The Company’s charter authorizes the issuance of 10,000 shares of preferred stock, par value $0.001 per share. As of March 31, 2019 and December 31, 2018, there were 3,105 shares of Series A Cumulative Redeemable Preferred Stock (“Series A Preferred Stock”), issued and outstanding. The Series A Preferred Stock has a liquidation preference of $25 per share.

 

Preferred stock dividend activity for the three months ended March 31, 2019 is summarized in the following table:

 

 

Two months of this amount, equal to $970, was accrued at March 31, 2019.

 

The holders of the Series A Preferred Stock are entitled to receive dividend payments only when, as and if declared by the Board (or a duly authorized committee of the Board). Dividends will accrue or be payable in cash from the original issue date, on a cumulative basis, quarterly in arrears on each dividend payment date at a fixed rate per annum equal to 7.50% of the liquidation preference of $25.00 per share (equivalent to $1.875 per share on an annual basis). Dividends on the Series A Preferred Stock will be cumulative and will accrue whether or not (i) funds are legally available for the payment of those dividends, (ii) the Company has earnings or (iii) those dividends are declared by the Board. The quarterly dividend payment dates on the Series A Preferred Stock are January 31, April 30, July 31 and October 31 of each year. During each of the three month periods ended March 31, 2019 and 2018, the Company paid preferred dividends of $1,455.

The Company has 500,000 authorized shares of common stock, $0.001 par value. As of March 31, 2019 and December 31, 2018, there were 34,555 and 25,944 outstanding shares of common stock, respectively.

 

On March 18, 2019, the Company closed an underwritten public offering of its common stock and on March 25, 2019 the Company closed on part of the related over-allotment option granted to the underwriters. These transactions resulted in an aggregate of 8,233 shares of the Company’s common stock being issued at a public offering price of $ per share, receiving net proceeds of $75,918. This represented gross proceeds of $80,269 less underwriting discounts and advisory fees of $4,013 and expenses paid by the Company that were directly attributable to the offering of $338.

 

On August 17, 2018, the Company, its Advisor, and the Operating Partnership entered into a Sales Agreement with a number of financial institutions, pursuant to which the Company may offer and sell, from time to time, up to $50 million of its common stock (the “ATM Program”). During the three months ended March 31, 2019, pursuant to the ATM Program, the Company sold and issued 321 shares of its common stock at an average price of $9.68 per share, receiving net proceeds of $3,026. This represented gross proceeds of $3,108 net of $82 of commissions and expenses paid by the Company that were directly attributable to the issuance.

 

Common stock dividend activity for the three months ended March 31, 2019 is summarized in the following table:

 

 

Includes distributions on granted LTIP Units and OP Units.

 

During the three months ended March 31, 2019 and 2018, the Company paid total dividends on its common stock, LTIP Units and OP Units in the aggregate amount of $5,781 and $4,552, respectively.

 

As of March 31, 2019 and December 31, 2018, the Company had an accrued dividend balance of $327 and $316 for dividends payable on the aggregate annual and long-term LTIP Units that are subject to retroactive receipt of dividends on the amount of LTIP Units ultimately earned. During the three months ended March 31, 2019, $97 of dividends were accrued and $86 of dividends were paid related to these units. During the three months ended March 31, 2018, $165 of dividends were accrued and no dividends related to these units were paid.

 

The amount of the dividends paid to the Company’s stockholders is determined by the Company’s Board and is dependent on a number of factors, including funds available for payment of dividends, the Company’s financial condition and capital expenditure requirements except that, in accordance with the Company’s organizational documents and Maryland law, the Company may not make dividend distributions that would: (i) cause it to be unable to pay its debts as they become due in the usual course of business; (ii) cause its total assets to be less than the sum of its total liabilities plus senior liquidation preferences; or (iii) jeopardize its ability to maintain its qualification as a REIT.

During the three months ended March 31, 2019, the Company issued an aggregate of OP Units with a value of $ in connection with a facility acquisition. Additionally, during the three months ended March 31, 2019 two OP Unit holders redeemed an aggregate of OP Units that were issued during 2017 for a facility acquisition. The Company redeemed such OP Units for shares of its common stock with a value of $. During the year ended December 31, 2018, the Company issued an aggregate of 1,899 OP Units with a value of $ in connection with three facility acquisitions. As of March 31, 2019 and December 31, 2018, there were and OP Units issued and outstanding, respectively, with an aggregate value of $27,881 and $27,894, respectively. The OP Unit value is based on the Company’s closing share price on the date of the respective transaction and is included as a component of noncontrolling interest equity in the Company’s Consolidated Balance Sheets as of March 31, 2019 and December 31, 2018.