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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2023
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________
Commission file number: 001-35795
GLADSTONE LAND CORPORATION
(Exact name of registrant as specified in its charter)
Maryland 54-1892552
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer Identification No.)
1521 Westbranch Drive,Suite 100
McLean,Virginia22102
(Address of principal executive offices)(Zip Code)
(703) 287-5800
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.001 par value per shareLANDThe Nasdaq Stock Market, LLC
6.00% Series B Cumulative Redeemable Preferred Stock, $0.001 par value per shareLANDOThe Nasdaq Stock Market, LLC
6.00% Series C Cumulative Redeemable Preferred Stock, $0.01 par value per shareLANDPThe Nasdaq Stock Market, LLC
5.00% Series D Cumulative Redeemable Term Preferred Stock, $0.001 par value per shareLANDMThe Nasdaq Stock Market, LLC
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes      No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer  Accelerated filer
Non-accelerated filer  Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes      No  
The number of shares of the registrant’s Common Stock, $0.001 par value per share, outstanding as of November 6, 2023, was 35,838,442.


GLADSTONE LAND CORPORATION
FORM 10-Q FOR THE QUARTER ENDED
SEPTEMBER 30, 2023
TABLE OF CONTENTS 
  PAGE


PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GLADSTONE LAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per-share data)
(Unaudited)
September 30, 2023December 31, 2022
ASSETS
Real estate, at cost$1,437,268 $1,432,394 
Less: accumulated depreciation(133,237)(106,966)
Total real estate, net1,304,031 1,325,428 
Lease intangibles, net5,018 5,702 
Cash and cash equivalents25,080 61,141 
Other assets, net71,983 64,980 
TOTAL ASSETS$1,406,112 $1,457,251 
LIABILITIES AND EQUITY
LIABILITIES:
Borrowings under lines of credit$100 $100 
Notes and bonds payable, net584,098 626,400 
Series D cumulative term preferred stock, net, $0.001 par value, $25.00 per share liquidation preference; 3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of September 30, 2023, and December 31, 2022
59,416 59,107 
Accounts payable and accrued expenses9,723 16,266 
Due to related parties, net3,620 4,370 
Other liabilities, net17,669 19,646 
Total liabilities674,626 725,889 
Commitments and contingencies (Note 7)
EQUITY:
Stockholders’ equity:
Series B cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 6,456,065 shares authorized, 5,956,065 shares issued and outstanding as of September 30, 2023, and December 31, 2022
6 6 
Series C cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 25,902,437 shares authorized, 10,156,509 shares issued and outstanding as of September 30, 2023; 25,951,347 shares authorized, 10,191,353 shares issued and outstanding as of December 31, 2022
10 10 
Series E cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 15,998,400 shares authorized, 221,481 shares issued and outstanding as of September 30, 2023; 16,000,000 shares authorized, 0 shares issued and outstanding as of December 31, 2022
  
Common stock, $0.001 par value; 48,043,098 shares authorized, 35,838,442 shares issued and outstanding as of September 30, 2023; 47,992,588 shares authorized, 35,050,397 shares issued and outstanding as of December 31, 2022
36 35 
Additional paid-in capital855,891 836,674 
Distributions in excess of accumulated earnings(134,728)(114,370)
Accumulated other comprehensive income10,271 9,007 
Total stockholders’ equity731,486 731,362 
Non-controlling interests in Operating Partnership  
Total equity731,486 731,362 
TOTAL LIABILITIES AND EQUITY$1,406,112 $1,457,251 

The accompanying notes are an integral part of these condensed consolidated financial statements.
3

GLADSTONE LAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(In thousands, except share and per-share data)
(Unaudited)
 For the Three Months Ended September 30,For the Nine Months Ended September 30,
 2023202220232022
OPERATING REVENUES:
Lease revenue, net$23,534 $24,209 $65,946 $64,445 
Total operating revenues23,534 24,209 65,946 64,445 
OPERATING EXPENSES:
Depreciation and amortization9,244 9,146 27,407 25,883 
Property operating expenses729 706 2,744 2,103 
Base management fee2,150 2,086 6,447 6,165 
Incentive fee789 505 789 1,636 
Administration fee619 543 1,708 1,470 
General and administrative expenses605 729 2,181 1,983 
Write-off of costs associated with offering of Series C cumulative redeemable preferred stock 851  851 
Total operating expenses14,136 14,566 41,276 40,091 
OTHER INCOME (EXPENSE):
Other income382 237 3,365 3,067 
Interest expense(5,856)(6,476)(17,835)(19,446)
Dividends declared on cumulative term preferred stock(755)(755)(2,264)(2,264)
(Loss) gain on dispositions of real estate assets, net(4)(819)5,910 (2,100)
Property and casualty (loss) recovery, net  (1,016)49 
Loss from investments in unconsolidated entities(24)(24)(84)(54)
Total other expense, net(6,257)(7,837)(11,924)(20,748)
NET INCOME3,141 1,806 12,746 3,606 
Net income attributable to non-controlling interests (2) (9)
NET INCOME ATTRIBUTABLE TO THE COMPANY3,141 1,804 12,746 3,597 
Dividends declared on cumulative redeemable preferred stock(6,105)(5,389)(18,257)(13,786)
Loss on extinguishment of cumulative redeemable preferred stock (9)(46)(15)
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS$(2,964)$(3,594)$(5,557)$(10,204)
LOSS PER COMMON SHARE:
Basic and diluted$(0.08)$(0.10)$(0.16)$(0.30)
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
Basic and diluted35,822,123 34,607,440 35,698,458 34,472,018 
NET INCOME$3,141 $1,806 $12,746 $3,606 
Change in fair value related to interest rate hedging instruments1,557 3,199 1,264 10,491 
COMPREHENSIVE INCOME4,698 5,005 14,010 14,097 
Net income attributable to non-controlling interests (2) (9)
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY$4,698 $5,003 $14,010 $14,088 
The accompanying notes are an integral part of these condensed consolidated financial statements.
4

GLADSTONE LAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(In thousands, except share data)
(Unaudited)
Three Months Ended September 30, 2023
 Series B
Preferred Stock
Series C
Preferred Stock
Series E
Preferred Stock
Common StockAdditional
Paid-in 
Capital
Distributions
in Excess of
Accumulated
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Total
Stockholders’
Equity
Non-
Controlling
Interests
Total
Equity
No. of
Shares
Par
Value
No. of
Shares
Par
Value
No. of
Shares
Par
Value
No. of
Shares
Par
Value
Balance at June 30, 20235,956,065$6 10,156,509$10 135,409$ 35,780,082$36 $852,967 $(126,799)$8,714 $734,934 $ $734,934 
Issuance of Series E Preferred Stock, net— — 87,672— — 1,958 — — 1,958 — 1,958 
Redemptions of Series E Preferred Stock, net— — (1,600)— — (36)— — (36)— (36)
Issuance of common stock, net— — — 58,360— 1,002 — — 1,002 — 1,002 
Net income— — — — — 3,141 — 3,141 — 3,141 
Dividends—cumulative redeemable preferred stock— — — — — (6,105)— (6,105)— (6,105)
Distributions—OP Units and common stock— — — — — (4,965)— (4,965)— (4,965)
Comprehensive income attributable to the Company— — — — — — 1,557 1,557 — 1,557 
Balance at September 30, 20235,956,065$6 10,156,509$10 221,481$ 35,838,442$36 $855,891 $(134,728)$10,271 $731,486 $ $731,486 

Nine months ended September 30, 2023
 Series B
Preferred Stock
Series C
Preferred Stock
Series E
Preferred Stock
Common StockAdditional
Paid-in 
Capital
Distributions
in Excess of
Accumulated
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Total
Stockholders’
Equity
Non-
Controlling
Interests
Total
Equity
No. of
Shares
Par
Value
No. of
Shares
Par
Value
No. of
Shares
Par
Value
No. of
Shares
Par
Value
Balance at December 31, 20225,956,065$6 10,191,353$10 $ 35,050,397$35 $836,674 $(114,370)$9,007 $731,362 $ $731,362 
Issuance of Series C Preferred Stock, net— 14,069— — — 298 — — 298 — 298 
Redemptions of Series C Preferred Stock, net— (48,913)— — — (1,110)(46)— (1,156)— (1,156)
Issuance of Series E Preferred Stock, net— — 223,081— — 4,986 — — 4,986 — 4,986 
Redemptions of Series E Preferred Stock, net— — (1,600)— — (36)— — (36)— (36)
Issuance of common stock, net— — — 788,0451 15,079 — — 15,080 — 15,080 
Net income— — — — — 12,746 — 12,746 — 12,746 
Dividends—cumulative redeemable preferred stock— — — — — (18,257)— (18,257)— (18,257)
Distributions—OP Units and common stock— — — — — (14,801)— (14,801)— (14,801)
Comprehensive income attributable to the Company— — — — — — 1,264 1,264 — 1,264 
Balance at September 30, 20235,956,065$6 10,156,509$10 221,481$ 35,838,442$36 $855,891 $(134,728)$10,271 $731,486 $ $731,486 

The accompanying notes are an integral part of these condensed consolidated financial statements.



5

GLADSTONE LAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Continued)
(In thousands, except share data)
(Unaudited)
Three months ended September 30, 2022
 Series B
Preferred Stock
Series C
Preferred Stock
Series E
Preferred Stock
Common StockAdditional
Paid-in 
Capital
Distributions
in Excess of
Accumulated
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Total
Stockholders’
Equity
Non-
Controlling
Interests
Total
Equity
No. of
Shares
Par
Value
No. of
Shares
Par
Value
No. of
Shares
Par
Value
No. of
Shares
Par
Value
Balance at June 30, 20225,956,065$6 6,529,895$7 $ 34,520,068$35 $742,070 $(96,442)$6,256 $651,932 $ $651,932 
Issuance of Series C Preferred Stock, net— 2,480,9562 — — 56,272 — — 56,274 — 56,274 
Redemptions of Series C Preferred Stock, net— (18,075)— — — (411)(9)— (420)— (420)
Issuance of common stock, net— — — 183,937— 4,563 — — 4,563 — 4,563 
Net income— — — — — 1,804 — 1,804 2 1,806 
Dividends—cumulative redeemable preferred stock— — — — — (5,389)— (5,389)— (5,389)
Distributions—OP Units and common stock— — — — — (4,739)— (4,739)— (4,739)
Comprehensive income attributable to the Company— — — — — — 3,199 3,199 — 3,199 
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership— — — — 2 — — 2 (2) 
Balance at September 30, 20225,956,065$6 8,992,776$9 $ 34,704,005$35 $802,496 $(104,775)$9,455 $707,226 $ $707,226 

Nine months ended September 30, 2022
 Series B
Preferred Stock
Series C
Preferred Stock
Series E
Preferred Stock
Common StockAdditional
Paid-in 
Capital
Distributions
in Excess of
Accumulated
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Total
Stockholders’
Equity
Non-
Controlling
Interests
Total
Equity
No. of
Shares
Par
Value
No. of
Shares
Par
Value
No. of
Shares
Par
Value
No. of
Shares
Par
Value
Balance at December 31, 20215,956,065$6 3,493,333$3 $ 34,210,013$34 $668,275 $(80,467)$(1,036)$586,815 $2,251 $589,066 
Issuance of Series C Preferred Stock, net— 5,522,1586 — — 125,291 — — 125,297 — 125,297 
Redemptions of Series C Preferred Stock, net— (22,715)— — — (516)(15)— (531)— (531)
Redemptions of OP Units— — — — (3,700)— — (3,700)(3,970)(7,670)
Issuance of common stock, net— — — 493,9921 14,884 — — 14,885 — 14,885 
Net income— — — — — 3,597 — 3,597 9 3,606 
Dividends—cumulative redeemable preferred stock— — — — — (13,786)— (13,786)— (13,786)
Distributions—OP Units and common stock— — — — — (14,104)— (14,104)(28)(14,132)
Comprehensive income attributable to the Company— — — — — — 10,491 10,491 — 10,491 
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership— — — — (1,738)— — (1,738)1,738  
Balance at September 30, 20225,956,065$6 8,992,776$9 $ 34,704,005$35 $802,496 $(104,775)$9,455 $707,226 $ $707,226 
The accompanying notes are an integral part of these condensed consolidated financial statements.
6

GLADSTONE LAND CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 For the Nine Months Ended September 30,
 20232022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income$12,746 $3,606 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization27,407 25,883 
Amortization of debt issuance costs766 817 
Amortization of deferred rent assets and liabilities, net (180)
Amortization of right-of-use assets from operating leases and operating lease liabilities, net69 69 
Loss from investments in unconsolidated entities84 54 
Bad debt expense70 68 
Write-off of unamortized deferred offering costs associated with cumulative redeemable preferred stock (Series C) 798 
(Gain) loss on dispositions of real estate assets, net(5,910)2,100 
Property and casualty loss (recovery), net1,016 (49)
Changes in operating assets and liabilities:
Other assets, net(6,501)(7,549)
Accounts payable and accrued expenses and Due to related parties, net(5,640)(431)
Other liabilities, net(1,450)(2,113)
Net cash provided by operating activities22,657 23,073 
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of new real estate assets (59,102)
Capital expenditures on existing real estate assets(9,978)(16,072)
Contributions to unconsolidated real estate entities (2,749)
Proceeds from dispositions of real estate assets9,037  
Deposits on prospective real estate acquisitions and investments(145)(704)
Net cash used in investing activities(1,086)(78,627)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings from notes and bonds payable 9,932 
Repayments of notes and bonds payable(42,657)(38,260)
Payments of financing fees(3)(826)
Proceeds from issuance of preferred and common equity20,909 151,237 
Offering costs(700)(11,318)
Redemptions of cumulative redeemable preferred stock (1,192)(531)
Payments for redemptions of OP Units (7,669)
Dividends paid on cumulative redeemable preferred stock(19,188)(12,581)
Distributions paid on non-controlling common interests in Operating Partnership (28)
Distributions paid on common stock(14,801)(14,104)
Net cash (used in) provided by financing activities(57,632)75,852 
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS(36,061)20,298 
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD61,141 16,708 
CASH AND CASH EQUIVALENTS AT END OF PERIOD$25,080 $37,006 
NON-CASH INVESTING AND FINANCING INFORMATION:
Real estate additions included in Accounts payable and accrued expenses and Due to related parties, net$1,886 $2,980 
Tenant-funded improvements included within Real estate, at cost25 284 
Stock offering and OP Unit issuance costs included in Accounts payable and accrued expenses and Due to related parties, net95 10 
Financing fees included in Accounts payable and accrued expenses and Due to related parties, net7 32 
Unrealized gain related to interest rate hedging instruments10,270 9,455 
Dividends paid on Series C Preferred Stock via additional share issuances320 290 
The accompanying notes are an integral part of these condensed consolidated financial statements.
7

GLADSTONE LAND CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1. BUSINESS AND ORGANIZATION
Business and Organization
Gladstone Land Corporation (“we,” “us,” or the “Company”) is an agricultural real estate investment trust (“REIT”) that was re-incorporated in Maryland on March 24, 2011, having been originally incorporated in California on June 14, 1997. We are primarily in the business of owning and leasing farmland, and we conduct substantially all of our operations through a subsidiary, Gladstone Land Limited Partnership (the “Operating Partnership”), a Delaware limited partnership. As we currently control the sole general partner of the Operating Partnership and own, directly or indirectly, a majority of the common units of limited partnership interest in the Operating Partnership (“OP Units”), the financial position and results of operations of the Operating Partnership are consolidated within our financial statements. As of September 30, 2023, and December 31, 2022, the Company owned 100.0% of the outstanding OP Units (see Note 8, “Equity,” for additional discussion regarding OP Units).
Gladstone Land Advisers, Inc. (“Land Advisers”), a Delaware corporation and a subsidiary of ours, was created to collect any non-qualifying income related to our real estate portfolio and to perform certain small-scale farming business operations. We have elected for Land Advisers to be taxed as a taxable REIT subsidiary (“TRS”) of ours. Since we currently own 100% of the voting securities of Land Advisers, its financial position and results of operations are consolidated within our financial statements. For the nine months ended September 30, 2023, and for the tax year ended December 31, 2022, there was no taxable income or loss from Land Advisers, nor did we have any undistributed REIT taxable income.
Subject to certain restrictions and limitations, and pursuant to contractual agreements, our business is managed by Gladstone Management Corporation (the “Adviser”), a Delaware corporation, and administrative services are provided to us by Gladstone Administration, LLC (the “Administrator”), a Delaware limited liability company. Our Adviser and Administrator are both affiliates of ours (see Note 6, “Related-Party Transactions,” for additional discussion regarding our Adviser and Administrator).
All further references herein to “we,” “us,” “our,” and the “Company” refer, collectively, to Gladstone Land Corporation and its consolidated subsidiaries, except where indicated otherwise.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Interim Financial Information
Our interim financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q in accordance with Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. The interim financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 21, 2023 (the “Form 10-K”). The results of operations for the three and nine months ended September 30, 2023, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year.
Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making certain judgments. Actual results may materially differ from these estimates.
Recently-Issued Accounting Pronouncements
As of September 30, 2023, there were no recently-issued accounting pronouncements that had a material impact on our condensed consolidated financial statements.
NOTE 3. REAL ESTATE AND INTANGIBLE ASSETS
8


All of our properties are wholly-owned on a fee-simple basis, except where noted. The following table provides certain summary information about the 169 farms we owned as of September 30, 2023 (dollars in thousands, except for footnotes):
LocationNo. of FarmsTotal
Acres
Farm AcresAcre-feet
of Water
Net Cost Basis(1)
Encumbrances(2)
California(3)(4)(5)
6334,84432,32145,000$855,109 $391,135 
Florida2622,46817,6390221,433 96,693 
Washington62,5291,997061,651 20,542 
Arizona(6)
66,3205,333052,778 12,300 
Colorado1232,77325,577046,061 14,768 
Nebraska97,7827,050030,544 11,658 
Oregon(7)
6898736029,753 11,448 
Michigan231,8921,245023,267 13,867 
Texas13,6672,21908,119 4,814 
Maryland698786308,044 4,345 
South Carolina359744703,565 2,147 
Georgia223017502,643 1,645 
North Carolina231029502,128  
New Jersey311610102,114 1,238 
Delaware118014001,301 697 
169115,59396,13845,000$1,348,510 $587,297 
(1)Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs associated with the properties, and adjusted for accumulated depreciation and amortization. Specifically, includes Total real estate, net (excluding improvements paid for by the tenant) and Lease intangibles, net; plus long-term water assets, net above-market lease values, lease incentives, and investments in special-purpose LLCs included in Other assets, net; and less net below-market lease values and other deferred revenue included in Other liabilities, net; each as shown on the accompanying Condensed Consolidated Balance Sheets.
(2)Excludes approximately $3.1 million of debt issuance costs related to notes and bonds payable, included in Notes and bonds payable, net on the accompanying Condensed Consolidated Balance Sheets.
(3)Includes ownership in a special-purpose LLC that owns a pipeline conveying water to certain of our properties. As of September 30, 2023, this investment had a net carrying value of approximately $1.0 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
(4)Includes eight acres in which we own a leasehold interest via a ground lease with a private individual that expires in December 2040 and five acres in which we own a leasehold interest via a ground sublease with a California municipality that expires in December 2041. As of September 30, 2023, these two ground leases had a net cost basis of approximately $699,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.
(5)Includes 45,000 acre-feet of water stored with Semitropic Water Storage District, located in Kern County. See “—Investments in Water Assets” below for additional information.
(6)Includes two farms consisting of 1,368 total acres and 1,221 farm acres in which we own leasehold interests via two ground leases with the State of Arizona that expire in February 2025 and February 2032, respectively. As of September 30, 2023, these ground leases had an aggregate net cost basis of approximately $460,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.
(7)Includes ownership in a special-purpose LLC that owns certain irrigation infrastructure that provides water to two of our farms. As of September 30, 2023, this investment had a net carrying value of approximately $4.8 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
Real Estate
The following table sets forth the components of our investments in tangible real estate assets as of September 30, 2023, and December 31, 2022 (dollars in thousands):
September 30, 2023December 31, 2022
Real estate:
Land and land improvements$843,205 $845,779 
Permanent plantings359,322 358,249 
Irrigation and drainage systems170,593 165,438 
Farm-related facilities50,883 48,690 
Other site improvements13,265 14,238 
Real estate, at cost1,437,268 1,432,394 
Accumulated depreciation(133,237)(106,966)
Total real estate, net$1,304,031 $1,325,428 
Real estate depreciation expense on these tangible assets was approximately $9.0 million and $26.7 million for the three and nine months ended September 30, 2023, respectively, and approximately $8.9 million and $25.1 million for the three and nine months ended September 30, 2022, respectively.
9


Intangible Assets and Liabilities
The following table summarizes the carrying values of certain lease intangible assets and the related accumulated amortization as of September 30, 2023, and December 31, 2022 (dollars in thousands):
September 30, 2023December 31, 2022
Lease intangibles:
Leasehold interest – land$4,295 $4,295 
In-place lease values2,579 2,763 
Leasing costs3,059 3,088 
Other(1)
140 133 
Lease intangibles, at cost10,073 10,279 
Accumulated amortization(5,055)(4,577)
Lease intangibles, net$5,018 $5,702 
(1)Other includes tenant relationships and acquisition-related costs allocated to miscellaneous lease intangibles.
Total amortization expense related to these lease intangible assets was approximately $244,000 and $752,000 for the three and nine months ended September 30, 2023, respectively, and approximately $258,000 and $769,000 for the three and nine months ended September 30, 2022, respectively.
The following table summarizes the carrying values of certain lease intangible assets or liabilities included in Other assets, net or Other liabilities, net, respectively, on the accompanying Condensed Consolidated Balance Sheets and the related accumulated amortization or accretion, respectively, as of September 30, 2023, and December 31, 2022 (dollars in thousands):
 September 30, 2023December 31, 2022
Intangible Asset or LiabilityDeferred
Rent Asset
(Liability)
Accumulated
(Amortization)
Accretion
Deferred
Rent Asset
(Liability)
Accumulated
(Amortization)
Accretion
Above-market lease values and lease incentives(1)
$4,691 $(1,133)$4,702 $(585)
Below-market lease values and other deferred revenue(2)
(2,010)648 (2,010)518 
$2,681 $(485)$2,692 $(67)
(1)Net above-market lease values and lease incentives are included as part of Other assets, net on the accompanying Condensed Consolidated Balance Sheets, and the related amortization is recorded as a reduction of Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(2)Net below-market lease values and other deferred revenue are included as a part of Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets, and the related accretion is recorded as an increase to Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
Total amortization related to above-market lease values and lease incentives was approximately $200,000 and $558,000 for the three and nine months ended September 30, 2023, respectively, and approximately $136,000 and $339,000 for the three and nine months ended September 30, 2022, respectively. Total accretion related to below-market lease values and other deferred revenue was approximately $42,000 and $131,000 for the three and nine months ended September 30, 2023, respectively, and approximately $44,000 and $134,000 for the three and nine months ended September 30, 2022, respectively.
Acquisitions
2023 Acquisitions
We did not acquire any new farms during the nine months ended September 30, 2023.
2022 Acquisitions
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During the nine months ended September 30, 2022, we completed the following acquisitions, 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)
Farm Road(3)
Charlotte, FL5/20/2022150Adjacent parcelN/AN/A$54 $15 $ 
County Road 35Glenn, CA6/16/20221,3741Olives for Olive Oil14.5 years
1 (5 years)
24,500 55 1,714 
Reagan Road (4)
Cochise, AZ7/13/2022400Corn12.5 yearsN/A120 17 39 
North Columbia River Road (5)(7)
Franklin & Grant, WA7/21/20221,1453Wine Grapes8.4 yearsN/A30,320 146 2,296 
Prunedale Road(6)(7)
Umatilla, OR7/21/20221721Wine Grapes10.4 yearsN/A7,008 36 286 
2,7465$62,002 $269 $4,335 
(1)Includes approximately $23,000 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)Represents the acquisition of a parcel of land adjacent to an existing farm, providing additional road access to such farm. No new lease was executed related to this acquisition.
(4)Represents the acquisition of a parcel of farmable land adjacent to an existing farm. Subsequent to acquisition, we spent approximately $153,000 to install certain improvements on this property.
(5)Upon acquisition, we executed three new leases with the existing tenants on these farms. The lease terms above represent the weighted-average lease term and aggregate annualized straight-line rent of these three leases.
(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 an irrigation system providing water to this and other neighboring properties. Our acquired ownership, which equated to an 11.3% interest in the LLC, was valued at approximately $2.7 million at the time of acquisition and is included within Other assets, net on the accompanying Consolidated Balance Sheets. See “—Investments in Unconsolidated Entities” below for additional information on our aggregate ownership interest in this and other LLCs.
(7)These two properties were acquired as part of a single transaction. In connection with the acquisition of these vineyards, we committed to provide up to an aggregate amount of $2.2 million for certain irrigation and vineyard improvements on these farms, for which we will earn additional rent as the funds are disbursed by us.
During the three and nine months ended September 30, 2022, in the aggregate, we recognized operating revenues of approximately $920,000 and $991,000, respectively, and net income of approximately $110,000 and $147,000, respectively, related to the above acquisitions.
Purchase Price Allocations
The allocation of the aggregate purchase price for the farms acquired during the nine months ended September 30, 2022, was as follows (dollars in thousands):
Assets (Liabilities) Acquired2022 Acquisitions
Land and land improvements$28,139 
Permanent plantings24,706 
Irrigation & drainage systems2,973 
Farm-related facilities530 
In-place lease values909 
Leasing costs 1,355 
Above-market lease values(1)
641 
Investment in LLC(1)
2,749 
Total Purchase Price$62,002 
(1)Included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
Property Disposition
On June 23, 2023, we completed the sale of a 138-acre parcel of unfarmed land in Florida for $9.6 million. Including closing costs of approximately $563,000, we recognized a net gain on the sale of approximately $6.4 million.
Investments in Unconsolidated Entities
In connection with the acquisition of certain farmland located in Fresno County, California, we also acquired an ownership in a related limited liability company (the “Fresno LLC”), the sole purpose of which is to own and maintain a pipeline conveying
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water to our and other neighboring properties. In addition, in connection with the acquisition of certain farmland located in Umatilla County, Oregon, we also acquired an ownership in a related limited liability company (the “Umatilla LLC”), the sole purpose of which is to own and maintain an irrigation system providing water to our and other neighboring properties.
As of September 30, 2023, our aggregate ownership interest in the Fresno LLC and the Umatilla LLC was 50.0% and 20.4%, respectively. As our investments in the Fresno LLC and Umatilla LLC are both deemed to constitute “significant influence,” we have accounted for these investments under the equity method.
We recorded an aggregate loss of approximately $24,000 and $84,000 during the three and nine months ended September 30, 2023, respectively, and approximately $24,000 and $54,000 during the three and nine months ended September 30, 2022, respectively (included in Loss from investments in unconsolidated entities on our Condensed Consolidated Statements of Operations and Comprehensive Income), which represents our pro-rata share of the aggregate loss recognized by the Fresno LLC and Umatilla LLC. As of September 30, 2023, and December 31, 2022, our combined ownership interest in the Fresno LLC and Umatilla LLC had an aggregate carrying value of approximately $5.7 million and $5.8 million, respectively, and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
Investments in Water Assets
In connection with the acquisition of certain farmland located in Kern County, California, we also acquired three contracts to purchase an aggregate of 45,000 acre-feet of banked water held by Semitropic Water Storage District (“SWSD”), a water storage district located in Kern County, California. We subsequently executed all three contracts to purchase all 45,000 acre-feet of banked water for an aggregate additional cost of approximately $2.8 million. The purchased banked water was recognized at cost, including the subsequent cost to execute the contracts and any administrative fees necessary to transfer the water to our banked water account.
While we may, in the future, sell the banked water to unrelated third parties for a profit, our current intent is to hold the water for the long-term for future use on our farms. There is no amount of time by which we must use the water held by SWSD.
As of September 30, 2023, our investment in water assets had an aggregate carrying value of approximately $34.0 million and is included within Other assets, net on our Condensed Consolidated Balance Sheets.
Portfolio Concentrations
Credit Risk
As of September 30, 2023, our farms were leased to various different, unrelated third-party tenants, with certain tenants leasing more than one farm. No individual tenant represented greater than 10% of the total lease revenue recorded during the nine months ended September 30, 2023.
Geographic Risk
Farms located in California and Florida accounted for approximately $42.9 million (65.1%) and $11.3 million (17.1%), respectively, of the total lease revenue recorded during the nine months ended September 30, 2023. Though we seek to continue to further diversify geographically, as may be desirable or feasible, should an unexpected natural disaster (such as an earthquake, wildfire, or flood) occur or climate change impact the regions where our properties are located, there could be a material adverse effect on our financial performance and ability to continue operations. None of our farms in California or Florida have been materially impacted by the recent wildfires, droughts, or hurricanes that occurred in those respective regions. See “—California Floods” below for a discussion on damage caused on certain of our farms by the January 2023 floods that occurred in California. No other single state accounted for more than 10% of the total rental revenue recorded during the nine months ended September 30, 2023.
California Floods
In January 2023, periods of heavy rainfall in California resulted in floods that impacted several areas of the state, including regions where certain of our farms are located. As a result of the flooding, one of our farms in the Central Valley suffered damage to certain structures located on the farm, and we estimated the carrying value of the structures on this property damaged by the floods to be approximately $855,000. As such, during the three months ended March 31, 2023, we wrote down the carrying value of these structures and also recorded a corresponding property and casualty loss, included within Property and casualty (loss) recovery, net on our Condensed Consolidated Statements of Operations and Comprehensive Income. Certain of our other farms in California suffered minor damage as a result of the floods, but no other farms were materially impacted.
Impairment
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We evaluate our entire portfolio each quarter for any impairment indicators and perform an impairment analysis on those select properties that have an indication of impairment. As of September 30, 2023, and December 31, 2022, we concluded that none of our properties or investments in water assets were impaired. There have been no impairments recognized on our real estate assets since our inception.
NOTE 4. BORROWINGS
Our borrowings as of September 30, 2023, and December 31, 2022, are summarized below (dollars in thousands):
 Carrying Value as ofAs of September 30, 2023
September 30, 2023December 31, 2022
Stated Interest
Rates(1)
(Range; Wtd. Avg)
Maturity Dates
(Range; Wtd. Avg)
Variable-rate revolving lines of credit$100 $100 7.36%4/5/2024
Notes and bonds payable:
Fixed-rate notes payable$534,539 $550,974 
2.45%-5.70%; 3.73%
9/1/2024–7/1/2051; June 2033
Variable-rate notes payable 1,104 N/AN/A
Fixed-rate bonds payable52,658 77,776 
2.66%–4.57%; 3.64%
01/12/2024–12/30/2030; August 2026
Total notes and bonds payable587,197 629,854 
Debt issuance costs – notes and bonds payable(3,099)(3,454)N/AN/A
Notes and bonds payable, net$584,098 $626,400 
Total borrowings, net$584,198 $626,500 
(1)Where applicable, stated interest rates are before interest patronage (as described below).
As of September 30, 2023, the above borrowings were collateralized by certain of our farms with an aggregate net book value of approximately $1.1 billion. The weighted-average stated interest rate charged on the above borrowings (excluding the impact of debt issuance costs and before any interest patronage, or refunded interest) was 3.81% and 3.79% for the three and nine months ended September 30, 2023, respectively, as compared to 3.82% and 3.76% for the three and nine months ended September 30, 2022, respectively. In addition, 2022 interest patronage from our Farm Credit Notes Payable (as defined below) resulted in a 24.1% reduction (approximately 109 basis points) to the stated interest rates on such borrowings. See below under “—Farm Credit Notes Payable—Interest Patronage” for further discussion on interest patronage.
As of September 30, 2023, we were in compliance with all covenants applicable to the above borrowings.
MetLife Facility
On February 3, 2022, we amended our credit facility with Metropolitan Life Insurance Company (“MetLife”), which previously consisted of a $75.0 million long-term note payable (the “2020 MetLife Term Note”) and $75.0 million of revolving equity lines of credit (the “MetLife Lines of Credit,” and together with the 2020 MetLife Term Note, the “Prior MetLife Facility”). Pursuant to the amendment, our credit facility with MetLife now consists of the 2020 MetLife Term Note, the MetLife Lines of Credit, and an additional $100.0 million long-term note payable (the “2022 MetLife Term Note,” and together with the 2020 MetLife Term Note and the MetLife Lines of Credit, the “Current MetLife Facility”).
The following table summarizes the pertinent terms of the Current MetLife Facility as of September 30, 2023 (dollars in thousands, except for footnotes):
IssuanceAggregate
Commitment
Maturity
Dates
Principal
Outstanding
 Interest Rate Terms 
Undrawn
Commitment(1)
MetLife Lines of Credit$75,000 4/5/2024$100 
3-month Term SOFR + 2.11%
(2)
$74,900 
2020 MetLife Term Note75,000 
(3)
1/5/203036,900 
2.75%, fixed through 1/4/2030
(4)
38,100 
2022 MetLife Term Note100,000 
(3)
1/5/2032 (4)

100,000 
Totals$250,000 $37,000 $213,000 
(1)Based on the properties that were pledged as collateral under the Current MetLife Facility, as of September 30, 2023, the maximum additional amount we could draw under the facility was approximately $110.3 million.
(2)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).
(3)If the aggregate commitments under the 2020 MetLife Term Note and the 2022 MetLife Term Note are not fully utilized by December 31, 2024, MetLife has no obligation to disburse the additional funds under either note.
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(4)Interest rates on future disbursements under each of the 2020 MetLife Term Note and the 2022 MetLife Term Note will be based on prevailing market rates at the time of such disbursements. In addition, through December 31, 2024, the 2020 MetLife Term Note and the 2022 MetLife Term Note are each subject to an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under the respective note).
Farmer Mac Facility
Through certain subsidiaries of our Operating Partnership, we have entered into a bond purchase agreement (the “Bond Purchase Agreement”) with Federal Agricultural Mortgage Corporation (“Farmer Mac”) and Farmer Mac Mortgage Securities Corporation (the “Bond Purchaser”) for a secured note purchase facility (the “Farmer Mac Facility”). As amended from time to time, the Farmer Mac Facility currently provides for bond issuances up to an aggregate amount of $225.0 million. Pursuant to the Bond Purchase Agreement, as further amended on June 2, 2023, we may issue new bonds under the Farmer Mac Facility through December 31, 2026, and the final maturity date for new bonds issued under the facility will be the date that is ten years from the applicable issuance date.
As of September 30, 2023, we had approximately $52.7 million of bonds issued and outstanding under the Farmer Mac Facility.
Farm Credit Notes Payable
From time to time since September 2014, we, through certain subsidiaries of our Operating Partnership, have entered into various loan agreements (collectively, the “Farm Credit Notes Payable”) with various different Farm Credit associations (collectively, “Farm Credit”). We did not enter into any new loan agreements with Farm Credit during the nine months ended September 30, 2023.
Interest Patronage
Interest patronage, or refunded interest, on our borrowings from Farm Credit is generally recorded upon receipt and is included within Other income on our Condensed Consolidated Statements of Operations and Comprehensive Income. Receipt of interest patronage typically occurs in the first half of the calendar year following the calendar year in which the respective interest expense is accrued.
During the three months ended March 31, 2023, we recorded interest patronage of approximately $2.3 million related to interest accrued on the Farm Credit Notes Payable during the year ended December 31, 2022, and during the three months ended September 30, 2022, we received approximately $113,000 of interest patronage, as certain Farm Credit associations paid a portion of the 2022 interest patronage (which relates to interest accrued during 2022 but is typically paid during the first half of 2023) early. In total, 2022 interest patronage resulted in a 24.1% reduction (approximately 109 basis points) to the interest rates on such borrowings.
Debt Service – Aggregate Maturities
Scheduled principal payments of our aggregate notes and bonds payable as of September 30, 2023, for the succeeding years are as follows (dollars in thousands):
PeriodScheduled Principal Payments
For the remaining three months ending December 31:2023$4,326 
For the fiscal years ending December 31:202440,829 
202539,204 
202618,368 
202751,592 
202878,023 
Thereafter354,855 
$587,197 
During the nine months ended September 30, 2023, we repaid approximately $28.5 million of maturing loans. On a weighted-average basis, these borrowings bore interest at a stated rate of 3.32% and an effective interest rate (after interest patronage, where applicable) of 3.21%.
Fair Value
ASC 820, “Fair Value Measurement (Subtopic 820)” (“ASC 820”), provides a definition of fair value that focuses on the exchange (exit) price of an asset or liability in the principal, or most advantageous market, and prioritizes the use of market-based inputs to the valuation. ASC 820-10 establishes a three-level hierarchy for fair value measurements based upon the
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transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
Level 1 — inputs that are based upon quoted prices (unadjusted) for identical assets or liabilities in active markets;
Level 2 — inputs are based upon quoted prices for similar assets or liabilities in active or inactive markets or model-based valuation techniques, for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and
Level 3 — inputs are generally unobservable and significant to the fair value measurement. These unobservable inputs are generally supported by little or no market activity and are based upon management’s estimates of assumptions that market participants would use in pricing the asset or liability.
As of September 30, 2023, the aggregate fair value of our notes and bonds payable was approximately $527.1 million, as compared to an aggregate carrying value (excluding unamortized related debt issuance costs) of approximately $587.2 million. The fair value of our notes and bonds payable is valued using Level 3 inputs under the hierarchy established by ASC 820-10 and is calculated based on a discounted cash flow analysis, using discount rates based on management’s estimates of market interest rates on debt with comparable terms. Further, due to the revolving nature and variable interest rates applicable to the MetLife Lines of Credit, their aggregate fair value as of September 30, 2023, is deemed to approximate their aggregate carrying value of $100,000.
Interest Rate Swap Agreements
In order to hedge our exposure to variable interest rates, we have entered into various interest rate swap agreements in connection with certain of our mortgage financings. In accordance with these swap agreements, we will pay our counterparty a fixed interest rate on a quarterly basis and receive payments from our counterparty equal to the respective stipulated floating rates. We have adopted the fair value measurement provision for these financial instruments, and the aggregate fair value of our interest rate swap agreements is recorded in Other assets, net or Other liabilities, net, as appropriate, on our accompanying Condensed Consolidated Balance Sheets. Generally, in the absence of observable market data, we will estimate the fair value of our interest rate swaps using estimates of certain data points, including estimated remaining life, counterparty credit risk, current market yield, and interest rate spreads of similar securities as of the measurement date. In accordance with the Financial Accounting Standards Board’s fair value measurement guidance, we have made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. As of September 30, 2023, our interest rate swaps were valued using Level 2 inputs.
In addition, we have designated our interest rate swaps as cash flow hedges. For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is initially recorded in Accumulated other comprehensive income (loss) on the accompanying Condensed Consolidated Balance Sheets and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects. During the next 12 months, we estimate that an additional $2.6 million will be reclassified as a reduction to interest expense.
We had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of September 30, 2023, and December 31, 2022 (dollars in thousands):
PeriodNumber of InstrumentsAggregate Notional Amount
As of September 30, 20234$71,501 
As of December 31, 2022473,392 
The following table presents the fair value of our interest rate swaps as well as their classification on the Condensed Consolidated Balance Sheets as of September 30, 2023, and December 31, 2022 (dollars in thousands):
Derivative Asset (Liability) Fair Value
Derivative TypeBalance Sheet LocationSeptember 30, 2023December 31, 2022
Derivatives Designated as Hedging Instruments:
Interest rate swapsOther assets, net$10,271 $9,007 
Total$10,271 $9,007 
The following table presents the amount of income recognized in comprehensive income within our condensed consolidated financial statements for the three and nine months ended September 30, 2023 and 2022 (dollars in thousands):
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For the Three Months Ended September 30,For the Nine Months Ended September 30,
2023202220232022
Derivative in cash flow hedging relationship:
Interest rate swaps$1,557 $3,199 $1,264 $10,491 
Total$1,557 $3,199 $1,264 $10,491 
Credit-risk-related Contingent Features
We have agreements with each of our derivative counterparties that contain a provision where if we default on any of our indebtedness, then we could also be declared in default on our derivative obligations. As of September 30, 2023, we did not have any derivatives in a net liability position, nor have we posted any collateral related to these agreements.
NOTE 5. CUMULATIVE TERM PREFERRED STOCK
In January 2021, we completed a public offering of 5.00% Series D Cumulative Term Preferred Stock, par value $0.001 per share (the “Series D Term Preferred Stock”), at a public offering price of $25.00 per share. As a result of this offering (including the underwriters’ exercise of their option to purchase additional shares to cover over-allotments), we issued a total of 2,415,000 shares of the Series D Term Preferred Stock for gross proceeds of approximately $60.4 million and net proceeds, after deducting underwriting discounts and offering expenses borne by us, of approximately $58.3 million. The Series D Term Preferred Stock is traded under the ticker symbol “LANDM” on Nasdaq.
The shares of the Series D Term Preferred Stock have a mandatory redemption date of January 31, 2026, and are not convertible into our common stock or any other securities. Generally, we were not permitted to redeem shares of the Series D Term Preferred Stock prior to January 31, 2023, except in limited circumstances to preserve our qualification as a REIT. On or after January 31, 2023, we may redeem the shares at a redemption price of $25.00 per share, plus any accumulated and unpaid dividends up to, but excluding, the date of redemption.
We incurred approximately $2.1 million in total offering costs related to this issuance, which have been recorded net of the Series D Term Preferred Stock as presented on the accompanying Condensed Consolidated Balance Sheets and are being amortized over the mandatory redemption period as a component of interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. The Series D Term Preferred Stock is recorded as a liability on our accompanying Condensed Consolidated Balance Sheets in accordance with ASC 480, “Distinguishing Liabilities from Equity,” which states that mandatorily-redeemable financial instruments should be classified as liabilities. In addition, the related dividend payments are treated similarly to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
As of September 30, 2023, the fair value of our Series D Term Preferred Stock was approximately $57.4 million, as compared to the carrying value (exclusive of unamortized offering costs) of approximately $60.4 million. The fair value of our Series D Term Preferred Stock uses Level 1 inputs under the hierarchy established by ASC 820-10 and is calculated based on the closing per-share price on September 30, 2023, of $23.75.
For information on the dividends declared by our Board of Directors and paid by us on the Series D Term Preferred Stock during the nine months ended September 30, 2023, see Note 8, “Equity—Distributions.”
NOTE 6. RELATED-PARTY TRANSACTIONS
Our Adviser and Administrator
We are externally managed pursuant to contractual arrangements with our Adviser and our Administrator, which collectively employ all of our personnel and pay their salaries, benefits, and general expenses directly. Both our Adviser and Administrator are affiliates of ours, as their parent company is owned and controlled by David Gladstone, our chairman, chief executive officer, and president. In addition, two of our executive officers, Mr. Gladstone and Terry Brubaker (our chief operating officer), serve as directors and executive officers of each of our Adviser and Administrator. Michael LiCalsi, our general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary) is also executive vice president of administration of our Adviser.
We have entered into an investment advisory agreement with our Adviser (the “Advisory Agreement”) and an administration agreement with our Administrator (the “Administration Agreement”). Both the Advisory Agreement and the Administration Agreement were approved unanimously by our Board of Directors, including our independent directors. A summary of the compensation terms for the Advisory Agreement and a summary of the Administration Agreement is below.
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Advisory Agreement
Pursuant to the Advisory Agreement, our Adviser is compensated in the form of a base management fee and, each as applicable, an incentive fee, a capital gains fee, and a termination fee. Our Adviser does not charge acquisition or disposition fees when we acquire or dispose of properties, as is common in other externally-managed REITs. Each of the base management, incentive, capital gains, and termination fees is described below.
Base Management Fee
Pursuant to the Advisory Agreement, a base management fee is paid quarterly and is calculated at an annual rate of 0.60% (0.15% per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined as the gross cost of tangible real estate owned by us (including land and land improvements, permanent plantings, irrigation and drainage systems, 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.
Incentive Fee
Pursuant to the Advisory Agreement, an incentive fee is calculated and payable quarterly in arrears if the Pre-Incentive Fee FFO for a particular quarter exceeds a hurdle rate of 1.75% (7.0% annualized) of the prior calendar quarter’s Total Adjusted Common Equity.
For purposes of this calculation, Pre-Incentive Fee FFO is defined in the Advisory Agreement as FFO (also as defined in the Advisory Agreement) accrued by the Company during the current calendar quarter (prior to any incentive fee calculation for the current calendar quarter), less any dividends declared on preferred stock securities that are not treated as a liability for GAAP purposes. In addition, Total Adjusted Common Equity is defined as common stockholders’ equity plus non-controlling common interests in the Operating Partnership, if any (each as reported on our balance sheet), adjusted to exclude unrealized gains and losses and certain other one-time events and non-cash items.
Our Adviser receives: (i) no Incentive Fee in any calendar quarter in which the Pre-Incentive Fee FFO does not exceed the hurdle rate; (ii) 100% of the Pre-Incentive Fee FFO with respect to that portion of such Pre-Incentive Fee FFO, if any, that exceeds the hurdle rate but is less than 2.1875% in any calendar quarter (8.75% annualized); and (iii) 20% of the amount of the Pre-Incentive Fee FFO, if any, that exceeds 2.1875% in any calendar quarter (8.75% annualized).
Capital Gains Fee
Pursuant to the Advisory Agreement, a capital gains-based incentive fee is calculated and payable in arrears at the end of each fiscal year (or upon termination of the Advisory Agreement). The capital gains fee shall equal: (i) 15% of the cumulative aggregate realized capital gains minus the cumulative aggregate realized capital losses, minus (ii) any aggregate capital gains fees paid in prior periods. For purposes of this calculation, realized capital gains and losses will be calculated as (x) the sales price of the property, minus (y) any costs to sell the property and the then-current gross value of the property (which includes the property’s original acquisition price plus any subsequent, non-reimbursed capital improvements). At the end of each fiscal year, if this figure is negative, no capital gains fee shall be paid.
Termination Fee
Pursuant to the Advisory Agreement, in the event of our termination of the agreement with our Adviser for any reason (with 120 days’ prior written notice and the vote of at least two-thirds of our independent directors), a termination fee would be payable to the Adviser equal to three times the sum of the average annual base management fee and incentive fee earned by the Adviser during the 24-month period prior to such termination.
Administration Agreement
Pursuant to the Administration Agreement, we pay for our allocable portion of the Administrator’s expenses incurred while performing its obligations to us, including, but not limited to, rent and the salaries and benefits expenses of our Administrator’s employees, including our chief financial officer, treasurer, chief compliance officer, general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary), and their respective staffs.
As approved by our Board of Directors, our allocable portion of the Administrator’s expenses is generally derived by multiplying our Administrator’s total expenses by the approximate percentage of time the Administrator’s employees perform services for us in relation to their time spent performing services for all companies serviced by our Administrator under similar contractual agreements.
Gladstone Securities
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We have entered into an agreement with Gladstone Securities, LLC (“Gladstone Securities”), for it to act as our non-exclusive agent to assist us with arranging financing for our properties (the “Financing Arrangement Agreement”). Gladstone Securities is a privately-held broker-dealer and a member of the Financial Industry Regulatory Authority and the Securities Investor Protection Corporation. Gladstone Securities is an affiliate of ours, as its parent company is owned and controlled by Mr. Gladstone, who also serves on the board of managers of Gladstone Securities. In addition, Michael LiCalsi, our general counsel and secretary, serves in several capacities for Gladstone Securities, including as chief legal officer, secretary, a member of its board of managers, and a managing principal.
Financing Arrangement Agreement
We pay Gladstone Securities a financing fee in connection with the services it provides to us for securing financing on our properties. Depending on the size of the financing obtained, the maximum amount of the financing fee, which will be payable upon closing of the respective financing, will range from 0.5% to 1.0% of the amount of financing obtained. The amount of the financing fee may be reduced or eliminated as determined by us and Gladstone Securities after taking into consideration various factors, including, but not limited to, the involvement of any unrelated third-party brokers and general market conditions.
We did not pay any financing fees to Gladstone Securities during either of the three or nine months ended September 30, 2023. During the three and nine months ended September 30, 2022, we paid total financing fees to Gladstone Securities of approximately $23,000 and $117,000 respectively. Through September 30, 2023, the total amount of financing fees paid to Gladstone Securities represented approximately 0.14% of the total financings secured since the Financing Arrangement Agreement has been in place.
Dealer-Manager Agreements
We have entered into dealer-manager agreements with Gladstone Securities (collectively, the “Dealer-Manager Agreements”), pursuant to which Gladstone Securities served or serves as our exclusive dealer-manager in connection with the offering of our Series C Preferred Stock and Series E Preferred Stock (each as defined in Note 8, “Equity—Equity Issuances”).
Pursuant to the Dealer-Manager Agreements, Gladstone Securities provides certain sales, promotional, and marketing services to us in connection with the offering of the Series C Preferred Stock and Series E Preferred Stock, and we generally paid or pay Gladstone Securities the following:
With regard to the Series C Preferred Stock:
iselling commissions of up to 6.0% of the gross proceeds from sales in the offering (the “Series C Selling Commissions”), and
iia dealer-manager fee of 3.0% of the gross proceeds from sales in the offering (the “Series C Dealer-Manager Fee”).
With regard to the Series E Preferred Stock:
iselling commissions of up to 7.0% of the gross proceeds from sales in the offering (the “Series E Selling Commissions,” and together with the Series C Selling Commissions, the “Selling Commissions”), and
iia dealer-manager fee of 3.0% of the gross proceeds from sales in the offering (the “Series E Dealer-Manager Fee,” and together with the Series C Dealer-Manager Fee, the “Dealer-Manager Fees”).
No Selling Commissions or Dealer-Manager Fees were paid with respect to shares of the Series C Preferred Stock sold pursuant to our dividend reinvestment plan (the “DRIP”) for the Series C Preferred Stock. Gladstone Securities may, in its sole discretion, remit all or a portion of the Selling Commissions and also reallow all or a portion of the Dealer-Manager Fees to participating broker-dealers and wholesalers in support of the offerings. The terms of the Dealer-Manager Agreement were approved by our board of directors, including its independent directors.
The following tables summarizes the total Selling Commissions and Dealer-Manager Fees paid to Gladstone Securities during the three and nine months ended September 30, 2023 and 2022 (dollars in thousands):
For the Three Months Ended September 30,For the Nine Months Ended September 30,
2023202220232022
Series C Preferred Stock$ $5,046 $ $11,115 
Series E Preferred Stock215  547  
Total Selling Commissions and Dealer-Manager Fees$215 $5,046 $547 $11,115 
Selling Commissions and Dealer-Manager Fees paid to Gladstone Securities are netted against the gross proceeds received from sales of the respective securities and are included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets.
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Related-Party Fees
The following table summarizes related-party fees paid or accrued for and reflected in our accompanying condensed consolidated financial statements (dollars in thousands):
 For the Three Months Ended September 30,For the Nine Months Ended September 30,
 2023202220232022
Base management fee(1)(2)
$2,150 $2,086 $6,447 $6,165 
Incentive fee(1)(2)
789 505 789 1,636 
Total fees to our Adviser$2,939 $2,591 $7,236 $7,801 
Administration fee(1)(2)
$619 $543 $1,708 $1,470 
Selling Commissions and Dealer-Manager Fees(1)(3)
$215 $5,046 $547 $11,115 
Financing fees(1)(4)
 23  117 
Total fees to Gladstone Securities$215 $5,069 $547 $11,232 
(1)Pursuant to the agreements with the respective related-party entities, as discussed above.
(2)Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(3)Included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets.
(4)Included within Notes and bonds payable, net on the Condensed Consolidated Balance Sheets and amortized into Interest expense on the Condensed Consolidated Statements of Operations and Comprehensive Income.
Related-Party Fees Due
Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of September 30, 2023, and December 31, 2022, were as follows (dollars in thousands):
September 30, 2023December 31, 2022
Base management fee$2,150 $2,141 
Incentive fee789 1,589 
Other, net(1)
62 80 
Total due to Adviser3,001 3,810 
Total due to Administrator619 536 
Total due to Gladstone Securities(2)
 24 
Total due to related parties(3)
$3,620 $4,370 
(1)Other amounts due to or from our Adviser primarily relate to miscellaneous general and administrative expenses either paid by our Adviser on our behalf or by us on our Adviser’s behalf.
(2)Represents certain costs related to sales of preferred stock paid by Gladstone Securities on our behalf.
(3)Reflected as a line item on our accompanying Condensed Consolidated Balance Sheets.
NOTE 7. COMMITMENTS AND CONTINGENCIES
Litigation
In the ordinary course of business, we may be involved in legal proceedings from time to time. We are not currently subject to any material known or threatened litigation.
NOTE 8. EQUITY
Registration Statement
On March 6, 2020, we filed a universal registration statement on Form S-3 (File No. 333-236943) with the SEC (the “2020 Registration Statement”). The 2020 Registration Statement, which was declared effective by the SEC on April 1, 2020, permitted us to issue up to an aggregate of $1.0 billion in securities, consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more of such securities. Under the 2020 Registration Statement, we issued a total of 10,254,072 shares of Series C Preferred Stock for gross proceeds of approximately $253.9 million, 2,415,000 shares of Series D Term Preferred Stock for gross proceeds of approximately $60.4 million, 77,841 shares of Series E Preferred Stock for gross proceeds of approximately $1.9 million, and
19


14,367,524 shares of common stock (including common stock issued to redeem OP Units) for gross proceeds of approximately $280.9 million.
On March 28, 2023, we filed a universal registration statement on Form S-3, as amended (File No. 333-270901), with the SEC (the “2023 Registration Statement”) to replace the 2020 Registration Statement. The 2023 Registration Statement, which was declared effective by the SEC on April 13, 2023, permits us to issue up to an aggregate of $1.5 billion in securities consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more securities. Through September 30, 2023, we have issued a total of 145,240 shares of Series E Preferred Stock for gross proceeds of approximately $3.6 million and 124,460 shares of common stock for gross proceeds of approximately $2.2 million under the 2023 Registration Statement. See Note 11, “Subsequent Events,” for equity issuances completed subsequent to September 30, 2023.
Equity Issuances
Series C Preferred Stock
On April 3, 2020, we filed a prospectus supplement with the SEC for a continuous public offering (the “Series C Offering”) of up to 26,000,000 shares of our newly-designated 6.00% Series C Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series C Preferred Stock”). The Series C Offering permitted us to sell up to 20,000,000 shares (the “Primary Series C Offering”) of our Series C Preferred Stock on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $25.00 per share and up to 6,000,000 shares of our Series C Preferred Stock pursuant to the DRIP at a price of $22.75 per share. On August 24, 2022, we amended the Series C Offering, to (i) reduce the amount of shares of the Series C Preferred Stock offered through the Primary Series C Offering to 10,200,000, (ii) reduce the amount of shares of the Series C Preferred Stock offered pursuant to the DRIP to 200,000; and (iii) reduce the duration of the period during which shares of the Series C Preferred Stock may be offered for sale to the earlier of (a) December 31, 2022 (unless earlier terminated or extended by our Board of Directors) or (b) the date on which all 10,200,000 shares of the Series C Preferred Stock offered in the Primary Series C Offering were sold.
The Primary Series C Offering terminated on December 31, 2022, with substantially all of the allotted 10,200,000 shares being sold. In addition, the Series C Preferred Stock DRIP was terminated effective March 22, 2023. Exclusive of redemptions, the Primary Series C Offering resulted in total gross proceeds of approximately $252.6 million and net proceeds, after deducting Series C Selling Commissions, Series C Dealer-Manager Fees, and offering expenses payable by us, of approximately $230.5 million. See Note 6, “Related-Party Transactions—Gladstone Securities—Dealer-Manager Agreements,” for a discussion of the commissions and fees paid to Gladstone Securities in connection with the Series C Offering.
The following table provides information on sales of our Series C Preferred Stock during the three and nine months ended September 30, 2022 (dollars in thousands, except per-share amounts):
Three Months Ended September 30, 2022Nine Months Ended September 30, 2022
Number of shares sold(1)
2,470,908 5,499,383 
Weighted-average offering price per share$24.79 $24.77 
Gross proceeds$61,259 $136,226 
Net proceeds(2)
$56,213 $125,111 
(1)Excludes shares issued pursuant to the DRIP. We issued approximately 0 and 14,067 shares of the Series C Preferred Stock pursuant to the DRIP during the three and nine months ended September 30, 2023, respectively, and approximately 10,048 and 22,775 shares of the Series C Preferred Stock pursuant to the DRIP during the three and nine months ended September 30, 2022, respectively.
(2)Net of Selling Commissions, Dealer-Manager Fees, and underwriting discounts.
In addition, during the nine months ended September 30, 2023, 48,913 shares of Series C Preferred Stock were tendered for optional redemption, which we satisfied with an aggregate cash payment of approximately $1.2 million (no shares were tendered for optional redemption during the three months ended September 30, 2023). During the three and nine months ended September 30, 2022, 18,075 and 22,715 shares, respectively, of Series C Preferred Stock were tendered for optional redemption, which we satisfied with an aggregate cash payment of approximately $420,000 and $531,000, respectively.
During the nine months ended September 30, 2023, we listed the Series C Preferred Stock on Nasdaq under the ticker symbol “LANDP.” Trading of the Series C Preferred Stock on Nasdaq commenced on June 8, 2023.
Series E Preferred Stock
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On November 9, 2022, we filed a prospectus supplement with the SEC for a continuous public offering (the “Series E Offering”) of up to 8,000,000 shares of our newly-designated 5.00% Series E Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series E Preferred Stock”), on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $25.00 per share. See Note 6, “Related-Party Transactions—Gladstone Securities—Dealer-Manager Agreements,” for a discussion of the commissions and fees to be paid to Gladstone Securities in connection with the Series E Offering.
The following table provides information on sales of our Series E Preferred Stock during the three and nine months ended September 30, 2023 (dollars in thousands, except per-share amounts):
Three Months Ended September 30, 2023Nine Months Ended September 30, 2023
Number of shares sold87,672 223,081 
Weighted-average offering price per share$24.96 $24.95 
Gross proceeds$2,188 $5,566 
Net proceeds(1)
$1,973 $5,019 
(1)Net of Selling Commissions, Dealer-Manager Fees, and underwriting discounts.
Refer to Note 11, “Subsequent Events—Financing Activity—Equity Activity,” for sales of the Series E Preferred Stock completed subsequent to September 30, 2023.
In addition, during the each of the three and nine months ended September 30, 2023, 1,600 shares of Series E Preferred Stock were tendered for optional redemption, which we satisfied with an aggregate cash payment of approximately $36,000.
The Series E Offering will terminate on the date (the “Series E Termination Date”) that is the earlier of (i) December 31, 2025 (unless terminated or extended by our Board of Directors) and (ii) the date on which all 8,000,000 shares of Series E Preferred Stock offered in the Series E Offering are sold. There is currently no public market for shares of Series E Preferred Stock. We intend to apply to list the Series E Preferred Stock on Nasdaq or another national securities exchange within one calendar year of the Series E Termination Date; however, there can be no assurance that a listing will be achieved in such timeframe, or at all.
Common Stock
At-the-Market Program
On May 12, 2020, we entered into equity distribution agreements (commonly referred to as “at-the-market agreements”) with Virtu Americas LLC and Ladenburg & Co. Inc. (each a “Sales Agent”), that, as subsequently amended, permitted us to issue and sell, from time to time and through the Sales Agents, shares of our common stock having an aggregate offering price of up to $260.0 million (the “Prior ATM Program”). On April 13, 2023, we entered into separate amended and restated equity distribution agreements with the Sales Agents to allow us to sell shares of our common stock having an aggregate offering price of up to $500.0 million (the “New ATM Program,” and collectively with the Prior ATM Program, the “ATM Program”). The following table provides information on shares of common stock sold by the Sales Agents under the ATM Program during the three and nine months ended September 30, 2023 and 2022 (dollars in thousands, except per-share amounts):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Number of shares sold58,360 183,937 788,045 493,992 
Weighted-average offering price per share$17.34 $25.21 $19.34 $30.50 
Gross proceeds$1,012 $4,637 $15,240 $15,068 
Net proceeds(1)
$1,002 $4,565 $15,087 $14,892 
(1)Net of underwriting commissions.
Non-Controlling Interests in Operating Partnership
We consolidate our Operating Partnership, which is a majority-owned partnership.  As of September 30, 2023, and December 31, 2022, we owned 100.0% of the outstanding OP Units.
On or after 12 months after becoming a holder of OP Units, each limited partner, other than the Company, has the right, subject to the terms and conditions set forth in the partnership agreement of the Operating Partnership, to require the Operating Partnership to redeem all or a portion of such units in exchange for cash or, at the Company’s option, shares of our common stock on a one-for-one basis. The cash redemption per OP Unit would be based on the market price of our common stock at the time of redemption. A limited partner will not be entitled to exercise redemption rights if the delivery of common stock to the
21


redeeming limited partner would breach restrictions on the ownership of common stock imposed under our charter and other limitations thereof.
Regardless of the rights described above, the Operating Partnership will not have an obligation to issue cash to a unitholder upon a redemption request if the Company elects to redeem the OP Units for shares of its common stock. When a non-controlling unitholder redeems OP Units and the Company elects to satisfy that redemption through the issuance of common stock, non-controlling interest in the Operating Partnership is reduced, and stockholders’ equity is increased.
The Operating Partnership is required to make distributions on each OP Unit in the same amount as those paid on each share of the Company’s common stock, with the distributions on the OP Units held by the Company being utilized to make distributions to the Company’s common stockholders.
Distributions
The per-share distributions to preferred and common stockholders declared by our Board of Directors during the three and nine months ended September 30, 2023 and 2022 are reflected in the table below.
Three Months Ended September 30,Nine Months Ended September 30,
Issuance2023202220232022
Series B Preferred Stock$0.375 $0.375 $1.125 $1.125 
Series C Preferred Stock0.375 0.375 1.125 1.125 
Series D Term Preferred Stock(1)
0.312501 0.312501 0.937503 0.937503 
Series E Term Preferred Stock0.312501  0.937503  
Common Stock(2)
0.1386 0.1368 0.4143 0.4089 
(1)Dividends are treated similar to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(2)The same amounts were paid as distributions on each OP Unit held by non-controlling OP Unitholders.
NOTE 9. LEASE REVENUES
The following table sets forth the components of our lease revenue for the three and nine months ended September 30, 2023 and 2022 (dollars in thousands, except for footnotes):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Fixed lease payments(1)
$21,102 $21,178 $63,180 $61,387 
Variable lease payments(2)
2,432 3,031 2,766 3,058 
Lease revenue, net(3)
$23,534 $24,209 $65,946 $64,445 
(1)Fixed lease payments include contractual rents under lease agreements with tenants recognized on a straight-line basis over the respective lease terms and includes the amortization of above-market lease values and lease incentives and the accretion of below-market lease values and other deferred revenue.
(2)Variable lease payments primarily consist of participation rents, which are generally based on a percentage of the gross crop revenues earned on the farm, and reimbursements of certain property operating expenses by tenants. Participation rents are generally recognized when all contingencies have been resolved and when actual results become known or estimable, enabling us to estimate and/or measure our share of such gross revenues. During the three and nine months ended September 30, 2023, we recorded participation rents of approximately $2.4 million and $2.6 million, respectively, and reimbursements of certain property operating expenses by tenants of approximately $47,000 and $140,000, respectively. During the three and nine months ended September 30, 2022, we recorded participation rents of approximately $3.0 million during each period and reimbursements of certain property operating expenses by tenants of approximately $28,000 and $34,000, respectively. In addition, during the three and nine months ended September 30, 2023, we recorded late fees of approximately $0 and $46,000, respectively.
(3)Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
NOTE 10. EARNINGS PER SHARE OF COMMON STOCK
The following table sets forth the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2023 and 2022, computed using the weighted average number of common shares outstanding during the respective periods. Earnings figures are presented net of non-controlling interests in the earnings per share calculations. The non-controlling limited partners’ outstanding OP Units (which may be redeemed for shares of common stock) have been excluded from the diluted per-share calculation, as there would be no effect on the amounts since the non-controlling OP Unitholders’ share of earnings would also be added back to net income or loss.
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 Three Months Ended September 30,Nine Months Ended September 30,
(Dollars in thousands, except per-share amounts):2023202220232022
Net loss attributable to common stockholders$(2,964)$(3,594)$(5,557)$(10,204)
Weighted average shares of common stock outstanding – basic and diluted35,822,123 34,607,440 35,698,458 34,472,018 
Loss per common share – basic and diluted$(0.08)$(0.10)$(0.16)$(0.30)
The weighted-average number of OP Units held by non-controlling OP Unitholders was 0 for each of the three and nine months ended September 30, 2023, and 0 and 82,511 for the three and nine months ended September 30, 2022, respectively.
NOTE 11. SUBSEQUENT EVENTS
Portfolio Activity—Water Acquisition
On October 9, 2023, we entered into a water transfer agreement with Byron-Bethany Irrigation District (“BBID”), a multi-county water district located in Contra Costa County, California. Pursuant to the agreement, which expires on February 28, 2031, we may elect to purchase up to 15,000 acre-feet of water per water year during years in which BBID has a surplus supply of water. Initial consideration consisted of $750,000, plus incremental costs based on the number of acre-feet we elected to purchase for the 2023 water year. As such, on October 12, 2023, we paid approximately $1.2 million (including the initial payment of $750,000) to purchase 7,000 acre-feet of water for the 2023 water year.
Our ability to purchase water under this contract in future years will be subject to BBID having surplus water available in such water years, and prices will be determined based on water transfer rates established by certain Federal and state governing agencies. To the extent surplus water supplies are available, water purchases in future years are at our sole option (up to a maximum of 15,000 acre-feet of water per water year), and we are not obligated to purchase water in any water year in which BBID has surplus water supplies. In addition, all water transfers are subject to approval by the U.S. Department of Interior, Bureau of Reclamation. We plan to store this water in a groundwater recharge facility recently constructed on one of our farms, and we currently intend to hold this water for the long-term for future use on our farms.
Financing Activity
Debt Activity—Loan Maturities
Subsequent to September 30, 2023, we repaid approximately $2.7 million of maturing loans. On a weighted-average basis, these borrowings bore interest at a stated rate of 5.05% and an effective rate (after interest patronage, where applicable) of 4.06%.
Equity Activity
The following table provides information on equity sales that have occurred subsequent to September 30, 2023 (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 E Preferred Stock2,200$25.00 $55 $50 
(1)Net of Selling Commissions and Dealer-Manager Fees.
Distributions
On October 10, 2023, our Board of Directors authorized and we declared the following monthly cash distributions to holders of our preferred and common stock:
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IssuanceRecord DatePayment DateDistribution per Share
Series B Preferred Stock:October 20, 2023October 31, 2023$0.125 
November 20, 2023November 30, 20230.125 
December 18, 2023December 29, 20230.125 
Total Series B Preferred Stock Distributions:$0.375 
Series C Preferred Stock:October 20, 2023October 31, 2023$0.125 
November 20, 2023November 30, 20230.125 
December 18, 2023December 29, 20230.125 
Total Series C Preferred Stock Distributions:$0.375 
Series D Term Preferred Stock:October 20, 2023October 31, 2023$0.104167 
November 20, 2023November 30, 20230.104167 
December 18, 2023December 29, 20230.104167 
Total Series D Term Preferred Stock Distributions:$0.312501 
Series E Preferred Stock:October 25, 2023November 3, 2023$0.104167 
November 28, 2023December 5, 20230.104167 
December 27, 2023January 5, 20240.104167 
Total Series E Preferred Stock Distributions:$0.312501 
Common Stock(1):
October 20, 2023October 31, 2023$0.0464 
November 20, 2023November 30, 20230.0464 
December 18, 2023December 29, 20230.0464 
Total Common Stock Distributions$0.1392 
(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.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
All statements contained herein, other than historical facts, may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements may relate to, among other things, future events or our future performance or financial condition. In some cases, you can identify forward-looking statements by terminology such as “may,” “might,” “believe,” “will,” “provided,” “anticipate,” “future,” “could,” “growth,” “plan,” “intend,” “expect,” “should,” “would,” “if,” “seek,” “possible,” “potential,” “likely,” or the negative of such terms or comparable terminology. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our business, financial condition, liquidity, results of operations, funds from operations or prospects to be materially different from any future business, financial condition, liquidity, results of operations, funds from operations or prospects expressed or implied by such forward-looking statements. For further information about these and other factors that could affect our future results, please see the captions titled “Forward-Looking Statements” and “Risk Factors” in this report and our Annual Report on Form 10-K for the year ended December 31, 2022 (the “Form 10-K”). We caution readers not to place undue reliance on any such forward-looking statements, which are made pursuant to the Private Securities Litigation Reform Act of 1995 and, as such, speak only as of the date made. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this Quarterly Report on Form 10-Q (the “Quarterly Report”), except as required by law.
All references to “we,” “our,” “us” and the “Company” in this Quarterly Report mean Gladstone Land Corporation and its consolidated subsidiaries, except where it is made clear that the term refers only to Gladstone Land Corporation.
OVERVIEW
General
We are an externally-managed, agricultural real estate investment trust (“REIT”) that is engaged in the business of owning and leasing farmland. With the exception of 1 farm in California and 11 farms in Michigan which are currently self-operated (on a temporary basis and via management agreements with unrelated third-parties), we are not a grower of crops, nor do we typically farm the properties we own. We currently own 169 farms comprised of 115,593 acres located across 15 states in the U.S. We also own several farm-related facilities, such as cooling facilities, packinghouses, processing facilities, and various storage facilities.
We conduct substantially all of our activities through, and all of our properties are held, directly or indirectly, by, Gladstone Land Limited Partnership (the “Operating Partnership”). Gladstone Land Corporation controls the sole general partner of the Operating Partnership and currently owns, directly or indirectly, 100.0% of the units of limited partnership interest in the Operating Partnership (“OP Units”). In addition, we have elected for Gladstone Land Advisers, Inc. (“Land Advisers”), a wholly-owned subsidiary of ours, to be treated as a taxable REIT subsidiary (“TRS”).
Gladstone Management Corporation (our “Adviser”) manages our real estate portfolio pursuant to an advisory agreement, and Gladstone Administration, LLC (our “Administrator”), provides administrative services to us pursuant to an administration agreement.  Our Adviser and our Administrator collectively employ all of our personnel and directly pay their salaries, benefits, and general expenses.
Portfolio Diversification
Our farmland portfolio currently consists of 169 farms leased to 92 different, unrelated third-party tenants who grow over 60 different types of crops on our farms. Our investment focus is in farmland suitable for growing either fresh produce annual row crops (e.g., certain berries and vegetables) or certain permanent crops (e.g., almonds, blueberries, pistachios, and wine grapes), with an ancillary focus on farmland growing certain commodity crops (e.g., beans and corn).
The following table summarizes the different geographic locations (by state) of our farms owned as of and during the nine months ended September 30, 2023 and 2022 (dollars in thousands):
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 As of and For the Nine Months Ended September 30, 2023As of and For the Nine Months Ended September 30, 2022
StateNumber
of
Farms
Total
Acres
% of
Total
Acres
Lease
Revenue
% of Total
Lease
Revenue
Number
of
Farms
Total
Acres
% of
Total
Acres
Lease
Revenue
% of Total
Lease
Revenue
California(1)
6334,84430.1%$42,945 65.1%6334,40129.8%$43,702 67.8%
Florida2622,46819.4%11,280 17.1%2622,60619.6%10,810 16.8%
Washington62,5292.2%3,494 5.3%62,5292.2%2,239 3.5%
Colorado1232,77328.3%1,904 2.9%1232,77328.4%1,618 2.5%
Arizona66,3205.5%1,695 2.6%66,3205.5%1,545 2.4%
Oregon68980.8%1,625 2.5%68980.8%1,204 1.9%
Nebraska97,7826.7%1,018 1.5%97,7826.7%855 1.3%
Michigan231,8921.6%727 1.1%231,8921.6%1,182 1.8%
Maryland69870.9%345 0.5%69870.9%337 0.5%
Texas13,6673.2%337 0.5%13,6673.2%337 0.5%
South Carolina35970.5%183 0.3%35970.5%183 0.3%
Georgia22300.2%168 0.3%22300.2%168 0.3%
New Jersey31160.1%97 0.1%31160.1%97 0.1%
North Carolina23100.3%72 0.1%23100.3%113 0.2%
Delaware11800.2%56 0.1%11800.2%55 0.1%
TOTALS169115,593100.0%$65,946 100.0%169115,288100.0%$64,445 100.0%
(1)According to the California Chapter of the American Society of Farm Managers and Rural Appraisers, there are eight distinct growing regions within California; our farms are spread across six of these growing regions.
Leases
General
Most of our leases are on a triple-net basis, an arrangement under which, in addition to rent, the tenant is required to pay the related taxes, insurance costs, maintenance, and other operating costs. Our leases generally have original terms ranging from 3 to 10 years for farms growing row crops and 7 to 15 years for farms growing permanent crops (in each case, often with options to extend the lease further). Rent is generally payable to us in advance on either an annual, semi-annual, or quarterly basis, with such rent typically subject to periodic escalation clauses provided for within the lease. Currently, 105 of our farms are leased on a pure, triple-net basis, 46 farms are leased on a partial-net basis (with us, as landlord, responsible for all or a portion of the related property taxes), 3 farms are leased on a single-net basis (with us, as landlord, responsible for the related property taxes, as well as certain maintenance, repairs, or insurance costs), 12 farms are self-operated, and 3 farms are vacant. Additionally, 27 of our farms are leased under agreements that include a variable rent component, called “participation rents,” that are based on the gross revenues earned on the respective farms.
Lease Expirations
Agricultural leases are often shorter term in nature (relative to leases of other types of real estate assets), so in any given year, we may have multiple leases up for extension or renewal. The following table summarizes the lease expirations by year for the farms owned and with leases in place as of September 30, 2023 (dollars in thousands):
Year
Number of
Expiring
Leases(1)
 Expiring
Leased
Acreage
% of Total
Acreage
Lease Revenues for the
Nine Months Ended September 30, 2023
% of Total
Lease
Revenues
2023
(2)
76,0815.3%$4,763 7.2%
202479,8938.6%5,131 7.8%
20251120,72917.9%5,574 8.4%
20261212,63610.9%4,607 7.0%
202767,1236.2%7,620 11.6%
Thereafter6058,73350.8%37,820 57.3%
Other(3)
113980.3%431 0.7%
Totals114115,593100.0%$65,946 100.0%
(1)Certain lease agreements encompass multiple farms.
(2)Includes one lease with a tenant termination option that expired subsequent to September 30, 2023, without being exercised. Also includes four leases on properties in Michigan (encompassing 14 total farms) that expired subsequent to September 30, 2023.
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(3)Primarily consists of ancillary leases (e.g., renewable energy leases; oil, gas, and mineral leases; telecommunications leases; etc.) with varying expirations on certain of our farms. Also includes one farm that was self-operated as of September 30, 2023, for which we recorded approximately $77,000 of lease revenues attributable to the former tenant during the three months ended March 31, 2023.
We currently have three agricultural leases scheduled to expire within the next six months. We are currently exploring a variety of options with the underlying properties, including negotiating lease terms with existing and potential new tenants, discussing sale options with prospective buyers, and considering operating the properties ourselves via third-party management agreements. Regarding all upcoming lease expirations, there can be no assurance that we will be able to renew the existing leases or execute new leases at rental rates favorable to us, if at all, or be able to find replacement tenants, if necessary.
Recent Developments
Portfolio Activity—Existing Properties
Leasing Activity
The following table summarizes certain leasing activity that has occurred on our existing properties since July 1, 2023, through the date of this filing (dollars in thousands, except for footnotes):
PRIOR LEASES(1)
NEW LEASES(2)
Farm
Locations
Number
of
Leases
Total
Farm
Acres
Total
Annualized
Straight-line
Rent(3)
# of Leases
with
Participation
Rents
Lease
Structures
(# of NNN
/ NN / N)(4)
Total
Annualized
Straight-line
Rent
(3)
Wtd. Avg.
Term
(Years)
# of Leases
with
Participation
Rents
Lease
Structures
(# of NNN
/ NN / N)
(4)
CA & CO914,591$5,886 14 / 5 / 0$6,193 7.114 / 5 / 0
(1)Prior leases include one lease that was terminated early during the three months ended September 30, 2023. Upon termination of this lease, we entered into new leases with new tenants, effective immediately, which are included in the above table.
(2)In connection with certain of these leases, we committed to provide capital for certain improvements on these farms. See “Liquidity and Capital Resources—Operating Commitments and Obligations—Operating Obligations” below for additional information on these and other commitments.
(3)Based on the minimum cash rental payments guaranteed under the applicable leases (presented on an annualized basis), as required under GAAP, and excludes contingent rental payments, such as participation rents.
(4)“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, in each case, as described above under “Leases—General.”
Water Acquisition
On October 9, 2023, we entered into a water transfer agreement with Byron-Bethany Irrigation District (“BBID”), a multi-county water district located in Contra Costa County, California. Pursuant to the agreement, which expires on February 28, 2031, we may elect to purchase up to 15,000 acre-feet of water per water year during years in which BBID has a surplus supply of water. Initial consideration consisted of $750,000, plus incremental costs based on the number of acre-feet we elected to purchase for the 2023 water year. As such, on October 12, 2023, we paid approximately $1.2 million (including the initial payment of $750,000) to purchase 7,000 acre-feet of water for the 2023 water year.
Our ability to purchase water under this contract in future years will be subject to BBID having surplus water available in such water years, and prices will be determined based on water transfer rates established by certain Federal and state governing agencies. To the extent surplus water supplies are available, water purchases in future years are at our sole option (up to a maximum of 15,000 acre-feet of water per water year), and we are not obligated to purchase water in any water year in which BBID has surplus water supplies. In addition, all water transfers are subject to approval by the U.S. Department of Interior, Bureau of Reclamation. We plan to store this water in a groundwater recharge facility recently constructed on one of our farms, and we currently intend to hold this water for the long-term for future use on our farms.
Self-operated, Non-accrual, and Vacant Properties
During a portion of the nine months ended September 30, 2023, we had 18 farms (4 in California and 14 in Michigan) that were either self-operated or on which lease revenues were recognized on a cash basis (due to credit issues with three tenants causing us to determine that the full collectibility of the remaining rental payments under the respective leases were not deemed to be probable). Currently, 1 farm in California and 11 farms in Michigan are self-operated (on a temporary basis via management agreements with unrelated third-parties). One California farm was fully re-leased during the three months ended September 30, 2023, and the other two California farms are currently expected to return to full accrual status later in the year pending, among other factors, continued on-time rental payments made by the tenant. Additionally, three farms in Michigan are currently vacant.
Regarding self-operated and vacant farms, we are in discussions with potential tenants to lease these farms and currently expect to come to agreements within the next three months; however, there can be no guarantee that we will be able to reach lease agreements with tenants at favorable terms to us, or at all.
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During the three and nine months ended September 30, 2023, we recorded aggregate lease revenues related to the aforementioned farms of approximately $156,000 and $782,000, respectively, as compared to approximately $525,000 and $1.6 million during the respective prior-year periods.
Financing Activity
Debt Activity
Loan Repayments
From July 1, 2023, through the date of this filing, we repaid approximately $6.9 million of maturing loans. On a weighted-average basis, these borrowings bore interest at a stated rate of 3.39% and an effective interest rate (after interest patronage, where applicable) of 3.00%.
Equity Activity
Series E Preferred Stock
On November 9, 2022, we filed a prospectus supplement with the SEC for a continuous public offering (the “Series E Offering”) of up to 8,000,000 shares of our newly-designated 5.00% Series E Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series E Preferred Stock”), on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $25.00 per share. See Note 6, “Related-Party Transactions—Gladstone Securities—Dealer-Manager Agreements,” for a discussion of the commissions and fees to be paid to Gladstone Securities in connection with the Series E Offering.
The following table summarizes the sales of our Series E Preferred Stock that occurred from July 1, 2023, through the date of this filing (dollars in thousands):
Number of
Shares Sold
Weighted-average
Offering Price Per Share
Gross Proceeds
Net Proceeds(1)
89,872$24.96 $2,243 $2,022 
(1)Net of underwriting discounts, selling commissions, and dealer-manager fees borne by us. Aggregate selling commissions and dealer-manager fees paid to Gladstone Securities as a result of these sales was approximately $221,000.
The Series E Offering will terminate on the date (the “Series E Termination Date”) that is the earlier of (i) December 31, 2025 (unless terminated or extended by our Board of Directors) and (ii) the date on which all 8,000,000 shares of Series E Preferred Stock offered in the Series E Offering are sold. There is currently no public market for shares of Series E Preferred Stock. We intend to apply to list the Series E Preferred Stock on Nasdaq or another national securities exchange within one calendar year of the Series E Termination Date; however, there can be no assurance that a listing will be achieved in such timeframe, or at all.
Common Stock—At-the-Market Program
On May 12, 2020, we entered into equity distribution agreements with Virtu Americas, LLC, and Ladenburg Thalmann & Co., Inc. (each a “Sales Agent”), that, as subsequently amended, permitted us to issue and sell, from time to time and through the Sales Agents, shares of our common stock having an aggregate offering price of up to $260.0 million (the “ATM Program”). On April 13, 2023, we entered into separate amended and restated equity distribution agreements with the Sales Agents to allow us to sell shares of our common stock having an aggregate offering price of up to $500.0 million.
The following table summarizes the activity under the ATM Program from July 1, 2023, through the date of this filing (dollars in thousands):
Number of Shares SoldWeighted-average
Offering Price
Per Share
Gross Proceeds
Net Proceeds(1)
58,360$17.34 $1,012 $1,002 
(1)Net of underwriting commissions.
Impact of Inflation and Rising Interest Rates
According to the U.S. Bureau of Labor Statistics, the consumer price index (“CPI”) grew at an annual rate of 3.7% through September 30, 2023, as overall inflation continued to ease from the peak levels experienced in the summer of 2022, when it reached the highest rates seen in over 40 years. The increase in food prices has also slowed but still continues to keep pace with the rate of inflation, with the overall food segment also increasing at an annual rate of 3.7% through September 30, 2023. In addition, according to the NCREIF Farmland Index, which, as of September 30, 2023, consisted of approximately $16.4 billion of farms across the U.S., the total return on U.S. farmland (including appreciation and income) was 5.8% for the 12 months ended September 30, 2023. If the increases in food prices continue to outpace or at least keep pace with inflation, we believe this will help mitigate any increase in input costs experienced by our farm operators.
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To combat inflation, the Federal Reserve has raised its benchmark funds rate 11 times since March 2022, resulting in the highest target rate seen since January 2001. While slowing down significantly from its peak levels, overall inflation, and particularly “core inflation” (which excludes transitory costs, such as food and energy), remains above the Federal Reserve’s target long-term rate of 2.0%, leading many to believe another rate increase remains possible in the near-term future. As such, interest rates remain volatile in response to competing concerns regarding inflationary pressures, coupled with the continued threat of a near-term recession. The yield on the 10-year U.S. Treasury Note has increased substantially since reaching a historic low in 2020 and recently surpassed 5% for the first time since 2007, which adversely affects interest rates on long-term financing. In addition, while the U.S. economy has proven to be resilient and its outlook has improved somewhat in recent months, fears of global recessionary conditions continue to persist, caused in part by stubborn inflation, rising borrowing costs, and geopolitical conditions (including instability arising from armed conflict), although the actual timeline, impact, and duration, if any such conditions materialize, are unknown.
Over 99.9% of our borrowings are currently at fixed rates, and on a weighted-average basis, these rates are fixed at an effective interest rate of 3.35% for another 4.3 years. As such, with respect to our current borrowings, we have experienced minimal impact from the recent increases in interest rates, and we believe we are well-protected against further interest rate increases, which seem likely to continue in the near term.
LIBOR Transition
The majority of our debt is at fixed rates, and we currently have very limited exposure to variable-rate debt. Previously, our variable-rate debt was based upon the London Interbank Offered Rate (“LIBOR”), which was phased out in June 2023. LIBOR has since transitioned to a new standard rate, the Secured Overnight Financing Rate (“SOFR”), which was formally adopted by the Alternative Reference Rates Committee in July 2021 as a benchmark interest rate that incorporates certain overnight repo market data collected from multiple data sets. The intent was to adjust the SOFR to minimize the differences between the interest that a borrower was paying using LIBOR versus what it will be paying SOFR. Our lines of credit with MetLife and four term loans with Rabo AgriFinance LLC (which are effectively fixed through our entry into interest swap agreements) were previously indexed based on LIBOR, and all have since transitioned to SOFR, resulting in a minimal impact to our overall operations.
Our Adviser and Administrator
We are externally managed pursuant to contractual arrangements with our Adviser and our Administrator (both affiliates of ours), which collectively employ all of our personnel and pay their salaries, benefits, and general expenses directly. The current investment advisory agreement with our Adviser (the “Advisory Agreement”) and the current administration agreement with our Administrator (the “Administration Agreement”) were each approved unanimously by our board of directors, including, specifically, our independent directors.
A summary of certain compensation terms within the Advisory Agreement and a summary of the Administration Agreement is below.
Advisory Agreement
Pursuant to the Advisory Agreement, our Adviser is compensated in the form of a base management fee and, each as applicable, an incentive fee, a capital gains fee, and a termination fee. Our Adviser does not charge acquisition or disposition fees when we acquire or dispose of properties, as is common in other externally-managed REITs. The base management and incentive fees are described below. For information on the capital gains and termination fees, refer to Note 6, “Related-Party Transactions—Our Adviser and Administrator—Advisory Agreements,” within the accompanying notes to our condensed consolidated financial statements.
Base Management Fee
Pursuant to the Advisory Agreement, a base management fee is paid quarterly and is calculated at an annual rate of 0.60% (0.15% per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined as the gross cost of tangible real estate owned by us (including land and land improvements, permanent plantings, irrigation and drainage systems, 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.
Incentive Fee
Pursuant to the Advisory Agreement, an incentive fee is calculated and payable quarterly in arrears if the Pre-Incentive Fee FFO for a particular quarter exceeded a hurdle rate of 1.75% (7.0% annualized) of the prior calendar quarter’s Total Adjusted Common Equity.
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For purposes of this calculation, Pre-Incentive Fee FFO is defined in the Advisory Agreement as FFO (also as defined in the Advisory Agreement) accrued by the Company during the current calendar quarter (prior to any incentive fee calculation for the current calendar quarter), less any dividends declared on preferred stock securities that were not treated as a liability for GAAP purposes. In addition, Total Adjusted Common Equity is defined as common stockholders’ equity plus non-controlling common interests in our Operating Partnership, if any (each as reported on our balance sheet), adjusted to exclude unrealized gains and losses and certain other one-time events and non-cash items.
Our Adviser would receive: (i) no Incentive Fee in any calendar quarter in which the Pre-Incentive Fee FFO did not exceed the hurdle rate; (ii) 100% of the Pre-Incentive Fee FFO with respect to that portion of such Pre-Incentive Fee FFO, if any, that exceeded the hurdle rate but was less than 2.1875% in any calendar quarter (8.75% annualized); and (iii) 20% of the amount of the Pre-Incentive Fee FFO, if any, that exceeds 2.1875% in any calendar quarter (8.75% annualized).
Administration Agreement
Pursuant to the Administration Agreement, we pay for our allocable portion of the Administrator’s expenses incurred while performing its obligations to us, including, but not limited to, rent and the salaries and benefits expenses of our Administrator’s employees, including our chief financial officer, treasurer, chief compliance officer, general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary), and their respective staffs. Our allocable portion of the Administrator’s expenses is generally derived by multiplying our Administrator’s total expenses by the approximate percentage of time the Administrator’s employees perform services for us in relation to their time spent performing services for all companies serviced by our Administrator under similar contractual agreements.
Critical Accounting Policies
The preparation of our financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”) requires management to make judgments that are subjective in nature to make certain estimates and assumptions. Application of these accounting policies involves the exercise of judgment regarding the use of assumptions as to future uncertainties, and, as a result, actual results could materially differ from these estimates. A summary of our significant accounting policies is provided in Note 2 to our consolidated financial statements in our Form 10-K. There were no material changes to our critical accounting policies during the nine months ended September 30, 2023.
RESULTS OF OPERATIONS
For the purposes of the following discussions on certain operating revenues and expenses:
With regard to the comparison between the three months ended September 30, 2023 and 2022:
Same-property basis represents farms owned as of June 30, 2022, which were not vacant at any point during either period presented and full collectability of future rental payments under the respective leases was deemed probable during the entirety of both periods;
Properties acquired or disposed of are farms that were either acquired or disposed of at any point subsequent to June 30, 2022. From July 1, 2022, through September 30, 2023, we acquired four new farms and had one partial farm disposition; and
Vacant, self-operated, or non-accrual properties are:
*Farms that were vacant (either wholly or partially) at any point during either period presented. We did not have any vacant farms during either of the three months ended September 30, 2023 or 2022;
*Farms that were self-operated at any point during either period presented. One of our farms was self-operated (via a management agreement with an unrelated third-party) during the three months ended September 30, 2023; and
*Farms with leases where revenue was recognized on a cash basis during either period presented (rather than a straight-line basis) due to full collectability of future rental payments under the respective leases deemed not to be probable as a result of tenant credit issues. During a portion of the three months ended September 30, 2023, we recognized revenue from two different leases with one tenant (encompassing two different farms) on a cash basis.
With regard to the comparison between the nine months ended September 30, 2023 and 2022:
Same-property basis represents farms owned as of December 31, 2021, which were not vacant at any point during either period presented and full collectability of future rental payments under the respective leases was deemed probable during the entirety of both periods;
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Properties acquired or disposed of are farms that were either acquired or disposed of at any point subsequent to December 31, 2021. From January 1, 2022, through September 30, 2023, we acquired four new farms and had one partial farm disposition; and
Vacant, self-operated, or non-accrual properties are:
Farms that were vacant (either wholly or partially) at any point during either period presented. We did not have any vacant farms during either of the nine months ended September 30, 2023 or 2022;
Farms that were self-operated at any point during either period presented. One of our farms was self-operated (via a management agreement with an unrelated third-party) during a portion of the nine months ended September 30, 2023; and
Farms with leases where revenue was recognized on a cash basis during either period presented (rather than a straight-line basis) due to full collectability of future rental payments under the respective leases deemed not to be probable as a result of tenant credit issues. During a portion of the nine months ended September 30, 2023, we recognized revenue from seven different leases with three separate tenants (encompassing 17 different farms) on a cash basis.
A comparison of results of components comprising our operating income for the three and nine months ended September 30, 2023 and 2022 is below (dollars in thousands):
 For the Three Months Ended September 30,  
 20232022$ Change% Change
Operating revenues:
Lease revenues:
Fixed lease payments$21,102 $21,178 $(76)(0.4)%
Variable lease payments – participation rents2,385 3,003 (618)(20.6)%
Variable lease payments – tenant reimbursements and other47 28 19 67.9%
Total operating revenues23,534 24,209 (675)(2.8)%
Operating expenses:
Depreciation and amortization9,244 9,146 98 1.1 %
Property operating expenses729 706 23 3.3 %
Base management and incentive fees2,939 2,591 348 13.4 %
Administration fee619 543 76 14.0 %
General and administrative expenses605 729 (124)(17.0)%
Write-off of costs associated with Series C cumulative redeemable preferred stock— 851 (851)(100.0)%
Total operating expenses14,136 14,566 (430)(3.0)%
Operating income$9,398 $9,643 $(245)(2.5)%


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 For the Nine Months Ended September 30,  
 20232022$ Change% Change
Operating revenues:
Lease revenues:
Fixed lease payments$63,180 $61,387 $1,793 2.9 %
Variable lease payments – participation rents2,580 3,024 (444)(14.7)%
Variable lease payments – tenant reimbursements186 34 152 447.1 %
Total operating revenues65,946 64,445 1,501 2.3 %
Operating expenses:
Depreciation and amortization27,407 25,883 1,524 5.9 %
Property operating expenses2,744 2,103 641 30.5 %
Base management and incentive fees7,236 7,801 (565)(7.2)%
Administration fee1,708 1,470 238 16.2 %
General and administrative expenses2,181 1,983 198 10.0 %
Write-off of costs associated with Series C cumulative redeemable preferred stock— 851 (851)(100.0)%
Total operating expenses41,276 40,091 1,185 3.0 %
Operating income$24,670 $24,354 $316 1.3 %
Operating Revenues
Lease revenues
The following table provides a summary of our lease revenues during the three and nine months ended September 30, 2023 and 2022 (dollars in thousands):
For the Three Months Ended September 30,For the Nine Months Ended September 30,
20232022$ Change% Change20232022$ Change% Change
Same-property basis:
Fixed lease payments$20,363 $20,413 $(50)(0.2)%$59,259 $58,859 $400 0.7%
Participation rents2,385 3,003 (618)(20.6)%2,508 2,993 (485)(16.2)%
Total – Same-property basis22,748 23,416 (668)(2.9)%61,767 61,852 (85)(0.1)%
Properties acquired or disposed of:
Fixed lease payments658 500 158 31.6%3,239 1,000 2,239 223.9%
Participation rents— — — NM— — — NM
Total – Properties acquired or disposed of658 500 158 31.6%3,239 1,000 2,239 223.9%
Vacant, self-operated, or non-accrual, properties:
Fixed lease payments81 264 (183)(69.3)%682 1,528 (846)(55.4)%
Participation rents— — — NM72 31 41 132.3%
Total – Vacant, self-operated, or non-accrual properties81 264 (183)(69.3)%754 1,559 (805)(51.6)%
Tenant reimbursements and other(1)
47 28 19 67.9%186 34 152 447.1%
Total Lease revenues$23,534 $24,208 $(674)(2.8)%$65,946 $64,445 $1,501 2.3%
NM = Not Meaningful
(1)Tenant reimbursements and other primarily consist of tenant-reimbursed property operating expenses on certain of our farms, including property taxes, insurance premiums, and other property-related expenses. Similar amounts are also recorded as property operating expenses during the respective periods. 2023 amounts also include late fees received from certain tenants.
Same-property Basis – 2023 compared to 2022
Lease revenues from fixed lease payments remained relatively flat for the three months ended September 30, 2023, and increased during the nine months ended September 30, 2023. The increase during the nine months ended September 30, 2023, was primarily due to additional rents earned on capital improvements completed on certain of our farms and two one-time payments received for easement access across portions of two of our farms. Both periods were negatively impacted by the
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execution of one lease agreement in the fourth quarter of 2022, pursuant to which we agreed to reduce the fixed base rent amount in exchange for increasing the participation rent components in the lease, the result of which will not be known until later in 2023.
The amount of lease revenues from participation rents is largely dependent upon when certain information is made available to allow us to determine such amounts to be reasonably estimable and thus recorded. Based on the participation rents recorded thus far, the decrease was primarily driven by lower production (i.e., pounds per acre) on certain almond and pistachio farms (partly due to the alternate-bearing nature of such tree crops but also due to the harvest of such crops coming at the end of a multi-year drought), coupled with weaker crop prices, particularly in the almond market, which continued to be hampered with oversupply exacerbated by supply chain disruptions that occurred during the height of the COVID-19 pandemic.
Other – 2023 compared to 2022
Lease revenue from properties acquired or disposed of increased primarily due to additional revenues earned on new farms acquired subsequent to December 31, 2021.
Fixed lease payments from vacant, self-operated, or non-accrual properties decreased primarily due to revenue from certain of our leases being recognized on a cash basis during a portion of the three and nine months ended September 30, 2023 (rather than a straight-line basis), due to full collectability of future rental payments under the respective leases deemed not to be probable as a result of tenant credit issues. In addition, one of our farms was self-operated (via a management agreement with an unrelated third-party) for the three months ended September 30, 2023, and a portion of the nine months ended September 30, 2023. The decrease in lease revenues from vacant, self-operated, or non-accrual properties was partially offset by cash collections (in part or in whole) from tenants occupying certain of these properties during the three and nine months ended September 30, 2023. No revenue has been recognized as a result of operations at farms that were self-operated during any period presented.
The fluctuations in tenant reimbursement revenue are primarily driven by payments made by certain tenants on our behalf (pursuant to the lease agreements) to unconsolidated entities of ours that convey water to the respective properties. As such, the timing of revenue fluctuates as payments are made by our tenants. Amounts recorded during the three and nine months ended September 30, 2023, also include late fees received from certain tenants.
Operating Expenses
Depreciation and amortization
Depreciation and amortization expense increased primarily due to additional depreciation and amortization expense incurred on new farms acquired subsequent to December 31, 2021, as well as an increase in depreciation associated with additional capital expenditures on certain of our farms. This increase was partially offset by a decrease attributable to certain assets reaching the end of their useful lives.
Property operating expenses
Property operating expenses consist primarily of real estate taxes, repair and maintenance expenses, insurance premiums, and other miscellaneous operating expenses paid for certain of our properties. The following table provides a summary of the property-operating expenses recorded during the three and nine months ended September 30, 2023 and 2022 (dollars in thousands):
For the Three Months Ended September 30,For the Nine Months Ended September 30,
20232022$ Change% Change20232022$ Change% Change
Same-property basis$648 $643 $0.8%$2,172 $1,840 $332 18.0%
Properties acquired or disposed of 21 (20)(95.2)%25 (20)(80.0)%
Vacant, self-operated, or non-accrual properties22 20 NM398 175 223 127.4%
Tenant-reimbursed property operating expenses(1)
58 40 18 45.0%169 63 106 168.3%
Total Property operating expenses$729 $706 $23 3.3%$2,744 $2,103 $641 30.5%
NM = Not Meaningful
(1)Represents certain operating expenses (property taxes, insurance premiums, and other property-related expenses) paid by us that, per the respective leases, are required to be reimbursed to us by the tenant. Similar amounts are also recorded as lease revenue when earned in accordance with the lease.
Same-property Basis – 2023 compared to 2022
Property operating expenses increased primarily due to additional property management and consulting fees incurred across our portfolio, as well as higher legal fees related to drafting new lease agreements. We also recorded additional repairs and
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maintenance expense as a result of minor damage caused by natural disasters at certain of our farms. This increase was partially offset by a decrease in real estate tax expense.
Other – 2023 compared to 2022
Property operating expenses on properties acquired or disposed of decreased, primarily due to additional legal fees incurred in the prior-year periods on certain farms acquired subsequent to December 31, 2021.
Property operating expenses attributable to vacant, self-operated, or non-accrual properties increased primarily due to additional legal fees incurred in connection with rent collection, lease termination, or re-leasing efforts on such farms.
The fluctuations in tenant-reimbursed property operating expenses are primarily driven by miscellaneous property operating costs incurred by us in connection with our ownership interests in certain unconsolidated entities, for which our tenants are contractually obligated to reimburse us under the terms of the respective leases. Such expenses will fluctuate commensurate with the timing and amount of miscellaneous operating costs incurred by the underlying entities.
Related-Party Fees
The following table provides the calculations of the base management and incentive fees due to our Adviser pursuant to the Advisory Agreement for the three and nine months ended September 30, 2023 and 2022 (dollars in thousands; for further discussion on certain defined terms used below, refer to Note 6, “Related-Party Transactions,” within the accompanying notes to our condensed consolidated financial statements):

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Quarter EndedYear to Date
March 31June 30September 30
FY 2023 Fee Calculations:
Base Management Fee:
Gross Tangible Real Estate(1)(2)
$1,432,394 $1,431,761 $1,433,713 
Quarterly rate0.150 %0.150 %0.150 %
Base management fee(3)
$2,149 $2,148 $2,150 $6,447 
Incentive Fee:
Total Adjusted Common Equity(1)(2)
$358,689 $362,411 $360,339 
First hurdle quarterly rate1.750 %1.750 %1.750 %
First hurdle threshold$6,277 $6,342 $6,306 
Second hurdle quarterly rate2.1875 %2.1875 %2.1875 %
Second hurdle threshold$7,846 $7,928 $7,882 
Pre-Incentive Fee FFO(1)
$5,303 $4,400 $7,095 
100% of Pre-Incentive Fee FFO in excess of first hurdle threshold, up to second hurdle threshold$— $— $789 
20% of Pre-Incentive Fee FFO in excess of second hurdle threshold— — — 
Total Incentive fee(3)
$ $ $789 $789 
Total fees due to Adviser$2,149 $2,148 $2,939 $7,236 
FY 2022 Fee Calculations:
Base Management Fee:
Gross Tangible Real Estate(1)(2)
$1,357,800 $1,361,757 $1,390,645 
Quarterly rate0.150 %0.150 %0.150 %
Base management fee(3)
$2,036 $2,043 $2,086 $6,165 
Incentive Fee:
Total Adjusted Common Equity(1)(2)
$378,299 $381,201 $364,955 
First hurdle quarterly rate1.750 %1.750 %1.750 %
First hurdle threshold$6,620 $6,671 $6,387 
Second hurdle quarterly rate2.1875 %2.1875 %2.1875 %
Second hurdle threshold$8,275 $8,339 $7,983 
Pre-Incentive Fee FFO(1)
$7,751 $4,819 $6,892 
100% of Pre-Incentive Fee FFO in excess of first hurdle threshold, up to second hurdle threshold$1,131 $— $505 
20% of Pre-Incentive Fee FFO in excess of second hurdle threshold— — — 
Total Incentive fee(3)
$1,131 $ $505 $1,636 
Total fees due to Adviser$3,167 $2,043 $2,591 $7,801 
(1)As defined in the Advisory Agreement.
(2)As of the end of the respective prior quarters.
(3)Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
The base management fee increased primarily due to additional assets acquired and improvements made on certain of our farms since December 31, 2021.
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Our Adviser earned an incentive fee during each of the three and nine months ended September 30, 2023 and 2022 due to our Pre-Incentive Fee FFO (as defined in the Advisory Agreement) exceeding the required hurdle rate of the applicable equity base during the third quarter of 2023 and during the first and third quarters of 2022, respectively.
The administration fee paid to our Administrator increased primarily due to hiring additional personnel and us using a higher overall share of our Administrator’s resources in relation to those used by other funds and affiliated companies serviced by our Administrator.
Other Operating Expenses
General and administrative expenses consist primarily of professional fees, director fees, stockholder-related expenses, overhead insurance, acquisition-related costs for investments no longer being pursued, and other miscellaneous expenses. General and administrative expenses decreased during the three months ended September 30, 2023, primarily due to a decrease in acquisition-related costs for investments no longer being pursued. The increase during the nine months ended September 30, 2023, was primarily due to additional legal and stockholder-related expenses incurred related to the listing of the Series C Preferred Stock.
During each of the three and nine months ended September 30, 2022, we wrote off $851,000 of costs (including approximately $798,000 of unamortized deferred offering costs) related to the Series C Offering due to an amendment that reduced the number of shares of Series C Preferred Stock to be offered.
A comparison of results of other components contributing to net loss attributable to common stockholders for the three and nine months ended September 30, 2023 and 2022 is below (dollars in thousands):
 For the Three Months Ended September 30,  
 20232022$ Change% Change
Operating income$9,398 $9,643 $(245)(2.5)%
Other income (expense):
Other income382 237 145 61.2%
Interest expense(5,856)(6,476)620 (9.6)%
Dividends declared on cumulative term preferred stock(755)(755)— —%
Loss on dispositions of real estate assets, net(4)(819)815 (99.5)%
Loss from investments in unconsolidated entities(24)(24)— —%
Total other income (expense), net(6,257)(7,837)1,580 (20.2)%
Net income3,141 1,806 1,335 73.9%
Net loss attributable to non-controlling interests— (2)(100.0)%
Net income attributable to the Company3,141 1,804 1,337 74.1%
Aggregate dividends declared on and charges related to extinguishment of cumulative redeemable preferred stock(6,105)(5,398)(707)13.1%
Net loss attributable to common stockholders$(2,964)$(3,594)$630 (17.5)%
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 For the Nine Months Ended September 30,
 20232022$ Change% Change
Operating income$24,670 $24,354 $316 1.3%
Other income (expense):
Other income3,365 3,067 298 9.7%
Interest expense(17,835)(19,446)1,611 (8.3)%
Dividends declared on cumulative term preferred stock(2,264)(2,264)— —%
Gain (loss) on dispositions of real estate assets, net5,910 (2,100)8,010 (381.4)%
Property and casualty (loss) recovery, net(1,016)49 (1,065)(2,173.5)%
Loss from investments in unconsolidated entities(84)(54)(30)55.6%
Total other expense, net(11,924)(20,748)8,824 (42.5)%
Net income12,746 3,606 9,140 253.5%
Net income attributable to non-controlling interests— (9)(100.0)%
Net income attributable to the Company12,746 3,597 9,149 254.4%
Aggregate dividends declared on and charges related to extinguishment of cumulative redeemable preferred stock(18,303)(13,801)(4,502)32.6%
Net loss attributable to common stockholders$(5,557)$(10,204)$4,647 (45.5)%
Other Income (Expense)
Other income, which generally consists of interest patronage received from Farm Credit (as defined in Note 4, “Borrowings,” in the accompanying notes to our condensed consolidated financial statements) and interest earned on short-term investments, increased primarily due to additional income earned on short-term investments due to higher interest rates, partially offset by less interest patronage received from Farm Credit (primarily due to decreased borrowings from Farm Credit).
During the three months ended March 31, 2023, we recorded approximately $2.3 million of interest patronage from Farm Credit related to interest accrued during 2022, as compared to approximately $2.8 million of interest patronage recorded during the prior-year period that related to interest accrued during 2021. In addition, during the three months ended September 30, 2022, we received approximately $113,000 of interest patronage related to interest accrued during 2022, as certain Farm Credit associations paid a portion of 2022 interest patronage (which is typically paid during the first half of 2023) early. In total, 2022 interest patronage resulted in a 24.1% reduction (approximately 109 basis points) to the interest rate of such borrowings.
Interest expense decreased, primarily due to a decrease in overall borrowings. The weighted-average principal balance of our aggregate borrowings (excluding our cumulative term preferred stock) outstanding for the three and nine months ended September 30, 2023, was approximately $589.5 million and $600.5 million, respectively, as compared to approximately $649.2 million and $660.1 million for the respective prior-year periods. Excluding interest patronage received on certain of our Farm Credit borrowings and the impact of debt issuance costs, the weighted-average interest rate charged on our aggregate borrowings for the three and nine months ended September 30, 2023, was 3.81% and 3.79%, respectively, as compared to 3.82% and 3.76% for the respective prior-year periods.
During the nine months ended September 30, 2023, we recorded a net capital gain, driven by the sale of a 138-acre parcel of unfarmed land in Florida for $9.6 million, which, after accounting for closing costs, resulted in a net gain of approximately $6.4 million. The net losses recorded during each of the three and nine months ended September 30, 2022, related to the disposals of certain irrigation and other improvements on certain of our farms.
The net property and casualty (loss) recovery related to net expenses incurred and insurance recoveries received for certain improvements that were damaged due to natural disasters. The property and casualty loss recorded during the nine months ended September 30, 2023, was the result of the heavy rainfall that occurred in California in early 2023 and the resulting flooding, which damaged certain structures located on one of our farms in the Central Valley. We continue to work with our tenant on this farm to assess the damage and come to a solution regarding the repairs.
The aggregate dividends paid on our cumulative redeemable preferred stock increased due to additional shares of the Series C Preferred Stock and Series E Preferred Stock issued and outstanding during each of the current-year periods.
LIQUIDITY AND CAPITAL RESOURCES
Overview
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Our current short- and long-term sources of funds include cash and cash equivalents, cash flows from operations, borrowings (including the undrawn commitments available under our credit facility with Metropolitan Life Insurance Company (“MetLife”)), and issuances of additional equity securities. Our current available liquidity is approximately $174.4 million, consisting of approximately $24.7 million in cash on hand and, based on the current level of collateral pledged, approximately $149.7 million of availability under our credit facility with MetLife (subject to compliance with covenants) and other undrawn notes or bonds. In addition, we currently have certain properties valued at a total of approximately $155.2 million that are unencumbered and eligible to be pledged as collateral.
Over 99.9% of our borrowings are currently at fixed rates, and on a weighted-average basis, these rates are fixed at an effective interest rate of 3.35% for another 4.3 years. In addition, the weighted-average remaining term of our notes and bonds payable is approximately 9.0 years. As such, with respect to our current borrowings, we have experienced minimal impact from the recent increases in interest rates, and we believe we are well-protected against any future interest rate increases. Despite ongoing volatility in the markets, based on discussions with our lenders, we do not believe there will be a credit freeze on agricultural lending in the near term. We are in compliance with all of our debt covenants under our respective credit facilities and borrowings, and we believe we currently have adequate liquidity to cover all near- and long-term debt obligations and operating expenses.
Future Capital Needs
Our short- and long-term liquidity requirements consist primarily of making principal and interest payments on outstanding borrowings; funding our general operating costs; making dividend payments on our cumulative term preferred stock and cumulative redeemable preferred stock; making distributions to stockholders (including non-controlling OP Unitholders, if any) to maintain our qualification as a REIT; and, as capital is available, funding capital improvements on existing farms and new farmland and farm-related acquisitions consistent with our investment strategy.
In the near term, we believe that our current and short-term cash resources will be sufficient to service our debt; fund our current operating costs; pay dividends on our cumulative term preferred stock and cumulative redeemable preferred stock; and fund our distributions to stockholders (including non-controlling OP Unitholders). We expect to meet our long-term liquidity requirements through various sources of capital, including long-term mortgage indebtedness and bond issuances, future equity issuances (including, but not limited to, shares of our Series E Preferred Stock, OP Units through our Operating Partnership as consideration for future acquisitions, and shares of common stock through our ATM Program), and other secured and unsecured borrowings.
We intend to use a significant portion of any current and future available liquidity to purchase additional farms and farm-related facilities. We continue to actively seek and evaluate acquisitions of additional farms and farm-related facilities that satisfy our investment criteria, and we have several properties that are in various stages of our due diligence process. However, all potential acquisitions will be subject to our due diligence investigation of such properties, and there can be no assurance that we will be successful in identifying or acquiring any properties in the future.
Operating Commitments and Obligations
Operating Obligations
In connection with the execution of certain lease agreements, we have committed to provide capital improvements on certain of our farms. Below is a summary of certain of those projects for which we have incurred or accrued costs as September 30, 2023 (dollars in thousands):
Farm
Location(s)
Farm
Acreage
Total
Commitment
Obligated
Completion
Date(1)
Amount Expended
or Accrued as of
September 30, 2023
Umatilla, OR135$2,750 (2)Q4 2023$2,308 
Columbia, OR1571,800 (2)Q3 20241,146 
Ventura, CA4021,000 (2)Q4 2025448 
Napa, CA2701,635 (2)Q4 2029996 
Wicomico & Caroline, MD, and Sussex, DE833115 Q3 203049 
Yuma, AZ3,033941 (2)Q4 2031896 
Franklin & Grant, WA, & Umatilla, OR1,1262,169 (2)Q4 20321,915 
(1)Our obligation to provide capital to fund these improvements does not extend beyond these respective dates.
(2)Pursuant to contractual agreements, we will earn additional rent on the cost of these capital improvements as the funds are disbursed by us.
Ground Lease Obligations
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In connection with certain farms acquired through a leasehold interest, we assumed certain ground lease arrangements under which we are the lessee. Future minimum lease payments due under the remaining non-cancelable terms of these leases as of September 30, 2023, is as follows (dollars in thousands):
Period
Future Lease Payments(1)
For the remaining three months ending December 31:2023$40 
For the fiscal years ending December 31:202492 
202562 
202662 
202762 
202862 
Thereafter631 
Total undiscounted lease payments1,011 
Less: imputed interest(414)
Present value of lease payments$597 
(1)Certain annual lease payments are set at the beginning of each year to then-current market rates (as determined by the lessor). The amounts shown above represent estimated amounts based on the lease rates currently in place.
As a result of these ground leases, we recorded lease expense (included within Property operating expenses on the accompanying Condensed Consolidated Statement of Operations and Comprehensive Income) of approximately $26,000 and $77,000 during the three and nine months ended September 30, 2023, respectively, and approximately $23,000 and $69,000 during the three and nine months ended September 30, 2022, respectively.
Cash Flow Resources
The following table summarizes total net cash flows from operating, investing, and financing activities for the nine months ended September 30, 2023 and 2022 (dollars in thousands):
 For the Nine Months Ended September 30,  
 20232022$ Change% Change
Net change in cash from:
Operating activities$22,657 $23,073 $(416)(1.8)%
Investing activities(1,086)(78,627)77,541 (98.6)%
Financing activities(57,632)75,852 (133,484)(176.0)%
Net change in Cash and cash equivalents$(36,061)$20,298 $(56,359)(277.7)%
Operating Activities
The majority of cash from operating activities is generated from the rental payments we receive from our tenants, which is first used to fund our property-level operating expenses, with any excess cash being primarily used for principal and interest payments on our borrowings, management fees to our Adviser, administrative fees to our Administrator, and other corporate-level expenses. Cash provided by operating activities decreased slightly, primarily due to the timing of certain interest payments made during the nine months ended September 30, 2023, as compared to the prior-year period. This was partially offset by a decrease in aggregate fees paid to our Advisor during the nine months ended September 30, 2023.
Investing Activities
The change in cash from investing activities was primarily due to a decrease in aggregate cash paid for acquisitions of new farms and capital improvements on existing farms during the current-year period, partially offset by the proceeds received from the sale of a 138-acre parcel of unfarmed land in Florida for $9.6 million during the nine months ended September 30, 2023, which resulted in a net gain of approximately $6.4 million.
Financing Activities
The change in cash from financing activities was primarily due to a decrease in aggregate net cash proceeds received from preferred and common equity offerings of approximately $119.7 million and a decrease in aggregate net borrowings of approximately $14.3 million.
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Debt Capital
MetLife Facility
As amended in February 2022, our facility with MetLife currently consists of $75.0 million of revolving equity lines of credit and an aggregate of $175.0 million of term notes (the “MetLife Facility”). We currently have $100,000 outstanding under the lines of credit and $36.9 million outstanding on the term notes. While $213.0 million of the full commitment amount under the MetLife Facility remains undrawn, based on the level of collateral pledged, we currently have approximately $110.3 million of availability under the MetLife Facility. The revolving equity lines of credit mature on April 5, 2024, and the draw period for the term notes expires on December 31, 2024, after which MetLife has no obligation to disburse any additional undrawn funds under the term notes. We have been in discussions with MetLife regarding extending the maturity dates of the lines of credit and currently expect to have an agreement finalized by the end of 2023.
Farmer Mac Facility
As amended in June 2023, the Farmer Mac Facility provides for bond issuances up to an aggregate amount of $225.0 million by December 31, 2026, after which Farmer Mac has no obligation to purchase additional bonds under this facility. To date, we have issued aggregate bonds of approximately $100.1 million under the Farmer Mac Facility.
Farm Credit and Other Lenders
Since September 2014, we have closed on multiple loans with various different Farm Credit associations (for additional information on these associations, see Note 4, “Borrowings,” within the accompanying notes to our condensed consolidated financial statements). We also have borrowing relationships with several other agricultural lenders and are continuously reaching out to other lenders to establish prospective new relationships. As such, we expect to enter into additional borrowing agreements with existing and new lenders in connection with certain potential new acquisitions in the future.
Equity Capital
The following table provides information on equity sales that have occurred since January 1, 2023 (dollars in thousands, except per-share amounts; excludes shares of Series C Preferred Stock issued pursuant to the DRIP):
Type of IssuanceNumber of
Shares Sold
Weighted-average
Offering Price
Per Share
Gross Proceeds
Net Proceeds(1)
Series E Preferred Stock225,281$24.95 $5,621 $5,069 
Common Stock – ATM Program788,04519.34 15,240 15,087 
(1)Net of selling commissions and dealer-manager fees or underwriting discounts and commissions (in each case, as applicable).
Our 2023 Registration Statement (as defined in Note 8, “Equity—Registration Statement,” within the accompanying notes to our condensed consolidated financial statements) permits us to issue up to an aggregate of $1.5 billion in securities, consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more of such securities. To date, we have issued approximately $3.7 million of Series E Preferred Stock and $2.2 million of common stock under the 2023 Registration Statement.
In addition, we have the ability to, and expect to in the future, issue additional OP Units to third parties as consideration in future property acquisitions.
Off-Balance Sheet Arrangements
As of September 30, 2023, we did not have any material off-balance sheet arrangements.
NON-GAAP FINANCIAL INFORMATION
Funds from Operations, Core Funds from Operations, and Adjusted Funds from Operations
The National Association of Real Estate Investment Trusts (“NAREIT”) developed funds from operations (“FFO”) as a relative non-GAAP supplemental measure of operating performance of an equity REIT to recognize that income-producing real estate historically has not depreciated on the same basis as determined under GAAP. FFO, as defined by NAREIT, is net income (computed in accordance with GAAP), excluding gains or losses from sales of property and impairment losses on property, plus depreciation and amortization of real estate assets, and after adjustments for unconsolidated partnerships and joint ventures. We further present core FFO (“CFFO”) and adjusted FFO (“AFFO”) as additional non-GAAP financial measures of our operational performance, as we believe both CFFO and AFFO improve comparability on a period-over-period basis and are more useful
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supplemental metrics for investors to use in assessing our operational performance on a more sustainable basis than FFO. We believe that these additional performance metrics, along with the most directly-comparable GAAP measure, provide investors with helpful insight regarding how management measures our ongoing performance, as each of CFFO and AFFO (and their respective per-share amounts) are used by management and our board of directors, as appropriate, in assessing overall performance, as well as in certain decision-making analysis, including, but not limited to, the timing of acquisitions and potential equity raises (and the type of securities to offer in any such equity raises), the determination of any fee credits, and declarations of distributions on our common stock. The non-GAAP financial measures presented herein have limitations as analytical tools and should not be considered in isolation or as a substitute for an analysis of our results calculated in accordance with GAAP. We believe that net income is the most directly-comparable GAAP measure to each of FFO, CFFO, and AFFO.
Specifically, we believe that FFO is helpful to investors in better understanding our operating performance, primarily because its calculation excludes depreciation and amortization expense on real estate assets, as we believe that GAAP historical cost depreciation of real estate assets is generally not correlated with changes in the value of those assets, particularly with farmland real estate, the value of which does not diminish in a predictable manner over time, as historical cost depreciation implies. Further, we believe that CFFO and AFFO are helpful in understanding our operating performance in that it removes certain items that, by their nature, are not comparable on a period-over-period basis and therefore tend to obscure actual operating performance. In addition, we believe that providing CFFO and AFFO as additional performance metrics allows investors to gauge our overall performance in a manner that is more similar to how our performance is measured by management (including their respective per-share amounts), as well as by analysts and the overall investment community.
We calculate CFFO by adjusting FFO for the following items:
 
Acquisition- and disposition-related expenses. Acquisition- and disposition-related expenses (including due diligence costs on acquisitions not consummated and certain auditing and accounting fees incurred that were directly related to completed acquisitions or dispositions) are incurred for investment purposes and do not correlate with the ongoing operations of our existing portfolio. Further, certain auditing and accounting fees incurred vary depending on the number and complexity of acquisitions or dispositions completed during the period. Due to the inconsistency in which these costs are incurred and how they have historically been treated for accounting purposes, we believe the exclusion of these expenses improves comparability of our operating results on a period-to-period basis.
Other adjustments. We will adjust for certain non-recurring charges and receipts and will explain such adjustments accordingly. We believe the exclusion of these amounts improves comparability of our operating results on a period-to-period basis and will apply consistent definitions of CFFO for all prior-year periods presented to provide consistency and better comparability.
Further, we calculate AFFO by adjusting CFFO for the following items:
 
Rent adjustments. This adjustment removes the effects of straight-lining rental income, as well as the amortization related to above-market lease values and lease incentives and accretion related to below-market lease values, other deferred revenue, and tenant improvements, resulting in rental income reflected on a modified accrual cash basis. In addition to these adjustments, we also modify the calculation of cash rents within our definition of AFFO to provide greater consistency and comparability due to the period-to-period volatility in which cash rents are received. To coincide with our tenants’ harvest seasons, our leases typically provide for cash rents to be paid at various points throughout the lease year, usually annually or semi-annually. As a result, cash rents received during a particular period may not necessarily be comparable to other periods or represent the cash rents indicative of a given lease year. Therefore, we further adjust AFFO to normalize the cash rent received pertaining to a lease year over that respective lease year on a straight-line basis, resulting in cash rent being recognized ratably over the period in which the cash rent is earned.
Amortization of debt issuance costs. The amortization of costs incurred to obtain financing is excluded from AFFO, as it is a non-cash expense item that is not directly related to the operating performance of our properties.
Other adjustments. We will adjust for certain non-cash charges and receipts and will explain such adjustments accordingly. We believe the exclusion of such non-cash amounts improves comparability of our operating results on a period-to-period basis and will apply consistent definitions of AFFO for all prior-year periods presented to provide consistency and better comparability.
We believe the foregoing adjustments aid our investors’ understanding of our ongoing operational performance.
FFO, CFFO and AFFO do not represent cash flows from operating activities in accordance with GAAP, which, unlike FFO, CFFO, and AFFO, generally reflects all cash effects of transactions and other events in the determination of net income, and should not be considered an alternative to net income as an indication of our performance or to cash flows from operations as a measure of liquidity or ability to make distributions. Comparisons of FFO, CFFO, and AFFO, using the NAREIT definition for
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FFO and the definitions above for CFFO and AFFO, to similarly-titled measures for other REITs may not necessarily be meaningful due to possible differences in the definitions used by such REITs.
Diluted funds from operations (“Diluted FFO”), diluted core funds from operations (“Diluted CFFO”), and diluted adjusted funds from operations (“Diluted AFFO”) per share are FFO, CFFO, and AFFO, respectively, divided by the weighted-average number of total shares (including shares of our common stock and OP Units held by non-controlling limited partners) outstanding on a fully-diluted basis during a period. We believe that diluted earnings per share is the most directly-comparable GAAP measure to each of Diluted FFO, CFFO, and AFFO per share. Because many REITs provide Diluted FFO, CFFO, and AFFO per share information to the investment community, we believe these are useful supplemental measures when comparing us to other REITs.
We believe that FFO, CFFO, and AFFO and Diluted FFO, CFFO, and AFFO per share are useful to investors because they provide investors with a further context for evaluating our FFO, CFFO, and AFFO results in the same manner that investors use net income and EPS in evaluating net income.
The following table provides a reconciliation of our FFO, CFFO, and AFFO for the three and nine months ended September 30, 2023 and 2022 to the most directly-comparable GAAP measure, net income, and a computation of diluted FFO, CFFO, and AFFO per share, using the weighted-average number of total shares (including shares of our common stock and OP Units held by non-controlling OP Unitholders) outstanding during the respective periods (dollars in thousands, except per-share amounts):
 For the Three Months Ended September 30,For the Nine Months Ended September 30,
 2023202220232022
Net income$3,141 $1,806 $12,746 $3,606 
Less: Aggregate dividends declared on and charges related to extinguishment of cumulative redeemable preferred stock(1)
(6,105)(5,398)(18,303)(13,801)
Net loss attributable to common stockholders and non-controlling OP Unitholders(2,964)(3,592)(5,557)(10,195)
Plus: Real estate and intangible depreciation and amortization9,244 9,146 27,407 25,883 
Plus (less): Losses (gains) on dispositions of real estate assets, net819 (5,910)2,100 
Adjustments for unconsolidated entities(2)
22 14 69 38 
FFO available to common stockholders and non-controlling OP Unitholders6,306 6,387 16,009 17,826 
Plus: Acquisition- and disposition-related expenses, net33 150 126 169 
Plus: Other nonrecurring charges, net(3)
50 851 1,328 803 
CFFO available to common stockholders and non-controlling OP Unitholders6,389 7,388 17,463 18,798 
Net rent adjustment(1,086)(759)(3,089)(2,208)
Plus: Amortization of debt issuance costs247 269 766 817 
(Less) plus: Other non-cash (receipts) charges, net(4)
264 279 606 
AFFO available to common stockholders and non-controlling OP Unitholders5,551 7,162 15,419 18,013 
Weighted-average common stock outstanding—basic and diluted35,822,12334,607,44035,698,45834,472,018
Weighted-average common non-controlling OP Units outstanding82,511
Weighted-average total common shares outstanding35,822,12334,607,44035,698,45834,554,529
Diluted FFO per weighted-average total common share$0.18 $0.18 $0.45 $0.52 
Diluted CFFO per weighted-average total common share$0.18 $0.21 $0.49 $0.54 
Diluted AFFO per weighted-average total common share$0.15 $0.21 $0.43 $0.52 
Distributions declared per total common share$0.14 $0.14 $0.41 $0.41 
(1)Includes (i) cash dividends paid on our Series B Preferred Stock, Series C Preferred Stock, and Series E Preferred Stock, (ii) the value of additional shares of Series C Preferred Stock issued pursuant to the DRIP, and (iii) the pro-rata write-off of offering costs related to shares of Series C Preferred Stock and Series E Preferred Stock that were redeemed during the respective periods.
(2)Represents our pro-rata share of depreciation expense recorded in unconsolidated entities during the respective periods.
(3)Consists primarily of (i) net property and casualty losses (recoveries) recorded and the cost of related repairs expensed as a result of the damage caused to certain improvements by natural disasters on certain of our farms, (ii) costs related to the amendment, termination, and listing of shares from the Series C Offering that were expensed, and (iii) the write-off of certain unallocated costs related to a prior universal registration statement.
(4)Consists of (i) the amount of dividends on the Series C Preferred Stock paid via issuing new shares (pursuant to the DRIP), (ii) the pro-rata write-off of offering costs related to shares of Series C Preferred Stock and Series E Preferred Stock that were redeemed, which were noncash charges, and (iii) our remaining pro-rata share of (income) loss recorded from investments in unconsolidated entities during the respective periods.
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Net Asset Value
Real estate companies are required to record real estate using the historical cost basis of the real estate, adjusted for accumulated depreciation and amortization, and, as a result, the carrying value of the real estate does not typically change as the fair value of the assets change. Thus, one challenge is determining the fair value of the real estate in order to allow stockholders to see the value of the real estate increase or decrease over time, which we believe is useful to our investors.
Determination of Fair Value
Our Board of Directors reviews and approves the valuations of our properties pursuant to a valuation policy approved by our Board of Directors (the “Valuation Policy”). Such review and approval occurs in three phases: (i) prior to its quarterly meetings, the Board of Directors receives written valuation recommendations and supporting materials that are provided by professionals of the Adviser and Administrator, with oversight and direction from the chief valuation officer, who is also employed by the Administrator (collectively, the “Valuation Team”); (ii) the valuation committee of the Board of Directors (the “Valuation Committee”), which is comprised entirely of independent directors, meets to review the valuation recommendations and supporting materials; and (iii) after the Valuation Committee concludes its meeting, it and the chief valuation officer present the Valuation Committee’s findings to the entire Board of Directors so that the full Board of Directors may review and approve the fair values of our properties in accordance with the Valuation Policy. Further, on a quarterly basis, the Board of Directors reviews the Valuation Policy to determine if changes thereto are advisable and also reviews whether the Valuation Team has applied the Valuation Policy consistently.
Per the Valuation Policy, our valuations are generally derived based on the following:
For properties acquired within 12 months prior to the date of valuation, the purchase price of the property will generally be used as the current fair value unless overriding factors apply. In situations where OP Units are issued as partial or whole consideration in connection with the acquisition of a property, the fair value of the property will generally be the lower of: (i) the agreed-upon purchase price between the seller and the buyer (as shown in the purchase and sale agreement or contribution agreement and using the agreed-upon pricing of the OP Units, if applicable), or (ii) the value as determined by an independent, third-party appraiser.
For real estate we acquired more than one year prior to the date of valuation, we determine the fair value either by relying on estimates provided by independent, third-party appraisers or through an internal valuation process. In addition, if significant capital improvements take place on a property, we will typically have those properties reappraised upon completion of the project by an independent, third-party appraiser. In any case, we intend to have each property valued by an independent, third-party appraiser via a full appraisal at least once every three years, with interim values generally being determined by either: (i) a restricted appraisal (a “desk appraisal”) performed by an independent, third-party appraiser, or (ii) our internal valuation process.
Various methodologies were used, both by the appraisers and in our internal valuations, to determine the fair value of our real estate, including the sales comparison, income capitalization (or a discounted cash flow analysis), and cost approaches of valuation. In performing their analyses, the appraisers typically (i) conducted site visits to the properties (where full appraisals were performed), (ii) discussed each property with our Adviser and reviewed property-level information, including, but not limited to, property operating data, prior appraisals (as available), existing lease agreements, farm acreage, location, access to water and water rights, potential for future development, and other property-level information, and (iii) reviewed information from a variety of sources about regional market conditions applicable to each of our properties, including, but not limited to, recent sale prices of comparable farmland, market rents for similar farmland, estimated marketing and exposure time, market capitalization rates, and the current economic environment, among others. In performing our internal valuations, we will consider the most recent appraisal available and use similar methodologies in determining an updated fair value. We will also obtain updated market data related to the property, such as updated sales and market rent comparisons and market capitalization rates, and perform an updated assessment of the tenants’ credit risk profiles, among others. Sources of this data may come from market inputs from recent acquisitions of our own portfolio of real estate, recent appraisals of properties we own that are similar in nature and in the same region (as applicable) as the property being valued, market conditions and trends we observe in our due diligence process, and conversations with appraisers, brokers, and farmers.
A breakdown of the methodologies used to value our properties and the aggregate value as of September 30, 2023, determined by each method is shown in the table below (dollars in thousands, except in footnotes):
Valuation MethodNumber of
Farms
Total
Acres
Farm
Acres
Acre-feet
of Water
Net Cost
Basis(1)
Current
Fair Value
% of Total
Fair Value
Purchase Price$22 $22 —%
Internal Valuation36,1894,73020,130 36,000 2.3%
Third-party Appraisal(2)
166109,40491,40845,0001,328,358 1,543,309 97.7%
Total169115,59396,13845,000$1,348,510 $1,579,331 100.0%
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(1)Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs paid for by us that were associated with the properties, and adjusted for accumulated depreciation and amortization.
(2)Appraisals performed between December 2022 and October 2023.
Some of the significant assumptions used by appraisers and the Valuation Team in valuing our portfolio as of September 30, 2023, include land values per farmable acre, market rental rates per farmable acre and the resulting net operating income (“NOI”) at the property level, and capitalization rates, among others. These assumptions were applied on a farm-by-farm basis and were selected based on several factors, including comparable land sales, surveys of both existing and current market rates, discussions with other brokers and farmers, soil quality, size, location, and other factors deemed appropriate. A summary of these significant assumptions as of September 30, 2023, is provided in the following table:
Appraisal AssumptionsInternal Valuation Assumptions
Range
(Low - High)
Weighted
Average
Range
(Low - High)
Weighted
Average
Land Value (per farmable acre)$708 – $123,280$34,835 $5,512 – $5,512$5,512 
Market NOI (per farmable acre)$230 – $3,536$1,407 N/AN/A
Market Capitalization Rate3.30% – 5.20%4.50%N/AN/A
Note: Figures in the table above apply only to the farmland portion of our portfolio and exclude assumptions made relating to farm-related facilities (e.g., cooling facilities), and other structures on our properties (e.g., residential housing), as their aggregate value was considered to be insignificant in relation to that of the farmland.
Our Valuation Team reviews the appraisals, including the significant assumptions and inputs used in determining the appraised values, and considers any developments that may have occurred since the time the appraisals were performed. Developments considered that may have an impact on the fair value of our real estate include, but are not limited to, changes in tenant credit profiles, changes in lease terms (such as expirations and notices of non-renewals or to vacate), and potential asset sales (particularly those at prices different from the appraised values of our properties).
Management believes that the purchase prices of the farms acquired during the previous 12 months and the most recent appraisals available for the farms acquired prior to the previous 12 months fairly represent the current market values of the properties as of September 30, 2023, and, accordingly, did not make any adjustment to these values.
A quarterly roll-forward of the change in our portfolio value for the three months ended September 30, 2023, from the prior value basis as of June 30, 2023, is provided in the table below (dollars in thousands):
Total portfolio fair value as of June 30, 2023$1,578,166 
Plus: Acquisition of water credits during the three months ended September 30, 202318 
Change in value of farms during the three months ended September 30, 2023
Farms valued via third-party appraisals$1,147 
Net change in value of farms during the three months ended September 30, 20231,147 
Total portfolio fair value as of September 30, 2023$1,579,331 
Management also determined fair values of all of its long-term borrowings and preferred stock. Using a discounted cash flow analysis, management determined that the fair value of all long-term encumbrances on our properties as of September 30, 2023, was approximately $527.1 million, as compared to a carrying value (excluding unamortized related debt issuance costs) of approximately $587.2 million. The fair values of our Series B Preferred Stock, Series C Preferred Stock, and Series D Term Preferred Stock were determined using the closing stock prices as of September 30, 2023, of $18.10 per share, $18.07 per share, and $23.75 per share, respectively. Finally, pursuant to Financial Industry Regulatory Authority Rule 2310(b)(5), with the assistance of a third-party valuation expert, we determined the estimated value of our Series E Preferred Stock to be $25.00 per share as of September 30, 2023 (see Exhibit 99.1 to this Form 10-Q).
Calculation of Estimated Net Asset Value
To provide our stockholders with an estimate of the fair value of our real estate assets, we intend to estimate the fair value of our farms and farm-related properties and provide an estimated net asset value (“NAV”) on a quarterly basis. NAV is a non-GAAP, supplemental measure of financial position of an equity REIT and is calculated as total equity, adjusted for the increase or decrease in fair value of our real estate assets and long-term borrowings (including any preferred stock required to be treated as debt for GAAP purposes) relative to their respective cost bases. Further, we calculate NAV per common share by dividing NAV by our total common shares outstanding (consisting of our common stock and OP Units held by non-controlling limited partners).
The fair values presented above and their usage in the calculation of net asset value per share presented below have been prepared by and are the responsibility of management. PricewaterhouseCoopers LLP has neither examined, compiled, nor
44


performed any procedures with respect to the fair values or the calculation of net asset value per common share, which utilizes information that is not disclosed within the financial statements, and, accordingly, does not express an opinion or any other form of assurance with respect thereto.
As of September 30, 2023, we estimate the NAV per common share to be $20.33. A reconciliation of NAV to total equity, which we believe is the most directly-comparable GAAP measure, is provided below (dollars in thousands, except per-share data):
Total equity per balance sheet$731,486 
Fair value adjustment for long-term assets:
Less: net cost basis of tangible and intangible real estate holdings(1)
$(1,348,510)
Plus: estimated fair value of real estate holdings(2)
1,579,331 
Net fair value adjustment for real estate holdings230,821 
Fair value adjustment for long-term liabilities:
Plus: book value of aggregate long-term indebtedness(3)
647,572 
Less: fair value of aggregate long-term indebtedness(3)(4)
(584,457)
Net fair value adjustment for long-term indebtedness63,115 
Estimated NAV1,025,422 
Less: aggregate fair value of cumulative redeemable preferred stock(5)
(296,870)
Estimated NAV available to common stockholders and non-controlling OP Unitholders$728,552 
Total common shares and non-controlling OP Units outstanding35,838,442
Estimated NAV per common share and OP Unit$20.33 
(1)Per Net Cost Basis as presented in the table above.
(2)Per Current Fair Value as presented in the table above.
(3)Includes the principal balances outstanding of all long-term borrowings (consisting of notes and bonds payable) and the Series D Term Preferred Stock.
(4)Long-term notes and bonds payable were valued using a discounted cash flow model. The Series D Term Preferred Stock was valued based on its closing stock price as of September 30, 2023.
(5)The Series B Preferred Stock and Series C Preferred Stock were valued based on their respective closing stock prices as of September 30, 2023, while the Series E Preferred Stock was valued at its liquidation value, as discussed above.
A quarterly roll-forward in the estimated NAV per common share for the three months ended September 30, 2023, is provided below:
Estimated NAV per common share and non-controlling OP Unit as of June 30, 2023$19.15 
Plus net income attributable to common stockholders and non-controlling OP Unitholders(0.08)
Adjustments for net change in valuations:
Net change in unrealized fair value of farmland portfolio(1)
$0.19 
Net change in unrealized fair value of long-term indebtedness0.11 
Net change in unrealized fair value of preferred equity securities1.06 
Net change in valuations1.36 
Less distributions on common stock and non-controlling OP Units(0.14)
Less net dilutive effect of equity issuances and redemptions, net0.04 
Estimated NAV per common share and non-controlling OP Unit as of September 30, 2023$20.33 
(1)The net change in unrealized fair value of our farmland portfolio consists of three components: (i) an increase of $0.03 per share due to the net appreciation in value of the farms that were valued during the three months ended September 30, 2023, (ii) an increase of $0.26 per share due to the decrease in net book value of our real estate holdings as a result of the aggregate depreciation and amortization expense recorded during the three months ended September 30, 2023, and (iii) a decrease of $0.10 per share due to net capital improvements made on certain farms that have not yet been considered in the determination of the respective farms’ estimated fair values.
Comparison of estimated NAV and estimated NAV per common share, using the definitions above, to similarly-titled measures for other REITs may not necessarily be meaningful due to possible differences in the calculation or application of the definition of NAV used by such REITs. In addition, the trading price of our common shares may differ significantly from our most recent estimated NAV per common share calculation. For example, while we estimated our NAV per common share to be $20.33 as of September 30, 2023, based on the calculation above, the closing price of our common stock on September 30, 2023, was $14.23 per share.
The determination of estimated NAV is subjective and involves a number of assumptions, judgments, and estimates, and minor adjustments to these assumptions, judgments, or estimates may have a material impact on our overall portfolio valuation. In addition, many of the assumptions used are sensitive to market conditions and can change frequently. Changes in the market
45


environment and other events that may occur during our ownership of these properties may cause the values reported above to vary from the actual fair value that may be obtained in the open market. Further, while management believes the values presented reflect current market conditions, the ultimate amount realized on any asset will be based on the timing of such dispositions and the then-current market conditions. There can be no assurance that the ultimate realized value upon disposition of an asset will approximate the estimated fair value above.
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ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market risk includes risks that arise from changes in interest rates, foreign currency exchange rates, commodity prices, equity prices, and other market changes that affect market-sensitive instruments. The primary market risk that we believe we are and will be exposed to is interest rate risk. Certain of our existing leases contain escalations based on market indices, such as the consumer price index (“CPI”), and while very little of our existing borrowings are subject to variable interest rates, the interest rates on the majority of our fixed-rate borrowings are fixed for a finite period before converting to variable rate. Although we seek to mitigate this risk by including certain provisions in many of our leases, such as escalation clauses or adjusting the rent to prevailing market rents at various intervals, these features do not eliminate this risk.
Currently, over 99.9% of our borrowings are at fixed rates, and on a weighted-average basis, these rates are fixed at an effective interest rate (after interest patronage) of 3.35% for another 4.3 years. As such, with respect to our current borrowings, we believe fluctuations in interest rates would have a minimal impact on our net income. However, interest rate fluctuations may affect the fair value of our fixed-rate borrowings. As of September 30, 2023, the fair value of our fixed-rate borrowings outstanding (excluding our Series D Term Preferred Stock) was approximately $527.1 million.
The following table summarizes the hypothetical change in fair value of our fixed-rate borrowings at September 30, 2023, if market interest rates had been one or two percentage points lower or higher than those rates in place as of September 30, 2023 (dollars in thousands):
Change in Market Interest Rates
Carrying Value(1)
Fair ValueDifference
2% decrease$587,197 $559,610 $(27,587)
1% decrease587,197 542,939 (44,258)
No change587,197 527,100 (60,097)
1% increase587,197 512,043 (75,154)
2% increase587,197 497,722 (89,475)
(1)Includes the principal balances outstanding of all long-term borrowings (consisting of notes and bonds payable), excluding unamortized debt issuance costs.
In the future, we may be exposed to additional effects of interest rate changes, primarily as a result of additional borrowings used to maintain liquidity and fund expansion of our farmland investment portfolio and operations. Our interest rate risk management objectives are to limit the impact of interest rate changes on earnings and cash flows and to lower overall borrowing costs. To achieve these objectives, we will borrow primarily at fixed rates or, in limited cases, at variable rates with the lowest margins available and, where available, with the ability to convert to fixed rates in the future. We may also enter into derivative financial instruments, such as interest rate swaps and caps, to mitigate the interest rate risk on a related financial instrument. We will not enter into derivative or interest rate transactions for speculative purposes.
In addition to changes in interest rates, the fair value of our farmland portfolio is subject to fluctuations based on changes in local and regional economic conditions and changes in the creditworthiness of our tenants. Materially adverse changes in the fair value of our real estate may affect our ability to refinance our debt, if necessary.
ITEM 4.CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
As of September 30, 2023, our management, including our chief executive officer and chief financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, the chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective as of September 30, 2023, in providing a reasonable level of assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in applicable SEC rules and forms, including providing a reasonable level of assurance that information required to be disclosed by us in such reports is accumulated and communicated to our management, including our chief executive officer and our chief financial officer, as appropriate to allow timely decisions regarding required disclosure. However, in evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of necessarily achieving the desired control objectives, and management was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
Changes in Internal Control over Financial Reporting
47


There were no changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2023, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

48


PART II – OTHER INFORMATION
 
Item 1.Legal Proceedings
We are not currently subject to any material legal proceedings, nor, to our knowledge, are any such material legal proceedings threatened against us.
Item 1A.Risk Factors
Our business is subject to certain risks and events that, if they occur, could adversely affect our financial condition and results of operations and the trading price of our securities. For a discussion of these risks, please refer to the section captioned, “Item 1A. Risk Factors,” in our Annual Report on Form 10-K for the year ended December 31, 2022. There have been no material changes to risks associated with our business or investment in our securities from those previously set forth in the report described above. The risks in our Form 10-K are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may materially and adversely affect our business, financial condition, and/or operating results in the future.
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3.Defaults Upon Senior Securities
Not applicable.
Item 4.Mine Safety Disclosures
Not applicable.
49


Item 5.Other Information
None. Without limiting the generality of the foregoing, during the three months ended September 30, 2023, no officer or director of the Company adopted or terminated any “Rule 10b5-1 trading arrangement” or any “non-Rule 10b5-1 trading arrangement,” as such terms are defined in Item 408(a) of Regulation S-K.
50


Item 6.Exhibits
EXHIBIT INDEX
Exhibit
Number
Exhibit Description
3.1 
3.2
3.3
3.4
3.5
3.6
3.7
3.8
3.9
3.10
4.1 
4.2
4.3
4.4
4.5
4.6
31.1 
31.2 
32.1 
32.2 
99.1
101.INS*** XBRL Instance Document
101.SCH*** XBRL Taxonomy Extension Schema Document
101.CAL*** XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*** XBRL Taxonomy Extension Label Linkbase Document
101.PRE*** XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*** XBRL Definition Linkbase
104Cover Page Interactive Data File (formatted in iXBRL and contained in Exhibit 101)
51


***Attached as Exhibit 101 to this Quarterly Report on Form 10-Q are the following materials, formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) the Condensed Consolidated Balance Sheets as of September 30, 2023, and December 31, 2022; (ii) the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2023 and 2022; (iii) the Condensed Consolidated Statements of Equity for the three and nine months ended September 30, 2023 and 2022; (iv) the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022; and (v) the Notes to the Condensed Consolidated Financial Statements.
52


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
Gladstone Land Corporation
Date: November 7, 2023By: /s/ Lewis Parrish
 Lewis Parrish
 Chief Financial Officer and
Assistant Treasurer
Date: November 7, 2023By: /s/ David Gladstone
 David Gladstone
 Chief Executive Officer and
Chairman of the Board of Directors

53

Exhibit 31.1
CERTIFICATION
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, David Gladstone, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Gladstone Land Corporation;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: November 7, 2023
 
/s/ David Gladstone
David Gladstone
Chief Executive Officer, President, and
Chairman of the Board of Directors


Exhibit 31.2
CERTIFICATION
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Lewis Parrish, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Gladstone Land Corporation;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: November 7, 2023
 
/s/ Lewis Parrish
Lewis Parrish
Chief Financial Officer and
Assistant Treasurer


Exhibit 32.1
CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
The undersigned, the Chief Executive Officer of Gladstone Land Corporation (the “Company”), hereby certifies on the date hereof, pursuant to 18 U.S.C. §1350(a), as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002, that the Quarterly Report on Form 10-Q for the period ended September 30, 2023 (“Form 10-Q”), filed concurrently herewith by the Company, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.
A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Dated: November 7, 2023
 
/s/ David Gladstone
David Gladstone
Chief Executive Officer, President and
Chairman of the Board of Directors


Exhibit 32.2
CERTIFICATION OF THE CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
The undersigned, the Chief Financial Officer and Assistant Treasurer of Gladstone Land Corporation (the “Company”), hereby certifies on the date hereof, pursuant to 18 U.S.C. §1350(a), as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002, that the Quarterly Report on Form 10-Q for the period ended September 30, 2023 (“Form 10-Q”), filed concurrently herewith by the Company, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.
A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Dated: November 7, 2023
 
/s/ Lewis Parrish
Lewis Parrish
Chief Financial Officer


Exhibit 99.2
Pursuant to FINRA Rule 2310(b)(5) and 2231(c), Gladstone Land Corporation (the “Company”) determined the estimated value as of September 30, 2023, of its 5.00% Series E Cumulative Redeemable Preferred Stock (the “Series E Preferred Stock”), $25.00 stated value per share, with the assistance of a third-party valuation service. In particular, the third-party valuation service reviewed the amount resulting from the consolidated total equity of the Company (as reflected on the Company’s Condensed Consolidated Balance Sheet within its Quarterly Report on Form 10-Q for the period ended September 30, 2023 (the “Form 10-Q”), which was prepared in accordance with U.S. generally accepted accounting principles), adjusted for the fair value of its long-term assets (i.e., its real estate holdings) and long-term liabilities (each as disclosed within the Form 10-K (to which this exhibit is attached) under “Non-GAAP Financial Information—Net Asset Value”), divided by the number of shares of the Company's Series E Preferred Stock outstanding. Based on this methodology and because the result from the calculation above is greater than the $25.00 per share stated value of the Company's Series E Preferred Stock, the Company has determined that the estimated value of its Series E Preferred Stock as of September 30, 2023, is $25.00 per share.

v3.23.3
Cover - shares
9 Months Ended
Sep. 30, 2023
Nov. 06, 2023
Entity Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2023  
Document Transition Report false  
Entity File Number 001-35795  
Entity Registrant Name GLADSTONE LAND CORP  
Entity Incorporation, State or Country Code MD  
Entity Tax Identification Number 54-1892552  
Entity Address, Address Line One 1521 Westbranch Drive,  
Entity Address, Address Line Two Suite 100  
Entity Address, City or Town McLean,  
Entity Address, State or Province VA  
Entity Address, Postal Zip Code 22102  
City Area Code 703  
Local Phone Number 287-5800  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   35,838,442
Entity Central Index Key 0001495240  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q3  
Current Fiscal Year End Date --12-31  
Amendment Flag false  
Common Stock    
Entity Information [Line Items]    
Title of 12(b) Security Common Stock, $0.001 par value per share  
Trading Symbol LAND  
Security Exchange Name NASDAQ  
Series B Preferred Stock    
Entity Information [Line Items]    
Title of 12(b) Security 6.00% Series B Cumulative Redeemable Preferred Stock, $0.001 par value per share  
Trading Symbol LANDO  
Security Exchange Name NASDAQ  
Series C Preferred Stock    
Entity Information [Line Items]    
Title of 12(b) Security 6.00% Series C Cumulative Redeemable Preferred Stock, $0.01 par value per share  
Trading Symbol LANDP  
Security Exchange Name NASDAQ  
Series D Preferred Stock    
Entity Information [Line Items]    
Title of 12(b) Security 5.00% Series D Cumulative Redeemable Term Preferred Stock, $0.001 par value per share  
Trading Symbol LANDM  
Security Exchange Name NASDAQ  
v3.23.3
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
ASSETS    
Real estate, at cost $ 1,437,268 $ 1,432,394
Less: accumulated depreciation (133,237) (106,966)
Total real estate, net 1,304,031 1,325,428
Lease intangibles, net 5,018 5,702
Cash and cash equivalents 25,080 61,141
Other assets, net 71,983 64,980
TOTAL ASSETS 1,406,112 1,457,251
LIABILITIES:    
Borrowings under lines of credit 100 100
Notes and bonds payable, net 584,098 626,400
Accounts payable and accrued expenses 9,723 16,266
Total liabilities 674,626 725,889
Commitments and contingencies (Note 7)
Stockholders’ equity:    
Common stock, $0.001 par value; 48,043,098 shares authorized, 35,838,442 shares issued and outstanding as of September 30, 2023; 47,992,588 shares authorized, 35,050,397 shares issued and outstanding as of December 31, 2022 36 35
Additional paid-in capital 855,891 836,674
Distributions in excess of accumulated earnings (134,728) (114,370)
Accumulated other comprehensive income 10,271 9,007
Total stockholders’ equity 731,486 731,362
Non-controlling interests in Operating Partnership 0 0
Total equity 731,486 731,362
TOTAL LIABILITIES AND EQUITY 1,406,112 1,457,251
Related Party    
LIABILITIES:    
Other liabilities, net 3,620 4,370
Nonrelated Party    
LIABILITIES:    
Other liabilities, net 17,669 19,646
Series D Preferred Stock    
LIABILITIES:    
Series D cumulative term preferred stock, net, $0.001 par value, $25.00 per share liquidation preference; 3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of September 30, 2023, and December 31, 2022 59,416 59,107
Series B Preferred Stock    
Stockholders’ equity:    
Cumulative redeemable preferred stock, value 6 6
Series C Preferred Stock    
Stockholders’ equity:    
Cumulative redeemable preferred stock, value 10 10
Series E Preferred Stock    
Stockholders’ equity:    
Cumulative redeemable preferred stock, value $ 0 $ 0
v3.23.3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Sep. 30, 2023
Dec. 31, 2022
Common stock, par value (in dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized (in shares) 48,043,098 47,992,588
Common stock, shares issued (in shares) 35,838,442 35,050,397
Common stock, shares outstanding (in shares) 35,838,442 35,050,397
Series D Preferred Stock    
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, liquidation preference (in dollars per share) $ 25.00 $ 25.00
Preferred stock, shares authorized (in shares) 3,600,000 3,600,000
Preferred stock, shares issued (in shares) 2,415,000 2,415,000
Preferred stock, shares outstanding (in shares) 2,415,000 2,415,000
Series B Preferred Stock    
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, liquidation preference (in dollars per share) $ 25.00 $ 25.00
Preferred stock, shares authorized (in shares) 6,456,065 6,456,065
Preferred stock, shares issued (in shares) 5,956,065 5,956,065
Preferred stock, shares outstanding (in shares) 5,956,065 5,956,065
Series C Preferred Stock    
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, liquidation preference (in dollars per share) $ 25.00 $ 25.00
Preferred stock, shares authorized (in shares) 25,902,437 25,951,347
Preferred stock, shares issued (in shares) 10,156,509 10,191,353
Preferred stock, shares outstanding (in shares) 10,156,509 10,191,353
Series E Preferred Stock    
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, liquidation preference (in dollars per share) $ 25.00 $ 25.00
Preferred stock, shares authorized (in shares) 15,998,400 16,000,000
Preferred stock, shares issued (in shares) 221,481 0
Preferred stock, shares outstanding (in shares) 221,481 0
v3.23.3
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
OPERATING REVENUES:        
Lease revenue, net $ 23,534 $ 24,209 $ 65,946 $ 64,445
Total operating revenues 23,534 24,209 65,946 64,445
OPERATING EXPENSES:        
Depreciation and amortization 9,244 9,146 27,407 25,883
Property operating expenses 729 706 2,744 2,103
Base management fee 2,150 2,086 6,447 6,165
Incentive fee 789 505 789 1,636
Administration fee 619 543 1,708 1,470
General and administrative expenses 605 729 2,181 1,983
Write-off of costs associated with offering of Series C cumulative redeemable preferred stock 0 851 0 851
Total operating expenses 14,136 14,566 41,276 40,091
OTHER INCOME (EXPENSE):        
Other income 382 237 3,365 3,067
Interest expense (5,856) (6,476) (17,835) (19,446)
Dividends declared on cumulative term preferred stock (755) (755) (2,264) (2,264)
(Loss) gain on dispositions of real estate assets, net (4) (819) 5,910 (2,100)
Property and casualty (loss) recovery, net 0 0 (1,016) 49
Loss from investments in unconsolidated entities 24 24 84 54
Total other expense, net (6,257) (7,837) (11,924) (20,748)
NET INCOME 3,141 1,806 12,746 3,606
Net income attributable to non-controlling interests 0 (2) 0 (9)
NET INCOME ATTRIBUTABLE TO THE COMPANY 3,141 1,804 12,746 3,597
Dividends declared on cumulative redeemable preferred stock (6,105) (5,389) (18,257) (13,786)
Loss on extinguishment of cumulative redeemable preferred stock 0 (9) (46) (15)
Net loss attributable to common stockholders $ (2,964) $ (3,594) $ (5,557) $ (10,204)
LOSS PER COMMON SHARE:        
Basic (in dollars per share) $ (0.08) $ (0.10) $ (0.16) $ (0.30)
Diluted (in dollars per share) $ (0.08) $ (0.10) $ (0.16) $ (0.30)
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING:        
Basic (in shares) 35,822,123 34,607,440 35,698,458 34,472,018
Diluted (in shares) 35,822,123 34,607,440 35,698,458 34,472,018
NET INCOME        
Change in fair value related to interest rate hedging instruments $ 1,557 $ 3,199 $ 1,264 $ 10,491
COMPREHENSIVE INCOME 4,698 5,005 14,010 14,097
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY $ 4,698 $ 5,003 $ 14,010 $ 14,088
v3.23.3
Condensed Consolidated Statements of Equity - USD ($)
$ in Thousands
Total
Total Stockholders’ Equity
Common Stock
Additional Paid-in  Capital
Distributions in Excess of Accumulated Earnings
Accumulated Other Comprehensive Income (Loss)
Non- Controlling Interests
Series B Preferred Stock
Series B Preferred Stock
Preferred Stock
Series C Preferred Stock
Series C Preferred Stock
Total Stockholders’ Equity
Series C Preferred Stock
Preferred Stock
Series C Preferred Stock
Additional Paid-in  Capital
Series C Preferred Stock
Distributions in Excess of Accumulated Earnings
Series E Preferred Stock
Series E Preferred Stock
Total Stockholders’ Equity
Series E Preferred Stock
Preferred Stock
Series E Preferred Stock
Additional Paid-in  Capital
Common Stock
Common Stock
Beginning balance, preferred stock (in shares) at Dec. 31, 2021                 5,956,065     3,493,333         0    
Beginning balance at Dec. 31, 2021 $ 589,066 $ 586,815 $ 34 $ 668,275 $ (80,467) $ (1,036) $ 2,251   $ 6     $ 3         $ 0    
Beginning balance, common stock (in shares) at Dec. 31, 2021     34,210,013                                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                      
Redemptions of preferred stock, net (in shares)                       (22,715)              
Redemptions of preferred stock, net                   $ (531) $ (531) $ (531) $ (516) $ (15)          
Issuance of stock, net (in shares)                       5,522,158             493,992
Issuance of stock, net 14,885 14,885   14,884           125,297 125,297 $ 6 125,291           $ 1
Redemptions of OP Units (7,670) (3,700)   (3,700)     (3,970)                        
Net income 3,606 3,597     3,597   9                        
Dividends—cumulative redeemable preferred stock (13,786) (13,786)     (13,786)                            
Distributions—OP Units and common stock (14,132) (14,104)     (14,104)   (28)                        
Comprehensive income (loss) attributable to the Company 10,491 10,491       10,491                          
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership 0 (1,738)   (1,738)     1,738                        
Ending balance, preferred stock (in shares) at Sep. 30, 2022                 5,956,065     8,992,776         0    
Ending balance at Sep. 30, 2022 707,226 707,226 $ 35 802,496 (104,775) 9,455 0   $ 6     $ 9         $ 0    
Ending balance, common stock (in shares) at Sep. 30, 2022     34,704,005                                
Beginning balance, preferred stock (in shares) at Jun. 30, 2022                 5,956,065     6,529,895         0    
Beginning balance at Jun. 30, 2022 651,932 651,932 $ 35 742,070 (96,442) 6,256 0   $ 6     $ 7         $ 0    
Beginning balance, common stock (in shares) at Jun. 30, 2022     34,520,068                                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                      
Redemptions of preferred stock, net (in shares)                       (18,075)              
Redemptions of preferred stock, net                   (420) (420) $ (420) (411) (9)          
Issuance of stock, net (in shares)                       2,480,956             183,937
Issuance of stock, net 4,563 4,563   4,563           $ 56,274 56,274 $ 2 56,272            
Net income 1,806 1,804     1,804   2                        
Dividends—cumulative redeemable preferred stock (5,389) (5,389)     (5,389)                            
Distributions—OP Units and common stock (4,739) (4,739)     (4,739)                            
Comprehensive income (loss) attributable to the Company 3,199 3,199       3,199                          
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership 0 2   2     (2)                        
Ending balance, preferred stock (in shares) at Sep. 30, 2022                 5,956,065     8,992,776         0    
Ending balance at Sep. 30, 2022 707,226 707,226 $ 35 802,496 (104,775) 9,455 0   $ 6     $ 9         $ 0    
Ending balance, common stock (in shares) at Sep. 30, 2022     34,704,005                                
Beginning balance, preferred stock (in shares) at Dec. 31, 2022               5,956,065 5,956,065 10,191,353   10,191,353     0   0    
Beginning balance at Dec. 31, 2022 $ 731,362 731,362 $ 35 836,674 (114,370) 9,007 0   $ 6     $ 10         $ 0    
Beginning balance, common stock (in shares) at Dec. 31, 2022 35,050,397   35,050,397                                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                      
Redemptions of preferred stock, net (in shares)                       (48,913)         (1,600)    
Redemptions of preferred stock, net                   $ (1,156) (1,156) $ (1,200) (1,110) $ (46) $ (36) $ (36) $ (36) $ (36)  
Issuance of stock, net (in shares)                       14,069         223,081   788,045
Issuance of stock, net $ 15,080 15,080   15,079           $ 298 $ 298   $ 298   $ 4,986 4,986   4,986 $ 1
Net income 12,746 12,746     12,746                            
Dividends—cumulative redeemable preferred stock (18,257) (18,257)     (18,257)                            
Distributions—OP Units and common stock (14,801) (14,801)     (14,801)                            
Comprehensive income (loss) attributable to the Company 1,264 1,264       1,264                          
Ending balance, preferred stock (in shares) at Sep. 30, 2023               5,956,065 5,956,065 10,156,509   10,156,509     221,481   221,481    
Ending balance at Sep. 30, 2023 $ 731,486 731,486 $ 36 855,891 (134,728) 10,271 0   $ 6     $ 10         $ 0    
Ending balance, common stock (in shares) at Sep. 30, 2023 35,838,442   35,838,442                                
Beginning balance, preferred stock (in shares) at Jun. 30, 2023                 5,956,065     10,156,509         135,409    
Beginning balance at Jun. 30, 2023 $ 734,934 734,934 $ 36 852,967 (126,799) 8,714 0   $ 6     $ 10         $ 0    
Beginning balance, common stock (in shares) at Jun. 30, 2023     35,780,082                                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                      
Redemptions of preferred stock, net (in shares)                                 (1,600)    
Redemptions of preferred stock, net                             $ (36) (36) $ (36) (36)  
Issuance of stock, net (in shares)                                 87,672   58,360
Issuance of stock, net 1,002 1,002   1,002                     $ 1,958 $ 1,958   $ 1,958  
Net income 3,141 3,141     3,141                            
Dividends—cumulative redeemable preferred stock (6,105) (6,105)     (6,105)                            
Distributions—OP Units and common stock (4,965) (4,965)     (4,965)                            
Comprehensive income (loss) attributable to the Company 1,557 1,557       1,557                          
Ending balance, preferred stock (in shares) at Sep. 30, 2023               5,956,065 5,956,065 10,156,509   10,156,509     221,481   221,481    
Ending balance at Sep. 30, 2023 $ 731,486 $ 731,486 $ 36 $ 855,891 $ (134,728) $ 10,271 $ 0   $ 6     $ 10         $ 0    
Ending balance, common stock (in shares) at Sep. 30, 2023 35,838,442   35,838,442                                
v3.23.3
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net income $ 12,746 $ 3,606
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 27,407 25,883
Amortization of debt issuance costs 766 817
Amortization of deferred rent assets and liabilities, net 0 (180)
Amortization of right-of-use assets from operating leases and operating lease liabilities, net 69 69
Loss from investments in unconsolidated entities 84 54
Bad debt expense 70 68
Write-off of unamortized deferred offering costs associated with cumulative redeemable preferred stock (Series C) 0 798
(Gain) loss on dispositions of real estate assets, net (5,910) 2,100
Property and casualty (loss) recovery, net 1,016 (49)
Changes in operating assets and liabilities:    
Other assets, net (6,501) (7,549)
Accounts payable and accrued expenses and Due to related parties, net (5,640) (431)
Other liabilities, net (1,450) (2,113)
Net cash provided by operating activities 22,657 23,073
CASH FLOWS FROM INVESTING ACTIVITIES:    
Acquisition of new real estate assets 0 (59,102)
Capital expenditures on existing real estate assets (9,978) (16,072)
Contributions to unconsolidated real estate entities 0 (2,749)
Proceeds from dispositions of real estate assets 9,037 0
Deposits on prospective real estate acquisitions and investments (145) (704)
Net cash used in investing activities (1,086) (78,627)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Borrowings from notes and bonds payable 0 9,932
Repayments of notes and bonds payable (42,657) (38,260)
Payments of financing fees (3) (826)
Proceeds from issuance of preferred and common equity 20,909 151,237
Offering costs (700) (11,318)
Redemptions of cumulative redeemable preferred stock (1,192) (531)
Payments for redemptions of OP Units 0 (7,669)
Dividends paid on cumulative redeemable preferred stock (19,188) (12,581)
Distributions paid on non-controlling common interests in Operating Partnership 0 (28)
Distributions paid on common stock (14,801) (14,104)
Net cash (used in) provided by financing activities (57,632) 75,852
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (36,061) 20,298
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 61,141 16,708
CASH AND CASH EQUIVALENTS AT END OF PERIOD 25,080 37,006
NON-CASH INVESTING AND FINANCING INFORMATION:    
Real estate additions included in Accounts payable and accrued expenses and Due to related parties, net 1,886 2,980
Tenant-funded improvements included within Real estate, at cost 25 284
Stock offering and OP Unit issuance costs included in Accounts payable and accrued expenses and Due to related parties, net 95 10
Financing fees included in Accounts payable and accrued expenses and Due to related parties, net 7 32
Unrealized gain related to interest rate hedging instruments 10,270 9,455
Dividends paid on Series C Preferred Stock via additional share issuances $ 320 $ 290
v3.23.3
Business and Organization
9 Months Ended
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
BUSINESS AND ORGANIZATION BUSINESS AND ORGANIZATION
Business and Organization
Gladstone Land Corporation (“we,” “us,” or the “Company”) is an agricultural real estate investment trust (“REIT”) that was re-incorporated in Maryland on March 24, 2011, having been originally incorporated in California on June 14, 1997. We are primarily in the business of owning and leasing farmland, and we conduct substantially all of our operations through a subsidiary, Gladstone Land Limited Partnership (the “Operating Partnership”), a Delaware limited partnership. As we currently control the sole general partner of the Operating Partnership and own, directly or indirectly, a majority of the common units of limited partnership interest in the Operating Partnership (“OP Units”), the financial position and results of operations of the Operating Partnership are consolidated within our financial statements. As of September 30, 2023, and December 31, 2022, the Company owned 100.0% of the outstanding OP Units (see Note 8, “Equity,” for additional discussion regarding OP Units).
Gladstone Land Advisers, Inc. (“Land Advisers”), a Delaware corporation and a subsidiary of ours, was created to collect any non-qualifying income related to our real estate portfolio and to perform certain small-scale farming business operations. We have elected for Land Advisers to be taxed as a taxable REIT subsidiary (“TRS”) of ours. Since we currently own 100% of the voting securities of Land Advisers, its financial position and results of operations are consolidated within our financial statements. For the nine months ended September 30, 2023, and for the tax year ended December 31, 2022, there was no taxable income or loss from Land Advisers, nor did we have any undistributed REIT taxable income.
Subject to certain restrictions and limitations, and pursuant to contractual agreements, our business is managed by Gladstone Management Corporation (the “Adviser”), a Delaware corporation, and administrative services are provided to us by Gladstone Administration, LLC (the “Administrator”), a Delaware limited liability company. Our Adviser and Administrator are both affiliates of ours (see Note 6, “Related-Party Transactions,” for additional discussion regarding our Adviser and Administrator).
All further references herein to “we,” “us,” “our,” and the “Company” refer, collectively, to Gladstone Land Corporation and its consolidated subsidiaries, except where indicated otherwise.
v3.23.3
Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Interim Financial Information
Our interim financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q in accordance with Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. The interim financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 21, 2023 (the “Form 10-K”). The results of operations for the three and nine months ended September 30, 2023, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year.
Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making certain judgments. Actual results may materially differ from these estimates.
Recently-Issued Accounting Pronouncements
As of September 30, 2023, there were no recently-issued accounting pronouncements that had a material impact on our condensed consolidated financial statements.
v3.23.3
Real Estate and Intangible Assets
9 Months Ended
Sep. 30, 2023
Real Estate [Abstract]  
REAL ESTATE AND INTANGIBLE ASSETS REAL ESTATE AND INTANGIBLE ASSETS
All of our properties are wholly-owned on a fee-simple basis, except where noted. The following table provides certain summary information about the 169 farms we owned as of September 30, 2023 (dollars in thousands, except for footnotes):
LocationNo. of FarmsTotal
Acres
Farm AcresAcre-feet
of Water
Net Cost Basis(1)
Encumbrances(2)
California(3)(4)(5)
6334,84432,32145,000$855,109 $391,135 
Florida2622,46817,6390221,433 96,693 
Washington62,5291,997061,651 20,542 
Arizona(6)
66,3205,333052,778 12,300 
Colorado1232,77325,577046,061 14,768 
Nebraska97,7827,050030,544 11,658 
Oregon(7)
6898736029,753 11,448 
Michigan231,8921,245023,267 13,867 
Texas13,6672,21908,119 4,814 
Maryland698786308,044 4,345 
South Carolina359744703,565 2,147 
Georgia223017502,643 1,645 
North Carolina231029502,128 — 
New Jersey311610102,114 1,238 
Delaware118014001,301 697 
169115,59396,13845,000$1,348,510 $587,297 
(1)Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs associated with the properties, and adjusted for accumulated depreciation and amortization. Specifically, includes Total real estate, net (excluding improvements paid for by the tenant) and Lease intangibles, net; plus long-term water assets, net above-market lease values, lease incentives, and investments in special-purpose LLCs included in Other assets, net; and less net below-market lease values and other deferred revenue included in Other liabilities, net; each as shown on the accompanying Condensed Consolidated Balance Sheets.
(2)Excludes approximately $3.1 million of debt issuance costs related to notes and bonds payable, included in Notes and bonds payable, net on the accompanying Condensed Consolidated Balance Sheets.
(3)Includes ownership in a special-purpose LLC that owns a pipeline conveying water to certain of our properties. As of September 30, 2023, this investment had a net carrying value of approximately $1.0 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
(4)Includes eight acres in which we own a leasehold interest via a ground lease with a private individual that expires in December 2040 and five acres in which we own a leasehold interest via a ground sublease with a California municipality that expires in December 2041. As of September 30, 2023, these two ground leases had a net cost basis of approximately $699,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.
(5)Includes 45,000 acre-feet of water stored with Semitropic Water Storage District, located in Kern County. See “—Investments in Water Assets” below for additional information.
(6)Includes two farms consisting of 1,368 total acres and 1,221 farm acres in which we own leasehold interests via two ground leases with the State of Arizona that expire in February 2025 and February 2032, respectively. As of September 30, 2023, these ground leases had an aggregate net cost basis of approximately $460,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.
(7)Includes ownership in a special-purpose LLC that owns certain irrigation infrastructure that provides water to two of our farms. As of September 30, 2023, this investment had a net carrying value of approximately $4.8 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
Real Estate
The following table sets forth the components of our investments in tangible real estate assets as of September 30, 2023, and December 31, 2022 (dollars in thousands):
September 30, 2023December 31, 2022
Real estate:
Land and land improvements$843,205 $845,779 
Permanent plantings359,322 358,249 
Irrigation and drainage systems170,593 165,438 
Farm-related facilities50,883 48,690 
Other site improvements13,265 14,238 
Real estate, at cost1,437,268 1,432,394 
Accumulated depreciation(133,237)(106,966)
Total real estate, net$1,304,031 $1,325,428 
Real estate depreciation expense on these tangible assets was approximately $9.0 million and $26.7 million for the three and nine months ended September 30, 2023, respectively, and approximately $8.9 million and $25.1 million for the three and nine months ended September 30, 2022, respectively.
Intangible Assets and Liabilities
The following table summarizes the carrying values of certain lease intangible assets and the related accumulated amortization as of September 30, 2023, and December 31, 2022 (dollars in thousands):
September 30, 2023December 31, 2022
Lease intangibles:
Leasehold interest – land$4,295 $4,295 
In-place lease values2,579 2,763 
Leasing costs3,059 3,088 
Other(1)
140 133 
Lease intangibles, at cost10,073 10,279 
Accumulated amortization(5,055)(4,577)
Lease intangibles, net$5,018 $5,702 
(1)Other includes tenant relationships and acquisition-related costs allocated to miscellaneous lease intangibles.
Total amortization expense related to these lease intangible assets was approximately $244,000 and $752,000 for the three and nine months ended September 30, 2023, respectively, and approximately $258,000 and $769,000 for the three and nine months ended September 30, 2022, respectively.
The following table summarizes the carrying values of certain lease intangible assets or liabilities included in Other assets, net or Other liabilities, net, respectively, on the accompanying Condensed Consolidated Balance Sheets and the related accumulated amortization or accretion, respectively, as of September 30, 2023, and December 31, 2022 (dollars in thousands):
 September 30, 2023December 31, 2022
Intangible Asset or LiabilityDeferred
Rent Asset
(Liability)
Accumulated
(Amortization)
Accretion
Deferred
Rent Asset
(Liability)
Accumulated
(Amortization)
Accretion
Above-market lease values and lease incentives(1)
$4,691 $(1,133)$4,702 $(585)
Below-market lease values and other deferred revenue(2)
(2,010)648 (2,010)518 
$2,681 $(485)$2,692 $(67)
(1)Net above-market lease values and lease incentives are included as part of Other assets, net on the accompanying Condensed Consolidated Balance Sheets, and the related amortization is recorded as a reduction of Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(2)Net below-market lease values and other deferred revenue are included as a part of Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets, and the related accretion is recorded as an increase to Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
Total amortization related to above-market lease values and lease incentives was approximately $200,000 and $558,000 for the three and nine months ended September 30, 2023, respectively, and approximately $136,000 and $339,000 for the three and nine months ended September 30, 2022, respectively. Total accretion related to below-market lease values and other deferred revenue was approximately $42,000 and $131,000 for the three and nine months ended September 30, 2023, respectively, and approximately $44,000 and $134,000 for the three and nine months ended September 30, 2022, respectively.
Acquisitions
2023 Acquisitions
We did not acquire any new farms during the nine months ended September 30, 2023.
2022 Acquisitions
During the nine months ended September 30, 2022, we completed the following acquisitions, 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)
Farm Road(3)
Charlotte, FL5/20/2022150Adjacent parcelN/AN/A$54 $15 $— 
County Road 35Glenn, CA6/16/20221,3741Olives for Olive Oil14.5 years
1 (5 years)
24,500 55 1,714 
Reagan Road (4)
Cochise, AZ7/13/2022400Corn12.5 yearsN/A120 17 39 
North Columbia River Road (5)(7)
Franklin & Grant, WA7/21/20221,1453Wine Grapes8.4 yearsN/A30,320 146 2,296 
Prunedale Road(6)(7)
Umatilla, OR7/21/20221721Wine Grapes10.4 yearsN/A7,008 36 286 
2,7465$62,002 $269 $4,335 
(1)Includes approximately $23,000 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)Represents the acquisition of a parcel of land adjacent to an existing farm, providing additional road access to such farm. No new lease was executed related to this acquisition.
(4)Represents the acquisition of a parcel of farmable land adjacent to an existing farm. Subsequent to acquisition, we spent approximately $153,000 to install certain improvements on this property.
(5)Upon acquisition, we executed three new leases with the existing tenants on these farms. The lease terms above represent the weighted-average lease term and aggregate annualized straight-line rent of these three leases.
(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 an irrigation system providing water to this and other neighboring properties. Our acquired ownership, which equated to an 11.3% interest in the LLC, was valued at approximately $2.7 million at the time of acquisition and is included within Other assets, net on the accompanying Consolidated Balance Sheets. See “—Investments in Unconsolidated Entities” below for additional information on our aggregate ownership interest in this and other LLCs.
(7)These two properties were acquired as part of a single transaction. In connection with the acquisition of these vineyards, we committed to provide up to an aggregate amount of $2.2 million for certain irrigation and vineyard improvements on these farms, for which we will earn additional rent as the funds are disbursed by us.
During the three and nine months ended September 30, 2022, in the aggregate, we recognized operating revenues of approximately $920,000 and $991,000, respectively, and net income of approximately $110,000 and $147,000, respectively, related to the above acquisitions.
Purchase Price Allocations
The allocation of the aggregate purchase price for the farms acquired during the nine months ended September 30, 2022, was as follows (dollars in thousands):
Assets (Liabilities) Acquired2022 Acquisitions
Land and land improvements$28,139 
Permanent plantings24,706 
Irrigation & drainage systems2,973 
Farm-related facilities530 
In-place lease values909 
Leasing costs 1,355 
Above-market lease values(1)
641 
Investment in LLC(1)
2,749 
Total Purchase Price$62,002 
(1)Included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
Property Disposition
On June 23, 2023, we completed the sale of a 138-acre parcel of unfarmed land in Florida for $9.6 million. Including closing costs of approximately $563,000, we recognized a net gain on the sale of approximately $6.4 million.
Investments in Unconsolidated Entities
In connection with the acquisition of certain farmland located in Fresno County, California, we also acquired an ownership in a related limited liability company (the “Fresno LLC”), the sole purpose of which is to own and maintain a pipeline conveying
water to our and other neighboring properties. In addition, in connection with the acquisition of certain farmland located in Umatilla County, Oregon, we also acquired an ownership in a related limited liability company (the “Umatilla LLC”), the sole purpose of which is to own and maintain an irrigation system providing water to our and other neighboring properties.
As of September 30, 2023, our aggregate ownership interest in the Fresno LLC and the Umatilla LLC was 50.0% and 20.4%, respectively. As our investments in the Fresno LLC and Umatilla LLC are both deemed to constitute “significant influence,” we have accounted for these investments under the equity method.
We recorded an aggregate loss of approximately $24,000 and $84,000 during the three and nine months ended September 30, 2023, respectively, and approximately $24,000 and $54,000 during the three and nine months ended September 30, 2022, respectively (included in Loss from investments in unconsolidated entities on our Condensed Consolidated Statements of Operations and Comprehensive Income), which represents our pro-rata share of the aggregate loss recognized by the Fresno LLC and Umatilla LLC. As of September 30, 2023, and December 31, 2022, our combined ownership interest in the Fresno LLC and Umatilla LLC had an aggregate carrying value of approximately $5.7 million and $5.8 million, respectively, and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
Investments in Water Assets
In connection with the acquisition of certain farmland located in Kern County, California, we also acquired three contracts to purchase an aggregate of 45,000 acre-feet of banked water held by Semitropic Water Storage District (“SWSD”), a water storage district located in Kern County, California. We subsequently executed all three contracts to purchase all 45,000 acre-feet of banked water for an aggregate additional cost of approximately $2.8 million. The purchased banked water was recognized at cost, including the subsequent cost to execute the contracts and any administrative fees necessary to transfer the water to our banked water account.
While we may, in the future, sell the banked water to unrelated third parties for a profit, our current intent is to hold the water for the long-term for future use on our farms. There is no amount of time by which we must use the water held by SWSD.
As of September 30, 2023, our investment in water assets had an aggregate carrying value of approximately $34.0 million and is included within Other assets, net on our Condensed Consolidated Balance Sheets.
Portfolio Concentrations
Credit Risk
As of September 30, 2023, our farms were leased to various different, unrelated third-party tenants, with certain tenants leasing more than one farm. No individual tenant represented greater than 10% of the total lease revenue recorded during the nine months ended September 30, 2023.
Geographic Risk
Farms located in California and Florida accounted for approximately $42.9 million (65.1%) and $11.3 million (17.1%), respectively, of the total lease revenue recorded during the nine months ended September 30, 2023. Though we seek to continue to further diversify geographically, as may be desirable or feasible, should an unexpected natural disaster (such as an earthquake, wildfire, or flood) occur or climate change impact the regions where our properties are located, there could be a material adverse effect on our financial performance and ability to continue operations. None of our farms in California or Florida have been materially impacted by the recent wildfires, droughts, or hurricanes that occurred in those respective regions. See “—California Floods” below for a discussion on damage caused on certain of our farms by the January 2023 floods that occurred in California. No other single state accounted for more than 10% of the total rental revenue recorded during the nine months ended September 30, 2023.
California Floods
In January 2023, periods of heavy rainfall in California resulted in floods that impacted several areas of the state, including regions where certain of our farms are located. As a result of the flooding, one of our farms in the Central Valley suffered damage to certain structures located on the farm, and we estimated the carrying value of the structures on this property damaged by the floods to be approximately $855,000. As such, during the three months ended March 31, 2023, we wrote down the carrying value of these structures and also recorded a corresponding property and casualty loss, included within Property and casualty (loss) recovery, net on our Condensed Consolidated Statements of Operations and Comprehensive Income. Certain of our other farms in California suffered minor damage as a result of the floods, but no other farms were materially impacted.
Impairment
We evaluate our entire portfolio each quarter for any impairment indicators and perform an impairment analysis on those select properties that have an indication of impairment. As of September 30, 2023, and December 31, 2022, we concluded that none of our properties or investments in water assets were impaired. There have been no impairments recognized on our real estate assets since our inception.
v3.23.3
Borrowings
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
BORROWINGS BORROWINGS
Our borrowings as of September 30, 2023, and December 31, 2022, are summarized below (dollars in thousands):
 Carrying Value as ofAs of September 30, 2023
September 30, 2023December 31, 2022
Stated Interest
Rates(1)
(Range; Wtd. Avg)
Maturity Dates
(Range; Wtd. Avg)
Variable-rate revolving lines of credit$100 $100 7.36%4/5/2024
Notes and bonds payable:
Fixed-rate notes payable$534,539 $550,974 
2.45%-5.70%; 3.73%
9/1/2024–7/1/2051; June 2033
Variable-rate notes payable— 1,104 N/AN/A
Fixed-rate bonds payable52,658 77,776 
2.66%–4.57%; 3.64%
01/12/2024–12/30/2030; August 2026
Total notes and bonds payable587,197 629,854 
Debt issuance costs – notes and bonds payable(3,099)(3,454)N/AN/A
Notes and bonds payable, net$584,098 $626,400 
Total borrowings, net$584,198 $626,500 
(1)Where applicable, stated interest rates are before interest patronage (as described below).
As of September 30, 2023, the above borrowings were collateralized by certain of our farms with an aggregate net book value of approximately $1.1 billion. The weighted-average stated interest rate charged on the above borrowings (excluding the impact of debt issuance costs and before any interest patronage, or refunded interest) was 3.81% and 3.79% for the three and nine months ended September 30, 2023, respectively, as compared to 3.82% and 3.76% for the three and nine months ended September 30, 2022, respectively. In addition, 2022 interest patronage from our Farm Credit Notes Payable (as defined below) resulted in a 24.1% reduction (approximately 109 basis points) to the stated interest rates on such borrowings. See below under “—Farm Credit Notes Payable—Interest Patronage” for further discussion on interest patronage.
As of September 30, 2023, we were in compliance with all covenants applicable to the above borrowings.
MetLife Facility
On February 3, 2022, we amended our credit facility with Metropolitan Life Insurance Company (“MetLife”), which previously consisted of a $75.0 million long-term note payable (the “2020 MetLife Term Note”) and $75.0 million of revolving equity lines of credit (the “MetLife Lines of Credit,” and together with the 2020 MetLife Term Note, the “Prior MetLife Facility”). Pursuant to the amendment, our credit facility with MetLife now consists of the 2020 MetLife Term Note, the MetLife Lines of Credit, and an additional $100.0 million long-term note payable (the “2022 MetLife Term Note,” and together with the 2020 MetLife Term Note and the MetLife Lines of Credit, the “Current MetLife Facility”).
The following table summarizes the pertinent terms of the Current MetLife Facility as of September 30, 2023 (dollars in thousands, except for footnotes):
IssuanceAggregate
Commitment
Maturity
Dates
Principal
Outstanding
 Interest Rate Terms 
Undrawn
Commitment(1)
MetLife Lines of Credit$75,000 4/5/2024$100 
3-month Term SOFR + 2.11%
(2)
$74,900 
2020 MetLife Term Note75,000 
(3)
1/5/203036,900 
2.75%, fixed through 1/4/2030
(4)
38,100 
2022 MetLife Term Note100,000 
(3)
1/5/2032— (4)

100,000 
Totals$250,000 $37,000 $213,000 
(1)Based on the properties that were pledged as collateral under the Current MetLife Facility, as of September 30, 2023, the maximum additional amount we could draw under the facility was approximately $110.3 million.
(2)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).
(3)If the aggregate commitments under the 2020 MetLife Term Note and the 2022 MetLife Term Note are not fully utilized by December 31, 2024, MetLife has no obligation to disburse the additional funds under either note.
(4)Interest rates on future disbursements under each of the 2020 MetLife Term Note and the 2022 MetLife Term Note will be based on prevailing market rates at the time of such disbursements. In addition, through December 31, 2024, the 2020 MetLife Term Note and the 2022 MetLife Term Note are each subject to an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under the respective note).
Farmer Mac Facility
Through certain subsidiaries of our Operating Partnership, we have entered into a bond purchase agreement (the “Bond Purchase Agreement”) with Federal Agricultural Mortgage Corporation (“Farmer Mac”) and Farmer Mac Mortgage Securities Corporation (the “Bond Purchaser”) for a secured note purchase facility (the “Farmer Mac Facility”). As amended from time to time, the Farmer Mac Facility currently provides for bond issuances up to an aggregate amount of $225.0 million. Pursuant to the Bond Purchase Agreement, as further amended on June 2, 2023, we may issue new bonds under the Farmer Mac Facility through December 31, 2026, and the final maturity date for new bonds issued under the facility will be the date that is ten years from the applicable issuance date.
As of September 30, 2023, we had approximately $52.7 million of bonds issued and outstanding under the Farmer Mac Facility.
Farm Credit Notes Payable
From time to time since September 2014, we, through certain subsidiaries of our Operating Partnership, have entered into various loan agreements (collectively, the “Farm Credit Notes Payable”) with various different Farm Credit associations (collectively, “Farm Credit”). We did not enter into any new loan agreements with Farm Credit during the nine months ended September 30, 2023.
Interest Patronage
Interest patronage, or refunded interest, on our borrowings from Farm Credit is generally recorded upon receipt and is included within Other income on our Condensed Consolidated Statements of Operations and Comprehensive Income. Receipt of interest patronage typically occurs in the first half of the calendar year following the calendar year in which the respective interest expense is accrued.
During the three months ended March 31, 2023, we recorded interest patronage of approximately $2.3 million related to interest accrued on the Farm Credit Notes Payable during the year ended December 31, 2022, and during the three months ended September 30, 2022, we received approximately $113,000 of interest patronage, as certain Farm Credit associations paid a portion of the 2022 interest patronage (which relates to interest accrued during 2022 but is typically paid during the first half of 2023) early. In total, 2022 interest patronage resulted in a 24.1% reduction (approximately 109 basis points) to the interest rates on such borrowings.
Debt Service – Aggregate Maturities
Scheduled principal payments of our aggregate notes and bonds payable as of September 30, 2023, for the succeeding years are as follows (dollars in thousands):
PeriodScheduled Principal Payments
For the remaining three months ending December 31:2023$4,326 
For the fiscal years ending December 31:202440,829 
202539,204 
202618,368 
202751,592 
202878,023 
Thereafter354,855 
$587,197 
During the nine months ended September 30, 2023, we repaid approximately $28.5 million of maturing loans. On a weighted-average basis, these borrowings bore interest at a stated rate of 3.32% and an effective interest rate (after interest patronage, where applicable) of 3.21%.
Fair Value
ASC 820, “Fair Value Measurement (Subtopic 820)” (“ASC 820”), provides a definition of fair value that focuses on the exchange (exit) price of an asset or liability in the principal, or most advantageous market, and prioritizes the use of market-based inputs to the valuation. ASC 820-10 establishes a three-level hierarchy for fair value measurements based upon the
transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
Level 1 — inputs that are based upon quoted prices (unadjusted) for identical assets or liabilities in active markets;
Level 2 — inputs are based upon quoted prices for similar assets or liabilities in active or inactive markets or model-based valuation techniques, for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and
Level 3 — inputs are generally unobservable and significant to the fair value measurement. These unobservable inputs are generally supported by little or no market activity and are based upon management’s estimates of assumptions that market participants would use in pricing the asset or liability.
As of September 30, 2023, the aggregate fair value of our notes and bonds payable was approximately $527.1 million, as compared to an aggregate carrying value (excluding unamortized related debt issuance costs) of approximately $587.2 million. The fair value of our notes and bonds payable is valued using Level 3 inputs under the hierarchy established by ASC 820-10 and is calculated based on a discounted cash flow analysis, using discount rates based on management’s estimates of market interest rates on debt with comparable terms. Further, due to the revolving nature and variable interest rates applicable to the MetLife Lines of Credit, their aggregate fair value as of September 30, 2023, is deemed to approximate their aggregate carrying value of $100,000.
Interest Rate Swap Agreements
In order to hedge our exposure to variable interest rates, we have entered into various interest rate swap agreements in connection with certain of our mortgage financings. In accordance with these swap agreements, we will pay our counterparty a fixed interest rate on a quarterly basis and receive payments from our counterparty equal to the respective stipulated floating rates. We have adopted the fair value measurement provision for these financial instruments, and the aggregate fair value of our interest rate swap agreements is recorded in Other assets, net or Other liabilities, net, as appropriate, on our accompanying Condensed Consolidated Balance Sheets. Generally, in the absence of observable market data, we will estimate the fair value of our interest rate swaps using estimates of certain data points, including estimated remaining life, counterparty credit risk, current market yield, and interest rate spreads of similar securities as of the measurement date. In accordance with the Financial Accounting Standards Board’s fair value measurement guidance, we have made an accounting policy election to measure the credit risk of our derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. As of September 30, 2023, our interest rate swaps were valued using Level 2 inputs.
In addition, we have designated our interest rate swaps as cash flow hedges. For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is initially recorded in Accumulated other comprehensive income (loss) on the accompanying Condensed Consolidated Balance Sheets and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects. During the next 12 months, we estimate that an additional $2.6 million will be reclassified as a reduction to interest expense.
We had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of September 30, 2023, and December 31, 2022 (dollars in thousands):
PeriodNumber of InstrumentsAggregate Notional Amount
As of September 30, 20234$71,501 
As of December 31, 2022473,392 
The following table presents the fair value of our interest rate swaps as well as their classification on the Condensed Consolidated Balance Sheets as of September 30, 2023, and December 31, 2022 (dollars in thousands):
Derivative Asset (Liability) Fair Value
Derivative TypeBalance Sheet LocationSeptember 30, 2023December 31, 2022
Derivatives Designated as Hedging Instruments:
Interest rate swapsOther assets, net$10,271 $9,007 
Total$10,271 $9,007 
The following table presents the amount of income recognized in comprehensive income within our condensed consolidated financial statements for the three and nine months ended September 30, 2023 and 2022 (dollars in thousands):
For the Three Months Ended September 30,For the Nine Months Ended September 30,
2023202220232022
Derivative in cash flow hedging relationship:
Interest rate swaps$1,557 $3,199 $1,264 $10,491 
Total$1,557 $3,199 $1,264 $10,491 
Credit-risk-related Contingent Features
We have agreements with each of our derivative counterparties that contain a provision where if we default on any of our indebtedness, then we could also be declared in default on our derivative obligations. As of September 30, 2023, we did not have any derivatives in a net liability position, nor have we posted any collateral related to these agreements.
v3.23.3
Cumulative Term Preferred Stock
9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
CUMULATIVE TERM PREFERRED STOCK CUMULATIVE TERM PREFERRED STOCK
In January 2021, we completed a public offering of 5.00% Series D Cumulative Term Preferred Stock, par value $0.001 per share (the “Series D Term Preferred Stock”), at a public offering price of $25.00 per share. As a result of this offering (including the underwriters’ exercise of their option to purchase additional shares to cover over-allotments), we issued a total of 2,415,000 shares of the Series D Term Preferred Stock for gross proceeds of approximately $60.4 million and net proceeds, after deducting underwriting discounts and offering expenses borne by us, of approximately $58.3 million. The Series D Term Preferred Stock is traded under the ticker symbol “LANDM” on Nasdaq.
The shares of the Series D Term Preferred Stock have a mandatory redemption date of January 31, 2026, and are not convertible into our common stock or any other securities. Generally, we were not permitted to redeem shares of the Series D Term Preferred Stock prior to January 31, 2023, except in limited circumstances to preserve our qualification as a REIT. On or after January 31, 2023, we may redeem the shares at a redemption price of $25.00 per share, plus any accumulated and unpaid dividends up to, but excluding, the date of redemption.
We incurred approximately $2.1 million in total offering costs related to this issuance, which have been recorded net of the Series D Term Preferred Stock as presented on the accompanying Condensed Consolidated Balance Sheets and are being amortized over the mandatory redemption period as a component of interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. The Series D Term Preferred Stock is recorded as a liability on our accompanying Condensed Consolidated Balance Sheets in accordance with ASC 480, “Distinguishing Liabilities from Equity,” which states that mandatorily-redeemable financial instruments should be classified as liabilities. In addition, the related dividend payments are treated similarly to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
As of September 30, 2023, the fair value of our Series D Term Preferred Stock was approximately $57.4 million, as compared to the carrying value (exclusive of unamortized offering costs) of approximately $60.4 million. The fair value of our Series D Term Preferred Stock uses Level 1 inputs under the hierarchy established by ASC 820-10 and is calculated based on the closing per-share price on September 30, 2023, of $23.75.
For information on the dividends declared by our Board of Directors and paid by us on the Series D Term Preferred Stock during the nine months ended September 30, 2023, see Note 8, “Equity—Distributions.”
v3.23.3
Related-Party Transactions
9 Months Ended
Sep. 30, 2023
Related Party Transactions [Abstract]  
RELATED-PARTY TRANSACTIONS RELATED-PARTY TRANSACTIONS
Our Adviser and Administrator
We are externally managed pursuant to contractual arrangements with our Adviser and our Administrator, which collectively employ all of our personnel and pay their salaries, benefits, and general expenses directly. Both our Adviser and Administrator are affiliates of ours, as their parent company is owned and controlled by David Gladstone, our chairman, chief executive officer, and president. In addition, two of our executive officers, Mr. Gladstone and Terry Brubaker (our chief operating officer), serve as directors and executive officers of each of our Adviser and Administrator. Michael LiCalsi, our general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary) is also executive vice president of administration of our Adviser.
We have entered into an investment advisory agreement with our Adviser (the “Advisory Agreement”) and an administration agreement with our Administrator (the “Administration Agreement”). Both the Advisory Agreement and the Administration Agreement were approved unanimously by our Board of Directors, including our independent directors. A summary of the compensation terms for the Advisory Agreement and a summary of the Administration Agreement is below.
Advisory Agreement
Pursuant to the Advisory Agreement, our Adviser is compensated in the form of a base management fee and, each as applicable, an incentive fee, a capital gains fee, and a termination fee. Our Adviser does not charge acquisition or disposition fees when we acquire or dispose of properties, as is common in other externally-managed REITs. Each of the base management, incentive, capital gains, and termination fees is described below.
Base Management Fee
Pursuant to the Advisory Agreement, a base management fee is paid quarterly and is calculated at an annual rate of 0.60% (0.15% per quarter) of the prior calendar quarter’s “Gross Tangible Real Estate,” defined as the gross cost of tangible real estate owned by us (including land and land improvements, permanent plantings, irrigation and drainage systems, 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.
Incentive Fee
Pursuant to the Advisory Agreement, an incentive fee is calculated and payable quarterly in arrears if the Pre-Incentive Fee FFO for a particular quarter exceeds a hurdle rate of 1.75% (7.0% annualized) of the prior calendar quarter’s Total Adjusted Common Equity.
For purposes of this calculation, Pre-Incentive Fee FFO is defined in the Advisory Agreement as FFO (also as defined in the Advisory Agreement) accrued by the Company during the current calendar quarter (prior to any incentive fee calculation for the current calendar quarter), less any dividends declared on preferred stock securities that are not treated as a liability for GAAP purposes. In addition, Total Adjusted Common Equity is defined as common stockholders’ equity plus non-controlling common interests in the Operating Partnership, if any (each as reported on our balance sheet), adjusted to exclude unrealized gains and losses and certain other one-time events and non-cash items.
Our Adviser receives: (i) no Incentive Fee in any calendar quarter in which the Pre-Incentive Fee FFO does not exceed the hurdle rate; (ii) 100% of the Pre-Incentive Fee FFO with respect to that portion of such Pre-Incentive Fee FFO, if any, that exceeds the hurdle rate but is less than 2.1875% in any calendar quarter (8.75% annualized); and (iii) 20% of the amount of the Pre-Incentive Fee FFO, if any, that exceeds 2.1875% in any calendar quarter (8.75% annualized).
Capital Gains Fee
Pursuant to the Advisory Agreement, a capital gains-based incentive fee is calculated and payable in arrears at the end of each fiscal year (or upon termination of the Advisory Agreement). The capital gains fee shall equal: (i) 15% of the cumulative aggregate realized capital gains minus the cumulative aggregate realized capital losses, minus (ii) any aggregate capital gains fees paid in prior periods. For purposes of this calculation, realized capital gains and losses will be calculated as (x) the sales price of the property, minus (y) any costs to sell the property and the then-current gross value of the property (which includes the property’s original acquisition price plus any subsequent, non-reimbursed capital improvements). At the end of each fiscal year, if this figure is negative, no capital gains fee shall be paid.
Termination Fee
Pursuant to the Advisory Agreement, in the event of our termination of the agreement with our Adviser for any reason (with 120 days’ prior written notice and the vote of at least two-thirds of our independent directors), a termination fee would be payable to the Adviser equal to three times the sum of the average annual base management fee and incentive fee earned by the Adviser during the 24-month period prior to such termination.
Administration Agreement
Pursuant to the Administration Agreement, we pay for our allocable portion of the Administrator’s expenses incurred while performing its obligations to us, including, but not limited to, rent and the salaries and benefits expenses of our Administrator’s employees, including our chief financial officer, treasurer, chief compliance officer, general counsel and secretary (who also serves as our Administrator’s president, general counsel, and secretary), and their respective staffs.
As approved by our Board of Directors, our allocable portion of the Administrator’s expenses is generally derived by multiplying our Administrator’s total expenses by the approximate percentage of time the Administrator’s employees perform services for us in relation to their time spent performing services for all companies serviced by our Administrator under similar contractual agreements.
Gladstone Securities
We have entered into an agreement with Gladstone Securities, LLC (“Gladstone Securities”), for it to act as our non-exclusive agent to assist us with arranging financing for our properties (the “Financing Arrangement Agreement”). Gladstone Securities is a privately-held broker-dealer and a member of the Financial Industry Regulatory Authority and the Securities Investor Protection Corporation. Gladstone Securities is an affiliate of ours, as its parent company is owned and controlled by Mr. Gladstone, who also serves on the board of managers of Gladstone Securities. In addition, Michael LiCalsi, our general counsel and secretary, serves in several capacities for Gladstone Securities, including as chief legal officer, secretary, a member of its board of managers, and a managing principal.
Financing Arrangement Agreement
We pay Gladstone Securities a financing fee in connection with the services it provides to us for securing financing on our properties. Depending on the size of the financing obtained, the maximum amount of the financing fee, which will be payable upon closing of the respective financing, will range from 0.5% to 1.0% of the amount of financing obtained. The amount of the financing fee may be reduced or eliminated as determined by us and Gladstone Securities after taking into consideration various factors, including, but not limited to, the involvement of any unrelated third-party brokers and general market conditions.
We did not pay any financing fees to Gladstone Securities during either of the three or nine months ended September 30, 2023. During the three and nine months ended September 30, 2022, we paid total financing fees to Gladstone Securities of approximately $23,000 and $117,000 respectively. Through September 30, 2023, the total amount of financing fees paid to Gladstone Securities represented approximately 0.14% of the total financings secured since the Financing Arrangement Agreement has been in place.
Dealer-Manager Agreements
We have entered into dealer-manager agreements with Gladstone Securities (collectively, the “Dealer-Manager Agreements”), pursuant to which Gladstone Securities served or serves as our exclusive dealer-manager in connection with the offering of our Series C Preferred Stock and Series E Preferred Stock (each as defined in Note 8, “Equity—Equity Issuances”).
Pursuant to the Dealer-Manager Agreements, Gladstone Securities provides certain sales, promotional, and marketing services to us in connection with the offering of the Series C Preferred Stock and Series E Preferred Stock, and we generally paid or pay Gladstone Securities the following:
With regard to the Series C Preferred Stock:
iselling commissions of up to 6.0% of the gross proceeds from sales in the offering (the “Series C Selling Commissions”), and
iia dealer-manager fee of 3.0% of the gross proceeds from sales in the offering (the “Series C Dealer-Manager Fee”).
With regard to the Series E Preferred Stock:
iselling commissions of up to 7.0% of the gross proceeds from sales in the offering (the “Series E Selling Commissions,” and together with the Series C Selling Commissions, the “Selling Commissions”), and
iia dealer-manager fee of 3.0% of the gross proceeds from sales in the offering (the “Series E Dealer-Manager Fee,” and together with the Series C Dealer-Manager Fee, the “Dealer-Manager Fees”).
No Selling Commissions or Dealer-Manager Fees were paid with respect to shares of the Series C Preferred Stock sold pursuant to our dividend reinvestment plan (the “DRIP”) for the Series C Preferred Stock. Gladstone Securities may, in its sole discretion, remit all or a portion of the Selling Commissions and also reallow all or a portion of the Dealer-Manager Fees to participating broker-dealers and wholesalers in support of the offerings. The terms of the Dealer-Manager Agreement were approved by our board of directors, including its independent directors.
The following tables summarizes the total Selling Commissions and Dealer-Manager Fees paid to Gladstone Securities during the three and nine months ended September 30, 2023 and 2022 (dollars in thousands):
For the Three Months Ended September 30,For the Nine Months Ended September 30,
2023202220232022
Series C Preferred Stock$— $5,046 $— $11,115 
Series E Preferred Stock215 — 547 — 
Total Selling Commissions and Dealer-Manager Fees$215 $5,046 $547 $11,115 
Selling Commissions and Dealer-Manager Fees paid to Gladstone Securities are netted against the gross proceeds received from sales of the respective securities and are included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets.
Related-Party Fees
The following table summarizes related-party fees paid or accrued for and reflected in our accompanying condensed consolidated financial statements (dollars in thousands):
 For the Three Months Ended September 30,For the Nine Months Ended September 30,
 2023202220232022
Base management fee(1)(2)
$2,150 $2,086 $6,447 $6,165 
Incentive fee(1)(2)
789 505 789 1,636 
Total fees to our Adviser$2,939 $2,591 $7,236 $7,801 
Administration fee(1)(2)
$619 $543 $1,708 $1,470 
Selling Commissions and Dealer-Manager Fees(1)(3)
$215 $5,046 $547 $11,115 
Financing fees(1)(4)
— 23 — 117 
Total fees to Gladstone Securities$215 $5,069 $547 $11,232 
(1)Pursuant to the agreements with the respective related-party entities, as discussed above.
(2)Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(3)Included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets.
(4)Included within Notes and bonds payable, net on the Condensed Consolidated Balance Sheets and amortized into Interest expense on the Condensed Consolidated Statements of Operations and Comprehensive Income.
Related-Party Fees Due
Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of September 30, 2023, and December 31, 2022, were as follows (dollars in thousands):
September 30, 2023December 31, 2022
Base management fee$2,150 $2,141 
Incentive fee789 1,589 
Other, net(1)
62 80 
Total due to Adviser3,001 3,810 
Total due to Administrator619 536 
Total due to Gladstone Securities(2)
 24 
Total due to related parties(3)
$3,620 $4,370 
(1)Other amounts due to or from our Adviser primarily relate to miscellaneous general and administrative expenses either paid by our Adviser on our behalf or by us on our Adviser’s behalf.
(2)Represents certain costs related to sales of preferred stock paid by Gladstone Securities on our behalf.
(3)Reflected as a line item on our accompanying Condensed Consolidated Balance Sheets.
v3.23.3
Commitments and Contingencies
9 Months Ended
Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES
Litigation
In the ordinary course of business, we may be involved in legal proceedings from time to time. We are not currently subject to any material known or threatened litigation.
v3.23.3
Equity
9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
EQUITY EQUITY
Registration Statement
On March 6, 2020, we filed a universal registration statement on Form S-3 (File No. 333-236943) with the SEC (the “2020 Registration Statement”). The 2020 Registration Statement, which was declared effective by the SEC on April 1, 2020, permitted us to issue up to an aggregate of $1.0 billion in securities, consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more of such securities. Under the 2020 Registration Statement, we issued a total of 10,254,072 shares of Series C Preferred Stock for gross proceeds of approximately $253.9 million, 2,415,000 shares of Series D Term Preferred Stock for gross proceeds of approximately $60.4 million, 77,841 shares of Series E Preferred Stock for gross proceeds of approximately $1.9 million, and
14,367,524 shares of common stock (including common stock issued to redeem OP Units) for gross proceeds of approximately $280.9 million.
On March 28, 2023, we filed a universal registration statement on Form S-3, as amended (File No. 333-270901), with the SEC (the “2023 Registration Statement”) to replace the 2020 Registration Statement. The 2023 Registration Statement, which was declared effective by the SEC on April 13, 2023, permits us to issue up to an aggregate of $1.5 billion in securities consisting of common stock, preferred stock, warrants, debt securities, depository shares, subscription rights, and units, including through separate, concurrent offerings of two or more securities. Through September 30, 2023, we have issued a total of 145,240 shares of Series E Preferred Stock for gross proceeds of approximately $3.6 million and 124,460 shares of common stock for gross proceeds of approximately $2.2 million under the 2023 Registration Statement. See Note 11, “Subsequent Events,” for equity issuances completed subsequent to September 30, 2023.
Equity Issuances
Series C Preferred Stock
On April 3, 2020, we filed a prospectus supplement with the SEC for a continuous public offering (the “Series C Offering”) of up to 26,000,000 shares of our newly-designated 6.00% Series C Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series C Preferred Stock”). The Series C Offering permitted us to sell up to 20,000,000 shares (the “Primary Series C Offering”) of our Series C Preferred Stock on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $25.00 per share and up to 6,000,000 shares of our Series C Preferred Stock pursuant to the DRIP at a price of $22.75 per share. On August 24, 2022, we amended the Series C Offering, to (i) reduce the amount of shares of the Series C Preferred Stock offered through the Primary Series C Offering to 10,200,000, (ii) reduce the amount of shares of the Series C Preferred Stock offered pursuant to the DRIP to 200,000; and (iii) reduce the duration of the period during which shares of the Series C Preferred Stock may be offered for sale to the earlier of (a) December 31, 2022 (unless earlier terminated or extended by our Board of Directors) or (b) the date on which all 10,200,000 shares of the Series C Preferred Stock offered in the Primary Series C Offering were sold.
The Primary Series C Offering terminated on December 31, 2022, with substantially all of the allotted 10,200,000 shares being sold. In addition, the Series C Preferred Stock DRIP was terminated effective March 22, 2023. Exclusive of redemptions, the Primary Series C Offering resulted in total gross proceeds of approximately $252.6 million and net proceeds, after deducting Series C Selling Commissions, Series C Dealer-Manager Fees, and offering expenses payable by us, of approximately $230.5 million. See Note 6, “Related-Party Transactions—Gladstone Securities—Dealer-Manager Agreements,” for a discussion of the commissions and fees paid to Gladstone Securities in connection with the Series C Offering.
The following table provides information on sales of our Series C Preferred Stock during the three and nine months ended September 30, 2022 (dollars in thousands, except per-share amounts):
Three Months Ended September 30, 2022Nine Months Ended September 30, 2022
Number of shares sold(1)
2,470,908 5,499,383 
Weighted-average offering price per share$24.79 $24.77 
Gross proceeds$61,259 $136,226 
Net proceeds(2)
$56,213 $125,111 
(1)Excludes shares issued pursuant to the DRIP. We issued approximately 0 and 14,067 shares of the Series C Preferred Stock pursuant to the DRIP during the three and nine months ended September 30, 2023, respectively, and approximately 10,048 and 22,775 shares of the Series C Preferred Stock pursuant to the DRIP during the three and nine months ended September 30, 2022, respectively.
(2)Net of Selling Commissions, Dealer-Manager Fees, and underwriting discounts.
In addition, during the nine months ended September 30, 2023, 48,913 shares of Series C Preferred Stock were tendered for optional redemption, which we satisfied with an aggregate cash payment of approximately $1.2 million (no shares were tendered for optional redemption during the three months ended September 30, 2023). During the three and nine months ended September 30, 2022, 18,075 and 22,715 shares, respectively, of Series C Preferred Stock were tendered for optional redemption, which we satisfied with an aggregate cash payment of approximately $420,000 and $531,000, respectively.
During the nine months ended September 30, 2023, we listed the Series C Preferred Stock on Nasdaq under the ticker symbol “LANDP.” Trading of the Series C Preferred Stock on Nasdaq commenced on June 8, 2023.
Series E Preferred Stock
On November 9, 2022, we filed a prospectus supplement with the SEC for a continuous public offering (the “Series E Offering”) of up to 8,000,000 shares of our newly-designated 5.00% Series E Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series E Preferred Stock”), on a “reasonable best efforts” basis through Gladstone Securities at an offering price of $25.00 per share. See Note 6, “Related-Party Transactions—Gladstone Securities—Dealer-Manager Agreements,” for a discussion of the commissions and fees to be paid to Gladstone Securities in connection with the Series E Offering.
The following table provides information on sales of our Series E Preferred Stock during the three and nine months ended September 30, 2023 (dollars in thousands, except per-share amounts):
Three Months Ended September 30, 2023Nine Months Ended September 30, 2023
Number of shares sold87,672 223,081 
Weighted-average offering price per share$24.96 $24.95 
Gross proceeds$2,188 $5,566 
Net proceeds(1)
$1,973 $5,019 
(1)Net of Selling Commissions, Dealer-Manager Fees, and underwriting discounts.
Refer to Note 11, “Subsequent Events—Financing Activity—Equity Activity,” for sales of the Series E Preferred Stock completed subsequent to September 30, 2023.
In addition, during the each of the three and nine months ended September 30, 2023, 1,600 shares of Series E Preferred Stock were tendered for optional redemption, which we satisfied with an aggregate cash payment of approximately $36,000.
The Series E Offering will terminate on the date (the “Series E Termination Date”) that is the earlier of (i) December 31, 2025 (unless terminated or extended by our Board of Directors) and (ii) the date on which all 8,000,000 shares of Series E Preferred Stock offered in the Series E Offering are sold. There is currently no public market for shares of Series E Preferred Stock. We intend to apply to list the Series E Preferred Stock on Nasdaq or another national securities exchange within one calendar year of the Series E Termination Date; however, there can be no assurance that a listing will be achieved in such timeframe, or at all.
Common Stock
At-the-Market Program
On May 12, 2020, we entered into equity distribution agreements (commonly referred to as “at-the-market agreements”) with Virtu Americas LLC and Ladenburg & Co. Inc. (each a “Sales Agent”), that, as subsequently amended, permitted us to issue and sell, from time to time and through the Sales Agents, shares of our common stock having an aggregate offering price of up to $260.0 million (the “Prior ATM Program”). On April 13, 2023, we entered into separate amended and restated equity distribution agreements with the Sales Agents to allow us to sell shares of our common stock having an aggregate offering price of up to $500.0 million (the “New ATM Program,” and collectively with the Prior ATM Program, the “ATM Program”). The following table provides information on shares of common stock sold by the Sales Agents under the ATM Program during the three and nine months ended September 30, 2023 and 2022 (dollars in thousands, except per-share amounts):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Number of shares sold58,360 183,937 788,045 493,992 
Weighted-average offering price per share$17.34 $25.21 $19.34 $30.50 
Gross proceeds$1,012 $4,637 $15,240 $15,068 
Net proceeds(1)
$1,002 $4,565 $15,087 $14,892 
(1)Net of underwriting commissions.
Non-Controlling Interests in Operating Partnership
We consolidate our Operating Partnership, which is a majority-owned partnership.  As of September 30, 2023, and December 31, 2022, we owned 100.0% of the outstanding OP Units.
On or after 12 months after becoming a holder of OP Units, each limited partner, other than the Company, has the right, subject to the terms and conditions set forth in the partnership agreement of the Operating Partnership, to require the Operating Partnership to redeem all or a portion of such units in exchange for cash or, at the Company’s option, shares of our common stock on a one-for-one basis. The cash redemption per OP Unit would be based on the market price of our common stock at the time of redemption. A limited partner will not be entitled to exercise redemption rights if the delivery of common stock to the
redeeming limited partner would breach restrictions on the ownership of common stock imposed under our charter and other limitations thereof.
Regardless of the rights described above, the Operating Partnership will not have an obligation to issue cash to a unitholder upon a redemption request if the Company elects to redeem the OP Units for shares of its common stock. When a non-controlling unitholder redeems OP Units and the Company elects to satisfy that redemption through the issuance of common stock, non-controlling interest in the Operating Partnership is reduced, and stockholders’ equity is increased.
The Operating Partnership is required to make distributions on each OP Unit in the same amount as those paid on each share of the Company’s common stock, with the distributions on the OP Units held by the Company being utilized to make distributions to the Company’s common stockholders.
Distributions
The per-share distributions to preferred and common stockholders declared by our Board of Directors during the three and nine months ended September 30, 2023 and 2022 are reflected in the table below.
Three Months Ended September 30,Nine Months Ended September 30,
Issuance2023202220232022
Series B Preferred Stock$0.375 $0.375 $1.125 $1.125 
Series C Preferred Stock0.375 0.375 1.125 1.125 
Series D Term Preferred Stock(1)
0.312501 0.312501 0.937503 0.937503 
Series E Term Preferred Stock0.312501 — 0.937503 — 
Common Stock(2)
0.1386 0.1368 0.4143 0.4089 
(1)Dividends are treated similar to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(2)The same amounts were paid as distributions on each OP Unit held by non-controlling OP Unitholders.
v3.23.3
Lease Revenues
9 Months Ended
Sep. 30, 2023
Leases [Abstract]  
LEASE REVENUES LEASE REVENUES
The following table sets forth the components of our lease revenue for the three and nine months ended September 30, 2023 and 2022 (dollars in thousands, except for footnotes):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Fixed lease payments(1)
$21,102 $21,178 $63,180 $61,387 
Variable lease payments(2)
2,432 3,031 2,766 3,058 
Lease revenue, net(3)
$23,534 $24,209 $65,946 $64,445 
(1)Fixed lease payments include contractual rents under lease agreements with tenants recognized on a straight-line basis over the respective lease terms and includes the amortization of above-market lease values and lease incentives and the accretion of below-market lease values and other deferred revenue.
(2)Variable lease payments primarily consist of participation rents, which are generally based on a percentage of the gross crop revenues earned on the farm, and reimbursements of certain property operating expenses by tenants. Participation rents are generally recognized when all contingencies have been resolved and when actual results become known or estimable, enabling us to estimate and/or measure our share of such gross revenues. During the three and nine months ended September 30, 2023, we recorded participation rents of approximately $2.4 million and $2.6 million, respectively, and reimbursements of certain property operating expenses by tenants of approximately $47,000 and $140,000, respectively. During the three and nine months ended September 30, 2022, we recorded participation rents of approximately $3.0 million during each period and reimbursements of certain property operating expenses by tenants of approximately $28,000 and $34,000, respectively. In addition, during the three and nine months ended September 30, 2023, we recorded late fees of approximately $0 and $46,000, respectively.
(3)Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
v3.23.3
Earnings Per Share of Common Stock
9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
EARNINGS PER SHARE OF COMMON STOCK EARNINGS PER SHARE OF COMMON STOCKThe following table sets forth the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2023 and 2022, computed using the weighted average number of common shares outstanding during the respective periods. Earnings figures are presented net of non-controlling interests in the earnings per share calculations. The non-controlling limited partners’ outstanding OP Units (which may be redeemed for shares of common stock) have been excluded from the diluted per-share calculation, as there would be no effect on the amounts since the non-controlling OP Unitholders’ share of earnings would also be added back to net income or loss.
 Three Months Ended September 30,Nine Months Ended September 30,
(Dollars in thousands, except per-share amounts):2023202220232022
Net loss attributable to common stockholders$(2,964)$(3,594)$(5,557)$(10,204)
Weighted average shares of common stock outstanding – basic and diluted35,822,123 34,607,440 35,698,458 34,472,018 
Loss per common share – basic and diluted$(0.08)$(0.10)$(0.16)$(0.30)
The weighted-average number of OP Units held by non-controlling OP Unitholders was 0 for each of the three and nine months ended September 30, 2023, and 0 and 82,511 for the three and nine months ended September 30, 2022, respectively
v3.23.3
Subsequent Events
9 Months Ended
Sep. 30, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS SUBSEQUENT EVENTS
Portfolio Activity—Water Acquisition
On October 9, 2023, we entered into a water transfer agreement with Byron-Bethany Irrigation District (“BBID”), a multi-county water district located in Contra Costa County, California. Pursuant to the agreement, which expires on February 28, 2031, we may elect to purchase up to 15,000 acre-feet of water per water year during years in which BBID has a surplus supply of water. Initial consideration consisted of $750,000, plus incremental costs based on the number of acre-feet we elected to purchase for the 2023 water year. As such, on October 12, 2023, we paid approximately $1.2 million (including the initial payment of $750,000) to purchase 7,000 acre-feet of water for the 2023 water year.
Our ability to purchase water under this contract in future years will be subject to BBID having surplus water available in such water years, and prices will be determined based on water transfer rates established by certain Federal and state governing agencies. To the extent surplus water supplies are available, water purchases in future years are at our sole option (up to a maximum of 15,000 acre-feet of water per water year), and we are not obligated to purchase water in any water year in which BBID has surplus water supplies. In addition, all water transfers are subject to approval by the U.S. Department of Interior, Bureau of Reclamation. We plan to store this water in a groundwater recharge facility recently constructed on one of our farms, and we currently intend to hold this water for the long-term for future use on our farms.
Financing Activity
Debt Activity—Loan Maturities
Subsequent to September 30, 2023, we repaid approximately $2.7 million of maturing loans. On a weighted-average basis, these borrowings bore interest at a stated rate of 5.05% and an effective rate (after interest patronage, where applicable) of 4.06%.
Equity Activity
The following table provides information on equity sales that have occurred subsequent to September 30, 2023 (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 E Preferred Stock2,200$25.00 $55 $50 
(1)Net of Selling Commissions and Dealer-Manager Fees.
Distributions
On October 10, 2023, 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 20, 2023October 31, 2023$0.125 
November 20, 2023November 30, 20230.125 
December 18, 2023December 29, 20230.125 
Total Series B Preferred Stock Distributions:$0.375 
Series C Preferred Stock:October 20, 2023October 31, 2023$0.125 
November 20, 2023November 30, 20230.125 
December 18, 2023December 29, 20230.125 
Total Series C Preferred Stock Distributions:$0.375 
Series D Term Preferred Stock:October 20, 2023October 31, 2023$0.104167 
November 20, 2023November 30, 20230.104167 
December 18, 2023December 29, 20230.104167 
Total Series D Term Preferred Stock Distributions:$0.312501 
Series E Preferred Stock:October 25, 2023November 3, 2023$0.104167 
November 28, 2023December 5, 20230.104167 
December 27, 2023January 5, 20240.104167 
Total Series E Preferred Stock Distributions:$0.312501 
Common Stock(1):
October 20, 2023October 31, 2023$0.0464 
November 20, 2023November 30, 20230.0464 
December 18, 2023December 29, 20230.0464 
Total Common Stock Distributions$0.1392 
(1)The same amounts paid to common stockholders will be paid as distributions on each OP Unit held by non-controlling OP Unitholders as of the above record dates.
v3.23.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Pay vs Performance Disclosure        
Net Income (Loss) Attributable to Parent $ 3,141 $ 1,804 $ 12,746 $ 3,597
v3.23.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.23.3
Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Interim Financial Information
Interim Financial Information
Our interim financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q in accordance with Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. The interim financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 21, 2023 (the “Form 10-K”). The results of operations for the three and nine months ended September 30, 2023, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year.
Use of Estimates
Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making certain judgments. Actual results may materially differ from these estimates.
Recently-Issued Accounting Pronouncements
Recently-Issued Accounting Pronouncements
As of September 30, 2023, there were no recently-issued accounting pronouncements that had a material impact on our condensed consolidated financial statements.
Impairment ImpairmentWe evaluate our entire portfolio each quarter for any impairment indicators and perform an impairment analysis on those select properties that have an indication of impairment. As of September 30, 2023, and December 31, 2022, we concluded that none of our properties or investments in water assets were impaired. There have been no impairments recognized on our real estate assets since our inception.
v3.23.3
Real Estate and Intangible Assets (Tables)
9 Months Ended
Sep. 30, 2023
Real Estate [Abstract]  
Schedule of Information of Farms The following table provides certain summary information about the 169 farms we owned as of September 30, 2023 (dollars in thousands, except for footnotes):
LocationNo. of FarmsTotal
Acres
Farm AcresAcre-feet
of Water
Net Cost Basis(1)
Encumbrances(2)
California(3)(4)(5)
6334,84432,32145,000$855,109 $391,135 
Florida2622,46817,6390221,433 96,693 
Washington62,5291,997061,651 20,542 
Arizona(6)
66,3205,333052,778 12,300 
Colorado1232,77325,577046,061 14,768 
Nebraska97,7827,050030,544 11,658 
Oregon(7)
6898736029,753 11,448 
Michigan231,8921,245023,267 13,867 
Texas13,6672,21908,119 4,814 
Maryland698786308,044 4,345 
South Carolina359744703,565 2,147 
Georgia223017502,643 1,645 
North Carolina231029502,128 — 
New Jersey311610102,114 1,238 
Delaware118014001,301 697 
169115,59396,13845,000$1,348,510 $587,297 
(1)Consists of the initial acquisition price (including the costs allocated to both tangible and intangible assets acquired and liabilities assumed), plus subsequent improvements and other capitalized costs associated with the properties, and adjusted for accumulated depreciation and amortization. Specifically, includes Total real estate, net (excluding improvements paid for by the tenant) and Lease intangibles, net; plus long-term water assets, net above-market lease values, lease incentives, and investments in special-purpose LLCs included in Other assets, net; and less net below-market lease values and other deferred revenue included in Other liabilities, net; each as shown on the accompanying Condensed Consolidated Balance Sheets.
(2)Excludes approximately $3.1 million of debt issuance costs related to notes and bonds payable, included in Notes and bonds payable, net on the accompanying Condensed Consolidated Balance Sheets.
(3)Includes ownership in a special-purpose LLC that owns a pipeline conveying water to certain of our properties. As of September 30, 2023, this investment had a net carrying value of approximately $1.0 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
(4)Includes eight acres in which we own a leasehold interest via a ground lease with a private individual that expires in December 2040 and five acres in which we own a leasehold interest via a ground sublease with a California municipality that expires in December 2041. As of September 30, 2023, these two ground leases had a net cost basis of approximately $699,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.
(5)Includes 45,000 acre-feet of water stored with Semitropic Water Storage District, located in Kern County. See “—Investments in Water Assets” below for additional information.
(6)Includes two farms consisting of 1,368 total acres and 1,221 farm acres in which we own leasehold interests via two ground leases with the State of Arizona that expire in February 2025 and February 2032, respectively. As of September 30, 2023, these ground leases had an aggregate net cost basis of approximately $460,000 and are included in Lease intangibles, net on the accompanying Condensed Consolidated Balance Sheets.
(7)Includes ownership in a special-purpose LLC that owns certain irrigation infrastructure that provides water to two of our farms. As of September 30, 2023, this investment had a net carrying value of approximately $4.8 million and is included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
Schedule of Components of Investments in Real Estate
The following table sets forth the components of our investments in tangible real estate assets as of September 30, 2023, and December 31, 2022 (dollars in thousands):
September 30, 2023December 31, 2022
Real estate:
Land and land improvements$843,205 $845,779 
Permanent plantings359,322 358,249 
Irrigation and drainage systems170,593 165,438 
Farm-related facilities50,883 48,690 
Other site improvements13,265 14,238 
Real estate, at cost1,437,268 1,432,394 
Accumulated depreciation(133,237)(106,966)
Total real estate, net$1,304,031 $1,325,428 
Schedule of Carrying Value of Lease Intangibles and Accumulated Amortization for Each Intangible Asset or Liability Class
The following table summarizes the carrying values of certain lease intangible assets and the related accumulated amortization as of September 30, 2023, and December 31, 2022 (dollars in thousands):
September 30, 2023December 31, 2022
Lease intangibles:
Leasehold interest – land$4,295 $4,295 
In-place lease values2,579 2,763 
Leasing costs3,059 3,088 
Other(1)
140 133 
Lease intangibles, at cost10,073 10,279 
Accumulated amortization(5,055)(4,577)
Lease intangibles, net$5,018 $5,702 
(1)Other includes tenant relationships and acquisition-related costs allocated to miscellaneous lease intangibles.
The following table summarizes the carrying values of certain lease intangible assets or liabilities included in Other assets, net or Other liabilities, net, respectively, on the accompanying Condensed Consolidated Balance Sheets and the related accumulated amortization or accretion, respectively, as of September 30, 2023, and December 31, 2022 (dollars in thousands):
 September 30, 2023December 31, 2022
Intangible Asset or LiabilityDeferred
Rent Asset
(Liability)
Accumulated
(Amortization)
Accretion
Deferred
Rent Asset
(Liability)
Accumulated
(Amortization)
Accretion
Above-market lease values and lease incentives(1)
$4,691 $(1,133)$4,702 $(585)
Below-market lease values and other deferred revenue(2)
(2,010)648 (2,010)518 
$2,681 $(485)$2,692 $(67)
(1)Net above-market lease values and lease incentives are included as part of Other assets, net on the accompanying Condensed Consolidated Balance Sheets, and the related amortization is recorded as a reduction of Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(2)Net below-market lease values and other deferred revenue are included as a part of Other liabilities, net on the accompanying Condensed Consolidated Balance Sheets, and the related accretion is recorded as an increase to Lease revenue on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
Schedule of Asset Acquisitions
During the nine months ended September 30, 2022, we completed the following acquisitions, 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)
Farm Road(3)
Charlotte, FL5/20/2022150Adjacent parcelN/AN/A$54 $15 $— 
County Road 35Glenn, CA6/16/20221,3741Olives for Olive Oil14.5 years
1 (5 years)
24,500 55 1,714 
Reagan Road (4)
Cochise, AZ7/13/2022400Corn12.5 yearsN/A120 17 39 
North Columbia River Road (5)(7)
Franklin & Grant, WA7/21/20221,1453Wine Grapes8.4 yearsN/A30,320 146 2,296 
Prunedale Road(6)(7)
Umatilla, OR7/21/20221721Wine Grapes10.4 yearsN/A7,008 36 286 
2,7465$62,002 $269 $4,335 
(1)Includes approximately $23,000 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)Represents the acquisition of a parcel of land adjacent to an existing farm, providing additional road access to such farm. No new lease was executed related to this acquisition.
(4)Represents the acquisition of a parcel of farmable land adjacent to an existing farm. Subsequent to acquisition, we spent approximately $153,000 to install certain improvements on this property.
(5)Upon acquisition, we executed three new leases with the existing tenants on these farms. The lease terms above represent the weighted-average lease term and aggregate annualized straight-line rent of these three leases.
(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 an irrigation system providing water to this and other neighboring properties. Our acquired ownership, which equated to an 11.3% interest in the LLC, was valued at approximately $2.7 million at the time of acquisition and is included within Other assets, net on the accompanying Consolidated Balance Sheets. See “—Investments in Unconsolidated Entities” below for additional information on our aggregate ownership interest in this and other LLCs.
(7)These two properties were acquired as part of a single transaction. In connection with the acquisition of these vineyards, we committed to provide up to an aggregate amount of $2.2 million for certain irrigation and vineyard improvements on these farms, for which we will earn additional rent as the funds are disbursed by us.
Schedule of Recognized Identified Assets and Liabilities Assumed Related to Properties Acquired
The allocation of the aggregate purchase price for the farms acquired during the nine months ended September 30, 2022, was as follows (dollars in thousands):
Assets (Liabilities) Acquired2022 Acquisitions
Land and land improvements$28,139 
Permanent plantings24,706 
Irrigation & drainage systems2,973 
Farm-related facilities530 
In-place lease values909 
Leasing costs 1,355 
Above-market lease values(1)
641 
Investment in LLC(1)
2,749 
Total Purchase Price$62,002 
(1)Included within Other assets, net on the accompanying Condensed Consolidated Balance Sheets.
v3.23.3
Borrowings (Tables)
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Schedule of Borrowings
Our borrowings as of September 30, 2023, and December 31, 2022, are summarized below (dollars in thousands):
 Carrying Value as ofAs of September 30, 2023
September 30, 2023December 31, 2022
Stated Interest
Rates(1)
(Range; Wtd. Avg)
Maturity Dates
(Range; Wtd. Avg)
Variable-rate revolving lines of credit$100 $100 7.36%4/5/2024
Notes and bonds payable:
Fixed-rate notes payable$534,539 $550,974 
2.45%-5.70%; 3.73%
9/1/2024–7/1/2051; June 2033
Variable-rate notes payable— 1,104 N/AN/A
Fixed-rate bonds payable52,658 77,776 
2.66%–4.57%; 3.64%
01/12/2024–12/30/2030; August 2026
Total notes and bonds payable587,197 629,854 
Debt issuance costs – notes and bonds payable(3,099)(3,454)N/AN/A
Notes and bonds payable, net$584,098 $626,400 
Total borrowings, net$584,198 $626,500 
(1)Where applicable, stated interest rates are before interest patronage (as described below).
The following table summarizes the pertinent terms of the Current MetLife Facility as of September 30, 2023 (dollars in thousands, except for footnotes):
IssuanceAggregate
Commitment
Maturity
Dates
Principal
Outstanding
 Interest Rate Terms 
Undrawn
Commitment(1)
MetLife Lines of Credit$75,000 4/5/2024$100 
3-month Term SOFR + 2.11%
(2)
$74,900 
2020 MetLife Term Note75,000 
(3)
1/5/203036,900 
2.75%, fixed through 1/4/2030
(4)
38,100 
2022 MetLife Term Note100,000 
(3)
1/5/2032— (4)

100,000 
Totals$250,000 $37,000 $213,000 
(1)Based on the properties that were pledged as collateral under the Current MetLife Facility, as of September 30, 2023, the maximum additional amount we could draw under the facility was approximately $110.3 million.
(2)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).
(3)If the aggregate commitments under the 2020 MetLife Term Note and the 2022 MetLife Term Note are not fully utilized by December 31, 2024, MetLife has no obligation to disburse the additional funds under either note.
(4)Interest rates on future disbursements under each of the 2020 MetLife Term Note and the 2022 MetLife Term Note will be based on prevailing market rates at the time of such disbursements. In addition, through December 31, 2024, the 2020 MetLife Term Note and the 2022 MetLife Term Note are each subject to an unused fee ranging from 0.10% to 0.20% on undrawn amounts (based on the balance drawn under the respective note).
Schedule of Aggregate Maturities
Scheduled principal payments of our aggregate notes and bonds payable as of September 30, 2023, for the succeeding years are as follows (dollars in thousands):
PeriodScheduled Principal Payments
For the remaining three months ending December 31:2023$4,326 
For the fiscal years ending December 31:202440,829 
202539,204 
202618,368 
202751,592 
202878,023 
Thereafter354,855 
$587,197 
Schedule of Borrowings by Type
We had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of September 30, 2023, and December 31, 2022 (dollars in thousands):
PeriodNumber of InstrumentsAggregate Notional Amount
As of September 30, 20234$71,501 
As of December 31, 2022473,392 
The following table presents the fair value of our interest rate swaps as well as their classification on the Condensed Consolidated Balance Sheets as of September 30, 2023, and December 31, 2022 (dollars in thousands):
Derivative Asset (Liability) Fair Value
Derivative TypeBalance Sheet LocationSeptember 30, 2023December 31, 2022
Derivatives Designated as Hedging Instruments:
Interest rate swapsOther assets, net$10,271 $9,007 
Total$10,271 $9,007 
The following table presents the amount of income recognized in comprehensive income within our condensed consolidated financial statements for the three and nine months ended September 30, 2023 and 2022 (dollars in thousands):
For the Three Months Ended September 30,For the Nine Months Ended September 30,
2023202220232022
Derivative in cash flow hedging relationship:
Interest rate swaps$1,557 $3,199 $1,264 $10,491 
Total$1,557 $3,199 $1,264 $10,491 
v3.23.3
Related-Party Transactions (Tables)
9 Months Ended
Sep. 30, 2023
Related Party Transactions [Abstract]  
Schedule of Related Party Transactions
The following tables summarizes the total Selling Commissions and Dealer-Manager Fees paid to Gladstone Securities during the three and nine months ended September 30, 2023 and 2022 (dollars in thousands):
For the Three Months Ended September 30,For the Nine Months Ended September 30,
2023202220232022
Series C Preferred Stock$— $5,046 $— $11,115 
Series E Preferred Stock215 — 547 — 
Total Selling Commissions and Dealer-Manager Fees$215 $5,046 $547 $11,115 
The following table summarizes related-party fees paid or accrued for and reflected in our accompanying condensed consolidated financial statements (dollars in thousands):
 For the Three Months Ended September 30,For the Nine Months Ended September 30,
 2023202220232022
Base management fee(1)(2)
$2,150 $2,086 $6,447 $6,165 
Incentive fee(1)(2)
789 505 789 1,636 
Total fees to our Adviser$2,939 $2,591 $7,236 $7,801 
Administration fee(1)(2)
$619 $543 $1,708 $1,470 
Selling Commissions and Dealer-Manager Fees(1)(3)
$215 $5,046 $547 $11,115 
Financing fees(1)(4)
— 23 — 117 
Total fees to Gladstone Securities$215 $5,069 $547 $11,232 
(1)Pursuant to the agreements with the respective related-party entities, as discussed above.
(2)Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(3)Included within Additional paid-in capital on the accompanying Condensed Consolidated Balance Sheets.
(4)Included within Notes and bonds payable, net on the Condensed Consolidated Balance Sheets and amortized into Interest expense on the Condensed Consolidated Statements of Operations and Comprehensive Income.
Amounts due to related parties on our accompanying Condensed Consolidated Balance Sheets as of September 30, 2023, and December 31, 2022, were as follows (dollars in thousands):
September 30, 2023December 31, 2022
Base management fee$2,150 $2,141 
Incentive fee789 1,589 
Other, net(1)
62 80 
Total due to Adviser3,001 3,810 
Total due to Administrator619 536 
Total due to Gladstone Securities(2)
 24 
Total due to related parties(3)
$3,620 $4,370 
(1)Other amounts due to or from our Adviser primarily relate to miscellaneous general and administrative expenses either paid by our Adviser on our behalf or by us on our Adviser’s behalf.
(2)Represents certain costs related to sales of preferred stock paid by Gladstone Securities on our behalf.
(3)Reflected as a line item on our accompanying Condensed Consolidated Balance Sheets.
v3.23.3
Equity (Tables)
9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
Schedule of Sale of Stock by Subsidiary
The following table provides information on sales of our Series C Preferred Stock during the three and nine months ended September 30, 2022 (dollars in thousands, except per-share amounts):
Three Months Ended September 30, 2022Nine Months Ended September 30, 2022
Number of shares sold(1)
2,470,908 5,499,383 
Weighted-average offering price per share$24.79 $24.77 
Gross proceeds$61,259 $136,226 
Net proceeds(2)
$56,213 $125,111 
(1)Excludes shares issued pursuant to the DRIP. We issued approximately 0 and 14,067 shares of the Series C Preferred Stock pursuant to the DRIP during the three and nine months ended September 30, 2023, respectively, and approximately 10,048 and 22,775 shares of the Series C Preferred Stock pursuant to the DRIP during the three and nine months ended September 30, 2022, respectively.
(2)Net of Selling Commissions, Dealer-Manager Fees, and underwriting discounts.
The following table provides information on sales of our Series E Preferred Stock during the three and nine months ended September 30, 2023 (dollars in thousands, except per-share amounts):
Three Months Ended September 30, 2023Nine Months Ended September 30, 2023
Number of shares sold87,672 223,081 
Weighted-average offering price per share$24.96 $24.95 
Gross proceeds$2,188 $5,566 
Net proceeds(1)
$1,973 $5,019 
(1)Net of Selling Commissions, Dealer-Manager Fees, and underwriting discounts.
The following table provides information on shares of common stock sold by the Sales Agents under the ATM Program during the three and nine months ended September 30, 2023 and 2022 (dollars in thousands, except per-share amounts):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Number of shares sold58,360 183,937 788,045 493,992 
Weighted-average offering price per share$17.34 $25.21 $19.34 $30.50 
Gross proceeds$1,012 $4,637 $15,240 $15,068 
Net proceeds(1)
$1,002 $4,565 $15,087 $14,892 
(1)Net of underwriting commissions.
Dividends Declared
The per-share distributions to preferred and common stockholders declared by our Board of Directors during the three and nine months ended September 30, 2023 and 2022 are reflected in the table below.
Three Months Ended September 30,Nine Months Ended September 30,
Issuance2023202220232022
Series B Preferred Stock$0.375 $0.375 $1.125 $1.125 
Series C Preferred Stock0.375 0.375 1.125 1.125 
Series D Term Preferred Stock(1)
0.312501 0.312501 0.937503 0.937503 
Series E Term Preferred Stock0.312501 — 0.937503 — 
Common Stock(2)
0.1386 0.1368 0.4143 0.4089 
(1)Dividends are treated similar to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(2)The same amounts were paid as distributions on each OP Unit held by non-controlling OP Unitholders.
On October 10, 2023, 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 20, 2023October 31, 2023$0.125 
November 20, 2023November 30, 20230.125 
December 18, 2023December 29, 20230.125 
Total Series B Preferred Stock Distributions:$0.375 
Series C Preferred Stock:October 20, 2023October 31, 2023$0.125 
November 20, 2023November 30, 20230.125 
December 18, 2023December 29, 20230.125 
Total Series C Preferred Stock Distributions:$0.375 
Series D Term Preferred Stock:October 20, 2023October 31, 2023$0.104167 
November 20, 2023November 30, 20230.104167 
December 18, 2023December 29, 20230.104167 
Total Series D Term Preferred Stock Distributions:$0.312501 
Series E Preferred Stock:October 25, 2023November 3, 2023$0.104167 
November 28, 2023December 5, 20230.104167 
December 27, 2023January 5, 20240.104167 
Total Series E Preferred Stock Distributions:$0.312501 
Common Stock(1):
October 20, 2023October 31, 2023$0.0464 
November 20, 2023November 30, 20230.0464 
December 18, 2023December 29, 20230.0464 
Total Common Stock Distributions$0.1392 
(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.
v3.23.3
Lease Revenues (Tables)
9 Months Ended
Sep. 30, 2023
Leases [Abstract]  
Schedule of Leasing Activity
The following table sets forth the components of our lease revenue for the three and nine months ended September 30, 2023 and 2022 (dollars in thousands, except for footnotes):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Fixed lease payments(1)
$21,102 $21,178 $63,180 $61,387 
Variable lease payments(2)
2,432 3,031 2,766 3,058 
Lease revenue, net(3)
$23,534 $24,209 $65,946 $64,445 
(1)Fixed lease payments include contractual rents under lease agreements with tenants recognized on a straight-line basis over the respective lease terms and includes the amortization of above-market lease values and lease incentives and the accretion of below-market lease values and other deferred revenue.
(2)Variable lease payments primarily consist of participation rents, which are generally based on a percentage of the gross crop revenues earned on the farm, and reimbursements of certain property operating expenses by tenants. Participation rents are generally recognized when all contingencies have been resolved and when actual results become known or estimable, enabling us to estimate and/or measure our share of such gross revenues. During the three and nine months ended September 30, 2023, we recorded participation rents of approximately $2.4 million and $2.6 million, respectively, and reimbursements of certain property operating expenses by tenants of approximately $47,000 and $140,000, respectively. During the three and nine months ended September 30, 2022, we recorded participation rents of approximately $3.0 million during each period and reimbursements of certain property operating expenses by tenants of approximately $28,000 and $34,000, respectively. In addition, during the three and nine months ended September 30, 2023, we recorded late fees of approximately $0 and $46,000, respectively.
(3)Reflected as a line item on our accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
v3.23.3
Earnings Per Share of Common Stock (Tables)
9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Schedule of Earnings (Loss) Per Common Share Basic and Diluted The following table sets forth the computation of basic and diluted earnings per common share for the three and nine months ended September 30, 2023 and 2022, computed using the weighted average number of common shares outstanding during the respective periods. Earnings figures are presented net of non-controlling interests in the earnings per share calculations. The non-controlling limited partners’ outstanding OP Units (which may be redeemed for shares of common stock) have been excluded from the diluted per-share calculation, as there would be no effect on the amounts since the non-controlling OP Unitholders’ share of earnings would also be added back to net income or loss.
 Three Months Ended September 30,Nine Months Ended September 30,
(Dollars in thousands, except per-share amounts):2023202220232022
Net loss attributable to common stockholders$(2,964)$(3,594)$(5,557)$(10,204)
Weighted average shares of common stock outstanding – basic and diluted35,822,123 34,607,440 35,698,458 34,472,018 
Loss per common share – basic and diluted$(0.08)$(0.10)$(0.16)$(0.30)
v3.23.3
Subsequent Events (Tables)
9 Months Ended
Sep. 30, 2023
Subsequent Events [Abstract]  
Schedule of Equity Activity
The following table provides information on equity sales that have occurred subsequent to September 30, 2023 (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 E Preferred Stock2,200$25.00 $55 $50 
(1)Net of Selling Commissions and Dealer-Manager Fees.
Dividends Declared
The per-share distributions to preferred and common stockholders declared by our Board of Directors during the three and nine months ended September 30, 2023 and 2022 are reflected in the table below.
Three Months Ended September 30,Nine Months Ended September 30,
Issuance2023202220232022
Series B Preferred Stock$0.375 $0.375 $1.125 $1.125 
Series C Preferred Stock0.375 0.375 1.125 1.125 
Series D Term Preferred Stock(1)
0.312501 0.312501 0.937503 0.937503 
Series E Term Preferred Stock0.312501 — 0.937503 — 
Common Stock(2)
0.1386 0.1368 0.4143 0.4089 
(1)Dividends are treated similar to interest expense on the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income.
(2)The same amounts were paid as distributions on each OP Unit held by non-controlling OP Unitholders.
On October 10, 2023, 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 20, 2023October 31, 2023$0.125 
November 20, 2023November 30, 20230.125 
December 18, 2023December 29, 20230.125 
Total Series B Preferred Stock Distributions:$0.375 
Series C Preferred Stock:October 20, 2023October 31, 2023$0.125 
November 20, 2023November 30, 20230.125 
December 18, 2023December 29, 20230.125 
Total Series C Preferred Stock Distributions:$0.375 
Series D Term Preferred Stock:October 20, 2023October 31, 2023$0.104167 
November 20, 2023November 30, 20230.104167 
December 18, 2023December 29, 20230.104167 
Total Series D Term Preferred Stock Distributions:$0.312501 
Series E Preferred Stock:October 25, 2023November 3, 2023$0.104167 
November 28, 2023December 5, 20230.104167 
December 27, 2023January 5, 20240.104167 
Total Series E Preferred Stock Distributions:$0.312501 
Common Stock(1):
October 20, 2023October 31, 2023$0.0464 
November 20, 2023November 30, 20230.0464 
December 18, 2023December 29, 20230.0464 
Total Common Stock Distributions$0.1392 
(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.
v3.23.3
Business and Organization - Additional Information (Details)
Sep. 30, 2023
Dec. 31, 2022
OP Unit Holder    
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items]    
Company's ownership 100.00% 100.00%
Gladstone Land Advisers Inc    
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items]    
Company's ownership 100.00%  
v3.23.3
Real Estate and Intangible Assets - Schedule of Information of Farms (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2023
USD ($)
a
farm
lease
Jun. 23, 2023
a
Real Estate Properties [Line Items]    
No. of Farms | farm 169  
Total Acres 115,593  
Farm Acres 96,138  
Acre-feet of Water 45,000  
Net Cost Basis | $ $ 1,348,510  
Encumbrances | $ 587,297  
Debt issuance costs – notes and bonds payable | $ $ 3,100  
California    
Real Estate Properties [Line Items]    
No. of Farms | farm 63  
Total Acres 34,844  
Farm Acres 32,321  
Acre-feet of Water 45,000  
Net Cost Basis | $ $ 855,109  
Encumbrances | $ $ 391,135  
California | State of California    
Real Estate Properties [Line Items]    
Total Acres 5  
Net Cost Basis | $ $ 699  
LLC ownership value | $ $ 1,000  
Number of leases | lease 2  
California | State of California | In-place lease values    
Real Estate Properties [Line Items]    
Total Acres 8  
Florida    
Real Estate Properties [Line Items]    
No. of Farms | farm 26  
Total Acres 22,468 138
Farm Acres 17,639  
Acre-feet of Water 0  
Net Cost Basis | $ $ 221,433  
Encumbrances | $ $ 96,693  
Washington    
Real Estate Properties [Line Items]    
No. of Farms | farm 6  
Total Acres 2,529  
Farm Acres 1,997  
Acre-feet of Water 0  
Net Cost Basis | $ $ 61,651  
Encumbrances | $ $ 20,542  
Arizona    
Real Estate Properties [Line Items]    
No. of Farms | farm 6  
Total Acres 6,320  
Farm Acres 5,333  
Acre-feet of Water 0  
Net Cost Basis | $ $ 52,778  
Encumbrances | $ $ 12,300  
Arizona | State of Arizona    
Real Estate Properties [Line Items]    
No. of Farms | farm 2  
Total Acres 1,368  
Farm Acres 1,221  
Net Cost Basis | $ $ 460  
Number of leases | lease 2  
Colorado    
Real Estate Properties [Line Items]    
No. of Farms | farm 12  
Total Acres 32,773  
Farm Acres 25,577  
Acre-feet of Water 0  
Net Cost Basis | $ $ 46,061  
Encumbrances | $ $ 14,768  
Nebraska    
Real Estate Properties [Line Items]    
No. of Farms | farm 9  
Total Acres 7,782  
Farm Acres 7,050  
Acre-feet of Water 0  
Net Cost Basis | $ $ 30,544  
Encumbrances | $ $ 11,658  
Oregon    
Real Estate Properties [Line Items]    
No. of Farms | farm 6  
Total Acres 898  
Farm Acres 736  
Acre-feet of Water 0  
Net Cost Basis | $ $ 29,753  
Encumbrances | $ 11,448  
LLC ownership value | $ $ 4,800  
Water provided | farm 2  
Michigan    
Real Estate Properties [Line Items]    
No. of Farms | farm 23  
Total Acres 1,892  
Farm Acres 1,245  
Acre-feet of Water 0  
Net Cost Basis | $ $ 23,267  
Encumbrances | $ $ 13,867  
Texas    
Real Estate Properties [Line Items]    
No. of Farms | farm 1  
Total Acres 3,667  
Farm Acres 2,219  
Acre-feet of Water 0  
Net Cost Basis | $ $ 8,119  
Encumbrances | $ $ 4,814  
Maryland    
Real Estate Properties [Line Items]    
No. of Farms | farm 6  
Total Acres 987  
Farm Acres 863  
Acre-feet of Water 0  
Net Cost Basis | $ $ 8,044  
Encumbrances | $ $ 4,345  
South Carolina    
Real Estate Properties [Line Items]    
No. of Farms | farm 3  
Total Acres 597  
Farm Acres 447  
Acre-feet of Water 0  
Net Cost Basis | $ $ 3,565  
Encumbrances | $ $ 2,147  
Georgia    
Real Estate Properties [Line Items]    
No. of Farms | farm 2  
Total Acres 230  
Farm Acres 175  
Acre-feet of Water 0  
Net Cost Basis | $ $ 2,643  
Encumbrances | $ $ 1,645  
North Carolina    
Real Estate Properties [Line Items]    
No. of Farms | farm 2  
Total Acres 310  
Farm Acres 295  
Acre-feet of Water 0  
Net Cost Basis | $ $ 2,128  
Encumbrances | $ $ 0  
New Jersey    
Real Estate Properties [Line Items]    
No. of Farms | farm 3  
Total Acres 116  
Farm Acres 101  
Acre-feet of Water 0  
Net Cost Basis | $ $ 2,114  
Encumbrances | $ $ 1,238  
Delaware    
Real Estate Properties [Line Items]    
No. of Farms | farm 1  
Total Acres 180  
Farm Acres 140  
Acre-feet of Water 0  
Net Cost Basis | $ $ 1,301  
Encumbrances | $ $ 697  
v3.23.3
Real Estate and Intangible Assets - Schedule of Components of Investments in Real Estate (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Real estate:    
Land and land improvements $ 843,205 $ 845,779
Permanent plantings 359,322 358,249
Irrigation and drainage systems 170,593 165,438
Farm-related facilities 50,883 48,690
Other site improvements 13,265 14,238
Real estate, at cost 1,437,268 1,432,394
Accumulated depreciation (133,237) (106,966)
Total real estate, net $ 1,304,031 $ 1,325,428
v3.23.3
Real Estate and Intangible Assets - Additional Information (Details)
3 Months Ended 9 Months Ended 12 Months Ended
Jun. 23, 2023
USD ($)
a
Sep. 30, 2023
USD ($)
a
property
Sep. 30, 2022
USD ($)
a
Sep. 30, 2023
USD ($)
a
property
contract
Sep. 30, 2022
USD ($)
a
Dec. 31, 2021
USD ($)
a
contract
Dec. 31, 2022
USD ($)
property
Real Estate Properties [Line Items]              
Depreciation expense   $ 9,000,000 $ 8,900,000 $ 26,700,000 $ 25,100,000    
Amortization expense related to intangible assets   244,000 258,000 752,000 769,000    
Amortization of acquired above market lease values and deferred revenue   200,000 136,000 558,000 339,000    
Total accretion related to below-market lease values and deferred revenue   $ 42,000 44,000 $ 131,000 134,000    
Area of real estate property (in acres) | a   115,593   115,593      
Net gain on sale   $ (4,000) (819,000) $ 5,910,000 (2,100,000)    
Loss from investments in unconsolidated entities   $ (24,000) (24,000) $ (84,000) (54,000)    
Acre-feet of Water | a   45,000   45,000      
Lease revenue, net   $ 23,534,000 24,209,000 $ 65,946,000 64,445,000    
Number of impaired properties | property   0   0     0
Impairments recognized on real estate       $ 0      
2022 Acquisitions              
Real Estate Properties [Line Items]              
Operating revenue     920,000   991,000    
Net income (loss)     $ 110,000   $ 147,000    
Area of real estate property (in acres) | a     2,746   2,746    
Loss from Catastrophes              
Real Estate Properties [Line Items]              
Estimated carrying value of property damaged floods   $ 855,000   $ 855,000      
Kern, CA              
Real Estate Properties [Line Items]              
Number of contracts to purchase banked water | contract       3   3  
Acre-feet of Water | a   45,000   45,000   45,000  
Finite-lived intangible assets           $ 2,800,000  
Water assets, fair value   $ 34,000,000   $ 34,000,000      
California              
Real Estate Properties [Line Items]              
Area of real estate property (in acres) | a   34,844   34,844      
Acre-feet of Water | a   45,000   45,000      
Lease revenue, net       $ 42,900,000      
Percent of rental revenue       65.10%      
Florida              
Real Estate Properties [Line Items]              
Area of real estate property (in acres) | a 138 22,468   22,468      
Sale of unfarmed land $ 9,600,000            
Property disposition of closing costs 563,000            
Net gain on sale $ 6,400,000            
Acre-feet of Water | a   0   0      
Lease revenue, net       $ 11,300,000      
Percent of rental revenue       17.10%      
Fresno LLC              
Real Estate Properties [Line Items]              
LLC ownership       50.00%      
Umatilla LLC              
Real Estate Properties [Line Items]              
LLC ownership       20.40%      
Fresno, California And Umatilla, Oregon              
Real Estate Properties [Line Items]              
LLC ownership value   $ 5,700,000   $ 5,700,000     $ 5,800,000
v3.23.3
Real Estate and Intangible Assets - Carrying Value of Lease Intangibles and Accumulated Amortization (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]    
Accumulated amortization $ (5,055) $ (4,577)
Lease intangibles, net 5,018 5,702
Lease intangibles, at cost    
Finite-Lived Intangible Assets [Line Items]    
Lease intangibles, at cost 10,073 10,279
Lease intangibles, net 5,018 5,702
Leasehold interest – land    
Finite-Lived Intangible Assets [Line Items]    
Lease intangibles, at cost 4,295 4,295
In-place lease values    
Finite-Lived Intangible Assets [Line Items]    
Lease intangibles, at cost 2,579 2,763
Leasing costs    
Finite-Lived Intangible Assets [Line Items]    
Lease intangibles, at cost 3,059 3,088
Other    
Finite-Lived Intangible Assets [Line Items]    
Lease intangibles, at cost $ 140 $ 133
v3.23.3
Real Estate and Intangible Assets - Carrying Value of Lease Intangible Assets or Liabilities in Other Assets and Other Liabilities (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]    
Accumulated amortization $ (5,055) $ (4,577)
Above-market lease values and lease incentives    
Finite-Lived Intangible Assets [Line Items]    
Lease intangibles, at cost 4,691 4,702
Accumulated amortization (1,133) (585)
Below-market lease values and other deferred revenue    
Finite-Lived Intangible Assets [Line Items]    
Below-market lease values, gross (2,010) (2,010)
Below-market lease values, accumulated (amortization) accretion 648 518
Market leases, net    
Finite-Lived Intangible Assets [Line Items]    
Deferred Rent Asset (Liability) 2,681 2,692
Accumulated (Amortization) Accretion $ (485) $ (67)
v3.23.3
Real Estate and Intangible Assets - Schedule of Asset Acquisitions (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2023
a
farm
lease
Sep. 30, 2022
USD ($)
a
farm
renewal_option
Real Estate Properties [Line Items]    
Total Acres | a 115,593  
No. of Farms | farm 169  
Number of new leases executed | lease 3  
2022 Acquisitions    
Real Estate Properties [Line Items]    
Total Acres | a   2,746
No. of Farms | farm   5
Total Purchase Price   $ 62,002
Acquisition costs   269
Annualized straight-line rent   4,335
External legal fees expensed   23
Total Purchase Price   62,002
2022 Acquisitions | Investment In LLC    
Real Estate Properties [Line Items]    
Total Purchase Price   $ 2,749
2022 Acquisitions | Related LLC | Investment In LLC    
Real Estate Properties [Line Items]    
Ownership percentage   11.30%
2022 Acquisitions | Reagan Road    
Real Estate Properties [Line Items]    
Transaction cost on improvement of property after acquisition   $ 153
2022 Acquisitions | North Columbia River Road    
Real Estate Properties [Line Items]    
Transaction cost on improvement of property after acquisition   $ 2,200
2022 Acquisitions | Charlotte, FL | Farm Road    
Real Estate Properties [Line Items]    
Total Acres | a   15
No. of Farms | farm   0
Total Purchase Price   $ 54
Acquisition costs   15
Annualized straight-line rent   $ 0
2022 Acquisitions | Glenn, CA | County Road 35    
Real Estate Properties [Line Items]    
Total Acres | a   1,374
No. of Farms | farm   1
Lease Term   14 years 6 months
Number of renewal options | renewal_option   1
Length of renewal option   5 years
Total Purchase Price   $ 24,500
Acquisition costs   55
Annualized straight-line rent   $ 1,714
2022 Acquisitions | Cochise, AZ | Reagan Road    
Real Estate Properties [Line Items]    
Total Acres | a   40
No. of Farms | farm   0
Lease Term   12 years 6 months
Total Purchase Price   $ 120
Acquisition costs   17
Annualized straight-line rent   $ 39
2022 Acquisitions | Franklin & Grant, WA | North Columbia River Road    
Real Estate Properties [Line Items]    
Total Acres | a   1,145
No. of Farms | farm   3
Lease Term   8 years 4 months 24 days
Total Purchase Price   $ 30,320
Acquisition costs   146
Annualized straight-line rent   $ 2,296
2022 Acquisitions | Umatilla, OR | Prunedale Road    
Real Estate Properties [Line Items]    
Total Acres | a   172
No. of Farms | farm   1
Lease Term   10 years 4 months 24 days
Total Purchase Price   $ 7,008
Acquisition costs   36
Annualized straight-line rent   $ 286
v3.23.3
Real Estate and Intangible Assets - Purchase Price Allocations (Details) - 2022 Acquisitions
$ in Thousands
9 Months Ended
Sep. 30, 2022
USD ($)
Business Acquisition [Line Items]  
Total Purchase Price $ 62,002
Permanent plantings  
Business Acquisition [Line Items]  
Total Purchase Price 24,706
Irrigation & drainage systems  
Business Acquisition [Line Items]  
Total Purchase Price 2,973
In-place lease values  
Business Acquisition [Line Items]  
Total Purchase Price 909
Leasing costs  
Business Acquisition [Line Items]  
Total Purchase Price 1,355
Above-Market Lease Values  
Business Acquisition [Line Items]  
Total Purchase Price 641
Investment In LLC  
Business Acquisition [Line Items]  
Total Purchase Price 2,749
Land and land improvements  
Business Acquisition [Line Items]  
Total Purchase Price 28,139
Farm-related facilities  
Business Acquisition [Line Items]  
Total Purchase Price $ 530
v3.23.3
Borrowings - Schedule of Borrowings (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
Debt issuance costs – notes and bonds payable $ (3,100)  
Total borrowings, net 584,198 $ 626,500
Mortgage Notes and Bonds Payable    
Debt Instrument [Line Items]    
Principal Outstanding 587,197 629,854
Debt issuance costs – notes and bonds payable (3,099) (3,454)
Total borrowings, net 584,098 626,400
Notes Payable to Bank | Fixed-rate notes payable    
Debt Instrument [Line Items]    
Principal Outstanding $ 534,539 550,974
Notes Payable to Bank | Fixed-rate notes payable | Minimum    
Debt Instrument [Line Items]    
Stated Interest Rates 2.45%  
Notes Payable to Bank | Fixed-rate notes payable | Maximum    
Debt Instrument [Line Items]    
Stated Interest Rates 5.70%  
Notes Payable to Bank | Fixed-rate notes payable | Weighted average    
Debt Instrument [Line Items]    
Stated Interest Rates 3.73%  
Notes Payable to Bank | Variable-rate notes payable    
Debt Instrument [Line Items]    
Principal Outstanding $ 0 1,104
Bonds Payable | Fixed-rate bonds payable    
Debt Instrument [Line Items]    
Principal Outstanding $ 52,658 77,776
Bonds Payable | Fixed-rate bonds payable | Minimum    
Debt Instrument [Line Items]    
Stated Interest Rates 2.66%  
Bonds Payable | Fixed-rate bonds payable | Maximum    
Debt Instrument [Line Items]    
Stated Interest Rates 4.57%  
Bonds Payable | Fixed-rate bonds payable | Weighted average    
Debt Instrument [Line Items]    
Stated Interest Rates 3.64%  
Line of Credit | Variable-rate revolving lines of credit | Revolving credit facility    
Debt Instrument [Line Items]    
Total borrowings, net $ 100 $ 100
Line of Credit | Fixed-rate bonds payable | Revolving credit facility    
Debt Instrument [Line Items]    
Stated Interest Rates 7.36%  
v3.23.3
Borrowings - Additional Information (Details) - USD ($)
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Feb. 03, 2022
Feb. 02, 2022
Debt Instrument [Line Items]                
Net cost basis $ 1,348,510,000     $ 1,348,510,000        
Other income 382,000   $ 237,000 3,365,000 $ 3,067,000      
Borrowings under lines of credit 100,000     100,000   $ 100,000    
Expected reclassification as reduction to interest expense       2,600,000        
Notes and Bonds Payables                
Debt Instrument [Line Items]                
Repayments of maturing loans       28,500,000        
Borrowings                
Debt Instrument [Line Items]                
Net cost basis $ 1,100,000,000     $ 1,100,000,000        
Weighted average interest rate 3.81%   3.82% 3.79% 3.76%      
Farm Credit Notes Payable                
Debt Instrument [Line Items]                
Reduction in interest rate           24.10%    
Reduction in basis points           1.09%    
Other income   $ 2,300,000 $ 113,000          
Farm Credit Notes Payable | Notes and Bonds Payables | Weighted average                
Debt Instrument [Line Items]                
Interest rate, stated percentage 3.32%     3.32%        
Interest rate, effective percentage 3.21%     3.21%        
MetLife Term Loan 2020 | Notes and Bonds Payables                
Debt Instrument [Line Items]                
Face amount of debt $ 75,000,000     $ 75,000,000       $ 75,000,000
Interest rate, stated percentage 2.75%     2.75%        
MetLife Facility | Notes and Bonds Payables                
Debt Instrument [Line Items]                
Face amount of debt             $ 100,000,000  
MetLife Facility | Line of Credit                
Debt Instrument [Line Items]                
Face amount of debt $ 75,000,000     $ 75,000,000     $ 75,000,000  
Farmer Mac Facility                
Debt Instrument [Line Items]                
Face amount of debt 225,000,000     $ 225,000,000        
Debt instrument, term       10 years        
Secured debt 52,700,000     $ 52,700,000        
Mortgage Notes and Bonds Payable | Notes and Bonds Payables                
Debt Instrument [Line Items]                
Secured debt 587,200,000     587,200,000        
Fair value amount 527,100,000     527,100,000        
Short Term Mortgage Notes And Bonds Payable | Notes and Bonds Payables                
Debt Instrument [Line Items]                
Borrowings under lines of credit $ 100,000     $ 100,000        
v3.23.3
Borrowings - Schedule of Borrowings by Type (Details) - USD ($)
9 Months Ended
Sep. 30, 2023
Feb. 03, 2022
Feb. 02, 2022
MetLife      
Debt Instrument [Line Items]      
Aggregate commitment, amount $ 250,000,000    
Principal Outstanding 37,000,000    
Undrawn commitment 213,000,000    
Line of Credit | MetLife Facility      
Debt Instrument [Line Items]      
Aggregate commitment, amount 75,000,000 $ 75,000,000  
Principal Outstanding 100,000    
Undrawn commitment 74,900,000    
Maximum additional amount $ 110,300,000    
Minimum annualized rate 2.50%    
Line of Credit | MetLife Facility | SOFR      
Debt Instrument [Line Items]      
Variable rate 2.11%    
Line of Credit | Minimum | MetLife Facility      
Debt Instrument [Line Items]      
Undrawn amounts 0.10%    
Line of Credit | Minimum | MetLife Term Loan 2022      
Debt Instrument [Line Items]      
Undrawn amounts 0.10%    
Line of Credit | Maximum | MetLife Facility      
Debt Instrument [Line Items]      
Undrawn amounts 0.20%    
Line of Credit | Maximum | MetLife Term Loan 2022      
Debt Instrument [Line Items]      
Undrawn amounts 0.20%    
Notes Payable to Bank | MetLife Facility      
Debt Instrument [Line Items]      
Aggregate commitment, amount   $ 100,000,000  
Notes Payable to Bank | MetLife Term Loan 2020      
Debt Instrument [Line Items]      
Aggregate commitment, amount $ 75,000,000   $ 75,000,000
Principal Outstanding 36,900,000    
Undrawn commitment $ 38,100,000    
Interest rate, stated percentage 2.75%    
Notes Payable to Bank | MetLife Term Loan 2022      
Debt Instrument [Line Items]      
Aggregate commitment, amount $ 100,000,000    
Principal Outstanding 0    
Undrawn commitment $ 100,000,000    
v3.23.3
Borrowings - Aggregate Maturities (Details) - Mortgage Notes and Bonds Payable - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
2023 $ 4,326  
2024 40,829  
2025 39,204  
2026 18,368  
2027 51,592  
2028 78,023  
Thereafter 354,855  
Total mortgage notes and bonds payable $ 587,197 $ 629,854
v3.23.3
Borrowings - Interest Rate Swap Agreement (Details)
$ in Thousands
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Sep. 30, 2023
USD ($)
instrument
Sep. 30, 2022
USD ($)
Dec. 31, 2022
USD ($)
instrument
Debt Instrument [Line Items]          
Total $ 10,271   $ 10,271   $ 9,007
Interest rate swaps 1,557 $ 3,199 $ 1,264 $ 10,491  
Interest rate swaps          
Debt Instrument [Line Items]          
Number of Instruments | instrument     4   4
Aggregate Notional Amount 71,501   $ 71,501   $ 73,392
Aggregate Fair Value Asset $ 10,271   $ 10,271   $ 9,007
v3.23.3
Cumulative Term Preferred Stock - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 9 Months Ended
Jan. 31, 2021
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Subsidiary, Sale of Stock [Line Items]        
Offering costs   $ 700 $ 11,318  
Series D Preferred Stock        
Subsidiary, Sale of Stock [Line Items]        
Dividend rate 5.00%      
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001   $ 0.001
Preferred stock, shares issued (in shares) 2,415,000 2,415,000   2,415,000
Offering costs $ 2,100      
Series D Preferred Stock | Preferred Stock        
Subsidiary, Sale of Stock [Line Items]        
Average sales price (in dollars per share) $ 25.00      
Proceeds from issuance of preferred stock $ 60,400 $ 57,400    
Proceeds from issuance of preferred and common equity $ 58,300      
Redemption price (in dollars per share) $ 25.00      
Series D Preferred Stock | Preferred Stock | Level 1        
Subsidiary, Sale of Stock [Line Items]        
Average sales price (in dollars per share)   $ 23.75    
v3.23.3
Related-Party Transactions - Additional Information (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Sep. 30, 2023
USD ($)
executive_officer
Sep. 30, 2022
USD ($)
Related Party Transaction [Line Items]        
Number of executive officers serving as directors and executive officers of adviser and administrator | executive_officer     2  
Affiliated Entity        
Related Party Transaction [Line Items]        
Notice period for termination of agreement without cause     120 days  
Multiplier 300.00%   300.00%  
Period prior to termination     24 months  
Termination agreement, percentage of independent directors     66.67%  
Adviser        
Related Party Transaction [Line Items]        
Total due to related parties $ 2,939 $ 2,591 $ 7,236 $ 7,801
Advisory Agreement - Base Rate, Annualized Rate | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, base rate     0.60%  
Advisory Agreement - Base Rate, Quarterly Rate | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, base rate     0.15%  
Advisory Agreement - Incentive Rate, Quarterly Hurdle Rate | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, incentive rate     1.75%  
Advisory Agreement - Incentive Rate, Annualized Hurdle Rate | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, incentive rate     7.00%  
Advisory Agreement - Incentive Rate, Pre-Incentive Fee Net Investment Income Below Catch-Up Threshold | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, incentive rate     100.00%  
Advisory Agreement - Incentive Rate, Quarterly Catch-Up Threshold | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, incentive rate     2.1875%  
Advisory Agreement - Incentive Rate, Annualized Catch-Up Threshold | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, incentive rate     8.75%  
Advisory Agreement - Incentive Rate, Pre-Incentive Fee Net Investment Income Exceeds Catch-Up Threshold | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, incentive rate     20.00%  
Advisory Agreement - Incentive Rate, Realized Capital Gains | Affiliated Entity        
Related Party Transaction [Line Items]        
Management and service fees, incentive rate     15.00%  
Financing Arrangement Agreement, Percentage Of Gross Proceeds | Minimum | Affiliated Entity        
Related Party Transaction [Line Items]        
Related party transaction, rate     0.50%  
Financing Arrangement Agreement, Percentage Of Gross Proceeds | Maximum | Affiliated Entity        
Related Party Transaction [Line Items]        
Related party transaction, rate     1.00%  
Financing fees        
Related Party Transaction [Line Items]        
Total due to related parties $ 0   $ 0  
Financing Arrangement Agreement, Percentage Of Financing Fees Paid        
Related Party Transaction [Line Items]        
Related party transaction, rate     0.14%  
Dealer-Manager Agreements, Selling Commissions of Gross Proceeds from Sales | Preferred Stock | Series C Preferred Stock        
Related Party Transaction [Line Items]        
Related party transaction, rate     6.00%  
Dealer-Manager Agreements, Selling Commissions of Gross Proceeds from Sales | Preferred Stock | Series E Preferred Stock        
Related Party Transaction [Line Items]        
Related party transaction, rate     7.00%  
Dealer-Manager Agreements, Dealer-Manager Fee of Gross Proceeds from Sales | Preferred Stock | Series C Preferred Stock        
Related Party Transaction [Line Items]        
Related party transaction, rate     3.00%  
Dealer-Manager Agreements, Dealer-Manager Fee of Gross Proceeds from Sales | Preferred Stock | Series E Preferred Stock        
Related Party Transaction [Line Items]        
Related party transaction, rate     3.00%  
v3.23.3
Related-Party Transactions - Schedule of the Total Selling Commissions and Dealer-Manager Fees Paid (Details) - Preferred Stock - Selling Commissions and Dealer Management Fees - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Series C Preferred Stock        
Related Party Transaction [Line Items]        
Total due to related parties $ 0 $ 5,046 $ 0 $ 11,115
Series E Preferred Stock        
Related Party Transaction [Line Items]        
Total due to related parties $ 215 $ 0 $ 547 $ 0
v3.23.3
Related-Party Transactions - Schedule of Management Fees, Incentive Fees and Associated Credits and Administration Fees (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Adviser        
Related Party Transaction [Line Items]        
Total fees to Gladstone Securities $ 2,939 $ 2,591 $ 7,236 $ 7,801
Base management fee | Adviser        
Related Party Transaction [Line Items]        
Total fees to Gladstone Securities 2,150 2,086 6,447 6,165
Incentive fee | Adviser        
Related Party Transaction [Line Items]        
Total fees to Gladstone Securities 789 505 789 1,636
Administration Fee        
Related Party Transaction [Line Items]        
Total fees to Gladstone Securities 619 543 1,708 1,470
Financing Fees and Selling Commissions and Dealer Management Fees | Gladstone Securities        
Related Party Transaction [Line Items]        
Total fees to Gladstone Securities 215 5,069 547 11,232
Selling Commissions and Dealer Management Fees | Gladstone Securities        
Related Party Transaction [Line Items]        
Total fees to Gladstone Securities 215 5,046 547 11,115
Financing fees        
Related Party Transaction [Line Items]        
Total fees to Gladstone Securities 0   0  
Financing fees | Gladstone Securities        
Related Party Transaction [Line Items]        
Total fees to Gladstone Securities $ 0 $ 23 $ 0 $ 117
v3.23.3
Related-Party Transactions - Details of Amounts Due to Related Parties on Our Accompanying Condensed Consolidated Balance Sheets (Details) - Related Party - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Related Party Transaction [Line Items]    
Total due to related parties $ 3,620 $ 4,370
Adviser    
Related Party Transaction [Line Items]    
Total due to related parties 3,001 3,810
Administrator    
Related Party Transaction [Line Items]    
Total due to related parties 619 536
Gladstone Securities    
Related Party Transaction [Line Items]    
Total due to related parties 0 24
Base management fee | Adviser    
Related Party Transaction [Line Items]    
Total due to related parties 2,150 2,141
Incentive fee | Adviser    
Related Party Transaction [Line Items]    
Total due to related parties 789 1,589
Other, net | Adviser    
Related Party Transaction [Line Items]    
Total due to related parties $ 62 $ 80
v3.23.3
Equity - Additional Information (Details)
1 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended 42 Months Ended
Nov. 09, 2022
$ / shares
shares
Apr. 03, 2020
$ / shares
shares
Apr. 01, 2020
USD ($)
security
Jan. 31, 2021
USD ($)
$ / shares
shares
Sep. 30, 2023
USD ($)
$ / shares
shares
Sep. 30, 2022
USD ($)
shares
Sep. 30, 2023
USD ($)
$ / shares
shares
Sep. 30, 2022
USD ($)
shares
Dec. 31, 2022
USD ($)
$ / shares
shares
Sep. 30, 2023
USD ($)
$ / shares
shares
Sep. 30, 2023
USD ($)
$ / shares
shares
Apr. 13, 2023
USD ($)
Aug. 24, 2022
shares
May 12, 2020
USD ($)
Subsidiary, Sale of Stock [Line Items]                            
Common stock, shares issued (in shares)         35,838,442   35,838,442   35,050,397 35,838,442 35,838,442      
OP Unit Holder                            
Subsidiary, Sale of Stock [Line Items]                            
Company's ownership         100.00%   100.00%   100.00% 100.00% 100.00%      
Minimum period required to exercise, in months             12 months              
Operating units, conversion ratio             1              
Series C Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Preferred stock, shares issued (in shares)         10,156,509   10,156,509   10,191,353 10,156,509 10,156,509      
Preferred stock, par value (in dollars per share) | $ / shares         $ 0.001   $ 0.001   $ 0.001 $ 0.001 $ 0.001      
Preferred stock, shares authorized (in shares)         25,902,437   25,902,437   25,951,347 25,902,437 25,902,437      
Redemptions of preferred stock | $           $ 420,000 $ 1,156,000 $ 531,000            
Series C Preferred Stock | Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Securities allowed for issuance (amount up to) | $                 $ 252,600,000          
Maximum amount of securities can be sold under shelf registration statement (in shares)   26,000,000                        
Dividend rate   6.00%                        
Preferred stock, par value (in dollars per share) | $ / shares   $ 0.001                        
Preferred stock, shares authorized (in shares)   20,000,000             10,200,000       10,200,000  
Average sales price of common stock sold (in dollars per share) | $ / shares   $ 25.00                        
Preferred stock, shares authorized, pursuant to DRIP (in shares)   6,000,000                     200,000  
Sale of stock pursuant to DRIP (in dollars per share) | $ / shares   $ 22.75                        
Consideration received, net | $                 $ 230,500,000          
Redemptions of preferred stock (in shares)           18,075 48,913 22,715            
Redemptions of preferred stock | $           $ 420,000 $ 1,200,000 $ 531,000            
Series D Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Preferred stock, shares issued (in shares)       2,415,000 2,415,000   2,415,000   2,415,000 2,415,000 2,415,000      
Dividend rate       5.00%                    
Preferred stock, par value (in dollars per share) | $ / shares       $ 0.001 $ 0.001   $ 0.001   $ 0.001 $ 0.001 $ 0.001      
Preferred stock, shares authorized (in shares)         3,600,000   3,600,000   3,600,000 3,600,000 3,600,000      
Series D Preferred Stock | Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Proceeds from issuance of preferred and common equity | $       $ 58,300,000                    
Series E Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Preferred stock, shares issued (in shares)         221,481   221,481   0 221,481 221,481      
Preferred stock, par value (in dollars per share) | $ / shares         $ 0.001   $ 0.001   $ 0.001 $ 0.001 $ 0.001      
Preferred stock, shares authorized (in shares)         15,998,400   15,998,400   16,000,000 15,998,400 15,998,400      
Redemptions of preferred stock | $         $ 36,000   $ 36,000              
Series E Preferred Stock | Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Proceeds from issuance of preferred and common equity | $         $ 2,188,000   $ 5,566,000              
Maximum amount of securities can be sold under shelf registration statement (in shares) 8,000,000                          
Dividend rate 5.00%                          
Preferred stock, par value (in dollars per share) | $ / shares $ 0.001                          
Preferred stock, shares authorized (in shares) 8,000,000                          
Average sales price of common stock sold (in dollars per share) | $ / shares $ 25.00                          
Redemptions of preferred stock (in shares)         1,600   1,600              
Redemptions of preferred stock | $         $ 36,000   $ 36,000              
2020 Registration Statement                            
Subsidiary, Sale of Stock [Line Items]                            
Securities allowed for issuance (amount up to) | $     $ 1,000,000,000                 $ 1,500,000,000    
Maximum number of securities that can be sold | security     2                      
2020 Registration Statement | Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Preferred stock, shares issued (in shares)         124,460   124,460     124,460 124,460      
2020 Registration Statement | Common Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Proceeds from issuance of preferred and common equity | $                   $ 280,900,000 $ 2,200,000      
Common stock, shares issued (in shares)         14,367,524   14,367,524     14,367,524 14,367,524      
2020 Registration Statement | Series C Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Preferred stock, shares issued (in shares)         10,254,072   10,254,072     10,254,072 10,254,072      
2020 Registration Statement | Series C Preferred Stock | Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Proceeds from issuance of preferred and common equity | $                   $ 253,900,000        
2020 Registration Statement | Series D Preferred Stock | Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Preferred stock, shares issued (in shares)         2,415,000   2,415,000     2,415,000 2,415,000      
Proceeds from issuance of preferred and common equity | $                   $ 60,400,000        
2020 Registration Statement | Series E Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Preferred stock, shares issued (in shares)         145,240   145,240     145,240 145,240      
2020 Registration Statement | Series E Preferred Stock | Preferred Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Preferred stock, shares issued (in shares)         77,841   77,841     77,841 77,841      
Proceeds from issuance of preferred and common equity | $             $ 1,900,000       $ 3,600,000      
ATM Program | Common Stock                            
Subsidiary, Sale of Stock [Line Items]                            
Common stock, value authorized | $                       $ 500,000,000   $ 260,000,000
v3.23.3
Equity - Equity Issuances (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Common Stock        
Class of Stock [Line Items]        
Weighted-average offering price per share (in dollars per share) $ 17.34 $ 25.21 $ 19.34 $ 30.50
Common Stock | ATM Program        
Class of Stock [Line Items]        
Number of shares sold (in shares) 58,360 183,937 788,045 493,992
Gross proceeds $ 1,012 $ 4,637 $ 15,240 $ 15,068
Net proceeds $ 1,002 $ 4,565 $ 15,087 $ 14,892
Preferred Stock | Series C Preferred Stock        
Class of Stock [Line Items]        
Number of shares sold (in shares)   2,470,908   5,499,383
Weighted-average offering price per share (in dollars per share)   $ 24.79   $ 24.77
Gross proceeds   $ 61,259   $ 136,226
Net proceeds   $ 56,213   $ 125,111
Preferred stock, shares issued, pursuant to DRIP (in shares) 0 10,048 14,067 22,775
Preferred Stock | Series E Preferred Stock        
Class of Stock [Line Items]        
Number of shares sold (in shares) 87,672   223,081  
Weighted-average offering price per share (in dollars per share) $ 24.96   $ 24.95  
Net proceeds $ 1,973   $ 5,019  
v3.23.3
Equity - Monthly Distributions Declared and Paid by Company's Board of Directors (Details) - $ / shares
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Series B Preferred Stock        
Class of Stock [Line Items]        
Distributions per Preferred Share (in dollars per share) $ 0.375 $ 0.375 $ 1.125 $ 1.125
Series C Preferred Stock        
Class of Stock [Line Items]        
Distributions per Preferred Share (in dollars per share) 0.375 0.375 1.125 1.125
Series D Term Preferred Stock        
Class of Stock [Line Items]        
Distributions per Preferred Share (in dollars per share) 0.312501 0.312501 0.937503 0.937503
Series E Preferred Stock        
Class of Stock [Line Items]        
Distributions per Preferred Share (in dollars per share) 0.312501 0 0.937503 0
Common Stock        
Class of Stock [Line Items]        
Distributions per Common Share (in dollars per share) $ 0.1386 $ 0.1368 $ 0.4143 $ 0.4089
v3.23.3
Lease Revenues (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Leases [Abstract]        
Fixed lease payments $ 21,102 $ 21,178 $ 63,180 $ 61,387
Variable lease payments 2,432 3,031 2,766 3,058
Lease revenues, net 23,534 24,209 65,946 64,445
Participation rents 2,400 3,000 2,600 3,000
Tenant reimbursements 47 $ 28 140 $ 34
Late fees for rent $ 0   $ 46  
v3.23.3
Earnings Per Share of Common Stock - Computation of Basic and Diluted Earnings Per Common Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Earnings Per Share [Abstract]        
Net loss attributable to common stockholders $ (2,964) $ (3,594) $ (5,557) $ (10,204)
Weighted average shares of common stock outstanding – basic (in shares) 35,822,123 34,607,440 35,698,458 34,472,018
Weighted average shares of common stock outstanding – diluted (in shares) 35,822,123 34,607,440 35,698,458 34,472,018
Loss per common share – basic (in dollars per share) $ (0.08) $ (0.10) $ (0.16) $ (0.30)
Loss per common share – diluted (in dollars per share) $ (0.08) $ (0.10) $ (0.16) $ (0.30)
v3.23.3
Earnings Per Share of Common Stock - Additional Information (Details) - shares
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Earnings Per Share [Abstract]        
Weighted average number of operating partnership units held by noncontrolling limited partners (in shares) 0 0 0 82,511
v3.23.3
Subsequent Events - Portfolio Activity (Details) - Subsequent Event
acre ft in Thousands, $ in Thousands
Oct. 09, 2023
USD ($)
acre ft
Subsequent Event [Line Items]  
Water transfer agreement, purchase volume per water year (in acre-feet) | acre ft 15
Water transfer agreement, initial consideration | $ $ 750
Water transfer agreement, purchase volume during current water year (in acre-feet) | acre ft 7
Payment for water acquisition | $ $ 1,200
v3.23.3
Subsequent Events - Financing Activity (Details) - Subsequent Event
$ / shares in Units, $ in Thousands
1 Months Ended
Nov. 07, 2023
USD ($)
$ / shares
shares
Loans Payable  
Subsequent Event [Line Items]  
Repayments of maturing loans $ 2,700
Weighted average basis, stated interest rate 5.05%
Interest rate, effective percentage 4.06%
Series E Preferred Stock  
Subsequent Event [Line Items]  
Number of Shares Sold (in shares) | shares 2,200
Weighted Average Offering Price Per Share (in dollars per share) | $ / shares $ 25.00
Gross Proceeds $ 55
Net Proceeds $ 50
v3.23.3
Subsequent Events - Dividend Declared (Details) - Subsequent Event
Oct. 10, 2023
$ / shares
Series B Preferred Stock  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) $ 0.375
Series B Preferred Stock | Dividend Declared Record Date October 20, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.125
Series B Preferred Stock | Dividend Declared Record Date November 20, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.125
Series B Preferred Stock | Dividend Declared Record Date December 18, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.125
Series C Preferred Stock  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.375
Series C Preferred Stock | Dividend Declared Record Date October 20, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.125
Series C Preferred Stock | Dividend Declared Record Date November 20, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.125
Series C Preferred Stock | Dividend Declared Record Date December 18, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.125
Series D Term Preferred Stock  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.312501
Series D Term Preferred Stock | Dividend Declared Record Date October 20, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.104167
Series D Term Preferred Stock | Dividend Declared Record Date November 20, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.104167
Series D Term Preferred Stock | Dividend Declared Record Date December 18, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.104167
Series E Preferred Stock  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.312501
Series E Preferred Stock | Dividend Declared Record Date October 25, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.104167
Series E Preferred Stock | Dividend Declared Record Date November 28, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.104167
Series E Preferred Stock | Dividend Declared Record Date December 27, 2023  
Subsequent Event [Line Items]  
Preferred stock, distributions per share (in dollars per share) 0.104167
Common Stock  
Subsequent Event [Line Items]  
Common stock, distributions per share (in dollars per share) 0.1392
Common Stock | Dividend Declared Record Date October 20, 2023  
Subsequent Event [Line Items]  
Common stock, distributions per share (in dollars per share) 0.0464
Common Stock | Dividend Declared Record Date November 20, 2023  
Subsequent Event [Line Items]  
Common stock, distributions per share (in dollars per share) 0.0464
Common Stock | Dividend Declared Record Date December 18, 2023  
Subsequent Event [Line Items]  
Common stock, distributions per share (in dollars per share) $ 0.0464

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