Cover
Cover - shares | 6 Months Ended | |
Mar. 31, 2020 | May 01, 2020 | |
Schedule of Capitalization, Equity [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --09-30 | |
Entity File Number | 001-33177 | |
Entity Registrant Name | MONMOUTH REAL ESTATE INVESTMENT CORPORATION | |
Entity Central Index Key | 0000067625 | |
Entity Tax Identification Number | 22-1897375 | |
Entity Incorporation, State or Country Code | MD | |
Entity Address, Address Line One | 101 Crawfords Corner Road, Suite 1405 | |
Entity Address, City or Town | Holmdel | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07733 | |
City Area Code | 732 | |
Local Phone Number | 577-9996 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 97,883,098 | |
Common Stock [Member] | ||
Schedule of Capitalization, Equity [Line Items] | ||
Title of 12(b) Security | Common Stock | |
Trading Symbol | MNR | |
Security Exchange Name | NYSE | |
6.125% Series C Cumulative Redeemable Preferred Stock [Member] | ||
Schedule of Capitalization, Equity [Line Items] | ||
Title of 12(b) Security | 6.125% Series C Cumulative Redeemable Preferred Stock | |
Trading Symbol | MNR-PC | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Sep. 30, 2019 |
Real Estate Investments: | ||
Land | $ 245,096 | $ 239,299 |
Buildings and Improvements | 1,721,612 | 1,627,219 |
Total Real Estate Investments | 1,966,708 | 1,866,518 |
Accumulated Depreciation | (272,372) | (249,584) |
Real Estate Investments | 1,694,336 | 1,616,934 |
Cash and Cash Equivalents | 35,913 | 20,179 |
Securities Available for Sale at Fair Value | 99,035 | 185,250 |
Tenant and Other Receivables | 3,688 | 1,335 |
Deferred Rent Receivable | 12,340 | 11,199 |
Prepaid Expenses | 11,915 | 6,714 |
Intangible Assets, net of Accumulated Amortization of $16,701 and $15,686, respectively | 16,456 | 14,970 |
Capitalized Lease Costs, net of Accumulated Amortization of $3,895 and $3,378, respectively | 5,931 | 5,670 |
Financing Costs, net of Accumulated Amortization of $162 and $1,352, respectively | 1,569 | 144 |
Other Assets | 8,865 | 9,553 |
TOTAL ASSETS | 1,890,048 | 1,871,948 |
Liabilities: | ||
Fixed Rate Mortgage Notes Payable, net of Unamortized Debt Issuance Costs | 779,742 | 744,928 |
Loans Payable | 75,000 | 95,000 |
Accounts Payable and Accrued Expenses | 4,257 | 3,570 |
Other Liabilities | 22,206 | 17,407 |
Total Liabilities | 881,205 | 860,905 |
COMMITMENTS AND CONTINGENCIES | ||
Shareholders’ Equity: | ||
6.125% Series C Cumulative Redeemable Preferred Stock, $0.01 Par Value Per Share: 21,900 and 16,400 Shares Authorized as of March 31, 2020 and September 30, 2019, respectively; 17,169 and 13,907 Shares Issued and Outstanding as of March 31, 2020 and September 30, 2019, respectively | 429,215 | 347,678 |
Common Stock, $0.01 Par Value Per Share: 200,000 and 188,040 Shares Authorized as of March 31, 2020 and September 30, 2019, respectively; 97,980 and 96,399 Shares Issued and Outstanding as of March 31, 2020 and September 30, 2019, respectively | 980 | 964 |
Excess Stock, $0.01 Par Value Per Share: 200,000 Shares Authorized as of March 31, 2020 and September 30, 2019; No Shares Issued or Outstanding as of March 31, 2020 and September 30, 2019 | 0 | 0 |
Additional Paid-In Capital | 578,648 | 662,401 |
Undistributed Income | 0 | 0 |
Total Shareholders’ Equity | 1,008,843 | 1,011,043 |
TOTAL LIABILITIES & SHAREHOLDERS’ EQUITY | $ 1,890,048 | $ 1,871,948 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Sep. 30, 2019 |
Accumulated amortization of intangible assets | $ 16,701 | $ 15,686 |
Accumulated amortization of lease costs | 3,895 | 3,378 |
Accumulated amortization of financing costs | $ 162 | $ 1,352 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 200,000,000 | 188,040,000 |
Common Stock, shares issued | 97,980,000 | 96,399,000 |
Common Stock, shares outstanding | 97,980,000 | 96,399,000 |
Excess Stock, par value | $ 0.01 | $ 0.01 |
Excess Stock, shares authorized | 200,000,000 | 200,000,000 |
Excess Stock, shares issued | 0 | 0 |
Excess Stock, shares outstanding | 0 | 0 |
Series C Preferred Stock [Member] | ||
Cumulative redeemable preferred, stock dividend rate | 6.125% | 6.125% |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 21,900,000 | 16,400,000 |
Preferred stock, shares issued | 17,169,000 | 13,907,000 |
Preferred stock, shares outstanding | 17,169,000 | 13,907,000 |
Consolidated Statements of Inco
Consolidated Statements of Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
INCOME: | ||||
Rental Revenue | $ 35,114 | $ 32,934 | $ 69,983 | $ 65,551 |
Reimbursement Revenue | 6,594 | 5,447 | 13,424 | 11,053 |
TOTAL INCOME | 41,708 | 38,381 | 83,407 | 76,604 |
EXPENSES: | ||||
Real Estate Taxes | 5,029 | 4,163 | 10,064 | 8,203 |
Operating Expenses | 1,634 | 1,673 | 3,831 | 3,537 |
General & Administrative Expenses | 2,396 | 2,252 | 4,660 | 4,069 |
Non-recurring Severance Expense | 0 | 0 | 786 | 0 |
Depreciation | 11,475 | 10,756 | 22,907 | 21,234 |
Amortization of Capitalized Lease Costs and Intangible Assets | 767 | 721 | 1,521 | 1,423 |
TOTAL EXPENSES | 21,301 | 19,565 | 43,769 | 38,466 |
OTHER INCOME (EXPENSE): | ||||
Dividend Income | 3,404 | 3,515 | 6,642 | 7,882 |
Unrealized Holding Gains (Losses) Arising During the Periods | (83,075) | 15,568 | (86,710) | (27,059) |
Interest Expense, including Amortization of Financing Costs | (9,050) | (9,598) | (18,259) | (18,603) |
TOTAL OTHER INCOME (EXPENSE) | (88,721) | 9,485 | (98,327) | (37,780) |
NET INCOME (LOSS) | (68,314) | 28,301 | (58,689) | 358 |
Less: Preferred Dividends | 6,764 | 4,480 | 12,862 | 8,901 |
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | $ (75,078) | $ 23,821 | $ (71,551) | $ (8,543) |
BASIC INCOME (LOSS) – PER SHARE | ||||
Net Income (Loss) | $ (0.70) | $ 0.30 | $ (0.60) | $ 0 |
Less: Preferred Dividends | (0.07) | (0.04) | (0.13) | (0.09) |
Net Income (Loss) Attributable to Common Shareholders - Basic | (0.77) | 0.26 | (0.73) | (0.09) |
DILUTED INCOME (LOSS) – PER SHARE | ||||
Net Income (Loss) | (0.70) | 0.30 | (0.60) | 0 |
Less: Preferred Dividends | (0.07) | (0.04) | (0.13) | (0.09) |
Net Income (Loss) Attributable to Common Shareholders - Diluted | $ (0.77) | $ 0.26 | $ (0.73) | $ (0.09) |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (in thousands) | ||||
Basic | 97,864 | 92,978 | 97,370 | 91,728 |
Diluted | 97,941 | 93,059 | 97,466 | 91,831 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Series C Preferred Stock [Member] | Additional Paid-in Capital [Member] | Undistributed Income (Loss) [Member] | AOCI Attributable to Parent [Member] | Total | |
Beginning balance, value at Sep. 30, 2018 | $ 815 | $ 287,200 | $ 534,635 | $ 0 | $ (24,744) | $ 797,906 | |
Stock Issued During Period, Value, Dividend Reinvestment Plan | [1] | 31 | 0 | 40,582 | 0 | 0 | 40,613 |
Impact of Adoption of Accounting Standards Update 2016-01 | 0 | 0 | 0 | (24,744) | 24,744 | 0 | |
Shares Issued in Connection with Underwritten Public Offering of Common Stock, net of offering costs | 92 | 0 | 132,246 | 0 | 0 | 132,338 | |
Shares Issued in Connection with At-The-Market Sales Agreement Program of 6.125% Series C Preferred Stock, net of offering costs | 0 | 12,030 | (748) | 0 | 0 | 11,282 | |
Shares Issued Through the Exercise of Stock Options | 1 | 0 | 566 | 0 | 0 | 567 | |
Shares Issued Through Restricted Stock Awards | 0 | 0 | 0 | 0 | 0 | 0 | |
Stock Compensation Expense | 0 | 0 | 344 | 0 | 0 | 344 | |
Distributions To Common Shareholders ($0.34 per share) | 0 | 0 | (64,682) | 33,287 | 0 | (31,395) | |
Net Income (Loss) | 0 | 0 | 0 | 358 | 0 | 358 | |
Preferred Dividends ($0.765625 per share) | 0 | 0 | 0 | (8,901) | 0 | (8,901) | |
Ending balance, value at Mar. 31, 2019 | 939 | 299,230 | 642,943 | 0 | 0 | 943,112 | |
Beginning balance, value at Dec. 31, 2018 | 923 | 288,311 | 616,322 | 0 | 0 | 905,556 | |
Stock Issued During Period, Value, Dividend Reinvestment Plan | [1] | 15 | 0 | 18,488 | 0 | 0 | 18,503 |
Shares Issued in Connection with At-The-Market Sales Agreement Program of 6.125% Series C Preferred Stock, net of offering costs | 0 | 10,919 | (643) | 0 | 0 | 10,276 | |
Shares Issued Through the Exercise of Stock Options | 1 | 0 | 566 | 0 | 0 | 567 | |
Shares Issued Through Restricted Stock Awards | 0 | 0 | 0 | 0 | 0 | 0 | |
Stock Compensation Expense | 0 | 0 | 215 | 0 | 0 | 215 | |
Distributions To Common Shareholders ($0.17 per share) | 0 | 0 | 7,995 | (23,821) | 0 | (15,826) | |
Net Income (Loss) | 0 | 0 | 0 | 28,301 | 0 | 28,301 | |
Preferred Dividends ($0.3828125 per share) | 0 | 0 | 0 | (4,480) | 0 | (4,480) | |
Ending balance, value at Mar. 31, 2019 | 939 | 299,230 | 642,943 | 0 | 0 | 943,112 | |
Beginning balance, value at Sep. 30, 2019 | 964 | 347,678 | 662,401 | 0 | 1,011,043 | ||
Stock Issued During Period, Value, Dividend Reinvestment Plan | [1] | 18 | 0 | 24,110 | 0 | 0 | 24,128 |
Shares Issued in Connection with At-The-Market Offerings of 6.125% Series C Preferred Stock, net of offering costs | 0 | 81,537 | (1,249) | 0 | 0 | 80,288 | |
Shares Issued Through the Exercise of Stock Options | 1 | 0 | 1,015 | 0 | 0 | 1,016 | |
Shares repurchased through the Common Stock Repurchase Plan | (3) | 0 | (3,206) | 0 | 0 | (3,209) | |
Stock Compensation Expense | 0 | 0 | 270 | 0 | 0 | 270 | |
Distributions To Common Shareholders ($0.34 per share) | 0 | 0 | (104,693) | 71,551 | 0 | (33,142) | |
Net Income (Loss) | 0 | 0 | 0 | (58,689) | 0 | (58,689) | |
Preferred Dividends ($0.765625 per share) | 0 | 0 | 0 | (12,862) | 0 | (12,862) | |
Ending balance, value at Mar. 31, 2020 | 980 | 429,215 | 578,648 | 0 | 0 | 1,008,843 | |
Beginning balance, value at Dec. 31, 2019 | 976 | 391,643 | 664,890 | 0 | 0 | 1,057,509 | |
Stock Issued During Period, Value, Dividend Reinvestment Plan | [1] | 7 | 0 | 8,612 | 0 | 0 | 8,619 |
Shares Issued in Connection with At-The-Market Sales Agreement Program of 6.125% Series C Preferred Stock, net of offering costs | 0 | 37,572 | (437) | 0 | 0 | 37,135 | |
Shares Issued Through the Exercise of Stock Options | 0 | 0 | 409 | 0 | 0 | 409 | |
Shares repurchased through the Common Stock Repurchase Plan | (3) | 0 | (3,206) | 0 | 0 | (3,209) | |
Stock Compensation Expense | 0 | 0 | 114 | 0 | 0 | 114 | |
Distributions To Common Shareholders ($0.17 per share) | 0 | 0 | (91,734) | 75,078 | 0 | (16,656) | |
Net Income (Loss) | 0 | 0 | 0 | (68,314) | 0 | (68,314) | |
Preferred Dividends ($0.3828125 per share) | 0 | 0 | 0 | (6,764) | 0 | (6,764) | |
Ending balance, value at Mar. 31, 2020 | $ 980 | $ 429,215 | $ 578,648 | $ 0 | $ 0 | $ 1,008,843 | |
[1] | Dividend Reinvestment and Stock Purchase Plan |
Consolidated Statements of Sh_2
Consolidated Statements of Shareholders' Equity (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Distribution to shareholders per share | $ 0.17 | $ 0.17 | $ 0.34 | $ 0.34 |
Preferred Stock, Dividends Per Share | $ 0.3828125 | $ 0.3828125 | $ 0.765625 | $ 0.765625 |
Series C Preferred Stock [Member] | At The Market Offerings [Member] | ||||
Preferred Stock, Dividend Rate, Percentage | 6.125% | 6.125% | 6.125% | 6.125% |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net Income (Loss) | $ (58,689) | $ 358 |
Noncash Items Included in Net Income (Loss): | ||
Depreciation & Amortization | 25,186 | 23,294 |
Deferred Straight Line Rent | (1,232) | (825) |
Stock Compensation Expense | 270 | 344 |
Securities Available for Sale Received as Dividend Income | (745) | (430) |
Unrealized Holding Losses Arising During the Periods | 86,710 | 27,059 |
Changes In: | ||
Tenant & Other Receivables | (2,302) | (401) |
Prepaid Expenses | (5,201) | (4,041) |
Other Assets & Capitalized Lease Costs | (1,380) | 1,349 |
Accounts Payable, Accrued Expenses & Other Liabilities | 5,237 | 3,511 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 47,854 | 50,218 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of Real Estate & Intangible Assets | (99,424) | (113,406) |
Capital Improvements | (3,314) | (9,205) |
Return of Deposits on Real Estate | 1,300 | 200 |
Deposits Paid on Acquisitions of Real Estate | (200) | (1,550) |
Proceeds from Securities Available for Sale Called for Redemption | 250 | 0 |
Purchase of Securities Available for Sale | 0 | (49,067) |
NET CASH USED IN INVESTING ACTIVITIES | (101,388) | (173,028) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Net Repayments on Loans Payable | (20,000) | (56,850) |
Proceeds from Fixed Rate Mortgage Notes Payable | 61,900 | 72,500 |
Principal Payments on Fixed Rate Mortgage Notes Payable | (27,191) | (29,929) |
Financing Costs Paid on Debt | (2,078) | (443) |
Proceeds from the Exercise of Stock Options | 1,016 | 567 |
Proceeds from Underwritten Public Offering of Common Stock, net of offering costs | 0 | 132,338 |
Proceeds from At-The-Market 6.125% Series C Preferred Stock, net of offering costs | 80,288 | 11,282 |
Proceeds from Issuance of Common Stock in the DRIP, net of Dividend Reinvestments | 18,489 | 32,147 |
Shares repurchased through the Common Stock Repurchase Plan | (3,209) | 0 |
Preferred Dividends Paid | (12,445) | (8,839) |
Common Dividends Paid, net of Reinvestments | (27,502) | (22,929) |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 69,268 | 129,844 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 15,734 | 7,034 |
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD | 20,179 | 9,324 |
CASH AND CASH EQUIVALENTS - END OF PERIOD | $ 35,913 | $ 16,358 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) | 6 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
At The Market Offerings [Member] | Series C Preferred Stock [Member] | ||
Compensating Balances [Line Items] | ||
Preferred Stock, Dividend Rate, Percentage | 6.125% | 6.125% |
ORGANIZATION AND ACCOUNTING POL
ORGANIZATION AND ACCOUNTING POLICIES | 6 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND ACCOUNTING POLICIES | NOTE 1 – ORGANIZATION AND ACCOUNTING POLICIES Monmouth Real Estate Investment Corporation, a Maryland corporation, together with its consolidated subsidiaries (we, our, us, the Company or MREIC), operates as a real estate investment trust (REIT) deriving its income primarily from real estate rental operations. We were founded in 1968 and are one of the oldest public equity REITs in the world. As of March 31, 2020, we owned 116 23.0 114 22.3 99.4% 98.9% 7.4 6.28 9.4 5% 99.0 4.6% 2.2 The future effects of the evolving impact of the COVID-19 pandemic are uncertain, however, at this time COVID-19 has not had a material adverse effect on our financial condition. We invest in modern single-tenant, industrial buildings, leased primarily to investment-grade tenants or their subsidiaries on long-term net-leases. Our investments are exclusively situated in the continental United States, and are primarily located in strategic locations that are mission-critical to our tenants’ needs. In many cases our buildings are highly automated in order to serve the omni-channel distribution networks that have become essential today. Approximately 80% of our revenue is derived from investment grade tenants, or their subsidiaries as defined by S&P Global Ratings ( www.standardandpoors.com www.moodys.com We have elected to be taxed as a REIT under Sections 856-860 of the Internal Revenue Code of 1986, as amended (the Code), and we intend to maintain our qualification as a REIT in the future. As a qualified REIT, with limited exceptions, we will not be taxed under Federal and certain state income tax laws at the corporate level on taxable income that we distribute to our shareholders. For special tax provisions applicable to REITs, refer to Sections 856-860 of the Code. We are subject to franchise taxes in several of the states in which we own properties. In December 2017, as part of the Tax Cuts and Jobs Act of 2017 (the TCJA), Section 199A was added to the Code and became effective for tax years beginning after December 31, 2017 and before January 1, 2026. Under the TCJA, subject to certain income limitations, an individual taxpayer and estates and trusts may deduct 20 The interim Consolidated Financial Statements furnished herein have been prepared in accordance with Accounting Principles Generally Accepted in the United States of America (U.S. GAAP) applicable to interim financial information, the instructions to Form 10-Q, and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation, have been included. Operating results for the three and six months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending September 30, 2020. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in our Annual Report on Form 10-K for the fiscal year ended September 30, 2019. Use of Estimates In preparing the financial statements in accordance with U.S. GAAP, we are required to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods and related disclosure of contingent assets and liabilities. Actual results could differ from these estimates and assumptions. Reclassification Certain prior period amounts in the accompanying Consolidated Financial Statements have been reclassified to conform to the current period’s presentation. Stock Compensation Plan We account for awards of stock, stock options and restricted stock in accordance with ASC 718-10, “Compensation-Stock Compensation.” ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). The compensation cost for stock option grants is determined using option pricing models, intended to estimate the fair value of the awards at the grant date less estimated forfeitures. The compensation expense for restricted stock is recognized based on the fair value of the restricted stock awards less estimated forfeitures. The fair value of stock awards and restricted stock awards is equal to the fair value of our stock on the grant date. The amortization of compensation costs for the awards of stock, stock option grants and restricted stock are included in General and Administrative Expenses in the accompanying Consolidated Statements of Income (Loss) and amounted to $ 114,000 215,000 270,000 344,000 During the six months ended March 31, 2020 and 2019, the following stock options, which vest one year after grant date, were granted under our Stock Option Plan: SUMMARY OF STOCK OPTIONS OUTSTANDING Date of Grant Number of Employees Number of Shares (in thousands) Option Price Expiration Date 01/13/20 1 65 $ 14.55 01/13/28 01/10/19 1 65 $ 12.86 01/10/27 12/10/18 12 385 $ 13.64 12/10/26 The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in the fiscal year indicated: SCHEDULE OF STOCK OPTIONS, VALUATION ASSUMPTIONS Fiscal 2020 Fiscal 2019 Dividend yield 4.67% 5.03% Expected volatility 18.40% 17.17% Risk-free interest rate 1.76% 2.88% Expected lives (years) 8 8 Estimated forfeitures 0 0 The weighted-average fair value of options granted during the six months ended March 31, 2020 and 2019 was $ 1.24 1.17 During the six months ended March 31, 2020, no 25,000 95,000 10.69 1.0 65,000 8.72 567,000 100,000 13.97 no 1.2 950,000 473,000 Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, “Leases.” ASU 2016-02 amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessee and lessor accounting. The standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The most significant changes related to lessor accounting under ASU 2016-02 include bifurcating revenue into lease and non-lease components and the new standard’s narrow definition of initial direct costs for leases. Since our revenue is primarily derived from leasing activities from long-term net-leases and since we previously did not capitalize indirect costs for leases, we continue to account for our leases and related leasing costs in substantially the same manner as we previously did prior to the adoption of the ASU 2016-02 on October 1, 2019. In addition, the guidance requires lessees to recognize assets and liabilities for operating leases with lease terms greater than twelve months on the balance sheet. Therefore, the most significant impact for us is the recognition of our corporate office lease, while accounting where we are the lessor remains substantially the same. Upon adoption, we calculated the asset and lease liability equal to the present value of the minimum lease payments due under our corporate office lease and determined that the asset and lease liability was immaterial to our Consolidated Financial Statements. In July 2018, the FASB issued ASU 2018-10, “Codification Improvements to Topic 842, Leases.” The amendment in ASU 2018-10 affects narrow aspects of the guidance issued earlier in ASU 2016-02 by removing certain inconsistencies and providing additional clarification related to the guidance issued earlier. In December 2018, the FASB issued ASU 2018-20 “Narrow-Scope Improvements for Lessors.” Similar to ASU 2018-10, 2018-20 affects narrow aspects of the guidance issued earlier in ASU 2016-02 as well by providing additional clarification related to the guidance issued earlier. The most significant changes related to lessor accounting under ASU 2018-20 is the clarification of how to treat payments made by a lessee directly to a third party, such as real estate taxes paid by the lessee directly to the taxing authority, whereby items paid directly by the lessee to a third party should not be reflected in the lessors income statement and, thus, should not be bifurcated and included in revenue and operating expenses. A majority of our reimbursable expenses are paid by us and are billed back to our lessees. Therefore, these reimbursable expenses will continue to be presented separately by bifurcating these revenue and expense items in our Consolidated Statements of Income (Loss). We adopted these standards effective October 1, 2019 and the adoption of these standards did not have a significant impact on our consolidated financial statements and related disclosures. The only effect the adoption of these standards had on our consolidated financial statements and related disclosures effective October 1, 2019 are instances where certain types of payments are made by a lessee directly to a third party whereas these payments are no longer presented on a gross basis in our Consolidated Statements of Income, which have an immaterial effect on our reported revenue and a net zero effect on our Net Income Attributable to Common Shareholders. In addition, in order to conform to the current period’s presentation, Real Estate Taxes and Reimbursement Revenue for the three and six months ended March 31, 2019 were reduced by $ 925,000 1.8 We do not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying Consolidated Financial Statements. Segment Reporting & Financial Information Our primary business is the ownership and management of real estate properties. We invest in well-located, modern, single-tenant, industrial buildings, leased primarily to investment-grade tenants or their subsidiaries on long-term net-leases. We review operating and financial information for each property on an individual basis and therefore, each property represents an individual operating segment. We evaluate financial performance using Net Operating Income (NOI) from property operations. NOI is a non-GAAP financial measure, which we define as recurring Rental and Reimbursement Revenue, less Real Estate Taxes and Operating Expenses, such as insurance, utilities and repairs and maintenance. We have aggregated the properties into one reportable segment as the properties share similar long-term economic characteristics and have other similarities, including the fact that they are operated as industrial properties subject to long-term net-leases primarily to investment-grade tenants or their subsidiaries. Derivative Financial Instruments As further discussed in “Note 5 – Debt”, on November 15, 2019, we entered into a $ 75.0 75.0 2.92% |
NET INCOME PER SHARE
NET INCOME PER SHARE | 6 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
NET INCOME PER SHARE | NOTE 2 – NET INCOME PER SHARE Basic Net Income per Common Share is calculated by dividing Net Income Attributable to Common Shareholders by the weighted-average number of common shares outstanding during the period. Diluted Net Income per Common Share is calculated by dividing Net Income Attributable to Common Shareholders by the weighted-average number of common shares outstanding for the period and, when dilutive, the potential net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. In periods with a net loss, the basic loss per share equals the diluted loss per share as all common stock equivalents are excluded from the per share calculation because they are anti-dilutive. In addition, common stock equivalents of 77,000 81,000 96,000 103,000 315,000 690,000 195,000 305,000 |
REAL ESTATE INVESTMENTS
REAL ESTATE INVESTMENTS | 6 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
REAL ESTATE INVESTMENTS | NOTE 3 – REAL ESTATE INVESTMENTS On October 10, 2019, we purchased a newly constructed 616,000 78.6 100% 15 August 2034 81.5 18 52.5 4.27% 5.0 On March 30, 2020, we purchased a newly constructed 153,000 24.2 100% 10 January 2030 17.9 10 9.4 3.47% 1.2 Amazon.com, Inc. and Magna Seating of America, Inc.’s ultimate parent, Magna International Inc. are publicly-owned companies and financial information related to these entities are available at the SEC’s website, www.sec.gov www.sec.gov We evaluated the property acquisitions which took place during the six months ended March 31, 2020, to determine whether an integrated set of assets and activities meets the definition of a business, pursuant to ASU 2017-01. Acquisitions that do not meet the definition of a business are accounted for as asset acquisitions. Accordingly, we accounted for the properties purchased during fiscal 2020 as asset acquisitions and allocated the total cash consideration, including transaction costs of approximately $ 49,000 The financial information set forth below summarizes our purchase price allocation for these properties acquired during the six months ended March 31, 2020 that is accounted for as an asset acquisition (in thousands): SCHEDULE OF PROPERTIES ACQUIRED DURING PERIOD ACCOUNTED FOR ASSET ACQUISITIONS Land $ 5,798 Building 91,124 In-Place Leases 2,502 The following table summarizes the operating results included in our consolidated statements of income (loss) for the properties acquired during the three and six months ended March 31, 2020 (in thousands): SUMMARY OF CONSOLIDATED STATEMENTS OF INCOME FOR PROPERTIES ACQUIRED Three Months Ended 03/31/2020 Six Months Ended 03/31/2020 Rental Revenues $ 1,243 $ 2,370 Net Income Attributable to Common Shareholders 194 478 Proforma information The following unaudited pro-forma condensed financial information has been prepared utilizing our historical financial statements and the effect of additional revenue and expenses generated from properties acquired and expanded during fiscal 2020 to date, and during fiscal 2019, assuming that the acquisitions and completed expansions had occurred as of October 1, 2018, after giving effect to certain adjustments including: (a) Rental Revenue adjustments resulting from the straight-lining of scheduled rent increases, (b) Interest Expense resulting from the assumed increase in Fixed Rate Mortgage Notes Payable and Loans Payable related to the new acquisitions, and (c) Depreciation Expense related to the new acquisitions and expansions. Furthermore, the net proceeds raised from our Dividend Reinvestment and Stock Purchase Plan (the DRIP) were used to fund property acquisitions and expansions and therefore, the weighted average shares outstanding used in calculating the pro forma Basic and Diluted Net Income (Loss) per Share Attributable to Common Shareholders has been adjusted to account for the increase in shares raised through the DRIP, as if all the shares raised had occurred on October 1, 2018. Additionally, the net proceeds raised from the issuance of our 6.125% Series C Cumulative Redeemable Preferred Stock, $ 0.01 6.125% The unaudited pro forma condensed financial information is not indicative of the results of operations that would have been achieved had the acquisitions and expansions reflected herein been consummated on the dates indicated or that will be achieved in the future. SCHEDULE OF PRO FORMA INFORMATION Three Months Ended ( in thousands, except per share amounts 3/31/2020 3/31/2019 As Reported Pro-forma As Reported Pro-forma Rental Revenue $ 35,114 $ 35,407 $ 32,934 $ 35,064 Net Income (Loss) Attributable to Common Shareholders $ (75,078) $ (74,933) $ 23,821 $ 22,517 Basic and Diluted Net Income (Loss) per Share Attributable to Common Shareholders $ (0.77) $ (0.77) $ 0.26 $ 0.23 Six Months Ended ( in thousands, except per share amounts 3/31/2020 3/31/2019 As Reported Pro-forma As Reported Pro-forma Rental Revenue $ 69,983 $ 70,692 $ 65,551 $ 70,100 Net Income (Loss) Attributable to Common Shareholders $ (71,551) $ (71,065) $ (8,543) $ (9,968) Basic and Diluted Net Income (Loss) per Share Attributable to Common Shareholders $ (0.73) $ (0.73) $ (0.09) $ (0.10) Tenant Concentration We have a concentration of FedEx Corporation (FDX) and FDX subsidiary-leased properties, consisting of 60 separate stand-alone leases covering 10.4 10.5 8.2 45% 5% 40% 49% 5% 44% As of March 31, 2020, the only tenants that leased 5% or more of our total square footage were FDX and its subsidiaries and Amazon.com Services, Inc., which consists of four separate stand-alone leases for properties located in four different states, containing 1.4 6% None of our properties are subject to a master lease or any cross-collateralization agreements. Annualized Rental and Reimbursement Revenue from FDX and its subsidiaries is estimated to be approximately 55% 5% 50% 60% 5% 55% The only tenants estimated to comprise 5% or more of our total Rental and Reimbursement Revenue during the six months ended March 31, 2020 were FDX and its subsidiaries and Amazon.com Services, Inc., which is estimated to be 7% of our Annualized Rental and Reimbursement Revenue. no tenant, other than FDX and its subsidiaries, accounted for 5% or more of our total Rental and Reimbursement Revenue. FDX and Amazon.com, Inc. are publicly-owned companies and financial information related to these entities are available at the SEC’s website, www.sec.gov www.standardandpoors.com www.moodys.com |
SECURITIES AVAILABLE FOR SALE A
SECURITIES AVAILABLE FOR SALE AT FAIR VALUE | 6 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
SECURITIES AVAILABLE FOR SALE AT FAIR VALUE | NOTE 4 – SECURITIES AVAILABLE FOR SALE AT FAIR VALUE Our Securities Available for Sale at Fair Value consists primarily of marketable common and preferred stock of other REITs with a fair value of $ 99.0 4.6 2.2 5 We recognized dividend income on our investments in securities of $ 3.4 6.6 1.3 13.4 14.0 3.1 100,000 8.00 2.5 2.2 334,000 As of March 31, 2020, we had total net unrealized holding losses on our securities portfolio of $ 136.1 24.7 83.1 86.7 |
DEBT
DEBT | 6 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 5 – DEBT For the three months ended March 31, 2020 and 2019, amortization of financing costs included in interest expense was $ 322,000 320,000 758,000 637,000 As of March 31, 2020, we owned 116 properties, of which 59 carried Fixed Rate Mortgage Notes Payable with outstanding principal balances totaling $ 787.6 SUMMARY OF FIXED RATE MORTGAGE NOTES PAYABLE 3/31/2020 9/30/2019 Amount Weighted Average Interest Rate (1) Amount Weighted Average Interest Rate (1) Fixed Rate Mortgage Notes Payable $ 787,625 4.04 $ 752,916 4.03 Debt Issuance Costs $ 11,935 $ 11,733 Accumulated Amortization of Debt Issuance Costs (4,052) (3,745) Unamortized Debt Issuance Costs $ 7,883 $ 7,988 Fixed Rate Mortgage Notes Payable, net of Unamortized Debt Issuance Costs $ 779,742 $ 744,928 (1) Weighted average interest rate excludes amortization of debt issuance costs. As of March 31, 2020, interest payable on these mortgages were at fixed rates ranging from 3.45 6.875 4.04 4.03 4.07 11.3 11.6 In connection with the two properties acquired during the six months ended March 31, 2020, which are located in the Indianapolis, IN MSA and in the Columbus, OH MSA (as described in Note 3), we obtained an 18 10 61.9 16.8 4.15 During the quarter ended March 31, 2020, we fully repaid two self-amortizing mortgage loans for our properties located in Augusta, GA and Huntsville, AL. These loans were at a weighted average interest rate of 5.52 On November 15, 2019 we entered into a new line of credit facility (the “New Facility”) consisting of a $ 225.0 75.0 300.0 100.0 400.0 January 2024 with two options to extend for additional six-month periods Availability under the New Facility is limited to 60% of the value of the borrowing base properties. The value of the borrowing base properties is determined by applying a capitalization rate to the NOI generated by our unencumbered, wholly-owned industrial properties Under the New Facility the capitalization rate applied to our NOI generated by our unencumbered, wholly-owned industrial properties was lowered from 6.5% under the former line of credit facility to 6.25%, thus increasing the value of the borrowing base properties under the terms of the New Facility the interest rate for borrowings under the Revolver was lowered by a range of 5 basis points to 35 basis points, depending on our leverage ratio LIBOR plus 135 basis points to 205 basis points Bank of Montreal’s (BMO) prime lending rate plus 35 basis points to 105 basis points LIBOR plus 145 basis points 3.05 January 2025 The interest rate for borrowings under the Term Loan will at our election, either i) bear interest at LIBOR plus 130 basis points to 200 basis points, depending on our leverage ratio, or ii) bear interest at BMO’s prime lending rate plus 30 basis points to 100 basis points, depending on our leverage ratio. To reduce floating interest rate exposure under the Term Loan, we also entered into an interest rate swap agreement to fix LIBOR on the entire $75.0 million for the full duration of the Term Loan resulting in an all-in rate of 2.92 From time to time we may use a margin loan for temporary funding of acquisitions and for working capital purposes. This loan is due on demand and is collateralized by our securities portfolio. We must maintain a coverage ratio of approximately 50 0.75 3.0 no 19.8 |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 6 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | NOTE 6 – SHAREHOLDERS’ EQUITY Our authorized stock as of March 31, 2020 consisted of 200.0 98.0 21.9 17.2 200.0 0.01 none Common Stock We raised $ 24.1 5.6 1.8 8.6 1.4 678,000 33.1 0.34 17 April 1, 2020 0.17 June 15, 2020 May 15, 2020 On February 6, 2020, we entered into an Equity Distribution Agreement (Common Stock ATM Program) with BMO Capital Markets Corp., B. Riley FBR, Inc., D.A. Davidson & Co., Janney Montgomery Scott LLC, J.P. Morgan Securities LLC and RBC Capital Markets, LLC (together the “Distribution Agents”) under which we may offer and sell shares of our common stock, $ 0.01 150.0 On January 16, 2020, our Board of Directors reaffirmed our Common Stock Repurchase Program (the “Program”) that authorizes us to purchase up to $ 50.0 300,000 3.2 10.70 100,000 1.1 10.66 6.125% Series C Cumulative Redeemable Preferred Stock During the six months ended March 31, 2020, we paid $ 12.4 0.765625 6.125 2.2 1.53125 6.125 25.00 0.3828125 June 15, 2020 6.125 May 15, 2020 On June 29, 2017, we entered into a Preferred Stock At-The-Market Sales Agreement Program with B. Riley FBR, Inc., or B. Riley (formerly FBR Capital Markets & Co.), that provided for the offer and sale of shares of our 6.125 100.0 125.0 6.125 96.5 28.5 125.0 6.125 101.0 24.0 8.8 24.90 214.3 3.3 25.06 80.3 1.5 25.12 37.1 79.1 As of March 31, 2020, 17.2 million shares of the 6.125% Series C Preferred Stock were issued and outstanding. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 7 - FAIR VALUE MEASUREMENTS We measure certain financial assets and liabilities at fair value on a recurring basis, including Securities Available for Sale at Fair Value. Our financial assets consist mainly of marketable REIT securities. The fair value of these financial assets was determined using the following inputs at March 31, 2020 and September 30, 2019 (in thousands): SUMMARY OF FAIR VALUE OF FINANCIAL ASSETS Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) As of March 31, 2020: Equity Securities – Preferred Stock $ 4,640 $ 4,640 $ 0 $ 0 Equity Securities – Common Stock 94,393 94,393 0 0 Mortgage Backed Securities 2 2 0 0 Total Securities Available for Sale at Fair Value $ 99,035 $ 99,035 $ 0 $ 0 As of September 30, 2019: Equity Securities – Preferred Stock $ 13,167 $ 13,167 $ 0 $ 0 Equity Securities – Common Stock 172,081 172,081 0 0 Mortgage Backed Securities 2 2 0 0 Total Securities Available for Sale at Fair Value $ 185,250 $ 185,250 $ 0 $ 0 In addition to our investments in Securities Available for Sale at Fair Value, we are required to disclose certain information about fair values of other financial instruments. Estimates of fair value are made at a specific point in time based upon, where available, relevant market prices and information about the financial instrument. Such estimates do not include any premium or discount that could result from offering for sale at one time our entire holdings of financial instruments. For a portion of our other financial instruments, no quoted market value exists. Therefore, estimates of fair value are necessarily based on a number of significant assumptions, many of which involve events outside the control of management. Such assumptions include assessments of current economic conditions, perceived risks associated with these financial instruments and their counterparties; future expected loss experience and other factors. Given the uncertainties surrounding these assumptions, the reported fair values represent estimates only, and therefore cannot be compared to the historical accounting model. The use of different assumptions or methodologies is likely to result in significantly different fair value estimates. The fair value of Cash and Cash Equivalents approximates their current carrying amounts since all such items are short term in nature. The fair value of variable rate Loans Payable approximates their current carrying amounts, since such amounts payable are at approximately a weighted-average current market rate of interest. The estimated fair value of Fixed Rate Mortgage Notes Payable is based on discounting the future cash flows at a yearend risk adjusted borrowing rate currently available to us for issuance of debt with similar terms and remaining maturities. These fair value measurements fall within level 2 of the fair value hierarchy. At March 31, 2020, the Fixed Rate Mortgage Notes Payable fair value (estimated based upon expected cash outflows discounted at current market rates) amounted to $ 823.1 787.6 |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 6 Months Ended |
Mar. 31, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | NOTE 8 - SUPPLEMENTAL CASH FLOW INFORMATION Cash paid for interest during the six months ended March 31, 2020 and 2019 was $ 17.5 18.1 During the six months ended March 31, 2020 and 2019, we had dividend reinvestments of $ 5.6 8.5 |
CONTINGENCIES AND COMMITMENTS
CONTINGENCIES AND COMMITMENTS | 6 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES AND COMMITMENTS | NOTE 9 – CONTINGENCIES AND COMMITMENTS We have entered into agreements to purchase four new build-to-suit, industrial buildings that are currently being developed in Georgia, North Carolina, Ohio, and Utah. These four future acquisitions total 1.5 15 20 17.2 229.6 844,000 56 15 www.standardandpoors.com www.moodys.com 15 85.7 3.03 From time to time, we may be subject to claims and litigation in the ordinary course of business. We do not believe that any such claim or litigation will have a material adverse effect on the Consolidated Balance Sheets or results of operations. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 10 – SUBSEQUENT EVENTS On April 1, 2020, our Board of Directors declared a dividend of $ 0.17 June 15, 2020 May 15, 2020 On April 1, 2020, our Board of Directors declared a dividend of $ 0.3828125 June 15, 2020 6.125 May 15, 2020 In addition to the 300,000 3.2 10.70 100,000 1.1 10.66 |
ORGANIZATION AND ACCOUNTING P_2
ORGANIZATION AND ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of Estimates | Use of Estimates In preparing the financial statements in accordance with U.S. GAAP, we are required to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods and related disclosure of contingent assets and liabilities. Actual results could differ from these estimates and assumptions. |
Reclassification | Reclassification Certain prior period amounts in the accompanying Consolidated Financial Statements have been reclassified to conform to the current period’s presentation. |
Stock Compensation Plan | Stock Compensation Plan We account for awards of stock, stock options and restricted stock in accordance with ASC 718-10, “Compensation-Stock Compensation.” ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). The compensation cost for stock option grants is determined using option pricing models, intended to estimate the fair value of the awards at the grant date less estimated forfeitures. The compensation expense for restricted stock is recognized based on the fair value of the restricted stock awards less estimated forfeitures. The fair value of stock awards and restricted stock awards is equal to the fair value of our stock on the grant date. The amortization of compensation costs for the awards of stock, stock option grants and restricted stock are included in General and Administrative Expenses in the accompanying Consolidated Statements of Income (Loss) and amounted to $ 114,000 215,000 270,000 344,000 During the six months ended March 31, 2020 and 2019, the following stock options, which vest one year after grant date, were granted under our Stock Option Plan: SUMMARY OF STOCK OPTIONS OUTSTANDING Date of Grant Number of Employees Number of Shares (in thousands) Option Price Expiration Date 01/13/20 1 65 $ 14.55 01/13/28 01/10/19 1 65 $ 12.86 01/10/27 12/10/18 12 385 $ 13.64 12/10/26 The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in the fiscal year indicated: SCHEDULE OF STOCK OPTIONS, VALUATION ASSUMPTIONS Fiscal 2020 Fiscal 2019 Dividend yield 4.67% 5.03% Expected volatility 18.40% 17.17% Risk-free interest rate 1.76% 2.88% Expected lives (years) 8 8 Estimated forfeitures 0 0 The weighted-average fair value of options granted during the six months ended March 31, 2020 and 2019 was $ 1.24 1.17 During the six months ended March 31, 2020, no 25,000 95,000 10.69 1.0 65,000 8.72 567,000 100,000 13.97 no 1.2 950,000 473,000 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, “Leases.” ASU 2016-02 amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessee and lessor accounting. The standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The most significant changes related to lessor accounting under ASU 2016-02 include bifurcating revenue into lease and non-lease components and the new standard’s narrow definition of initial direct costs for leases. Since our revenue is primarily derived from leasing activities from long-term net-leases and since we previously did not capitalize indirect costs for leases, we continue to account for our leases and related leasing costs in substantially the same manner as we previously did prior to the adoption of the ASU 2016-02 on October 1, 2019. In addition, the guidance requires lessees to recognize assets and liabilities for operating leases with lease terms greater than twelve months on the balance sheet. Therefore, the most significant impact for us is the recognition of our corporate office lease, while accounting where we are the lessor remains substantially the same. Upon adoption, we calculated the asset and lease liability equal to the present value of the minimum lease payments due under our corporate office lease and determined that the asset and lease liability was immaterial to our Consolidated Financial Statements. In July 2018, the FASB issued ASU 2018-10, “Codification Improvements to Topic 842, Leases.” The amendment in ASU 2018-10 affects narrow aspects of the guidance issued earlier in ASU 2016-02 by removing certain inconsistencies and providing additional clarification related to the guidance issued earlier. In December 2018, the FASB issued ASU 2018-20 “Narrow-Scope Improvements for Lessors.” Similar to ASU 2018-10, 2018-20 affects narrow aspects of the guidance issued earlier in ASU 2016-02 as well by providing additional clarification related to the guidance issued earlier. The most significant changes related to lessor accounting under ASU 2018-20 is the clarification of how to treat payments made by a lessee directly to a third party, such as real estate taxes paid by the lessee directly to the taxing authority, whereby items paid directly by the lessee to a third party should not be reflected in the lessors income statement and, thus, should not be bifurcated and included in revenue and operating expenses. A majority of our reimbursable expenses are paid by us and are billed back to our lessees. Therefore, these reimbursable expenses will continue to be presented separately by bifurcating these revenue and expense items in our Consolidated Statements of Income (Loss). We adopted these standards effective October 1, 2019 and the adoption of these standards did not have a significant impact on our consolidated financial statements and related disclosures. The only effect the adoption of these standards had on our consolidated financial statements and related disclosures effective October 1, 2019 are instances where certain types of payments are made by a lessee directly to a third party whereas these payments are no longer presented on a gross basis in our Consolidated Statements of Income, which have an immaterial effect on our reported revenue and a net zero effect on our Net Income Attributable to Common Shareholders. In addition, in order to conform to the current period’s presentation, Real Estate Taxes and Reimbursement Revenue for the three and six months ended March 31, 2019 were reduced by $ 925,000 1.8 We do not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying Consolidated Financial Statements. |
Segment Reporting & Financial Information | Segment Reporting & Financial Information Our primary business is the ownership and management of real estate properties. We invest in well-located, modern, single-tenant, industrial buildings, leased primarily to investment-grade tenants or their subsidiaries on long-term net-leases. We review operating and financial information for each property on an individual basis and therefore, each property represents an individual operating segment. We evaluate financial performance using Net Operating Income (NOI) from property operations. NOI is a non-GAAP financial measure, which we define as recurring Rental and Reimbursement Revenue, less Real Estate Taxes and Operating Expenses, such as insurance, utilities and repairs and maintenance. We have aggregated the properties into one reportable segment as the properties share similar long-term economic characteristics and have other similarities, including the fact that they are operated as industrial properties subject to long-term net-leases primarily to investment-grade tenants or their subsidiaries. |
Derivative Financial Instruments | Derivative Financial Instruments As further discussed in “Note 5 – Debt”, on November 15, 2019, we entered into a $ 75.0 75.0 2.92% |
ORGANIZATION AND ACCOUNTING P_3
ORGANIZATION AND ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SUMMARY OF STOCK OPTIONS OUTSTANDING | During the six months ended March 31, 2020 and 2019, the following stock options, which vest one year after grant date, were granted under our Stock Option Plan: SUMMARY OF STOCK OPTIONS OUTSTANDING Date of Grant Number of Employees Number of Shares (in thousands) Option Price Expiration Date 01/13/20 1 65 $ 14.55 01/13/28 01/10/19 1 65 $ 12.86 01/10/27 12/10/18 12 385 $ 13.64 12/10/26 |
SCHEDULE OF STOCK OPTIONS, VALUATION ASSUMPTIONS | The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in the fiscal year indicated: SCHEDULE OF STOCK OPTIONS, VALUATION ASSUMPTIONS Fiscal 2020 Fiscal 2019 Dividend yield 4.67% 5.03% Expected volatility 18.40% 17.17% Risk-free interest rate 1.76% 2.88% Expected lives (years) 8 8 Estimated forfeitures 0 0 |
REAL ESTATE INVESTMENTS (Tables
REAL ESTATE INVESTMENTS (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
SCHEDULE OF PROPERTIES ACQUIRED DURING PERIOD ACCOUNTED FOR ASSET ACQUISITIONS | The financial information set forth below summarizes our purchase price allocation for these properties acquired during the six months ended March 31, 2020 that is accounted for as an asset acquisition (in thousands): SCHEDULE OF PROPERTIES ACQUIRED DURING PERIOD ACCOUNTED FOR ASSET ACQUISITIONS Land $ 5,798 Building 91,124 In-Place Leases 2,502 |
SUMMARY OF CONSOLIDATED STATEMENTS OF INCOME FOR PROPERTIES ACQUIRED | The following table summarizes the operating results included in our consolidated statements of income (loss) for the properties acquired during the three and six months ended March 31, 2020 (in thousands): SUMMARY OF CONSOLIDATED STATEMENTS OF INCOME FOR PROPERTIES ACQUIRED Three Months Ended 03/31/2020 Six Months Ended 03/31/2020 Rental Revenues $ 1,243 $ 2,370 Net Income Attributable to Common Shareholders 194 478 |
SCHEDULE OF PRO FORMA INFORMATION | The unaudited pro forma condensed financial information is not indicative of the results of operations that would have been achieved had the acquisitions and expansions reflected herein been consummated on the dates indicated or that will be achieved in the future. SCHEDULE OF PRO FORMA INFORMATION Three Months Ended ( in thousands, except per share amounts 3/31/2020 3/31/2019 As Reported Pro-forma As Reported Pro-forma Rental Revenue $ 35,114 $ 35,407 $ 32,934 $ 35,064 Net Income (Loss) Attributable to Common Shareholders $ (75,078) $ (74,933) $ 23,821 $ 22,517 Basic and Diluted Net Income (Loss) per Share Attributable to Common Shareholders $ (0.77) $ (0.77) $ 0.26 $ 0.23 Six Months Ended ( in thousands, except per share amounts 3/31/2020 3/31/2019 As Reported Pro-forma As Reported Pro-forma Rental Revenue $ 69,983 $ 70,692 $ 65,551 $ 70,100 Net Income (Loss) Attributable to Common Shareholders $ (71,551) $ (71,065) $ (8,543) $ (9,968) Basic and Diluted Net Income (Loss) per Share Attributable to Common Shareholders $ (0.73) $ (0.73) $ (0.09) $ (0.10) |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
SUMMARY OF FIXED RATE MORTGAGE NOTES PAYABLE | As of March 31, 2020, we owned 116 properties, of which 59 carried Fixed Rate Mortgage Notes Payable with outstanding principal balances totaling $ 787.6 SUMMARY OF FIXED RATE MORTGAGE NOTES PAYABLE 3/31/2020 9/30/2019 Amount Weighted Average Interest Rate (1) Amount Weighted Average Interest Rate (1) Fixed Rate Mortgage Notes Payable $ 787,625 4.04 $ 752,916 4.03 Debt Issuance Costs $ 11,935 $ 11,733 Accumulated Amortization of Debt Issuance Costs (4,052) (3,745) Unamortized Debt Issuance Costs $ 7,883 $ 7,988 Fixed Rate Mortgage Notes Payable, net of Unamortized Debt Issuance Costs $ 779,742 $ 744,928 (1) Weighted average interest rate excludes amortization of debt issuance costs. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
SUMMARY OF FAIR VALUE OF FINANCIAL ASSETS | The fair value of these financial assets was determined using the following inputs at March 31, 2020 and September 30, 2019 (in thousands): SUMMARY OF FAIR VALUE OF FINANCIAL ASSETS Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) As of March 31, 2020: Equity Securities – Preferred Stock $ 4,640 $ 4,640 $ 0 $ 0 Equity Securities – Common Stock 94,393 94,393 0 0 Mortgage Backed Securities 2 2 0 0 Total Securities Available for Sale at Fair Value $ 99,035 $ 99,035 $ 0 $ 0 As of September 30, 2019: Equity Securities – Preferred Stock $ 13,167 $ 13,167 $ 0 $ 0 Equity Securities – Common Stock 172,081 172,081 0 0 Mortgage Backed Securities 2 2 0 0 Total Securities Available for Sale at Fair Value $ 185,250 $ 185,250 $ 0 $ 0 |
SUMMARY OF STOCK OPTIONS OUTSTA
SUMMARY OF STOCK OPTIONS OUTSTANDING (Details) shares in Thousands | 6 Months Ended | |
Mar. 31, 2020Employee$ / sharesshares | Mar. 31, 2019Employee$ / sharesshares | |
Stock Option One [Member] | ||
Option Indexed to Issuer's Equity [Line Items] | ||
Date of Grant | Jan. 13, 2020 | |
Number of Employees | Employee | 1 | |
Number of Shares | shares | 65 | |
Option Price | $ / shares | $ 14.55 | |
Expiration Date | Jan. 13, 2028 | |
Stock Option Two [Member] | ||
Option Indexed to Issuer's Equity [Line Items] | ||
Date of Grant | Jan. 10, 2019 | |
Number of Employees | Employee | 1 | |
Number of Shares | shares | 65 | |
Option Price | $ / shares | $ 12.86 | |
Expiration Date | Jan. 10, 2027 | |
Stock Option Three [Member] | ||
Option Indexed to Issuer's Equity [Line Items] | ||
Date of Grant | Dec. 10, 2018 | |
Number of Employees | Employee | 12 | |
Number of Shares | shares | 385 | |
Option Price | $ / shares | $ 13.64 | |
Expiration Date | Dec. 10, 2026 |
SCHEDULE OF STOCK OPTIONS, VALU
SCHEDULE OF STOCK OPTIONS, VALUATION ASSUMPTIONS (Details) - shares | 6 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Dividend yield | 4.67% | 5.03% |
Expected volatility | 18.40% | 17.17% |
Risk-free interest rate | 1.76% | 2.88% |
Expected lives (years) | 8 years | 8 years |
Estimated forfeitures | 0 | 0 |
ORGANIZATION AND ACCOUNTING P_4
ORGANIZATION AND ACCOUNTING POLICIES (Details Narrative) $ / shares in Units, ft² in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Mar. 31, 2020USD ($)ft²Propertiesshares | Dec. 31, 2019 | Mar. 31, 2019USD ($) | Mar. 31, 2020USD ($)ft²Properties$ / sharesshares | Mar. 31, 2019USD ($)$ / sharesshares | Sep. 30, 2019ft²Properties | Nov. 15, 2019USD ($) | |
Real Estate Properties [Line Items] | |||||||
Total square foot of property | ft² | 23 | 23 | 22.3 | ||||
Percentage of properties occupied | 99.40% | 98.90% | |||||
Weighted average lease maturity | 7 years 4 months 24 days | 7 years 4 months 24 days | |||||
Average base rent per square foot | 6.28 | ||||||
Weighted average building age, term | 9 years 4 months 24 days | ||||||
Percentage of REIT securities of gross assets that management intends to reduce to | 5.00% | ||||||
Available for sale of securities, current | $ 99,000,000 | $ 99,000,000 | |||||
Percentage of marketable securities to undepreciated assets | 4.60% | ||||||
Total assets excluding accumulated depreciation | 2,200,000,000 | $ 2,200,000,000 | |||||
Percentage that may be deducted from qualified REIT dividends for tax purposes | 20.00% | ||||||
Amortization of compensation costs included in general and administrative expenses | $ 114,000 | $ 215,000 | $ 270,000 | $ 344,000 | |||
Weighted average fair value of stock option | $ / shares | $ 1.24 | $ 1.17 | |||||
Number of restricted stock shares granted | shares | 0 | 25,000 | |||||
Number of stock option exercised | shares | 95,000 | 65,000 | |||||
Weighted average exercise price per share | $ / shares | $ 10.69 | $ 8.72 | |||||
Total proceeds during period | $ 1,000,000 | $ 567,000 | |||||
Number of options forfeited, shares | shares | 100,000 | 0 | |||||
Weighted average exercise price per share, forfeited | $ / shares | $ 13.97 | ||||||
Stock option shares available for grant | shares | 1,200,000 | 1,200,000 | |||||
Option to purchase shares outstanding | shares | 950,000 | ||||||
Aggregate intrinsic value of options | $ 473,000 | $ 473,000 | |||||
Reduced real estate taxes and reimbursement revenue amount | $ 925,000 | $ 1,800,000 | |||||
Unsecured term loan | $ 75,000,000 | ||||||
Term Loan [Member] | |||||||
Real Estate Properties [Line Items] | |||||||
Term loan interest rate | 2.92% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | |||||||
Real Estate Properties [Line Items] | |||||||
Unsecured term loan | $ 75,000,000 | ||||||
Wholly Owned Properties [Member] | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties owned | Properties | 116 | 116 | 114 |
NET INCOME PER SHARE (Details N
NET INCOME PER SHARE (Details Narrative) - shares | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||||
Common stock equivalents included in the diluted weighted average shares outstanding | 77,000 | 81,000 | 96,000 | 103,000 |
Antidilutive options to purchase common stock shares | 315,000 | 690,000 | 195,000 | 305,000 |
SCHEDULE OF PROPERTIES ACQUIRED
SCHEDULE OF PROPERTIES ACQUIRED DURING PERIOD ACCOUNTED FOR ASSET ACQUISITIONS (Details) $ in Thousands | 6 Months Ended |
Mar. 31, 2020USD ($) | |
Land [Member] | |
Property, Plant and Equipment [Line Items] | |
Purchase price allocation of properties acquired | $ 5,798 |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Purchase price allocation of properties acquired | 91,124 |
In-Place Leases [Member] | |
Property, Plant and Equipment [Line Items] | |
Purchase price allocation of properties acquired | $ 2,502 |
SUMMARY OF CONSOLIDATED STATEME
SUMMARY OF CONSOLIDATED STATEMENTS OF INCOME FOR PROPERTIES ACQUIRED (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Mar. 31, 2020 | Mar. 31, 2020 | |
Real Estate [Abstract] | ||
Rental Revenues | $ 1,243 | $ 2,370 |
Net Income Attributable to Common Shareholders | $ 194 | $ 478 |
SCHEDULE OF PRO FORMA INFORMATI
SCHEDULE OF PRO FORMA INFORMATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Rental Revenue | $ 35,114 | $ 32,934 | $ 69,983 | $ 65,551 |
Net Income (Loss) Attributable to Common Shareholders | $ (75,078) | $ 23,821 | $ (71,551) | $ (8,543) |
Basic and Diluted Net Income (Loss) per Share Attributable to Common Shareholders | $ (0.77) | $ 0.26 | $ (0.73) | $ (0.09) |
Pro Forma [Member] | ||||
Rental Revenue | $ 35,407 | $ 35,064 | $ 70,692 | $ 70,100 |
Net Income (Loss) Attributable to Common Shareholders | $ (74,933) | $ 22,517 | $ (71,065) | $ (9,968) |
Basic and Diluted Net Income (Loss) per Share Attributable to Common Shareholders | $ (0.77) | $ 0.23 | $ (0.73) | $ (0.10) |
REAL ESTATE INVESTMENTS (Detail
REAL ESTATE INVESTMENTS (Details Narrative) | Mar. 30, 2020USD ($)ft²a | Oct. 10, 2019USD ($)ft²a | Mar. 31, 2020USD ($)ft²$ / shares | Mar. 31, 2019ft² | Jun. 29, 2017 |
Real Estate Properties [Line Items] | |||||
Transaction costs | $ 49,000 | ||||
Series C Cumulative Redeemable Preferred Stock [Member] | |||||
Real Estate Properties [Line Items] | |||||
Preferred stock, par value | $ / shares | $ 0.01 | ||||
Cumulative redeemable preferred, stock dividend rate | 6.125% | 6.125% | |||
Amazon.com Services, Inc. [Member] | |||||
Real Estate Properties [Line Items] | |||||
Square feet of real estate property leased | ft² | 1,400,000 | ||||
Percentage of real estate property leased | 6.00% | ||||
Percentage of rental space and tenant account, description | As of March 31, 2020, the only tenants that leased 5% or more of our total square footage were FDX and its subsidiaries and Amazon.com Services, Inc., which consists of four separate stand-alone leases for properties located in four different states, containing 1.4 million total square feet, comprising approximately 6% of our total rental square feet. | ||||
Amazon.com Services, Inc. [Member] | Rental And Reimbursement Revenue [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percentage of rental space and tenant account, description | The only tenants estimated to comprise 5% or more of our total Rental and Reimbursement Revenue during the six months ended March 31, 2020 were FDX and its subsidiaries and Amazon.com Services, Inc., which is estimated to be 7% of our Annualized Rental and Reimbursement Revenue. | ||||
Amazon.com Services, Inc. [Member] | Industrial Buildings [Member] | |||||
Real Estate Properties [Line Items] | |||||
Purchase of industrial building | ft² | 616,000 | ||||
Area of property | a | 78.6 | ||||
Percentage of building area leased | 100.00% | ||||
Lease term | 15 years | ||||
Lease term expiration period | August 2034 | ||||
Purchase price of industrial building | $ 81,500,000 | ||||
Mortgage loan amortization period | 18 years | ||||
Face amount of mortgages | $ 52,500,000 | ||||
Mortgage loan on real estate, interest rate | 4.27% | ||||
Annual rental income over the remaining term of lease | $ 5,000,000 | ||||
Magna Seating of America, Inc. [Member] | Industrial Buildings [Member] | |||||
Real Estate Properties [Line Items] | |||||
Purchase of industrial building | ft² | 153,000 | ||||
Area of property | a | 24.2 | ||||
Percentage of building area leased | 100.00% | ||||
Lease term | 10 years | ||||
Lease term expiration period | January 2030 | ||||
Purchase price of industrial building | $ 17,900,000 | ||||
Mortgage loan amortization period | 10 years | ||||
Face amount of mortgages | $ 9,400,000 | ||||
Mortgage loan on real estate, interest rate | 3.47% | ||||
Annual rental income over the remaining term of lease | $ 1,200,000 | ||||
Fedex And Fedex Subsidiaries [Member] | |||||
Real Estate Properties [Line Items] | |||||
Square feet of real estate property leased | ft² | 10,400,000 | 10,500,000 | |||
Weighted average lease maturity | 8 years 2 months 12 days | ||||
Percentage of real estate property leased | 45.00% | 49.00% | |||
Fedex Corporation [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percentage of real estate property leased | 5.00% | 5.00% | |||
Fedex Corporation Subsidiaries [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percentage of real estate property leased | 40.00% | 44.00% | |||
Fdx And Subsidiaries [Member] | Rental And Reimbursement Revenue [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percentage of rental space and tenant account, description | no tenant, other than FDX and its subsidiaries, accounted for 5% or more of our total Rental and Reimbursement Revenue. | ||||
Percentage of aggregate rental and reimbursement revenue | 55.00% | 60.00% | |||
Fdx [Member] | Rental And Reimbursement Revenue [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percentage of aggregate rental and reimbursement revenue | 5.00% | 5.00% | |||
Fdx Subsidiaries [Member] | Rental And Reimbursement Revenue [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percentage of aggregate rental and reimbursement revenue | 50.00% | 55.00% |
SECURITIES AVAILABLE FOR SALE_2
SECURITIES AVAILABLE FOR SALE AT FAIR VALUE (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | |
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Securities available for sale at fair value | $ 99,035,000 | $ 99,035,000 | $ 185,250,000 |
Security available for sale, percentage of investment on undepreciated assets | 4.60% | ||
Total assets excluding accumulated depreciation | 2,200,000,000 | $ 2,200,000,000 | |
Percentage of REIT securities of gross assets that management intends to reduce to | 5.00% | ||
Dividend income on investment in securities | 3,400,000 | $ 6,600,000 | |
Net unrealized loss on securities portfolio | 136,100,000 | ||
Adjustment to opening retained earnings recorded | 24,700,000 | ||
Unrealized holding losses arising during the period | 83,100,000 | 86,700,000 | |
UMH Properties Inc [Member] | Series B Cumulative Redeemable Preferred Stock [Member] | |||
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Shares owned, cost | $ 2,500,000 | 2,500,000 | |
Marketable REIT securities fair value | $ 2,200,000 | ||
Available for sale securities, shares | 100,000 | ||
Dividend rate of preferred stock | 8.00% | ||
UMH Properties Inc [Member] | Common And Preferred Stock [Member] | |||
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Net unrealized gain on securities portfolio | $ 334,000 | ||
UMH Properties Inc [Member] | Common Stock [Member] | |||
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Shares owned by company | 1,300,000 | 1,300,000 | |
Shares owned, cost | $ 13,400,000 | $ 13,400,000 | |
Marketable REIT securities fair value | $ 14,000,000 | ||
Outstanding common shares, percentage | 3.10% | 3.10% |
SUMMARY OF FIXED RATE MORTGAGE
SUMMARY OF FIXED RATE MORTGAGE NOTES PAYABLE (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Sep. 30, 2019 |
Debt Disclosure [Abstract] | ||
Fixed Rate Mortgage Notes Payable, Amount | $ 787,625 | $ 752,916 |
Weighted Average Interest Rate | 4.04% | 4.03% |
Debt Issuance Costs | $ 11,935 | $ 11,733 |
Accumulated Amortization of Debt Issuance Costs | (4,052) | (3,745) |
Unamortized Debt Issuance Costs | 7,883 | 7,988 |
Fixed Rate Mortgage Notes Payable, net of Unamortized Debt Issuance Costs | $ 779,742 | $ 744,928 |
DEBT (Details Narrative)
DEBT (Details Narrative) - USD ($) | Nov. 15, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||||||
Interest expense amortization of financing costs | $ 322,000 | $ 320,000 | $ 758,000 | $ 637,000 | ||
Weighted average interest rate percentage | 4.04% | 4.07% | 4.03% | |||
Notes payable maturity period | 11 years 3 months 18 days | 11 years 7 months 6 days | 11 years 3 months 18 days | |||
Proceeds from fixed rate mortgage notes payable | $ 61,900,000 | $ 72,500,000 | ||||
Unsecured term loan | $ 75,000,000 | |||||
Line of credit, unsecured term loan maximum borrowing capacity | 300,000,000 | |||||
Additional line of credit facility | $ 100,000,000 | |||||
Line of credit facility, description | Under the New Facility the capitalization rate applied to our NOI generated by our unencumbered, wholly-owned industrial properties was lowered from 6.5% under the former line of credit facility to 6.25%, thus increasing the value of the borrowing base properties under the terms of the New Facility | |||||
Unsecured revolving line of credit, interest rate description | LIBOR plus 135 basis points to 205 basis points | |||||
Unsecured revolving line of credit, BMO interest rate description | Bank of Montreal’s (BMO) prime lending rate plus 35 basis points to 105 basis points | |||||
Unsecured revolving line of credit, interest rate description on current leverage ratio | LIBOR plus 145 basis points | |||||
Coverage ratio | 50.00% | |||||
Margin loan, interest rate | 0.75% | 3.00% | 0.75% | 3.00% | ||
Amount of drawn down under margin loan | $ 0 | $ 19,800,000 | $ 0 | $ 19,800,000 | ||
Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loan maturity term | January 2025 | |||||
Debt instrument interest rate description | The interest rate for borrowings under the Term Loan will at our election, either i) bear interest at LIBOR plus 130 basis points to 200 basis points, depending on our leverage ratio, or ii) bear interest at BMO’s prime lending rate plus 30 basis points to 100 basis points, depending on our leverage ratio. To reduce floating interest rate exposure under the Term Loan, we also entered into an interest rate swap agreement to fix LIBOR on the entire $75.0 million for the full duration of the Term Loan resulting in an all-in rate of 2.92%. | |||||
Term loan interest rate | 2.92% | |||||
New Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit current borrowing capacity | $ 225,000,000 | |||||
Total amount available including the accordion on the line of credit facility | $ 400,000,000 | |||||
Line of credit facility, description | Availability under the New Facility is limited to 60% of the value of the borrowing base properties. The value of the borrowing base properties is determined by applying a capitalization rate to the NOI generated by our unencumbered, wholly-owned industrial properties | |||||
New Revolver [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, description | January 2024 with two options to extend for additional six-month periods | |||||
Additional interest rate borrowings, description | the interest rate for borrowings under the Revolver was lowered by a range of 5 basis points to 35 basis points, depending on our leverage ratio | |||||
Interest rate | 3.05% | |||||
Mortgage Loan [Member] | Indianapolis, IN MSA [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Mortgage loan amortization period | 18 years | |||||
Mortgage Loan [Member] | Columbus, OH MSA [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loan amortization period | 10 years | |||||
Two Mortgages Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Weighted average interest rate percentage | 4.15% | |||||
Notes payable maturity period | 16 years 9 months 18 days | |||||
Proceeds from fixed rate mortgage notes payable | $ 61,900,000 | |||||
Repaid Self Amortizing Mortgage Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Weighted average interest rate percentage | 5.52% | |||||
Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Annual interest rate | 3.45% | |||||
Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Annual interest rate | 6.875% |
SHAREHOLDERS_ EQUITY (Details N
SHAREHOLDERS’ EQUITY (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Apr. 01, 2020 | Feb. 06, 2020 | Dec. 04, 2019 | Aug. 02, 2018 | Jun. 29, 2017 | Apr. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Jan. 16, 2020 | Sep. 30, 2019 |
Class of Stock [Line Items] | ||||||||||||
Common stock shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | 188,040,000 | ||||||||
Common Stock, shares issued | 98,000,000 | 98,000,000 | 98,000,000 | |||||||||
Common Stock, shares outstanding | 98,000,000 | 98,000,000 | 98,000,000 | |||||||||
Excess Stock , shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | ||||||||
Excess Stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Excess Stock , shares issued | 0 | 0 | 0 | 0 | ||||||||
Excess Stock , shares outstanding | 0 | 0 | 0 | 0 | ||||||||
Proceeds from issuance of common stock in the DRIP, including dividend reinvestments | $ 18,489 | $ 32,147 | ||||||||||
Dividend reinvestments | $ 5,600 | 8,500 | ||||||||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Stock repurchased during period, shares | 300,000 | |||||||||||
Value of common stock, repurchased | $ 3,200 | |||||||||||
Stock repurchased, average price per share | $ 10.70 | $ 10.70 | 10.70 | |||||||||
Preferred Dividends Paid | $ 12,445 | $ 8,839 | ||||||||||
Increase in ATM Program | $ 101,000 | $ 96,500 | ||||||||||
Increase in ATM Program carreid over from preferred stock | $ 24,000 | $ 28,500 | ||||||||||
Number of shares sold | 1,500,000 | |||||||||||
Sale of stock price per share | $ 25.12 | $ 25.12 | $ 25.12 | |||||||||
Proceeds from ATM program | $ 37,100 | |||||||||||
Equity Distribution Agreement [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Common stock, par value | $ 0.01 | |||||||||||
Remaining amount that may be sold, value | $ 150,000 | |||||||||||
Subsequent Event [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Stock repurchased during period, shares | 100,000 | |||||||||||
Value of common stock, repurchased | $ 1,100 | |||||||||||
Stock repurchased, average price per share | $ 10.66 | |||||||||||
Subsequent Event [Member] | Series C Preferred Shareholders [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Dividends payable, date to be paid | Jun. 15, 2020 | |||||||||||
Dividend declared, recorded date | May 15, 2020 | |||||||||||
Preferred stock, dividend per share declared | $ 0.3828125 | |||||||||||
Cumulative redeemable preferred, stock dividend rate | 6.125% | |||||||||||
Subsequent Event [Member] | Common Shareholders [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Dividends Payable, Date Declared | Apr. 1, 2020 | |||||||||||
Common stock, dividends, per share, declared | $ 0.17 | |||||||||||
Dividends payable, date to be paid | Jun. 15, 2020 | |||||||||||
Dividend declared, recorded date | May 15, 2020 | |||||||||||
Dividend Reinvestment Plan [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Proceeds from issuance of common stock in the DRIP, including dividend reinvestments | 8,600 | $ 24,100 | ||||||||||
Dividend reinvestments | $ 1,400 | $ 5,600 | ||||||||||
Number of shares issued under Dividend Reinvestment Plan | 678,000 | 1,800,000 | ||||||||||
Cash dividends paid | $ 33,100 | |||||||||||
Cash dividend paid per share | $ 0.34 | |||||||||||
Dividend reinvestment participation percentage | 17.00% | |||||||||||
Common Stock Repurchase Program [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Maximum dollar value that may be purchased under the share repurchase program | $ 50,000 | |||||||||||
Preferred Stock ATM Program [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of shares sold | 8,800,000 | |||||||||||
Sale of stock price per share | $ 24.90 | $ 24.90 | $ 24.90 | |||||||||
Proceeds from ATM program | $ 214,300 | |||||||||||
Preferred Stock ATM Program One [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Remaining amount that may be sold, value | $ 79,100 | |||||||||||
Series C Preferred Stock [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Preferred stock, shares authorized | 21,900,000 | 21,900,000 | 21,900,000 | 16,400,000 | ||||||||
Preferred stock, shares issued | 17,200,000 | 17,200,000 | 17,200,000 | |||||||||
Preferred stock, shares outstanding | 17,200,000 | 17,200,000 | 17,200,000 | |||||||||
Preferred stock, dividend per share declared | $ 1.53125 | |||||||||||
Cumulative redeemable preferred, stock dividend rate | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | ||||||
Increase in ATM Program | $ 125,000 | $ 125,000 | ||||||||||
Series C Preferred Stock [Member] | Preferred Stock ATM Program [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of shares sold | 3,300,000 | |||||||||||
Sale of stock price per share | $ 25.06 | $ 25.06 | $ 25.06 | |||||||||
Proceeds from ATM program | $ 80,300 | |||||||||||
Series C Cumulative Redeemable Preferred Stock [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Preferred Dividends Paid | $ 12,400 | |||||||||||
Preferred stock, dividend per share declared | $ 0.765625 | |||||||||||
Cumulative redeemable preferred, stock dividend rate | 6.125% | 6.125% | 6.125% | 6.125% | ||||||||
Accrued preferred dividends | $ 2,200 | $ 2,200 | $ 2,200 | |||||||||
Available for sale through ATM program | $ 100,000 | |||||||||||
Series C Cumulative Redeemable Preferred Stock [Member] | On And After September 15, 2021 [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Cumulative redeemable preferred, stock dividend rate | 6.125% | 6.125% | 6.125% | |||||||||
Preferred stock redemption price | $ 25 | $ 25 | $ 25 |
SUMMARY OF FAIR VALUE OF FINANC
SUMMARY OF FAIR VALUE OF FINANCIAL ASSETS (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Sep. 30, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | $ 99,035 | $ 185,250 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 99,035 | 185,250 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 0 | 0 |
Fair Value, Recurring [Member] | Preferred Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 4,640 | 13,167 |
Fair Value, Recurring [Member] | Preferred Stock [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 4,640 | 13,167 |
Fair Value, Recurring [Member] | Preferred Stock [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 0 | 0 |
Fair Value, Recurring [Member] | Preferred Stock [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 0 | 0 |
Fair Value, Recurring [Member] | Common Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 94,393 | 172,081 |
Fair Value, Recurring [Member] | Common Stock [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 94,393 | 172,081 |
Fair Value, Recurring [Member] | Common Stock [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 0 | 0 |
Fair Value, Recurring [Member] | Common Stock [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 0 | 0 |
Fair Value, Recurring [Member] | Collateralized Mortgage Backed Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 2 | 2 |
Fair Value, Recurring [Member] | Collateralized Mortgage Backed Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 2 | 2 |
Fair Value, Recurring [Member] | Collateralized Mortgage Backed Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | 0 | 0 |
Fair Value, Recurring [Member] | Collateralized Mortgage Backed Securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities Available for Sale at Fair Value | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details Narrative) $ in Millions | Mar. 31, 2020USD ($) |
Fair Value Disclosures [Abstract] | |
Fixed rate mortgage notes payable at fair value | $ 823.1 |
Fixed rate mortgage notes payable | $ 787.6 |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Details Narrative) - USD ($) $ in Millions | 6 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | ||
Cash paid for interest | $ 17.5 | $ 18.1 |
Amount of dividend reinvested | $ 5.6 | $ 8.5 |
CONTINGENCIES AND COMMITMENTS (
CONTINGENCIES AND COMMITMENTS (Details Narrative) $ in Millions | 6 Months Ended |
Mar. 31, 2020USD ($)ft² | |
Industrial Property [Member] | Mortgage Loan [Member] | |
Other Commitments [Line Items] | |
Mortgage loans amortization period | 15 years |
Mortgage loans committed on real estate, carrying amount of mortgage | $ | $ 85.7 |
Weighted average fixed interest rate, percentage | 3.03% |
Property Purchase Agreement [Member] | Industrial Property [Member] | |
Other Commitments [Line Items] | |
Square feet of industrial buildings to be purchased | ft² | 1,500,000 |
Weighted average lease term | 17 years 2 months 12 days |
Aggregate purchase price of industrial properties | $ | $ 229.6 |
Property Purchase Agreement [Member] | Industrial Property [Member] | Minimum [Member] | |
Other Commitments [Line Items] | |
Lease term | 15 years |
Property Purchase Agreement [Member] | Industrial Property [Member] | Maximum [Member] | |
Other Commitments [Line Items] | |
Lease term | 20 years |
Property Purchase Agreement [Member] | Fedex And Fedex Subsidiaries [Member] | |
Other Commitments [Line Items] | |
Square feet of industrial buildings to be purchased | ft² | 844,000 |
Percentage of total square feet of industrial buildings to be purchased | 56.00% |
Properties lease expiration period | 15 years |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) $ / shares in Units, $ in Millions | Apr. 01, 2020 | Apr. 30, 2020 | Mar. 31, 2020 |
Subsequent Event [Line Items] | |||
Stock repurchased during period, shares | 300,000 | ||
Value of common stock, repurchased | $ 3.2 | ||
Stock repurchased, average price per share | $ 10.70 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Stock repurchased during period, shares | 100,000 | ||
Value of common stock, repurchased | $ 1.1 | ||
Stock repurchased, average price per share | $ 10.66 | ||
Subsequent Event [Member] | Series C Preferred Shareholders [Member] | |||
Subsequent Event [Line Items] | |||
Dividends payable, date to be paid | Jun. 15, 2020 | ||
Dividend declared, recorded date | May 15, 2020 | ||
Preferred stock, dividend per share declared | $ 0.3828125 | ||
Cumulative redeemable preferred, stock dividend rate | 6.125% | ||
Subsequent Event [Member] | Common Shareholders [Member] | |||
Subsequent Event [Line Items] | |||
Common stock, dividends, per share, declared | $ 0.17 | ||
Dividends payable, date to be paid | Jun. 15, 2020 | ||
Dividend declared, recorded date | May 15, 2020 |