land-20220930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


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

For the quarterly period ended September 30, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________ to _______________

Commission file number: 001-35795

GLADSTONE LAND CORPORATION

(Exact name of registrant as specified in its charter)


Maryland		54-1892552
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1521 Westbranch Drive,	Suite 100
McLean,	Virginia	22102
(Address of principal executive offices)		(Zip Code)

(703) 287-5800

(Registrant’s telephone number, including area code)

Not Applicable

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.001 par value per share

LAND

The Nasdaq Stock Market, LLC

6.00% Series B Cumulative Redeemable Preferred Stock, $0.001 par value per share

LANDO

The Nasdaq Stock Market, LLC

5.00% Series D Cumulative Redeemable Term Preferred Stock, $0.001 par value per share

LANDM

The Nasdaq Stock Market, LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☒

Emerging growth company

☐

Table of Contents

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

The number of shares of the registrant’s Common Stock, $0.001 par value per share, outstanding as of November 8, 2022, was 34,704,005.

Table of Contents

GLADSTONE LAND CORPORATION

FORM 10-Q FOR THE QUARTER ENDED

SEPTEMBER 30, 2022

TABLE OF CONTENTS


		PAGE
PART I	FINANCIAL INFORMATION

ITEM 1.	Financial Statements (Unaudited):

	Condensed Consolidated Balance Sheets as of September 30, 2022, and December 31, 2021	3

	Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2022 and 2021	4

	Condensed Consolidated Statements of Equity for the three and nine months ended September 30, 2022 and 2021	5

	Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2022 and 2021	7

	Notes to Condensed Consolidated Financial Statements	9

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27

ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	48

ITEM 4.	Controls and Procedures	48

PART II	OTHER INFORMATION

ITEM 1.	Legal Proceedings	49

ITEM 1A.	Risk Factors	49

ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	49

ITEM 3.	Defaults Upon Senior Securities	49

ITEM 4.	Mine Safety Disclosures	49

ITEM 5.	Other Information	49

ITEM 6.	Exhibits	50

SIGNATURES		51

Table of Contents

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

GLADSTONE LAND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per-share data)

(Unaudited)


	September 30, 2022		December 31, 2021
ASSETS
Real estate, at cost	$	1,427,482	$	1,357,800
Less: accumulated depreciation	(98,285)		(74,002)
Total real estate, net	1,329,197		1,283,798
Lease intangibles, net	5,951		4,456
Cash and cash equivalents	37,006		16,708

Other assets, net	65,658		46,588
TOTAL ASSETS	$	1,437,812	$	1,351,550

LIABILITIES AND EQUITY
LIABILITIES:
Borrowings under lines of credit	$	100	$	100
Notes and bonds payable, net	639,646		667,882
Series D mandatorily-redeemable preferred stock, net, $0.001 par value, $25.00 per share liquidation preference; 3,600,000 shares authorized, 2,415,000 shares issued and outstanding as of September 30, 2022, and December 31, 2021	59,005		58,696
Accounts payable and accrued expenses	11,572		10,874
Due to related parties, net	3,253		4,224
Other liabilities, net	17,010		20,708
Total liabilities	730,586		762,484
Commitments and contingencies (Note 7)
EQUITY:
Stockholders’ equity:
Series B cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 6,456,065 shares authorized, 5,956,065 shares issued and outstanding as of September 30, 2022, and December 31, 2021	6		6
Series C cumulative redeemable preferred stock, $0.001 par value, $25.00 per share liquidation preference; 25,967,227 shares authorized, 8,992,776 shares issued and outstanding as of September 30, 2022; 25,989,942 shares authorized, 3,493,333 shares issued and outstanding as of December 31, 2021	9		3
Common stock, $0.001 par value; 63,976,708 shares authorized, 34,704,005 shares issued and outstanding as of September 30, 2022; 63,953,993 shares authorized, 34,210,013 shares issued and outstanding as of December 31, 2021	35		34
Additional paid-in capital	802,496		668,275
Distributions in excess of accumulated earnings	(104,775)		(80,467)
Accumulated other comprehensive income (loss)	9,455		(1,036)
Total stockholders’ equity	707,226		586,815
Non-controlling interests in Operating Partnership	—		2,251
Total equity	707,226		589,066
TOTAL LIABILITIES AND EQUITY	$	1,437,812	$	1,351,550

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

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GLADSTONE LAND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(In thousands, except share and per-share data)

(Unaudited)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
OPERATING REVENUES:
Lease revenue, net	$	24,209	$	19,591	$	64,445	$	52,518

Total operating revenues	24,209		19,591		64,445		52,518
OPERATING EXPENSES:
Depreciation and amortization	9,146		6,944		25,883		19,280
Property operating expenses	706		696		2,103		2,031
Base management fee	2,086		1,748		6,165		4,494
Incentive fee	505		945		1,636		2,107

Administration fee	543		412		1,470		1,115
General and administrative expenses	729		462		1,983		1,582



Write-off of costs associated with offering of Series C cumulative redeemable preferred stock	851		—		851		—
Total operating expenses	14,566		11,207		40,091		30,609
OTHER INCOME (EXPENSE):
Other income	237		20		3,067		2,274
Interest expense	(6,476)		(6,126)		(19,446)		(18,460)
Dividends declared on Series A and Series D cumulative term preferred stock	(755)		(755)		(2,264)		(2,314)
Loss on dispositions of real estate assets, net	(819)		(1)		(2,100)		(1,841)
Property and casualty recovery, net	—		—		49		—

Loss from investments in unconsolidated entities	(24)		(19)		(54)		(42)
Total other expense, net	(7,837)		(6,881)		(20,748)		(20,383)
NET INCOME	1,806		1,503		3,606		1,526
Net income attributable to non-controlling interests	(2)		(8)		(9)		(8)
NET INCOME ATTRIBUTABLE TO THE COMPANY	1,804		1,495		3,597		1,518
Dividends declared on Series B and Series C cumulative redeemable preferred stock	(5,389)		(3,111)		(13,786)		(8,814)
Loss on extinguishment of Series C cumulative redeemable preferred stock	(9)		(23)		(15)		(23)
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	(3,594)	$	(1,639)	$	(10,204)	$	(7,319)

LOSS PER COMMON SHARE:
Basic and diluted	$	(0.10)	$	(0.05)	$	(0.30)	$	(0.25)
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
Basic and diluted	34,607,440		31,362,423		34,472,018		29,215,628

COMPREHENSIVE INCOME :
Net income attributable to the Company	$	1,804	$	1,495	$	3,597	$	1,518
Change in fair value related to interest rate hedging instruments	3,199		357		10,491		513
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY	$	5,003	$	1,852	$	14,088	$	2,031

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

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GLADSTONE LAND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(In thousands, except share data)

(Unaudited)


	Three Months Ended September 30, 2022
	Series B Preferred Stock			Series C Preferred Stock			Common Stock			Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity		Non- Controlling Interests		Total Equity
	Number of Shares	Par Value		Number of Shares	Par Value		Number of Shares	Par Value
Balance at June 30, 2022	5,956,065	$	6	6,529,895	$	7	34,520,068	$	35	$	742,070	$	(96,442)	$	6,256	$	651,932	$	—	$	651,932


Issuance of Series C Preferred Stock, net	—	—		2,480,956	2		—	—		56,272		—		—		56,274		—		56,274
Redemptions of Series C Preferred Stock	—	—		(18,075)	—		—	—		(411)		(9)		—		(420)		—		(420)


Issuance of common stock, net	—	—		—	—		183,937	—		4,563		—		—		4,563		—		4,563
Net income	—	—		—	—		—	—		—		1,804		—		1,804		2		1,806
Dividends—Series B Preferred Stock and Series C Preferred Stock	—	—		—	—		—	—		—		(5,389)		—		(5,389)		—		(5,389)
Distributions—OP Units and common stock	—	—		—	—		—	—		—		(4,739)		—		(4,739)		—		(4,739)
Comprehensive income attributable to the Company	—	—		—	—		—	—		—		—		3,199		3,199		—		3,199
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	—	—		—	—		—	—		2		—		—		2		(2)		—
Balance at September 30, 2022	5,956,065	$	6	8,992,776	$	9	34,704,005	$	35	$	802,496	$	(104,775)	$	9,455	$	707,226	$	—	$	707,226


	Nine Months Ended September 30, 2022
	Series B Preferred Stock			Series C Preferred Stock			Common Stock			Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity		Non- Controlling Interests		Total Equity
	Number of Shares	Par Value		Number of Shares	Par Value		Number of Shares	Par Value
Balance at December 31, 2021	5,956,065	$	6	3,493,333	$	3	34,210,013	$	34	$	668,275	$	(80,467)	$	(1,036)	$	586,815	$	2,251	$	589,066


Issuance of Series C Preferred Stock, net	—	—		5,522,158	6		—	—		125,291		—		—		125,297		—		125,297
Redemptions of Series C Preferred Stock	—	—		(22,715)	—		—	—		(516)		(15)		—		(531)		—		(531)

Redemptions of OP Units	—	—		—	—		—	—		(3,700)		—		—		(3,700)		(3,970)		(7,670)
Issuance of common stock, net	—	—		—	—		493,992	1		14,884		—		—		14,885		—		14,885
Net income	—	—		—	—		—	—		—		3,597		—		3,597		9		3,606
Dividends—Series B Preferred Stock and Series C Preferred Stock	—	—		—	—		—	—		—		(13,786)		—		(13,786)		—		(13,786)
Distributions—OP Units and common stock	—	—		—	—		—	—		—		(14,104)		—		(14,104)		(28)		(14,132)
Comprehensive income attributable to the Company	—	—		—	—		—	—		—		—		10,491		10,491		—		10,491
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	—	—		—	—		—	—		(1,738)		—		—		(1,738)		1,738		—
Balance at September 30, 2022	5,956,065	$	6	8,992,776	$	9	34,704,005	$	35	$	802,496	$	(104,775)	$	9,455	$	707,226	$	—	$	707,226

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

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GLADSTONE LAND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Continued)

(In thousands, except share data)

(Unaudited)


	Three Months Ended September 30, 2021
	Series B Preferred Stock			Series C Preferred Stock			Common Stock			Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity		Non- Controlling Interests		Total Equity
	Number of Shares	Par Value		Number of Shares	Par Value		Number of Shares	Par Value
Balance at June 30, 2021	5,956,065	$	6	2,029,455	$	2	30,478,064	$	30	$	549,123	$	(68,533)	$	(1,344)	$	479,284	$	2,030	$	481,314


Issuance of Series C Preferred Stock, net	—	—		581,069	1		—	—		13,253		—		—		13,254		—		13,254
Redemptions of Series C Preferred Stock	—	—		(9,920)	—		—	—		(225)		(23)		—		(248)		—		(248)


Issuance of common stock, net	—	—		—	—		1,565,925	2		36,659		—		—		36,661		—		36,661
Net income	—	—		—	—		—	—		—		1,495		—		1,495		8		1,503
Dividends—Series B Preferred Stock and Series C Preferred Stock	—	—		—	—		—	—		—		(3,111)		—		(3,111)		—		(3,111)
Distributions—OP Units and common stock	—	—		—	—		—	—		—		(4,255)		—		(4,255)		(28)		(4,283)
Comprehensive income attributable to the Company	—	—		—	—		—	—		—		—		357		357		—		357
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	—	—		—	—		—	—		(117)		—		—		(117)		117		—
Balance at September 30, 2021	5,956,065	$	6	2,600,604	$	3	32,043,989	$	32	$	598,693	$	(74,427)	$	(987)	$	523,320	$	2,127	$	525,447


	Nine Months Ended September 30, 2021
	Series B Preferred Stock			Series C Preferred Stock			Common Stock			Additional Paid-in Capital		Distributions in Excess of Accumulated Earnings		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity		Non- Controlling Interests		Total Equity
	Number of Shares	Par Value		Number of Shares	Par Value		Number of Shares	Par Value
Balance at December 31, 2020	5,956,065	$	6	1,088,435	$	1	26,219,019	$	26	$	440,470	$	(55,213)	$	(1,500)	$	383,790	$	—	$	383,790


Issuance of Series C Preferred Stock, net	—	—		1,522,089	2		—	—		34,617				—		34,619		—		34,619
Redemptions of Series C Preferred Stock	—	—		(9,920)	—		—	—		(225)		(23)		—		(248)		—		(248)
Issuance of OP Units as consideration in real estate acquisitions, net	—	—		—	—		—	—		—		—		—		—		3,970		3,970

Issuance of common stock, net	—	—		—	—		5,824,970	6		122,045				—		122,051		—		122,051
Net income	—	—		—	—		—	—		—		1,518		—		1,518		8		1,526
Dividends—Series B Preferred Stock and Series C Preferred Stock	—	—		—	—		—	—		—		(8,814)		—		(8,814)		—		(8,814)
Distributions—OP Units and common stock	—	—		—	—		—	—		—		(11,895)		—		(11,895)		(65)		(11,960)
Comprehensive income attributable to the Company	—	—		—	—		—	—		—		—		513		513		—		513
Adjustment to non-controlling interests resulting from changes in ownership of the Operating Partnership	—	—		—	—		—	—		1,786		—		—		1,786		(1,786)		—
Balance at September 30, 2021	5,956,065	$	6	2,600,604	$	3	32,043,989	$	32	$	598,693	$	(74,427)	$	(987)	$	523,320	$	2,127	$	525,447

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

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GLADSTONE LAND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)


	For the Nine Months Ended September 30,
	2022		2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	3,606	$	1,526
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	25,883		19,280
Amortization of debt issuance costs	817		905
Amortization of deferred rent assets and liabilities, net	(180)		(397)
Amortization of right-of-use assets from operating leases and operating lease liabilities, net	69		10
Loss from investments in unconsolidated entities	54		42
Bad debt expense	68		11
Write-off of unamortized deferred offering costs associated with cumulative redeemable preferred stock (Series C)	798		—
Loss on dispositions of real estate assets, net	2,100		1,841

Property and casualty recovery, net	(49)		—
Changes in operating assets and liabilities:

Other assets, net	(7,549)		(5,761)
Accounts payable and accrued expenses and Due to related parties, net	(431)		1,652
Other liabilities, net	(2,113)		1,247
Net cash provided by operating activities	23,073		20,356
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of new real estate assets	(59,102)		(144,253)
Capital expenditures on existing real estate assets	(16,072)		(3,373)
Contributions to unconsolidated real estate entities	(2,749)		—

Deposits on prospective real estate acquisitions and investments	(704)		(1,875)

Net cash used in investing activities	(78,627)		(149,501)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of preferred and common equity	151,237		161,318
Offering costs	(11,318)		(4,359)
Redemptions of cumulative redeemable preferred stock (Series B and Series C)	(531)		(248)
Payments for redemptions of OP Units	(7,669)		—
Proceeds from issuance of cumulative term preferred stock	—		60,375
Redemption of cumulative term preferred stock (Series A)	—		(28,750)
Borrowings from notes and bonds payable	9,932		40,683
Repayments of notes and bonds payable	(38,260)		(18,816)


Payments of financing fees	(826)		(2,455)
Dividends paid on cumulative redeemable preferred stock (Series B and Series C)	(12,581)		(9,370)
Distributions paid on non-controlling common interests in Operating Partnership	(28)		(65)
Distributions paid on common stock	(14,104)		(11,895)

Net cash provided by financing activities	75,852		186,418
NET INCREASE IN CASH AND CASH EQUIVALENTS	20,298		57,273
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD	16,708		9,218
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	37,006	$	66,491

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

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GLADSTONE LAND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(In thousands)

(Unaudited)


	For the Nine Months Ended September 30,
	2022		2021
NON-CASH INVESTING AND FINANCING INFORMATION:
Issuance of non-controlling interests in Operating Partnership in conjunction with acquisitions, net	$	—	$	3,970


Real estate additions included in Accounts payable and accrued expenses and Due to related parties, net	2,980		670


Stock offering and OP Unit issuance costs included in Accounts payable and accrued expenses and Due to related parties, net	10		6
Financing fees included in Accounts payable and accrued expenses and Due to related parties, net	32		57


Unrealized gain related to interest rate hedging instruments	9,455		987
Dividends paid on Series C Preferred Stock via additional share issuances	290		106

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

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GLADSTONE LAND CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1. BUSINESS AND ORGANIZATION

Business and Organization

Gladstone Land Corporation (“we,” “us,” or the “Company”) is an agricultural real estate investment trust (“REIT”) that was re-incorporated in Maryland on March 24, 2011, having been originally incorporated in California on June 14, 1997. We are primarily in the business of owning and leasing farmland, and we conduct substantially all of our operations through a subsidiary, Gladstone Land Limited Partnership (the “Operating Partnership”), a Delaware limited partnership. As we currently control the sole general partner of the Operating Partnership and own, directly or indirectly, a majority of the common units of limited partnership interest in the Operating Partnership (“OP Units”), the financial position and results of operations of the Operating Partnership are consolidated within our financial statements. As of September 30, 2022, and December 31, 2021, the Company owned 100.0% and approximately 99.4%, respectively, of the outstanding OP Units (see Note 8, “Equity,” for additional discussion regarding OP Units).

Gladstone Land Advisers, Inc. (“Land Advisers”), a Delaware corporation and a subsidiary of ours, was created to collect any non-qualifying income related to our real estate portfolio and to perform certain small-scale farming business operations. We have elected for Land Advisers to be taxed as a taxable REIT subsidiary (“TRS”) of ours. Since we currently own 100% of the voting securities of Land Advisers, its financial position and results of operations are consolidated within our financial statements. For the nine months ended September 30, 2022, and for the tax year ended December 31, 2021, there was no taxable income or loss from Land Advisers, nor did we have any undistributed REIT taxable income.

Subject to certain restrictions and limitations, and pursuant to contractual agreements, our business is managed by Gladstone Management Corporation (the “Adviser”), a Delaware corporation, and administrative services are provided to us by Gladstone Administration, LLC (the “Administrator”), a Delaware limited liability company. Our Adviser and Administrator are both affiliates of ours (see Note 6, “Related-Party Transactions,” for additional discussion regarding our Adviser and Administrator).

All further references herein to “we,” “us,” “our,” and the “Company” refer, collectively, to Gladstone Land Corporation and its consolidated subsidiaries, except where indicated otherwise.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Interim Financial Information

Our interim financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q in accordance with Article 10 of Regulation S-X. Accordingly, certain disclosures accompanying annual financial statements prepared in accordance with GAAP are omitted. The interim financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 22, 2022 (the “Form 10-K”). The results of operations for the three and nine months ended September 30, 2022, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year.

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making certain judgments. Actual results may materially differ from these estimates.

Recently-Issued Accounting Pronouncements

As of September 30, 2022, there were no recently-issued accounting pronouncements that had a material impact on our condensed consolidated financial statements.

NOTE 3. REAL ESTATE AND INTANGIBLE ASSETS

All of our properties are wholly-owned on a fee-simple basis, except where noted. The following table provides certain summary information about the 169 farms we owned as of September 30, 2022 (dollars in thousands, except for footnotes):


Location	No. of Farms	Total Acres	Farm Acres	Net Cost Basis(1)		Encumbrances(2)
California(3)(4)(5)	63	34,401	31,951	$	866,226	$	410,697
Florida	26	22,606	17,639