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Stockholders' Equity
12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Stockholders' Equity
Note 11 - Stockholders' Equity

8.250% Series A Cumulative Preferred Stock - Called for redemption “Series A Preferred Stock”

On June 25, 2019, the Company mailed a notice of full redemption (the “Notice”) of all 2,181 issued and outstanding shares of its 8.250% Series A Cumulative Redeemable Preferred Stock ($25.00 per share, $54,514 in the aggregate liquidation preference) to the holders of record of its Series A Preferred Stock as of June 14, 2019. Pursuant to this redemption, each share of Series A Preferred Stock was canceled and represented solely the right to receive cash in the amount of $25.00 per share of Series A Preferred Stock on July 26, 2019. Pursuant to the terms of the Series A Preferred Stock, holders of record of the Series A Preferred Stock on July 15, 2019 received the full monthly dividend for July. The final dividend amount of $375 was paid on July 29, 2019 and was recorded as other expense in our consolidated statements of operations.

At December 31, 2018, we had 2,181 shares of Series A Preferred Stock issued and outstanding with a par value of $0.001 per share and a liquidation preference of $25.00 per share, or $54,514 in the aggregate. Shares designated as Series A Preferred Stock but unissued totaled 7,429 at December 31, 2018. At December 31, 2018, there were no accrued or unpaid dividends on the Series A Preferred Stock and the Series A Preferred Stock was entitled to a dividend at a rate of 8.250% per year based on the $25.00 per share liquidation preference before the common stock was entitled to receive any dividends.
    
Preferred Stock
 
At December 31, 2019 and December 31, 2018, we were authorized to issue up to 50,000 shares of preferred stock, par value $0.001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by our Board of Directors (“Board”) or a committee thereof. On June 24, 2019, we filed Articles Supplementary with the State Department of Assessments and Taxation of the State of Maryland (the “Department”) to designate 10,320 shares of the Company’s authorized preferred stock, par value $0.001 per share, as additional shares of 7.875% Series B Preferred Stock, thereby increasing the aggregate number of shares of preferred stock designated as Series B Preferred Stock to 17,970 shares. At December 31, 2019, a total of 32,030 shares of our authorized preferred stock remained available for designation as future series. On January 28, 2020, we filed Articles Supplementary with the Department to designate 10,000 shares of the Company’s authorized preferred stock, par value $0.001 per share, as shares of 7.00% Series C Preferred Stock with the powers, designations, preferences and other rights as set forth therein.
 
Series B Cumulative Preferred Stock - Called for redemption, (February 27, 2020) “Series B Preferred Stock”

On January 24, 2020, the Company mailed a notice of full redemption (the “Notice”) of all 8,383 issued and outstanding shares of its Series B Preferred Stock ($25.00 liquidation preference per share, CUSIP 042315408) to the holders of record of its Series B Preferred Stock as of January 13, 2020. Pursuant to the redemption, each share of Series B Preferred Stock will be canceled and represent solely the right to receive cash in the amount of $25.00 per share of Series B Preferred Stock on February 27, 2020. Pursuant to the terms of the Series B Preferred Stock, holders of record of the Series B Preferred Stock on February 15, 2020 will be entitled to receive the full monthly dividend of $0.16 per outstanding share of Series B Preferred Stock for February, which will be the final dividend and will be paid in the regular course of business on February 27, 2020.

At December 31, 2019 and December 31, 2018, we had 8,383 and 6,369 shares of Series B Preferred Stock, respectively, issued and outstanding with a par value of $0.001 per share and a liquidation preference of $25.00 per share, or $209,584 and $159,232, respectively, in the aggregate. Shares designated as Series B Preferred Stock but unissued totaled 9,587 at December 31, 2019. At December 31, 2019 and December 31, 2018, there were no accrued or unpaid dividends on the Series B Preferred Stock. The Series B Preferred Stock is entitled to a dividend at a rate of 7.875% per year based on the $25.00 per share liquidation preference before the common stock is entitled to receive any dividends. The Series B Preferred Stock is redeemable at $25.00 per share plus accrued and unpaid dividends exclusively at our option commencing on February 12, 2018 (subject to our right under limited circumstances to redeem the Series A Preferred Stock earlier in order to preserve our qualification as a REIT). The Series B Preferred Stock is senior to our common stock and rank on parity with the Series A Preferred Stock. In the event of liquidation, dissolution or winding up, the Series B Preferred Stock will receive a liquidation preference of $25.00 per share plus accumulated and unpaid dividends before distributions are paid to holders of our common stock, with no right or claim to any of our remaining assets thereafter. The Series B Preferred Stock generally does not have voting rights, except if we fail to pay dividends on the Series B Preferred Stock for eighteen months, whether or not consecutive. Under such circumstances, the Series B Preferred Stock will be entitled to vote to elect two additional directors to the Board, until all unpaid dividends have been paid or declared and set aside for payment. The Series B Preferred Stock has no stated maturity, is not subject to any sinking fund or mandatory redemption and will remain outstanding indefinitely unless repurchased or redeemed by us or converted into our common stock in connection with a change of control by the holders of Series B Preferred Stock.

On August 30, 2017, the Company entered into an ATM Equity Offering Sales Agreement (the “Preferred B ATM Sales Agreement”) relating to an "at-the-market" offering program for our Series B Preferred Stock. In accordance with the terms of the Preferred B ATM Sales Agreement, we may offer and sell over a period of time and from time to time, up to 2,000 shares of our Series B Preferred Stock. On June 21, 2019, the agreement was terminated. Prior to the termination, we sold 100 shares under this agreement for proceeds of $2,489, net of issuance costs and commissions of approximately $25.
    
On June 24, 2019, we entered into an Equity Sales Agreement (the “Preferred B ATM Sales Agreement”) with BUCKLER, and B. Riley FBR, Inc. ("FBR"), as sales agents, relating to an "at-the-market" offering program for our Series B Preferred Stock. In accordance with the terms of the Preferred B ATM Sales Agreement, we may offer and sell over a period of time and from time to time, up to 9,000 shares of our Series B Preferred Stock. During the year ended December 31, 2019, we sold 1,914 shares under this agreement for proceeds of $47,306, net of issuance costs and commissions of approximately $689.
    
Also on June 24, 2019, we adopted a 2019 Series B Preferred Stock Dividend Reinvestment and Stock Purchase Plan (the “2019 Plan”) relating to the offer and sale of up to 2,500 shares of our Series B Preferred Stock pursuant to the terms of the 2019 Plan (the “DRIP Offering”). The 2019 Plan permits (i) current holders of our Series B Preferred Stock to reinvest all or a portion of the cash dividends on their shares of Series B Preferred Stock into shares of Series B Preferred Stock and to separately purchase additional shares of Series B Preferred Stock and (ii) other interested investors to purchase shares of Series B Preferred Stock. During the year ended December 31, 2019, we issued sixteen shares under the DRIP Offering.

Series C Cumulative Redeemable Preferred Stock "Series C Preferred Stock"

On January 23, 2020, the Company and ACM, entered into an Underwriting Agreement (the “Underwriting Agreement”) with B. Riley FBR, Inc., as representative of the several underwriters named therein (collectively, the “Underwriters”), including, but not limited to, BUCKLER, with respect to (i) the sale by the Company of 3,000 shares (the “Firm Shares”) of the Company’s new 7.00% Series C Preferred Stock ($25.00 liquidation preference per share), $0.001 par value, to the Underwriters with an offering price to the public of $25.00 per share, and (ii) the grant by the Company to the Underwriters of an option to purchase all or part of 450 additional shares of the Series C Preferred Stock during the 30-day period following the execution of the Underwriting Agreement with the same offering price per share to the public to cover over-allotments. On January 24, 2020, the Underwriters exercised the Option to purchase all of the Option Shares. On January 28, 2020, the Company completed the sale of the Shares for total gross proceeds of approximately $86,250 before deduction of underwriting discounts and commissions and offering expenses payable by the Company.

On January 29, 2020, the Company entered into an Equity Sales Agreement with B. Riley FBR, Inc. and BUCKLER, as sales agents (individually and collectively, the “Agents’), and ACM, pursuant to which the Company may offer and sell, over a period of time and from time to time, through one of more of the Agents, as the Company’s agents, up to 6,550 of Series C Preferred Stock. The Equity Sales Agreement relates to a proposed “at-the-market” offering. The Company intends to use the net proceeds from the offering as a portion of the funds used to redeem 100% of the outstanding Series B Preferred Stock as described above.
 
Common Stock

At December 31, 2019 and December 31, 2018, we were authorized to issue up to 125,000 shares of common stock, par value $0.001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by our Board. We had 58,877 shares of common stock issued and outstanding at December 31, 2019 and 43,702 shares of common stock issued and outstanding at December 31, 2018.

On May 26, 2017, we entered into an ATM Equity Offering Sales Agreement (the “Common stock ATM Sales Agreement”) relating to the shares of our common stock. In accordance with the terms of the Common stock ATM Sales Agreement, we could offer and sell over a period of time and from time to time, up to 5,000 shares of our common stock par value $0.001 per share. The Common stock ATM Sales Agreement related to a proposed "at-the-market" offering program. On October 2, 2017, the Sales Agreement was amended and on February 16, 2019 the agreement was terminated. For the year ended December 31, 2019, we sold 884 shares under this agreement. Proceeds from the sale of the 884 shares were $18,540, net of issuance costs of approximately $263.

On February 15, 2019, we entered into an Equity Sales Agreement (the “Common stock ATM Sales Agreement”) with BUCKLER, JMP Securities LLC and Ladenburg Thalmann & Co. Inc., as sales agents, relating to the shares of our common stock. In accordance with the terms of the Common stock ATM Sales Agreement, we may offer and sell over a period of time and from time to time, up to 7,000 shares of our common stock par value $0.001 per share. The Common stock ATM Sales Agreement relates to an "at-the-market" offering program. Under the agreement, we will pay the agent designated to sell our shares, an aggregate commission of up to 2.0% of the gross sales price per share of our common stock sold through the designated agent, under the agreement. We did not sell any shares or pay any fees under this agreement during the year ended December 31, 2019.

See Note 15 - Related Party Transactions for discussion of additional transactions with BUCKLER.

Common Stock Repurchased

At December 31, 2018, there were 1,874 authorized shares remaining under our common stock repurchase program (the “Repurchase Program”). On June 4, 2019, the Board increased the repurchase authorization under the Repurchase Program to 9,000 shares. From April 1, 2019 to June 3, 2019, we repurchased 250 common shares and during the period from June 4, 2019 to December 31, 2019 we repurchased 750 common shares. At December 31, 2019, there were 8,250 authorized shares remaining under the current repurchase authorization. Under the Repurchase Program, shares may be purchased in the open market, including block trades, through privately negotiated transactions, or pursuant to a trading plan separately adopted in the future. The timing, manner, price and amount of any repurchases will be at our discretion, subject to the requirements of the Exchange Act of 1934, as amended, and related rules. We are not required to repurchase any shares under the Repurchase Program and it may be modified, suspended or terminated at any time for any reason. We do not intend to purchase shares from our Board or other affiliates. Under Maryland law, such repurchased shares are treated as authorized but unissued.

Equity Capital Raising Activities
 
The following tables present our equity transactions for the years ended December 31, 2019 , December 31, 2018 and December 31, 2017.

Transaction Type
 
Completion Date
 
Number of Shares
 
Per Share price (1)
 
Net Proceeds
December 31, 2019
 
 
 
 
 
 
 
 
Preferred B ATM Sales Agreement
 
June 6, 2019-June 19, 2019
 
100

 
$
24.81

 
$
2,489

Preferred B ATM Sales Agreement
 
June 25, 2019-December 31, 2019
 
1,914

 
$
24.74

 
$
47,306

Common Stock ATM Sales Agreement
 
January 4, 2019-January 11, 2019
 
884

 
$
20.98

 
$
18,540

January Public Offering
 
January 17, 2019
 
6,900

 
$
20.00

 
$
137,946

February Public Offering
 
February 22, 2019-February 27, 2019
 
8,280

 
$
19.98

 
$
165,374

Common stock repurchases
 
May 31, 2019-December 31, 2019
 
(1,000
)
 
$
17.77

 
$
(17,768
)
 
 
 
 
 
 
 
 
 
December 31, 2018
 
 
 
 
 
 
 
 
Series B Preferred equity distribution agreement
 
January 2, 2018-January 26, 2018
 
107

 
$
24.62

 
$
2,632

DRIP
 
August 21, 2018-December 10, 2018
 
840

 
$
22.61

 
$
19,001

Common stock ATM Sales Agreement
 
December 11, 2018-December 19, 2018
 
883

 
$
21.53

 
$
19,013

 
 
 
 
 
 
 
 
 
December 31, 2017
 
 
 
 
 
 
 
 
Series B Preferred ATM Sales Agreement
 
August 31, 2017-December 30, 2017
 
612

 
$
24.44

 
$
14,968

Common stock follow-on public offering
 
June 30, 2017
 
4,500

 
$
25.96

 
$
116,693

DRIP
 
September 12, 2017-October 6, 2017
 
619

 
$
26.44

 
$
16,500

(1)
Weighted average price

Dividends

The following table presents our Series A Preferred Stock dividend transactions prior to full redemption for the year ended December 31, 2019. The table below does not include the final dividend amount of $375 that was paid on July 29, 2019 to holders of record on July 15, 2019. This amount was recorded in other expense in our consolidated statements of operations.

2019 Record Date
 
Payment Date
 
Rate per
Series A
Preferred
Share 
 
Aggregate
amount paid
to holders of record
January 15, 2019
 
January 28, 2019
 
$
0.17

 
$
374.8

February 15, 2019
 
February 27, 2019
 
$
0.17

 
374.8

March 15, 2019
 
March 27, 2019
 
$
0.17

 
374.8

April 15, 2019
 
April 29, 2019
 
$
0.17

 
374.8

May 15, 2019
 
May 28, 2019
 
$
0.17

 
374.8

June 15, 2019
 
June 27, 2019
 
$
0.17

 
374.8

Total dividends paid
 
 
 
 
 
$
2,249


The following tables present our Series A Preferred Stock dividend transactions for the years ended December 31, 2018 and December 31, 2017.

2018 Record Date
 
Payment Date
 
Rate per
Series A
Preferred
Share 
 
Aggregate
amount paid
to holders of record
January 15, 2018
 
January 29, 2018
 
$
0.17

 
$
374.8

February 15, 2018
 
February 27, 2018
 
$
0.17

 
374.8

March 15, 2018
 
March 27, 2018
 
$
0.17

 
374.8

April 15, 2018
 
April 27, 2018
 
$
0.17

 
374.8

May 15, 2018
 
May 29, 2018
 
$
0.17

 
374.8

June 15, 2018
 
June 27, 2018
 
$
0.17

 
374.8

July 15, 2018
 
July 27, 2018
 
$
0.17

 
374.8

August 15, 2018
 
August 27, 2018
 
$
0.17

 
374.8

September 15, 2018
 
September 27, 2018
 
$
0.17

 
374.8

October 15, 2018
 
October 29, 2018
 
$
0.17

 
374.8

November 15, 2018
 
November 27, 2018
 
$
0.17

 
374.8

December 15, 2018
 
December 27, 2018
 
$
0.17

 
374.8

Total dividends paid
 
 
 
 
 
$
4,498


2017 Record Date
 
Payment Date
 
Rate per
Series A
Preferred
Share 
 
Aggregate
amount paid
to holders of record
January 15, 2017
 
January 27, 2017
 
$
0.17

 
$
374.8

February 15, 2017
 
February 27, 2017
 
$
0.17

 
374.8

March 15, 2017
 
March 27, 2017
 
$
0.17

 
374.8

April 15, 2017
 
April 27, 2017
 
$
0.17

 
374.8

May 15, 2017
 
May 30, 2017
 
$
0.17

 
374.8

June 15, 2017
 
June 27, 2017
 
$
0.17

 
374.8

July 15, 2017
 
July 27, 2017
 
$
0.17

 
374.8

August 15, 2017
 
August 28, 2017
 
$
0.17

 
374.8

September 15, 2017
 
September 27, 2017
 
$
0.17

 
374.8

October 15, 2017
 
October 27, 2017
 
$
0.17

 
374.8

November 15, 2017
 
November 27, 2017
 
$
0.17

 
374.8

December 15, 2017
 
December 27, 2017
 
$
0.17

 
374.8

Total dividends paid
 
 
 
 
 
$
4,498


The following tables present our Series B Preferred Stock dividend transactions for the years ended December 31, 2019, December 31, 2018 and December 31, 2017.

2019 Record Date
 
Payment Date
 
Rate per
Series B
Preferred
Share 
 
Aggregate
amount paid
to holders of record
January 15, 2019
 
January 28, 2019
 
$
0.16

 
$
1,045

February 15, 2019
 
February 27, 2019
 
$
0.16

 
1,045

March 15, 2019
 
March 27, 2019
 
$
0.16

 
1,045

April 15, 2019
 
April 29, 2019
 
$
0.16

 
1,045

May 15, 2019
 
May 28, 2019
 
$
0.16

 
1,045

June 15, 2019
 
June 27, 2019
 
$
0.16

 
1,059

July 15, 2019
 
July 29, 2019
 
$
0.16

 
1,100

August 15, 2019
 
August 27, 2019
 
$
0.16

 
1,142

September 15, 2019
 
September 27, 2019
 
$
0.16

 
1,168

October 15, 2019
 
October 28, 2019
 
$
0.16

 
1,190

November 15, 2019
 
November 27, 2019
 
$
0.16

 
1,210

December 15, 2019
 
December 27, 2019
 
$
0.16

 
1,291

Total dividends paid
 
 
 
 
 
$
13,385


2018 Record Date
 
Payment Date
 
Rate per
Series B
Preferred
Share 
 
Aggregate
amount paid
to holders of record
January 15, 2018
 
January 29, 2018
 
$
0.16

 
$
1,039

February 15, 2018
 
February 27, 2018
 
$
0.16

 
1,045

March 15, 2018
 
March 27, 2018
 
$
0.16

 
1,045

April 15, 2018
 
April 27, 2018
 
$
0.16

 
1,045

May 15, 2018
 
May 29, 2018
 
$
0.16

 
1,045

June 15, 2018
 
June 27, 2018
 
$
0.16

 
1,045

July 15, 2018
 
July 27, 2018
 
$
0.16

 
1,045

August 15, 2018
 
August 27, 2018
 
$
0.16

 
1,045

September 15, 2018
 
September 27, 2018
 
$
0.16

 
1,045

October 15, 2018
 
October 29, 2018
 
$
0.16

 
1,045

November 15, 2018
 
November 27, 2018
 
$
0.16

 
1,045

December 15, 2018
 
December 27, 2018
 
$
0.16

 
1,045

Total dividends paid
 
 
 
 
 
$
12,534


2017 Record Date
 
Payment Date
 
Rate per
Series B
Preferred
Share 
 
Aggregate
amount paid
to holders of record
January 15, 2017
 
January 27, 2017
 
$
0.16

 
$
927

February 15, 2017
 
February 27, 2017
 
$
0.16

 
927

March 15, 2017
 
March 27, 2017
 
$
0.16

 
927

April 15, 2017
 
April 27, 2017
 
$
0.16

 
927

May 15, 2017
 
May 30, 2017
 
$
0.16

 
927

June 15, 2017
 
June 27, 2017
 
$
0.16

 
927

July 15, 2017
 
July 27, 2017
 
$
0.16

 
927

August 15, 2017
 
August 28, 2017
 
$
0.16

 
927

September 15, 2017
 
September 27, 2017
 
$
0.16

 
962

October 15, 2017
 
October 27, 2017
 
$
0.16

 
987

November 15, 2017
 
November 27, 2017
 
$
0.16

 
998

December 15, 2017
 
December 27, 2017
 
$
0.16

 
1,019

Total dividends paid
 
 
 
 
 
$
11,382


The following tables present our common stock dividend transactions for the years ended December 31, 2019, December 31, 2018 and December 31, 2017.

2019 Record Date
 
Payment Date
 
Rate per common share
 
Aggregate
amount paid
to holders of record
January 15, 2019
 
January 28, 2019
 
$
0.19

 
$
8,540

February 15, 2019
 
February 28, 2019
 
$
0.19

 
9,851

March 15, 2019
 
March 27, 2019
 
$
0.19

 
11,423

April 15, 2019
 
April 29, 2019
 
$
0.19

 
11,424

May 15, 2019
 
May 28, 2019
 
$
0.19

 
11,424

June 17, 2019
 
June 27, 2019
 
$
0.19

 
11,350

July 16, 2019
 
July 29, 2019
 
$
0.17

 
10,114

August 15, 2019
 
August 27, 2019
 
$
0.17

 
10,099

September 16, 2019
 
September 27, 2019
 
$
0.17

 
10,075

October 15, 2019
 
October 28, 2019
 
$
0.17

 
10,059

November 15, 2019
 
November 27, 2019
 
$
0.17

 
10,059

December 16, 2019
 
December 27, 2019
 
$
0.17

 
10,059

Total dividends paid
 
 
 
 
 
$
124,477


2018 Record Date
 
Payment Date
 
Rate per common share
 
Aggregate
amount paid
to holders of record
January 16, 2018
 
January 29, 2018
 
$
0.19

 
$
8,046

February 15, 2018
 
February 27, 2018
 
$
0.19

 
8,046

March 15, 2018
 
March 28, 2018
 
$
0.19

 
8,045

April 13, 2018
 
April 27, 2018
 
$
0.19

 
8,046

May 15, 2018
 
May 30, 2018
 
$
0.19

 
8,046

June 15, 2018
 
June 28, 2018
 
$
0.19

 
8,045

July 16, 2018
 
July 27, 2018
 
$
0.19

 
8,045

August 15, 2018
 
August 28, 2018
 
$
0.19

 
8,045

September 17, 2018
 
September 27, 2018
 
$
0.19

 
8,117

October 15, 2018
 
October 29, 2018
 
$
0.19

 
8,118

November 15, 2018
 
November 27, 2018
 
$
0.19

 
8,118

December 17, 2018
 
December 27, 2018
 
$
0.19

 
8,307

Total dividends paid
 
 
 
 
 
$
97,024



2017 Record Date
 
Payment Date
 
Rate per common share
 
Aggregate
amount paid
to holders of record
January 17, 2017
 
January 30, 2017
 
$
0.19

 
$
6,984

February 15, 2017
 
February 27, 2017
 
$
0.19

 
6,984

March 15, 2017
 
March 30, 2017
 
$
0.19

 
6,983

April 17, 2017
 
April 28, 2017
 
$
0.19

 
6,984

May 15, 2017
 
May 30, 2017
 
$
0.19

 
6,984

June 15, 2017
 
June 29, 2017
 
$
0.19

 
6,983

July 17, 2017
 
July 27, 2017
 
$
0.19

 
7,839

August 15, 2017
 
August 28, 2017
 
$
0.19

 
7,839

September 15, 2017
 
September 28, 2017
 
$
0.19

 
7,870

October 16, 2017
 
October 27, 2017
 
$
0.19

 
7,956

November 15, 2017
 
November 27, 2017
 
$
0.19

 
7,957

December 15, 2017
 
December 28, 2017
 
$
0.19

 
8,046

Total dividends paid
 
 
 
 
 
$
89,409