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Capital
3 Months Ended
Jun. 30, 2023
Equity [Abstract]  
Capital CapitalThe Company has authorized 500,000,000 common shares, $0.01 par value per share, and 100,000,000 preferred shares, $0.01 par value per share. The Board of Trustees may authorize the issuance of additional shares of either class. As of June 30, 2023 and December 31, 2022, there were 14,378,193 and 13,377,840 common shares outstanding, respectively. No preferred shares have been issued.
Detailed below is a roll forward of the Company's common shares outstanding for the three- and six-month periods ended June 30, 2023 and 2022:
Three-Month Period EndedSix-Month Period Ended
June 30, 2023June 30, 2022June 30, 2023June 30, 2022
Common Shares Outstanding (3/31/2023, 3/31/2022, 12/31/2022, and 12/31/2021, respectively)
13,830,403 13,109,926 13,377,840 13,109,926 
Share Activity:
Common shares repurchased— (30,532)— (30,532)
Common shares issued547,790 — 1,003,461 — 
Forfeiture of common shares to satisfy tax withholding obligations— — (3,108)— 
Common Shares Outstanding (6/30/2023, 6/30/2022, 6/30/2023, and 6/30/2022, respectively)
14,378,193 13,079,394 14,378,193 13,079,394 
Unvested restricted shares outstanding (6/30/2023, 6/30/2022, 6/30/2023, and 6/30/2022, respectively)
44,804 32,567 44,804 32,567 
The below table provides details on the Company's restricted shares granted pursuant to share award agreements which are unvested at June 30, 2023:
Grant RecipientNumber of Restricted Shares GrantedGrant Date
Vesting Date(1)
Independent trustees:
27,044 September 13, 2022September 12, 2023
Partially dedicated employees:
5,649 December 16, 2021December 16, 2023
6,056 December 15, 2022December 15, 2023
6,055 December 15, 2022December 15, 2024
(1)Date at which such restricted shares will vest and become non-forfeitable.
On May 16, 2023, the Company's 2023 Equity Incentive Plan became effective and replaced the Company's 2013 Equity Incentive Plan. Awards previously granted under the 2013 Equity Incentive Plan remain outstanding and valid in accordance with their terms, but no new awards will be granted under the 2013 Equity Incentive Plan. As of June 30, 2023, there were 970,319 shares available for future issuance under the Company's 2023 Equity Incentive Plan.
On June 13, 2018, the Company's Board of Trustees approved the adoption of a share repurchase program under which the Company is authorized to repurchase up to 1.2 million common shares. The program, which is open-ended in duration, allows the Company to make repurchases from time to time on the open market or in negotiated transactions, including through Rule 10b5-1 plans. Repurchases are at the Company's discretion, subject to applicable law, share availability, price and its financial performance, among other considerations. During the three- and six-month periods ended June 30, 2022, the Company repurchased 30,532 of its common shares at an aggregate cost of $0.2 million, and an average price of per share of $6.57. From inception of the current share repurchase program adopted on June 13, 2018 through June 30, 2023, the Company repurchased 474,192 of its common shares at an aggregate cost of $4.4 million, and an average price per share of $9.21. The Company did not repurchase any shares during the three- and six-month period ended June 30, 2023.
On April 2, 2021, the Company commenced an "at-the-market" offering program, or "ATM program," by entering into equity distribution agreements with third party sales agents under which it was authorized to offer and sell up to $75.0 million of common shares from time to time. During the three-month period ended June 30, 2023, the Company issued 547,790 common shares under the ATM program, which provided $3.8 million of net proceeds after $0.1 million of agent commissions and offering costs. During the six-month period ended June 30, 2023, the Company issued 1,003,461 common shares under the ATM program, which provided $7.3 million of net proceeds after $0.2 million of agent commissions and offering costs. From commencement of the ATM program through June 30, 2023, the Company issued 1,435,510 common shares under the ATM program.
Distribution Policy
The timing and frequency of distributions will be determined by the Board of Trustees based upon a variety of factors deemed relevant by the Company's trustees, including restrictions under applicable law, capital requirements of the Company, and the REIT requirements of the Code. Distributions to shareholders generally will be taxable as ordinary income, although a
portion of such distributions may be designated as long-term capital gain or qualified dividend income, or may constitute a return of capital. The Company will furnish annually to each shareholder a statement setting forth distributions paid or deemed paid during the preceding year and their U.S. federal income tax treatment. It is the intention of the Company to distribute at least 100% of its REIT taxable income, after application of available tax attributes, within the time limits prescribed by the Internal Revenue Code, which may extend into the subsequent taxable year.