Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 02, 2021 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Entity File Number | 1-12879 | |
Entity Registrant Name | INDUS REALTY TRUST, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 06-0868496 | |
Entity Address, Address Line One | 641 Lexington Avenue | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10022 | |
City Area Code | 212 | |
Local Phone Number | 218-7910 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | INDT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,173,951 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001037390 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
ASSETS | ||
Real estate assets at cost, net | $ 343,815 | $ 242,321 |
Cash and cash equivalents | 37,135 | 28,124 |
Real estate assets held for sale, net | 4,633 | 6,802 |
Other assets | 36,419 | 22,137 |
Total assets | 422,002 | 299,384 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Mortgage loans and construction loan, net of debt issuance costs | 166,457 | 160,655 |
Deferred revenue | 9,632 | 9,586 |
Warrant liability | 8,790 | |
Accounts payable and accrued liabilities | 11,055 | 3,669 |
Mortgage loan related to asset held for sale | 4,816 | |
Other liabilities | 16,440 | 17,567 |
Total liabilities | 208,400 | 200,267 |
Commitments and Contingencies (Note 10) | ||
Stockholders' Equity | ||
Common stock, par value $0.01 per share, 50,000,000 authorized, 7,730,723 shares issued and outstanding, and 10,000,000 shares authorized, 5,663,040 shares issued and outstanding, respectively | 77 | 57 |
Additional paid-in capital | 246,643 | 116,732 |
Accumulated deficit | (28,850) | (9,817) |
Accumulated other comprehensive loss, net of tax | (4,268) | (7,855) |
Total stockholders' equity | 213,602 | 99,117 |
Total liabilities and stockholders' equity | $ 422,002 | $ 299,384 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Consolidated Balance Sheets | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 10,000,000 |
Common stock, shares issued | 7,730,723 | 5,663,040 |
Common stock, shares outstanding | 7,730,723 | 5,663,040 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Consolidated Statements of Operations | ||||
Rental revenue | $ 10,754 | $ 9,714 | $ 30,677 | $ 27,846 |
Operating expenses of rental properties | 1,218 | 1,247 | 3,983 | 3,499 |
Real estate taxes | 1,683 | 1,338 | 4,584 | 4,135 |
Depreciation and amortization expense | 3,935 | 3,410 | 10,702 | 10,225 |
General and administrative expenses | 2,283 | 2,379 | 7,977 | 6,935 |
Total expenses | 9,119 | 8,374 | 27,246 | 24,794 |
Interest expense | (1,700) | (1,800) | (5,160) | (5,476) |
Impairment of real estate assets | (3,000) | (3,000) | ||
Change in fair value of financial instruments | (2,027) | (570) | (2,746) | (570) |
Gain on sales of real estate assets | 1,450 | 126 | 1,792 | 825 |
Investment and other income | 119 | 6 | 241 | 32 |
Other Nonoperating Income (Expense), Total | (5,158) | (2,238) | (8,873) | (5,189) |
Loss before income tax (provision) benefit | (3,523) | (898) | (5,442) | (2,137) |
Income tax (provision) benefit | (24) | 241 | (24) | 500 |
Net loss | $ (3,547) | $ (657) | $ (5,466) | $ (1,637) |
Basic and diluted loss per common share | ||||
Basic net loss per common share | $ (0.46) | $ (0.12) | $ (0.76) | $ (0.32) |
Diluted net loss per common share | $ (0.46) | $ (0.12) | $ (0.76) | $ (0.32) |
Weighted average number of shares outstanding, basic | 7,724,000 | 5,352,000 | 7,231,000 | 5,190,000 |
Weighted average number of shares outstanding, diluted | 7,724,000 | 5,352,000 | 7,231,000 | 5,190,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Consolidated Statements of Comprehensive Income (Loss) | ||||
Net loss | $ (3,547) | $ (657) | $ (5,466) | $ (1,637) |
Other comprehensive loss, net of tax: | ||||
Reclassifications included in net loss | 510 | 403 | 1,504 | 837 |
Unrealized gain (loss) on cash flow hedges | 114 | (21) | 2,083 | (6,100) |
Total other comprehensive income (loss), net of tax | 624 | 382 | 3,587 | (5,263) |
Total comprehensive loss | $ (2,923) | $ (275) | $ (1,879) | $ (6,900) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Total |
Balance at beginning of period at Dec. 31, 2019 | $ 57 | $ 113,275 | $ 664 | $ (2,540) | $ (20,329) | $ 91,127 |
Balance (in shares) at Dec. 31, 2019 | 5,668,043 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Exercise of stock options | 1,289 | (1,079) | 210 | |||
Exercise of stock options (in shares) | 44,900 | |||||
Issuance of common stock, net | $ 5 | 23,037 | 23,042 | |||
Issuance of common stock, net (in shares) | 557,883 | |||||
Stock-based compensation expense | 407 | 407 | ||||
Net loss | (1,637) | (1,637) | ||||
Total other comprehensive income (loss), net of tax | (5,263) | (5,263) | ||||
Balance at end of period at Sep. 30, 2020 | $ 62 | 138,008 | (973) | (7,803) | (21,408) | 107,886 |
Balance (in shares) at Sep. 30, 2020 | 6,270,826 | |||||
Balance at beginning of period at Jun. 30, 2020 | $ 57 | 116,137 | (316) | (8,185) | (20,329) | 87,364 |
Balance (in shares) at Jun. 30, 2020 | 5,724,070 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Exercise of stock options | 1,209 | (1,079) | 130 | |||
Exercise of stock options (in shares) | 42,166 | |||||
Issuance of common stock, net | $ 5 | 20,537 | 20,542 | |||
Issuance of common stock, net (in shares) | 504,590 | |||||
Stock-based compensation expense | 125 | 125 | ||||
Net loss | (657) | (657) | ||||
Total other comprehensive income (loss), net of tax | 382 | 382 | ||||
Balance at end of period at Sep. 30, 2020 | $ 62 | 138,008 | (973) | (7,803) | $ (21,408) | 107,886 |
Balance (in shares) at Sep. 30, 2020 | 6,270,826 | |||||
Balance at beginning of period at Dec. 31, 2020 | $ 57 | 116,732 | (9,817) | (7,855) | 99,117 | |
Balance (in shares) at Dec. 31, 2020 | 5,663,040 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Exercise of stock options | 407 | 407 | ||||
Exercise of stock options (in shares) | 15,422 | |||||
Reclassification of warrants | 12,192 | 12,192 | ||||
Common stock dividend, $0.15 per share | (2,317) | (2,317) | ||||
Issuance of common stock, net | $ 19 | 108,657 | 108,676 | |||
Issuance of common stock, net (in shares) | 1,927,049 | |||||
Special dividend | $ 1 | 7,845 | (11,250) | (3,404) | ||
Special dividend (in shares) | 125,212 | |||||
Stock-based compensation expense | 810 | 810 | ||||
Net loss | (5,466) | (5,466) | ||||
Total other comprehensive income (loss), net of tax | 3,587 | 3,587 | ||||
Balance at end of period at Sep. 30, 2021 | $ 77 | 246,643 | (28,850) | (4,268) | 213,602 | |
Balance (in shares) at Sep. 30, 2021 | 7,730,723 | |||||
Balance at beginning of period at Jun. 30, 2021 | $ 77 | 233,907 | (24,144) | (4,892) | 204,948 | |
Balance (in shares) at Jun. 30, 2021 | 7,721,671 | |||||
Increase (Decrease) in Stockholders' Equity | ||||||
Exercise of stock options | 239 | 239 | ||||
Exercise of stock options (in shares) | 9,052 | |||||
Reclassification of warrants | 12,192 | 12,192 | ||||
Common stock dividend, $0.15 per share | (1,159) | (1,159) | ||||
Stock-based compensation expense | 305 | 305 | ||||
Net loss | (3,547) | (3,547) | ||||
Total other comprehensive income (loss), net of tax | 624 | 624 | ||||
Balance at end of period at Sep. 30, 2021 | $ 77 | $ 246,643 | $ (28,850) | $ (4,268) | $ 213,602 | |
Balance (in shares) at Sep. 30, 2021 | 7,730,723 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Consolidated Statements of Changes in Stockholders' Equity | ||
Dividends declared, per share (in dollars per share) | $ 0.15 | $ 0.15 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating activities: | ||
Net loss | $ (5,466,000) | $ (1,637,000) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 10,702,000 | 10,225,000 |
Noncash impairment charge | 3,000,000 | |
Change in fair value of financial instruments | 2,746,000 | 570,000 |
Gain on sales of real estate assets | (1,792,000) | (825,000) |
Noncash rental revenue including straight-line rents | (1,610,000) | (1,942,000) |
Amortization of debt issuance costs | 819,000 | 324,000 |
Stock-based compensation expense | 810,000 | 407,000 |
Deferred income taxes | (456,000) | |
Changes in assets and liabilities: | ||
Other assets | (3,517,000) | (1,863,000) |
Accounts payable and accrued liabilities | (331,000) | (348,000) |
Deferred revenue | 1,371,000 | 1,902,000 |
Other liabilities | 553,000 | (450,000) |
Net cash provided by operating activities | 7,285,000 | 5,907,000 |
Investing activities: | ||
Acquisitions of land and buildings | (77,954,000) | (13,670,000) |
Additions to real estate assets | (33,692,000) | (9,137,000) |
Proceeds from sales of real estate assets, net of expenses | 9,982,000 | 1,094,000 |
Deposits on building and land acquisitions | (6,455,000) | (365,000) |
Deferred leasing costs and other | (2,490,000) | (1,166,000) |
Changes in short-term investments, net | 1,011,000 | |
Net cash used in investing activities | (110,609,000) | (22,233,000) |
Financing activities: | ||
Proceeds from sale of common stock | 108,676,000 | 27,281,000 |
Proceeds from mortgage loans | 14,662,000 | 20,100,000 |
Dividends paid to stockholders | (5,721,000) | |
Principal payments on mortgage loans | (3,826,000) | (6,703,000) |
Payment of debt issuance costs | (1,863,000) | (363,000) |
Net repayment on revolving lines of credit | (3,000,000) | |
Proceeds from sale of warrants | 2,018,000 | |
Proceeds from exercise of stock options | 407,000 | 210,000 |
Net cash provided by financing activities | 112,335,000 | 39,543,000 |
Net increase in cash and cash equivalents | 9,011,000 | 23,217,000 |
Cash and cash equivalents at beginning of period | 28,124,000 | 4,837,000 |
Cash and cash equivalents at end of period | $ 37,135,000 | $ 28,054,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation INDUS Realty Trust, Inc., a Maryland corporation, (“INDUS” or the “Company”) (f/k/a Griffin Industrial Realty, Inc.) is a real estate business principally engaged in developing, acquiring, managing and leasing high-quality industrial and logistics properties in select supply-constrained markets in the United States. INDUS seeks to add to its property portfolio through the development of land or the acquisition of modern, market-appropriate logistics buildings in the markets it targets, all of which can serve multiple drivers of demand in the modern supply chain. INDUS also owns a limited number of office/flex properties and undeveloped land parcels much of which is not consistent with the Company’s core industrial and logistics strategy and therefore the Company sells certain properties periodically over time. On December 30, 2020, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), by and among INDUS, Griffin Industrial Realty, Inc., a Delaware corporation, and Griffin Industrial Maryland, LLC, a Maryland limited liability company and a wholly-owned subsidiary of INDUS, the Company completed an internal merger to reincorporate in Maryland. On December 30, 2020, following this merger, the Company changed its name to INDUS Realty Trust, Inc. On February 5, 2021, Griffin Industrial Maryland, LLC changed its name to INDUS Realty Trust, LLC and on June 28, 2021, was converted to INDUS RT, LP, a Maryland limited partnership. On January 4, 2021, the Company announced that it intends to elect to be taxed as a real estate investment trust (“REIT”) under sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”) for its taxable year ending December 31, 2021 (see Note 9). This decision was based on the Company’s consideration of ways to maximize stockholder value and generate growth opportunities as the Company continues to expand its industrial/logistics portfolio. On March 8, 2021, INDUS paid a special dividend to distribute the Company’s estimated accumulated earnings and profits (the “E&P Distribution”) based on the Company’s estimated taxable income through December 31, 2020 (see Note 7). Through November 30, 2020, INDUS reported on a twelve month fiscal year that ended on November 30. On November 17, 2020, in connection with the anticipated election to become a REIT, the Company’s Board of Directors approved a change in the Company’s fiscal year from November 30 to December 31, effective beginning with the Company’s next fiscal year, which began on January 1, 2021 and will end on December 31, 2021 (“fiscal 2021”). As a result of this change, INDUS had a one-month transition period (the “Transition Period”) that began on December 1, 2020 and ended on December 31, 2020. The results of the Transition Period were reported in the Company’s Form 10-Q for the three months ended March 31, 2021, filed with the United States Securities and Exchange Commission (the “SEC”) on May 10, 2021. The results of operations for the three months ended September 30, 2021 (the “2021 third quarter”) and the nine months ended September 30, 2021 (the “2021 nine month period”) are not necessarily indicative of the results to be expected for the full year. The three months and nine months ended September 30, 2020 are referred to herein as the “2020 third quarter” and “2020 nine month period,” respectively. The months included in the Company’s 2020 third quarter and 2020 nine month period have been presented to conform to the months reflected in the 2021 third quarter and 2021 nine month period . Certain amounts from the prior year periods have been reclassified to conform to the current presentation. INDUS’s consolidated financial statements reflect its accounts and its consolidated subsidiaries. INDUS consolidates the subsidiaries it controls through (i) voting rights or similar rights or (ii) by means other than voting rights if INDUS is the primary beneficiary of a variable interest entity (“VIE”). There have been no VIEs in which INDUS is not a primary beneficiary. INDUS may acquire property using a reverse like-kind exchange structure (a “Reverse 1031 Like-Kind Exchange”) under Section 1031 of the Code, to defer taxable gains on the subsequent sale of real estate property. As such, the acquired property (the “Parked Property”) is in the possession of a VIE whose legal equity interests are owned by a qualified intermediary engaged to execute the Reverse 1031 Like-Kind Exchange until the subsequent sale transaction and the Reverse 1031 Like-Kind Exchange are completed. Although the VIE is owned by the qualified intermediary, INDUS retains essentially all of the legal and economic benefits and obligations related to the VIE (which holds the legal title to the Parked Property prior to the completion of the Reverse 1031 Like-Kind Exchange) and, as its designated manager, has the key decision-making power over the Parked Property. As discussed in Note 4, the VIE (including the Parked Property) is included in INDUS’s consolidated financial statements as a consolidated VIE until legal title is transferred to the Company upon completion of the Reverse 1031 Like-Kind Exchange. There were two consolidated VIEs on INDUS's consolidated balance sheet as of September 30, 2021. These financial statements have been prepared in conformity with the standards of accounting measurement set forth by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 270, “Interim Reporting” and in accordance with the accounting policies stated in INDUS’s audited consolidated financial statements for the fiscal year ended November 30, 2020 (“fiscal 2020”) included in INDUS’s Annual Report on Form 10-K, filed with the SEC on February 18, 2021. These financial statements should be read in conjunction with the Notes to Consolidated Financial Statements appearing in that report. All adjustments, comprising only normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of results for the interim periods, have been reflected and all intercompany transactions have been eliminated. The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period. INDUS regularly evaluates estimates and assumptions related to the useful life and recoverability of long-lived assets, stock-based compensation expense and the valuation of derivative financial instruments. INDUS bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by INDUS may differ materially and adversely from INDUS’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. COVID-19 Since March 2020, the world has been impacted by the coronavirus (“COVID-19”) pandemic, which has created significant economic uncertainty and volatility. The full extent to which the coronavirus pandemic further impacts the Company’s business or impacts the Company’s operations, liquidity and financial results will depend on numerous evolving factors that the Company is not able to predict at this time, including: the duration and scope of the pandemic; development and spread of new variants of the virus; governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic; the availability, adoption and effectiveness of vaccines to combat COVID-19; the impact on economic activity from the pandemic and actions taken in response, including ongoing travel restrictions; the impact on the availability and pricing of certain materials and supplies; the effect on the Company’s tenants and their businesses; the ability of tenants to make their rental payments; any closures of tenants’ facilities; the ability of existing or prospective tenants to evaluate or enter into leases; and the Company’s ability to complete sales and acquisitions of real estate assets or planned construction and development. Any of these events could materially adversely impact the Company’s business, financial condition, results of operations or stock price. COVID-19 has also disrupted the availability, supply and costs of construction materials which has resulted in an increase in the Company’s cost of construction and delays in completion of the Company’s construction projects. If these disruptions and higher costs worsen, it could have material adverse impacts on the Company’s business, financial results and financial position in the future. Additionally, as a result of the pandemic there could be a reduction in the Company’s rental revenue, particularly with respect to its office/flex portfolio. COVID-19 did not have a material impact on the Company’s rent collections in the 2021 nine month period as over 99% of cash rent due each month in the 2021 nine month period, inclusive of rent relief agreements, was collected. Recent Accounting Pronouncements Adopted In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU No. 2018-13”). ASU No. 2018-13 removes, modifies and adds certain disclosure requirements in FASB ASC 820, “Fair Value Measurement” (“ASC 820”). The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively in the year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. ASU No. 2018-13 became effective for INDUS in the Transition Period. The application of ASU No. 2018-13 did not have an impact on INDUS’s consolidated financial statements. |
Sales of Common Stock
Sales of Common Stock | 9 Months Ended |
Sep. 30, 2021 | |
Sales of Common Stock | |
Sales of Common Stock | 2. Sales of Common Stock Public Offering On February 2, 2021, INDUS filed a universal shelf registration statement on Form S-3 (the “Universal Shelf”) with the SEC. Under the Universal Shelf, the Company could offer and sell up to $500,000 of a variety of securities including the Company’s common stock (“Common Stock”), preferred stock, warrants, depositary shares, units or any combination of such securities during the three year period that commenced on February 22, 2021. Under the Universal Shelf, the Company may periodically offer one or more types of securities in amounts, at prices and on terms announced. On March 5, 2021, under its Universal Shelf, INDUS completed an underwritten public offering of 1,750,000 shares of its Common Stock at a price to the underwriters of $56.85 per share. On March 15, 2021, the underwriters exercised their option to purchase an additional 177,049 shares of common stock from INDUS at the same price. INDUS received net proceeds of $108,676, after expenses, from the aggregate of 1,927,049 shares issued on March 5, 2021, and March 15, 2021. The Company has used and expects to continue to use the proceeds from the issuance of its Common Stock to finance its development pipeline and acquisitions and for other corporate purposes. On July 9, 2021, INDUS and INDUS RT, LP filed an updated universal shelf registration statement on Form S-3 (the “Updated Universal Shelf”) with the SEC. Under the Updated Universal Shelf, the Company may offer and sell up to $500,000 of a variety of securities including Common Stock, preferred stock, debt securities, warrants, depositary shares, rights or units, INDUS RT, LP’s debt securities or guarantees thereof by the Company, or any combination of such securities during the three year period that commenced on August 10, 2021. Under the Updated Universal Shelf, which adds debt securities of the Company and of INDUS RT, LP that the Universal Shelf did not include, the Company may periodically offer one or more types of securities in amounts, at prices and on terms announced. When INDUS obtains additional capital by issuing equity, the interests of its existing stockholders will be diluted. If the Company incurs additional indebtedness, that indebtedness may impose financial and other covenants that may significantly restrict INDUS’s operations. Effective September 1, 2021, the Company’s Board of Directors approved the establishment of an “at the market” equity issuance program (“ATM Program”), pursuant to which the Company may offer and sell Common Stock with an aggregate gross sales price of up to $100,000 . There have not been any issuances of Common Stock under the ATM Program. Subsequent to the end of the 2021 third quarter, on October 8, 2021, INDUS completed an underwritten public offering of 2,150,000 shares of its Common Stock under its Updated Universal Shelf at a price to the underwriters of $62.70 per share. On October 22, 2021, the underwriters exercised their option to purchase an additional 293,228 shares of Common Stock from INDUS at the same price. INDUS received net proceeds of $152,800, after estimated expenses, from the aggregate of 2,443,228 shares issued on October 8, 2021, and October 22, 2021.The Company intends to use the proceeds from this issuance of its Common Stock to finance its acquisition and development pipeline and for other corporate purposes. Private Placement On August 24, 2020, pursuant to a Securities Purchase Agreement with CM Change Industrial, LP (“Conversant”), INDUS: (i) sold 504,590 shares of its Common Stock; and (ii) issued a warrant ( the “Warrant”) to Conversant to acquire 504,590 additional shares of Common Stock (subject to adjustment as set forth therein) at an exercise price of $60.00 per share (the “Exercise Price”). Conversant paid $50.00 per share of Common Stock and $4.00 per Warrant Share for the Warrant for total proceeds, after expenses, of $26,799. Pursuant to the Securities Purchase Agreement, for so long as Conversant owns shares of Common Stock constituting more than 4.9% of INDUS’s Common Stock issued and outstanding, Conversant will have the right to designate one member (the “Purchaser Nominee”) to INDUS’s Board of Directors (subject to certain terms and conditions set forth therein) and such Purchaser Nominee shall be nominated by the Board for re-election as a director at each subsequent meeting of the Company’s stockholders. The Warrant is exercisable from the date of issuance and has a term of three years . Under the terms of the Warrant, the number of shares of Common Stock issuable upon exercise of the Warrant was increased to 515,747 shares and the exercise price was reduced to $58.70 as a result of the stock dividend on March 8, 2021 (see Note 7). Under the terms of the Warrant, upon a Fundamental Transaction (as defined in the Warrant) in which the consideration consists solely of cash, solely of marketable securities, or a combination thereof, the remaining unexercised portion of the Warrant will automatically be deemed to be exercised or the Warrant will be terminated, depending on whether the purchase price per share of one share of Common Stock in such fundamental transaction is greater or less than the Exercise Price. The Warrant agreement contained a cash settlement provision whereby Conversant was entitled to a cash payment if a Fundamental Transaction took place within one year from the date the Warrant was issued. There were no payments made under the cash settlement provision of the Warrant and the cash settlement provision expired on August 24, 2021 (see Note 7). On August 24, 2020, INDUS and Conversant also entered into a Contingent Value Rights Agreement (the “CVRA”), pursuant to which Conversant was entitled to a one-time cash payment in the event that INDUS’s volume weighted average share price per share of Common Stock for the thirty trading day period ending on the date of the one-year anniversary of the date of the Securities Purchase Agreement was less than the purchase price paid by Conversant in respect of each common share, subject to adjustment as described therein. There were no payments made under the CVRA, which expired on August 24, 2021. |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value | |
Fair Value | 3. Fair Value INDUS applies the provisions of ASC 820, which establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs, when measuring fair value. The categorization of an asset or liability within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value, as follows: Level 1 applies to assets or liabilities for which there are quoted market prices in active markets for identical assets or liabilities. Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, such as quoted prices for similar assets or liabilities in active markets; quoted prices for assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 2 assets and liabilities include INDUS’s interest rate swap agreements (see Note 5). These inputs are readily available in public markets or can be derived from information available in publicly quoted markets, therefore, INDUS has categorized these derivative instruments as Level 2 within the fair value hierarchy. Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. INDUS’s consolidated balance sheet included the Warrant liability and Contingent Value Rights (“CVR”) liability related to the private placement on August 24, 2020 (see Note 2). INDUS derived these values based on the Cox-Ross-Rubenstein option-pricing model and a Monte Carlo simulation valuation methodology, respectively. Therefore, INDUS recognized these liabilities as Level 3 within the fair value hierarchy. The following are INDUS’s financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: Sep. 30, 2021 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Level 1) (Level 2) (Level 3) Interest rate swap asset $ — $ 156 $ — Interest rate swap liabilities $ — $ 5,335 $ — Dec. 31, 2020 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Level 1) (Level 2) (Level 3) Interest rate swap liabilities $ — $ 8,766 $ — Common stock warrant liability $ — $ — $ 8,790 Contingent value rights liability $ — $ — $ 656 The amounts included in the consolidated financial statements for cash and cash equivalents, leasing receivables from tenants, accounts payable and accrued liabilities and interest rate swap assets and liabilities approximate their fair values because of the short-term maturities of these instruments. The fair values of the interest rate swaps (used for purposes other than trading) are determined based on discounted cash flow models that incorporate the cash flows of the derivatives as well as the current Overnight Index Swap Rate and swap curve along with other market data, taking into account current interest rates and the credit worthiness of the counterparty for assets and the credit worthiness of INDUS for liabilities. The fair values of the mortgage loans and construction loan, net of debt issuance costs, are estimated based on current rates offered to INDUS for similar debt of the same remaining maturities and, additionally, INDUS considers its credit worthiness in determining the fair value of its mortgage loans. At September 30, 2021 and December 31, 2020, the carrying values of the mortgage loans and construction loan were $171,273 and $160,655, respectively, and the fair values of the mortgage loans and construction loan were $174,254 and $163,906, respectively. The Warrant was included on the Company’s consolidated balance sheet as a liability carried at its fair value from the date it was issued, August 24, 2020, through the first anniversary of its issuance date when the Warrant’s cash settlement provision expired (see Notes 2 and 7). The Warrant’s fair value was estimated using the Cox-Ross-Rubenstein option-pricing model. A summary of the weighted-average significant unobservable inputs (Level 3 inputs) used in determining fair value of the Warrant as of August 24, 2021, is as follows: Warrant Liability Expected volatility 46.24 % Risk free interest rate 0.23 % Expected term (in years) 2.00 Annual dividend yield 0.89 % Fair Value of Derivative Warrant Liability Fair value at December 31, 2020 $ 8,790 Change in fair value December 31, 2020 through August 24, 2021 3,402 Reclassification to equity at August 24, 2021 $ 12,192 The fair value of the CVR liability, prior to its expiration on August 24, 2021 (see Note 2), was estimated using a Monte Carlo simulation valuation methodology. This weighted-average was comprised of unobservable inputs including expected volatility, risk free interest rate, expected term and annual dividend yield (Level 3 inputs). The change in the fair value of the CVR liability in the 2021 nine month period reflected the expiration of the CVRA on August 24, 2021, and elimination of the CVR liability, which was $656 as of December 31, 2020. The loss on the fair value of financial instruments of $2,746 in the 2021 nine month period reflected the loss of $3,402 for the change in the fair value of the Warrant liability from December 31, 2020, through August 24, 2021, the date it was reclassified into stockholders’ equity, partially offset by the elimination of the CVR liability. |
Real Estate Assets
Real Estate Assets | 9 Months Ended |
Sep. 30, 2021 | |
Real Estate Assets | |
Real Estate Assets | 4. Real Estate Assets Real estate assets consist of: Estimated Useful Lives Sep. 30, 2021 Dec. 31, 2020 Land $ 47,290 $ 33,084 Land improvements 10 to 30 years 47,483 45,827 Buildings and improvements 10 to 40 years 284,042 233,250 Tenant improvements Shorter of useful life or terms of related lease 35,204 34,899 Machinery and equipment 3 to 20 years 10,958 10,958 Construction in progress 42,977 4,036 Development costs 3,749 5,106 471,703 367,160 Accumulated depreciation (127,888) (124,839) $ 343,815 $ 242,321 The increase in construction in progress primarily relates to the site work and construction costs of an approximately 141,000 square foot industrial/logistics building in Charlotte, North Carolina (the “Charlotte Build-to-Suit”) on the Company’s 44 acre parcel of land in Charlotte. Subsequent to September 30, 2021, the Charlotte Build-to-Suit was completed and placed in service and the amount in construction in progress related to the Charlotte Build-to-Suit was reclassified into the appropriate asset categories. Total depreciation expense related to real estate assets was as follows: For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 Depreciation expense $ 3,322 $ 3,008 $ 9,225 $ 8,958 On August 5, 2021, INDUS closed on the purchase of 2850 Interstate Drive (“2850 Interstate”), an approximately 139,500 square foot fully leased industrial/logistics building in Lakeland, Florida for $17,866, including acquisition costs. INDUS determined the fair value of the assets acquired approximated the purchase price, which was allocated to the real estate assets and intangible assets (see Note 9) on a relative fair value basis. On June 28, 2021, INDUS, through a consolidated VIE, purchased 7800 Tuckaseegee Road (“7800 Tuckaseegee”), an approximately 395,000 square foot industrial/logistics building in Charlotte, North Carolina for $42,502, including acquisition costs. On May 12, 2021, INDUS, through a consolidated VIE, purchased 6355 Farm Bureau Road (“6355 Farm Bureau”), an approximately 128,000 square foot industrial/logistics building in the Lehigh Valley of Pennsylvania for $11,928, including acquisition costs. For both acquisitions, INDUS provided all of the funding to the VIEs for the purchases and determined the fair value of the assets acquired approximated the purchase price, which was allocated to the real estate assets and intangible assets (see Note 9) on a relative fair value basis. The acquisitions of 7800 Tuckaseegee and 6355 Farm Bureau were made utilizing Reverse 1031 Like-Kind Exchanges that were entered into at the time the properties were acquired. As such, as of September 30, 2021, these properties are in the possession of a qualified intermediary engaged to execute the Reverse 1031 Like-Kind Exchanges until the potential real estate sales transactions and the Reverse 1031 Like-Kind Exchanges are completed. On April 13, 2021, INDUS closed on the purchase of an approximately 14 acre parcel of undeveloped land in Orlando, Florida (the “Jetport Land”) for a purchase price of $5,658, after transaction and entitlement costs. The Jetport Land is a replacement property as part of a Section 1031 Like-Kind Exchange (“1031 Like-Kind Exchange”) under the Code. INDUS acquired the Jetport Land utilizing $1,993 of proceeds from the sales of one of its office/flex buildings and two smaller land parcels in November 2020. The balance of the purchase price for the Jetport Land was paid from the Company’s cash on hand. INDUS plans to construct two industrial/logistics buildings totaling approximately 195,000 square feet on the Jetport Land. The purchase prices for acquisitions in the 2021 nine month period were allocated as follows: 2850 Interstate 7800 Tuckaseegee 6355 Farm Bureau Jetport Land Total Land $ 2,369 $ 4,606 $ 2,163 5,658 $ 14,796 Land improvements 416 927 388 — 1,731 Buildings and improvements 14,703 35,947 10,036 — 60,686 Tenant improvements 48 200 132 — 380 Intangible assets 558 1,462 918 — 2,938 Intangible liabilities (228) (640) (1,709) — (2,577) $ 17,866 $ 42,502 $ 11,928 5,658 $ 77,954 In the 2021 third quarter, INDUS recorded an impairment charge of $3,000 to reduce the carrying values of two of its office/flex properties in Windsor, Connecticut, based on management’s assessment of the current market prices for these properties. See Note 11 for subsequent events related to INDUS’s real estate assets. Real estate assets held for sale consist of: Sep. 30, 2021 Dec. 31, 2020 Land $ 338 $ 505 Land improvements 4,232 269 Development costs 63 6,028 $ 4,633 $ 6,802 The decrease in real estate assets held for sale in the 2021 nine month period reflected $6,645 for sales of real estate assets that closed and $35 that was reclassified from real estate assets held for sale into real estate assets partially offset by $4,511 that was reclassified from real estate assets into real estate assets held for sale as a result of these assets meeting the criteria to be classified as held for sale. The amounts remaining in real estate assets held for sale are related to sales that INDUS expects to close within the next nine to twelve months. |
Mortgage Loans and Interest Rat
Mortgage Loans and Interest Rate Swaps | 9 Months Ended |
Sep. 30, 2021 | |
Mortgage Loans and Interest Rate Swaps | |
Mortgage Loans and Interest Rate Swaps | 5. Mortgages Loans, Construction Loan and Interest Rate Swaps INDUS’s nonrecourse mortgage loans and construction loan consist of: Mortgage loans: Sep. 30, 2021 Dec. 31, 2020 4.72%, due October 3, 2022 * $ 3,979 $ 4,061 4.39%, due January 2, 2025 * 17,982 18,453 4.17%, due May 1, 2026 * 12,394 12,696 3.79%, due November 17, 2026 * 23,345 23,911 4.39%, due August 1, 2027 * 9,545 9,750 3.97%, due September 1, 2027 11,236 11,419 4.57%, due February 1, 2028 * 17,262 17,601 5.09%, due July 1, 2029 4,843 5,214 5.09%, due July 1, 2029 3,393 3,653 3.60%, due January 2, 2030 * 6,224 6,350 3.48%, due February 1, 2030 14,387 14,682 3.50%, due July 1, 2030 * 4,948 5,046 4.33%, due August 1, 2030 15,963 16,244 4.51%, due April 1, 2034 13,441 13,688 Mortgage loans 158,942 162,768 Debt issuance costs (1,890) (2,113) Mortgage loans, net of debt issuance costs 157,052 160,655 Less mortgage loan, net on asset held for sale: 5.09%, due July 1, 2029 (4,816) — Total mortgage loans, net of debt issuance costs 152,236 160,655 Construction loan: One-month LIBOR plus 1.65%, due May 7, 2023 14,662 — Debt issuance costs (441) — Construction loan, net of debt issuance costs 14,221 — Mortgage loans and construction loan, net of debt issuance costs $ 166,457 $ 160,655 *Variable rate loans for which INDUS entered into interest rate swap agreements to effectively fix the interest rates on these loans to the rates reflected above. INDUS’s weighted average interest rate on its mortgage loans and its construction loan, including the effect of its interest rate swap agreements, was 3.98% and 4.18% as of September 30, 2021 and December 31, 2020, respectively. As of September 30, 2021, INDUS was a party to thirteen interest rate swap agreements with notional amounts totaling $95,679 and $97,868 at September 30, 2021 and December 31, 2020, respectively, related to its variable rate nonrecourse mortgage loans on certain of its real estate assets. The Company accounts for its interest rate swap agreements as effective cash flow hedges (see Note 3). Amounts in accumulated other comprehensive income (“AOCI”) will be reclassified into interest expense over the term of the swap agreements to achieve fixed interest rates on each variable rate mortgage. None of the interest rate swap agreements contain any credit risk related contingent features. In the 2021 nine month period, INDUS recognized a gain, included in other comprehensive loss, of $3,587 on its interest rate swap agreements. In the 2020 nine month period, INDUS recognized a loss, included in other comprehensive loss, of $6,607, before taxes, on its interest rate swap agreements. As of September 30, 2021, $1,962 was expected to be reclassified over the next twelve months to AOCI from interest expense. As of September 30, 2021, the net fair value of INDUS’s interest rate swap agreements was a liability of $5,179, with $156 included in other assets and $5,335 included in other liabilities on INDUS’s consolidated balance sheet. Interest expense related to INDUS’s interest rate swap agreements in the 2021 and 2020 nine month periods was $1,504 and $1,058 (before tax), respectively. On May 7, 2021, a subsidiary of INDUS entered into a construction loan agreement (the “2021 JPM Construction Loan”) with JPMorgan Chase Bank N.A. (“JPMorgan”) to provide a portion of the funds for the site work and development of the Charlotte Build-to-Suit (see Note 4). Total borrowings under the 2021 JPM Construction Loan will be the lesser of $28,400 or 67.5% of the project cost (as defined in the 2021 JPM Construction Loan) of the Charlotte Build-to-Suit. The term of the 2021 JPM Construction Loan is two years , with a one-year extension at the Company’s option. Initial interest under the 2021 JPM Construction Loan, adjusted monthly, was one-month LIBOR plus 1.65% , reduced to one-month LIBOR plus 1.40% upon completion of the Charlotte Build-to-Suit and commencement of rental payments by the tenant in the Charlotte Build-to-Suit, which took place subsequent to September 30, 2021. |
Revolving Credit Agreements
Revolving Credit Agreements | 9 Months Ended |
Sep. 30, 2021 | |
Revolving Credit Agreements | |
Revolving Credit Agreements | 6. Revolving Credit Agreements On August 5, 2021, INDUS, as parent guarantor, INDUS RT, LP, as borrower, certain subsidiaries of INDUS RT, LP as guarantors, JPMorgan as Administrative Agent, Joint Lead Arranger and Joint Bookrunner, CITIBANK, N.A. as Joint Lead Arranger, Joint Bookrunner and Syndication Agent and the other parties thereto entered into an agreement for a new secured revolving credit facility of up to $100,000 (the “New Credit Facility”) with several banks that replaced the Company’s former Amended Webster Credit Line (as defined below) and Acquisition Credit Line (as defined below) with Webster Bank, N.A. (“Webster Bank”). The New Credit Facility has a three year term with two one-year extensions at the Company’s option and also includes an uncommitted incremental facility, which would enable the New Credit Facility to be increased up to $250,000 in the aggregate. Borrowings under the New Credit Facility will bear interest subject to a pricing grid for changes in the Company’s total leverage. Based on the Company’s current leverage, the annual interest rate under the New Credit Facility is the one-month LIBOR plus 1.20% compared to a rate of one-month LIBOR plus 2.50% and one-month LIBOR plus 2.75% under its former revolving credit line and acquisition credit line, respectively, with Webster Bank. In the event that JPMorgan determines that LIBOR is no longer available, the New Credit Facility contemplates that JPMorgan shall transition to a comparable rate of interest to the LIBOR rate. Under the terms of the New Credit Facility, INDUS must maintain: (i) a consolidated tangible net worth of $319,149 plus 75% of the aggregate increases in stockholders’ equity of the Company by reason of issuance or sale of equity of the Company; (ii) a fixed charge coverage ratio of (a) 1.25 to 1.0 through March 31, 2022, and (b) 1.50 to 1.0 on and after June 30, 2022; (iii) a maximum leverage ratio of total indebtedness to total assets of less than 60% on the last day of any fiscal quarter; (iv) a maximum secured leverage ratio of total secured indebtedness to total asset value of (a) 50% through December 31, 2022, and (b) 40% on and after March 31, 2023; (v) a minimum borrowing base of (a) $30,000 through December 30, 2022, (b) $50,000 from December 31, 2022 through December 30, 2023, and (c) $100,000 on and after December 31, 2023; and (vi) a minimum of (a) five industrial unencumbered properties from June 30, 2021 through December 30, 2023, and (b) eight industrial unencumbered properties on and after December 31, 2023. As of September 30, 2021, the Company was in compliance with the covenants of the New Credit Facility. Based on the collateral in place as of September 30, 2021, $55,789 could be borrowed under the New Credit Facility. There have been no borrowings under the New Credit Facility, however, the New Credit Facility secures certain unused standby letters of credit aggregating $3,034 that are related to INDUS's development activities. On March 17, 2021, INDUS executed an amendment (the “Revolving Credit Line Amendment”) to its $19,500 revolving credit line (the “Webster Credit Line” and, as amended by the Revolving Credit Line Amendment, the “Amended Webster Credit Line”) with Webster Bank that was scheduled to expire on September 30, 2021. The Revolving Credit Line Amendment increased the amount of the Amended Webster Credit Line from $19,500 to $35,000, while adding two industrial/logistics buildings to the collateral for the Amended Webster Credit Line. The Amended Webster Credit Line was replaced by the New Credit Facility (see above). INDUS also had a credit line of $15,000 with Webster Bank that was used to finance certain property acquisitions (the “Acquisition Credit Line”). The Acquisition Credit Line was unsecured and also scheduled to expire on September 30, 2021. The Acquisition Credit Line was replaced by the New Credit Facility (see above). |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders' Equity | |
Stockholders' Equity | 7. Stockholders’ Equity Per Share Results Basic and diluted per share results were based on the following: For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 Net loss $ (3,547) $ (657) $ (5,466) $ (1,637) Weighted average shares outstanding for computation of basic per share results 7,724,000 5,352,000 7,231,000 5,190,000 Incremental shares from assumed exercise of stock options and warrants (a) — — — — Adjusted weighted average shares for computation of diluted per share results 7,724,000 5,352,000 7,231,000 5,190,000 (a) Incremental shares from the assumed exercise of INDUS stock options are not included in periods where the inclusion of such shares would be anti-dilutive. The incremental shares from the assumed exercise of stock options and the Warrant for the 2021 third quarter and 2020 third quarter would have been 175,000 and 72,000 , respectively. The incremental shares from the assumed exercise of the Warrant and stock options for the 2021 nine month period and 2020 nine month period would have been 150,000 and 62,000 , respectively. Equity Compensation Plans Stock Options There were no stock options granted in the 2021 nine month period. The following options were granted by INDUS in the 2020 nine month period under the INDUS Realty, LLC 2020 Incentive Award Plan (the “2020 Incentive Award Plan”) and the INDUS Realty Trust, Inc. 2009 Stock Option Plan: Fair Value per Number of Option at Shares Grant Date Non-employee directors 111,258 $ 11.00 - 14.17 Number of option holders at September 30, 2021 18 As of September 30, 2021, the unrecognized compensation expense related to unvested stock options that will be recognized during future periods is as follows: Balance of 2021 $ 99 2022 $ 372 2023 $ 231 2024 $ 111 2025 $ 15 A summary of INDUS’s stock option activity is as follows: For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Number of Weighted Avg. Number of Weighted Avg. Shares Exercise Price Shares Exercise Price Outstanding at beginning of period 246,150 $ 36.06 189,822 $ 28.23 Adjustment for stock dividend 5,413 $ 34.29 — $ — Granted — $ — 111,258 $ 45.72 Exercised (15,422) $ 26.37 (44,900) $ 28.73 Forfeited (1,067) $ 37.49 — $ — Outstanding at end of period 235,074 $ 35.85 256,180 $ 35.74 Weighted Avg. Remaining Range of Exercise Prices for Outstanding at Weighted Avg. Contractual Life Total Intrinsic Outstanding Options Sep. 30, 2021 Exercise Price (in years) Value $23.00 - $28.00 96,124 $ 26.24 4.5 $ 4,216 $28.00 - $32.00 14,073 $ 29.84 3.8 567 $32.00 - $47.00 124,877 $ 43.93 8.2 3,267 235,074 $ 35.85 6.4 $ 8,050 Vested options 125,395 $ 27.92 4.7 $ 5,289 Restricted Stock Units Under the 2020 Incentive Award Plan, INDUS granted the following restricted stock units of Common Stock (“RSUs”) in the 2021 nine month period; Time-based vesting Performance-based vesting Fair Value per Fair Value per Number of Unit at Number of Unit at Units Grant Date Shares Grant Date Employees 8,508 $ 63.15 8,508 $ 79.33 Non-employee directors 4,682 $ 67.28 - 13,190 8,508 The time-based vesting RSUs were granted to employees on February 1, 2021 and, subject to the recipient’s continued employment, will vest over three years in equal installments on February 1 of each year beginning in 2022. The performance-based vesting RSUs granted in fiscal 2021 will vest after a period of three years and be measured over the three-year period on pre-established goals. The time-based vesting RSUs granted to non-employee directors were granted on June 17, 2021 and will vest in one year . The holders of RSUs will receive credit for dividends, but do not have voting rights. The RSUs may not be sold, assigned, transferred, pledged or otherwise disposed of and are subject to risk of forfeiture prior to the expiration of the applicable vesting period. As of September 30, 2021, the unrecognized compensation expense related to RSUs that will be recognized during future periods is as follows: Balance of 2021 $ 206 2022 $ 503 2023 $ 270 2024 $ 22 Compensation expense and related tax benefits for stock options and RSUs were as follows: For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 Compensation expense $ 305 $ 125 $ 810 $ 407 Related tax benefit $ — $ 26 $ — $ 88 Warrant As of September 30, 2021, exercise of the Warrant would result in the issuance 515,747 shares of Common Stock at a price of $58.70 per share. The Warrant expires on August 24, 2023. As the Warrant contained a cash surrender provision, it was recorded at its fair value and classified as a liability on the Company’s consolidated balance sheet at the time it was issued, with changes in its fair value included in the Company’s consolidated statement of operations. On August 24, 2021, upon the expiration of the cash settlement provision of the Warrant, the fair value of the Warrant at that time, $12,192, was reclassified from a liability into stockholders’ equity. Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive loss, net of tax, comprised of unrealized gains on cash flow hedges is as follows: For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Balance at beginning of period $ (7,855) $ (2,540) Other comprehensive gain (loss) before reclassifications 2,083 (6,100) Amounts reclassified 1,504 837 Net activity for other comprehensive gain (loss) 3,587 (5,263) Balance at end of period $ (4,268) $ (7,803) Changes in accumulated other comprehensive income (loss), net are as follows: For the Three Months Ended Sep. 30, 2021 Sep. 30, 2020 Tax Tax (Expense) Net-of (Expense) Net-of Pre-Tax Benefit Tax Pre-Tax Benefit Tax Reclassification included in net loss: Loss on cash flow hedges (interest expense) $ 510 $ — $ 510 $ 509 $ (106) $ 403 Change in other comprehensive income: Increase (decrease) in fair value of cash flow hedges 114 — 114 (25) 4 (21) Other comprehensive income $ 624 $ — $ 624 $ 484 $ (102) $ 382 For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Tax Tax (Expense) Net-of (Expense) Net-of Pre-Tax Benefit Tax Pre-Tax Benefit Tax Reclassification included in net loss: Loss on cash flow hedges (interest expense) $ 1,504 $ — $ 1,504 $ 1,058 $ (221) $ 837 Change in other comprehensive income (loss): Increase (decrease) in fair value of cash flow hedges 2,083 — 2,083 (7,665) 1,565 (6,100) Other comprehensive income (loss) $ 3,587 $ — $ 3,587 $ (6,607) $ 1,344 $ (5,263) Dividends On January 13, 2021, INDUS declared a special dividend to distribute the E&P Distribution, which was based on the Company’s estimated taxable income through December 31, 2020. The E&P Distribution was made on March 8, 2021, in the amount of $11,250 or $1.99 per share to holders of record as of January 22, 2021. The E&P Distribution was paid in a combination of cash and shares of the Company’s Common Stock. The cash portion of the E&P Distribution paid to stockholders was $3,404 and 125,212 shares of Common Stock were issued. INDUS declared cash dividends of $0.15 per share on its Common Stock on September 1, 2021, and May 7, 2021. INDUS paid $1,159 and $1,158, respectively, for these dividends on September 30, 2021, and June 30, 2021. INDUS did not declare or pay a cash dividend in the 2020 nine month period. Treasury Stock The Company’s 617,816 shares of treasury stock were retired upon the reincorporation into Maryland on December 30, 2020. The treasury stock balance was offset by reductions to common stock and additional paid-in capital. Total stockholders’ equity was not affected by the retirement of treasury stock. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases | |
Leases | 8. Leases The Company’s rental revenue reflects the leasing of industrial/logistics and, to a much lesser extent, office/flex space and certain land parcels. INDUS does not have any variable payment leases with its tenants. All of INDUS’s leases with its tenants are classified as operating leases with the exception of a sixty-five year ground lease of a small land parcel which is a sale-type lease. As such, a gain of approximately $1,000 on that lease is included in gain on sales of real estate assets in the Company’s consolidated statements of operations for the 2021 third quarter and 2021 nine month period. The following is a schedule of minimum future cash rentals on the Company’s operating leases as of September 30, 2021. The schedule does not reflect future rental revenues from the renewal or replacement of existing leases or for leases on facilities not yet in service and excludes real estate taxes and property operating expense reimbursements: Balance of 2021 $ 7,743 2022 31,837 2023 28,737 2024 25,622 2025 21,712 Thereafter 38,286 $ 153,937 In 2016, INDUS, as lessee, entered into a ten-year sublease (the “New York Office Lease”) for approximately 1,920 square feet in New York City for its executive offices. The sublease is with Bloomingdale Properties, Inc., an entity that is controlled by certain members of the Cullman and Ernst Group, which is considered a related party to the Company. The New York Office Lease was approved by the Audit Committee of INDUS’s Board of Directors and the lease rates under the sublease were at market rate at the time the sublease was signed. Expenses related to operating leases where INDUS is the lessee were $104 in each of the 2021 and 2020 nine month periods. The weighted average remaining lease term for these leases as of September 30, 2021, was 5.1 years. Maturities of lease liabilities as of September 30, 2021 are as follows: Balance of 2021 $ 35 2022 143 2023 140 2024 141 2025 140 2026 117 Total undiscounted payments 716 Less: imputed interest (60) Present value of minimum lease payments $ 656 |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental Financial Statement Information | |
Supplemental Financial Statement Information | 9. Supplemental Financial Statement Information Other Assets INDUS's other assets are comprised of the following: Sep. 30, 2021 Dec. 31, 2020 Deposits on building and land acquisitions $ 6,455 $ 365 Deferred leasing costs, net 7,173 5,352 Straight-line rents 6,876 6,700 Prepaid expenses 4,622 2,618 Intangible assets, net 4,475 2,126 Accounts receivable (primarily leases) 1,477 254 Deferred financing costs related to revolving lines of credit 988 162 Prepaid development costs 966 798 Furniture, fixtures and equipment, net 701 181 Right-of-use assets 622 707 Proceeds from sales of real estate assets held in escrow 592 1,993 Registration statement costs 532 — Mortgage escrows 366 558 Interest rate swap asset 156 — Other 418 323 Total other assets $ 36,419 $ 22,137 Accounts Payable and Accrued Liabilities INDUS's accounts payable and accrued liabilities are comprised of the following: Sep. 30, 2021 Dec. 31, 2020 Accrued construction costs and retainage $ 7,004 $ 94 Accrued lease commissions 1,040 233 Trade payables 873 1,093 Accrued salaries, wages and other compensation 746 1,027 Accrued interest payable 619 580 Other 773 642 Total accounts payable and accrued liabilities $ 11,055 $ 3,669 Other Liabilities INDUS's other liabilities are comprised of the following: Sep. 30, 2021 Dec. 31, 2020 Interest rate swap liabilities $ 5,335 $ 8,766 Deferred compensation plan 4,741 4,335 Intangible liability, net 3,102 695 Prepaid rent from tenants 1,392 1,345 Security deposits of tenants 893 710 Lease liabilities 656 739 Contingent value rights liability — 656 Other 321 321 Total other liabilities $ 16,440 $ 17,567 Supplemental Cash Flow Information Accounts payable and accrued liabilities related to additions to real estate assets increased by $6,910 and $553 in the 2021 nine month period and 2020 nine month period, respectively. Interest payments were as follows: For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 $ 1,727 $ 1,752 $ 5,117 $ 5,198 Capitalized interest related to real estate assets was as follows: For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 $ 470 $ 57 $ 815 $ 90 Income Taxes As discussed above (see Note 1), INDUS intends to elect to be taxed as a REIT for the taxable year ending December 31, 2021. To qualify as a REIT, INDUS is required (among other things) to distribute at least 90% of its REIT taxable income to its stockholders and meet various other organization and operating requirements. Provided the Company qualifies for taxation as a REIT, it generally will not be subject to federal income taxes if it distributes 100% of its taxable income for each year to its stockholders. However, any taxable income from a taxable REIT subsidiary will be subject to federal, state and local income taxes. INDUS has elected taxable REIT subsidiary (“TRS”) status for one of its consolidated subsidiaries which provides services that would otherwise be considered impermissible for a REIT. If INDUS fails to qualify as a REIT in any taxable year, and it is unable to avail itself of certain savings provisions set forth in the Code, all of its taxable income will be subject to regular federal corporate income tax, and it may not be able to qualify as a REIT for four subsequent taxable years. Additionally, even if INDUS qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property and to federal income taxes and excise taxes on its undistributed taxable income. INDUS may also be subject to a corporate income tax on any gains recognized during a five-year period following the REIT conversion that are attributable to built-in gains with respect to assets that were owned on January 1, 2021. In connection with the election to be taxable as a REIT for the taxable year ending December 31, 2021, INDUS reassessed its deferred tax assets and deferred tax liabilities during the fourth quarter of fiscal 2020, which resulted in de-recognizing all of its deferred tax assets and deferred tax liabilities prior to December 31, 2020. Accordingly, the only income tax provision reflected in the Company’s results of operations for the 2021 third quarter and 2021 nine month period is related to its TRS. INDUS’s income tax benefit was $500 in the 2020 nine month period reflecting an effective tax rate of 23.4%. The effective tax benefit rate for the 2020 nine month period reflected the federal statutory income tax rate of 21% adjusted for effects of permanent differences and state income taxes. INDUS’s federal income tax returns for fiscal 2018, fiscal 2019, fiscal 2020 and December 2020 are open to examination by the Internal Revenue Service. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | 10. Commitments and Contingencies From time to time, INDUS is a party to various litigation matters that are considered routine litigation arising in the ordinary course of business. In the opinion of management, based on the advice of legal counsel, the ultimate liability, if any, with respect to these matters is not expected to be material, individually or in the aggregate, to the Company’s consolidated financial position, results of operations or cash flows. On August 5, 2021, INDUS entered into an agreement (the “Forward Purchase Agreement”) to acquire, for a purchase price of $31,500, an under-construction, approximately 184,000 square foot industrial/logistics portfolio in Nashville, Tennessee (the “Nashville Acquisition”) being developed on speculation by the seller and, upon completion, will be comprised of two buildings. Closing on the purchase of the Nashville Acquisition is subject to a number of contingencies including completion of construction. There can be no guarantee that the Nashville Acquisition will be completed under its current terms, or at all. As of September 30, 2021, INDUS had commitments of approximately $34,200 for construction work and tenant improvements under the terms of leases with certain of the Company’s tenants. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events. | |
Subsequent Events | 11. Subsequent Events In accordance with FASB ASC 855, “Subsequent Events,” INDUS has evaluated all events or transactions occurring after September 30, 2021, the balance sheet date, and noted that there have been no such events or transactions which would require recognition or disclosure in the consolidated financial statements as of and for the period ended September 30, 2021, other than the disclosures herein. On October 8, 2021, INDUS completed an underwritten public offering of 2,150,000 shares of its Common Stock at a price to the underwriters of $62.70 per share. On October 22, 2021, the underwriters exercised their option to purchase an additional 293,228 shares of Common Stock from INDUS at the same price (see Note 2). On October 12, 2021, INDUS closed on the purchase of an approximately 128,000 square foot fully leased, industrial/logistics building in Charlotte, North Carolina for a purchase price of $14,600. On October 27, 2021, the Company entered into an agreement (the “South Carolina Purchase Agreement”) to acquire, for a purchase price of approximately $28,600, before transaction costs, an industrial/logistics building in South Carolina that is partially leased. The closing of the acquisition contemplated under the South Carolina Purchase Agreement is expected to take place in the 2021 fourth quarter. Completion of the acquisition contemplated under the South Carolina Purchase Agreement is subject to a number of contingencies. There is no guarantee that the purchase contemplated under the South Carolina Purchase Agreement will be completed under its current terms, or at all. On November 3, 2021, the Company entered into an agreement (the “Charleston Forward Purchase Agreement”) to acquire, for a purchase price of $28,000, before transaction costs, an approximately 263,000 square foot industrial/logistics building in Charleston, South Carolina to be built by the seller. Closing on the Charleston Forward Purchase Agreement is subject to a number of contingencies including completion of construction. There can be no guarantee that the Charleston Forward Purchase Agreement will be completed under its current terms, or at all. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Basis of Presentation | Basis of Presentation INDUS Realty Trust, Inc., a Maryland corporation, (“INDUS” or the “Company”) (f/k/a Griffin Industrial Realty, Inc.) is a real estate business principally engaged in developing, acquiring, managing and leasing high-quality industrial and logistics properties in select supply-constrained markets in the United States. INDUS seeks to add to its property portfolio through the development of land or the acquisition of modern, market-appropriate logistics buildings in the markets it targets, all of which can serve multiple drivers of demand in the modern supply chain. INDUS also owns a limited number of office/flex properties and undeveloped land parcels much of which is not consistent with the Company’s core industrial and logistics strategy and therefore the Company sells certain properties periodically over time. On December 30, 2020, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), by and among INDUS, Griffin Industrial Realty, Inc., a Delaware corporation, and Griffin Industrial Maryland, LLC, a Maryland limited liability company and a wholly-owned subsidiary of INDUS, the Company completed an internal merger to reincorporate in Maryland. On December 30, 2020, following this merger, the Company changed its name to INDUS Realty Trust, Inc. On February 5, 2021, Griffin Industrial Maryland, LLC changed its name to INDUS Realty Trust, LLC and on June 28, 2021, was converted to INDUS RT, LP, a Maryland limited partnership. On January 4, 2021, the Company announced that it intends to elect to be taxed as a real estate investment trust (“REIT”) under sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”) for its taxable year ending December 31, 2021 (see Note 9). This decision was based on the Company’s consideration of ways to maximize stockholder value and generate growth opportunities as the Company continues to expand its industrial/logistics portfolio. On March 8, 2021, INDUS paid a special dividend to distribute the Company’s estimated accumulated earnings and profits (the “E&P Distribution”) based on the Company’s estimated taxable income through December 31, 2020 (see Note 7). Through November 30, 2020, INDUS reported on a twelve month fiscal year that ended on November 30. On November 17, 2020, in connection with the anticipated election to become a REIT, the Company’s Board of Directors approved a change in the Company’s fiscal year from November 30 to December 31, effective beginning with the Company’s next fiscal year, which began on January 1, 2021 and will end on December 31, 2021 (“fiscal 2021”). As a result of this change, INDUS had a one-month transition period (the “Transition Period”) that began on December 1, 2020 and ended on December 31, 2020. The results of the Transition Period were reported in the Company’s Form 10-Q for the three months ended March 31, 2021, filed with the United States Securities and Exchange Commission (the “SEC”) on May 10, 2021. INDUS’s consolidated financial statements reflect its accounts and its consolidated subsidiaries. INDUS consolidates the subsidiaries it controls through (i) voting rights or similar rights or (ii) by means other than voting rights if INDUS is the primary beneficiary of a variable interest entity (“VIE”). There have been no VIEs in which INDUS is not a primary beneficiary. INDUS may acquire property using a reverse like-kind exchange structure (a “Reverse 1031 Like-Kind Exchange”) under Section 1031 of the Code, to defer taxable gains on the subsequent sale of real estate property. As such, the acquired property (the “Parked Property”) is in the possession of a VIE whose legal equity interests are owned by a qualified intermediary engaged to execute the Reverse 1031 Like-Kind Exchange until the subsequent sale transaction and the Reverse 1031 Like-Kind Exchange are completed. Although the VIE is owned by the qualified intermediary, INDUS retains essentially all of the legal and economic benefits and obligations related to the VIE (which holds the legal title to the Parked Property prior to the completion of the Reverse 1031 Like-Kind Exchange) and, as its designated manager, has the key decision-making power over the Parked Property. As discussed in Note 4, the VIE (including the Parked Property) is included in INDUS’s consolidated financial statements as a consolidated VIE until legal title is transferred to the Company upon completion of the Reverse 1031 Like-Kind Exchange. There were two consolidated VIEs on INDUS's consolidated balance sheet as of September 30, 2021. These financial statements have been prepared in conformity with the standards of accounting measurement set forth by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 270, “Interim Reporting” and in accordance with the accounting policies stated in INDUS’s audited consolidated financial statements for the fiscal year ended November 30, 2020 (“fiscal 2020”) included in INDUS’s Annual Report on Form 10-K, filed with the SEC on February 18, 2021. These financial statements should be read in conjunction with the Notes to Consolidated Financial Statements appearing in that report. All adjustments, comprising only normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of results for the interim periods, have been reflected and all intercompany transactions have been eliminated. The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period. INDUS regularly evaluates estimates and assumptions related to the useful life and recoverability of long-lived assets, stock-based compensation expense and the valuation of derivative financial instruments. INDUS bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by INDUS may differ materially and adversely from INDUS’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Fiscal Year | The results of operations for the three months ended September 30, 2021 (the “2021 third quarter”) and the nine months ended September 30, 2021 (the “2021 nine month period”) are not necessarily indicative of the results to be expected for the full year. The three months and nine months ended September 30, 2020 are referred to herein as the “2020 third quarter” and “2020 nine month period,” respectively. The months included in the Company’s 2020 third quarter and 2020 nine month period have been presented to conform to the months reflected in the 2021 third quarter and 2021 nine month period |
Recent Accounting Pronouncements Adopted | Recent Accounting Pronouncements Adopted In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU No. 2018-13”). ASU No. 2018-13 removes, modifies and adds certain disclosure requirements in FASB ASC 820, “Fair Value Measurement” (“ASC 820”). The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively in the year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. ASU No. 2018-13 became effective for INDUS in the Transition Period. The application of ASU No. 2018-13 did not have an impact on INDUS’s consolidated financial statements. |
COVID 19 | |
COVID-19 | COVID-19 Since March 2020, the world has been impacted by the coronavirus (“COVID-19”) pandemic, which has created significant economic uncertainty and volatility. The full extent to which the coronavirus pandemic further impacts the Company’s business or impacts the Company’s operations, liquidity and financial results will depend on numerous evolving factors that the Company is not able to predict at this time, including: the duration and scope of the pandemic; development and spread of new variants of the virus; governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic; the availability, adoption and effectiveness of vaccines to combat COVID-19; the impact on economic activity from the pandemic and actions taken in response, including ongoing travel restrictions; the impact on the availability and pricing of certain materials and supplies; the effect on the Company’s tenants and their businesses; the ability of tenants to make their rental payments; any closures of tenants’ facilities; the ability of existing or prospective tenants to evaluate or enter into leases; and the Company’s ability to complete sales and acquisitions of real estate assets or planned construction and development. Any of these events could materially adversely impact the Company’s business, financial condition, results of operations or stock price. COVID-19 has also disrupted the availability, supply and costs of construction materials which has resulted in an increase in the Company’s cost of construction and delays in completion of the Company’s construction projects. If these disruptions and higher costs worsen, it could have material adverse impacts on the Company’s business, financial results and financial position in the future. Additionally, as a result of the pandemic there could be a reduction in the Company’s rental revenue, particularly with respect to its office/flex portfolio. COVID-19 did not have a material impact on the Company’s rent collections in the 2021 nine month period as over 99% of cash rent due each month in the 2021 nine month period, inclusive of rent relief agreements, was collected. |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value | |
Schedule of financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | Sep. 30, 2021 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Level 1) (Level 2) (Level 3) Interest rate swap asset $ — $ 156 $ — Interest rate swap liabilities $ — $ 5,335 $ — Dec. 31, 2020 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Level 1) (Level 2) (Level 3) Interest rate swap liabilities $ — $ 8,766 $ — Common stock warrant liability $ — $ — $ 8,790 Contingent value rights liability $ — $ — $ 656 |
Summary of the weighted-average significant unobservable inputs used in determining fair value of the warrant liability | The Warrant’s fair value was estimated using the Cox-Ross-Rubenstein option-pricing model. A summary of the weighted-average significant unobservable inputs (Level 3 inputs) used in determining fair value of the Warrant as of August 24, 2021, is as follows: Warrant Liability Expected volatility 46.24 % Risk free interest rate 0.23 % Expected term (in years) 2.00 Annual dividend yield 0.89 % Fair Value of Derivative Warrant Liability Fair value at December 31, 2020 $ 8,790 Change in fair value December 31, 2020 through August 24, 2021 3,402 Reclassification to equity at August 24, 2021 $ 12,192 |
Real Estate Assets (Tables)
Real Estate Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Real Estate Assets | |
Schedule of real estate assets | Estimated Useful Lives Sep. 30, 2021 Dec. 31, 2020 Land $ 47,290 $ 33,084 Land improvements 10 to 30 years 47,483 45,827 Buildings and improvements 10 to 40 years 284,042 233,250 Tenant improvements Shorter of useful life or terms of related lease 35,204 34,899 Machinery and equipment 3 to 20 years 10,958 10,958 Construction in progress 42,977 4,036 Development costs 3,749 5,106 471,703 367,160 Accumulated depreciation (127,888) (124,839) $ 343,815 $ 242,321 |
Schedule of total depreciation expense and capitalized interest related to real estate assets | For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 Depreciation expense $ 3,322 $ 3,008 $ 9,225 $ 8,958 |
Schedule of real estate held for sale | Sep. 30, 2021 Dec. 31, 2020 Land $ 338 $ 505 Land improvements 4,232 269 Development costs 63 6,028 $ 4,633 $ 6,802 |
2021 Acquisitions | |
Real Estate Assets | |
Schedule of purchase price allocation | The purchase prices for acquisitions in the 2021 nine month period were allocated as follows: 2850 Interstate 7800 Tuckaseegee 6355 Farm Bureau Jetport Land Total Land $ 2,369 $ 4,606 $ 2,163 5,658 $ 14,796 Land improvements 416 927 388 — 1,731 Buildings and improvements 14,703 35,947 10,036 — 60,686 Tenant improvements 48 200 132 — 380 Intangible assets 558 1,462 918 — 2,938 Intangible liabilities (228) (640) (1,709) — (2,577) $ 17,866 $ 42,502 $ 11,928 5,658 $ 77,954 |
Mortgage Loans and Interest R_2
Mortgage Loans and Interest Rate Swaps (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Mortgage Loans and Interest Rate Swaps | |
Schedule of mortgage and construction loans | Mortgage loans: Sep. 30, 2021 Dec. 31, 2020 4.72%, due October 3, 2022 * $ 3,979 $ 4,061 4.39%, due January 2, 2025 * 17,982 18,453 4.17%, due May 1, 2026 * 12,394 12,696 3.79%, due November 17, 2026 * 23,345 23,911 4.39%, due August 1, 2027 * 9,545 9,750 3.97%, due September 1, 2027 11,236 11,419 4.57%, due February 1, 2028 * 17,262 17,601 5.09%, due July 1, 2029 4,843 5,214 5.09%, due July 1, 2029 3,393 3,653 3.60%, due January 2, 2030 * 6,224 6,350 3.48%, due February 1, 2030 14,387 14,682 3.50%, due July 1, 2030 * 4,948 5,046 4.33%, due August 1, 2030 15,963 16,244 4.51%, due April 1, 2034 13,441 13,688 Mortgage loans 158,942 162,768 Debt issuance costs (1,890) (2,113) Mortgage loans, net of debt issuance costs 157,052 160,655 Less mortgage loan, net on asset held for sale: 5.09%, due July 1, 2029 (4,816) — Total mortgage loans, net of debt issuance costs 152,236 160,655 Construction loan: One-month LIBOR plus 1.65%, due May 7, 2023 14,662 — Debt issuance costs (441) — Construction loan, net of debt issuance costs 14,221 — Mortgage loans and construction loan, net of debt issuance costs $ 166,457 $ 160,655 *Variable rate loans for which INDUS entered into interest rate swap agreements to effectively fix the interest rates on these loans to the rates reflected above. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Schedule of basic and diluted per share results | For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 Net loss $ (3,547) $ (657) $ (5,466) $ (1,637) Weighted average shares outstanding for computation of basic per share results 7,724,000 5,352,000 7,231,000 5,190,000 Incremental shares from assumed exercise of stock options and warrants (a) — — — — Adjusted weighted average shares for computation of diluted per share results 7,724,000 5,352,000 7,231,000 5,190,000 (a) Incremental shares from the assumed exercise of INDUS stock options are not included in periods where the inclusion of such shares would be anti-dilutive. The incremental shares from the assumed exercise of stock options and the Warrant for the 2021 third quarter and 2020 third quarter would have been 175,000 and 72,000 , respectively. The incremental shares from the assumed exercise of the Warrant and stock options for the 2021 nine month period and 2020 nine month period would have been 150,000 and 62,000 , respectively. |
Schedule of options granted by INDUS under the Stock Option Plan to non-employee directors | Fair Value per Number of Option at Shares Grant Date Non-employee directors 111,258 $ 11.00 - 14.17 Number of option holders at September 30, 2021 18 |
Schedule of unrecognized compensation expense related to nonvested stock options | Balance of 2021 $ 99 2022 $ 372 2023 $ 231 2024 $ 111 2025 $ 15 |
Summary of the activity under the INDUS Stock Option Plan | For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Number of Weighted Avg. Number of Weighted Avg. Shares Exercise Price Shares Exercise Price Outstanding at beginning of period 246,150 $ 36.06 189,822 $ 28.23 Adjustment for stock dividend 5,413 $ 34.29 — $ — Granted — $ — 111,258 $ 45.72 Exercised (15,422) $ 26.37 (44,900) $ 28.73 Forfeited (1,067) $ 37.49 — $ — Outstanding at end of period 235,074 $ 35.85 256,180 $ 35.74 |
Schedule of options by range of exercise prices | Weighted Avg. Remaining Range of Exercise Prices for Outstanding at Weighted Avg. Contractual Life Total Intrinsic Outstanding Options Sep. 30, 2021 Exercise Price (in years) Value $23.00 - $28.00 96,124 $ 26.24 4.5 $ 4,216 $28.00 - $32.00 14,073 $ 29.84 3.8 567 $32.00 - $47.00 124,877 $ 43.93 8.2 3,267 235,074 $ 35.85 6.4 $ 8,050 Vested options 125,395 $ 27.92 4.7 $ 5,289 |
Schedule of accumulated other comprehensive income (loss) | For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Balance at beginning of period $ (7,855) $ (2,540) Other comprehensive gain (loss) before reclassifications 2,083 (6,100) Amounts reclassified 1,504 837 Net activity for other comprehensive gain (loss) 3,587 (5,263) Balance at end of period $ (4,268) $ (7,803) |
Schedule of components of accumulated other comprehensive income (loss) | For the Three Months Ended Sep. 30, 2021 Sep. 30, 2020 Tax Tax (Expense) Net-of (Expense) Net-of Pre-Tax Benefit Tax Pre-Tax Benefit Tax Reclassification included in net loss: Loss on cash flow hedges (interest expense) $ 510 $ — $ 510 $ 509 $ (106) $ 403 Change in other comprehensive income: Increase (decrease) in fair value of cash flow hedges 114 — 114 (25) 4 (21) Other comprehensive income $ 624 $ — $ 624 $ 484 $ (102) $ 382 For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Tax Tax (Expense) Net-of (Expense) Net-of Pre-Tax Benefit Tax Pre-Tax Benefit Tax Reclassification included in net loss: Loss on cash flow hedges (interest expense) $ 1,504 $ — $ 1,504 $ 1,058 $ (221) $ 837 Change in other comprehensive income (loss): Increase (decrease) in fair value of cash flow hedges 2,083 — 2,083 (7,665) 1,565 (6,100) Other comprehensive income (loss) $ 3,587 $ — $ 3,587 $ (6,607) $ 1,344 $ (5,263) |
Restricted Stock Units (RSUs) [Member] | |
Schedule of options granted under RSU | Time-based vesting Performance-based vesting Fair Value per Fair Value per Number of Unit at Number of Unit at Units Grant Date Shares Grant Date Employees 8,508 $ 63.15 8,508 $ 79.33 Non-employee directors 4,682 $ 67.28 - 13,190 8,508 |
Schedule of unrecognized compensation expense related to nonvested stock options | Balance of 2021 $ 206 2022 $ 503 2023 $ 270 2024 $ 22 |
Schedule of compensation expense and related tax benefits for stock options | For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 Compensation expense $ 305 $ 125 $ 810 $ 407 Related tax benefit $ — $ 26 $ — $ 88 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases | |
Schedule of future minimum lease payments to be received under noncancelable operating leases | The following is a schedule of minimum future cash rentals on the Company’s operating leases as of September 30, 2021. The schedule does not reflect future rental revenues from the renewal or replacement of existing leases or for leases on facilities not yet in service and excludes real estate taxes and property operating expense reimbursements: Balance of 2021 $ 7,743 2022 31,837 2023 28,737 2024 25,622 2025 21,712 Thereafter 38,286 $ 153,937 |
Schedule of maturities of lease liabilities | Balance of 2021 $ 35 2022 143 2023 140 2024 141 2025 140 2026 117 Total undiscounted payments 716 Less: imputed interest (60) Present value of minimum lease payments $ 656 |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental Financial Statement Information | |
Schedule of other assets | Sep. 30, 2021 Dec. 31, 2020 Deposits on building and land acquisitions $ 6,455 $ 365 Deferred leasing costs, net 7,173 5,352 Straight-line rents 6,876 6,700 Prepaid expenses 4,622 2,618 Intangible assets, net 4,475 2,126 Accounts receivable (primarily leases) 1,477 254 Deferred financing costs related to revolving lines of credit 988 162 Prepaid development costs 966 798 Furniture, fixtures and equipment, net 701 181 Right-of-use assets 622 707 Proceeds from sales of real estate assets held in escrow 592 1,993 Registration statement costs 532 — Mortgage escrows 366 558 Interest rate swap asset 156 — Other 418 323 Total other assets $ 36,419 $ 22,137 |
Schedule of accounts payable and accrued liabilities | Sep. 30, 2021 Dec. 31, 2020 Accrued construction costs and retainage $ 7,004 $ 94 Accrued lease commissions 1,040 233 Trade payables 873 1,093 Accrued salaries, wages and other compensation 746 1,027 Accrued interest payable 619 580 Other 773 642 Total accounts payable and accrued liabilities $ 11,055 $ 3,669 |
Schedule of other liabilities | Sep. 30, 2021 Dec. 31, 2020 Interest rate swap liabilities $ 5,335 $ 8,766 Deferred compensation plan 4,741 4,335 Intangible liability, net 3,102 695 Prepaid rent from tenants 1,392 1,345 Security deposits of tenants 893 710 Lease liabilities 656 739 Contingent value rights liability — 656 Other 321 321 Total other liabilities $ 16,440 $ 17,567 |
Schedule of interest payments and Capitalized interest | Interest payments were as follows: For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 $ 1,727 $ 1,752 $ 5,117 $ 5,198 Capitalized interest related to real estate assets was as follows: For the Three Months Ended For the Nine Months Ended Sep. 30, 2021 Sep. 30, 2020 Sep. 30, 2021 Sep. 30, 2020 $ 470 $ 57 $ 815 $ 90 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Fiscal Year | |
Length of fiscal year | 12 months |
Transition period | 1 month |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - COVID-19 (Details) | 9 Months Ended |
Sep. 30, 2021 | |
COVID 19 | |
Unusual or Infrequent Item, or Both [Line Items] | |
Rent collected (as a percent) | 99.00% |
Sale of Common Stock (Details)
Sale of Common Stock (Details) | Oct. 22, 2021shares | Oct. 22, 2021USD ($)shares | Oct. 08, 2021$ / sharesshares | Jul. 09, 2021USD ($) | Mar. 15, 2021shares | Mar. 15, 2021USD ($)shares | Mar. 05, 2021$ / sharesshares | Feb. 02, 2021USD ($) | Aug. 24, 2020USD ($)D$ / sharesshares | Sep. 30, 2021USD ($)$ / shares | Sep. 30, 2020USD ($) | Sep. 01, 2021USD ($) |
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Maximum offering from universal shelf registration | $ | $ 500,000 | $ 500,000 | ||||||||||
Term of securities offered under self registration | 3 years | 3 years | ||||||||||
Issuance of common stock, net (in shares) | 1,927,049 | 1 | ||||||||||
Proceeds from sale of common stock | $ | $ 108,676 | $ 108,676,000 | $ 27,281,000 | |||||||||
Exercise price | $ / shares | $ 58.70 | $ 58.70 | ||||||||||
Warrant Term | 1 year | |||||||||||
Number of warrants exercised | 515,747 | |||||||||||
Public Offering [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Issuance of common stock, net (in shares) | 1,750,000 | |||||||||||
Share price | $ / shares | $ 56.85 | |||||||||||
Over-Allotment Option [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Issuance of common stock, net (in shares) | 177,049 | |||||||||||
Over-Allotment Option [Member] | Subsequent events | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Issuance of common stock, net (in shares) | 293,228 | 2,443,228 | 2,150,000 | |||||||||
Share price | $ / shares | $ 62.70 | |||||||||||
Proceeds from sale of common stock | $ | $ 152,800,000 | |||||||||||
Securities Purchase Agreement | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Issuance of common stock, net (in shares) | 504,590 | |||||||||||
Share price | $ / shares | $ 50 | |||||||||||
Additional shares of common stock | 504,590 | |||||||||||
Exercise price | $ / shares | $ 60 | |||||||||||
Warrant Price | $ / shares | $ 4 | |||||||||||
Proceeds from the Securities Purchase Agreement | $ | $ 26,799,000 | |||||||||||
Percentage of ownership interest | 4.90% | |||||||||||
Contingent Value Rights Agreement [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Warrant Term | 3 years | |||||||||||
Trading days | D | 30 | |||||||||||
At The Market Offering [Member] | ||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||
Aggregate gross sale offering amount | $ | $ 100,000 |
Fair Value (Details)
Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Interest rate swap liabilities | $ 5,335 | $ 8,766 |
Contingent Value Rights Liability | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Common stock warrant liability | 656 | |
Recurring basis | Significant Observable Inputs (Level 2) | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Interest rate swap assets | 156 | |
Interest rate swap liabilities | 5,335 | 8,766 |
Recurring basis | Level 3 | Warrant Liability | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Common stock warrant liability | 8,790 | |
Recurring basis | Level 3 | Contingent Value Rights Liability | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Common stock warrant liability | 656 | |
Carrying Value | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Contingent value rights liability | 171,273 | 160,655 |
Estimated Fair Value | ||
Financial assets and liabilities carried at fair value and measured at fair value on a recurring basis: | ||
Contingent value rights liability | $ 174,254 | $ 163,906 |
Fair Value - Fair value of warr
Fair Value - Fair value of warrant liability (Details) - Level 3 - Warrant Liability - Valuation Technique, Option Pricing Model | Aug. 24, 2021 |
Expected volatility | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 46.24 |
Risk free interest rates | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 0.23 |
Expected term (in years) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 2 |
Annual dividend yield | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Weighted average significant input for fair value measurement | 0.89 |
Fair Value - Fair value of wa_2
Fair Value - Fair value of warrant liability reconciliation (Details) - USD ($) $ in Thousands | 8 Months Ended | 9 Months Ended | 12 Months Ended |
Aug. 24, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Warrant Liability | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Initial fair value at inception, Beginning balance | $ 8,790 | $ 8,790 | |
Change in fair value | 3,402 | ||
Reclassification to equity, Ending balance | $ 12,192 | $ 8,790 | |
Loss on fair value | $ 2,746 | ||
Contingent Value Rights Liability | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Change in fair value | $ 656 |
Real Estate Assets (Details)
Real Estate Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Real Estate Assets | |||||
Land | $ 47,290 | $ 47,290 | $ 33,084 | ||
Land improvements | 47,483 | 47,483 | 45,827 | ||
Buildings and improvements | 284,042 | 284,042 | 233,250 | ||
Tenant improvements | 35,204 | 35,204 | 34,899 | ||
Machinery and equipment | 10,958 | 10,958 | 10,958 | ||
Construction in progress | 42,977 | 42,977 | 4,036 | ||
Development costs | 3,749 | 3,749 | 5,106 | ||
Real estate assets, gross | 471,703 | 471,703 | 367,160 | ||
Accumulated depreciation | (127,888) | (127,888) | (124,839) | ||
Real estate assets, net | 343,815 | 343,815 | $ 242,321 | ||
Depreciation expense | 3,322 | $ 3,008 | 9,225 | $ 8,958 | |
Real estate assets | |||||
Noncash impairment charge | $ 3,000 | $ 3,000 | |||
Land improvements | Minimum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 10 years | ||||
Land improvements | Maximum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 30 years | ||||
Buildings and improvements | Minimum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 10 years | ||||
Buildings and improvements | Maximum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 40 years | ||||
Machinery and equipment | Minimum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 3 years | ||||
Machinery and equipment | Maximum | |||||
Real Estate Assets | |||||
Estimated Useful Lives | 20 years |
Real Estate Assets - 2021 Acqui
Real Estate Assets - 2021 Acquisitions (Details) $ in Thousands | Oct. 01, 2021aft² | Aug. 05, 2021USD ($)ft² | Jun. 28, 2021USD ($)ft² | May 12, 2021USD ($)ft² | Apr. 13, 2021USD ($)aft²building | Sep. 30, 2021USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) |
Real Estate Properties [Line Items] | ||||||||
Land | $ 47,290 | $ 47,290 | $ 33,084 | |||||
Land improvements | 47,483 | 47,483 | 45,827 | |||||
Buildings and improvements | 284,042 | 284,042 | 233,250 | |||||
Tenant improvements | 35,204 | 35,204 | 34,899 | |||||
Real estate assets, net | 343,815 | 343,815 | $ 242,321 | |||||
Impairment charges | 3,000 | 3,000 | ||||||
2021 Acquisitions | ||||||||
Real Estate Properties [Line Items] | ||||||||
Land | 14,796 | 14,796 | ||||||
Land improvements | 1,731 | 1,731 | ||||||
Buildings and improvements | 60,686 | 60,686 | ||||||
Tenant improvements | 380 | 380 | ||||||
Value of in-place lease | 2,938 | 2,938 | ||||||
Value of below market lease | (2,577) | (2,577) | ||||||
Real estate assets, net | 77,954 | $ 77,954 | ||||||
2850 Interstate | ||||||||
Real Estate Properties [Line Items] | ||||||||
Area of building | ft² | 139,500 | |||||||
Sale price of land | $ 17,866 | |||||||
7800 Tuckaseegee | ||||||||
Real Estate Properties [Line Items] | ||||||||
Land | 2,369 | |||||||
Land improvements | 416 | |||||||
Buildings and improvements | 14,703 | |||||||
Tenant improvements | 48 | |||||||
Value of in-place lease | 558 | |||||||
Value of below market lease | (228) | |||||||
Real estate assets, net | $ 17,866 | |||||||
Area of building | ft² | 395,000 | |||||||
Cash paid for real estate | $ 42,502 | |||||||
Charlotte Build to Suit | ||||||||
Real Estate Properties [Line Items] | ||||||||
Area of building | ft² | 141,000 | |||||||
Area of land | a | 44 | |||||||
6355 Farm Bureau | ||||||||
Real Estate Properties [Line Items] | ||||||||
Land | 4,606 | |||||||
Land improvements | 927 | |||||||
Buildings and improvements | 35,947 | |||||||
Tenant improvements | 200 | |||||||
Value of in-place lease | 1,462 | |||||||
Value of below market lease | (640) | |||||||
Real estate assets, net | $ 42,502 | |||||||
Area of building | ft² | 128,000 | |||||||
Cash paid for real estate | $ 11,928 | |||||||
Jetport Land | ||||||||
Real Estate Properties [Line Items] | ||||||||
Land | 2,163 | $ 5,658 | ||||||
Land improvements | 388 | |||||||
Buildings and improvements | 10,036 | |||||||
Tenant improvements | 132 | |||||||
Value of in-place lease | 918 | |||||||
Value of below market lease | (1,709) | |||||||
Real estate assets, net | $ 11,928 | $ 5,658 | ||||||
Area of land | a | 14 | |||||||
Sale price of land | $ 5,658 | |||||||
Escrow deposit disbursements related to property acquisition | $ 1,993 | |||||||
Number of planned development buildings | building | 2 | |||||||
Area of land to be acquired | ft² | 195,000 | |||||||
Office Or Flex Buildings | ||||||||
Real Estate Properties [Line Items] | ||||||||
Impairment charges | $ 3,000 |
Real Estate Assets - Assets hel
Real Estate Assets - Assets held for sale (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Real Estate Assets | ||
Real estate assets held for sale, net | $ 4,633 | $ 6,802 |
Reduction in real estate held for sale, net | 6,645 | |
Real estate assets held for sale reclassed to real estate assets | 35 | |
Value of real estate assets reclassified as held for sale | 4,511 | |
Land | ||
Real Estate Assets | ||
Real estate assets held for sale, net | 338 | 505 |
Land improvements | ||
Real Estate Assets | ||
Real estate assets held for sale, net | 4,232 | 269 |
Development costs | ||
Real Estate Assets | ||
Real estate assets held for sale, net | $ 63 | $ 6,028 |
Mortgage Loans and Interest R_3
Mortgage Loans and Interest Rate Swaps (Details) $ in Thousands | May 07, 2021USD ($) | Mar. 17, 2021 | Sep. 30, 2021USD ($)derivativeitem | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) |
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 14,662 | ||||
Mortgage loans, net of debt issuance costs | 166,457 | $ 160,655 | |||
Mortgage loan net on asset held for sale | 4,816 | ||||
Total mortgage loans, net of debt issuance costs | $ 152,236 | 160,655 | |||
Interest rate swap agreement | |||||
Debt disclosures | |||||
Number of interest rate swap derivatives | derivative | 13 | ||||
Notional amount of interest rate swap agreement | $ 95,679 | 97,868 | |||
Number of agreements containing credit risk related contingent features | item | 0 | ||||
Recognized net gains (losses) (included in other comprehensive loss), before taxes, on interest rate swap agreements | $ 3,587 | $ (6,607) | |||
Loss expected to be reclassified over next twelve months from accumulated other comprehensive loss to interest expense | (1,962) | ||||
Net derivative liability fair value | 5,179 | ||||
Interest expense | 1,504 | $ 1,058 | |||
Interest rate swap agreement | Other assets | |||||
Debt disclosures | |||||
Derivative asset fair value | 156 | ||||
Interest rate swap agreement | Other liabilities | |||||
Debt disclosures | |||||
Derivative liability fair value | $ 5,335 | ||||
LIBOR | Maximum | |||||
Debt disclosures | |||||
Variable interest rate margin (as a percent) | 1.65% | ||||
Nonrecourse mortgage loans | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 158,942 | 162,768 | |||
Debt issuance costs, net | (1,890) | (2,113) | |||
Mortgage loans, net of debt issuance costs | $ 157,052 | $ 160,655 | |||
Weighted average interest rate | 3.98% | 4.18% | |||
Construction loan | |||||
Long-Term Debt | |||||
Debt issuance costs, net | $ (441) | ||||
Mortgage loans, net of debt issuance costs | 14,221 | ||||
Acquisition Credit Line | LIBOR | |||||
Debt disclosures | |||||
Variable interest rate margin (as a percent) | 2.75% | ||||
4.72%, due October 3, 2022 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 3,979 | $ 4,061 | |||
Interest rate (as a percent) | 4.72% | 4.72% | |||
4.39%, due January 2, 2025 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 17,982 | $ 18,453 | |||
Interest rate (as a percent) | 4.39% | 4.39% | |||
4.17%, due May 1, 2026 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 12,394 | $ 12,696 | |||
Interest rate (as a percent) | 4.17% | 4.17% | |||
3.79%, November 17, 2026 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 23,345 | $ 23,911 | |||
Interest rate (as a percent) | 3.79% | 3.79% | |||
4.39%, due August 1, 2027 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 9,545 | $ 9,750 | |||
Interest rate (as a percent) | 4.39% | 4.39% | |||
3.97%, due September 1, 2027 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 11,236 | $ 11,419 | |||
Interest rate (as a percent) | 3.97% | 3.97% | |||
4.57%, due February 1, 2028 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 17,262 | $ 17,601 | |||
Interest rate (as a percent) | 4.57% | 4.57% | |||
5.09%, due July 1, 2029 GCD mortgage loan | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 4,843 | $ 5,214 | |||
Interest rate (as a percent) | 5.09% | 5.09% | |||
5.09%, due July 1, 2029 TD mortgage Loan | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 3,393 | $ 3,653 | |||
Interest rate (as a percent) | 5.09% | 5.09% | |||
3.60%, due January 2, 2030 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 6,224 | $ 6,350 | |||
Interest rate (as a percent) | 3.60% | 3.60% | |||
3.48% due February 1 2030 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 14,387 | $ 14,682 | |||
Interest rate (as a percent) | 3.48% | 3.48% | |||
3.50%, due July 1, 2030 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 4,948 | $ 5,046 | |||
Interest rate (as a percent) | 3.50% | ||||
4.33%, due August 1, 2030 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 15,963 | $ 16,244 | |||
Interest rate (as a percent) | 4.33% | 4.33% | |||
4.51%, due April 1, 2034 | |||||
Long-Term Debt | |||||
Loans, prior to debt issuance costs | $ 13,441 | $ 13,688 | |||
Interest rate (as a percent) | 4.51% | 4.51% | |||
JPM Construction Loan Two Thousand Twenty One [Member] | |||||
Debt disclosures | |||||
Term of debt | 2 years | ||||
Extension term of debt | 1 year | ||||
JPM Construction Loan Two Thousand Twenty One [Member] | Maximum | |||||
Debt disclosures | |||||
Loan amount | $ 28,400 | ||||
Face amount as a percentage of total cost | 67.50% | ||||
JPM Construction Loan Two Thousand Twenty One [Member] | LIBOR | Completion of Charlotte build to suit and commencement of rental payment | |||||
Debt disclosures | |||||
Variable interest rate margin (as a percent) | 1.40% | ||||
JPM Construction Loan Two Thousand Twenty One [Member] | LIBOR | Maximum | |||||
Debt disclosures | |||||
Variable interest rate margin (as a percent) | 1.65% | ||||
Nonrecourse Variable Rate Mortgage On Assets Held For Sale Due On July 1 2029 [Member] | |||||
Long-Term Debt | |||||
Mortgage loan net on asset held for sale | $ (4,816) | ||||
Interest rate (as a percent) | 5.09% | 5.09% |
Revolving Credit Agreements (De
Revolving Credit Agreements (Details) | Aug. 09, 2021USD ($)propertyitem | Mar. 17, 2021USD ($)building | Aug. 09, 2022USD ($) | Sep. 30, 2021USD ($) |
International Drive Buildings [Member] | ||||
Revolving credit agreement | ||||
Number of buildings used as collateral | building | 2 | |||
New Credit Facility | ||||
Revolving credit agreement | ||||
Maximum borrowing capacity | $ 100,000,000 | |||
Term of debt | 3 years | |||
Number of extension term | item | 2 | |||
Renewal term | 1 year | |||
Increased line of credit | $ 250,000,000 | |||
Tangible net worth | $ 319,149,000 | |||
Percentage of aggregate increases in the shareholder's equity | 75.00% | |||
Threshold percentage of maximum leverage ratio of total indebtedness total assets | 60.00% | |||
Line of credit borrowings | $ 55,789,000 | |||
Line of credit | 0 | |||
Standby letters of credit aggregate amount | 3,034,000 | |||
Outstanding borrowings under credit line | $ 0 | |||
New Credit Facility | Through March 31, 2022 | ||||
Revolving credit agreement | ||||
Fixed charge coverage ratio | 1.25 | |||
New Credit Facility | Through June 30, 2022 | ||||
Revolving credit agreement | ||||
Fixed charge coverage ratio | 1.50 | |||
New Credit Facility | Through December 31, 2022 | ||||
Revolving credit agreement | ||||
Percentage of maximum secured leverage ratio of total secured indebtedness total assets | 50.00% | |||
Minimum borrowing base | $ 30,000,000 | |||
New Credit Facility | Through March 31, 2023 | ||||
Revolving credit agreement | ||||
Percentage of maximum secured leverage ratio of total secured indebtedness total assets | 40.00% | |||
New Credit Facility | From December 31, 2022 to December 31, 2023 | ||||
Revolving credit agreement | ||||
Minimum borrowing base | $ 50,000,000 | |||
New Credit Facility | From June 30, 2021 to December 31, 2023 | ||||
Revolving credit agreement | ||||
Threshold number of industrial unencumbered properties | property | 5 | |||
New Credit Facility | Through December 31, 2023 | ||||
Revolving credit agreement | ||||
Minimum borrowing base | $ 100,000,000 | |||
Threshold number of industrial unencumbered properties | property | 8 | |||
New Credit Facility | LIBOR | ||||
Revolving credit agreement | ||||
Variable interest rate margin (as a percent) | 1.20% | |||
Webster Credit Line | ||||
Revolving credit agreement | ||||
Maximum borrowing capacity | $ 19,500,000 | |||
Increased line of credit | $ 35,000,000 | |||
Webster Credit Line | LIBOR | ||||
Revolving credit agreement | ||||
Variable interest rate margin (as a percent) | 2.50% | |||
Acquisition Credit Line | ||||
Revolving credit agreement | ||||
Maximum borrowing capacity | $ 15,000 | |||
Acquisition Credit Line | LIBOR | ||||
Revolving credit agreement | ||||
Variable interest rate margin (as a percent) | 2.75% |
Stockholders' Equity - Per Shar
Stockholders' Equity - Per Share Results (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings per share: | ||||
Net loss | $ (3,547) | $ (657) | $ (5,466) | $ (1,637) |
Weighted average shares outstanding for computation of basic per share results | 7,724,000 | 5,352,000 | 7,231,000 | 5,190,000 |
Adjusted weighted average shares for computation of diluted per share results | 7,724,000 | 5,352,000 | 7,231,000 | 5,190,000 |
Incremental shares from assumed exercise of stock options excluded due to anti-dilutive effect | 175,000 | 72,000 | 150,000 | 62,000 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Grants, Activity And Expense (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2021USD ($)individual$ / sharesshares | Sep. 30, 2020$ / sharesshares | |
2009 Stock Option Plan | ||
Granted (in shares) | 111,258,000 | |
Other Disclosures | ||
Number of option holders | individual | 18 | |
Unrecognized compensation expense related to non-vested stock options that will be recognized during future periods | ||
Balance of 2021 | $ | $ 99 | |
2022 | $ | 372 | |
2023 | $ | 231 | |
2024 | $ | 111 | |
2025 | $ | $ 15 | |
INDUS stock option plan | ||
Outstanding at beginning of period (in shares) | 246,150,000 | 189,822,000 |
Adjustment for stock dividend (in shares) | 5,413,000 | |
Granted (in shares) | 111,258,000 | |
Exercised (in shares) | (15,422,000) | (44,900,000) |
Forfeited (in shares) | (1,067,000) | |
Outstanding at end of period (in shares) | 235,074,000 | 256,180,000 |
Weighted Avg. Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 36.06 | $ 28.23 |
Adjustment for stock dividend (in dollars per share) | $ / shares | 34.29 | |
Granted (in dollars per share) | $ / shares | 45.72 | |
Exercised (in dollars per share) | $ / shares | 26.37 | 28.73 |
Forfeited (in dollars per share) | $ / shares | 37.49 | |
Outstanding at end of period (in dollars per share) | $ / shares | $ 35.85 | $ 35.74 |
2020 Incentive Award Plan | ||
2009 Stock Option Plan | ||
Granted (in shares) | 0 | |
INDUS stock option plan | ||
Granted (in shares) | 0 | |
2020 Incentive Award Plan | Non-employee directors | ||
2009 Stock Option Plan | ||
Granted (in shares) | 111,258 | |
INDUS stock option plan | ||
Granted (in shares) | 111,258 | |
2020 Incentive Award Plan | Minimum | Non-employee directors | ||
2009 Stock Option Plan | ||
Fair values of stock options granted (in dollars per share) | $ / shares | $ 11 | |
2020 Incentive Award Plan | Maximum | Non-employee directors | ||
2009 Stock Option Plan | ||
Fair values of stock options granted (in dollars per share) | $ / shares | $ 14.17 |
Stockholders' Equity - Range Of
Stockholders' Equity - Range Of Exercise Prices (Details) $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($)$ / sharesshares | |
2009 Stock Option Plan | |
Outstanding at ending of the year (in shares) | shares | 235,074 |
Weighted Avg. Exercise Price (in dollars per share) | $ 35.85 |
Weighted Avg. Remaining Contractual Life | 6 years 4 months 24 days |
Total Intrinsic Value | $ | $ 8,050 |
Vested options | |
2009 Stock Option Plan | |
Outstanding at ending of the year (in shares) | shares | 125,395 |
Weighted Avg. Exercise Price (in dollars per share) | $ 27.92 |
Weighted Avg. Remaining Contractual Life | 4 years 8 months 12 days |
Total Intrinsic Value | $ | $ 5,289 |
$23.00-$28.00 | |
2009 Stock Option Plan | |
Exercise prices, low end of range (in dollars per share) | $ 23 |
Exercise prices, high end of range (in dollars per share) | $ 28 |
Outstanding at ending of the year (in shares) | shares | 96,124 |
Weighted Avg. Exercise Price (in dollars per share) | $ 26.24 |
Weighted Avg. Remaining Contractual Life | 4 years 6 months |
Total Intrinsic Value | $ | $ 4,216 |
$28.00-$32.00 | |
2009 Stock Option Plan | |
Exercise prices, low end of range (in dollars per share) | $ 28 |
Exercise prices, high end of range (in dollars per share) | $ 32 |
Outstanding at ending of the year (in shares) | shares | 14,073 |
Weighted Avg. Exercise Price (in dollars per share) | $ 29.84 |
Weighted Avg. Remaining Contractual Life | 3 years 9 months 18 days |
Total Intrinsic Value | $ | $ 567 |
$32.00 - $47.00 | |
2009 Stock Option Plan | |
Exercise prices, low end of range (in dollars per share) | $ 32 |
Exercise prices, high end of range (in dollars per share) | $ 47 |
Outstanding at ending of the year (in shares) | shares | 124,877 |
Weighted Avg. Exercise Price (in dollars per share) | $ 43.93 |
Weighted Avg. Remaining Contractual Life | 8 years 2 months 12 days |
Total Intrinsic Value | $ | $ 3,267 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock (Details) | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Time Based Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 13,190 |
Time Based Restricted Stock Units [Member] | Employee | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 8,508 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 63.15 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years |
Time Based Restricted Stock Units [Member] | Non-employee directors | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 4,682 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 67.28 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 8,508 |
Performance Shares [Member] | Employee | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 8,508 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 79.33 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years |
Stockholders' Equity - Compensa
Stockholders' Equity - Compensation Expense & Tax Benefit (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Compensation expense for stock options | ||||
Compensation expense (benefit) | $ 305 | $ 125 | $ 810 | $ 407 |
Related tax benefit (expense) | $ 26 | $ 88 | ||
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Balance of 2021 | 206 | 206 | ||
2022 | 503 | 503 | ||
2023 | 270 | 270 | ||
2024 | $ 22 | $ 22 |
Stockholders' Equity - Warrants
Stockholders' Equity - Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 24, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Aug. 24, 2020 |
Stockholders' Equity | ||||
Issuance of warrants exercised | 515,747 | |||
Warrants exercise price | $ 58.70 | $ 58.70 | $ 58.70 | |
Fair value of warrants | $ 12,192 | $ 12,192 | $ 12,192 |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Income Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Change in accumulated other comprehensive loss, net of tax | ||||
Balance at beginning of period | $ (7,855) | |||
Other comprehensive gain (loss) before reclassifications | $ 114 | $ (21) | 2,083 | $ (6,100) |
Reclassifications included in net loss | 510 | 403 | 1,504 | 837 |
Balance at end of period | (4,268) | (4,268) | ||
Unrealized Gain (Loss) on Cash Flow Hedges | ||||
Change in accumulated other comprehensive loss, net of tax | ||||
Balance at beginning of period | (7,855) | (2,540) | ||
Other comprehensive gain (loss) before reclassifications | 2,083 | (6,100) | ||
Reclassifications included in net loss | 1,504 | 837 | ||
Net activity for other comprehensive gain (loss) | 3,587 | (5,263) | ||
Balance at end of period | $ (4,268) | $ (7,803) | $ (4,268) | $ (7,803) |
Stockholders' Equity - AOCI T2
Stockholders' Equity - AOCI T2 rows (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss) | ||||
Reclassifications, before tax | $ 510 | $ 509 | $ 1,504 | $ 1,058 |
Reclassifications, tax (expense) benefit | (106) | (221) | ||
Reclassifications, net of tax | 510 | 403 | 1,504 | 837 |
Other changes, before reclassifications, before tax | 114 | (25) | 2,083 | (7,665) |
Other changes, before reclassifications, tax (expense) benefit | 4 | 1,565 | ||
Total other changes before reclassifications, net of tax | 114 | (21) | 2,083 | (6,100) |
Total other comprehensive (loss) income, before tax | 3,587 | (6,607) | ||
Total income tax benefit (expense) included in other comprehensive (loss) income | 1,344 | |||
Total other comprehensive income (loss), net of tax | 624 | 382 | 3,587 | (5,263) |
Accumulated Other Comprehensive Income (Loss) | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Total other comprehensive (loss) income, before tax | 624 | 484 | ||
Total income tax benefit (expense) included in other comprehensive (loss) income | (102) | |||
Total other comprehensive income (loss), net of tax | $ 624 | $ 382 | 3,587 | (5,263) |
Unrealized Gain (Loss) on Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Reclassifications, net of tax | 1,504 | 837 | ||
Total other changes before reclassifications, net of tax | $ 2,083 | $ (6,100) |
Stockholders' Equity - Stock Re
Stockholders' Equity - Stock Repurchases, Special Dividend (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Jan. 13, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2021 | Mar. 08, 2021 |
Cash Dividends | |||||||
Cash dividends declared (in dollars per share) | $ 0.15 | ||||||
Common stock dividend | $ 1,159 | $ 1,158 | $ 1,159 | $ 2,317 | |||
Dividends declared, per share (in dollars per share) | $ 0.15 | $ 0.15 | |||||
Shares of treasury stock retired | 617,816 | ||||||
E & P Distribution | |||||||
Cash Dividends | |||||||
Dividends Payable | $ 11,250 | ||||||
Dividend payable per share | $ 1.99 | ||||||
Dividend paid | $ 3,404 | ||||||
Special dividend (in shares) | 125,212 |
Leases - Lessor (Details)
Leases - Lessor (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021USD ($) | Sep. 30, 2021USD ($) | |
Future minimum rental payments to be received under noncancelable leases | ||
Balance of 2021 | $ 7,743 | $ 7,743 |
2022 | 31,837 | 31,837 |
2023 | 28,737 | 28,737 |
2024 | 25,622 | 25,622 |
2025 | 21,712 | 21,712 |
Thereafter | 38,286 | 38,286 |
Total | $ 153,937 | $ 153,937 |
Lessor operating leases | ||
Operating lease term | 65 years | 65 years |
Gain on Sale of Real Estate Assets [Member] | ||
Lessor operating leases | ||
Gain on lease sale of real estate | $ 1,000 | $ 1,000 |
Leases - Lessee (Details)
Leases - Lessee (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2016ft² | |
Lessee, Operating Sublease, Description [Abstract] | |||
Term of sublease | 10 years | ||
Area of subleased property | ft² | 1,920 | ||
Lease terms | |||
Lease expense | $ | $ 104 | $ 104 | |
Weighted-average remaining lease term | 5 years 1 month 6 days |
Leases - Lease Liabilities (Det
Leases - Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Maturities of leases liabilities | ||
Balance of 2021 | $ 35 | |
2022 | 143 | |
2023 | 140 | |
2024 | 141 | |
2025 | 140 | |
2026 | 117 | |
Total undiscounted payments | 716 | |
Less: imputed interest | (60) | |
Present value of minimum lease payments | $ 656 | $ 739 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Present value of minimum lease payments | Present value of minimum lease payments |
Supplemental Financial Statem_3
Supplemental Financial Statement Information - Other And Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Other Assets | ||
Deposits on building and land acquisitions | $ 6,455 | $ 365 |
Deferred leasing costs, net | 7,173 | 5,352 |
Straight- line rents | 6,876 | 6,700 |
Prepaid expenses | 4,622 | 2,618 |
Intangible assets, net | 4,475 | 2,126 |
Account receivable (primary leases) | 1,477 | 254 |
Deferred financing costs related to revolving lines of credit | 988 | 162 |
Prepaid development costs | 966 | 798 |
Furniture, fixtures and equipment, net | 701 | 181 |
Right-of-use assets | 622 | 707 |
Proceeds from sales of real estate assets held in escrow | 592 | 1,993 |
Registration statement costs | 532 | |
Mortgage escrows | 366 | 558 |
Interest rate swap assets | 156 | |
Other | 418 | 323 |
Total other assets | $ 36,419 | $ 22,137 |
Supplemental Financial Statem_4
Supplemental Financial Statement Information - Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Accounts Payable and Accrued Liabilities | ||
Accrued construction costs and retainage | $ 7,004 | $ 94 |
Accrued lease commissions | 1,040 | 233 |
Trade payables | 873 | 1,093 |
Accrued salaries, wages and other compensation | 746 | 1,027 |
Accrued interest payable | 619 | 580 |
Other | 773 | 642 |
Total accounts payable and accrued liabilities | 11,055 | 3,669 |
Other Liabilities | ||
Interest rate swap liabilities | 5,335 | 8,766 |
Deferred compensation plan | 4,741 | 4,335 |
Intangible liability, net | 3,102 | 695 |
Prepaid rent from tenants | 1,392 | 1,345 |
Security deposits of tenants | 893 | 710 |
Lease liabilities | $ 656 | $ 739 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Lease liabilities | Lease liabilities |
Other | $ 321 | $ 321 |
Total other liabilities | $ 16,440 | 17,567 |
Contingent Value Rights Liability | ||
Other Liabilities | ||
Contingent value rights liability | $ 656 |
Supplemental Financial Statem_5
Supplemental Financial Statement Information - Cash flow, etc. (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Supplemental Cash Flow Information | ||||
Increase in accounts payable and accrued liabilities related to additions to real estate assets | $ 6,910 | $ 553 | ||
Interest paid | ||||
Interest payments | $ 1,727 | $ 1,752 | 5,117 | 5,198 |
Interest capitalized included in interest payments | 470 | 57 | 815 | 90 |
Income tax rate | ||||
Income tax (provision) benefit | $ (24) | $ 241 | $ (24) | $ 500 |
Income tax benefit rate (as a percent) | 23.40% | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Supplemental Financial Statem_6
Supplemental Financial Statement Information - Warrants and Contingent Value Rights (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 15, 2021 | Aug. 24, 2020 | Sep. 30, 2021 |
Subsidiary, Sale of Stock [Line Items] | |||
Issuance of common stock, net (in shares) | 1,927,049 | 1 | |
Exercise price | $ 58.70 | $ 58.70 | |
Warrant Term | 1 year | ||
Securities Purchase Agreement | |||
Subsidiary, Sale of Stock [Line Items] | |||
Issuance of common stock, net (in shares) | 504,590 | ||
Additional shares of common stock | 504,590 | ||
Exercise price | $ 60 | ||
Share price | 50 | ||
Warrant Price | $ 4 | ||
Total warrant proceeds | $ 26,799 | ||
Percentage of ownership interest | 4.90% | ||
Contingent Value Rights Agreement [Member] | |||
Subsidiary, Sale of Stock [Line Items] | |||
Warrant Term | 3 years |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Under Construction Industrial Logistic Portfolio, Nashville, Tennessee [Member] - Forward Purchase Agreement [Member] $ in Thousands | Aug. 05, 2021USD ($)ft²building | Sep. 30, 2021USD ($) |
Other Commitments [Line Items] | ||
Sale price of land | $ 31,500 | |
Area of building | ft² | 184,000 | |
Other commitments | $ 34,200 | |
Number of buildings comprised | building | 2 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands | Nov. 03, 2022USD ($)ft² | Oct. 22, 2021shares | Oct. 22, 2021shares | Oct. 12, 2021USD ($)ft² | Oct. 08, 2021$ / sharesshares | Mar. 15, 2021shares | Mar. 15, 2021shares | Aug. 24, 2020shares | Oct. 27, 2021USD ($) |
Subsequent events | |||||||||
Issuance of common stock, net (in shares) | shares | 1,927,049 | 1 | |||||||
Over-Allotment Option [Member] | |||||||||
Subsequent events | |||||||||
Issuance of common stock, net (in shares) | shares | 177,049 | ||||||||
Subsequent events | |||||||||
Subsequent events | |||||||||
Area of building | ft² | 263,000 | 128,000 | |||||||
Purchase price before transaction costs | $ | $ 28,000 | ||||||||
Purchase price | $ | $ 14,600 | ||||||||
Subsequent events | South Carolina Purchase Agreement | |||||||||
Subsequent events | |||||||||
Purchase price before transaction costs | $ | $ 28,600 | ||||||||
Subsequent events | Over-Allotment Option [Member] | |||||||||
Subsequent events | |||||||||
Issuance of common stock, net (in shares) | shares | 293,228 | 2,443,228 | 2,150,000 | ||||||
Share price | $ / shares | $ 62.70 |