UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2017

( ) 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:001-33177

 

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2017

[  ] 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:001-33177

MONMOUTH REAL ESTATE INVESTMENT CORPORATION

(Exact name of registrant as specified in its charter)

 

Maryland 22-1897375

(State or other jurisdiction of

(I.R.S. Employer
incorporation or organization)

 

(I.R.S. Employer

identification number)

Juniper Business Plaza, 3499 Route 9 North, Suite 3-D, Freehold,NJ 07728
 (Address(Address of Principal Executive Offices) (Zip Code)
 
Registrant’s telephone number, including area code(732) 577-9996

(Former name, former address and former fiscal year, if changed since last report.)Zip Code)

 

Registrant’s telephone number, including area code(732) 577-9996

(Former name, former address and former fiscal year, if changed since last report.)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities 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 [X] [X]No [  ]

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (sec. 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes [X] [X]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 (Check one):

 

Large accelerated filer [X] Accelerated filer [  ]
Non-accelerated filer [  ](Do not check if smaller reporting company)Smaller Reporting Company [  ]
Emerging growth 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. Yes [  ] No [  ]

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes [  ] No [X]

 

Indicate the numberNumber of shares outstanding of eachthe issuer’s class of common stock, $0.01 par value per share, as of the latest practicable date:February 1, 2018: 77,692,113

 

ClassOutstanding Shares of Common Stock as of May 1, 2017
Common Stock, $0.01 par value per share72,561,602

 

 

 

 

MONMOUTH REAL ESTATE INVESTMENT CORPORATION

AND SUBSIDIARIES

FOR THE QUARTER ENDED MARCHDECEMBER 31, 2017

 

C O N T E N T S

 

  Page No
   
PART IFINANCIAL INFORMATION 
   
Item 1 -Financial Statements (Unaudited):3
 Consolidated Balance Sheets3
 Consolidated Statements of Income5
 Consolidated Statements of Comprehensive Income7
 Consolidated Statements of Cash Flows8
 Notes to Consolidated Financial Statements9
   
Item 2 -Management’s Discussion and Analysis of Financial Condition and Results of Operations.2122
   
Item 3 -Quantitative and Qualitative Disclosures About Market Risk.3132
   
Item 4 -Controls and Procedures.3132
   
PART II -OTHER INFORMATION33
   
Item 1 -Legal Proceedings.3233
  
Item 1A -Risk Factors.3233
   
Item 2 -Unregistered Sales of Equity Securities and Use of Proceeds.3233
   
Item 3 -Defaults Upon Senior Securities.3233
   
Item 4 -Mine Safety Disclosures.3233
   
Item 5 -Other Information.3233
   
Item 6 -Exhibits.3234
   
SIGNATURES3335

 

2
Table of Contents 

 

PART I:
FINANCIAL INFORMATION

ITEM 1. Financial Statements (Unaudited)

 

MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

AS OF MARCHDECEMBER 31, 2017 AND SEPTEMBER 30, 20162017

 

 

March 31, 2017

 

 

September 30, 2016

  

December 31, 2017

 

 

September 30, 2017

 
 (Unaudited)    (Unaudited)   
ASSETS             
        
Real Estate Investments:                
Land $168,082,315  $165,375,315  $193,562,859  $187,224,819 
Buildings and Improvements  1,056,125,003   1,005,938,180   1,290,476,339   1,244,691,715 
Total Real Estate Investments  1,224,207,318   1,171,313,495   1,484,039,198   1,431,916,534 
Accumulated Depreciation  (161,947,883)  (148,830,169)  (179,492,182)  (171,060,478)
Real Estate Investments  1,062,259,435   1,022,483,326   1,304,547,016   1,260,856,056 
                
Real Estate Held for Sale  9,481,407   14,606,028 
Cash and Cash Equivalents  22,951,899   95,749,508   10,755,901   10,226,046 
Securities Available for Sale at Fair Value  99,405,410   73,604,894   130,431,475   123,764,770 
Tenant and Other Receivables  977,700   1,444,824   5,385,744   1,753,054 
Deferred Rent Receivable  7,478,688   6,917,431   8,391,569   8,049,275 
Prepaid Expenses  7,966,014   4,830,987   9,125,236   5,434,874 
Capitalized Lease Costs, net of Accumulated Amortization of $3,512,238 and $3,238,516, respectively  3,932,981   4,165,268 
Intangible Assets, net of Accumulated Amortization of $12,841,419 and $12,332,599, respectively  5,758,872   5,816,153 
Financing Costs, net of Accumulated Amortization of $431,765 and $246,678, respectively  1,063,498   1,245,923 
Intangible Assets, net of Accumulated Amortization of
$13,554,423 and $13,404,318, respectively
  10,811,664   10,010,165 
Capitalized Lease Costs, net of Accumulated Amortization of
$3,114,088 and $3,393,187, respectively
  4,161,907   4,180,907 
Financing Costs, net of Accumulated Amortization of
$713,450 and $619,555, respectively
  781,813   875,709 
Other Assets  8,425,238   7,227,571   5,251,185   3,280,871 
                
TOTAL ASSETS $1,220,219,735  $1,223,485,885  $1,499,124,917  $1,443,037,755 

 

See Accompanying Notes to the Consolidated Financial Statements

 

3
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MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS – CONTINUED

AS OF MARCHDECEMBER 31, 2017 AND SEPTEMBER 30, 20162017

 

 

December 31, 2017

 

 

September 30, 2017

 
 

March 31, 2017

 

September 30, 2016

  (Unaudited)   
  (Unaudited)          
LIABILITIES AND SHAREHOLDERS’ EQUITY             
        
Liabilities:                
Fixed Rate Mortgage Notes Payable, net of Unamortized Debt Issuance Costs $477,598,305  $477,476,010  $612,651,435  $591,364,371 
Loans Payable  26,000,000   80,790,684   110,000,000   120,091,417 
Accounts Payable and Accrued Expenses  2,798,104   3,998,771   3,587,862   4,450,753 
Other Liabilities  14,518,225   9,868,572   18,801,819   14,265,518 
Preferred Stock Called for Redemption  -0-   53,493,750 
Total Liabilities  520,914,634   625,627,787   745,041,116   730,172,059 
                
COMMITMENTS AND CONTINGENCIES                
                
Shareholders’ Equity:                
7.875% Series B Cumulative Redeemable Preferred Stock, $0.01 Par Value Per Share: 2,300,000 Shares Authorized, Issued and Outstanding as of March 31, 2017 and September 30, 2016  57,500,000   57,500,000 
6.125% Series C Cumulative Redeemable Preferred Stock, $0.01 Par Value Per Share: 8,850,000 and 5,400,000 Shares Authorized as of March 31, 2017 and September 30, 2016, respectively; 8,400,000 and 5,400,000 Shares Issued and Outstanding as of March 31, 2017 and September 30, 2016, respectively  210,000,000   135,000,000 
Common Stock, $0.01 Par Value Per Share: 193,289,750 and 194,600,000 Shares Authorized as of March 31, 2017 and September 30, 2016, respectively; 72,107,640 and 68,920,972 Shares Issued and Outstanding as of March 31, 2017 and September 30, 2016, respectively  721,076   689,210 
Excess Stock - $0.01 Par Value Per Share: 200,000,000 Shares Authorized as of March 31, 2017 and September 30, 2016; No Shares Issued or Outstanding as of March 31, 2017 and September 30, 2016  -0-   -0- 
6.125% Series C Cumulative Redeemable Preferred
Stock, $0.01 Par Value Per Share: 12,400,000
Shares Authorized as of December 31, 2017 and September 30,
2017; 10,879,379 and 9,839,445 Shares Issued and Outstanding
as of December 31, 2017 and September 30, 2017, respectively
  271,984,475   245,986,125 
Common Stock, $0.01 Par Value Per Share: 192,039,750 Shares Authorized as of December 31, 2017 and September 30, 2017; 77,209,110 and 75,630,521 Shares Issued and Outstanding as of December 31, 2017 and September 30, 2017, respectively  772,091   756,305 
Excess Stock, $0.01 Par Value Per Share: 200,000,000 Shares
Authorized as of December 31, 2017 and September 30, 2017;
No Shares Issued or Outstanding as of December 31, 2017 and
September 30, 2017
  -0-   -0- 
Additional Paid-In Capital  418,713,736   391,726,621   485,469,807   459,552,701 
Accumulated Other Comprehensive Income  12,370,289   12,942,267 
Accumulated Other Comprehensive Income (Loss)  (4,142,572)  6,570,565 
Undistributed Income  -0-   -0-   -0-   -0- 
Total Shareholders’ Equity  699,305,101   597,858,098   754,083,801   712,865,696 
                
TOTAL LIABILITIES & SHAREHOLDERS’ EQUITY $1,220,219,735  $1,223,485,885  $1,499,124,917  $1,443,037,755 

 

See Accompanying Notes to the Consolidated Financial Statements

 

4
Table of Contents 

 

MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED MARCHDECEMBER 31, 2017 AND 2016

 

  Three Months Ended  Six Months Ended 
  3/31/2017  3/31/2016  3/31/2017  3/31/2016 
INCOME:                
Rental Revenue $23,610,830  $19,610,868  $46,891,686  $38,675,787 
Reimbursement Revenue  3,697,361   3,355,970   7,598,116   6,550,413 
TOTAL INCOME  27,308,191   22,966,838   54,489,802   45,226,200 
                 
EXPENSES:                
Real Estate Taxes  2,851,862   2,675,677   5,758,843   5,047,813 
Operating Expenses  1,288,265   1,103,358   2,582,733   2,334,723 
General & Administrative Expenses  2,078,538   2,221,445   3,521,001   3,557,409 
Acquisition Costs  -0-   265,012   178,526   410,597 
Depreciation  7,139,077   5,786,062   14,131,572   11,381,494 
Amortization of Capitalized Lease Costs and Intangible Assets  427,756   486,360   875,553   972,971 
TOTAL EXPENSES  13,785,498   12,537,914   27,048,228   23,705,007 
                 
OTHER INCOME (EXPENSE):                
Dividend and Interest Income  1,439,182   1,379,668   2,731,333   2,564,321 
Gain on Sale of Securities Transactions  -0-   878,962   806,108   887,342 
Interest Expense, including Amortization of Financing Costs  (6,537,264)  (5,555,607)  (12,700,483)  (10,902,254)
TOTAL OTHER INCOME (EXPENSE)  (5,098,082)  (3,296,977)  (9,163,042)  (7,450,591)
                 
NET INCOME  8,424,611   7,131,947   18,278,532   14,070,602 
                 
Less: Preferred Dividends  3,582,036   2,151,758   7,279,796   4,303,516 
                 

NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS

 $4,842,575  $4,980,189  $10,998,736  $9,767,086 

  Three Months Ended 
  12/31/2017  12/31/2016 
INCOME:        
Rental Revenue $27,692,482  $23,280,856 
Reimbursement Revenue  5,049,340   3,900,755 
Lease Termination Income  210,261   -0- 
TOTAL INCOME  32,952,083   27,181,611 
         
EXPENSES:        
Real Estate Taxes  3,862,663   2,906,981 
Operating Expenses  1,436,241   1,294,468 
General & Administrative Expenses  1,947,032   1,442,463 
Acquisition Costs  -0-   178,526 
Depreciation  8,483,984   6,992,495 
Amortization of Capitalized Lease Costs and Intangible Assets  538,071   447,797 
TOTAL EXPENSES  16,267,991   13,262,730 
         
OTHER INCOME (EXPENSE):        
Dividend and Interest Income  2,864,217   1,292,151 
Gain on Sale of Securities Transactions  100,153   806,108 
Interest Expense, including Amortization of Financing Costs  (7,405,947)  (6,163,219)
TOTAL OTHER INCOME (EXPENSE)  (4,441,577)  (4,064,960)
         
INCOME FROM CONTINUING OPERATIONS  12,242,515   9,853,921 
         
Gain on Sale of Real Estate Investments  5,387,886   -0- 
         
NET INCOME  17,630,401   9,853,921 
         
Less: Preferred Dividends  4,316,946   3,697,760 
         

NET INCOME ATTRIBUTABLE TO

COMMON SHAREHOLDERS

 $13,313,455  $6,156,161 

 

See Accompanying Notes to Consolidated Financial Statements

 

5
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MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED MARCHDECEMBER 31, 2017 AND 2016 - CONTINUED

 

  Three Months Ended 
  12/31/2017  12/31/2016 
       
BASIC INCOME – PER SHARE        
Net Income $0.23  $0.14 
Less: Preferred Dividends  (0.06)  (0.05)
Net Income Attributable to Common Shareholders - Basic $0.17  $0.09 
         
DILUTED INCOME – PER SHARE        
Net Income $0.23  $0.14 
Less: Preferred Dividends  (0.06)  (0.05)
Net Income Attributable to Common Shareholders - Diluted $0.17  $0.09 
         
WEIGHTED AVERAGE COMMON        
SHARES OUTSTANDING        
Basic  76,375,400   69,686,153 
Diluted  76,586,782   69,829,793 

 

  Three Months Ended  Six Months Ended 
  3/31/2017  3/31/2016  3/31/2017  3/31/2016 
             
BASIC INCOME – PER SHARE                
Net Income $0.12  $0.11  $0.26  $0.22 
Less: Preferred Dividends  (0.05)  (0.03)  (0.10)  (0.07)
Net Income Attributable to Common                
Shareholders - Basic $0.07  $0.08  $0.16  $0.15 
                 
DILUTED INCOME – PER SHARE                
Net Income $0.12  $0.11  $0.26  $0.22 
Less: Preferred Dividends  (0.05)  (0.03)  (0.10)  (0.07)
Net Income Attributable to Common                
Shareholders - Diluted $0.07  $0.08  $0.16  $0.15 
                 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                
Basic  71,243,381   64,657,058   70,456,222   63,757,087 
Diluted  71,406,875   64,736,469   70,607,766   63,828,310 

See Accompanying Notes to Consolidated Financial Statements

 

6
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MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED MARCHDECEMBER 31, 2017 AND 2016

 

  Three Months Ended  Six Months Ended 
  3/31/2017  3/31/2016  3/31/2017  3/31/2016 
             
Net Income $8,424,611  $7,131,947  $18,278,532  $14,070,602 
Other Comprehensive Income:                
Unrealized Holding Gains Arising During the Period  2,175,171   6,599,166   234,130   8,389,308 
Reclassification Adjustment for Net Gains Realized in Income  -0-   (878,962)  (806,108)  (887,342)
TOTAL COMPREHENSIVE INCOME  10,599,782   12,852,151   17,706,554   21,572,568 
                 
Less: Preferred Dividend  3,582,036   2,151,758   7,279,796   4,303,516 

COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS

 $7,017,746  $10,700,393  $10,426,758  $17,269,052 

  Three Months Ended 
  12/31/2017  12/31/2016 
       
Net Income $17,630,401  $9,853,921 
Other Comprehensive Income:        
Unrealized Holding Gains (Losses) Arising During  the Period  (10,612,984)  (1,941,041)
Reclassification Adjustment for Net Gains Realized in Income  (100,153)  (806,108)
TOTAL COMPREHENSIVE INCOME  6,917,264   7,106,772 
Less: Preferred Dividends  4,316,946   3,697,760 

COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS

 $2,600,318  $3,409,012 

 

See Accompanying Notes to Consolidated Financial Statements

 

7
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MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE SIXTHREE MONTHS ENDED MARCHDECEMBER 31, 2017 AND 2016

 

 Six Months Ended  Three Months Ended 
 3/31/2017 3/31/2016  12/31/2017 12/31/2016 
CASH FLOWS FROM OPERATING ACTIVITIES                
Net Income $18,278,532  $14,070,602  $17,630,401  $9,853,921 
Noncash Items Included in Net Income:                
Depreciation & Amortization  15,673,022   12,827,503   9,315,949   7,721,205 
Deferred Straight Line Rent  (396,028)  (343,239)
Stock Compensation Expense  266,345   206,928   130,763   100,155 
Gain on Sale of Securities Transactions  (806,108)  (887,342)  (100,153)  (806,108)
Loss on Sale of Real Estate Investment  95,336   -0- 
(Gain) / Loss on Sale of Real Estate Investments  (5,387,886)  95,336 
Changes In:                
Tenant, Deferred Rent and Other Receivables  452,335   (1,135,834)
Tenant & Other Receivables  (3,607,013)  (255,461)
Prepaid Expenses  (3,135,027)  (2,840,928)  (3,690,362)  (2,645,032)
Other Assets and Capitalized Lease Costs  (839,704)  (2,327,353)
Accounts Payable, Accrued Expenses and Other Liabilities  861,044   8,514,594 
Other Assets & Capitalized Lease Costs  (89,641)  (428,282)
Accounts Payable, Accrued Expenses & Other Liabilities  3,284,409   860,211 
NET CASH PROVIDED BY OPERATING ACTIVITIES  30,845,775   28,428,170   17,090,439   14,152,706 
                
CASH FLOWS FROM INVESTING ACTIVITIES                
Purchase of Real Estate and Intangible Assets  (56,101,538)  (70,418,761)
Purchase of Real Estate & Intangible Assets  (52,500,165)  (56,101,538)
Capital Improvements  (1,013,209)  (10,193,323)  (1,782,422)  (696,941)
Proceeds on Sale of Real Estate  4,125,819   -0- 
Proceeds on Sales of Real Estate  10,499,704   4,125,819 
Return of Deposits on Real Estate  1,000,000   900,000   450,000   1,000,000 
Deposits Paid on Acquisitions of Real Estate  (1,575,000)  (850,000)  (1,350,000)  (820,000)
Proceeds from Sale of Securities Available for Sale  3,739,239   7,416,459   2,435,168   3,738,938 
Purchase of Securities Available for Sale  (29,305,625)  (13,132,910)  (19,714,857)  (6,396,581)
NET CASH USED IN INVESTING ACTIVITIES  (79,130,314)  (86,278,535)  (61,962,572)  (55,150,303)
                
CASH FLOWS FROM FINANCING ACTIVITIES                
Net (Repayments) Proceeds from Loans Payable  (54,790,684)  14,875,497 

Net Repayments on Loans Payable

  (10,091,417)  (4,790,684)
Proceeds from Fixed Rate Mortgage Notes Payable  38,000,000   46,670,000   33,800,000   38,000,000 
Principal Payments on Fixed Rate Mortgage Notes Payable  (37,700,474)  (14,235,258)  (12,351,030)  (9,456,016)
Financing Costs Paid on Debt  (660,702)  (615,329)  (361,905)  (636,963)
Proceeds from the Exercise of Stock Options  -0-   1,412,050   284,800   -0- 
Redemption of Series A Preferred Stock  (53,493,750)  -0- 
Proceeds from Underwritten Public Offering of Preferred Stock, net of offering costs  71,017,493   -0- 
Redemption of 7.625% Series A Preferred Stock  -0-   (53,493,750)
Proceeds from At-The-Market Preferred Equity Program, net
of offering costs
  25,687,516   -0- 
Proceeds from Issuance of Common Stock in the DRIP, net of Dividend Reinvestments  37,812,970   28,200,304   22,611,458   18,877,487 
Preferred Dividends Paid  (6,621,359)  (4,303,516)  (4,080,685)  (3,422,136)
Common Dividends Paid, net of Reinvestments  (18,076,564)  (16,292,674)  (10,096,749)  (9,107,243)
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES  (24,513,070)  55,711,074 

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES

  45,401,988   (24,029,305)
                
NET DECREASE IN CASH AND CASH EQUIVALENTS  (72,797,609)  (2,139,291)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS  529,855   (65,026,902)
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD  95,749,508   12,073,909   10,226,046   95,749,508 
CASH AND CASH EQUIVALENTS - END OF PERIOD $22,951,899  $9,934,618  $10,755,901  $30,722,606 

 

See Accompanying Notes to Consolidated Financial Statements

 

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MONMOUTH REAL ESTATE INVESTMENT CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

MARCHDECEMBER 31, 2017

 

NOTE 1 – ORGANIZATION AND ACCOUNTING POLICIES

 

Monmouth Real Estate Investment Corporation, a Maryland corporation, together with its consolidated subsidiaries (MREIC, the Company, or we), operates as a real estate investment trust (REIT) deriving its income primarily from real estate rental operations. As of MarchDecember 31, 2017, the Company owned one hundred108 properties with total square footage of approximately 16,554,000,19,096,000, which was 100%99.5% occupied, as compared to ninety-nine108 properties with total square footage of approximately 16,010,000,18,790,000, which was 99.6%99.3% occupied as of September 30, 2016.2017. These properties are located in thirty30 states: Alabama, Arizona, Colorado, Connecticut, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Maryland, Michigan, Minnesota, Mississippi, Missouri, Nebraska, New Jersey, New York, North Carolina, Ohio, Oklahoma, Pennsylvania, South Carolina, Tennessee, Texas, Virginia, Washington and Wisconsin. As of the quarter ended December 31, 2017, the Company’s weighted average lease maturity was approximately 7.9 years and its annualized average base rent per occupied square foot was $5.99. As of December 31, 2017, the weighted average building age, based on the square footage of the Company’s buildings, was 9.1 years. The Company also owns a portfolio of REIT investment securities, which the Company generally limits to no more than approximately 10% of its undepreciated assets (which is the Company’s total assets excluding accumulated depreciation). Total gross real estate investments, excluding marketable REIT securities investments of $130,431,475, were $1,484,039,198 as of December 31, 2017.

 

The Company has elected to be taxed as a REIT under Sections 856-860 of the Internal Revenue Code of 1986, as amended (the Code), and intends to maintain its qualification as a REIT in the future. As a qualified REIT, with limited exceptions, the Company will not be taxed under Federal and certain state income tax laws at the corporate level on taxable income that it distributes to its shareholders. For special tax provisions applicable to REITs, refer to Sections 856-860 of the Code. The Company is subject to franchise taxes in several of the states in which the Company owns property.

 

In December 2017, the Tax Cuts and Jobs Act of 2017 (the Act), Code Section 199A, was added to the Code and became effective for tax years beginning after December 31, 2017 and before January 1, 2026. Under the Act, subject to certain income limitations, an individual taxpayer may deduct 20% of the aggregate amount of qualified REIT dividends they receive from their taxable income. Qualified REIT dividends do not include any portion of a dividend received from a REIT that is classified as a capital gain dividend.

The interim Consolidated Financial Statements furnished herein have been prepared in accordance with Accounting Principles Generally Accepted in the United States of America (U.S. GAAP) applicable to interim financial information, the instructions to Form 10-Q, and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six months ended MarchDecember 31, 2017 are not necessarily indicative of the results that may be expected for the year ending September 30, 2017.2018. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Company’s annual report on Form 10-K for the fiscal year ended September 30, 2016.2017.

 

Use of Estimates

 

In preparing the financial statements in accordance with U.S. GAAP, management is required to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods and related disclosure of contingent assets and liabilities. Actual results could differ from these estimates and assumptions.

 

Reclassification

 

Certain prior period amounts in the accompanying Consolidated Financial Statements have been reclassified to conform to the current period’s presentation.

 

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Lease Termination Income

 

Lease Termination Income is recognized in operating revenues when there is a signed termination agreement, all of the conditions of the agreement have been met, the tenant is no longer occupying the property and the termination consideration is probable of collection. Lease termination amounts are paid by tenants who want to terminate their lease obligations before the end of the contractual term of the lease by agreement with the Company.

 

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Two leases that were set to expire during fiscal 2018 were leased to Kellogg Sales Company (Kellogg) at the Company’s 65,067 square foot facility located in Kansas City, MO through July 31, 2018 and at the Company’s 50,400 square foot facility located in Orangeburg, NY through February 28, 2018. Kellogg informed the Company that it will not be renewing its leases at these two properties. On December 18, 2017, the Company sold its property, located in Kansas City, MO for $4,900,000, with net sale proceeds to the Company of approximately $4,602,000 and on December 22, 2017, the Company sold its property, located in Orangeburg, NY for $6,170,000, with net sale proceeds to the Company of approximately $5,898,000. The sale of these two properties resulted in a realized gain of approximately $5,388,000, representing a 105% gain over the depreciated U.S. GAAP basis and a realized net gain on a historic cost undepreciated basis of approximately $1,804,000, representing a 21% net gain over the Company’s historic cost basis. In conjunction with the sale of these two properties, the Company simultaneously entered into a lease termination agreement for each property whereby the Company received a termination fee from Kellogg totaling approximately $210,000 which represents a weighted average of 80% of the then remaining rent due under each respective lease.

 

Of the Company’s one hundred108 properties, only fourfive locations have leases that contain an early termination provision. The Company’s leases with early termination provisions are the 26,340 square foot location in Ridgeland (Jackson), MS, the 38,33336,270 square feet location in Urbandale (Des Moines), IA, the 38,833 square foot location in Rockford, IL, the 83,000 square foot location in Roanoke, VA and the 102,135 square foot location in O’Fallon (St. Louis), MO. Each lease termination provision contains certain requirements that must be met in order to exercise each termination provision. These requirements include;include: date termination can be exercised, the time frame that notice must be given by the tenant to the Company and the termination fee that would be required to be paid by the tenant to the Company. The total potential termination fee ofto be paid to the fourCompany from the five leases with a termination provisionprovisions amounts to approximately $1,709,000.$1,756,000.

 

Stock Compensation Plan

The Company’s Stock Option and Stock Award Plan, adopted in 2007 and amended and restated in 2010 (the 2007 Plan), authorized the grant to officers and key employees of options to purchase up to 1,500,000 shares of common stock, $0.01 par value per share (common stock), including up to 100,000 shares of restricted stock awarded to any one participant in any one fiscal year. The 2007 Plan expired on March 26, 2017. On March 13, 2017, upon recommendation of the Compensation Committee of the Board, the Board approved the Amended and Restated 2007 Incentive Award Plan, or the “Plan”, conditioned upon shareholder approval. At the Company’s Annual Meeting on May 18, 2017, the Company’s common shareholders will be asked to consider and vote on a proposal to approve the Plan. The Plan constitutes an amendment and restatement of the 2007 Plan, which was initially approved by the Company’s shareholders on July 26, 2007, and was subsequently amended and restated and approved by the Company’s shareholders on May 6, 2010. 164,878 shares of common stock remained available for grant under the 2007 Plan and, if approved by the Company’s shareholders, the Plan will provide an additional 1,600,000 shares, for a total of 1,764,878 shares of common stock available for future grant of stock options, restricted stock, or other equity based awards, plus any shares subject to outstanding options that expire or are forfeited without being exercised.

 

The Company accounts for awards of stock options and restricted stock in accordance with ASC 718-10, “Compensation-Stock Compensation”. ASC 718-10 requires that compensation cost for all stock awards be calculated and amortized over the service period (generally equal to the vesting period). The compensation cost for stock option grants is determined using option pricing models, intended to estimate the fair value of the awards at the grant date less estimated forfeitures. The compensation expense for restricted stock is recognized based on the fair value of the restricted stock awards less estimated forfeitures. The fair value of restricted stock awards is equal to the fair value of the Company’s stock on the grant date. The amortization of compensation costs for stock option grants and restricted stock are included in General and Administrative Expenses in the accompanying Consolidated Statements of Income and amounted to $166,190$130,763 and $101,968$100,155 for the three months ended March 31, 2017 and 2016, respectively and amounted to $266,345 and $206,928 for the six months ended MarchDecember 31, 2017 and 2016, respectively.

 

During the sixthree months ended MarchDecember 31, 2017, andno options were granted. During the three months ended December 31, 2016, the following stock options, which vest one year after grant date, were granted under the Company’s 2007 Plan:

 

Date of

Grant

 

Number of

Employees

 

Number of

Shares

 

Option

Price

 

Expiration

Date

 

Number of

Employees

 

Number of

Shares

 

Option

Price

 

Expiration

Date

                
01/4/17 1  65,000  $15.04  01/4/25
12/9/16 10  215,000  $14.24  12/9/24  10   215,000  $14.24  12/9/24
01/5/16 1  65,000  $10.37  01/5/24

 

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The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for grants in the fiscal year indicated:

 

  Fiscal 2017  Fiscal 2016 
       
Dividend yield  4.44%  6.17%
Expected volatility  18.84%  20.20%
Risk-free interest rate  2.26%  2.09%
Expected lives (years)  8   8 
Estimated forfeitures  -0-   -0- 

Fiscal 2017
Dividend yield4.49%
Expected volatility18.88%
Risk-free interest rate2.26%
Expected lives (years)8
Estimated forfeitures-0-

The weighted-average fair value of options granted during the sixthree months ended MarchDecember 31, 2016 was $1.45 per option.

During the three months ended December 31, 2017 and 2016, was $1.4912,500 and $0.74 per option, respectively.

During the six months ended March 31, 2017 and 2016, no-0- shares of restricted stock were grantedgranted. During the three months ended December 31, 2017, two participants exercised options awarded under the Company’s 2007 Plan. During the six months ended March 31, 2016, five participants exercised optionsPlan to purchase an aggregate of 180,00020,000 shares of common stock at a weighted average exercise price of $7.84$14.24 per share for total proceeds of $1,412,050.$284,800. During the sixthree months ended MarchDecember 31, 2017,2016, no options were exercised. As of MarchDecember 31, 2017, a total of 164,8781,740,542 shares were available tofor grant as stock options, or as restricted stock, or other equity based awards, plus any shares subject to outstanding options that expire or are forfeited without being exercised, and there were outstanding options to purchase 735,000 shares under the 2007 Plan. The 2007 Plan expired on March 26, 2017.650,000 shares. The aggregate intrinsic value of options outstanding as of MarchDecember 31, 2017 was $2,196,300.$3,981,900.

 

Recent Accounting Pronouncements

 

In January 2017,February 2016, the Financial Accounting Standards Board (“FASB”)(FASB) issued Accounting Standards Update (“ASU”) 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business”. ASU 2017-01 seeks to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, intangible assets and consolidation. The adoption of ASU 2017-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. The amendments should be applied prospectively on or after the effective dates. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements and the timing of adoption.

In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments”. ASU 2016-15 will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements and the timing of adoption.

In March 2016, the FASB issued ASU 2016-09 “Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting, which relates to the accounting for employee share-based payments”. ASU 2016-09 addresses several aspects of the accounting for share-based payment award transactions, including: (a) income tax consequences; (b) classification of awards as either equity or liabilities; and (c) classification on the statement of cash flows. This standard will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements and the timing of adoption.

In February 2016, the FASB issued ASU(ASU) 2016-02, “Leases”. ASU 2016-02 amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. ASU 2016-02 will be effective for annual reporting periods beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluatingcontinuing to evaluate the potential impact this standard may have on the consolidated financial statements and the timing of adoption. The most significant changes for the Company related to lessor accounting under ASU 2016-02 include bifurcating its revenue into lease and non-lease components and the new standard’s narrow definition of initial direct costs for leases. Since the Company’s revenue is primarily derived from leasing activities from long-term net leases and since the Company currently does not capitalize indirect costs for leases, the Company believes it will continue to account for its leases and related leasing costs in substantially the same manner as it currently does once the adoption of the ASU 2016-02 becomes effective.

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In January 2016, the FASB issued ASU 2016-01, “Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities”. ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. These changes become effective for the Company’s fiscal year beginning October 1, 2018. The Company is currently in the process of evaluating the impact of the adoption on its consolidated financial statements and has not determined the effects of this update on the Company’s financial position, results of operations or cash flows and disclosures at this time. The Company anticipates that the most significant change for the Company, once ASU 2016-01 is adopted, will be the accounting for the Company’s investments in marketable securities classified as available for sale, which are currently carried at fair value with unrealized holding gains and losses being excluded from earnings and reported as a separate component of Shareholders’ Equity until realized and the change in net unrealized holding gains and losses being reflected as comprehensive income (loss). Under ASU 2016-01, these marketable securities will continue to be measured at fair value, however the changes in net unrealized holding gains and losses will be recognized through net income.

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In April 2015,May 2014, the FASB issued ASU 2015-03, “Interest - Imputation2014-09, “Revenue from Contracts with Customers, which requires an entity to recognize the amount of Interest (Topic 835): Simplifying the Presentation of Debt Issuance Costs”. ASU 2015-03 requires debt issuance costs relatedrevenue to a recognized debt liabilitywhich it expects to be presentedentitled for the transfer of promised goods or services to customers”. The FASB issued further guidance in the balance sheet as a direct deductionASU 2016-12, “Revenue from the carrying amountContracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients”, that provides clarifying guidance in certain narrow areas and adds some practical expedients. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The effective date of ASU 2014-09 was extended by one year by ASU 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the debt liability. In August 2015,Effective Date”. The new standard is effective for the FASB issued ASU 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements” (Subtopic 835-30), which clarified that debt issuance costs relatedfirst interim period within annual reporting periods beginning after December 15, 2017. Therefore, the Company expects to line-of-credit arrangements may be presented as an asset and amortized overadopt the term of the line-of-credit arrangement regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Company adopted these standardsstandard effective October 1, 2016. As a result, debt issuance costs2018. The standard permits the use of either the retrospective or cumulative effect transition method, and the Company is evaluating which transition method it will elect. The Company is also in the process of evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company’s revenue is primarily derived from leasing activities and historically the Company’s property dispositions have been cash sales with no contingencies and no future involvement in the property. Since this standard applies to debt liabilitiesall contracts with customers except those that are within the scope of other guidance, such as leases, the Company does not line-of-credit arrangements are included as a direct deduction fromexpect the related debt liability and those related to line-of-credit arrangements continue to be included as an asset on the accompanying Consolidated Balance Sheets. The effectsadoption of this standard were applied retrospectively to all prior periods presented. The effect of the change in accounting principle was the reduction in the amount of $6,272,143 of the Fixed Rate Mortgage Notes Payable liabilityhave a significant impact on its consolidated financial statements and a corresponding reduction of the Financing Costs asset as of September 30, 2016 and a reclassification of Amortization of Financing Costs of $238,671 and $473,038 for the three and six months ended March 31, 2016, respectively to Interest Expense, net of Amortization of Financing Costs in our Consolidated Statement of Income.related disclosures.

 

Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying Consolidated Financial Statements.

 

Segment Reporting & Financial Information

 

The Company’s primary business is the ownership and management of real estate properties. The Company seeks to investinvests in well-located, modern, single-tenant,single tenant, industrial buildings leased primarily to investment gradeinvestment-grade tenants or their subsidiaries on long-term net leases. The Company reviews operating and financial information for each property on an individual basis and, therefore, each property represents an individual operating segment. The Company evaluates financial performance using Net Operating Income (“NOI”)(NOI) from property operations. NOI is defineda non-GAAP financial measure, which we define as recurring Rental and Reimbursement Revenue, less Real Estate Taxes and Operating Expenses, such as insurance, utilities and repairs and maintenance. The Company has aggregated the properties into one reportable segment as the properties share similar long-term economic characteristics and have other similarities, including the fact that they are operated as industrial properties subject to long-term net leases primarily to investment gradeinvestment-grade tenants or their subsidiaries.

 

NOTE 2 – NET INCOME PER SHARE

 

Basic Net Income per Common Share is calculated by dividing Net Income Attributable to Common Shareholders by the weighted-average number of common shares outstanding during the period. Diluted Net Income per Common Share is calculated by dividing Net Income Attributable to Common Shareholders by the weighted-average number of common shares outstanding plus the weighted-average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method.

 

In addition, common stock equivalents of 211,382 and 143,640 shares are included in the diluted weighted-average shares outstanding for the three months ended December 31, 2017 and 2016, respectively. For the diluted weighted-average shares outstanding for the three months ended December 31, 2017 and 2016, -0- and 215,000 options to purchase shares of common stock were antidilutive.

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In addition, common stock equivalents of 163,494 and 79,411 shares are included in the diluted weighted average shares outstanding for the three months ended March 31, 2017 and 2016, respectively, and common stock equivalents of 151,544 and 71,223 shares are included in the diluted weighted average shares outstanding for the six months ended March 31, 2017 and 2016, respectively. For the diluted weighted average shares outstanding for the three months ended March 31, 2017 and 2016, 65,000 options to purchase shares of common stock were antidilutive. For the diluted weighted average shares outstanding for the six months ended March 31, 2017 and 2016, 280,000 and 65,000 options to purchase shares of common stock, respectively, were antidilutive.

 

NOTE 3 – REAL ESTATE INVESTMENTS

Acquisitions

 

On October 17, 2016,November 2, 2017, the Company purchased a newly constructed 338,584121,683 square foot industrial building, situated on 16.2 acres, located in Hamburg, NY, which is in the Buffalo Metropolitan Statistical Area (MSA).Charleston, SC. The building is 100% net-leased to FedEx Ground Package System, Inc.Corporation (FDX) for fifteen15 years through March 2031.August 2032. The purchase price was $35,100,000.$21,872,170. The Company obtained a 15 year fully-amortizing mortgage loan of $23,500,000$14,200,000 at a fixed interest rate of 4.03%4.23%. Annual rental revenue over the remaining term of the lease averages approximately $2,309,000. In connection with the acquisition, the Company completed its evaluation of the acquired lease. As a result of its evaluation, the Company allocated $250,000 to an Intangible Asset associated with the lease in-place.$1,312,000.

 

On DecemberNovember 30, 2016,2017, the Company purchased a newly constructed 213,672300,000 square foot industrial building, situated on 123 acres, located in Ft. Myers, FL.Oklahoma City, OK. The building is 100% net-leased to FedEx Ground Package System,Amazon.com Services, Inc. for ten10 years through September 2026.October 2027. The purchase price was $21,001,538.$30,250,000. The Company obtained a 1510 year fully-amortizing mortgage loan, amortizing over 18 years, of $14,500,000$19,600,000 at a fixed interest rate of 3.97%3.64%. Annual rental revenue over the remaining term of the lease averages approximately $1,365,000. In connection with$1,884,000.

The Company evaluated the acquisition,property acquisitions which took place during the three months ended December 31, 2017, to determine whether an integrated set of assets and activities meets the definition of a business, pursuant to ASU 2017-01. Acquisitions that do not meet the definition of a business are accounted for as asset acquisitions. Accordingly, the Company completed its evaluationaccounted for the properties purchased in Charleston, SC and Oklahoma City, OK as asset acquisitions and allocated the total cash consideration, including transaction costs of approximately $378,000, to the individual assets acquired on a relative fair value basis. There were no liabilities assumed in these acquisitions. The financial information set forth below summarizes the Company’s purchase price allocation for these two properties acquired during the three months ended December 31, 2017 that are accounted for as asset acquisitions:

Land $6,257,523 
Building  45,108,625 
In-Place Leases  1,134,017 

The following table summarizes the operating results included in the Company’s consolidated statements of income for the three months ended December 31, 2017 for the properties acquired during the three months ended December 31, 2017:

  Three Months Ended 12/31/2017 
    
Rental Revenues $373,297 
Net Income Attributable to Common Shareholders  182,297 

Subsequent to quarter end, on January 22, 2018, the Company purchased a newly constructed 831,764 square foot industrial building, situated on 62.4 acres, located in Savannah, GA. The building is 100% net-leased to Shaw Industries, Inc. for 10 years through September 2027. The purchase price was $57,483,636. The Company obtained a 14 year fully-amortizing mortgage loan of $33,300,000 at a fixed interest rate of 3.53%. Annual rental revenue over the remaining term of the acquired lease. As a result of its evaluation, the Company allocated $201,538 to an Intangible Asset associated with the lease in-place.averages approximately $3,470,000.

 

FedEx Ground Package System,FDX, Amazon.com Services, Inc.’s ultimate parent, FedEx Corporation (FDX) is aAmazon.com, Inc. and Shaw Industries, Inc.’s ultimate parent, Berkshire Hathaway, Inc. are publicly-owned companycompanies and financial information related to this entitythese entities is available at the SEC’s website,www.sec.gov. FDX is rated “BBB” by S&P Global Ratings (www.standardandpoors.com) and is rated “Baa2” by Moody’s (www.moodys.com), which are both considered “Investment Grade” ratings. www.sec.gov. The references in this report to the SEC’s website, S&P Global Rating’s website and Moody’s website are not intended to and do not include or incorporate by reference into this report the information of FDX on suchthose websites.

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Expansions

 

On OctoberNovember 1, 2016,2017, a 50,625 square footparking lot expansion of the buildingfor a property leased to FedEx Ground Package System, Inc., a subsidiary of FDX, located in Edinburg, TXIndianapolis, IN was completed for a total project cost of approximately $4,762,000,$1,683,000, resulting in a new 10 year lease which extended the prior lease expiration date from September 2021 through September 2026.April 2024 to October 2027. In addition, the expansion resulted in an increase in annual rent effective from the date of completion of approximately $499,000$184,000 from approximately $598,000,$1,533,000, or $5.27$4.67 per square foot, to approximately $1,097,000,$1,717,000, or $6.68$5.24 per square foot.

Disposition and Real Estate classified as Held for Sale

 

DispositionTwo leases that were set to expire during fiscal 2018 were leased to Kellogg at our 65,067 square foot facility located in Kansas City, MO through July 31, 2018 and at our 50,400 square foot facility located in Orangeburg, NY through February 28, 2018. Kellogg informed the Company that they will not be renewing their leases at these two properties. On December 18, 2017, the Company sold its property, located in Kansas City, MO for $4,900,000, with net sale proceeds to the Company of approximately $4,602,000 and on December 22, 2017, the Company sold its property, located in Orangeburg, NY for $6,170,000, with net sale proceeds to the Company of approximately $5,898,000. The sale of these two properties resulted in a realized gain of approximately $5,388,000, representing a 105% gain over the depreciated U.S. GAAP basis and a realized net gain on a historic cost undepreciated basis of approximately $1,804,000, representing a 21% net gain over the Company’s historic cost basis. In conjunction with the sale of these two properties, the Company simultaneously entered into a lease termination agreement for each property whereby the Company received a termination fee from Kellogg totaling approximately $210,000 which represents a weighted average of 80% of the then remaining rent due under each respective lease.

 

OnReal Estate Held for Sale at December 31, 2017 consists of two properties that the Company has entered into agreements to sell. The two properties consist of an 87,500 square foot facility located in Ft. Myers, FL, which is currently vacant and an 68,370 square foot facility located in Colorado Springs, CO.

During the prior year quarter, on October 27, 2016, the Company sold its only vacant building consisting of a 59,425 square foot industrial building situated on 4.78 acres located in White Bear Lake, MN for net proceeds of approximately $4,126,000.

 

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Since the sale of this property doesthe properties located in White Bear Lake, MN, Kansas City, MO and Orangeburg, NY and the future sale of the two properties classified as Real Estate Held for Sale do not represent a strategic shift that has (or will have) a major effect on the Company’s operations and financial results, the operations generated from this propertythese properties are not included in Discontinued Operations.

 

The following table summarizes the operations of the Company’s 59,425 square foot industrial building located in White Bear Lake, MN prior to its sale on October 27, 2016 which isthat are included in the accompanying Consolidated Statements of Income for the three and six months ended MarchDecember 31, 2017 and 2016:2016 for the two properties that were sold during the current quarter, prior to their sale, one property sold during the prior year quarter, prior to its sale, and for the two properties that are classified as Real Estate Held for Sale in the accompanying Consolidated Balance Sheets.

 

 Three Months Ended Six Months Ended  Three Months Ended 
 3/31/2017 3/31/2016 3/31/2017 3/31/2016  12/31/2017  12/31/2016 
Rental and Reimbursement Revenue $-0-  $-0-  $-0-  $-0-  $579,762  $566,906 
Lease Termination Income  210,260   -0- 
Real Estate Taxes  -0-   (11,323)  (8,855)  (40,617)  (210,710)  (94,166)
Operating Expenses  -0-   (4,571)  (9,846)  (20,341)  (48,335)  (64,826)
Depreciation & Amortization  -0-   (25,020)  (8,006)  (49,038)  (58,542)  (136,891)
Interest Expense  -0-   -0-   -0-   -0- 
Loss from Operations  -0-   (40,914)  (26,707)  (109,996)
Loss on Sale of Real Estate Investment  -0-   -0-   (95,336)  -0- 
Net Loss $-0-  $(40,914) $(122,043) $(109,996)
Interest Expense, including Amortization of Financing Costs  (14,601)  (52,548)
Income from Operations  457,834   218,475 
Gain (Loss) on Sale of Real Estate Investments  5,387,886   (95,336)
Net Income $5,845,720  $123,139 

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Pro forma information

 

The following unaudited pro forma condensed financial information has been prepared utilizing the historical financial statements of the Company and the effect of additional revenue and expenses generated from property acquired and expanded during fiscal 20172018 to date, and 2016,during fiscal 2017, assuming that the acquisitions and completed expansions had occurred as of October 1, 2015,2016, after giving effect to certain adjustments includingincluding: (a) Rental Revenue adjustments resulting from the straight-lining of scheduled rent increases, (b) Interest Expense resulting from the assumed increase in Fixed Rate Mortgage Notes Payable and Loans Payable related to the new acquisitions, and (c) Depreciation Expense related to the new acquisitions. In addition, the net proceeds raised from the issuance of the 6.125% Series C Cumulative Redeemable Preferred Stock less the redemptions of the Company’s 7.625% Series A Cumulative Redeemable Preferred Stock redeemed on October 14, 2016 and the Company’s 7.875% Series B Cumulative Redeemable Preferred Stock redeemed on June 7, 2017 were used to help fund property acquisitions and, therefore, the pro forma preferred dividend expense has been adjusted to account for its effect on Net Income Attributable to Common Shareholders as if all the preferred stock issuances and redemptions had occurred on October 1, 2016. In addition, Net Income Attributable to Common Shareholders excludes the operating expenses incurredoperations of the properties sold during fiscal 2018 and 2017 and 2016 forwhich were the one vacant property located in White Bear Lake, MN that was sold during the six months ended March 31, 2017 on October 27, 2016.2016, the property located in Kansas City, MO that was sold on December 18, 2017 and the property located in Orangeburg, NY that was sold on December 22, 2017 and excludes the two properties classified as Real Estate Held for Sale. Furthermore, the proceeds raised from the Dividend Reinvestment and Stock Purchase Plan (the DRIP) were used to fund property acquisitions and expansions and therefore, the weighted average shares outstanding used in calculating the Basic and Diluted Net Income per Share Attributable to Common Shareholders has been adjusted to account for the increase in shares raised through the DRIP, as if all the shares raised had occurred on October 1, 2015.2016. The unaudited pro forma condensed financial information is not indicative of the results of operations that would have been achieved had the acquisitions and expansions reflected herein been consummated on the dates indicated or that will be achieved in the future.

 

  Three Months Ended  Six Months Ended 
  3/31/2017  3/31/2016  3/31/2017  3/31/2016 
             
Rental Revenues $24,136,300  $24,047,500  $49,290,400  $48,591,100 
Net Income Attributable to Common Shareholders $4,960,700  $6,214,100  $11,351,100  $12,585,600 
Basic and Diluted Net Income per Share Attributable to Common Shareholders $0.07  $0.09  $0.16  $0.18 
  Three Months Ended 
  12/31/2017  12/31/2016 
       
Rental Revenue $

28,645,000

  $

28,727,300

 
Net Income Attributable to Common        
Shareholders $

7,665,700

  $

6,841,000

 
Basic and Diluted Net Income per        
Share Attributable to Common        
Shareholders $0.10  $0.09 

Tenant Concentration

 

The Company has a concentration of FDX and FDX subsidiary-leased properties, consisting of fifty-five59 separate stand-alone leases covering approximately 9,513,000 square feet as of December 31, 2017 and 55 separate stand-alone leases covering approximately 8,187,000 square feet as of March 31, 2017 and forty-nine separate stand-alone leases covering approximately 6,508,000 square feet as of MarchDecember 31, 2016. The fifty-five59 separate stand-alone leases that are leased to FDX and FDX subsidiaries have a weighted average lease maturity of 7.88.7 years. The percentage of FDX and its subsidiaries leased square footage to the total of the Company’s rental space was 50% (8% to FDX and 42% to FDX subsidiaries) as of December 31, 2017 and 49% (6% to FDX and 43% to FDX subsidiaries) as of March 31, 2017 and 45% (7% to FDX and 38% to FDX subsidiaries) as of MarchDecember 31, 2016. As of MarchDecember 31, 2017, the only tenants that leased 5% or more of the Company’s total square footage were FDX and its subsidiaries and Milwaukee Electric Tool Corporation, which leases one property through July 2028 consisting of approximately 862,000 square feet, which was approximately 5% of the Company’s rental space. As of MarchDecember 31, 2016,2017, no other tenant,tenants, other than FDX and its subsidiaries and Milwaukee Electric Tool Corporation, accounted for 5% or more of the Company’s total rental space.

 

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Annualized Rental and Reimbursement Revenue from FDX and its subsidiaries is estimated to be approximately 60% (7% to FDX and 53% to FDX subsidiaries) of total Rental and Reimbursement Revenue for fiscal 2018 and was 59% (6% to FDX and 53% to FDX subsidiaries) of total Rental and Reimbursement Revenue for fiscal 2017 and was 56% (7% to2017. No other tenant, other than FDX and 49% to FDX subsidiaries) of total Rental and Reimbursement Revenue for fiscal 2016. No other tenantits subsidiaries, accounted for 5% or more of the Company’s total Rental and Reimbursement Revenue for the sixthree months ended MarchDecember 31, 2017 and 2016.

FDX is a publicly-owned company and financial information related to this entity is available at the SEC’s website,www.sec.gov.FDX is rated “BBB” by S&P Global Ratings (www.standardandpoors.com) and is rated “Baa2” by Moody’s (www.moodys.com), which are both considered “Investment Grade” ratings. The references in this report to the SEC’s website, S&P Global Ratings’ website and Moody’s website are not intended to and do not include or incorporate by reference into this report the information of FDX, S&P Global Ratings or Moody’s on such websites.

 

In addition to real estate property holdings, the Company held $99,405,410$130,431,475 in marketable REIT securities at MarchDecember 31, 2017, representing 7.2%7.8% of the Company’s undepreciated assets (which is the Company’s total assets excluding accumulated depreciation). These liquid real estate holdings are not included in calculating the tenant concentration ratios above and therefore further enhance the Company’s diversification. The securities portfolio provides the Company with additional liquidity, diversification and income and serves as a proxy for real estate when more favorable risk adjusted returns are not available.

 

NOTE 4 – SECURITIES AVAILABLE FOR SALE AT FAIR VALUE

 

The Company’s Securities Available for Sale at Fair Value consists primarily of marketable common and preferred stock of other REITs with a fair value of $99,405,410$130,431,475 as of MarchDecember 31, 2017. The Company generally limits its investment in marketable securities to no more than approximately 10% of its undepreciated assets (which is the Company’s total assets excluding accumulated depreciation). The REIT securities portfolio provides the Company with additional liquidity, diversification and income and serves as a proxy for real estate when more favorable risk adjusted returns are not available.

 

During the sixthree months ended MarchDecember 31, 2017, the Company sold or redeemed securities with a cost basis of $2,933,131$2,335,015 and recognized a Gain on Sale of Securities Transactions of $806,108.$100,153. In addition, the Company recognized dividend income on its investment in securities of $2,862,644 for the three months ended December 31, 2017. The Company also made purchases of $29,305,625$19,714,857 in Securities Available for Sale at Fair Value. Of this amount, the Company made total purchases of 113,68614,252 common shares of UMH Properties, Inc. (UMH), a related REIT, for a total cost of $1,526,915,$203,097, or a weighted average cost of $13.43$14.25 per share, of which 100,686 shares were purchased through UMH’s Dividend Reinvestment and Stock Purchase Plan. The Company owned a total of 1,103,0131,142,568 UMH common shares as of MarchDecember 31, 2017 at a total cost of $10,832,600$11,434,947 and a fair value of $16,776,822.$17,024,261. The Company owns 200,000 shares of UMH’s 8.25% Series A Cumulative Redeemable Preferred Stock at a total cost of $5,000,000 with a fair value of $5,178,000 and the Company owns 100,000 shares of UMH’s 8.00% Series B Cumulative Redeemable Preferred Stock at a total cost of $2,500,000 with a fair value of $2,678,130.$2,731,550. The unrealized gain on the Company’s investment in UMH’s common and preferred stock as of MarchDecember 31, 2017 was $6,300,352.$5,820,864.

 

As of MarchDecember 31, 2017, the Company had total net unrealized holding gainslosses on its securities portfolio of $12,370,289.$4,142,572. The Company considers many factors in determining whether a security is other than temporarily impaired, including the nature of the security and the cause, severity and duration of the impairment. The Company normally holds REIT securities long-term and has the ability and intent to hold these securities to recovery. The following is a summary of the securities that the Company has determined to be temporarily impaired as of MarchDecember 31, 2017:

 

 Less than 12 Months 12 Months or Longer  Less than 12 Months  12 Months or Longer 
    Unrealized     Unrealized     Unrealized     Unrealized 
Description of Securities Fair Value Losses Fair Value Losses   Fair Value   Losses   Fair Value   Losses 
Preferred stock $719,700  $(26,140) $-0-  $-0-  $4,372,000  $(435,781) $-0-  $-0- 
Common stock  22,161,000   (717,560)  -0-   -0-   43,891,500   (13,494,567)  -0-   -0- 
Total $22,880,700  $(743,700) $-0-  $-0-  $48,263,500  $(13,930,348) $-0-  $-0- 

 

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The following is a summary of the range of losses:

 

Number of

Individual

Securities

  

Fair

Value

  

Unrealized

Losses

  Range of Loss 
 1  $5,943,000  $(79,460)  1%
 2   16,937,700   (664,240)  4%
 3  $22,880,700  $(743,700)    

Number of

Individual

Securities

 

 

Fair

Value

  

 

Unrealized

Losses

  

 

Range of Loss

 
2 $21,899,500  $(1,823,408)  1%-10%
1  7,120,000   (1,278,551)  15%
1  19,244,000   (10,828,389)  36%
4 $48,263,500  $(13,930,348)    

 

NOTE 5 – DEBT

 

For the three months ended MarchDecember 31, 2017 and 2016, amortization of financing costs included in interest expense was $384,984$293,894 and $238,671, respectively. For the six months ended March 31, 2017 and 2016, amortization of financing costs included in interest expense was $665,897 and $473,038,$280,913, respectively.

 

The following is a summary of our Fixed Rate Mortgage Notes Payable as of MarchDecember 31, 2017 and September 30, 2016:2017:

 

 3/31/2017 9/30/2016  12/31/2017  9/30/2017 
 Amount Weighted Average Interest Rate (1) Amount Weighted Average Interest Rate (1)  Amount  Weighted Average
Interest
Rate (1)
  Amount  Weighted Average
Interest
Rate (1)
 
Fixed Rate Mortgage Notes Payable $484,047,676   4.37% $483,748,153   4.48% $620,411,537   4.16% $598,962,567   4.18%
                                
Debt Issuance Costs $9,623,592      $9,424,697      $10,878,623      $10,597,083     
Accumulated Amortization of Debt Issuance Costs  (3,174,221)      (3,152,554)      (3,118,521)      (2,998,887)    
Unamortized Debt Issuance Costs $6,449,371      $6,272,143      $7,760,102      $7,598,196     
                                
Fixed Rate Mortgage Notes Payable, net of Unamortized Debt Issuance Costs $477,598,305      $477,476,010      $612,651,435      $591,364,371     

 

(1) Weighted average interest rate excludes amortization of debt issuance costs.

(1)Weighted average interest rate excludes amortization of debt issuance costs.

 

As of MarchDecember 31, 2017, interest payable on these mortgages were at fixed rates ranging from 3.45% to 7.60%, with a weighted average interest rate of 4.37%4.16%. This compares to a weighted average interest rate of 4.48%4.18% as of September 30, 20162017 and 4.60%4.44% as of MarchDecember 31, 2016. As of MarchDecember 31, 2017, the weighted average loan maturity of the Fixed Rate Mortgage Notes Payable was 10.711.5 years. This compares to a weighted average loan maturity of the Fixed Rate Mortgage Notes Payable of 10.511.6 years as of September 30, 20162017 and 9.310.7 years as of MarchDecember 31, 2016.

 

In connection with the two properties acquired during the sixthree months ended MarchDecember 31, 2017, which are located in Hamburg (Buffalo), NYCharleston, SC and Ft. Myers, FLOklahoma City, OK (as described in Note 3), the Company obtained two, fifteenone 15 year, fully-amortizing mortgage loans.loan and one, 10 year loan, amortizing over 18 years. The two mortgage loans originally totaled $38,000,000$33,800,000 with an original weighted average mortgage loan maturity of 12.1 years and have a weighted average interest rate of 4.01%3.89%.

 

During the sixthree months ended MarchDecember 31, 2017, the Company fully repaid nineone mortgage loans associated with eight ofloan for its propertiesproperty located in Jacksonville, FL; El Paso, TX; Lebanon, OH; Halfmoon, NY; Bedford Heights, OH; Hanahan, SC; Elgin, IL and Kansas City, MO,Richfield, OH, totaling approximately $21,174,000.$2,633,000.

 

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Subsequent to the quarter end, on May 1, 2017, the Company fully repaid three mortgage loans associated with three properties located in Chattanooga, TN; Roanoke, VA and Orion, MI, totaling approximately $12,014,000.

During the six months ended March 31, 2017, the Company fully repaid its two term loans totaling $4,768,266. One loan totaling $2,284,633 had an interest rate of 4.90% and one loan totaling $2,483,633 had a variable annual interest rate of prime plus 0.75% with a floor of 4.50%. The interest rate on the date this loan was fully repaid was 4.50%.

As of MarchDecember 31, 2017, Loans Payable represented the amount drawn down on the Company’s $200,000,000 unsecured line of credit facility (the “Facility”), maturingFacility) in the amount of $110,000,000.

The Facility matures in September 2020 with a one year extension at the Company’s option (subject to various conditions as specified in the loan agreement). During the sixthree months ended MarchDecember 31, 2017, the Company repaid $50,000,000 under the Facility and the Company did not make anyhad no additional draws under Facility. As of March 31, 2017, $26,000,000 was drawn down under the Facility. Availability under the Facility is limited to 60% of the value of the borrowing base properties. The value of the borrowing base properties is determined by applying a 7.0% capitalization rate to the NOI generated by the Company’s unencumbered, wholly-owned industrial properties. Borrowings under the Facility, will, at the Company’s election, either i) bear interest at LIBOR plus 140 basis points to 220 basis points, depending on the Company’s leverage ratio, or ii) bear interest at BMO’s prime lending rate plus 40 basis points to 120 basis points, depending on the Company’s leverage ratio. The Company’s borrowings as of MarchDecember 31, 2017, based on the Company’s leverage ratio as of MarchDecember 31, 2017, bear interest at LIBOR plus 170 basis points, which was at an interest rate of 2.68%3.06% as of MarchDecember 31, 2017. In addition, the Company has a $100,000,000 accordion feature, bringing the total potential availability under the Facility (subject to various conditions as specified in the loan agreement) up to $300,000,000.

The Company also invests in equity securities of other REITs which provides the Company with additional liquidity, diversification and income and serves as a proxy for real estate when more favorable risk adjusted returns are not available. The Company from time to time may purchase these securities on margin, at an interest rate of 2.0%, when the interest and dividend yields exceed the cost of funds. In general, the Company may borrow up to 50% of the value of the marketable securities, which was $130,431,475 as of December 31, 2017. As of December 31, 2017, there were no draws against the margin.

 

NOTE 6 – SHAREHOLDERS’ EQUITY

 

The Company’s authorized stock as of MarchDecember 31, 2017 consisted of 193,289,750192,039,750 shares of common stock, of which 72,107,64077,209,110 shares were issued and outstanding, 2,300,000 shares of 7.875% Series B Cumulative Redeemable Preferred Stock, $0.01 par value per share (Series B Preferred Stock), of which all were authorized, issued and outstanding, 8,850,00012,400,000 authorized shares of 6.125% Series C Cumulative Redeemable Preferred Stock, $0.01 par value per share (Series(6.125% Series C Preferred Stock), of which 8,400,00010,879,379 were issued and outstanding, and 200,000,000 authorized shares of Excess Stock, $0.01 par value per share, of which none were issued or outstanding.

 

Common Stock

 

On October 1, 2015,2, 2017, the Company’s Board of Directors approved a 6.7%6.25% increase in the Company’s quarterly common stock dividend, raising it to $0.17 per share from $0.16 per share, from $0.15 per share. Thisrepresenting the Company’s second dividend increase in three years. The increased dividend represents an annualized dividend rate of $0.64$0.68 per share. The Company has maintained or increased its cash dividend for twenty-five26 consecutive years.

 

The Company raised $42,349,721$25,531,430 (including dividend reinvestments of $4,536,751)$2,919,972) from the issuance of 3,186,6681,546,089 shares of common stock under its Dividend Reinvestment and Stock Purchase Plan (DRIP)DRIP during the sixthree months ended MarchDecember 31, 2017. During the sixthree months ended MarchDecember 31, 2017, the Company paid $22,613,315$13,016,721 in total cash dividends, or $0.16$0.17 per share, to common shareholders, of which $4,536,751$2,919,972 was reinvested in the DRIP.

 

On April 4, 2017,January 16, 2018, the Company declared a dividend of $0.16$0.17 per share to be paid JuneMarch 15, 20172018 to common shareholders of record as of the close of business on MayFebruary 15, 2017.2018.

 

On January 17, 2017,16, 2018, the Board of Directors reaffirmed its Share Repurchase Program that authorizes the Company to purchase up to $10,000,000 in the aggregate of the Company’s common stock. The Company may repurchase its shares from time to time if, in the opinion of the Board of Directors, such acquisition is advantageous to the Company. No shares were repurchased during the sixthree months ended MarchDecember 31, 2017 and, as of MarchDecember 31, 2017, the Company does not own any of its own shares.

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7.625%6.125% Series A Cumulative Redeemable Preferred Stock

On September 14, 2016, the Company announced that it intended to redeem all 2,139,750 issued and outstanding shares of its 7.625% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share (7.625% Series A Preferred Stock). The Company redeemed all of the outstanding shares of the 7.625% Series A Preferred Stock on October 14, 2016, at a redemption price of $25.00 per share, totaling $53,493,750, plus all dividends accrued and unpaid to and including the redemption date, in an amount equal to $0.23299 per share, totaling $498,540, for a total cash payment of $25.23299 per share, totaling $53,992,290.

7.875% Series BC Cumulative Redeemable Preferred Stock

 

During the sixthree months ended MarchDecember 31, 2017, the Company paid $2,264,065$4,080,685 in Preferred Dividends, or $0.984375$0.3828125 per share, on its outstanding 6.125% Series BC Preferred Stock.Stock for the period September 1, 2017 through November 30, 2017. As of December 31, 2017, the Company has accrued Preferred Dividends of $1,388,254 covering the period December 1, 2017 to December 31, 2017. Dividends on the 6.125% Series BC Preferred Stock are cumulative and payable quarterly at an annual rate of $1.96875$1.53125 per share. The 6.125% Series BC Preferred Stock has no maturity date and will remain outstanding indefinitely unless redeemed or otherwise repurchased. Except in limited circumstances relating to the Company’s qualification as a REIT, the Series B Preferred Stock is not redeemable prior to June 7, 2017. On and after June 7, 2017, at any time and, from time to time, the Series B Preferred Stock will be redeemable in whole, or in part, atconnection with a change of control, the Company’s option, at a cash redemption price of $25.00 per share, plus all accrued and unpaid dividends (whether or not declared) to, but not including, the date of redemption. As discussed below, the Company intends to use the proceeds from the issuance of the 3,000,000 additional shares of its 6.125% Series C Preferred Stock to redeem all of the 2,300,000 outstanding shares of its 7.875% Series B Preferred Stock. Once the 7.875% Series B Preferred Stock is called for redemption (which cannot occur less than 30 days nor more than 60 days prior to the redemption date), the Company will recognize a preferred share redemption charge of approximately $2,467,000 related to the original issuance costs. On April 4, 2017, the Company declared a dividend of $0.4921875 per share to be paid June 15, 2017 to Series B preferred shareholders of record as of the close of business on May 15, 2017.

6.125% Series C Cumulative Redeemable Preferred Stock

On March 9, 2017, the Company issued an additional 3,000,000 shares of its 6.125% Series C Preferred Stock, liquidation preference of $25.00 per share, at a public offering price of $24.50 per share, for gross proceeds of $73,500,000 before deducting the underwriting discount and offering expenses. Net proceeds from the offering, after deducting underwriting discounts and other offering expenses were approximately $71,017,000. As discussed above, the Company intends to use the net proceeds from this offering to redeem all of the outstanding shares of its 7.875% Series B Preferred Stock, which are not redeemable prior to June 7, 2017. The remaining proceeds were used to reduce the amount outstanding under the Company’s revolving credit facility and will be used to purchase properties and fund expansions of existing properties in the ordinary course of its business and for general corporate purposes. Prior to the issuance of the additional 3,000,000 shares of the 6.125% Series C Preferred Stock on March 9, 2017, the Company had 5,400,000 of Series C Preferred Stock shares issued and outstanding. As of March 31, 2017, 8,400,000 shares of the 6.125% Series C Preferred Stock were issued and outstanding.

During the six months ended March 31, 2017, the Company paid $3,858,754 in Preferred Dividends, or $0.714584 per share, on its outstanding Series C Preferred Stock for the period September 13, 2016 through February 28, 2017. Dividends on the Series C Preferred Stock are cumulative and payable quarterly at an annual rate of $1.53125 per share. The Series C Preferred Stock has no maturity and will remain outstanding indefinitely unless redeemed or otherwise repurchased. Except in limited circumstances relating to the Company’s qualification as a REIT, the Series C Preferred Stock is not redeemable prior to September 15, 2021. On and after September 15, 2021, at any time, and from time to time, the 6.125% Series C Preferred Stock will be redeemable in whole, or in part, at the Company’s option, at a cash redemption price of $25.00 per share, plus all accrued and unpaid dividends (whether or not declared) to, but not including, the date of redemption. On April 4, 2017,January 16, 2018, the Company declared a dividend of $0.3828125 per share to be paid JuneMarch 15, 20172018 to the 6.125% Series C preferredPreferred shareholders of record as of the close of business on MayFebruary 15, 2017.2018.

 

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On June 29, 2017, the Company entered into an At-The-Market Preferred Equity Program (Preferred Stock ATM Program) with FBR Capital Markets & Co. in which the Company may, from time to time, offer and sell additional shares of its 6.125% Series C Preferred Stock, with a liquidation preference of $25.00 per share, having an aggregate sales price of up to $100,000,000. The Company began selling shares through the Preferred Stock ATM Program on July 3, 2017. During the three months ended December 31, 2017, the Company sold 1,039,934 shares under its Preferred Stock ATM Program at a weighted average price of $25.13 per share, and generated net proceeds, after offering expenses, of approximately $25,688,000.

As of December 31, 2017, 10,879,379 shares of the 6.125% Series C Preferred Stock were issued and outstanding.

Subsequent to the quarter end, through January 24, 2018, the Company sold 145,997 shares under its Preferred Stock ATM Program at a weighted average price of $25.04 per share, and realized net proceeds, after offering expenses, of approximately $3,595,000.

 

NOTE 7 - FAIR VALUE MEASUREMENTS

 

The Company measures certain financial assets and liabilities at fair value on a recurring basis, including Securities Available for Sale at Fair Value. The Company’s financial assets consist mainly of marketable REIT securities. The fair value of these financial assets was determined using the following inputs at MarchDecember 31, 2017 and September 30, 2016:2017:

 

  Fair Value Measurements at Reporting Date Using 
  Total  

Quoted Prices in Active Markets for Identical Assets

(Level 1)

  

Significant Other Observable Inputs

(Level 2)

  

Significant Unobservable Inputs

(Level 3)

 
As of March 31, 2017:                
Equity Securities – Preferred Stock $13,606,625  $13,606,625  $-0-  $-0- 
Equity Securities – Common Stock  85,793,857   85,793,857   -0-   -0- 
Mortgage Backed Securities  4,928   4,928   -0-   -0- 
Total Securities Available for Sale at Fair Value $99,405,410  $99,405,410  $-0-  $-0- 
                 
As of September 30, 2016:                
Equity Securities – Preferred Stock $13,769,073  $13,769,073  $-0-  $-0- 
Equity Securities – Common Stock  59,830,271   59,830,271   -0-   -0- 
Mortgage Backed Securities  5,550   5,550   -0-   -0- 
Total Securities Available for Sale at Fair Value $73,604,894  $73,604,894  $-0-  $-0- 

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  Fair Value Measurements at Reporting Date Using 
   Total   

Quoted Prices
in Active Markets for Identical
Assets

(Level 1)

   

Significant Other Observable Inputs

(Level 2)

   

Significant Unobservable Inputs

(Level 3)

 
As of December 31, 2017:                
Equity Securities – Preferred Stock $8,818,945  $8,818,945  $-0-  $-0- 
Equity Securities – Common Stock  121,608,411   121,608,411   -0-   -0- 
Mortgage Backed Securities  4,119   4,119   -0-   -0- 
Total Securities Available for Sale at Fair Value $130,431,475  $130,431,475  $-0-  $-0- 
                 
As of September 30, 2017:                
Equity Securities – Preferred Stock $11,818,628  $11,818,628  $-0-  $-0- 
Equity Securities – Common Stock  111,941,806   111,941,806   -0-   -0- 
Mortgage Backed Securities  4,336   4,336   -0-   -0- 
Total Securities Available for Sale at Fair Value $123,764,770  $123,764,770  $-0-  $-0- 

 

In addition to the Company’s investments in Securities Available for Sale at Fair Value, the Company is required to disclose certain information about fair values of its other financial instruments. Estimates of fair value are made at a specific point in time based upon, where available, relevant market prices and information about the financial instrument. Such estimates do not include any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. For a portion of the Company’s other financial instruments, no quoted market value exists. Therefore, estimates of fair value are necessarily based on a number of significant assumptions (many of which involve events outside the control of management). Such assumptions include assessments of current economic conditions, perceived risks associated with these financial instruments and their counterparties; future expected loss experience and other factors. Given the uncertainties surrounding these assumptions, the reported fair values represent estimates only, and therefore cannot be compared to the historical accounting model. The use of different assumptions or methodologies is likely to result in significantly different fair value estimates.

 

The fair value of Cash and Cash Equivalents approximates their current carrying amounts since all such items are short term in nature. The fair value of variable rate Loans Payable approximates their current carrying amounts, since such amounts payable are at approximately a weighted-average current market rate of interest. The estimated fair value of Fixed Rate Mortgage Notes Payable is based on discounting the future cash flows at a yearend risk adjusted borrowing rate currently available to the Company for issuance of debt with similar terms and remaining maturities. These fair value measurements fall within level 2 of the fair value hierarchy. At MarchDecember 31, 2017, the Fixed Rate Mortgage Notes Payable fair value (estimated based upon expected cash outflows discounted at current market rates) amounted to approximately $493,348,000$624,966,000 and the carrying value amounted to $484,047,676. When the Company acquires a property, it is required to fair value all of the assets and liabilities, including intangible assets and liabilities, relating to the properties acquired lease (See Note 3).$620,411,537. Those fair value measurements are estimated based on independent third party appraisals and fall within level 3 of the fair value hierarchy.

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NOTE 8 - SUPPLEMENTAL CASH FLOW INFORMATION

 

Cash paid for interest during the sixthree months ended MarchDecember 31, 2017 and 2016 was approximately $12,108,000$7,198,000 and $10,430,000,$5,882,000, respectively.

 

During the sixthree months ended MarchDecember 31, 2017 and 2016, the Company had dividend reinvestments of $4,536,751$2,919,972 and $4,174,782,$2,077,156, respectively, which required no cash transfers.

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NOTE 9 – CONTINGENCIES AND COMMITMENTS

 

From time to time, the Company may be subject to claims and litigation in the ordinary course of business. Management does not believe that any such claim or litigation will have a material adverse effect on the Consolidated Balance Sheets or results of operations.

 

In addition to the property purchased subsequent to the quarter end, as described below in Note 10, the Company has entered into agreements to purchase eighttwo new build-to-suit, industrial buildings that are currently being developed in Florida North Carolina, Ohio, Oklahoma,and South Carolina, and Texas, totalingconsisting of approximately 1,998,000660,000 square feet, with net-leased terms ranging from seven to fifteenof 10 and 15 years resulting inwith a weighted average lease maturityterm of 13.312 years. The aggregate purchase price for the eightthese properties is approximately $219,158,000. Five of the eight purchase commitments consisting of approximately 1,353,000$78,018,000. Approximately 261,000 square feet, or 68%40%, areis leased to investment grade tenants or their subsidiaries. Approximately 1,054,000 square feet, or 53%, are leased to FDX and its subsidiaries.FedEx Ground Package System, Inc. Subject to satisfactory due diligence and other customary closing conditions and requirements, we anticipate closing these eight transactions during the remainder of fiscal 20172018 and the first halfquarter of fiscal 2018.2019. In connection with the eighttwo properties, the Company has entered into commitments to obtain eighttwo mortgage loans totaling approximately $143,534,000$49,360,000 at fixed rates ranging from 3.60% to 4.45%of 3.82% and 4.25%, with a weighted average interest rate of 3.89%3.99%. SevenBoth of these mortgage loans are 15 year, fully-amortizing loansloans.

The Company is under contract to sell two properties consisting of (i) an 87,500 square foot vacant building located in Ft. Myers, FL, for $6,400,000, which is approximately $2,400,000 above the Company’s U.S. GAAP net book carrying value and oneis anticipated to close during the second quarter of fiscal 2018 (ii) a 68,370 square foot building located in Colorado Springs, CO for $5,800,000, which is approximately the Company’s U.S. GAAP net book carrying value and is anticipated to close during the third quarter of fiscal 2018. The completion of these mortgage loans is a 12 year, fully-amortizing loan, resulting in a weighted average loan term of 14.9 years.two sales are subject to customary closing conditions and requirements.

 

NOTE 10 – SUBSEQUENT EVENTS

 

Material subsequent events have been evaluated and are disclosed herein.

 

On April 4, 2017,January 16, 2018, the Company declared a common dividend of $0.16$0.17 per share to be paid JuneMarch 15, 20172018 to common shareholders of record as of the close of business on MayFebruary 15, 2017.2018.

 

On April 4, 2017,January 16, 2018, the Company declared a dividend of $0.4921875 per share to be paid June 15, 2017 to Series B preferred shareholders of record as of the close of business on May 15, 2017.

On April 4, 2017, the Company declared a dividend of $0.3828125 per share to be paid JuneMarch 15, 20172018 to Series C preferred shareholders of record as of the close of business on MayFebruary 15, 2017.2018.

 

On April 5, 2017,January 22, 2018, the Company purchased a newly constructed 343,483831,764 square foot industrial building, situated on 62.4 acres, located in Walker, MI, which is located in the Grand Rapids MSA.Savannah, GA. The building is 100% net-leased to FedEx Ground Package System,Shaw Industries, Inc. and is guaranteed by Shaw Industries Group, Inc., a wholly owned subsidiary of Berkshire Hathaway, Inc. for fifteen10 years through January 2032.September 2027. The purchase price was $32,120,000.$57,483,636. The Company obtained a 1514 year fully-amortizing mortgage loan of $20,875,000$33,300,000 at a fixed interest rate of 3.86%3.53%. Annual rental revenue over the remaining term of the lease averages approximately $2,102,000.$3,470,000.

 

Subsequent to the quarter end, on May 1, 2017,through January 24, 2018, the Company fully repaid three mortgage loans associated with three properties located in Chattanooga, TN; Roanoke, VAsold 145,997 shares under its Preferred Stock ATM Program at a weighted average price of $25.04 per share, and Orion, MI, totalingrealized net proceeds, after offering expenses, of approximately $12,014,000.$3,595,000.

 

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

Overview and Recent Activity

 

The following discussion and analysis of the consolidated financial condition and results of operations should be read in conjunction with the Consolidated Financial Statements and notes thereto provided elsewhere herein and the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2016.2017.

 

The Company operates as a Real Estate Investment Trustreal estate investment trust (REIT). The Company seeks to invest in well-located, modern single-tenant industrial buildings leased primarily to investment grade tenants or their subsidiaries on long-term net leases. During the sixthree months ended MarchDecember 31, 2017, the Company purchased two net-leased industrial properties, located in Hamburg (Buffalo), NYCharleston, SC and Ft. Myers, FL,Oklahoma City, OK totaling approximately 552,000422,000 square feet, for approximately $56,102,000.$52,122,000. In connection with the two properties acquired during the sixthree months ended MarchDecember 31, 2017, the Company entered into two, fifteenone, 15 year, fully-amortizing mortgage loans.loan and one 10 year mortgage loan, amortizing over 18 years. The two mortgage loans originally totaled $38,000,000$33,800,000 with an original weighted average loan maturity of 12.1 years and have a weighted average interest rate of 4.01%3.89%. As of MarchDecember 31, 2017, the Company owned one hundred108 properties with total square footage of approximately 16,554,000.19,096,000. These properties are located in thirty30 states. As of the quarter ended MarchDecember 31, 2017, the Company’s weighted average lease maturity was approximately 7.47.9 years, its occupancy rate was 100%99.5% and its annualized average base rent per occupied square foot was $5.79.$5.99. As of MarchDecember 31, 2017, the weighted average building age, based on the square footage of the Company’s buildings, was 10.09.1 years. In addition, total gross real estate investments, excluding marketable REIT securities investments of $99,405,410,$130,431,475, were $1,224,207,318$1,484,039,198 as of MarchDecember 31, 2017. Subsequent to quarter end, on April 5, 2017, the Company purchased a newly constructed 343,483 square foot industrial building located in the Grand Rapids, MI Metropolitan Statistical Area (MSA) for $32,120,000.

 

The Company’s revenue primarily consists of Rental and Reimbursement Revenue from the ownership of industrial rental properties.Company evaluates its financial performance using Net Operating Income (“NOI”)(NOI) from property operations, which is defineda non-GAAP financial measure that the Company defines as Net Income Attributable to Common Shareholders plus Redemption of Preferred Stock, Preferred Dividends, General &and Administrative Expenses, AcquisitionsAcquisition Costs, Depreciation, Amortization of Capitalized Lease Costs &and Intangible Assets, and Interest Expense, including Amortization of Financing Costs, less Dividend and Interest Income, Gain on Sale of Securities Transactions, Lease Termination Income and Gain on Sale of Securities Transactions.Real Estate Investments. The components of NOI are recurring Rental and Reimbursement Revenue, less Real Estate Taxes and Operating Expenses, such as insurance, utilities and repairs and maintenance. Other REITs may use different methodologies to calculate NOI from property operations increased $3,980,261, or 21%,and, accordingly, our NOI may not be comparable to all other REITs.

The following is a reconciliation of the Company’s Net Income Attributable to Common Shareholders to the Company’s NOI for the three months ended March 31, 2017 as compared to the three months ended March 31, 2016 and increased $8,304,562, or 22%, for the six months ended March 31, 2017 as compared to the six months ended March 31, 2016. These increases were due to the additional income related to eight industrial properties purchased during fiscal 2016 and two industrial properties purchased during the six months ended March 31, 2017.

The Company’s NOI for the three and six months ended MarchDecember 31, 2017 and 2016 is calculated as follows:2016:

 

 Three Months Ended Six Months Ended  Three Months Ended 
 3/31/2017 3/31/2016 3/31/2017 3/31/2016   12/31/2017   12/31/2016 
Net Income Attributable to Common Shareholders $4,842,575  $4,980,189  $10,998,736  $9,767,086  $13,313,455  $6,156,161 
Plus: Preferred Dividends  3,582,036   2,151,758   7,279,796   4,303,516   4,316,946   3,697,760 
Plus: General & Administrative Expenses  2,078,538   2,221,445   3,521,001   3,557,409   1,947,032   1,442,463 
Plus: Acquisition Costs  -0-   265,012   178,526   410,597   -0-   178,526 
Plus: Depreciation  7,139,077   5,786,062   14,131,572   11,381,494   8,483,984   6,992,495 
Plus: Amortization of Capitalized Lease Costs and Intangible Assets  427,756   486,360   875,553   972,971   538,071   447,797 
Plus: Interest Expense, including Amortization of
Financing Costs
  7,405,947   6,163,219 
Less: Dividend and Interest Income  (1,439,182)  (1,379,668)  (2,731,333)  (2,564,321)  (2,864,217)  (1,292,151)
Less: Gain on Sale of Securities Transactions  -0-   (878,962)  (806,108)  (887,342)  (100,153)  (806,108)
Plus: Interest Expense, including Amortization of Financing Costs  6,537,264   5,555,607   12,700,483   10,902,254 
Less: Gain on Sale of Real Estate Investments  (5,387,886)  -0- 
Less: Lease Termination Income  (210,261)  -0- 
Net Operating Income- NOI $23,168,064  $19,187,803  $46,148,226  $37,843,664  $27,442,918  $22,980,162 

 

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The components of the Company’s NOI for the three and six months ended MarchDecember 31, 2017 and 2016 is as follows:

 

 Three Months Ended Six Months Ended  Three Months Ended 
 3/31/2017 3/31/2016 3/31/2017 3/31/2016  12/31/2017  12/31/2016 
              
Rental Revenue $23,610,830  $19,610,868  $46,891,686  $38,675,787  $27,692,482  $23,280,856 
Reimbursement Revenue  3,697,361   3,355,970   7,598,116   6,550,413   5,049,340   3,900,755 
Total Rental and Reimbursement Revenue  27,308,191   22,966,838   54,489,802   45,226,200   32,741,822   27,181,611 
Real Estate Taxes  (2,851,862)  (2,675,677)  (5,758,843)  (5,047,813)  (3,862,663)  (2,906,981)
Operating Expense  (1,288,265)  (1,103,358)  (2,582,733)  (2,334,723)
Operating Expenses  (1,436,241)  (1,294,468)
Net Operating Income- NOI $23,168,064  $19,187,803  $46,148,226  $37,843,664  $27,442,918  $22,980,162 

NOI from property operations increased $4,462,756, or 19%, for the three months ended December 31, 2017 as compared to the three months ended December 31, 2016. This increase was due to the additional income related to ten industrial properties purchased during fiscal 2017 and two industrial properties purchased during the three months ended December 31, 2017.

 

Acquisitions

 

On October 17, 2016,November 2, 2017, the Company purchased a newly constructed 338,584121,683 square foot industrial building, situated on 16.2 acres, located in Hamburg, NY, which is in the Buffalo MSA.Charleston, SC. The building is 100% net-leased to FedEx Ground Package System, Inc.Corporation (FDX) for fifteen15 years through March 2031.August 2032. The purchase price was $35,100,000.$21,872,170. The Company obtained a 15 year fully-amortizing mortgage loan of $23,500,000$14,200,000 at a fixed interest rate of 4.03%4.23%. Annual rental revenue over the remaining term of the lease averages approximately $2,309,000. In connection with the acquisition, the Company completed its evaluation of the acquired lease. As a result of its evaluation, the Company allocated $250,000 to an Intangible Asset associated with the lease in-place.$1,312,000.

 

On DecemberNovember 30, 2016,2017, the Company purchased a newly constructed 213,672300,000 square foot industrial building, situated on 123 acres, located in Ft. Myers, FL.Oklahoma City, OK. The building is 100% net-leased to FedEx Ground Package System,Amazon.com Services, Inc. for ten10 years through September 2026.October 2027. The purchase price was $21,001,538.$30,250,000. The Company obtained a 1510 year fully-amortizing mortgage loan, amortizing over 18 years, of $14,500,000$19,600,000 at a fixed interest rate of 3.97%3.64%. Annual rental revenue over the remaining term of the lease averages approximately $1,365,000. In connection with the acquisition, the Company completed its evaluation of the acquired lease. As a result of its evaluation, the Company allocated $201,538 to an Intangible Asset associated with the lease in-place.$1,884,000.

 

Subsequent to the quarter end, on April 5, 2017,January 22, 2018, the Company purchased a newly constructed 343,483831,764 square foot industrial building, situated on 62.4 acres, located in Walker, MI, which is located in the Grand Rapids MSA.Savannah, GA. The building is 100% net-leased to FedEx Ground Package System,Shaw Industries, Inc. for fifteen10 years through January 2032.September 2027. The purchase price was $32,120,000.$57,483,636. The Company obtained a 1514 year fully-amortizing mortgage loan of $20,875,000$33,300,000 at a fixed interest rate of 3.86%3.53%. Annual rental revenue over the remaining term of the lease averages approximately $2,102,000.$3,470,000.

 

FedEx Ground Package System,FDX, Amazon.com Services, Inc.’s ultimate parent, FedEx Corporation (FDX) is aAmazon.com, Inc. and Shaw Industries, Inc.’s ultimate parent, Berkshire Hathaway, Inc. are publicly-owned companycompanies and financial information related to this entitythese entities is available at the SEC’s website,www.sec.gov. www.sec.gov. The references in this report to the SEC’s website are not intended to and do not include or incorporate by reference into this report the information of FDX on such website.those websites.

 

Expansions

 

On OctoberNovember 1, 2016,2017, a 50,625 square footparking lot expansion of the buildingfor a property leased to FedEx Ground Package System, Inc., a subsidiary of FDX, located in Edinburg, TXIndianapolis, IN was completed for a total project cost of approximately $4,762,000,$1,683,000, resulting in a new 10 year lease which extended the prior lease expiration date from September 2021 through September 2026.April 2024 to October 2027. In addition, the expansion resulted in an increase in annual rent effective from the date of completion of approximately $499,000$184,000 from approximately $598,000,$1,533,000, or $5.27$4.67 per square foot, to approximately $1,097,000,$1,717,000, or $6.68$5.24 per square foot.

Disposition

Two leases that were set to expire during fiscal 2018 were leased to Kellogg Sales Company (Kellogg) at the Company’s 65,067 square foot facility located in Kansas City, MO through July 31, 2018 and at the Company’s 50,400 square foot facility located in Orangeburg, NY through February 28, 2018. Kellogg informed the Company that it will not be renewing its leases at these two properties. On December 18, 2017, the Company sold its property, located in Kansas City, MO for $4,900,000, with net sale proceeds to the Company of approximately $4,602,000 and on December 22, 2017, the Company sold its property, located in Orangeburg, NY for $6,170,000, with net sale proceeds to the Company of approximately $5,898,000. The sale of these two properties resulted in a realized gain of approximately $5,388,000, representing a 105% gain over the depreciated U.S. GAAP basis and a realized net gain on a historic cost undepreciated basis of approximately $1,804,000, representing a 21% net gain over the Company’s historic cost basis. In conjunction with the sale of these two properties, the Company simultaneously entered into a lease termination agreement for each property whereby the Company received a termination fee from Kellogg totaling approximately $210,000 which represents a weighted average of 80% of the then remaining rent due under each respective lease.

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Disposition

On October 27, 2016, the Company sold its only vacant building consisting of a 59,425 square foot industrial building situated on 4.78 acres located in White Bear Lake, MN for net proceeds of approximately $4,126,000.

Commitments

 

In addition to the property purchased subsequent to the quarter end, as described above, the Company has entered into agreements to purchase eighttwo new build-to-suit, industrial buildings that are currently being developed in Florida North Carolina, Ohio, Oklahoma,and South Carolina, and Texas, totalingconsisting of approximately 1,998,000660,000 square feet, with net-leased terms ranging from seven to fifteenof 10 and 15 years resulting inwith a weighted average lease maturityterm of 13.312 years. The aggregate purchase price for the eightthese properties is approximately $219,158,000. Five of the eight purchase commitments, consisting of approximately 1,353,000$78,018,000. Approximately 261,000 square feet, or 68%40%, areis leased to investment grade tenants or their subsidiaries. Approximately 1,054,000 square feet, or 53%, are leased to FDX and its subsidiaries.FedEx Ground Package System, Inc. Subject to satisfactory due diligence and other customary closing conditions and requirements, we anticipate closing these eight transactions during the remainder of fiscal 20172018 and the first halfquarter of fiscal 2018.2019. In connection with the eighttwo properties, the Company has entered into commitments to obtain eight mortgagestwo mortgage loans totaling approximately $143,534,000$49,360,000 at fixed rates ranging from 3.60% to 4.45%of 3.82% and 4.25%, with a weighted average interest rate of 3.89%3.99%. SevenBoth of these mortgage loans are 15 year, fully-amortizing loansloans.

The Company is under contract to sell two properties consisting of (i) an 87,500 square foot vacant building located in Ft. Myers, FL, for $6,400,000, which is approximately $2,400,000 above the Company’s U.S. GAAP net book carrying value and oneis anticipated to close during the second quarter of fiscal 2018 (ii) a 68,370 square foot building located in Colorado Springs, CO for $5,800,000, which is approximately the Company’s U.S. GAAP net book carrying value and is anticipated to close during the third quarter of fiscal 2018. The completion of these mortgage loans is a 12 year, fully-amortizing loan, resulting in a weighted average loan term of 14.9 years.two sales are subject to customary closing conditions and requirements.

 

See PART I, Item 1 – Business in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 20162017 for a more complete discussion of the economic and industry-wide factors relevant to the Company and the opportunities, challenges, and risks on which the Company is focused.

 

Significant Accounting Policies and Estimates

 

The discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with Accounting Principles Generally Accepted in the United States of America (U.S. GAAP). The preparation of these Consolidated Financial Statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities at the date of the Company’s Consolidated Financial Statements. Actual results may differ from these estimates under different assumptions or conditions.

 

On a regular basis, management evaluates our assumptions, judgments and estimates. Management believes that there have been no material changes to the items that we disclosed as our significant accounting policies and estimates under Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in our annual report on Form 10-K for fiscal year ended September 30, 2016.2017.

 

Changes in Results of Operations

 

As of MarchDecember 31, 2017, the Company owned one hundred108 properties with total square footage of approximately 19,096,000, as compared to 100 properties with total square footage of approximately 16,554,000, as compared to ninety-four properties with total square footage of approximately 14,551,000, as of MarchDecember 31, 2016, representing an increase in square footage of 14%15%. At quarter end, the Company’s weighted average lease expiration term was approximately 7.47.9 years as compared to 7.07.4 years at the end of the prior year period. The Company’s occupancy rate was 100%99.5% as of MarchDecember 31, 2017 as compared to 99.6%100.0% as of MarchDecember 31, 2016, representing an increasea decrease of 4050 basis points. The Company’s weighted average building age was 10.09.1 years as of MarchDecember 31, 2017 as compared to 10.49.9 years as of MarchDecember 31, 2016.

 

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Fiscal 20172018 Renewals

 

In fiscal 2017,2018, approximately 9%8% of our gross leasable area, representing thirteen16 leases totaling 1,539,5261,546,637 square feet, wereis set to expire. As of the date of this quarterly report, nine6 of the thirteen16 leases have renewed. One of the nine leases, (which is with FedEx Ground Package System, Inc. for a property located in Ft. Myers, FL), has renewed for only eight months because the tenant is in the process of moving its operations from our 87,500 square foot facility to our newly constructed facility, which is also located in Ft. Myers, FL. As discussed above, on December 30, 2016, we purchased this newly constructed 213,672 square foot industrial building which is leased for ten years through September 2026. Excluding the eight month lease renewal at the original Ft. Myers, FL location, the eightThe six leases that have renewed thus far represent 1,237,406568,898 square feet, or 80%37% of the expiring square footage, and have a weighted average lease term of 6.46.1 years.

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We have incurred, or we expect to incur tenant improvement costs of approximately $2,934,000$435,000 and leasing commission costs of approximately $1,140,000$432,000 in connection with these eightfive lease renewals. The table below summarizes the lease terms of the ninefive leases which were renewed. In addition, the table below includes both the tenant improvement costs and the leasing commission costs, which are presented on a per square foot (PSF) basis averaged over the renewal term.

 

Property Tenant Square
Feet
  Former
U.S. GAAP Straight- Line Rent
PSF
  Former
Cash Rent
PSF
  Former
Lease
Expiration
 Renewal
U.S GAAP Straight- Line Rent
PSF
  Renewal
Initial
Cash Rent
PSF
  Renewal
Lease
Expiration
 Renewal
Term
(years)
  Tenant
Improvement
Cost
PSF over
Renewal
Term (1)
  Leasing
Commission Cost
PSF over
Renewal
Term (1)
 
                               
Chattanooga, TN FedEx Express  60,637  $5.13  $5.13  10/31/17 $5.26  $5.26  10/31/22  5.0  $0.43  $0.11 
Lakeland, FL FedEx Express  32,105   4.83   4.83  11/30/17  4.83   4.83  11/30/27  10.0   0.37   0.10 
Orlando, FL FedEx Express  110,638   5.69   6.02  11/30/17  6.02   6.02  11/30/27  10.0   0.12   0.12 
St. Joseph, MO Altec Industries  126,880   2.75   2.75  2/28/18  2.94   2.87  2/28/23  5.0   0.01   0.13 
Edwardsville, KS Carlisle Tire  179,280   4.23   4.39  5/31/18  4.10   4.15  7/31/23  5.2   0.05   0.16 
Augusta, GA FedEx Ground  59,358   7.64   7.64  6/30/18  8.64   8.64  6/30/21  3.0   -0-   -0- 
  Total  568,898                                 
                                       
Weighted Average       $4.67  $4.78    $4.85  $4.85     6.1  $0.13  $0.12 

Property Tenant Square
Feet
  Former
U.S. GAAP Straight- Line Rent
PSF
  Former
Cash Rent
PSF
  Former
Lease
Expiration
 Renewal
U.S GAAP Straight- Line Rent
PSF
  Renewal
Initial
Cash Rent
PSF
  Renewal
Lease
Expiration
 Renewal
Term
(years)
  Tenant
Improvement
Cost
PSF over
Renewal
Term (1)
  Leasing
Commissions Cost
PSF over
Renewal
Term (1)
 
                               
Ft. Myers, FL FedEx Ground  87,500  $4.95  $4.95  c10/31/16 $4.95  $4.95  6/30/17  0.7  $-0-  $-0- 
                                       
Griffin, GA Caterpillar  218,120  $5.36  $5.36  11/30/16 $5.36  $5.36  11/30/17  1.0  $-0-  $0.11 
Elgin, IL Joseph T. Ryerson  89,052   5.68   5.68  1/31/17  5.68   5.68  1/31/20  3.0   0.17   0.17 
Newington, CT Kellogg Sales Co.  54,812   6.00   6.00  2/28/17  6.00   6.00  2/29/20  3.0   0.30   0.24 
Schaumburg, IL FedEx Express  73,500   6.88   7.00  3/31/17  6.50   6.50  3/31/27  10.0   0.24   0.13 
Tolleson, AZ Western Container  283,358   4.33   4.59  4/30/17  4.78   4.33  4/30/27  10.0   0.58   0.14 
Wheeling, IL FedEx Ground  123,000   11.26   11.26  5/31/17  10.34   10.34  5/31/27  10.0   0.41   0.21 
Cudahy, WI FedEx Ground  139,564   6.45   6.45  6/30/17  5.92   5.92  6/30/27  10.0   0.36   0.12 
St. Joseph, MO Woodstream Corp.  256,000   3.50   3.50  9/30/17  3.57   3.50  9/30/21  4.0   0.01   0.11 
  Total (2)  1,237,406                                 
                                       
Weighted Average (2)       $5.59  $5.66    $5.53  $5.42     6.4  $0.37  $0.14 
(1)Amount calculated based on the total cost divided by the square feet, divided by the renewal term.

 

(1) Amount calculated based on the total cost divided by the square feet, divided by the renewal term.

(2) Total and Weighted Average amounts exclude the Ft. Myers, FL property.

Excluding the eight-month lease renewal at the original Ft. Myers, FL location, representing 5.7% of the space coming up for renewal in fiscal 2017, the remaining eightThese six lease renewals result in a weighted average term of 6.46.1 years and a renewed U.S. GAAP straight-line weighted average lease rate of $5.53$4.85 per square foot. The renewed weighted average initial cash rent per square foot is $5.42.also $4.85. This compares to the former weighted average rent of $5.59$4.67 per square foot on a U.S. GAAP straight-line basis and the former weighted average cash rent of $5.66$4.78 per square foot, representing an increase in the weighted average lease rate of 3.9% on a U.S. GAAP straight-line basis and an increase in the weighted average lease rate of 1.5% on a cash basis.

Two leases that were set to expire during fiscal 2018 were leased to Kellogg at the Company’s 65,067 square foot facility located in Kansas City, MO through July 31, 2018 and at the Company’s 50,400 square foot facility located in Orangeburg, NY through February 28, 2018. Kellogg informed the Company that it will not be renewing its leases at these two properties. On December 18, 2017, the Company sold its property, located in Kansas City, MO for $4,900,000, with net sale proceeds to the Company of approximately $4,602,000 and on December 22, 2017, the Company sold its property, located in Orangeburg, NY for $6,170,000, with net sale proceeds to the Company of approximately $5,898,000. The sale of these two properties resulted in a realized gain of approximately $5,388,000, representing a 105% gain over the depreciated U.S. GAAP basis and a realized net gain on a historic cost undepreciated basis of approximately $1,804,000, representing a 21% net gain over the Company’s historic cost basis. In conjunction with the sale of these two properties, the Company simultaneously entered into a lease termination agreement for each property whereby the Company received a termination fee from Kellogg totaling approximately $210,000 which represents a weighted average of 80% of the then remaining rent due under each respective lease.

Another remaining lease set to expire during fiscal 2018 is leased to Caterpillar Logistics Services, Inc. (Caterpillar) at our 218,120 square foot facility located in Griffin, GA through December 31, 2017. In September 2017, we entered into a three year lease agreement with Rinnai America Corporation through December 31, 2020 for this location. The new lease commenced on January 1, 2018, with initial annual rent of $807,044, representing $3.70 per square foot, with 3.0% annual increases thereafter, resulting in a straight-line annualized rent of $831,000, representing $3.81 per square foot over the life of the lease. This compares to the former U.S. GAAP straight-line and the former cash rent of $5.36 per square foot, representing a decrease in the weighted average lease rate of 1.1%28.9% on a U.S. GAAP straight-line basis and a decrease in the weighted average lease rate of 4.2%31.0% on a cash basis. Of the four remaining leases that are set to expire, we have been

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Our 68,370 square foot facility located in Colorado Springs, CO is leased by FedEx Ground Package System, Inc. through September 30, 2018. The tenant has informed by one tenantus that they will not be renewing. This tenantrenewing this lease because they have moved its operations from our 68,370 square foot facility to our recently constructed 225,362 square foot facility, which is also located in Colorado Springs, CO. On June 9, 2016, we purchased this newly constructed 225,362 square foot industrial building, which is leased for 10 years through January 2026. The original 68,370 square foot Colorado Springs, CO facility is under contract to sell for $5,800,000, which is approximately the Company’s U.S. GAAP net book carrying value, and is anticipated to close during the third quarter of fiscal 2018, subject to customary closing conditions and requirements.

One of our tenants that leases a 36,27080,856 square feet facilityat our 255,658 square foot building located in Urbandale, IA. This facility represents 2% of the spaceMonaca (Pittsburgh), PA has informed us that was up for renewal in fiscalthey will not be renewing their lease, which expired on December 31, 2017. This tenant is currently leasing our space on a month-to-month basis.

The remaining threefive leases that are still set to expire during fiscal 20172018 are currently under discussion.

 

One property subject to a lease that expired in fiscal 2017 and was not renewed was our 36,270 square foot facility located in Urbandale (Des Moines), IA. Effective November 1, 2017, we entered into a 10.2 year lease agreement with FBM Gypsum Supply of Illinois, LLC through December 31, 2027 for this facility. The lease agreement provides for two months of free rent, after which, on January 1, 2018, initial annual rent of $159,588, representing $4.40 per square foot commenced, with 2.0% annual increases thereafter, resulting in a straight-line annualized rent of approximately $172,000, representing $4.74 per square foot over the life of the lease. This compares to the former average rent of $3.56 per square foot on a U.S. GAAP straight-line basis and the former cash rent of $3.88 per square foot, representing an increase in the average lease rate of 33.1% on a U.S. GAAP straight-line basis and an increase in the lease rate of 13.4% on a cash basis.

Rental Revenue increased $3,999,962,$4,411,626, or 20%19%, for the three months ended MarchDecember 31, 2017 as compared to the three months ended March 31, 2016. Rental Revenue increased $8,215,899, or 21%, for the six months ended March 31, 2017 as compared to the six months ended MarchDecember 31, 2016. These increases were primarily due to the acquisition of fiveeight properties purchased during the last halfthree quarters of fiscal 20162017 and the two properties purchased during the first sixthree months of fiscal 2017 as well as the 40 basis point increase in the Company’s occupancy rate from 99.6% as of March 31, 2016 to 100% as of March 31, 2017.2018.

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Our single-tenant properties are subject to net leases which require the tenants to reimburse us for the cost of Real Estate Taxes as well as certain Operating Expenses such as insurance and the majority of repairs and maintenance. For the three months ended MarchDecember 31, 2017 compared to the three months ended MarchDecember 31, 2016, Reimbursement Revenue increased $341,391,$1,148,585, or 10%29%, Real Estate Tax Expense increased $176,185,$955,682, or 7%33%, and Operating Expenses increased $184,907, or 17%. For the six months ended March 31, 2017 compared to the six months ended March 31, 2016, Reimbursement Revenue increased $1,047,703, or 16%, Real Estate Tax Expense increased $711,030, or 14%, and Operating Expenses increased $248,010,$141,773, or 11%. These increases in Reimbursement Revenue, Real Estate Taxes and Operating Expenses for the three and six months ended MarchDecember 31, 2017 were primarily due to our newly acquired properties. Reimbursement Revenue as a percentage of Real Estate Taxes and Operating Expenses for the three months ended MarchDecember 31, 2017 and 2016 remain in line at 89% for each period95% and Reimbursement Revenue as a percentage of Real Estate Taxes and Operating Expenses for the six months ended March 31, 2017 and 2016 remain in line at 91% and 89%93%, respectively.

 

General and Administrative Expense decreased $142,907,Expenses increased $504,569, or 6%35%, for the three months ended MarchDecember 31, 2017 as compared to the three months ended MarchDecember 31, 2016. This decreaseincrease was primarily due to a non-recurring compensation expense incurredan increase in the prior year period.salaries. General and Administrative Expense decreased $36,408, or 1%, for the six months ended March 31, 2017 as compared to the six months ended March 31, 2016. General and administrative expenses,Expenses, as a percentage of gross revenue, (which includes Rental Revenue, Reimbursement Revenue and Dividend and Interest Income), are 7.2%5.5% for the three months ended MarchDecember 31, 2017 as compared to 9.1%5.1% for the three months ended MarchDecember 31, 20162016. Annualized General and Administrative Expenses, as a percentage of undepreciated assets (which is the Company’s total assets excluding accumulated depreciation) are 6.2%46 basis points and 42 basis points for the sixthree months ended MarchDecember 31, 2017 as compared to 7.4% for the six months ended March 31, 2016.and 2016, respectively.

 

Acquisition Costs amounted to $-0- and $265,012$178,526 for the three months ended MarchDecember 31, 2017 and 2016, respectively. As a result of adopting ASU 2017-01, prospectively as of April 1, 2017, as permitted under the standard, effective April 1, 2017, we no longer account for our property acquisitions as business combinations and instead we account for our property acquisitions as acquisitions of assets. In an acquisition of assets, certain acquisition costs are capitalized to real estate investments as part of the purchase price as opposed to being expensed as Acquisition Costs amountedunder the previous accounting treatment for business combinations. Therefore, subsequent to $178,526 and $410,597April 1, 2017, we no longer expense Acquisition Costs for the six months ended March 31, 2017, and 2016, respectively. There were no acquisitions during the three months ended March 31, 2017 compared to one acquisition during the three months ended March 31, 2016 with a cost of approximately $20,033,000. There were two acquisitions during the six months ended March 31, 2017 with a cost of approximately $56,102,000 compared to three acquisitions during the six months ended March 31, 2016 with a cost of approximately $70,419,000.our property acquisitions.

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The Company recognized a Gain on Sale of Securities Transactions of $-0-$100,153 and $878,962$806,108 for the three months ended March 31, 2017 and 2016, respectively, and recognized a Gain on Sale of Securities Transactions of $806,108 and $887,342 for the six months ended MarchDecember 31, 2017 and 2016, respectively. In addition, the Company’s unrealized holding gains on its investment in securities decreased from an unrealized gain of $12,942,267$6,570,565 as of September 30, 20162017 to an unrealized gainloss of $12,370,289$4,142,572 as of MarchDecember 31, 2017, resulting in a decrease for the sixthree months ended MarchDecember 31, 2017 of $571,978.$10,713,137. The Company recognized dividend income on its investment in securities of $1,438,005$2,862,644 and $1,377,402$1,288,803 for the three months ended MarchDecember 31, 2017 and 2016, respectively, representing an increase of 4%122%. The Company recognized dividend income on its investment in securities of $2,726,807 and $2,563,723 for the six months ended March 31, 2017 and 2016, respectively, representing anThis increase of 6%. These increases areis due to a higher average carrying value of the REIT securities portfolio during the current sixthree month period compared to the prior year sixthree month period. The REIT securities portfolio’s weighted average yield for sixthree months ended MarchDecember 31, 2017 was approximately 7.5%9.1% as compared to 8.7%7.4% for the sixthree months ended MarchDecember 31, 2016.

 

Interest Expense, including Amortization of Financing Costs, increased $981,657,$1,242,728, or 18%20%, for the three months ended MarchDecember 31, 2017 as compared to the three months ended March 31, 2016. Interest Expense, including Amortization of Financing Costs, increased $1,798,229, or 16%, for the six months ended March 31, 2017 as compared to the six months ended MarchDecember 31, 2016. This increase is primarily due to an increase in the average balance of Fixed Rate Mortgage Notes Payable due to the newly acquired properties purchased since AprilJanuary 1, 2016.2017. The Fixed Rate Mortgage Notes Payable balance increased $77,621,760$108,119,401 or 19%21% from MarchDecember 31, 2016 to MarchDecember 31, 2017. This increase was partially offset by a decrease of 2328 basis points in the weighted average interest rate of the Fixed Rate Mortgage Notes Payable, which decreased from 4.60%4.44% at MarchDecember 31, 2016 to 4.37%4.16% at MarchDecember 31, 2017.

 

Changes in Financial Condition

 

The Company generated Net Cash from Operating Activities of $30,845,775$17,090,439 and $28,428,170$14,152,706 for the sixthree months ended MarchDecember 31, 2017 and 2016, respectively.

 

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Net Real Estate Investments increased $39,776,109$43,690,960 from September 30, 20162017 to MarchDecember 31, 2017. This increase was mainly due to the purchase of two net-leased industrial properties, located in Hamburg (Buffalo), NYCharleston, SC and Ft. Myers, FL,Oklahoma City, OK, totaling approximately $56,102,000,422,000 square feet, for approximately $52,122,000, of which $55,650,000approximately $51,366,000 was allocated to Net Real Estate Investments. The increase was partially offset by Depreciation Expense for the sixthree months ended MarchDecember 31, 2017 of $14,131,572.$8,483,984.

 

Securities Available for Sale increased $25,800,516$6,666,705 from September 30, 20162017 to MarchDecember 31, 2017. The increase was due to the purchase of securities totaling $29,305,625,$19,714,857, offset by the sale of securities with a cost basis of $2,933,131,$2,335,015, which resulted in realized gains totaling $806,108$100,153 and by a net decrease in Unrealized Holding GainsGain (Loss) of $571,978.$10,713,137.

 

Fixed Rate Mortgage Notes Payable, net of Unamortized Debt Issuance Costs (Mortgage Notes Payable) increased $122,295$21,287,064 from September 30, 20162017 to MarchDecember 31, 2017. The increase was mostly due to the origination of two fixed rate mortgages totaling $38,000,000$33,800,000 obtained in connection with the acquisitions of two industrial properties purchased in the first halfquarter of fiscal 2017. The2018. These two mortgage loans have an original weighted average loan maturity of 12.1 years and a weighted average interest rate on these two fixed rate mortgages is 4.01%of 3.89%. Details on these two fixed rate mortgages are as follows:

Property

 Mortgage amount  Maturity Date Interest Rate 
Hamburg (Buffalo), NY $23,500,000  11/1/2031  4.03%
Ft. Myers, FL  14,500,000  1/1/2032  3.97%

 

Property

 Mortgage amount  Maturity Date Interest Rate 
Charleston, SC $14,200,000  12/1/2032  4.23%
Oklahoma City, OK  19,600,000  12/1/2027  3.64%

 

The increase in Mortgage Notes Payable was also partially due to the amortization of financing costs associated with the Mortgage Notes Payable of approximately $481,000.$200,000. This increase was partially offset by scheduled payments of principal of approximately $37,700,000,$12,351,000, which includes the full repayment of the Company’s nine mortgagesone mortgage associated with eight propertiesa property located in Jacksonville, FL; El Paso, TX; Lebanon, OH; Halfmoon, NY; Bedford Heights, OH; Hanahan, SC; Elgin, IL and Kansas City, MO totalingRichfield, OH for approximately $21,174,000.$2,633,000. In addition, the increase in Mortgage Notes Payable was partially offset by the addition of deferred financing costs of approximately $658,000,$362,000, of which approximately $615,000$348,000 is associated with the two mortgages obtained in connection with the acquisitions of the two industrial properties purchased in the first quarterthree months of fiscal 2017.2018.

 

Subsequent

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Excluding Debt Issuance Costs, the weighted average interest rate on the Fixed Rate Mortgage Notes Payable decreased by 28 basis points from the prior year quarter from 4.44% at December 31, 2016 to the quarter end, on May 1, 2017, the Company fully repaid three mortgage loans associated with three properties located in Chattanooga, TN; Roanoke, VA and Orion, MI totaling approximately $12,014,000.4.16% at December 31, 2017.

 

The Company is scheduled to repay a total of approximately $53,290,000$50,035,000 in mortgage principal payments over the next twelve12 months. The Company intends to make these principal payments from the funds generated from Cash from Operations, the DRIP, the At-The-Market Preferred Equity Program (Preferred Stock ATM Program) and draws from the unsecured line of credit facility.

 

Liquidity and Capital Resources

 

Net Cash Provided by Operating Activities was $30,845,775$17,090,439 and $28,428,170$14,152,706 for the sixthree months ended MarchDecember 31, 2017 and 2016, respectively. Dividends paid on common stock for the sixthree months ended MarchDecember 31, 2017 and 2016 were $22,613,315$13,016,721 and $20,467,456,$11,184,399, respectively, (of which $4,536,751$2,919,972 and $4,174,782,$2,077,156, respectively, were reinvested). The Company pays dividends from cash generated from operations.

 

As of MarchDecember 31, 2017, the Company owned Securities Available for Saleheld $130,431,475 in marketable REIT securities, representing 7.8% of $99,405,410.the Company’s undepreciated assets (which is the Company’s total assets excluding accumulated depreciation). The Company generally limits its marketable securities investments to no more than approximately 10% of its undepreciated assets (which is the Company’s total assets excluding accumulated depreciation). In instancesassets. The Company from time to time may purchase these securities on margin when the Company believes it can achieve an adequate yield spread,interest and dividend yields exceed the cost of funds. In general, the Company may invest inborrow up to 50% of the value of the marketable REIT securities on margin.securities. As of MarchDecember 31, 2017, there were no draws against the margin. The marketable REIT securities portfolio provides the Company with additional liquidity, diversification and additional income and serves as a proxy for real estate when more favorable risk adjusted returns are not available. As of MarchDecember 31, 2017, the Company had net Unrealized Holding GainsLosses on its portfolio of $12,370,289$4,142,572 as compared to net Unrealized Holding Gains of $12,942,267$6,570,565 as of September 30, 2016,2017, representing ana decrease of $571,978.$10,713,137. The dividends received from the Company’s investments, which yielded approximately 7.5%Company recognized a Gain on Sale of Securities Transactions of $100,153 and $806,108 for the sixthree months ended MarchDecember 31, 2017 continue to meet our expectations.and 2016, respectively. The Company recognized dividend income on its investment in securities of $1,438,005$2,862,644 and $1,377,402$1,288,803 for the three months ended MarchDecember 31, 2017 and 2016, respectively, representing an increase of 4%, and $2,726,807 and $2,563,723 for122%. The dividends received from the six months ended March 31, 2017 and 2016, respectively, representing an increase of 6%. In addition, the Company recognized a Gain on Sale of Securities Transactions of $-0- and $878,962 for the three months ended March 31, 2017 and 2016, respectively, and recognized a Gain on Sale of Securities Transactions of $806,108 and $887,342 for the six months ended March 31, 2017 and 2016, respectively.Company’s investments continue to meet our expectations.

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As of MarchDecember 31, 2017, the Company owned one hundred108 properties, of which fifty-eight61 carried mortgage loans with outstanding principal balances totaling $484,047,676.$620,411,537. The forty-two47 unencumbered properties could be refinanced to raise additional funds, although covenants in the Company’s unsecured line of credit facility (the Facility) limit the amount of unencumbered properties that can be mortgaged. As of MarchDecember 31, 2017, the Company has drawn down $26,000,000$110,000,000 on its $200,000,000 unsecured line of credit facility,the Facility, which had an interest rate of 2.68%3.06%. The unsecured line of credit facilityFacility has an additional $100,000,000 accordion feature, which brings the total potential availability up to $300,000,000. The unsecured line of credit facilityFacility matures September 2020, with a one yearone-year extension at the Company’s option.

 

As of MarchDecember 31, 2017, the Company had total assets of $1,220,219,735$1,499,124,917 and liabilities of $520,914,634.$745,041,116. The Company’s net debt (net of unamortized debt issuance costs and net of cash and cash equivalents) to total market capitalization as of MarchDecember 31, 2017 was approximately 27%30% and the Company’s net debt, less marketable securities (net of unamortized debt issuance costs, net of cash and cash equivalents and net of marketable securities) to total market capitalization as of MarchDecember 31, 2017 was approximately 21%25%. The Company believes that it has the ability to meet its obligations and to generate funds for new investments.

 

On March 9,June 29, 2017, the Company issued anentered into a Preferred Stock ATM Program with FBR Capital Markets & Co. in which the Company may, from time to time, offer and sell additional 3,000,000 shares of its 6.125% Series C Preferred Stock, with a liquidation preference of $25.00 per share, having an aggregate sales price of up to $100,000,000. The Company began selling shares through the Preferred Stock ATM Program on July 3, 2017. During the three months ended December 31, 2017, the Company sold 1,039,934 shares under its Preferred Stock ATM Program at a public offeringweighted average price of $24.50$25.13 per share, for grossand generated net proceeds, of $73,500,000 before deducting the underwriting discount and offering expenses. Net proceeds from the offering, after deducting underwriting discounts and other offering expenses, of approximately $25,688,000.

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As of December 31, 2017, 10,879,379 shares of the 6.125% Series C Preferred Stock were approximately $71,017,000. Theissued and outstanding.

Subsequent to the quarter end, through January 24, 2018, the Company intends to use thesold 145,997 shares under its Preferred Stock ATM Program at a weighted average price of $25.04 per share, and realized net proceeds, from thisafter offering to redeem allexpenses, of the outstanding shares of its 7.875% Series B Preferred Stock, which are not redeemable prior to June 7, 2017. The remaining proceeds were used to reduce the amount outstanding under the Company’s revolving credit facility and will be used to purchase properties and fund expansions of existing properties in the ordinary course of its business and for general corporate purposes.approximately $3,595,000.

 

The Company raised $42,349,721$25,531,430 (including dividend reinvestments of $4,536,751)$2,919,972) from the issuance of 3,186,6681,546,089 shares of common stock under the DRIP during the sixthree months ended MarchDecember 31, 2017. Of this amount, UMH Properties, Inc. (UMH), a related REIT, made total purchases of 53,18722,506 common shares for a total cost of $710,264,$382,828, or a weighted average cost of $13.35$17.01 per share. During the sixthree months ended MarchDecember 31, 2017, the Company paid $22,613,315$13,016,721 in total cash dividends, or $0.16$0.17 per share to common shareholders, of which $4,536,751$2,919,972 was reinvested in the DRIP. On April 4, 2017,January 16, 2018, the Company declared a dividend of $0.16$0.17 per common share to be paid on JuneMarch 15, 20172018 to common shareholders of record as of the close of business on MayFebruary 15, 2017.2018.

 

The Company redeemed all of the outstanding shares of its 7.625% Series A Preferred Stock on October 14, 2016 at a redemption price of $25.00 per share, totaling $53,493,750, plus all dividends accrued and unpaid to and including the redemption date, in an amount equal to $0.23299 per share, totaling $498,540, for a total cash payment of $25.23299 per share, totaling $53,992,290.

During the sixthree months ended MarchDecember 31, 2017, the Company paid $2,264,065$4,080,685 in Preferred Dividends, or $0.984375$0.3828125 per share, on its outstanding 6.125% Series BC Preferred Stock. On April 4,Stock for the period September 1, 2017 the Company declared a dividendthrough November 30, 2017. As of $0.4921875 per share to be paid June 15, 2017 to Series B preferred shareholders of record as of the close of business on May 15, 2017.

During the six months ended MarchDecember 31, 2017, the Company paid $3,858,754 inhas accrued Preferred Dividends or $0.714584 per share,of $1,388,254 covering the period December 1, 2017 to December 31, 2017. Dividends on its outstandingthe 6.125% Series C Preferred Stock.Stock are cumulative and payable quarterly at an annual rate of $1.53125 per share. On April 4, 2017,January 16, 2018, the Company declared a dividend of $0.3828125 per share to be paid JuneMarch 15, 20172018 to the 6.125% Series C preferredPreferred shareholders of record as of the close of business on MayFebruary 15, 2017.2018.

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The Company uses a variety of sources to fund its cash needs in addition to cash generated throughfrom operations. The Company may sell marketable securities from its investment portfolio, borrow on its unsecured line of credit facility or securities margin loans, refinance debt, or raise capital through the DRIP, the Preferred Stock ATM Program or capital markets.

 

The Company has been raising capital through its DRIP, the Preferred Stock ATM Program, mortgage loans, draws on its unsecured line of credit, sale of marketable securities and funds generated from its investments in net-leased industrial properties, as well as the issuance of additional shares of 6.125% Series C Preferred Stock. The Company may raise capital through registered direct placements and public offerings of common and preferred stock. The Company believes that funds generated from operations, from the DRIP and from the DRIP, together with thePreferred Stock ATM Program, its ability to finance and refinance its properties, and its availability under its unsecured line of credit will provide sufficient funds to adequately meet its obligations over the next year.

 

The Company has a concentration of FDX and FDX subsidiary-leased properties, consisting of fifty-five59 separate stand-alone leases covering approximately 9,513,000 square feet as of December 31, 2017 and 55 separate stand-alone leases covering approximately 8,187,000 square feet as of March 31, 2017 and forty-nine separate stand-alone leases covering approximately 6,508,000 square feet as of MarchDecember 31, 2016. The fifty-five59 separate stand-alone leases that are leased to FDX and FDX subsidiaries have a weighted average lease maturity of 7.88.7 years. The percentage of FDX and its subsidiaries leased square footage to the total of the Company’s rental space was 50% (8% to FDX and 42% to FDX subsidiaries) as of December 31, 2017 and 49% (6% to FDX and 43% to FDX subsidiaries) as of March 31, 2017 and 45% (7% to FDX and 38% to FDX subsidiaries) as of MarchDecember 31, 2016. As of MarchDecember 31, 2017, the only tenants that leased 5% or more of the Company’s total square footage were FDX and its subsidiaries and Milwaukee Electric Tool Corporation, which leases one property through July 2028 consisting of approximately 862,000 square feet, which was approximately 5% of the Company’s rental space. As of MarchDecember 31, 2016,2017, no other tenant, other than FDX and its subsidiaries and Milwaukee Electric Tool Corporation, accounted for 5% or more of the Company’s total rental space.

 

Annualized Rental and Reimbursement Revenue from FDX and its subsidiaries is estimated to be approximately 60% (7% to FDX and 53% to FDX subsidiaries) of total Rental and Reimbursement Revenue for fiscal 2018 and was 59% (6% to FDX and 53% to FDX subsidiaries) of total Rental and Reimbursement Revenue for fiscal 2017 and was 56% (7% to2017. No other tenant, other than FDX and 49% to FDX subsidiaries) of total Rental and Reimbursement Revenue for fiscal 2016. No other tenantits subsidiaries, accounted for 5% or more of the Company’s total Rental and Reimbursement Revenue for the sixthree months ended MarchDecember 31, 2017 and 2016.

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FDX is a publicly-owned company and financial information related to this entity is available at the SEC’s website,www.sec.gov. FDX is rated “BBB” by S&P Global Ratings (www.standardandpoors.com) and is rated “Baa2” by Moody’s (www.moodys.com), which are both considered “Investment Grade” ratings. The references in this report to the SEC’s website, S&P Global Ratings’ website and Moody’s website are not intended to and do not include or incorporate by reference into this report the information of FDX, S&P Global Ratings or Moody’s on such websites.

 

In addition to real estate property holdings, the Company held $99,405,410$130,431,475 in marketable REIT securities at MarchDecember 31, 2017, representing 7.2%7.8% of the Company’s undepreciated assets (which is the Company’s total assets excluding accumulated depreciation). These liquid real estate holdings are not included in calculating the tenant concentration ratios above and therefore further enhance the Company’s diversification. The securities portfolio provides the Company with additional liquidity, diversification and income and serves as a proxy for real estate when more favorable risk adjusted returns are not available.

 

In addition to the property purchased subsequent to the quarter end, as described previously, the Company has entered into agreements to purchase eighttwo new build-to-suit, industrial buildings that are currently being developed in Florida North Carolina, Ohio, Oklahoma,and South Carolina, and Texas, totalingconsisting of approximately 1,998,000660,000 square feet, with net-leased terms ranging from seven to fifteenof 10 and 15 years resulting inwith a weighted average lease maturityterm of 13.312 years. The aggregate purchase price for the eightthese properties is approximately $219,158,000. Five of the eight purchase commitments, consisting of approximately 1,353,000$78,018,000. Approximately 261,000 square feet, or 68%40%, areis leased to investment grade tenants or their subsidiaries. Approximately 1,054,000 square feet, or 53%, are leased to FDX and its subsidiaries.FedEx Ground Package System, Inc. Subject to satisfactory due diligence and other customary closing conditions and requirements, we anticipate closing these eight transactions during the remainder of fiscal 20172018 and the first halfquarter of fiscal 2018.2019. In connection with the eighttwo properties, the Company has entered into commitments to obtain eighttwo mortgage loans totaling approximately $143,534,000$49,360,000 at fixed rates ranging from 3.60% to 4.45%of 3.82% and 4.25%, with a weighted average interest rate of 3.89%3.99%. SevenBoth of these mortgage loans are fifteen15 year, fully-amortizing loansloans.

The Company is under contract to sell two properties consisting of (i) an 87,500 square foot vacant building located in Ft. Myers, FL, for $6,400,000, which is approximately $2,400,000 above the Company’s U.S. GAAP net book carrying value and oneis anticipated to close during the second quarter of fiscal 2018 (ii) a 68,370 square foot building located in Colorado Springs, CO for $5,800,000, which is approximately the Company’s U.S. GAAP net book carrying value and is anticipated to close during the third quarter of fiscal 2018. The completion of these mortgage loans is a twelve year, fully-amortizing loan, resulting in a weighted average loan term of 14.9 years.two sales are subject to customary closing conditions and requirements.

 

The Company intends to acquire additional net-leased industrial properties on long-term leases, primarily to investment grade tenants or their subsidiaries, and when needed, expand its current properties. The funds may come from free cash flow from operations, mortgage loans, draws on our unsecured line of credit, cash on hand, sale of marketable securities, other bank borrowings, proceeds from the DRIP, proceeds from the Preferred Stock ATM Program, private placements and public offerings of additional common or preferred stock or other securities. To the extent that funds or appropriate properties are not available, fewer acquisitions will be made.

 

Off-Balance Sheet Arrangements

 

The Company does not have any material off-balance sheet arrangements.

 

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Funds From Operations, Core Funds From Operations and CoreAdjusted Funds From Operations

 

We assess and measure our overall operating results based upon an industry performance measure referred to as Funds From Operations (FFO), which management believes is a useful indicator of our operating performance. FFO is used by industry analysts and investors as a supplemental operating performance measure of a REIT. FFO, as defined by the National Association of Real Estate Investment Trusts (NAREIT), represents net income attributable to common shareholders, as defined by accounting principles generally accepted in the United States of America (U.S. GAAP), excluding extraordinary items, as defined under U.S. GAAP, gains or losses from sales of previously depreciated real estate assets, impairment charges related to depreciable real estate assets, plus certain non-cash items such as real estate asset depreciation and amortization. NAREIT created FFO as a non-U.S. GAAP supplemental measure of REIT operating performance. We define Core Funds From Operations (Core FFO) as FFO, excluding acquisition costs.costs and costs associated with the Redemption of Preferred Stock. We define Adjusted Funds fromFrom Operations (AFFO) as Core FFO, excluding stock based compensation expense, depreciation of corporate office tenant improvements, amortization of deferred financing costs, lease termination income, net gain or loss on sale of securities transactions, effect of non-cash U.S. GAAP straight-line rent adjustments, non-recurring other expenses and less recurring capital expenditures. We define recurring capital expenditures as all capital expenditures, excluding capital expenditures related to expansions at our current locations or capital expenditures that are incurred in conjunction with obtaining a new lease or a lease renewal. We believe that, as widely recognized measures of performance used by other REITs, FFO, Core FFO and AFFO may be considered by investors as supplemental measures to compare our operating performance to those of other REITs. FFO, Core FFO and AFFO exclude historical cost depreciation as an expense and may facilitate the comparison of REITs which have a different cost basis. However, other REITs may use different methodologies to calculate FFO, Core FFO and AFFO and, accordingly, our FFO, Core FFO and AFFO may not be comparable to all other REITs. The items excluded from FFO, Core FFO and AFFO are significant components in understanding the Company’s financial performance.

 

FFO, Core FFO and AFFO are non-GAAP performance measures and (i) do not represent Cash Flow from Operations as defined by U.S. GAAP; (ii) should not be considered as an alternative to Net Income or Net Income Attributable to Common Shareholders as a measure of operating performance or to Cash Flows from Operating, Investing and Financing Activities; and (iii) are not an alternative to Cash Flows from Operating, Investing and Financing Activities as a measure of liquidity. FFO, Core FFO and AFFO, as calculated by the Company, may not be comparable to similarly titled measures reported by other REITs.

 

The following is a reconciliation of the Company’s U.S. GAAP Net Income to the Company’s FFO, Core FFO and AFFO for the three and six months ended MarchDecember 31, 2017 and 2016:

 

  Three Months Ended  Six Months Ended 
  3/31/2017  3/31/2016  3/31/2017  3/31/2016 
Net Income Attributable to Common Shareholders $4,842,575  $4,980,189  $10,998,736  $9,767,086 
Plus: Depreciation Expense (excluding Corporate Office Tenant Improvements)  7,099,906   5,756,944   14,053,686   11,324,405 
Plus: Amortization of Intangible Assets  240,973   319,736   508,820   643,200 
Plus: Amortization of Capitalized Lease Costs  212,275   192,116   417,717   380,755 
Plus: Loss on Sale of Real Estate Investment  -0-   -0-   95,336   -0- 
FFO Attributable to Common Shareholders  12,395,729   11,248,985   26,074,295   22,115,446 
Plus: Acquisition Costs  -0-   265,012   178,526   410,597 
Core FFO Attributable to Common Shareholders  12,395,729   11,513,997   26,252,821   22,526,043 
Plus: Stock Compensation Expense  166,190   101,968   266,345   206,928 
Plus: Depreciation of Corporate Office Tenant Improvements  39,171   29,118   77,886   57,089 
Plus: Amortization of Financing Costs  384,984   238,671   665,897   473,038 
Plus: Non-recurring other expense  -0-   400,000   -0-   400,000 
Less: Gain on Sale of Securities Transactions  -0-   (878,962)  (806,108)  (887,342)
Less: Effect of Non-cash U.S. GAAP Straight-line Rent Adjustment  (286,617)  (512,170)  (629,856)  (821,835)
Less: Recurring Capital Expenditures  (188,390)  (147,861)  (376,802)  (484,052)
AFFO Attributable to Common Shareholders $12,511,067  $10,744,761  $25,450,183  $21,469,869 

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  Three Months Ended 
  12/31/2017  12/31/2016 
Net Income Attributable to Common Shareholders $13,313,455  $6,156,161 
Plus: Depreciation Expense (excluding Corporate Office Capitalized Costs)  8,444,507   6,953,780 
Plus: Amortization of Intangible Assets  343,746   267,847 
Plus: Amortization of Capitalized Lease Costs  220,002   205,442 
Less: (Gain) / Plus: Loss on Sale of Real Estate Investments  (5,387,886)  95,336 
FFO Attributable to Common Shareholders  16,933,824   13,678,566 
Plus: Acquisition Costs  -0-   178,526 
Core FFO Attributable to Common Shareholders  16,933,824   13,857,092 
Plus: Depreciation of Corporate Office Capitalized Costs  39,477   38,715 
Plus: Stock Compensation Expense  130,763   100,155 
Plus: Amortization of Financing Costs  293,894   280,913 
Less: Gain on Sale of Securities Transactions  (100,153)  (806,108)
Less: Lease Termination Income  (210,261)  -0- 
Less: Recurring Capital Expenditures  (219,246)  (188,412)
Less: Effect of Non-cash U.S. GAAP Straight-line Rent Adjustment  (396,028)  (343,239)
AFFO Attributable to Common Shareholders $16,472,270  $12,939,116 

 

The following are the Cash Flows provided (used) by Operating, Investing and Financing Activities for the sixthree months ended MarchDecember 31, 2017 and 2016:

 

 Six Months Ended  Three Months Ended 
 3/31/2017  3/31/2016  12/31/2017  12/31/2016 
          
Operating Activities $30,845,775  $28,428,170  $17,090,439  $14,152,706 
Investing Activities  (79,130,314)  (86,278,535)  (61,962,572)  (55,150,303)
Financing Activities  (24,513,070)  55,711,074   45,401,988   (24,029,305)

 

Forward-Looking Statements

 

This quarterly report on Form 10-Q includes 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. Forward-looking statements provide the Company’s current expectations or forecasts of future events. Forward-looking statements include statements about the Company’s expectations, beliefs, intentions, plans, objectives, goals, strategies, future events, performance and underlying assumptions and other statements that are not historical facts. Forward-looking statements can be identified by their use of forward-looking words, such as “may,” “will,” “anticipate,” “expect,” “believe,” “intend,” “plan,” “should,” “seek” or comparable terms, or the negative use of those words, but the absence of these words does not necessarily mean that a statement is not forward-looking.

 

The forward-looking statements are based on the Company’s beliefs, assumptions and expectations of its future performance, taking into account all information currently available to the Company. Forward-looking statements are not predictions of future events. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to the Company. Some of these factors are described below and are described under the above heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” above and the headings “Business”, “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2016.2017. These and other risks, uncertainties and factors could cause the Company’s actual results to differ materially from those included in any forward-looking statements the Company makes. Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for the Company to predict those events or how they may affect the Company. Except as required by law, the Company is not obligated to, and does not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Important factors that could cause actual results to differ materially from the Company’s expectations include, among others:

 

the ability of the Company’s tenants to make payments under their respective leases, itsleases;
the Company’s reliance on certain major tenants and tenants;
the Company’s ability to re-lease properties that are currently vacant or that become vacant;
 
the Company’s ability to obtain suitable tenants for its properties;
 
changes in real estate market conditions, economic conditions in the industrial sector and the market in which the Company’s properties are located and general economic conditions;
 
the inherent risks associated with owning real estate, including local real estate market conditions, governing laws and regulations and illiquidity of real estate investments;
 
the Company’s ability to acquire, finance and sell properties on attractive terms;
 
the Company’s ability to repay debt financing obligations;
 
the Company’s ability to refinance amounts outstanding under its mortgages and credit facilities at maturity on terms favorable to us, or at all;
 
the loss of any member of the Company’s management team;
 
the Company’s ability to comply with debt covenants;
 
the Company’s ability to integrate acquired properties and operations into existing operations;
 
continued availability of proceeds from issuances of the Company’s debt or equity securities;
 
the availability of other debt and equity financing alternatives;
 
market conditions affecting the Company’s investment in marketable securities of other REIT’s;
 
changes in interest rates under the Company’s current credit facility and under any additional variable rate debt arrangements that the Company may enter into in the future;

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the Company’s ability to successfully implement the Company’s selective acquisition strategy;
 
the Company’s ability to maintain internal controls and procedures to ensure all transactions are accounted for properly, all relevant disclosures and filings are timely made in accordance with all rules and regulations, and any potential fraud or embezzlement is thwarted or detected;
 
changes in federal or state tax rules or regulations that could have adverse tax consequences;
 
declines in the market prices of the Company’s investment securities; and
 
the Company’s ability to qualify as a REIT for federal income tax purposes.

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You should not place undue reliance on these forward-looking statements, as events described or implied in such statements may not occur. The Company undertakes no obligation to update or revise any forward-looking statements as a result of new information, future events or otherwise.

 

ITEM 3. Quantitative and Qualitative Disclosures Aboutabout Market Risk.

 

There have been no material changes to information required regarding quantitative and qualitative disclosures about market risk from the end of the preceding fiscal year to MarchDecember 31, 2017 (the date of this Quarterly Report on Form 10-Q).

 

ITEM 4. Controls and Procedures.

 

The Company’s President and Chief Executive Officer (the Company’s principal executive officer) and the Company’s Chief Financial Officer (the Company’s principal financial and accounting officer) with the assistance of other members of the Company’s management, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, the Company’s President and Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are effective as of the end of such period.

 

Changes Inin Internal Control Overover Financial Reporting

 

There has not been any change in the Company’s internal control over financial reporting during the quarter ended MarchDecember 31, 2017 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

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PART II:

OTHER INFORMATION

 

Item 1.Legal Proceedings.– None
  
Item 1A.

Risk Factors.

 

There have been no material changes to information required regardingThe following risk factors from the end of the preceding yearsupplement and to the date of this Quarterlyextent inconsistent supersedes the risks discussed in Part I, Item 1A – “Risk Factors” in the Company’s Annual Report on Form 10-Q.10-K for the fiscal year ended September 30, 2017, or the 2017 Annual Report. In addition to the following risk factors and the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the factors discussed in Part I, Item 1A – “Risk Factors” in the Company’s2017 Annual Report, on Form 10-K for the fiscal year ended September 30, 2016, which could materially affect the Company’s business, financial condition or future results. The risks described herein and in the Company’s2017 Annual Report on Form 10-K for the fiscal year ended September 30, 2016 are not the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that the Company currently deems to be immaterial also may materially adversely affect the Company’s business, financial condition and/or operating results.

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds. – None
  
Item 3.Defaults Upon Senior Securities. – None
Item 4.Mine Safety Disclosures.– None
Item 5.

Other Information.

(a) Information Required to be Disclosed in a Report on Form 8-K, but not Reported – None

(b) Material Changes to the Procedures by which Security Holders may Recommend Nominees to Board of Directors – None

Item 6.Exhibits
  
Item 4.Mine Safety Disclosures.– None
Item 5.

Other Information -

Risks Related to our Status as a REIT

There is a risk of changes in the tax law applicable to real estate investment trusts. Because the IRS, the United States Treasury Department and Congress frequently review federal income tax legislation, we cannot predict whether, when or to what extent new federal tax laws, regulations, interpretations or rulings will be adopted. Any of such legislative action may prospectively or retroactively modify our tax treatment and, therefore, may adversely affect taxation of us and/or our investors.

The recently enacted Tax Cuts and Jobs Act of 2017, or the TCJA, has significantly changed the U.S. federal income taxation of U.S. businesses and their owners, including REITs and their shareholders. Changes made by the TCJA that could affect us and our shareholders include:

Temporarily reducing individual U.S. federal income tax rates on ordinary income; the highest individual U.S. federal income tax rate has been reduced from 39.6% to 37% for taxable years beginning after December 31, 2017 and before January 1, 2026;
permanently eliminating the progressive corporate tax rate structure, with a maximum corporate tax rate of 35%, and replacing it with a flat corporate tax rate of 21%;
permitting a deduction for certain pass-through business income, including dividends received by our shareholders from us that are not designated by us as capital gain dividends or qualified dividend income, which will allow individuals, trusts, and estates to deduct up to 20% of such amounts for taxable years beginning after December 31, 2017 and before January 1, 2026;
reducing the highest rate of withholding with respect to our distributions to non-U.S. stockholders that are treated as attributable to gains from the sale or exchange of U.S. real property interests from 35% to 21%;
limiting our deduction for net operating losses to 80% of REIT taxable income (prior to the application of the dividends paid deduction);
generally limiting the deduction for net business interest expense in excess of 30% of a business’s adjusted taxable income except for taxpayers that engage in certain real estate businesses and elect out of this rule (provided that such electing taxpayers must use an alternative depreciation system for certain property); and
eliminating the corporate alternative minimum tax.

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Many of these changes are effective immediately, without any transition periods or grandfathering for existing transactions. The TCJA is unclear in many respects and could be subject to potential amendments and technical corrections, as well as interpretations and implementing regulations by the United States Treasury Department and the IRS, any of which could lessen or increase certain adverse impacts of the TCJA. In addition, it is unclear how these U.S. federal income tax changes will affect state and local taxation, which often uses federal taxable income as a starting point for computing state and local tax liabilities.

While some of the changes made by the TCJA may adversely affect us, other changes may be beneficial on a going forward basis. We continue to work with our tax advisors and auditors to determine the full impact that the recent tax legislation as a whole will have on us. You are urged to consult with your tax advisor with respect to the status of legislative, regulatory, judicial or administrative developments and proposals and their potential effect on an investment in our securities.

We may be adversely affected if we fail to qualify as a REIT.If we fail to qualify as a REIT, we will not be allowed to deduct distributions to shareholders in computing our taxable income and will be subject to federal income tax at regular corporate rates and possibly increased state and local taxes. In addition, we might be barred from qualification as a REIT for the four years following disqualification. The additional tax incurred at regular corporate rates would reduce significantly the cash flow available for distribution to shareholders and for debt service. Furthermore, we would no longer be required to make any distributions to our shareholders as a condition to REIT qualification. Any distributions to shareholders would be taxable as ordinary income to the extent of our current and accumulated earnings and profits, although such dividend distributions to non-corporate shareholders would be subject to a top federal income tax rate of 20% (and potentially a Medicare tax of 3.8%), provided applicable requirements of the Internal Revenue Code are satisfied. Furthermore, corporate shareholders may be eligible for the dividends received deduction on the distributions, subject to limitations under the Code. Additionally, if we fail to qualify as a REIT, non-corporate stockholders would no longer be able to deduct up to 20% of our dividends (other than capital gain dividends and dividends treated as qualified dividend income), as would otherwise generally be permitted for taxable years beginning after December 31, 2017 and before January 1, 2026.

Item 6.Exhibits
31.1Certification of Michael P. Landy, President and Chief Executive Officer of the Company, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002 (Filed herewith).
  
31.2Certification of Kevin S. Miller, Chief Financial Officer of the Company, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002 (Filed herewith).
  
32Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Michael P. Landy, President and Chief Executive Officer, and Kevin S. Miller, Chief Financial Officer (Furnished herewith).
  
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The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended MarchDecember 31, 2017 formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Cash Flows and (v) the Notes to Consolidated Financial Statements.

As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

 

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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.

 

 MONMOUTH REAL ESTATE INVESTMENT CORPORATION

Date:May 3, 2017February 7, 2018By:/s/ Michael P. Landy
   Michael P. Landy, President and Chief Executive Officer,
   its principal executive officer
    
Date:May 3, 2017February 7, 2018By:/s/ Kevin S. Miller
   Kevin S. Miller, Chief Financial Officer, its principal
   financial officer and principal accounting officer

 

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