Equity

9 Months Ended

Sep. 30, 2021

Stockholders' Equity Note [Abstract]

Common Stock Capitalization

Equity

Preferred Stock

The Company has authorized 100,000,000 shares of preferred stock, $0.001 par value per share. As of both September 30, 2021 and December 31, 2020, there were 4,600,000 shares of 6.750% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, $0.001 par value per share ("Series A Preferred Stock") outstanding.

The Company's Series A Preferred Stock ranks senior to its common stock and Convertible Non-controlling Interests with respect to the payment of dividends and the distribution of assets upon a voluntary or involuntary liquidation, dissolution or winding up of the Company. Additionally, the Company's Series A Preferred Stock has no stated maturity and is not subject to any sinking fund or mandatory redemption. The Series A Preferred Stock is not redeemable by the Company prior to October 30, 2024, except under circumstances where it is necessary to allow the Company to maintain its qualification as a REIT for U.S. federal income tax purposes and except in certain instances upon the occurrence of a change of control. Holders of the Company's Series A Preferred Stock generally do not have any voting rights.

Holders of the Series A Preferred Stock are entitled to receive cumulative cash dividends (i) from and including the original issue date to, but excluding, October 30, 2024, at a fixed rate equal to 6.750% per annum of the $25.00 per share liquidation preference and (ii) from and including October 30, 2024, at a floating rate equal to three-month LIBOR plus a spread of 5.196% per annum of the $25.00 per share liquidation preference. Dividends are payable quarterly in arrears on or about the 30th day of each January, April, July, and October. As of both September 30, 2021 and December 31, 2020, the total amount of cumulative preferred dividends in arrears was $1.3 million.

Common Stock

The Company has authorized 100,000,000 shares of common stock, $0.001 par value per share. The Board of Directors may authorize the issuance of additional shares, subject to the approval of the holders of at least a majority of the shares of

common stock then outstanding present in person or represented by proxy at a meeting of the stockholders. As of September 30, 2021 and December 31, 2020, there were 51,677,667 and 43,781,684 shares of common stock outstanding, respectively.

On January 24, 2020, the Company completed a follow-on offering of 5,290,000 shares of its common stock, of which 690,000 shares were issued pursuant to the exercise of the underwriters' option. The issuance and sale of the 5,290,000 shares of common stock generated net proceeds, after underwriters' discount and offering costs, of $95.3 million.

On July 30, 2021, the Company issued 37,373 shares of its common stock to its Manager for payment of 10% of the incentive fee incurred; see Note 13 for additional details on the Management Agreement.

On August 6, 2021, the Company commenced an "at-the-market" offering program, or "ATM program," by entering into equity distribution agreements with third party sales agents under which it was authorized to offer and sell up to 10.0 million shares of common stock from time to time. During the three- and nine-month periods ended September 30, 2021, the Company issued 1,549,900 shares of common stock under the ATM program which provided $28.2 million of net proceeds after $0.4 million of agent commissions and offering costs.

The following table summarizes issuance, repurchase, and other activity with respect to the Company's common stock for the three- and nine-month periods ended September 30, 2021 and 2020:

	Three-Month Period Ended		Nine-Month Period Ended
	September 30, 2021	September 30, 2020	September 30, 2021	September 30, 2020
Shares of Common Stock Outstanding (6/30/2021, 6/30/2020, 12/31/2020, and 12/31/2019, respectively)	43,781,684	43,779,924	43,781,684	38,647,943
Share Activity:
Shares of common stock issued	7,852,900	—	7,852,900	5,290,000
Shares of common stock issued in connection with incentive fee payment	37,373	—	37,373	637
Shares of common stock repurchased	—	(1,878)	—	(290,050)
OP Units exercised	5,710	3,638	5,710	133,154
Shares of Common Stock Outstanding (9/30/2021, 9/30/2020, 9/30/2021, and 9/30/2020, respectively)	51,677,667	43,781,684	51,677,667	43,781,684

If all Convertible Non-controlling Interests that have been previously issued were to become fully vested and exchanged for shares of common stock as of September 30, 2021 and December 31, 2020, the Company's issued and outstanding shares of common stock would increase to 52,366,399 and 44,442,631 shares, respectively.

On June 13, 2018, the Board of Directors approved the adoption of a share repurchase program under which the Company is authorized to repurchase up to 1.55 million shares of common stock. The program, which is open-ended in duration, allows the Company to make repurchases from time to time on the open market or in negotiated transactions, including under Rule 10b5-1 plans. Repurchases are at the Company's discretion, subject to applicable law, share availability, price and financial performance, among other considerations. During the three-month period ended September 30, 2020, the Company repurchased 1,878 shares at an average price of $11.00 and a total cost of $21 thousand. During the nine-month period ended September 30, 2020, the Company repurchased 290,050 shares at an average price per share of $10.54 and a total cost of $3.1 million. The Company did not repurchase any common shares during the three- or nine-month periods ended September 30, 2021. From inception of the current repurchase plan through September 30, 2021, the Company repurchased 701,965 shares at an average price per share of $13.36 and a total cost of $9.4 million.