Mortgage Notes, Lines of Credit and Bonds Payable

12 Months Ended

Dec. 31, 2024

Mortgage Notes, Lines of Credit and Bonds Payable

Mortgage Notes, Lines of Credit and Bonds Payable

Note 7—Mortgage Notes, Lines of Credit and Bonds Payable

As of December 31, 2024 and 2023, the Company had the following indebtedness outstanding:

										Book
		Annual								Value of
($ in thousands)		Interest			Principal					Collateral
		Rate as of		Next	Outstanding as of					as of
	Interest	December 31,	Interest Rate	Adjustment	December 31,		December 31,		Maturity	December 31,
Loan	Payment Terms	2024	Terms	Date	2024		2023		Date	2024
Farmer Mac Bond #6	Semi-annual	3.69%	Fixed	N/A	$	13,827	$	13,827	April 2025	$	5,069
Farmer Mac Bond #7	Semi-annual	3.68%	Fixed	N/A		11,160		11,160	April 2025		—
Farmer Mac Facility	Monthly	6.05%	SOFR + 1.50%	N/A		—		30,000	December 2025		73,484
MetLife Term Loan #1	Semi-annual	5.55%	Fixed	N/A		67,086		72,585	March 2026		102,171
MetLife Term Loan #4	Semi-annual	5.55%	Fixed for 3 years	March 2026		1,550		5,756	June 2026		3,366
MetLife Term Loan #5	Semi-annual	5.63%	Fixed for 3 years	January 2026		1,827		5,179	January 2027		7,378
MetLife Term Loan #6	Semi-annual	5.55%	Fixed for 3 years	February 2026		16,226		21,726	February 2027		26,230
MetLife Term Loan #7	Semi-annual	5.87%	Fixed for 3 years	June 2026		6,934		15,434	June 2027		12,120
MetLife Term Loan #8	Semi-annual	4.12%	Fixed for 10 years	December 2027		44,000		44,000	December 2042		110,042
MetLife Term Loan #9	Semi-annual	6.37%	Fixed for 3 years	May 2027		8,400		16,800	May 2028		16,865
MetLife Term Loan #10	Semi-annual	6.36%	Fixed	N/A		21,806		48,986	October 2030		36,711
MetLife Term Loan #11	Semi-annual	5.35%	Fixed for 3 years	N/A		—		12,750	October 2031		—
MetLife Term Loan #12	Semi-annual	3.11%	Fixed for 3 years	N/A		—		14,359	December 2031		—
MetLife Facility	Quarterly	6.76%	SOFR + 2.10%	N/A		—		—	October 2027		79,929
Rabobank (1)	Semi-annual	6.37%	SOFR + 1.81%	March 2026 ⁽²⁾		11,758		45,533	March 2028		30,688
Rutledge Facility	Quarterly	6.06%	SOFR + 1.40%	N/A		—		5,000	February 2027		176,877
Total outstanding principal						204,574		363,095		$	680,930
Debt issuance costs						(891)		(2,236)
Unamortized premium						—		—
Total mortgage notes and bonds payable, net					$	203,683	$	360,859

(1) As of December 31, 2024, the Company has an interest rate swap agreement with Rabobank for $11.8 million notional of fixed SOFR at 2.114% until March 2026 for a weighted average rate of approximately 3.81% (see “Note 10—Hedge Accounting”). After adjusting the $11.8 million of swapped Rabobank debt as fixed rate debt, the ratio of floating rate debt to total debt decreased from 5.7% to 0.0%.

(2) The adjustment date included in the table above is for the spread noted under “Interest Rate Terms.”

Farmer Mac Debt

As of December 31, 2024 and 2023, the Operating Partnership had approximately $25.0 million and $55.0 million, respectively, in aggregate principal amount outstanding under the bond purchase agreement entered into in October 2022 (the “Farmer Mac Facility”) with Federal Agricultural Mortgage Corporation and its wholly owned subsidiary, Farmer Mac Mortgage Securities Corporation (collectively, “Farmer Mac”), and $42.4 million and $43.1 million, respectively, in additional capacity available under the Farmer Mac Facility. The Farmer Mac debt is secured by loans which are, in turn, secured by first-lien mortgages on agricultural real estate owned by wholly owned subsidiaries of the Operating Partnership. While Farmer Mac Bond #6 and Farmer Mac Bond #7 bear fixed interest rates of 3.69% and 3.68%, respectively, the Farmer Mac Facility bears interest of one-month term SOFR + 1.50% on drawn amounts and an unused commitment fee of 0.20%. In connection with the agreements, the Company entered into a guaranty agreement whereby the Company agreed to guarantee the full performance of the Operating Partnership’s duties and obligations under the Farmer Mac debt. The Farmer Mac debt is subject to the Company’s ongoing compliance with a number of customary affirmative and negative covenants, as well as a maximum loan-to-value ratio of not more than 60%. The Company was in compliance with all applicable covenants at December 31, 2024. In addition, under the Farmer Mac Facility, the Operating Partnership may request that Farmer Mac purchase additional bonds up to an additional $200.0 million, which Farmer Mac may approve at its sole discretion.

MetLife Debt

As of December 31, 2024 and 2023, the Company had $167.8 million and $257.6 million in aggregate principal amount outstanding, respectively, under the credit agreements between Metropolitan Life Insurance Company (“MetLife”) and certain of the Company’s subsidiaries (collectively, the “MetLife credit agreements”). Each of the MetLife credit agreements contains a number of customary affirmative and negative covenants, including the requirement to maintain a loan to value ratio of no greater than 60%.

The Company also has a credit facility with MetLife that provides the Company with access to additional liquidity on a revolving credit basis at a floating rate of interest equal to three-month term SOFR plus 210 basis points. As of December 31, 2024, the facility size was $50.0 million, no amounts had been borrowed and all $50.0 million remained available under the senior secured revolving line

of credit entered into by the Operating Partnership with MetLife in October 2022 (the “MetLife Facility”). As of December 31, 2024, the Company was in compliance with all covenants under the MetLife credit agreements and MetLife guarantees.

On each adjustment date for MetLife Term Loans #1 and 4-9, MetLife may, at its option, adjust the rate of interest to any rate of interest determined by MetLife consistent with rates for substantially similar loans secured by real estate substantially similar to the collateral. At the time of rate adjustment, the Company may make a prepayment equal to the unpaid principal balance for each of the MetLife loans. Otherwise, the Company may make a prepayment equal to 20% to 50% of the unpaid principal balance (depending on the tranche of debt) during a calendar year without penalty.

Rabobank Mortgage Note

As of December 31, 2024 and 2023, the Company and the Operating Partnership had $11.8 million and $45.5 million in aggregate principal amount outstanding, respectively, under a mortgage note with Rabobank (the “Rabobank Mortgage Note”). The Company was in compliance with all covenants under the Rabobank Mortgage Note as of December 31, 2024. The Rabobank Mortgage Note was amended in March 2024 to eliminate $2.1 million of annual amortization and did not impact the Company’s consolidated financial statements.

Rutledge Facility

As of December 31, 2024 and 2023, the Company and the Operating Partnership had $0.0 million and $5.0 million in aggregate principal amount, respectively, outstanding under a credit agreement (the “Rutledge Facility”) with Rutledge Investment Company (“Rutledge”). The credit agreement was amended in June 2024 to reduce the interest rate to three-month SOFR plus 140 basis points, eliminate the 2.5% annual reduction in facility size, reduce the facility size to $75.0 million, and introduce an unused commitment fee of 0.20%. The Company accounted for this amendment as a debt modification, and as a result, recognized a non-cash loss of $0.06 million during the year ended December 31, 2024 within Other (income) expense in the Company’s Consolidated Statement of Operations.

The interest rate for the Rutledge Facility is based on three-month SOFR plus 140 basis points. Generally, the Rutledge Facility contains terms consistent with the Company’s prior loans with Rutledge, including, among others, the representations and warranties, affirmative, negative and financial covenants and events of default.

In connection with the Rutledge agreement, the Company and the Operating Partnership each entered into separate guarantees whereby the Company and the Operating Partnership jointly and severally agreed to unconditionally guarantee the obligations under the Rutledge Facility (the “Rutledge guarantees”). The Rutledge guarantees contain a number of customary affirmative and negative covenants. As of December 31, 2024, $75.0 million remained available under this facility and the Company was in compliance with all covenants under the loan agreements relating to the Rutledge Facility.

LIBOR

On July 1, 2023, the Rabobank Mortgage Note, the Company’s only remaining indebtedness with a maturity date beyond 2023 that had exposure to LIBOR, was converted to a SOFR-based instrument. Accordingly, as of December 31, 2023, the Company did not have any indebtedness that had exposure to LIBOR.

Debt Issuance Costs

During the years ended December 31, 2024 and 2023, the Company incurred $0.1 million and $0.3 million, respectively, in debt issuance costs. The Company recorded amortization expense of $0.7 million for each of the years ended December 31, 2024 and 2023, which is included in interest expense in the accompanying Consolidated Statements of Operations. Accumulated amortization of deferred financing fees was $2.6 million and $1.9 million as of December 31, 2024 and 2023, respectively. For more information on the Company’s accounting policies related to debt issuance costs, see “Note 1—Organization and Significant Accounting Policies—Debt Issuance Costs.”

Aggregate Maturities

As of December 31, 2024, aggregate maturities of long-term debt for the succeeding years are as follows:

($ in thousands)
Year Ending December 31,	Future Maturities
2025	$	24,987
2026		68,636
2027		24,987
2028		20,158
2029		—
Thereafter		65,806
	$	204,574

Fair Value

The fair value of the mortgage notes payable is valued using Level 3 inputs under the hierarchy established by GAAP and is calculated based on a discounted cash flow analysis, using interest rates based on management’s estimates of market interest rates on long-term debt with comparable terms whenever the interest rates on the mortgage notes payable are deemed not to be at market rates. As of December 31, 2024 and 2023, the estimated fair value of the mortgage notes payable was $193.5 million and $349.1 million, respectively.