Terms

Series

6.00% Series C Cumulative Redeemable Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

6%

Rate Type

Fixed

Annual Dividend

$1.50

Payment Frequency

Monthly

Cumulative

Yes

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

June 1, 2024

First Call Price

$25.00

Redemption Notice Period

10 days

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness, Any Future Senior Preferred Stock; Pari Passu With: Series A Preferred Stock (6.375%), Series B Preferred Stock (6.00%); Senior To: Common Stock, Any Future Junior Capital Stock

Regulatory (Basel III) Call

No

Tax Classification

Reit Passthrough

Qualifies for QDI

No

Qualifies for DRD

No

Shares Offered

20,000,000

Prospectus Summary

Gladstone Land Corporation, an externally-managed agricultural REIT, is offering up to 20,000,000 shares of its 6.00% Series C Cumulative Redeemable Preferred Stock at $25.00 per share liquidation preference, with dividends payable monthly at $1.50 per share annually (approximately $0.125 per month). The Company may redeem shares at its option on or after the later of June 1, 2024 or the one-year anniversary of the offering's Termination Date, at $25.00 per share plus accrued dividends. This is a cumulative preferred, meaning unpaid dividends accrue and must be satisfied in full before any distributions can be made to common stockholders — providing a measure of income protection, though the Board retains discretion over actual payment timing. The Series C Preferred Stock ranks senior to Gladstone Land's common stock and any future junior capital stock with respect to dividends and liquidation proceeds, and on parity with the existing Series A (6.375%) and Series B (6.00%) Preferred Stock. It ranks junior to all existing and future indebtedness of the company. Critically, Gladstone Land is a holding company that operates through its subsidiaries, meaning preferred holders are structurally subordinated to all liabilities of the Operating Partnership and its subsidiaries — in a liquidation or reorganization, all subsidiary-level debt must be satisfied before any value flows up to preferred stockholders. There is no bank regulatory capital (Tier 1) redemption trigger; the only early-call carve-out is a narrow REIT qualification preservation provision. At the $25.00 offering price, the Series C yields 6.00% annually, paid monthly on or about the fifth day of each month. As a REIT, dividends are generally classified as ordinary income rather than qualifying for the 15%/20% preferential qualified dividend income (QDI) rate available to individual investors, and the dividends-received deduction (DRD) is not applicable. The record date convention is not explicitly stated in the prospectus. While dividends are cumulative, the Board retains discretion to defer actual payment; if dividends fall 18 or more consecutive months in arrears, preferred holders gain the right to elect two additional directors — the primary enforcement mechanism available to investors.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If dividends on the Series C Preferred Stock are in arrears for 18 or more consecutive months, holders gain the right to elect two additional directors; the Series C ranks senior to common stock so no common dividends should be paid while Series C dividends are in arrears.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 48 (Average)