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Subsequent Events | 12 Months Ended
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Dec. 31, 2019
Subsequent Events [Abstract] |
Subsequent Events | SUBSEQUENT EVENTS Portfolio Activity Acquisition Activity Subsequent to December 31, 2019, through the date of this filing, we have acquired two farms, which are summarized in the table below (dollars in thousands, except for footnotes):
Property Name |  | Property Location |  | Acquisition Date |  | Total Acreage |  | No. of Farms |  | Primary Crop(s) |  | Lease Term |  | Renewal Options |  | Total Purchase Price |  | Acquisition Costs(1) |  | Annualized Straight-line Rent(2)
County Road 18 |  | Phillips, CO |  | 1/15/2020 |  | 1,325 |  | 2 |  | Sugar beets, edible beans, potatoes, & corn |  | 6.0 years |  | None |  | $ | 7,500 |  |  | $ | 27 |  |  | $ | 417 |
|  |  |  |  |  | 1,325 |  | 2 |  |  |  |  |  |  |  | $ | 7,500 |  |  | $ | 27 |  |  | $ | 417 |
(1) | Acquisition will be accounted for as an asset acquisition in accordance with ASC 360. The figures above represent only costs paid or accrued for as of the date of this filing.
(2) | Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the respective leases, as required under GAAP, and excludes contingent rental payments, such as participation rents.
Leasing Activity The following table summarizes the leasing activity that occurred on our existing properties subsequent to December 31, 2019, through the date of this filing (dollars in thousands):
|  |  |  | PRIOR LEASES |  | NEW LEASES
Farm Locations | Number of Leases | Total Farm Acres |  | Total Annualized Straight-line Rent(1) | # of Leases with Participation Rents | Lease Structures (# of NNN / NN / N)(2) |  | Total Annualized Straight-line Rent(1) | Wtd. Avg. Term (Years) | # of Leases with Participation Rents | Lease Structures (# of NNN / NN / N)(2)
AZ, CA, NC, & NE | 7 | 6,452 |  | $ | 3,687 |  | 4 | 5 / 0 / 2 |  | $ | 3,556 |  | 6.7 | 5 | 5 / 2 / 0
(1) | Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the leases (presented on an annualized basis), as required under GAAP, and excludes contingent rental payments, such as participation rents.
(2) | “NNN” refers to leases under triple-net lease arrangements, “NN” refers to leases under partial-net lease arrangements, and “N” refers to leases under single-net lease arrangements For a description of each of these types of lease arrangements, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—Leases—General.”
Lease Termination On February 10, 2020, we reached an agreement with a tenant occupying four of our farms in Arizona to terminate the existing leases encompassing those four farms effective February 10, 2020. As part of the termination agreement, the outgoing tenant made a one-time termination payment to us of approximately $3.0 million, which will be recognized as additional lease revenue by us during the three months ending March 31, 2020. The prior leases were scheduled to expire on September 15, 2026 (with two of the farms subject to the renewal of certain state leases currently scheduled to expire on February 14, 2022, and February 14, 2025), and in connection with the early termination of these leases, we will write off an aggregate net deferred rent balance of approximately $104,000, which will also be written off during the three months ending March 31, 2020. In addition, upon termination of these leases, we entered into a new, seven-year lease with a new tenant effective immediately. These leases are included in the Leasing Activity table above. Financing Activity Debt Activity—New Borrowings Borrowing Activity On January 10, 2020, we amended and restated a 2.80% fixed-rate bond for $8.1 million that was previously issued under the Farmer Mac Facility and was originally scheduled to mature on January 10, 2020. The amended bond is for an equal amount and will bear interest at a fixed rate of 2.66% through its maturity on January 12, 2024. All other material items of the amended and restated bond remained unchanged. Equity Activity The following table provides information on equity sales that have occurred subsequent to December 31, 2019 (dollars in thousands, except per-share amounts):
Type of Issuance |  | Number of Shares Sold |  | Weighted Average Offering Price Per Share |  | Gross Proceeds |  | Net Proceeds(1)
Series B Preferred Stock |  | 911,383 |  | $ | 24.53 |  |  | $ | 22,353 |  |  | $ | 20,506 |
Common Stock – ATM Program |  | 409,800 |  | 13.28 |  |  | 5,441 |  |  | 5,386 |
(1) | Net of Selling Commissions and Dealer-Manager Fees or underwriting commissions and discounts (in each case, as applicable)
In addition, subsequent to December 31, 2019, 5,753 shares of the Series B Preferred Stock were redeemed at a weighted-average cash redemption price of $24.41 per share. As a result, we paid a total redemption cost of approximately $140,000 to redeem and retire these shares. Distributions On January 14, 2020, our Board of Directors declared the following monthly cash distributions to holders of our preferred and common stock:
Issuance |  | Record Date |  | Payment Date |  | Distribution per Share
Series A Term Preferred Stock: |  | January 24, 2020 |  | January 31, 2020 |  | $ | 0.1328125 |
|  | February 19, 2020 |  | February 28, 2020 |  | 0.1328125 |
|  | March 20, 2020 |  | March 31, 2020 |  | 0.1328125 |
Total Series A Term Preferred Stock Distributions: |  | $ | 0.3984375 |
Series B Preferred Stock: |  | January 22, 2020 |  | January 31, 2020 |  | $ | 0.125 |
|  | February 26, 2020 |  | March 4, 2020 |  | 0.125 |
|  | March 25, 2020 |  | April 1, 2020 |  | 0.125 |
Total Series B Preferred Stock Distributions: |  | $ | 0.375 |
Common Stock: |  | January 24, 2020 |  | January 31, 2020 |  | $ | 0.04465 |
|  | February 19, 2020 |  | February 28, 2020 |  | 0.04465 |
|  | March 20, 2020 |  | March 31, 2020 |  | 0.04465 |
Total Common Stock Distributions: |  | $ | 0.13395 |
The same amounts paid to common stockholders will be paid as distributions on each OP Unit held by non-controlling OP Unitholders as of the above record dates. Amendment to 2019 Advisory Agreement On January 14, 2020, we amended the 2019 Advisory Agreement (as amended, the “2020 Advisory Agreement”), which was approved unanimously by our board of directors, including our independent directors. The 2020 Advisory Agreement revised the calculation of the Base Management Fee, which was previously based on “Total Adjusted Common Equity” (as defined in the 2019 Advisory Agreement), with a calculation based on “Gross Tangible Real Estate,” effective beginning with the three months ending March 31, 2020. The revised Base Management Fee will be payable quarterly in arrears and shall be calculated at an annual rate of 0.50% (0.125% per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined in the 2020 Advisory Agreement as the gross cost of tangible real estate owned by us (including land and land improvements, irrigation and drainage systems, horticulture, farm-related facilities, and other tangible site improvements), prior to any accumulated depreciation, and as shown on our balance sheet or the notes thereto for the applicable quarter. All other terms of the 2019 Advisory Agreement, including the calculations of the other fees, remain unchanged in the 2020 Advisory Agreement.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 855 -URI http://asc.fasb.org/topic&trid=2122774 + Details
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