Operator
Operator
I would now like to introduce your host for today’s program, Mr. David Gladstone. Mr. Gladstone, you may begin.
Gladstone Land Corporation (LANDO)
Q1 2014 Earnings Call· Tue, May 6, 2014
$20.96
+1.06%
Operator
Operator
I would now like to introduce your host for today’s program, Mr. David Gladstone. Mr. Gladstone, you may begin.
David J. Gladstone
Management
All right. Welcome to the conference call for Gladstone Land. This is David Gladstone, and thank you, Andrew, for that nice introduction. Thanks to all of you people who are on the line today, and have called in, we enjoy this time that we all have with shareholders. Please come visit us if you’re ever in the Washington D.C. area, we are located in a suburb called McLean, Virginia and you have an open invitation to stop by and say hello. You’ll see a great team at work, and there are over 60 members of the team now running these four funds that we have, we have about $1.5 billion in assets across all our companies. Also, some of the people here bring their puppy dogs to work, so we’re very dog friendly environment. We have a team presentation for you today. First, we are going to begin with Michael LiCalsi, our Internal Counsel and Secretary, he also serves as President of the Administrator and we ask Michael to do this part of it, because I go too fast. So, Michael, take it away.
Michael B. LiCalsi
Management
Good morning, everyone. This report we’re about to give may include statements that may constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, including statements with regard to the future performance of the company. These forward-looking statements involve certain risks and uncertainties that are based on our current plan, which we believe to be reasonable. And there are many factors that may cause our actual results to be materially different from any future results expressed or implied by these forward-looking statements, including all of the factors listed under the caption Risk Factors in our company’s Form 10-K and Form 10-Q reports that we filed with the Securities and Exchange Commission. These form 10-Ks and 10-Qs can be found on our website at www.gladstoneland.com, and on the SEC’s website at www.sec.gov. The company undertakes no obligation to publicly update or revise any of these forward-looking statements, whether as a result of new information, future events or otherwise. And in our talk today, we will note that we intend to be - elect to be a real estate investment trust or REIT and therefore, we plan to talk about funds from operations or FFO. Since FFO is a non-GAAP accounting term, we need to explain that FFO is defined as net income, excluding the gains and losses from the sale of real estate and any impairment losses, plus depreciation and amortization of real estate assets. The National Association of REITs or NAREIT has endorsed FFO as one of the non-accounting standards that we can use in discussing REITs. Please review our Form 10-Q filed yesterday with the SEC and our financial statements for a detailed description of FFO. The report from the company’s President and CFO that you’re about to hear is…
David J. Gladstone
Management
All right. Thank you, Michael. Before we go into the numbers, let’s update any newcomers to the call, and I will do this for few more sessions, and then we wouldn’t do it anymore, but we began operations in 1997 as a fully-integrated berry and vegetable grower. We were a shipper and marketer, had many other main brand, grocery stores, and wholesalers as our clients. We had about 2,500 employees and we were certainly the largest integrated strawberry operation in the United States. And we sold in 2004, we sold the agricultural operating business that is the growing and the shipping and all of that to Dole, but we kept the farmland and Dole became our largest tenant and they still are today although they are smaller percentage today than they were back then. Since the sale of our business part and we consist solely now of operating and owning farmland and leasing it to independent and corporate farmers. And since 2004, we’ve been buying up farms and adding to our list of properties at a rather slow pace, but now we’re beginning to move a lot faster. The farms we own are predominately concentrated in location where farmers are able to grow high value annual crops, such as berries and vegetables. And these are row crops, which are planted and harvested annually and sometimes even more frequently. We also have a small amount of farmland that is farmed for blueberries, which are permanent crops and that the blueberry bushes may last up to 40 years. So typically, blueberry farms are farmed by the same farm fruit farmers that grow other berries and vegetables and they’re also sold in similar customers, such as supermarkets and wholesalers. So we like the berry and vegetable area and that’s where our concentration is.…
Danielle Jones
Management
Thanks, Dave, and good morning, everybody. I will start by discussing our status of converting to a REIT. As discussed in the last call, we completed all significant actions necessary to elect to convert to a REIT during 2013, including the distribution of all accumulated earnings and profits from prior years. Thus management believes we qualify and intend to elect to be taxed as a REIT for federal tax purposes beginning with the year ended December 31, 2013. This election will be made when we file our 2013 tax return this summer. Management intends to be organized and to operate in the manner that will allow us to continue to be qualified [in tax] [ph] as a REIT. As long as we qualify as a REIT, we generally will not be subject to U.S. federal income tax, if we distribute at least 90% of our taxable income to our stockholders. And now I’ll discuss the operating results beginning with the balance sheet. While we did not acquire any farms during the current quarter, our pipeline of deals remains strong and our portfolio of properties and tenants are much more diversified than they were a year ago. Our 21 farms are located in five states and while the majority of our farms and rental operations remain concentrated in California, our reliance of income from these farms continues to decrease. Over 75% of our total acreage and 87% of our revenues came from California farms a year ago. However, these figures are down to 24% and 68% as of March 31, 2014. We’re also more diversified with regard to our crop [inaudible] as we now own several farms with permanent crops and have also expanded into the green market. And our tenant base continues to expand as we add additional growers on…
David J. Gladstone
Management
All right. That was a good report, Danielle. We just finished our first-year as a public company at the end of January and - end of that year, and it was very expensive to make that transition. Now that we’re on to our second-year, it should be less expensive and a lot easier for all of us. And once we close the new mortgage financing, we expect to be operating [inaudible]. Main point of this report is to tell you that we are executing the plan. We used our proceeds from the IPO to acquire nine new properties for about $38 million during 2013. And we also have a nice list of potential properties that we are interested in acquiring through that list and we hope to be able grow the farm portfolio significantly for the rest of 2014. Since we’ve used all the money from the IPO and we’re now using money that we have from our mortgage line and we also have available – and we also have availability to borrow some under our line of credit when the new line closes, and there is - we’ve got to close this new relationship. As mentioned, we are currently finalizing the deal with our lender to expand the line of credit and the mortgage line, and once that happens, I will be able to combine quite a few more farms and we hope to finish that in the upcoming weeks. With the increase in portfolio of farms comes greater diversification and that’s a protection for investors. We all expect to have better earnings in the quarter ending June 30. We anticipate that many of the farms we purchase will be acquired from farmers or agricultural companies, or that an independent farmer will [sign up] [ph] initially lease the farm…
Operator
Operator
Thank you. (Operator Instructions) And our first question comes from the line of John Roberts from Hilliard Lyons. Your line is open. John M. Roberts – Hilliard Lyons: Good morning, David.
David J. Gladstone
Management
Good morning. John M. Roberts – Hilliard Lyons: First, you did say three properties on the due diligence, what’s size are you – what size of those?
David J. Gladstone
Management
John M. Roberts – Hilliard Lyons: Okay. Been hearing a little bit about weakening of farm land prices in general, article on The Wall Street Journal a few months back talking about that. Have you seen any weakness in pricing? And if so how are you expecting that to impact going forward?
David J. Gladstone
Management
A large number of farms that are sold, which we don’t even look at are not counted in this are farms that do grain, hard grain, such as corn, wheat, soy. We are not in that marketplace today, some day we may get into that marketplace. There has been a weakening of prices there simply because grain prices have gone down, for example, corn has gone from about 8.50 a bushel to 4.60 a bushel, I think it is today. And so, as a result, we can’t make as much money growing corn and as a result prices of land went down, some not much, but they went down a little bit, there was some weakening. In the areas that we’re in which are fruits and vegetables we’ve seen none. And in fact I have seen prices in Oxnard and Watsonville, Santa Maria, which is the big three growing areas in California go up. Florida has been a little bit weaker, but in terms of growth rate, but we haven’t seen any big problems in terms of weakness in the areas that we are in. John M. Roberts – Hilliard Lyons: Great, thanks David.
David J. Gladstone
Management
Okay. Other questions please?
Operator
Operator
Thank you. Our next question comes from the line of Dan Donlan from Ladenburg Thalmann. Your line is open. Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: Thank you and good morning.
David J. Gladstone
Management
Good morning, Dan. Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: David, I’d like your version of the forward-looking statements so much better than the general counsel’s?
David J. Gladstone
Management
We won’t fire Michael, because he is really good at other things as well other than reading the statements, but thank you for that compliment. Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: You’re certainly much quicker. David, first question would be on kind of the asset management fee and I know it moved up from 1% to 2%. We are just curious, if you could kind of talk about that it was well documented in your prospectus, but given how much lower the yields are on your farm properties, call it anywhere from 5% to 5.25% versus let’s say the other REIT that you guys have where going in yields can be as much as 9% to 10%, we are just curious, why you thought it was reasonable to bump that up after just one year of operations?
David J. Gladstone
Management
You know the truth Dan is, I need the money to hire more people, we need to get busier than we are. We got stymied and I didn’t hire anybody for Florida primarily because I wasn’t sure we were going to get our MetLife loan in place, they assured us, but I have learned the hard way to believe it when the check clears as they say. So, I really need the money in order hire people, so that’s the goal now is to beef up the management team. And here I’m talking about not people here in the central office, where we all are right now, but people like the person that we have on the West Coast who is in the middle of the farm, he actually lives in Oxnard and he is out there with the farmers and he has been a farmer. We are also looking at someone like that in the Florida space. And then as time goes on, we will have to add more people along that way, but we sort of not made any money certainly during the first year and in terms of the management and company and I really can’t ask the other funds to subsidize the growth of management talent in this fund. So, we raised a little back to the 2%, which is where most people are in this business. And so we will have to see; I have considered that with the Board at the last meeting of cutting that back. So, we’ll have to take a look at that again at the next Board meeting in July. Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: Okay, yes, completely understood given the amount of G&A that you have, which isn’t a lot at all relative to the rents, it seems like you really need to get bigger quickly to move in yield here – which it sounds like you’re definitely trying to deal. But as far as what you have in negotiation with the lenders, how much would you anticipate this might increase your debt capacity by?
David J. Gladstone
Management
Clearly saying about $70 million of buying power with the new line. $68 million to $70 million depending on how close you want to get to using every nickel on the line? Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: Right, right. Understood.
David J. Gladstone
Management
So we have some padding built into that so that if we get - if we do that amount of money we’ll still have money to do whatever we need to do internally. Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: Okay. And then as far as how should we look at potential deals with OP units, it’s something you talked about at the IPO quite a bit. Haven’t seen any quite yet, but it would seem like another way to increase the size of your company and that you may or may not necessarily need to use any debt for?
David J. Gladstone
Management
Yes, we want to use that and we’ve had inquiries and talks with people about it. Unfortunately, I think we are little bit small in order to convince people that we are, I don’t know, a real company, I guess is the way I’m thinking about it there, we’re still so small. But I remember, I was on the Board of Capital Automotive REIT and it wasn’t until they were around $200 million, $300 million in assets before they started being able to use, UPREIT units to OP units to make those acquisitions. We do have one family that I know very well that’s very interested in OP units and Bill Reiman, our man on the West Coast has a family that’s very interested in OP units. We’ll just have to see how that comes out, but you’re right, I would love to do two or three of those with some very large farmers and move up the equity base that we have in the company. Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: Okay. And then as far as the new lease you executed in West Beach, it sounds like that was a new tenant not necessarily renewals. Was just curious, how that transpired, maybe who the new tenant is and why the decision to go with the nine year lease versus maybe a shorter term lease of three years or four years?
David J. Gladstone
Management
We don’t mind doing that especially when the tenant considers this to be a key piece of property for themselves and wants to know they’re going to be able to lease it for the long-term. And what we did in that case is that every three years we have a mark-to-market on the term, on the amount of the lease that is the lease rent. And so it will go up just as if we had three year leases and re-negotiated every time. What it does and we do this - we’ve done it with several other very large tenants, what it does is it gives them the assurance that if they’re willing to pay market price for the farms they can stay on the farm we’ve done this several times. And the fact that first lease with Dole was a 10-year lease if you remember that, that was in the prospectus. And our leases with the larger companies they want to know that they’re going to get the land and keep it. Even though they know that may have to pay a higher price every two or three years when we mark-to-market. And remember mark-to-market means it can go up, but not go down. So, the new lease was with a new tenant, much larger tenant, a tenant that has what, one of the pieces of problems in strawberry growing is labor. And this new tenant has their own labor pool that they try to keep year round. And so as a result much more certainty that they will have labor to make sure that they can harvest the crops. As you may remember we had about 2,500 Mexican Americans that were our workers for our farm before we sold it to Dole they still have many of those…
David J. Gladstone
Management
There is actually two parts to it, one part is fixed and I [think] what the percentage is, but it would be much like a commercial lease, where you have 2% or 3% bumps every year. And then there is a second part that at the end of two years in going into the third year. You’ll do some kind of market survey, they may do their survey, we will do ours. We presented to each other looking and for the fourth year, is it a three year bump or two year bump? Three years. So at the end of somewhere towards the end of the third year you would have a negotiation that said this we all agree on this. And therefore beginning the fourth year, it might move up by 20% depending on what the market is doing. So you’ve got the best of both worlds you’ve got your fixed rate movement up and then you’ve got a market rate adjustment at the end of the third year and at the end of the sixth year. Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: Okay. I guess therefore you can probably for GAAP purposes you can only model in the fixed bumps, she can actually model in with the variability to be?
David J. Gladstone
Management
That’s exactly right you are going to do straight line rents and remember when it bumps up, unless just assume that at the end of year three it was up by 20% that new number is also going to start going up by 3% in year six, seven and eight. So you’re going to see additions on top of that. I am astounded at how fast the market place is moving in Watsonville and in Oxnard, we are seeing. If you remember, we have a large farm there that’s valued at about 85,000 per acre, I think it next year that will probably come out at 100,000 an acre. Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: That’s pretty significant growth. Okay, David, I very much appreciate the answers.
David J. Gladstone
Management
Okay, well, thank you. Next question please.
Operator
Operator
Thank you. Our next question comes from the line of Brian Hollenden with Sidoti. Your line is open. Brian Hollenden – Sidoti & Co. LLC: Good morning, and thanks for taking my call.
David J. Gladstone
Management
Okay, Brain what’s your question? Brian Hollenden – Sidoti & Company, LLC: Sure, in the current quarter looking at the cash flow statement, you had a $50,000 deposit down on a property that was returns. Can you just give us a little flavor what happened with that acquisition why would you not have purchased that property?
David J. Gladstone
Management
I’m trying to remember what was that again? Brian Hollenden – Sidoti & Company, LLC: (indiscernible)
David J. Gladstone
Management
Yes. And so we sold that to with the (indiscernible). We had our property down in Florida and we were going to buy it. And there were some questions about the ability to get water there and it was development deal as well. And while we have our great farmer there, we decided to let them by the farm and so we’ve sign the contract with them. We’ve got our 50,000 back from the farmer. The farmer is going to buy it, he is going to develop it. And then once it’s developed, and everything is in place, he is going to sell it to us or at least that’s what you said. He has two farms that he is doing that with, so we’re waiting for those to be completed and then we will buy from him and lease it back in. Brian Hollenden – Sidoti & Company, LLC: Okay, great and then if I could just ask you one more question with FFO at about $0.05 this quarter and you know the dividend pay out at $0.09, how and when, do you get to a place where FFO can cover that dividend?
David J. Gladstone
Management
Hard to guess, it depends on closings obviously, we did closings in the first quarter because and even though we projected that we were going to close, we actually just shut down until we could get our line of credit in place. As I mentioned before, I think we are 99% of the way there, no guarantees in this life, but we are waiting for the lender to sign off on the documents that we sent them signed. And I think that’s all done, we are just waiting for few exhibits to come. My hope is that either this week, next week we can close and make an announcement and then we can turn on this [picket]. We’ve got enough money to close the deals that we have and this projection that I gave you of the deals, but we wouldn’t be able to keep growing. And so I am one of those people that won’t make commitments unless I know that I have the money. So we are waiting here disclosed and then we can go out and hopefully tackle some of these – that are sitting on the sidelines sort of waiting for us and get those done. And that will jackup the return because will be borrowing at 3.5% and hopefully making 5% and all of that a big chunk of it obviously will drop to the bottom line. I would expect us to be very close to the $0.09 per quarter, what do you think? Just looking at… Brian Hollenden – Sidoti & Company, LLC: In the European?
David J. Gladstone
Management
By the time we are at the end of the year we should be there. So, we are going to be a little bit slow getting there unless had a lot of big deals in the pipeline. If we can hit some of those it will be wonderful, but we have to be conservative and not lead you on to think that it is automatic, but I think we are going to get there relatively quick. Brian Hollenden – Sidoti & Company, LLC: Okay, great thank you very much.
David J. Gladstone
Management
Other questions?
Operator
Operator
Dan P. Donlan – Ladenburg Thalmann & Co., Inc.: Yes. David just (inaudible) on the acquisitions, I know this is just farmland and not necessarily net lease real state although it is a triple net lease that you again trying to do with farmers, but we are just curious if you comment on pricing for assets between $3 million to $10 million and may be assets that are over $50 million, is there a premium being paid right now for forms of large size relative to smaller farms or any commentary that would be helpful?
David J. Gladstone
Management
Sure. There was one in Waltsonville fairly large attracted a lot of attention from probably half a dozen pension funds and insurance companies. We got behind one of the tenants, and said we will buy if you will go to market and bid , because you’re already farming this stuff . Unfortunately for us, we let them drive the cart and they bid low someone bid higher, so they lost it and that – we would have bid probably around $55,000 an acre. And it went for about $52,000, we believe if not closed yet. So, yes, the larger transactions we’ll bring in the pension funds and insurance companies who are huge buyers of farmland. I think, I’m trying to remember the amount TIAA-CREF announced at the last convention, but it’s a huge number that they have in their portfolio, that’s all over the world. They only come to bid on the larger transactions now for our purpose is that one that I mentioned in Watsonville that would have been right out of 4.5% cap rate. So probably half a point off the norm, which is about a 5% than our cap rate. So that sort of gives you an indication that it’s the big, very nice well placed farm you will get big buyers. But remember most of the big buyers are doing really large transactions in the Midwest. And if we go into the Midwest, we are going to be competing with at least for grain land would be competing with the big pension funds, the big insurance companies and the farmers. The farmers will bid, if it’s a next door farm they will bid it 2% or 3% cap rate, you just can’t beat the local farmer, but if it is something that is a little it…
David J. Gladstone
Management
Sure, other questions please?
Operator
Operator
Thank you (Operator Instructions) And I’m seeing no further questions in the queue at this time.
David J. Gladstone
Management
Okay, thank you all for calling in and keep your eye on net asset value, this is going to be an appreciation play more than an income play. And we will see you all next quarter.
Operator
Operator
Ladies and gentlemen thank you for participating in today’s conference. This now concludes the program and you may all disconnect. Everyone have a great day.