Stockholders' Equity

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Stockholders' Equity

Note 11 - Stockholders' Equity

Preferred Stock

At December 31, 2021 and December 31, 2020, we were authorized to issue up to 50,000 shares of preferred stock, par value $0.001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by our Board of Directors (“Board”) or a committee thereof. On January 28, 2020, we filed Articles Supplementary with the Department to designate 10,000 shares of the Company’s authorized preferred stock, par value $0.001 per share, as shares of 7.00% Series C Preferred Stock with the powers, designations, preferences and other rights as set forth therein. At December 31, 2021, a total of 31,617 shares of our authorized preferred stock remained available for designation as future series.

7.875% Series B Cumulative Preferred Stock - Called for redemption, “Series B Preferred Stock”

On January 24, 2020, the Company mailed a notice of full redemption of all 8,383 issued and outstanding shares of its Series B Preferred Stock ($25.00 liquidation preference per share) to the holders of record of its Series B Preferred Stock as of January 13, 2020. Pursuant to the redemption, each share of Series B Preferred Stock was canceled and represented solely the right to receive cash in the amount of $25.00 per share of Series B Preferred Stock on February 27, 2020. Pursuant to the terms of the Series B Preferred Stock, holders of record of the Series B Preferred Stock on February 15, 2020 received the full monthly dividend for February 2020. The final dividend amount of $1,375 was paid on February 27, 2020 and was recorded as other expense in our consolidated statements of operations.    

Series C Cumulative Redeemable Preferred Stock "Series C Preferred Stock"

At December 31, 2021, we had 6,847 shares of Series C Preferred Stock issued and outstanding with a par value of $0.001 per share and a liquidation preference of $25.00 per share, or $171,175 in the aggregate. Shares designated as Series C Preferred Stock but unissued totaled 3,153 at December 31, 2021. At December 31, 2021, there were no accrued or unpaid dividends on the Series C Preferred Stock.

On January 23, 2020, the Company and ACM, entered into an Underwriting Agreement (the “Underwriting Agreement”) with B. Riley FBR, Inc., as representative of the several underwriters named therein (collectively, the “Underwriters”), including, but not limited to, BUCKLER, with respect to (i) the sale by the Company of 3,000 shares (the “Firm Shares”) of the Company’s new 7.00% Series C Preferred Stock ($25.00 liquidation preference per share), $0.001 par value, to the Underwriters with an offering price to the public of $25.00 per share, and (ii) the grant by the Company to the Underwriters of an option to purchase all or part of 450 additional shares of the Series C Preferred Stock during the 30-day period following the execution of the Underwriting Agreement with the same offering price per share to the public to cover over-allotments. On January 24, 2020, the Underwriters exercised the option to purchase all 450 additional shares of the Series C Preferred Stock. On January 28, 2020, the Company completed the sale of 3,450 total shares. Total proceeds were $83,282, net of issuance costs and commissions of $2,968.

On January 29, 2020, the Company entered into an Equity Sales Agreement (the “Preferred C ATM Sales Agreement”) with B. Riley Securities, Inc. (formerly B. Riley FBR, Inc.) and BUCKLER, as sales agents (individually and collectively, the “Agents"), and ACM, pursuant to which the Company may offer and sell, over a period of time and from time to time, through one or more of the Agents, as the Company’s agents, up to 6,550 of Series C Preferred Stock. The Preferred C ATM Sales Agreement relates to a proposed “at-the-market” offering program. Under the Preferred C ATM Sales Agreement, we will pay the agent designated to sell our shares an aggregate

commission of up to 2.0% of the gross sales price per share of our common stock sold through the designated agent under the Preferred C ATM Sales Agreement. During the years ended December 31, 2021 and December 31, 2020, we sold 1,500 and 1,897 shares under this agreement for proceeds of $36,585 and $46,856, net of issuance costs and commissions of approximately $445 and $726, respectively.

Common Stock

On August 20, 2021 we filed Articles of Amendment with the state of Maryland to increase the number of authorized common stock from 125,000 to 200,000 shares. At December 31, 2021 and December 31, 2020, we were authorized to issue up to 200,000 and 125,000 shares of common stock, par value $0.001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by our Board. We had 94,152 shares of common stock issued and outstanding at December 31, 2021 and 65,290 shares of common stock issued and outstanding at December 31, 2020.

On February 15, 2019, we entered into an Equity Sales Agreement (the “Common stock ATM Sales Agreement”) with BUCKLER, JMP Securities LLC and Ladenburg Thalmann & Co. Inc., as sales agents, relating to the shares of our common stock. On April 3, 2020, the Common stock ATM Sales Agreement was amended to add B. Riley, FBR, Inc. as a sales agent. On May 4, 2020 the Common stock ATM Sales Agreement was further amended to increase the number of shares available for sale pursuant to the terms of the Common Stock ATM Sales Agreement. In accordance with the terms of the Common Stock ATM Sales agreement, as amended, we were permitted to offer and sell over a period of time and from time to time, up to 17,000 shares of our common stock par value $0.001 per share. The Common stock ATM Sales Agreement related to an "at-the-market" offering program. Under the agreement, we paid the agent designated to sell our shares, an aggregate commission of up to 2.0% of the gross sales price per share of our common stock sold through the designated agent, under the agreement. Prior to exhausting the Common stock ATM Sales Agreement, as amended, on May 18, 2021, we sold 10,713 shares for proceeds of $129,336, net of issuance costs and commissions of approximately $1,682.

After exhausting the Common stock ATM Sales Agreement, we entered into a new Equity Sales Agreement (the “2021 Common stock ATM Sales Agreement”) on May 14, 2021, with BUCKLER, JMP Securities LLC, Ladenburg Thalmann & Co. Inc. and B. Riley Securities, Inc., as sales agents, relating to the shares of our common stock. In accordance with the terms of the 2021 Common Stock ATM Sales agreement, we may offer and sell over a period of time and from time to time, up to 17,000 shares of our common stock, par value $0.001 per share. On November 12, 2021, the 2021 Common stock ATM Sales Agreement was amended to add JonesTrading Institutional Services LLC, as a sales agent and to offer an additional 25,000 shares available for sale pursuant to the terms of the 2021 Common stock ATM Sales Agreement. The 2021 Common stock ATM Sales Agreement relates to an "at-the-market" offering program. The 2021 Common stock ATM Sales Agreement provides that we will pay the agent designated to sell our shares an aggregate commission of up to 2.0% of the gross sales price per share of our common stock sold through the designated agent under the 2021 Common stock ATM Sales Agreement. We have sold 17,915 shares under this agreement for proceeds of $199,444, net of issuance costs and commissions of approximately $2,277.

See Note 15 - Related Party Transactions for discussion of additional transactions with BUCKLER.

Common Stock Repurchased

At December 31, 2021 and December 31, 2020, there were 8,210 authorized shares remaining under the current repurchase authorization. Under the Repurchase Program, shares may be purchased in the open market, including block trades, through privately negotiated transactions, or pursuant to a trading plan separately adopted in the future. The timing, manner, price and amount of any repurchases will be at our discretion, subject to the requirements of the Exchange Act, and related rules. We are not required to repurchase any shares under the Repurchase Program and it may be modified, suspended or terminated at any time for any reason. We do not intend to purchase shares from our Board or other affiliates. Under Maryland law, such repurchased shares are treated as authorized but unissued.

Equity Capital Raising Activities

The following tables present our equity transactions for the years ended December 31, 2021 , December 31, 2020 and December 31, 2019.

Transaction Type	Completion Date	Number of Shares	Per Share price (1)		Net Proceeds
December 31, 2021
Preferred C ATM Sales Agreement	January 19. 2021-April 9, 2021	1,500	24.38		$	36,585
Common stock ATM Sales Agreement	March 3, 2021-May 18, 2021	10,713	$	12.07	$	129,336
2021 Common stock ATM Sales Agreement	May 19, 2021-December 10, 2021	17,915	$	11.13	$	199,444
December 31, 2020
Preferred C Underwritten Offering	January 28, 2020	3,450	$	24.14	$	83,282
Preferred C ATM Sales Agreement	January 30, 2020 - December 23, 2020	1,897	$	24.70	$	46,856
Common Stock ATM Sales Agreement	April 7, 2020 - December 15, 2020	6,287	$	8.68	$	54,575
Common stock repurchases, net	February 26, 2020 - March 3, 2020	(40)	$	19.42	$	(777)
December 31, 2019
Preferred B ATM Sales Agreement	June 6, 2019-June 19, 2019	100	$	24.81	$	2,489
Preferred B ATM Sales Agreement	June 25, 2019-December 31, 2019	1,914	$	24.74	$	47,306
Common Stock ATM Sales Agreement	January 4, 2019-January 11, 2019	884	$	20.98	$	18,540
January Public Offering	January 17, 2019	6,900	$	20.00	$	137,946
February Public Offering	February 22, 2019-February 27, 2019	8,280	$	19.98	$	165,374
Common stock repurchases	May 31, 2019-December 31, 2019	(1,000)	$	17.77	$	(17,768)

(1)Weighted average price

Dividends

The following table presents our Series A Preferred Stock dividend transactions prior to full redemption. The table below does not include the final dividend amount of $375 that was paid on July 29, 2019 to holders of record on July 15, 2019. This amount was recorded in other expense in our consolidated statements of operations.

2019 Record Date	Payment Date	Rate per Series A Preferred Share		Aggregate amount paid to holders of record
January 15, 2019	January 28, 2019	$	0.17	$	374.8
February 15, 2019	February 27, 2019	$	0.17	374.8
March 15, 2019	March 27, 2019	$	0.17	374.8
April 15, 2019	April 29, 2019	$	0.17	374.8
May 15, 2019	May 28, 2019	$	0.17	374.8
June 15, 2019	June 27, 2019	$	0.17	374.8
Total dividends paid				$	2,249

The following table presents our Series B Preferred Stock dividend transactions prior to full redemption. The table below does not include the final dividend amount of $1,375 that was paid on February 27, 2020 to holders of record on February 15, 2020. This amount was recorded in other expense in our consolidated statements of operations.

2020 Record Date	Payment Date	Rate per Series B Preferred Share		Aggregate amount paid to holders of record
January 15, 2020	January 27, 2020	$	0.16	$	1,375

The following table present our Series B Preferred Stock dividend transactions for the year ended December 31, 2019.

2019 Record Date	Payment Date	Rate per Series B Preferred Share		Aggregate amount paid to holders of record
January 15, 2019	January 28, 2019	$	0.16	$	1,045
February 15, 2019	February 27, 2019	$	0.16	1,045
March 15, 2019	March 27, 2019	$	0.16	1,045
April 15, 2019	April 29, 2019	$	0.16	1,045
May 15, 2019	May 28, 2019	$	0.16	1,045
June 15, 2019	June 27, 2019	$	0.16	1,059
July 15, 2019	July 29, 2019	$	0.16	1,100
August 15, 2019	August 27, 2019	$	0.16	1,142
September 15, 2019	September 27, 2019	$	0.16	1,168
October 15, 2019	October 28, 2019	$	0.16	1,190
November 15, 2019	November 27, 2019	$	0.16	1,210
December 15, 2019	December 27, 2019	$	0.16	1,291
Total dividends paid				$	13,385

The following table presents our Series C Preferred Stock dividend transactions for the year ended December 31, 2021.

2021 Record Date	Payment Date	Rate per Series C Preferred Share		Aggregate amount paid to holders of record
January 15, 2021	January 27, 2021	$	0.14583	$	779.7
February 15, 2021	February 26, 2021	$	0.14583	836.9
March 15, 2021	March 29, 2021	$	0.14583	869.6
April 15, 2021	April 27, 2021	$	0.14583	998.5
May 15, 2021	May 27, 2021	$	0.14583	998.5
June 15, 2021	June 28, 2021	$	0.14583	998.5
July 15, 2021	July 27, 2021	$	0.14583	998.5
August 15, 2021	August 27, 2021	$	0.14583	998.5
September 15, 2021	September 27, 2021	$	0.14583	998.5
October 15, 2021	October 27, 2021	$	0.14583	998.5
November 15, 2021	November 29, 2021	$	0.14583	998.5
December 15, 2021	December 27, 2021	$	0.14583	998.5
Total dividends paid				$	11,473

2020 Record Date	Payment Date	Rate per Series C Preferred Share		Aggregate amount paid to holders of record
February 15, 2020	February 27, 2020	$	0.14583	$	678.1
March 15, 2020	March 27, 2020	$	0.14583	773.4
April 15, 2020	April 27, 2020	$	0.14583	773.4
May 15, 2020	May 27, 2020	$	0.14583	773.4
June 15, 2020	June 29, 2020	$	0.14583	773.4
July 15, 2020	July 27, 2020	$	0.14583	773.4
August 15, 2020	August 27, 2020	$	0.14583	773.4
September 15, 2020	September 28, 2020	$	0.14583	773.4
October 15, 2020	October 27, 2020	$	0.14583	773.4
November 15, 2020	November 27, 2020	$	0.14583	773.4
December 15, 2020	December 28, 2020	$	0.14583	773.4
Total dividends paid				$	8,412

The following tables present our common stock dividend transactions for the years ended December 31, 2021, December 31, 2020 and December 31, 2019.

2021 Record Date	Payment Date	Rate per common share		Aggregate amount paid to holders of record
January 15, 2021	January 28, 2021	$	0.10	$	6,646
February 16, 2021	February 26, 2021	$	0.10	6,645
March 15, 2021	March 29, 2021	$	0.10	6,766
April 15, 2021	April 29, 2021	$	0.10	7,234
May 17, 2021	May 27, 2021	$	0.10	7,646
June 15, 2021	June 29, 2021	$	0.10	8,317
July 15, 2021	July 29, 2021	$	0.10	8,413
August 16, 2021	August 27, 2021	$	0.10	8,413
September 15, 2021	September 29, 2021	$	0.10	8,635
October 15, 2021	October 28, 2021	$	0.10	9,065
November 15, 2021	November 29, 2021	$	0.10	9,347
December 15, 2021	December 29, 2021	$	0.10	9,503
Total dividends paid				$	96,630

2020 Record Date	Payment Date	Rate per common share		Aggregate amount paid to holders of record
January 15, 2020	January 30, 2020	$	0.17	$	10,126
February 14, 2020	February 27, 2020	$	0.17	10,131
March 16, 2020	March 27, 2020	$	0.17	10,120
June 15, 2020	June 29, 2020	$	0.09	5,876
July 15, 2020	July 30, 2020	$	0.10	6,531
August 17, 2020	August 28, 2020	$	0.10	6,530
September 15, 2020	September 29, 2020	$	0.10	6,529
October 15, 2020	October 29, 2020	$	0.10	6,531
November 16, 2020	November 27, 2020	$	0.10	6,531
December 15, 2020	December 29, 2020	$	0.10	6,581
Total dividends paid				$	75,486

2019 Record Date	Payment Date	Rate per common share		Aggregate amount paid to holders of record
January 15, 2019	January 28, 2019	$	0.19	$	8,540
February 15, 2019	February 28, 2019	$	0.19	9,851
March 15, 2019	March 27, 2019	$	0.19	11,423
April 15, 2019	April 29, 2019	$	0.19	11,424
May 15, 2019	May 28, 2019	$	0.19	11,424
June 17, 2019	June 27, 2019	$	0.19	11,350
July 16, 2019	July 29, 2019	$	0.17	10,114
August 15, 2019	August 27, 2019	$	0.17	10,099
September 16, 2019	September 27, 2019	$	0.17	10,075
October 15, 2019	October 28, 2019	$	0.17	10,059
November 15, 2019	November 27, 2019	$	0.17	10,059
December 16, 2019	December 27, 2019	$	0.17	10,059
Total dividends paid				$	124,477