XML 38 R26.htm IDEA: XBRL DOCUMENT v3.21.2
SUBSEQUENT EVENTS (Tables)
9 Months Ended
Sep. 30, 2021
Subsequent Events [Abstract]  
Schedule of Asset Acquisitions
During the nine months ended September 30, 2021, we acquired 21 new farms, which are summarized in the table below (dollars in thousands, except for footnotes):
Property
Name
Property
Location
Acquisition
Date
Total
Acres
No. of
Farms
Primary
Crop(s) / Use
Lease
Term
Renewal
Options
Total
Purchase
Price
Acquisition
Costs
(1)
Annualized
Straight-line
Rent
(2)
Palmer Mill RoadDorchester, MD3/3/20212282Sod10.0 years
2 (5 years)
$1,600 $56 $89 
Eight Mile Road – Port FacilitySan Joaquin, CA3/11/202151Cooling facility and storage9.8 years
3 (5 years)
3,977 50 189 
South AvenueTehama, CA4/5/20212,2851Olives for olive oil14.7 years
1 (5 years)
37,800 149 2,555 
Richards AvenueAtlantic, NJ6/3/20211163Blueberries14.9 years
2 (5 years)
2,150 63 129 
Lerdo Highway (Phase I)(3)(4)
Kern, CA6/4/20216391Conventional & organic almonds and banked water10.4 years
3 (10 years)
26,492 111 974 
Almena DriveVan Buren
& Eaton, MI
6/9/20219308Blueberries14.7 years
2 (5 years)
13,300 49 785 
Maricopa HighwayKern, CA8/11/20212771 Organic blueberries14.9 years
3 (5 years)
30,000 63 2,262 
Wallace RoadYamhill, OR8/11/20211431Organic blueberries10.1 years
3 (5 years)
12,320 39 768 
West OrangeSt. Lucie, FL8/18/20216172Lemons and oranges12.0 yearsNone5,241 180 367 
Lerdo Highway (Phase II)(3)(5)
Kern, CA8/20/20214791Conventional & organic almonds and banked water10.2 years
3 (10 years)
14,772 53 735 
5,71921$147,652 $813 $8,853 
(1)Includes approximately $50,000 of external legal fees associated with negotiating and originating the leases associated with these acquisitions, which were expensed in the period incurred.
(2)Based on the minimum cash rental payments guaranteed under the respective leases, as required under GAAP, and excludes contingent rental payments, such as participation rents.
(3)Lease provides for an annual participation rent component based on the gross crop revenues earned on the farm. The rent figure above represents only the minimum cash guaranteed under the lease.
(4)As part of the acquisition of this property, we acquired a contract to purchase 20,330 acre-feet of water stored with Semitropic Water Storage District, located in Kern County, California, at a fixed price. We executed this contract on June 25, 2021, at an additional cost of approximately $1.2 million, which is included in the total purchase price for this property in the table above. Rent is not currently being earned on the value attributable to the water. See “—Investments in Water Assets” below for additional information on this water.
(5)As part of the acquisition of this property, we acquired a contract to purchase 5,000 acre-feet of water stored with Semitropic Water Storage District, located in Kern County, California, at a fixed price. We executed this contract on August 23, 2021, at an additional cost of approximately $306,000, which is included in the total purchase price for this property in the table above. Rent is not currently being earned on the value attributable to the water. See “—Investments in Water Assets” below for additional information on this water.
During the nine months ended September 30, 2020, we acquired 12 new farms, which are summarized in the table below (dollars in thousands, except for footnotes):
Property
Name
Property
Location
Acquisition
Date
Total
Acres
No. of
Farms
Primary
Crop(s)
Lease
Term
Renewal
Options
Total
Purchase
Price
Acquisition
Costs
(1)
Annualized
Straight-line
Rent
(2)
County Road 18Phillips, CO1/15/20201,3252Sugar beets, edible beans, potatoes, & corn6.0 yearsNone$7,500 $39 $417 
Lamar ValleyChase, NE5/7/20206781Potatoes, edible beans, & corn6.7 years
2 (5 years)
3,500 43 204 
Driver Road(3)
Kern, CA6/5/20205901Pecans4.7 years
2 (10 years)
14,169 52 784 
Mt. HermonWicomico & Caroline, MD, and Sussex, DE8/31/20209395Sod & vegetables10.0 years
2 (5 years)
7,346 226 432 
Firestone Avenue(4)(5)(6)
Fresno, CA9/3/20202,5343Pistachios and misc. organic & conventional vegetables1.2 years
2 (5 years)
31,833 131 1,734 
6,06612$64,348 $491 $3,571 
(1)Includes approximately $38,000 of aggregate external legal fees associated with negotiating and originating the leases associated with these acquisitions, which were expensed in the period incurred.
(2)Based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents.
(3)The lease provides for an initial term of 14.7 years and includes six tenant termination options throughout the initial term. The lease term stated above represents the term through the first available termination option, and the annualized straight-line rent amount represents the rent guaranteed through the noncancellable term of the lease.
(4)Lease provides for a participation rent component based on the gross crop revenues earned on the farm. The rent figure above represents only the minimum cash guaranteed under the lease.
(5)Lease provides for an initial term of 8.2 years but also includes an annual tenant termination option, effective as of the end of the then-current lease year (as defined within the lease). The lease term stated above represents the term through the first available termination option, and the annualized straight-line rent amount represents the rent guaranteed through the noncancellable term of the lease.
(6)In connection with the acquisition of this property, we also acquired an ownership interest in a related LLC, the sole purpose of which is to own and maintain a pipeline conveying water to this and other neighboring properties. Our acquired ownership, which equated to a 12.5% interest in the LLC, was valued at approximately $280,000 at the time of acquisition and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets. See “Investments in Unconsolidated Entities” below for further information on our aggregate ownership interest in this LLC.
Subsequent to September 30, 2021, we acquired two new farms, which are summarized in the table below (dollars in thousands, except for footnotes):
Property
Name
Property
Location
Acquisition
Date
Total
Acres
No. of
Farms
Primary
Crop(s) / Use
Lease
Term
Renewal
Options
Total
Purchase
Price
Acquisition
Costs
(1)
Annualized
Straight-line
Rent
(2)
Lerdo Highway (Phase III)(3)(4)
Kern, CA10/8/20211,2841Conventional & organic almonds, conventional & organic pistachios, and banked water10.1 years
3 (10 years)
$42,959 $77 $1,981 
Raymond Road(4)
Madera, CA10/21/20212191Almonds10.0 years
1 (5 years)
3,300 50 183 
1,5032$46,259 $127 $2,164 
(1)Acquisitions will be accounted for as asset acquisitions in accordance with ASC 360. The figures above represent only costs paid or accrued for as of the date of this filing.
(2)Annualized straight-line rent is based on the minimum cash rental payments guaranteed under the applicable leases, as required under GAAP, and excludes contingent rental payments, such as participation rents.
(3)As part of the acquisition of this property, we acquired a contract to purchase 19,670 acre-feet of water stored with SWSD, located in Kern County, California, at a fixed price. We executed this contract on October 11, 2021, at an additional cost of approximately $1.2 million, which is included in the total purchase price for this property in the table above. Rent is not currently being earned on the value attributable to the water.
(4)Lease provides for an annual participation rent component based on the gross crop revenues earned on the farm. The rent figure above represents only the minimum cash guaranteed under the lease.
Summary of Borrowings
Our borrowings as of September 30, 2021, and December 31, 2020, are summarized below (dollars in thousands):
 Carrying Value as of As of September 30, 2021
September 30, 2021December 31, 2020
Stated Interest
Rates(1)
(Range; Wtd. Avg)
Maturity Dates
(Range; Wtd. Avg)
Notes and bonds payable:
Fixed-rate notes payable$564,695 $492,182 
2.44%–5.70%; 3.73%
2/14/2022–7/1/2051; November 2032
Variable-rate notes payable— 45,525 N/AN/A
Fixed-rate bonds payable84,762 89,883 
2.13%–4.57%; 3.45%
1/12/2022–10/31/2028; October 2024
Total notes and bonds payable649,457 627,590 
Debt issuance costs – notes and bonds payable(3,490)(3,629)N/AN/A
Notes and bonds payable, net$645,967 $623,961 
Variable-rate revolving lines of credit$100 $100 2.50%4/5/2024
Total borrowings, net$646,067 $624,061 
(1)Where applicable, stated interest rates are before interest patronage (as described below).
The following table summarizes the pertinent terms of the New MetLife Facility as of September 30, 2021 (dollars in thousands, except for footnotes):
IssuanceAggregate
Commitment
Maturity
Dates
Principal
Outstanding
 Interest Rate Terms Undrawn
Commitment
 
New MetLife Term Note$75,000 
(1)
1/5/2030$36,900 
2.75%, fixed through 1/4/2030
(2)
38,100 
(3)
MetLife Lines of Credit75,000 4/5/2024100 
3-month LIBOR + 2.00%
(4)
74,900 
(3)
Total principal outstanding$37,000   
(1)If the aggregate commitment under the New MetLife Term Note is not fully utilized by December 31, 2022, MetLife has the option to be relieved of its obligation to disburse the additional funds thereunder.
(2)Interest rates on any future disbursements under the New MetLife Term Note will be based on prevailing market rates at the time of such disbursements. In addition, through December 31, 2022, the New MetLife Term Note is also subject to an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under the New MetLife Term Note).
(3)Based on the properties that were pledged as collateral under the New MetLife Facility, as of September 30, 2021, the maximum additional amount we could draw under the facility was approximately $24.2 million.
(4)The interest rate on the MetLife Lines of Credit is subject to a minimum annualized rate of 2.50%, plus an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under each line of credit).
During the nine months ended September 30, 2021, we issued one new bond under the Farmer Mac Facility, the pertinent terms of which are summarized in the following table (dollars in thousands):
Date of IssuanceAmountMaturity DatePrincipal AmortizationStated
Interest Rate
Interest Rate Terms
2/4/2021$2,460 10/31/202825.0 years3.13%Fixed throughout term
During the nine months ended September 30, 2021, we entered into the following loan agreements with Farm Credit (dollars in thousands):
IssuerDate of
Issuance
AmountMaturity
Date
Principal
Amortization
Stated Interest Rate(1)
Interest Rate Terms
Farm Credit West, FLCA(2)
1/28/2021$2,07311/1/204524.8 years3.23%Fixed through 12/31/2027 (variable thereafter)
Mid Atlantic Farm Credit, ACA3/3/2021960 6/1/204524.4 years3.80%Fixed through 1/31/2031 (variable thereafter)
GreenStone Farm Credit Services, FLCA8/17/20217,980 8/1/204625.5 years4.00%Fixed through 7/31/2031 (variable thereafter)
Golden State Farm Credit, FLCA9/28/202115,960 7/1/205130.0 years3.75%Fixed through 9/30/2031 (variable thereafter)
Golden State Farm Credit, FLCA9/28/20216,840 7/1/204625.0 years3.75%Fixed through 9/30/2031 (variable thereafter)
(1)Stated rate is before interest patronage, as described below.
(2)Loan proceeds used to repay a previously-issued loan with an outstanding balance of approximately $1.4 million and a stated interest rate of 4.99%.
During the nine months ended September 30, 2021, we entered into loan agreements with certain other lenders, the terms of which are summarized in the following table (dollars in thousands):
LenderDate of IssuanceAmountMaturity DatePrincipal AmortizationStated Interest RateInterest Rate Terms
Rabo AgriFinance, LLC(1)
3/11/2021$3,780 12/1/203025.0 years3.27%Fixed throughout term
Rabo AgriFinance, LLC(1)
3/11/2021630 12/1/2022None
(interest only)
2.44%Fixed throughout term
(1)Loans were issued as variable-rate loans but were subsequently fixed through our entry into interest rate swap agreements with the lender (as counterparty).
Subsequent to the quarter ended September 30, 2021, we entered into certain agreements to provide for future financings. The terms of these agreements are summarized in the following table (dollars in thousands):
IssuerExpected Funding PeriodAmount
Stated Interest Rate(1)
Interest Rate Terms
Rabo AgriFinance, LLCQ4 2021$22,620 3.42%
Fixed throughout term(2)
Farmer MacQ4 20211,290 3.32%Fixed throughout term
American AgCredit
TBD(3)
2,990 3.00%Variable, as determined by lender
(1)Where applicable, stated rate is before interest patronage, as described in Note 4 “Borrowings—Farm Credit Notes Payable—Interest Patronage.”
(2)Pursuant to an interest rate swap agreement entered into with Rabo AgriFinance, LLC, the loan will bear interest at a fixed rate of 3.42% through November 2030.
(3)A portion of this loan is tied to an ongoing development project and will not be fully available to us until the project is complete. The completion of the development project and the receipt of these loan proceeds are both expected to occur by May 2023.
Schedule of Equity Activity
The following table provides information on equity sales that have occurred subsequent to September 30, 2021 (dollars in thousands, except per-share amounts):
Type of IssuanceNumber of
Shares Sold
Weighted Average Offering Price
Per Share
Gross Proceeds
Net Proceeds(1)
Series C Preferred Stock(2)
395,405$24.95 $9,866 $8,995 
Common Stock – ATM Program2,166,02423.07 49,970 49,470 
(1)Net of Selling Commissions and Dealer-Manager Fees or underwriting discounts and commissions (in each case, as applicable).
(2)Excludes approximately 1,894 shares issued pursuant to the DRIP.
Monthly Distributions Declared by Company's Board of Directors
On October 12, 2021, our Board of Directors authorized and we declared the following monthly cash distributions to holders of our preferred and common stock:
IssuanceRecord DatePayment DateDistribution per Share
Series B Preferred Stock:October 22, 2021October 29, 2021$0.125 
November 19, 2021November 30, 20210.125 
December 23, 2021December 31, 20210.125 
Total Series B Preferred Stock Distributions:$0.375 
Series C Preferred Stock:October 28, 2021November 5, 2021$0.125 
November 29, 2021December 6, 20210.125 
December 29, 2021January 5, 20220.125 
Total Series C Preferred Stock Distributions:$0.375 
Series D Term Preferred Stock:October 22, 2021October 29, 2021$0.104167 
November 19, 2021November 30, 20210.104167 
December 23, 2021December 31, 20210.104167 
Total Series D Term Preferred Stock Distributions:$0.312501 
Common Stock(1):
October 22, 2021October 29, 2021$0.0452 
November 19, 2021November 30, 20210.0452 
December 23, 2021December 31, 20210.0452 
Total Common Stock Distributions:$0.1356 
(1)The same amounts paid to common stockholders will be paid as distributions on each OP Unit held by non-controlling OP Unitholders as of the above record dates.