Quarterly report pursuant to Section 13 or 15(d)

Stockholders' and Mezzanine Equity

v3.5.0.2
Stockholders' and Mezzanine Equity
 6 Months Ended
Jun. 30, 2016
Equity [Abstract]  
Stockholders' and Mezzanine Equity
Stockholders’ and Mezzanine Equity
Stockholders' Equity
The following table summarizes the changes in our stockholders’ equity for the six months ended June 30, 2016 (dollars in thousands):
 
 
 
Shares Issued and Retired
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred Stock Series A and B
 
Common Stock
 
Senior Common Stock
 
Preferred Stock Series A and B
 
Senior Common Stock
 
Common Stock
 
Additional Paid in Capital
 
Distributions in Excess of Accumulated Earnings
 
Total Stockholders' Equity
Balance at December 31, 2015
 
2,150,000

 
22,485,607

 
972,214

 
$
2

 
$
1

 
$
22

 
$
418,897

 
$
(185,051
)
 
$
233,871

Issuance of preferred stock series A and B and common stock, net
 
114,000

 
497,997

 
—

 
—

 
—

 
1

 
10,889

 
—

 
10,890

Retirement of senior common stock
 
—

 
—

 
(12,662
)
 
—

 
—

 
—

 
(178
)
 
—

 
(178
)
Distributions declared to common, senior common and preferred stockholders
 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
(19,766
)
 
(19,766
)
Net income
 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
1,738

 
1,738

Balance at June 30, 2016
 
2,264,000

 
22,983,604

 
959,552

 
$
2

 
$
1

 
$
23

 
$
429,608

 
$
(203,079
)
 
$
226,555



Distributions
We paid the following distributions per share for the three and six months ended June 30, 2016 and 2015:
 
 
 
For the three months ended June 30,
 
For the six months ended June 30,
 
 
2016
 
2015
 
2016
 
2015
Common Stock
 
$
0.375

 
$
0.375

 
$
0.750

 
$
0.750

Senior Common Stock
 
0.2625

 
0.2625

 
0.5250

 
0.5250

Series A Preferred Stock
 
0.4843749

 
0.4843749

 
0.9687498

 
0.9687498

Series B Preferred Stock
 
0.4688

 
0.4688

 
0.9375

 
0.9375

Series C Preferred Stock
 
0.4453

 
0.4453

 
0.8906

 
0.8906

Series D Preferred Stock
 
0.1788

 
—

 
0.1788

 
—


Recent Activity
Common Stock ATM Program
We sold 65,000 shares of common stock, raising $0.9 million in net proceeds under our previous ATM Program with Cantor Fitzgerald & Co., or Cantor Fitzgerald. In February 2016, we amended our common ATM program, or the Amended Common ATM, with Cantor Fitzgerald. The amendment increased the amount of shares of common stock that we may offer and sell through Cantor Fitzgerald, to $160.0 million. During the six months ended June 30, 2016, we sold 433,000 shares of common stock, raising $7.2 million in net proceeds under our Amended Common ATM. All other terms of the common ATM program remained unchanged. As of June 30, 2016, we had a remaining capacity to sell up to $151.8 million of common stock under the Amended Common ATM.
Preferred Stock ATM Programs
Series A and B Preferred Stock: In February 2016, we entered into an open market sales agreement, or the Series A and B Preferred ATM, with Cantor Fitzgerald, pursuant to which we may, from time to time, offer to sell (i) shares of our 7.75% Series A Cumulative Redeemable Preferred Stock, and (ii) shares of our 7.50% Series B Cumulative Redeemable Preferred Stock, having an aggregate offering price of up to $40.0 million, through Cantor Fitzgerald, acting as sales agent and/or principal. During the six months ended June 30, 2016, we sold 114,000 shares of our Series B Cumulative Redeemable Preferred Stock for net proceeds of $2.8 million. As of June 30, 2016, we had a remaining capacity to sell up to $37.2 million of preferred stock under the Series A and B Preferred ATM.
Mezzanine Equity
Series D Preferred Stock: In May 2016, we entered into purchase agreements with certain institutional investors and broker dealers whereby we agreed to sell a total of 1,043,725 shares of our newly created 7.00% Series D Cumulative Redeemable Preferred Stock, or the Series D Preferred, par value $0.001 per share, with a liquidation preference of $25.00 per share, in a registered direct placement at a purchase price of $25.00 per share. Our total net proceeds from the offering, after deducting offering expenses, were $25.3 million. The proceeds from the Series D Preferred were used to redeem $25.0 million of our Term Preferred Stock. The Series D Preferred is classified as mezzanine equity in our condensed consolidated balance sheet because it is redeemable at the option of the shareholder upon a change of control of greater than 50% in accordance with ASC 480-10-S99 "Distinguishing Liabilities from Equity," which requires mezzanine equity classification for preferred stock issuances with redemption features which are outside of the control of the issuer. We will periodically evaluate the likelihood that a change of control greater than 50% will take place, and if we deem this probable, we would adjust the Series D Preferred presented in mezzanine equity to their redemption value , with the offset to gain(loss) on extinguishment. We currently believe the likelihood of a change of control greater than 50% is remote.
Series D Preferred Stock ATM: In June 2016, we entered into an open market sales agreement, or the Series D Preferred ATM, with Cantor Fitzgerald, pursuant to which we may, from time to time, offer to sell shares of our Series D Preferred, having an aggregate offering price of up to $50.0 million, through Cantor Fitzgerald, acting as sales agent and/or principal. During the six months ended June 30, 2016, we sold 20,000 shares of our Series D Preferred for net proceeds of $0.5 million. As of June 30, 2016, we had a remaining capacity to sell up to $49.5 million of Series D Preferred under the Series D Preferred ATM.