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Shareholders' Equity
9 Months Ended
Sep. 30, 2017
Equity [Abstract]  
Shareholders' Equity

NOTE 6 - SHAREHOLDERS’ EQUITY

 

Common Stock

 

On June 5, 2017, the Company issued and sold 1,400,000 shares of its Common Stock in a registered direct placement at a sale price of $16.60 per share. The Company received net proceeds from the offering after expenses of approximately $22.5 million and intends to use the net proceeds for general corporate purposes, which may include purchase of manufactured homes for sale or lease to customers, expansion of its existing communities, potential acquisitions of additional properties and possible repayment of indebtedness on a short-term basis.

 

On September 15, 2017, the Company paid total cash dividends of $6,188,961 or $0.18 per share to common shareholders of record as of the close of business on August 15, 2017, of which $794,744 was reinvested in the Dividend Reinvestment and Stock Purchase Plan (“DRIP”). Total dividends paid to our common shareholders for the nine months ended September 30, 2017 amounted to $17,305,824, of which $2,181,064, was reinvested. On October 2, 2017, the Company declared a dividend of $0.18 per share to be paid December 15, 2017 to common shareholders of record as of the close of business on November 15, 2017.

 

During the nine months ended September 30, 2017, the Company received, including dividends reinvested of $2,181,064 a total of $48,746,736 from its DRIP. There were 3,293,638 new shares issued under the DRIP during this period.

 

8.25% Series A Cumulative Redeemable Preferred Stock

 

On August 31, 2017, the Company redeemed all 3,663,800 issued and outstanding shares of its 8.25% Series A Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 per share (“Series A Preferred”) at a redemption price of $25.00 per share, totaling $91,595,000. Unpaid dividends on the Series A Preferred accruing for the period from June 1, 2017 through the redemption date, totaling $1,889,147 (or $0.515625 per share) were paid on September 15, 2017 to holders of record as of the August 15, 2017 record date previously established by the Company’s Board of Directors and accordingly such dividends were not included in the redemption price. The Company recognized a preferred share redemption charge of approximately $3,502,000 related to the original issuance costs.

 

During the nine months ended September 30, 2017, the Company paid $5,667,441 in Preferred Dividends, or $1.546875 per share, on its then outstanding Series A Preferred.

 

8.0% Series B Cumulative Redeemable Preferred Stock

 

On September 15, 2017, the Company paid $1,900,600 in dividends or $0.50 per share for the period from June 1, 2017 through August 31, 2017 to holders of record as of the close of business on August 15, 2017 of our 8.0% Series B Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 per share (“Series B Preferred”). Dividends on our Series B Preferred shares are cumulative and payable quarterly at an annual rate of $2.00 per share. Total dividends paid to our Series B Preferred shareholders for the nine months ended September 30, 2017 amounted to $5,701,800.

 

On October 2, 2017, the Company declared a dividend of $0.50 per share for the period from September 1, 2017 through November 30, 2017 to be paid on December 15, 2017 to Series B Preferred shareholders of record as of the close of business on November 15, 2017.

 

6.75% Series C Cumulative Redeemable Preferred Stock

 

On July 26, 2017, the Company issued 5,000,000 shares of its new 6.75% Series C Cumulative Redeemable Preferred Stock, Liquidation Preference $25.00 per share (“Series C Preferred”) at an offering price of $25.00 per share in an underwritten public offering. The Company received net proceeds from the sale of these 5,000,000 shares, after deducting the underwriting discount and other estimated offering expenses, of approximately $120,800,000. On August 2, 2017, the Company issued an additional 750,000 shares of Series C Preferred pursuant to the underwriters’ exercise of their overallotment option and received additional net proceeds of approximately $18,200,000.

 

The Company used a portion of the net proceeds from the sale of Series C Preferred to redeem all of the 3,663,800 outstanding shares of our Series A Preferred. The balance of the offering proceeds will be used for general corporate purposes, which may include purchase of manufactured homes for sale or lease to customers, expansion of our existing communities, potential acquisitions of additional properties and possible repayment of indebtedness on a short-term basis.

 

Dividends on the Series C Preferred shares are cumulative from July 26, 2017 at an annual rate of $1.6875 per share and will be payable quarterly in arrears on March 15, June 15, September 15, and December 15. The first quarterly dividend on the Series C Preferred was payable September 15, 2017 and amounted to $970,312 or $0.16875 per share for the dividend period from July 26, 2017 to August 31, 2017.

 

The Series C Preferred, par value $0.10 per share, has no maturity and will remain outstanding indefinitely unless redeemed or otherwise repurchased. Except in limited circumstances relating to the Company’s qualification as a REIT, and as described below, the Series C Preferred is not redeemable prior to July 26, 2022. On and after July 26, 2022, the Series C Preferred will be redeemable at the Company’s option for cash, in whole or, from time to time, in part, at a price per share equal to $25.00, plus all accrued and unpaid dividends (whether or not declared) to the date of redemption. The Series C Preferred shares rank on a parity with the Company’s Series B Preferred shares with respect to dividend rights and rights upon liquidation, dissolution or winding up.

 

Upon the occurrence of a Delisting Event or Change of Control, each as defined in the Prospectus pursuant to which the shares of Series C Preferred were offered, each holder of the Series C Preferred will have the right to convert all or part of the shares of the Series C Preferred held into common stock of the Company, unless the Company elects to redeem the Series C Preferred.

 

Holders of the Series C Preferred Stock generally have no voting rights, except if the Company fails to pay dividends for nine or more quarterly periods, whether or not consecutive, or with respect to certain specified events.

 

In conjunction with the issuance of the Company’s Series C Preferred, the Company filed with the Maryland State Department of Assessments and Taxation (the “Maryland SDAT”), an amendment to the Company’s charter to increase the authorized number of shares of the Company’s common stock by 30,750,000 shares.  As a result of this amendment, the Company’s total authorized shares were increased from 95,663,800 shares (classified as 85,000,000 shares of Common Stock, 3,663,800 shares of Series A Preferred, 4,000,000 shares of Series B Preferred and 3,000,000 shares of excess stock) to 126,413,800 shares (classified as 115,750,000 shares of Common Stock, 3,663,800 shares of Series A Preferred, 4,000,000 shares of Series B Preferred and 3,000,000 shares of excess stock). Immediately following this amendment, the Company filed with the Maryland SDAT Articles Supplementary setting forth the rights, preferences and terms of the Series C Preferred and reclassifying 5,750,000 shares of Common Stock as shares of Series C Preferred.  After the reclassification, the Company’s authorized stock consisted of 110,000,000 shares of Common Stock, 3,663,800 shares of Series A Preferred, 4,000,000 shares of Series B Preferred, 5,750,000 shares of Series C Preferred and 3,000,000 shares of excess stock. Additionally, upon the redemption on August 31, 2017 of all 3,663,800 outstanding shares of the Series A Preferred, the authorized shares of Series A Preferred automatically converted to authorized Common Stock, which increased our authorized Common Stock to 113,663,800 shares.

 

On October 2, 2017, the Company declared a dividend of $0.421875 per share for the period from September 1, 2017 through November 30, 2017 to be paid on December 15, 2017 to Series C Preferred shareholders of record as of the close of business on November 15, 2017.