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SHAREHOLDERS’ EQUITY
 9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
SHAREHOLDERS’ EQUITY

NOTE 7 – SHAREHOLDERS’ EQUITY

 

Common Stock

 

On April 1, 2024, the Company announced a $0.01 increase, representing a 4.9% increase, in its quarterly common stock dividend, raising it to $0.215 per share from $0.205 per share. Since 2020, we have increased our dividend four times by an aggregate amount of $0.14, representing a 19% increase. The Company’s annual dividend rate on its Common Stock is currently $0.86 per share.

 

On September 16, 2024, the Company paid total cash dividends of $16.0 million or $0.215 per share to common shareholders of record as of the close of business on August 15, 2024, of which $838,000 was reinvested in the Dividend Reinvestment and Stock Purchase Plan (“DRIP”). On October 1, 2024, the Company declared a dividend of $0.215 per share to be paid December 16, 2024 to common shareholders of record as of the close of business on November 15, 2024.

 

During the nine months ended September 30, 2024, the Company received, including dividends reinvested of $2.4 million, a total of $7.6 million from its DRIP. There were 481,000 shares issued under the DRIP during this period.

 

On January 10, 2024, the Board of Directors reaffirmed our Common Stock Repurchase Program (the “Repurchase Program”) that authorizes us to repurchase up to $25 million in the aggregate of the Company’s common stock. Purchases under the Repurchase Program may be made using a variety of methods, which may include open market purchases, privately negotiated transactions or block trades, or by any combination of such methods, in accordance with applicable insider trading and other securities laws and regulations. The size, scope and timing of any purchases will be based on business, market and other conditions and factors, including price, regulatory and contractual requirements or consents, and capital availability. The Repurchase Program does not require the Company to acquire any particular amount of common stock and may be suspended, modified or discontinued at any time at the Company’s discretion without prior notice. For the three and nine months ended September 30, 2024, the Company did not repurchase any shares of its Common Stock.

 

Common Stock At-The-Market Sales Programs

 

On April 4, 2023, the Company entered into an equity distribution agreement (“2023 Common ATM Program”) with BMO Capital Markets Corp., J.P. Morgan Securities LLC, B. Riley Securities, Inc., Compass Point Research & Trading, LLC, and Janney Montgomery Scott LLC, as distribution agents (the “Distribution Agents”) under which the Company was permitted to offer and sell shares of the Company’s common stock, $0.10 par value per share (the “Common Stock”), having an aggregate sales price of up to $150 million from time to time through the Distribution Agents, as agents or principals. Sales of the shares of Common Stock under the Distribution Agreement for the 2023 Common ATM Program were made in “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), including, without limitation, sales made directly on or through the New York Stock Exchange (the “NYSE”) or to or through a market maker or any other method permitted by law, including, without limitation, negotiated transactions and block trades. The Distribution Agents were not required to sell any specific number or dollar amount of securities, but were to use commercially reasonable efforts consistent with their normal trading and sales practices, on mutually agreed terms between the Distribution Agents and the Company. The 2023 Common ATM Program replaced an earlier similar at-the-market offering that the Company commenced in 2022. The Company began selling shares under the 2023 Common ATM Program in April 2023 and sold a total of 8.5 million shares of Common Stock during 2023 and 2024 under the 2023 Common ATM Program for an aggregate sale price of $132.2 million. For the nine months ended September 30, 2024, 1.2 million shares of Common Stock were issued and sold under the 2023 Common ATM Program at a weighted average price of $15.37 per share, generating gross proceeds of $19.1 million and net proceeds of $18.9 million, after offering expenses.

 

 

On March 12, 2024, the Company terminated the use of the 2023 Common ATM Program and entered into a new equity distribution agreement (“2024 March Common ATM Program”) with BMO Capital Markets Corp., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC, B. Riley Securities, Inc., Compass Point Research & Trading, LLC, and Janney Montgomery Scott LLC, as Distribution Agents under which the Company was permitted to offer and sell shares of the Company’s common stock, $0.10 par value per share, having an aggregate sales price of up to $150 million from time to time through the Distribution Agents, as agents or principals. Sales of the shares of Common Stock under the Distribution Agreement for the 2024 March Common ATM Program were made in “at the market offerings” as defined in Rule 415 under the Securities Act, including, without limitation, sales made directly on or through the NYSE or to or through a market maker or any other method permitted by law, including, without limitation, negotiated transactions and block trades. The Distribution Agents were not required to sell any specific number or dollar amount of securities, but were to use commercially reasonable efforts consistent with their normal trading and sales practices, on mutually agreed terms between the Distribution Agents and the Company. The Company began selling shares under the 2024 March Common ATM Program on March 13, 2024 and sold a total of 8.1 million shares of Common Stock during 2024 under the 2024 March Common ATM Program at a weighted average price of $17.86 per share, generating gross proceeds of $145.1 million and net proceeds of $142.9 million, after offering expenses.

 

On September 13, 2024, the Company filed with the State Department of Assessments and Taxation of the State of Maryland (the “Maryland SDAT”) an amendment (the “Articles of Amendment”) to the Company’s charter to increase the Company’s authorized shares of common stock, par value $0.10 per share (“Common Stock”), by 10 million shares.  The Articles of Amendment became effective at 10:00 a.m., Eastern time, on September 16, 2024.

 

On September 16, 2024, the Company terminated the use of the 2024 March Common ATM Program and entered into a new equity distribution agreement (“2024 September Common ATM Program”) with BMO Capital Markets Corp., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC, B. Riley Securities, Inc., Compass Point Research & Trading, LLC, and Janney Montgomery Scott LLC, as Distribution Agents under which the Company may offer and sell shares of the Company’s common stock, $0.10 par value per share, having an aggregate sales price of up to $150 million from time to time through the Distribution Agents, as agents or principals. Sales of the shares of Common Stock under the Distribution Agreement for the 2024 September Common ATM Program will be in “at the market offerings” as defined in Rule 415 under the Securities Act, including, without limitation, sales made directly on or through the NYSE or to or through a market maker or any other method permitted by law, including, without limitation, negotiated transactions and block trades. The Distribution Agents are not required to sell any specific number or dollar amount of securities, but will use commercially reasonable efforts consistent with their normal trading and sales practices, on mutually agreed terms between the Distribution Agents and the Company. The Company began selling shares under the 2024 September Common ATM Program on September 17, 2024 and through September 30, 2024, 90,000 shares of Common Stock were issued and sold under the 2024 September Common ATM Program at a weighted average price of $19.71 per share, generating gross proceeds of $1.8 million and net proceeds of $1.4 million, after offering expenses.

 

 

Under the 2023 Common ATM Program, the 2024 March Common ATM Program and the 2024 September Common ATM Program, during the nine months ended September 30, 2024, a total of 9.4 million shares of Common Stock were issued and sold at a weighted average price of $17.55 per share, generating gross proceeds of $166.0 million and net proceeds of $163.2 million, after offering expenses.

 

As of September 30, 2024, $148.2 million of common stock remained eligible for sale under the 2024 September Common ATM Program.

 

6.375% Series D Cumulative Redeemable Preferred Stock

 

On September 16, 2024, the Company paid $4.8 million in dividends or $0.3984375 per share for the period from June 1, 2024 through August 31, 2024 to holders of record as of the close of business on August 15, 2024 of our 6.375% Series D Cumulative Redeemable Preferred Stock, $0.10 par value per share, Liquidation Preference $25.00 per share (“Series D Preferred Stock”). Dividends on our Series D Preferred Stock are cumulative and payable quarterly at an annual rate of $1.59375 per share.

 

On October 1, 2024, the Company declared a dividend of $0.3984375 per share for the period from September 1, 2024 through November 30, 2024 to be paid on December 16, 2024 to Series D Preferred shareholders of record as of the close of business on November 15, 2024.

 

Preferred Stock At-The-Market Sales Program

 

On January 10, 2023, the Company entered into an At Market Issuance Sales Agreement (“2023 Preferred ATM Program”) with B. Riley. Under the 2023 Preferred ATM Program, the Company may offer and sell shares of the Company’s 6.375% Series D Cumulative Redeemable Preferred Stock, $0.10 par value per share, with a liquidation preference of $25.00 per share (the “Series D Preferred Stock”), having an aggregate sales price of up to $100 million from time to time through B. Riley, as agent or principal. Sales of the shares of Series D Preferred Stock in the 2023 Preferred ATM Program will be in “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”), including, without limitation, sales made directly on or through the New York Stock Exchange (the “NYSE”) or on any other existing trading market for the Series D Preferred Stock, as applicable, or to or through a market maker or any other method permitted by law, including, without limitation, negotiated transactions and block trades. B. Riley is not required to sell any specific number or dollar amount of securities, but will use its commercially reasonable efforts consistent with its normal trading and sales practices, on mutually agreed terms between B. Riley and the Company. For the nine months ended September 30, 2024, the Company issued and sold 664,000 shares of its Series D Preferred Stock under the 2023 Preferred ATM Program at a weighted average price of $23.35 per share, generating gross proceeds of $15.5 million and net proceeds of $15.3 million, after offering expenses.

 

 

As of September 30, 2024, $30.6 million in shares of Series D Preferred Stock remained eligible for sale under the 2023 Preferred ATM Program.