events - Equity Acti
Subsequent Events - Equity Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||||||
May 12, 2021 | Jan. 31, 2021 | Aug. 31, 2016 | Mar. 31, 2021 | Mar. 31, 2020 | May 07, 2021 | Dec. 31, 2020 | Apr. 03, 2020 | |
Subsequent Event [Line Items] | ||||||||
Net Proceeds | $ 35,868 | $ 35,589 | ||||||
Common stock, shares authorized (in shares) | 63,094,073 | 65,544,073 | ||||||
Series C Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares issued, pursuant to DRIP (in shares) | 707 | |||||||
Preferred stock, shares authorized (in shares) | 25,999,862 | 25,999,862 | ||||||
Series A Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares authorized (in shares) | 850,000 | 2,000,000 | ||||||
Series B Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares authorized (in shares) | 6,456,065 | 6,456,065 | ||||||
Series D Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares authorized (in shares) | 3,600,000 | 0 | ||||||
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, shares authorized (in shares) | 63,944,073 | |||||||
Subsequent Event | Series C Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares authorized (in shares) | 25,999,862 | |||||||
Subsequent Event | Common Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of Shares Sold (in shares) | 1,825,452 | |||||||
Weighted-average offering price per share (in dollars per share) | $ 20.28 | |||||||
Gross Proceeds | $ 37,020 | |||||||
Net Proceeds | $ 36,650 | |||||||
Subsequent Event | Series A Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares authorized (in shares) | 850,000 | |||||||
Subsequent Event | Series B Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares authorized (in shares) | 6,456,065 | |||||||
Subsequent Event | Series D Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares authorized (in shares) | 850,000 | 3,600,000 | ||||||
Preferred Stock | Series C Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock, shares authorized (in shares) | 20,000,000 | |||||||
Preferred Stock | Series A Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Weighted-average offering price per share (in dollars per share) | $ 25 | |||||||
Net Proceeds | $ 27,600 | |||||||
Preferred Stock | Series D Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Weighted-average offering price per share (in dollars per share) | $ 25 | |||||||
Net Proceeds | $ 58,300 | |||||||
Preferred Stock | Subsequent Event | Series C Preferred Stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of Shares Sold (in shares) | 178,041 | |||||||
Weighted-average offering price per share (in dollars per share) | $ 24.76 | |||||||
Gross Proceeds | $ 4,408 | |||||||
Net Proceeds | $ 4,050 | |||||||
Preferred stock, shares issued, pursuant to DRIP (in shares) | 778 |
Subsequent Events - Monthly Dis
Subsequent Events - Monthly Distributions Declared by Company's Board of Directors (Details) - Subsequent Event - $ / shares | Jul. 06, 2021 | Jun. 30, 2021 | Jun. 28, 2021 | Jun. 18, 2021 | Jun. 04, 2021 | May 28, 2021 | May 26, 2021 | May 19, 2021 | May 05, 2021 | Apr. 30, 2021 | Apr. 28, 2021 | Apr. 23, 2021 | Apr. 13, 2021 |
Series B Preferred Stock | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Distribution per Share | $ 0.375 | ||||||||||||
Series B Preferred Stock | Period One | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | Apr. 23, 2021 | ||||||||||||
Payment Date | Apr. 30, 2021 | ||||||||||||
Distribution per Share | $ 0.125 | ||||||||||||
Series B Preferred Stock | Period Two | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | May 19, 2021 | ||||||||||||
Payment Date | May 28, 2021 | ||||||||||||
Distribution per Share | $ 0.125 | ||||||||||||
Series B Preferred Stock | Period Three | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | Jun. 18, 2021 | ||||||||||||
Payment Date | Jun. 30, 2021 | ||||||||||||
Distribution per Share | $ 0.125 | ||||||||||||
Series C Preferred Stock | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Distribution per Share | 0.375 | ||||||||||||
Series C Preferred Stock | Period One | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | Apr. 28, 2021 | ||||||||||||
Payment Date | May 5, 2021 | ||||||||||||
Distribution per Share | $ 0.125 | ||||||||||||
Series C Preferred Stock | Period Two | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | May 26, 2021 | ||||||||||||
Payment Date | Jun. 4, 2021 | ||||||||||||
Distribution per Share | $ 0.125 | ||||||||||||
Series C Preferred Stock | Period Three | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | Jun. 28, 2021 | ||||||||||||
Payment Date | Jul. 6, 2021 | ||||||||||||
Distribution per Share | $ 0.125 | ||||||||||||
Series D Preferred Stock | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Distribution per Share | 0.312501 | ||||||||||||
Series D Preferred Stock | Period One | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | Apr. 23, 2021 | ||||||||||||
Payment Date | Apr. 30, 2021 | ||||||||||||
Distribution per Share | $ 0.104167 | ||||||||||||
Series D Preferred Stock | Period Two | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | May 19, 2021 | ||||||||||||
Payment Date | May 28, 2021 | ||||||||||||
Distribution per Share | $ 0.104167 | ||||||||||||
Series D Preferred Stock | Period Three | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | Jun. 18, 2021 | ||||||||||||
Payment Date | Jun. 30, 2021 | ||||||||||||
Distribution per Share | $ 0.104167 | ||||||||||||
Common Stock | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Distribution per Share | $ 0.135 | ||||||||||||
Common Stock | Period One | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | Apr. 23, 2021 | ||||||||||||
Payment Date | Apr. 30, 2021 | ||||||||||||
Distribution per Share | $ 0.045 | ||||||||||||
Common Stock | Period Two | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | May 19, 2021 | ||||||||||||
Payment Date | May 28, 2021 | ||||||||||||
Distribution per Share | $ 0.045 | ||||||||||||
Common Stock | Period Three | Forecast | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Record Date | Jun. 18, 2021 | ||||||||||||
Payment Date | Jun. 30, 2021 | ||||||||||||
Distribution per Share | $ 0.045 |