Quarterly report pursuant to Section 13 or 15(d)

Equity

v3.21.1
Equity
3 Months Ended
Mar. 31, 2021
Equity  
Equity

Note 5 – Equity

Preferred Stock

The Company’s charter authorizes the issuance of 10,000 shares of preferred stock, par value $0.001 per share. As of March 31, 2021 and December 31, 2020, 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, 2021 is summarized in the following table:

    

    

Applicable

    

    

Quarterly

    

Dividends

Date Announced

Record Date

Quarter

Payment Date

Dividend

per Share

December 16, 2020

 

January 15, 2021

 

Q4 2020

 

February 1, 2021

$

1,455

$

0.46875

March 3, 2021

 

April 15, 2021

 

Q1 2021

 

April 30, 2021

$

1,455

(1)

$

0.46875

(1)

Two months of this amount, equal to $970, was accrued at March 31, 2021.

The holders of the Series A Preferred Stock are entitled to receive dividend payments only when, as and if declared by the Company’s board of directors (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, 2021 and 2020, the Company paid preferred dividends of $1,455.

Common Stock

The Company has 500,000 authorized shares of common stock, $0.001 par value. As of March 31, 2021 and December 31, 2020, there were 60,794 and 49,461 outstanding shares of common stock, respectively.

Common stock dividend activity for the three months ended March 31, 2021 is summarized in the following table:

    

    

Applicable

    

    

Dividend

    

Dividends

Date Announced

Record Date

Quarter

Payment Date

Amount(1)

per Share

December 16, 2020

 

December 28, 2020

 

Q4 2020

 

January 11, 2021

$

10,573

$

0.20

March 3, 2021

 

March 24, 2021

 

Q1 2021

 

April 8, 2021

$

13,260

$

0.205

(1)

Includes distributions on outstanding LTIP Units and OP Units.

During the three months ended March 31, 2021 and 2020, the Company paid total dividends on its common stock, LTIP Units and OP Units in the aggregate amount of $11,315 and $10,031, respectively.

As of March 31, 2021 and December 31, 2020, the Company had accrued dividend balances of $252 and $927 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, 2021, $67 of dividends were accrued and $742 of dividends were paid related to these units. During the three months ended March 31, 2020, $279 of dividends were accrued and $490 of dividends were paid related to these units.

The amount of the dividends paid to the Company’s stockholders is determined by the 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.

Capital Raising Activity

On March 18, 2021, the Company closed an underwritten public offering of its common stock, including the related option to purchase additional shares granted to the underwriters. These transactions resulted in the issuance of 8,625 shares of the Company’s common stock at a public offering price of $13.30 per share, resulting in net proceeds to the Company of $109,550.  

During the three months ended March 31, 2021, the Company generated net proceeds of $34,880 through at-the-market ("ATM") equity issuances of 2,709 shares of the Company’s common stock at an average offering price of $13.07 per share.

OP Units

During the three months ended March 31, 2021, there were no OP Unit redemptions. During year ended December 31, 2020, four OP Unit holders redeemed an aggregate of 1,379 OP Units for shares of the Company’s common stock with an aggregate redemption value of $17,882.

As of March 31, 2021 and December 31, 2020, there were 1,764 OP Units issued and outstanding with an aggregate value of $9,999. The OP Unit value at issuance and redemption 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 Condensed Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020. The Company has sufficient shares of common stock authorized pursuant to its charter to cover the redemption of outstanding OP Units.