FPI Improves Operating Performance,
Increases Quarterly Dividend by 20%, Reduces Leverage, and Prevails
in Dismissal of Class Action Lawsuit
Farmland Partners Inc. (NYSE: FPI) (“FPI” or the “Company”)
today reported financial results for the quarter ended March 31,
2022.
Selected Q1 2022 Highlights
During the three months ended March 31, 2022, the Company:
- recorded net income of $1.1 million (including $0.7 million of
gain on sale of properties), compared to $2.5 million for the same
period in 2021 (which included $3.4 million of gain on sale of
properties);
- recorded net income excluding litigation-related items of $2.0
million1, compared to $5.0 million2 for the same period in 2021
(which included the aforementioned gain on sale of
properties);
- recorded net income per share available to common stockholders
of $0.00, compared to $(0.02) for the same period in 2021;
- increased AFFO to $2.1 million from $(1.6) million for the same
period in 2021;
- increased AFFO excluding litigation-related items over 200% to
$3.0 million1 from $0.9 million2 for the same period in 2021;
- increased AFFO per weighted average common share to $0.04,
compared to $(0.05) for the same period in 2021;
- decreased debt by $48.4 million (with a further reduction of
$16.9 million after the end of the quarter) while maintaining $30.0
million of undrawn capacity under its line of credit.
_________________ 1 For the three months ended March 31, 2022,
legal and accounting expense included $0.8 million related to
litigation. 2 For the three months ended March 31, 2021, legal and
accounting expense included $2.5 million related to litigation.
On April 6, 2022, a federal judge dismissed a class action
lawsuit brought against FPI, which stemmed from a 2018 short and
distort attack against the Company (link). The court’s dismissal
follows the June 2021 admission by Quinton Mathews, the previously
anonymous author of the 2018 accusations against the Company, of
the falsity of his work, acknowledgment that he was hired by a
hedge fund that shorted FPI stock, and agreement to return a
multiple of the trading profits he gained (link).
CEO Comments
Paul A. Pittman, Chairman and CEO said: “In the first quarter of
2022 we more than doubled AFFO compared to the first quarter of
2021, led by higher revenue, lower litigation expenses, and
elimination of distributions on Series B preferred stock. We
recently prevailed in the dismissal of the frivolous class action
lawsuit resulting from the criminal short and distort scheme
perpetrated against the company in 2018, and we have substantially
reduced corporate leverage, all while resuming a growth strategy
for FPI that we believe will deliver solid value to our
shareholders over for foreseeable term. In response to our strong
earnings growth, significant asset appreciation, reduced leverage,
and better expense visibility resulting from the dismissal of the
class action litigation, we are increasing our dividend by 20% to
$0.06 per share per quarter beginning with the July dividend
payment. Our outlook for 2022 remains positive, and we have
increased both the bottom and top ends of our guidance range issued
in February.
“We remain very mindful of, and focused on, the impact of the
tragic conflict in Ukraine and its effect on the world agriculture
market and food supply—our thoughts are with the people of Ukraine
and others in the region and around the world that are impacted.
The disruptions in supply chains resulting from both COVID-related
shutdowns in China and the hostilities in Eastern Europe highlight
the critical importance of farmland and US farmers to both the US
and global economy.”
Macro Comments
- Ukraine/Russian Federation: According to a February 2022
report by the International Food Policy Research Institute, 34% of
the global wheat trade is produced by the Russian Federation and
Ukraine (in addition to 17% of corn, 27% of barley, 24% of
sunflower, and 73% of sunflower oil). The disruption in
agricultural goods from the Black Sea region will have a
significant impact on low-income consumers in import-dependent
countries.
Financial and Operating Results
- The table below shows financial and operating results for the
three months ended March 31, 2022 and 2021. The values are shown as
reported and after adjusting for litigation items.
As reported
Adjusted for litigation
(1)
For the three months
ended
For the three months
ended
March 31,
March 31,
Financial Results:
2022
2021
Change
2022
2021
Change
Net Income
$
1,139
$
2,477
(54.0
)
%
$
1,975
$
4,985
(60.4
)
%
Net income (loss) per share available to
common stockholders
$
0.00
$
(0.02
)
NM
$
0.02
$
0.05
(60.0
)
%
AFFO
$
2,119
$
(1,609
)
NM
$
2,955
$
899
228.8
%
AFFO per weighted average common
shares
$
0.04
$
(0.05
)
NM
$
0.06
$
0.03
100.0
%
Adjusted EBITDAre
$
6,762
$
5,327
26.9
%
$
7,598
$
7,835
(3.0
)
%
Operating Results:
Total Operating Revenues
$
13,890
$
11,575
20.0
%
$
13,890
$
11,575
20.0
%
Net Operating Income (NOI) (2)
$
10,496
$
9,394
11.7
%
$
10,496
$
9,394
11.7
%
Operating Income
$
4,320
$
3,098
39.4
%
$
5,156
$
5,606
(8.0
)
%
(1)
Legal and accounting expense for
the three months ended March 31, 2022 and 2021 included $0.8
million and $2.5 million, respectively, related to litigation.
(2)
Please note change in the
definition of NOI to include cost of goods sold.
- See "Non-GAAP Financial Measures" for complete definitions of
AFFO, Adjusted EBITDAre, and NOI and the financial tables
accompanying this press release for reconciliations of net income
to AFFO, Adjusted EBITDAre and NOI.
Acquisition and Disposition Activity
- During the three months ended March 31, 2022, the Company
completed four property acquisitions for total consideration of
$8.0 million.
- During the three months ended March 31, 2022, the Company
completed two property dispositions for cash consideration of $4.6
million and total gain on sale of $0.7 million.
Balance Sheet
- During the three months ended March 31, 2022, the Company sold
2.9 million shares of common stock at a weighted average price of
$13.15 for aggregate net proceeds of $38.3 million under its
“at-the-market” offering programs. After the end of the quarter,
the Company sold an additional 1.7 million shares of common stock
at a weighted average price of $14.32 for aggregate net proceeds of
$24.1 million.
- As of April 29, 2022, the Company had 51,424,444 shares of
common stock outstanding on a fully diluted basis.
- The Company had total debt outstanding of $465.0 million at
March 31, 2022, compared to total debt outstanding of $513.4
million at December 31, 2021. After the end of the quarter, the
Company repaid an additional $16.9 million of debt.
- The Company had liquidity of $46.1 million, consisting of $16.1
million in cash and $30.0 million in undrawn availability under its
credit facility at March 31, 2022, compared to cash of $30.2
million at December 31, 2021.
Dividend Declarations
- The Company’s Board of Directors declared a quarterly cash
dividend of $0.06 per share of common stock and per Class A Common
OP unit, a 20% increase over the previous quarter. The dividends
are payable on July 15, 2022, to stockholders and common unit
holders of record on July 1, 2022.
Conference Call Information and Supplemental Package
The Company has scheduled a conference call on May 4, 2022, at
11:00 a.m. (Eastern Time) to discuss the financial results and
provide a company update.
The call can be accessed by dialing 1-844-200-6205 (USA),
1-833-950-0062 (Canada), or 1-929-526-1599 (other locations) and
using the access code 319292. The conference call will also be
available via a live listen-only webcast and can be accessed
through the Investor Relations section of the Company's website,
www.farmlandpartners.com.
A replay of the conference call will be available beginning
shortly after the end of the event until May 14, 2022, by dialing
1-866-813-9403 (USA), 1-226-828-7578 (Canada), or +44 (20)
4525-0658 (other locations) and using the access code 218616. A
replay of the webcast will also be accessible on the Investor
Relations section of the Company's website for a limited time
following the event.
A supplemental package can be accessed through the Investor
Relations section of the Company's website.
About Farmland Partners Inc.
Farmland Partners Inc. is an internally managed real estate
company that owns and seeks to acquire high-quality North American
farmland and makes loans to farmers secured by farm real estate. As
of March 31, 2022, the Company owns and/or manages approximately
185,700 acres in 19 states, including Alabama, Arkansas,
California, Colorado, Florida, Georgia, Illinois, Indiana, Iowa,
Kansas, Louisiana, Michigan, Mississippi, Missouri, North Carolina,
Nebraska, South Carolina, South Dakota, and Virginia. We have
approximately 26 crop types and over 100 tenants. The Company
elected to be taxed as a real estate investment trust, or REIT, for
U.S. federal income tax purposes, commencing with the taxable year
ended December 31, 2014. Additional information:
www.farmlandpartners.com or (720) 452-3100.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of the federal securities laws, including, without
limitation, statements with respect to our outlook and the outlook
for the farm economy generally, proposed and pending acquisitions
and dispositions, the benefits of the conversion of the Company’s
Series B Preferred Stock to common stock, financing activities,
crop yields and prices and anticipated rental rates.
Forward-looking statements generally can be identified by the use
of forward-looking terminology such as “may,” “should,” “could,”
“would,” “predicts,” “potential,” “continue,” “expects,”
“anticipates,” “future,” “intends,” “plans,” “believes,”
“estimates” or similar expressions or their negatives, as well as
statements in future tense. Although the Company believes that the
expectations reflected in such forward-looking statements are based
upon reasonable assumptions, beliefs and expectations, such
forward-looking statements are not predictions of future events or
guarantees of future performance and our actual results could
differ materially from those set forth in the forward-looking
statements. Some factors that might cause such a difference include
the following: the on-going war in Ukraine and its impact on the
world agriculture market, world food supply, the farm economy, and
our tenants’ businesses; general volatility of the capital markets
and the market price of the Company’s common stock; changes in the
Company’s business strategy, availability, terms and deployment of
capital; the Company’s ability to refinance existing indebtedness
at or prior to maturity on favorable terms, or at all; availability
of qualified personnel; changes in the Company’s industry, interest
rates or the general economy; adverse developments related to crop
yields or crop prices; the degree and nature of the Company’s
competition; the timing, price or amount of repurchases, if any,
under the Company's share repurchase program; the ability to
consummate acquisitions or dispositions under contract; and the
other factors described in the section entitled “Risk Factors” in
the Company’s Annual Report on Form 10-K for the year ended
December 31, 2021, and the Company’s other filings with the
Securities and Exchange Commission. Any forward-looking information
presented herein is made only as of the date of this press release,
and the Company does not undertake any obligation to update or
revise any forward-looking information to reflect changes in
assumptions, the occurrence of unanticipated events, or
otherwise.
Farmland Partners Inc.
Consolidated Balance Sheets As of March 31, 2022 (Unaudited) and
December 31, 2021 (in thousands)
March 31,
December 31,
2022
2021
ASSETS
Land, at cost
$
949,738
$
945,951
Grain facilities
10,833
10,754
Groundwater
12,602
10,214
Irrigation improvements
52,886
52,693
Drainage improvements
12,568
12,606
Permanent plantings
53,698
53,698
Other
6,845
6,848
Construction in progress
12,445
10,647
Real estate, at cost
1,111,615
1,103,411
Less accumulated depreciation
(39,956
)
(38,303
)
Total real estate, net
1,071,659
1,065,108
Deposits
1,776
58
Cash
16,102
30,171
Assets held for sale
407
530
Notes and interest receivable, net
7,488
6,112
Right of use asset
443
107
Deferred offering costs
23
40
Accounts receivable, net
3,104
4,900
Derivative asset
259
—
Inventory
2,973
3,059
Equity method investments
3,435
3,427
Intangible assets, net
1,913
1,915
Goodwill
2,706
2,706
Prepaid and other assets
2,778
3,392
TOTAL ASSETS
$
1,115,066
$
1,121,525
LIABILITIES AND EQUITY
LIABILITIES
Mortgage notes and bonds payable, net
$
462,836
$
511,323
Lease liability
443
107
Dividends payable
2,496
2,342
Derivative liability
—
785
Accrued interest
3,120
3,011
Accrued property taxes
2,337
1,762
Deferred revenue
7,926
45
Accrued expenses
8,331
9,564
Total liabilities
487,489
528,939
Commitments and contingencies (See Note
8)
Redeemable non-controlling interest in
operating partnership, Series A preferred units
117,878
120,510
EQUITY
Common stock, $0.01 par value, 500,000,000
shares authorized; 48,518,993 shares issued and outstanding at
March 31, 2022, and 45,474,145 shares issued and outstanding at
December 31, 2020
474
444
Additional paid in capital
562,717
524,183
Retained deficit
(4,511
)
(4,739
)
Cumulative dividends
(64,281
)
(61,853
)
Other comprehensive income
1,386
279
Non-controlling interests in operating
partnership
13,914
13,762
Total equity
509,699
472,076
TOTAL LIABILITIES, REDEEMABLE
NON-CONTROLLING INTERESTS IN OPERATING PARTNERSHIP AND EQUITY
$
1,115,066
$
1,121,525
Farmland Partners Inc.
Consolidated Statements of Operations Three Months Ended March 31,
2022 and 2021 (Unaudited) (in thousands except per share
amounts)
For the Three Months
Ended
March 31,
2022
2021
OPERATING REVENUES:
Rental income
$
9,547
$
10,259
Tenant reimbursements
778
938
Crop sales
695
216
Other revenue
2,870
162
Total operating revenues
13,890
11,575
OPERATING EXPENSES
Depreciation, depletion and
amortization
1,751
1,935
Property operating expenses
1,955
1,931
Cost of goods sold
1,439
250
Acquisition and due diligence costs
63
—
General and administrative expenses
3,103
1,617
Legal and accounting
1,256
2,742
Other operating expenses
3
2
Total operating expenses
9,570
8,477
OPERATING INCOME
4,320
3,098
OTHER (INCOME) EXPENSE:
Other (income) expense
21
(43
)
Income from equity method investment
(7
)
—
Gain on disposition of assets
(660
)
(3,392
)
Interest expense
3,827
4,056
Total other expense
3,181
621
Net income before income tax expense
1,139
2,477
Income tax expense
—
—
NET INCOME
1,139
2,477
Net income attributable to non-controlling
interests in operating partnership
(33
)
(117
)
Net income attributable to the Company
1,106
2,360
Nonforfeitable distributions allocated to
unvested restricted shares
(15
)
(14
)
Distributions on Series A Preferred Units
and Series B Preferred Stock
(878
)
(3,064
)
Net income (loss) available to common
stockholders of Farmland Partners Inc.
$
213
$
(718
)
Basic and diluted per common share
data:
Basic net loss available to common
stockholders
$
0.00
$
(0.02
)
Diluted net loss available to common
stockholders
$
0.00
$
(0.02
)
Basic weighted average common shares
outstanding
45,781
30,418
Diluted weighted average common shares
outstanding
45,781
30,418
Dividends declared per common share
$
0.05
$
0.05
Farmland Partners Inc.
Reconciliation of Non-GAAP Measures Three Months Ended March 31,
2022 and 2021 (Unaudited)
For the three months ended
March 31,
(in thousands except per share
amounts)
2022
2021
Net income
$
1,139
$
2,477
Gain on disposition of assets
(660
)
(3,392
)
Depreciation, depletion and
amortization
1,751
1,935
FFO
2,230
1,020
Stock-based compensation
642
251
Deferred impact of interest rate swap
terminations
62
184
Real estate related acquisition and due
diligence costs
63
—
Distributions on Preferred units and
stock
(878
)
(3,064
)
AFFO
$
2,119
$
(1,609
)
AFFO per diluted weighted average share
data:
AFFO weighted average common shares
47,427
32,202
Net loss per share available to common
stockholders
$
—
$
(0.02
)
Income available to redeemable
non-controlling interest and non-controlling interest in operating
partnership
0.02
0.11
Depreciation and depletion
0.04
0.06
Stock-based compensation
0.01
0.01
Gain on disposition of assets
(0.01
)
(0.11
)
Distributions on Preferred units and
stock
(0.02
)
(0.10
)
AFFO per diluted weighted average
share
$
0.04
$
(0.05
)
For the three months
ended
March 31,
(in thousands)
2022
2021
Net income
$
1,139
$
2,477
Interest expense
3,827
4,056
Income tax expense
—
—
Depreciation, depletion and
amortization
1,751
1,935
Gain on disposition of assets
(660)
(3,392)
EBITDAre
$
6,057
$
5,076
Stock-based compensation
642
251
Real estate related acquisition and due
diligence costs
63
—
Adjusted EBITDAre
$
6,762
$
5,327
Farmland Partners Inc.
Reconciliation of Non-GAAP Measures Three Months Ended March 31,
2022 and 2021 (Unaudited)
For the three months ended
March 31,
($ in thousands)
2022
2021
OPERATING REVENUES:
Rental income
$
9,547
$
10,259
Tenant reimbursements
778
938
Crop sales
695
216
Other revenue
2,870
162
Total operating revenues
13,890
11,575
Property operating expenses
1,955
1,931
Cost of goods sold
1,439
250
NOI
10,496
9,394
Depreciation, depletion and
amortization
1,751
1,935
Acquisition and due diligence costs
63
—
General and administrative expenses
3,103
1,617
Legal and accounting
1,256
2,742
Other operating expenses
3
2
Other (income) expense
21
(43
)
(Income) loss from equity method
investment
(7
)
—
Gain on disposition of assets
(660
)
(3,392
)
Interest expense
3,827
4,056
NET INCOME
$
1,139
$
2,477
Non-GAAP Financial Measures
The Company considers the following non-GAAP measures as useful
to investors as key supplemental measures of its performance: FFO,
NOI, AFFO, EBITDAre and Adjusted EBITDAre. These non-GAAP financial
measures should be considered along with, but not as alternatives
to, net income or loss as a measure of the Company’s operating
performance. FFO, NOI, AFFO, EBITDAre and Adjusted EBITDAre, as
calculated by the Company, may not be comparable to other companies
that do not define such terms exactly as the Company.
FFO
The Company calculates FFO in accordance with the standards
established by the National Association of Real Estate Investment
Trusts, or NAREIT. NAREIT defines FFO as net income (loss)
(calculated in accordance with GAAP), excluding gains (or losses)
from sales of depreciable operating property, plus real estate
related depreciation, depletion and amortization (excluding
amortization of deferred financing costs), and after adjustments
for unconsolidated partnerships and joint ventures. Management
presents FFO as a supplemental performance measure because it
believes that FFO is beneficial to investors as a starting point in
measuring the Company’s operational performance. Specifically, in
excluding real estate related depreciation and amortization and
gains and losses from sales of depreciable operating properties,
which do not relate to or are not indicative of operating
performance, FFO provides a performance measure that, when compared
year over year, captures trends in occupancy rates, rental rates
and operating costs. The Company also believes that, as a widely
recognized measure of the performance of REITs, FFO will be used by
investors as a basis to compare the Company’s operating performance
with that of other REITs. However, other equity REITs may not
calculate FFO in accordance with the NAREIT definition as the
Company does, and, accordingly, the Company’s FFO may not be
comparable to such other REITs’ FFO.
AFFO
The Company calculates AFFO by adjusting FFO to exclude the
income and expenses that the Company believes are not reflective of
the sustainability of the Company’s ongoing operating performance,
including, but not limited to, real estate related acquisition and
due diligence costs, stock-based compensation, deferred impact of
interest rate swap terminations, and distributions on the Company’s
Series A preferred units. For the avoidance of doubt, $5.7 million
non-cash redemption of Series B Participating Preferred Stock in Q4
2021 is not included in AFFO.
Changes in GAAP accounting and reporting rules that were put in
effect after the establishment of NAREIT’s definition of FFO in
1999 result in the inclusion of a number of items in FFO that do
not correlate with the sustainability of the Company’s operating
performance. Therefore, in addition to FFO, the Company presents
AFFO and AFFO per share, fully diluted, both of which are non-GAAP
measures. Management considers AFFO a useful supplemental
performance metric for investors as it is more indicative of the
Company’s operational performance than FFO. AFFO is not intended to
represent cash flow or liquidity for the period and is only
intended to provide an additional measure of the Company’s
operating performance. Even AFFO, however, does not properly
capture the timing of cash receipts, especially in connection with
full-year rent payments under lease agreements entered into in
connection with newly acquired farms. Management considers AFFO per
share, fully diluted to be a supplemental metric to GAAP earnings
per share. AFFO per share, fully diluted provides additional
insight into how the Company’s operating performance could be
allocated to potential shares outstanding at a specific point in
time. Management believes that AFFO is a widely recognized measure
of the operations of REITs and presenting AFFO will enable
investors to assess the Company’s performance in comparison to
other REITs. However, other REITs may use different methodologies
for calculating AFFO and AFFO per share, fully diluted and,
accordingly, the Company’s AFFO and AFFO per share, fully diluted
may not always be comparable to AFFO and AFFO per share amounts
calculated by other REITs. AFFO and AFFO per share, fully diluted
should not be considered as an alternative to net income (loss) or
earnings per share (determined in accordance with GAAP) as an
indication of financial performance, or as an alternative to net
income (loss) earnings per share (determined in accordance with
GAAP) as a measure of the Company’s liquidity, nor are they
indicative of funds available to fund the Company’s cash needs,
including its ability to make distributions.
EBITDAre and Adjusted EBITDAre
The Company calculates Earnings Before Interest Taxes
Depreciation and Amortization for real estate (“EBITDAre”) in
accordance with the standards established by NAREIT in its
September 2017 White Paper. NAREIT defines EBITDAre as net income
(calculated in accordance with GAAP) excluding interest expense,
income tax, depreciation and amortization, gains or losses on
disposition of depreciated property (including gains or losses on
change of control), impairment write-downs of depreciated property
and of investments in unconsolidated affiliates caused by a
decrease in value of depreciated property in the affiliate, and
adjustments to reflect the entity’s pro rata share of EBITDAre of
unconsolidated affiliates. EBITDAre is a key financial measure used
to evaluate the Company’s operating performance but should not be
construed as an alternative to operating income, cash flows from
operating activities or net income, in each case as determined in
accordance with GAAP. The Company believes that EBITDAre is a
useful performance measure commonly reported and will be widely
used by analysts and investors in the Company’s industry. However,
while EBITDAre is a performance measure widely used across the
Company’s industry, the Company does not believe that it correctly
captures the Company’s business operating performance because it
includes non-cash expenses and recurring adjustments that are
necessary to better understand the Company’s business operating
performance. Therefore, in addition to EBITDAre, management uses
Adjusted EBITDAre, a non-GAAP measure.
The Company calculates Adjusted EBITDAre by adjusting EBITDAre
for certain items such as stock-based compensation and real estate
related acquisition and due diligence costs that the Company
considers necessary to understand its operating performance. The
Company believes that Adjusted EBITDAre provides useful
supplemental information to investors regarding the Company’s
ongoing operating performance that, when considered with net income
and EBITDAre, is beneficial to an investor’s understanding of the
Company’s operating performance. However, EBITDAre and Adjusted
EBITDAre have limitations as analytical tools and should not be
considered in isolation or as a substitute for analysis of the
Company’s results as reported under GAAP.
In prior periods, the Company has presented EBITDA and Adjusted
EBITDA. In accordance with NAREIT’s recommendation, beginning with
the Company’s reported results for the three months ended March 31,
2018, the Company is reporting EBITDAre and Adjusted EBITDAre in
place of EBITDA and Adjusted EBITDA.
Net Operating Income (NOI)
The Company calculates net operating income (NOI) as total
operating revenues (rental income, tenant reimbursements, crop
sales and other revenue), less property operating expenses (direct
property expenses and real estate taxes), less cost of goods sold.
Since net operating income excludes general and administrative
expenses, interest expense, depreciation and amortization,
acquisition-related expenses, other income and losses and
extraordinary items, it provides a performance measure that, when
compared year over year, reflects the revenues and expenses
directly associated with owning and leasing farmland real estate,
providing a perspective not immediately apparent from net income.
However, net operating income should not be viewed as an
alternative measure of the Company’s financial performance since it
does not reflect general and administrative expenses, interest
expense, depreciation and amortization costs, other income and
losses.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220503005742/en/
Phillip Hayes ir@farmlandpartners.com
Farmland Partners (NYSE:FPI)
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Farmland Partners (NYSE:FPI)
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From Apr 2023 to Apr 2024