19 unchanged sentences
All references to annualized generally accepted accounting principles (“GAAP”) rent are rents that each tenant pays in accordance with the terms of its respective lease reported evenly over the non-cancelable term of the lease.
−Removed: As of August 6, 2025:
+Added: As of November 3, 2025:
• we owned 151 properties totaling 17.7 million square feet of rentable space, located in 27 states;
3 unchanged sentences
Business Environment
−Removed: The overall business environment remained unpredictable in the second quarter of 2025.
−Removed: The “Liberation Day” tariff announcements of April 2, 2025 fueled an initial drop in treasury rates followed by more recent increases as the Federal Reserve decided to keep its benchmark rate constant.
−Removed: Despite tariff uncertainty and a persistently elevated interest rate environment, consumer demand has remained resilient, as demonstrated by recent bank earnings.
−Removed: Tenant demand is unpredictable, and some tenants want to lock in space now, while others want to delay decision-making as long as possible.
−Removed: Until we have greater certainty around the timing and magnitude of future rate changes, we expect conditions to remain largely consistent with the current environment.
−Removed: According to Cushman & Wakefield plc (“Cushman”), industrial demand moderately improved through the June 2025 year to date period with 309.0 million square feet of new leasing activity compared to 307.9 million square feet during the same period last year.
−Removed: Also, according to Cushman, the share of build to suit opportunities increased from 16.8% of total construction product during the June 2024 year to date period to 30.4% during the same period in 2025.
−Removed: The speculative share in the second quarter of 2025 also dropped to its lowest level since the second quarter of 2020.
−Removed: These dramatic changes are generally indicative of tenants adapting their supply chains to fit the current environment.
−Removed: Finally, national industrial rents increased 2.6% year over year in the second quarter of 2025, according to Cushman, consistent with steady demand and more sustainable long term growth relative to the post-COVID boom.
−Removed: The office market continues to see modest recovery in 2025.
−Removed: According to Cushman, net absorption was negative again in the second quarter of 2025, but the four-quarter rolling absorption average moved up 49% year over year.
−Removed: Finally, 35 markets posted positive net absorption over the past four quarters according to Cushman, indicating that office fundamentals are moving favorably in many locations.
−Removed: We collected 100% of all outstanding base rents for the six months ended June 30, 2025.
+Added: The business environment stabilized in the third quarter of 2025.
+Added: The first half of the year was marked by “Liberation Day” tariff announcements and high interest rates as the Federal Reserve kept its benchmark rate constant.
+Added: In the third quarter of 2025 though, the Federal Reserve cut its benchmark rate by 25 basis points and suggested potential additional cuts before the end of the year.
+Added: treasury rates responded by declining moderately with the 10-year yield declining from 4.23% as of September 1, 2025 to briefly below 4.00% in the same month.
+Added: While businesses and consumers alike seemed to show early confidence in the economy and rate environment post-cut, the more recent government shutdown and new tariff announcements caused many to pause.
+Added: We expect conditions through year end 2025 to remain largely consistent and will watch the government shutdown, rates, and tariff announcements closely.
+Added: According to Cushman & Wakefield plc (“Cushman”), industrial demand showed a second consecutive quarter of positive absorption in the third quarter of 2025.
+Added: According to Cushman, quarterly net absorption of 45.1 million square feet in the third quarter of 2025 was the strongest quarterly absorption figure in more than a year and marked a 30% increase quarter-over-quarter and a 33% increase year-over-year.
+Added: National industrial rent growth moderated to 1.7% year-over-year.
+Added: While this growth is slower than historical rent growth post-COVID, nearly 60% of the U.S.
+Added: markets tracked by Cushman posted positive year-over-year rent growth during the third quarter of 2025.
+Added: Finally, according to Cushman, new construction deliveries of 63.6 million square feet marked an eight-year low, signaling dwindling new supply and potential for downward pressure on vacancy rates and higher rent growth in the quarters to come.
+Added: We collected 100% of all outstanding base rents for the nine months ended September 30, 2025.
This is a testament to the strength of our credit underwriting and asset management teams.
3 unchanged sentences
We believe we currently have adequate liquidity in the near term, and believe that our cash on hand combined with the availability under our Credit Facility is sufficient to cover all near-term debt obligations and operating expenses and to continue our industrial property-focused growth strategy.
−Removed: We are in compliance with all of our debt covenants as of June 30, 2025.
−Removed: Based on market observations and conversations we routinely have with lenders, we believe that credit continues to be available for well-capitalized borrowers, as demonstrated by the Operating Partnership’s issuance, on December 18, 2024, of $75.0 million of senior unsecured notes in a private placement and the Operating Partnership’s entry on May 30, 2025 into a new $20.0 million unsecured term loan (“Term Loan D”).
+Added: We are in compliance with all of our debt covenants as of September 30, 2025.
+Added: Based on market observations and conversations we routinely have with lenders, we believe that credit continues to be available for well-capitalized borrowers, as demonstrated by the Operating Partnership’s issuance, on December 18, 2024, of $75.0 million of senior unsecured notes in a private placement and the Operating Partnership’s entry on May 30, 2025 into a new $20.0 million unsecured term loan (“Term Loan D”), which has been repaid, as discussed in Note 9 “Subsequent Events”.
We continue to monitor our portfolio and intend to maintain a reasonably conservative liquidity position for the foreseeable future.
Other Business Environment Considerations
−Removed: The geopolitical landscape remains fractured due to recent world events.
−Removed: Many domestic manufacturing businesses seek to limit supply chain disruptions by bringing their operations back to the United States.
−Removed: During the first quarter of 2025, the United States began a “reciprocal tariff” plan in an effort to increase the competitiveness of domestic manufacturing.
−Removed: The full impact of such tariffs is yet to be known, but we believe we are well positioned in our industrial portfolio as we monitor the broader market conditions.
−Removed: We expect that industrial demand will be further buoyed by government investment in infrastructure and advanced manufacturing operations.
−Removed: On the office side, a level of work-from-home trends appears to be here to stay, but many employees are returning to the office, particularly following the presidential transition.
+Added: The geopolitical landscape remains fraught due to recent world events and tariffs.
+Added: Many domestic manufacturing businesses seek to limit international supply chain disruptions by bringing their operations back to the United States.
+Added: Such onshoring decisions and activity take significant consideration and time.
+Added: As a result, the full impact of tariffs will not be realized for months and perhaps years, but we believe we are well positioned in our industrial portfolio as we monitor the broader market conditions.
+Added: We expect that industrial demand will be further buoyed by government investment in infrastructure and advanced manufacturing operations, both industries with sticky tenants who need mission critical real estate.
These uncertain times create both risks and opportunities for us and our tenants, and we believe we are well-capitalized and positioned to take advantage.
The environmental landscape remains unpredictable due to the increase in intensity of weather patterns, including hurricanes.
−Removed: We continue to monitor our properties and have not seen any significant impact to our properties in Florida, Georgia, North Carolina, South Carolina, Tennessee, and Texas from the recently begun hurricane season.
+Added: We continue to monitor our properties and have not seen any significant impact to our properties in Florida, Georgia, North Carolina, South Carolina, Tennessee, and Texas from the current hurricane season.
We continue to focus on re-leasing vacant space, renewing upcoming lease expirations, re-financing upcoming loan maturities, and acquiring additional properties with associated long-term leases.
−Removed: Currently, we have four partially vacant buildings and one fully vacant building.
−Removed: Our available vacant space at June 30, 2025 represented 1.3% of our total square footage and the annual
−Removed: carrying costs on the vacant space, including real estate taxes and property operating expenses, are approximately $1.9 million.
+Added: Currently, we have four partially vacant buildings and no fully vacant buildings.
+Added: Our available vacant space at September 30, 2025 represented 0.9% of our total square footage and the annual carrying costs on the vacant space, including real estate taxes and property operating expenses, are approximately $1.7 million.
We continue to actively seek new tenants for these properties.
−Removed: We believe our lease expiration schedule for the remainder of 2025 is manageable, as it equates to 1.5% of our lease revenue at June 30, 2025.
+Added: We have no more lease expirations for the remainder of 2025.
Property acquisitions since the beginning of 2020 have totaled $606.1 million and all but one acquisition transaction was industrial in nature, with a weighted average lease term of 14.7 years and a weighted average lease term of 11.8 years at the time of this filing.
Our ability to make new investments is highly dependent upon our ability to procure financing.
−Removed: Our principal sources of financing generally include the issuance of equity securities, long-term unsecured notes in the private placement market, long-term mortgage loans secured by properties, borrowings under our $125.0 million senior unsecured revolving credit facility (“Revolver”), with KeyBank National Association (“KeyBank”), which matures in August 2026, our $160.0 million term loan facility (“Term Loan A”), which matures in August 2027, our $60.0 million term loan facility (“Term Loan B”), which matures in February 2026, our $150.0 million term loan facility (“Term Loan C”) which matures in February 2028, our Operating Partnership’s Term Loan D, a $20.0 million unsecured term loan which matures in May 2027, and our Operating Partnership’s $75.0 million senior unsecured notes (the “2029 Notes”) which mature in December 2029.
−Removed: As of June 30, 2025, there was $40.0 million outstanding under Term Loan B.
+Added: Our principal sources of financing generally include the issuance of equity securities, long-term unsecured notes in the private placement market, long-term mortgage loans secured by properties, borrowings under our $200.0 million senior unsecured revolving credit facility (“Revolver”), with KeyBank National Association (“KeyBank”), which matures in October 2029, our $125.0 million term loan facility (“Term Loan A”), which matures in October 2029, our $143.3 million term loan facility (“Term Loan B”), which matures in February 2030, our $131.7 million term loan facility (“Term Loan C”) which matures in February 2028, and our Operating Partnership’s $75.0 million senior unsecured notes (the “2029 Notes”) which mature in December 2029.
We refer to the Revolver, Term Loan A, Term Loan B, and Term Loan C collectively herein as the “Credit Facility”.
2 unchanged sentences
Sale Activity
−Removed: During the six months ended June 30, 2025, we continued to execute our capital recycling program, whereby we sold properties outside of our core markets and redeployed proceeds to either fund property acquisitions in our target secondary growth markets, or repay outstanding debt.
+Added: During the nine months ended September 30, 2025, we continued to execute our capital recycling program, whereby we sold properties outside of our core markets and redeployed proceeds to either fund property acquisitions in our target secondary growth markets, or repay outstanding debt.
We expect to continue to execute our capital recycling plan and sell non-core properties as reasonable disposition opportunities become available.
−Removed: During the six months ended June 30, 2025, we sold one non-core property, located in Hickory, North Carolina, which is summarized in the table below (dollars in thousands):
−Removed: Aggregate Square Footage Sold Aggregate Sales Price Aggregate Sales Costs Aggregate Gain on Sale of Real Estate, net
+Added: During the nine months ended September 30, 2025, we sold two non-core properties, located in Hickory, North Carolina and Oklahoma City, Oklahoma, which is summarized in the table below (dollars in thousands):
+Added: Aggregate Square Footage Sold Aggregate Sales Price Aggregate Sales Costs Aggregate Impairment Charge for the Nine Months Ended September 30, 2025 Aggregate Gain on Sale of Real Estate, net
116,000 $ 8,025 $ 487 $ 9 $ 367
−Removed: On April 30, 2025, we completed the transaction to sell our 676,031 square foot property in Tifton, Georgia for $18.5 million, incurring $0.3 million in closing costs, which are included in other income in the condensed consolidated statement of operations for the three and six months ended June 30, 2025.
+Added: On April 30, 2025, we completed the transaction to sell our 676,031 square foot property in Tifton, Georgia for $18.5 million, incurring $0.3 million in closing costs, which are included in other income in the condensed consolidated statement of operations for the three and nine months ended September 30, 2025.
During the year ended December 31, 2024, we recorded a sales-type lease receivable and derecognized the carrying value of this property, recognizing a $3.9 million selling profit from sales-type lease, net, that was included in the gain on sale of real estate, net, in the consolidated statement of operations.
Acquisition Activity
−Removed: During the six months ended June 30, 2025, we acquired ten industrial properties located in Houston, Texas;
+Added: During the nine months ended September 30, 2025, we acquired 19 industrial properties located in Houston, Texas;
Dallas-Fort Worth, Texas;
Germantown, Wisconsin;
−Removed: and Harrison Township, Michigan, which are summarized below (dollars in thousands):
+Added: Harrison Township, Michigan;
+Added: Cartersville, Georgia;
+Added: Ossian, Indiana;
+Added: Ligonier, Indiana;
+Added: Caro, Michigan;
+Added: Chesterfield, Michigan;
+Added: and Cass City, Michigan, which are summarized below (dollars in thousands):
Aggregate Square Footage Weighted Average Remaining Lease Term at Time of Acquisition Aggregate Purchase Price Aggregate Capitalized Acquisition Expenses Aggregate Annualized GAAP Fixed Lease Payments
1 unchanged sentence
Leasing Activity
−Removed: During the six months ended June 30, 2025, we executed two leases, which are summarized below (dollars in thousands):
−Removed: Aggregate Square Footage Weighted Average Remaining Lease Term Aggregate Annualized GAAP Fixed Lease Payments Aggregate Leasing Commissions
+Added: During the nine months ended September 30, 2025, we executed 13 leases, which are summarized below (dollars in thousands):
+Added: Aggregate Square Footage Weighted Average Remaining Lease Term Aggregate Annualized GAAP Fixed Lease Payments Aggregate Tenant Improvement Aggregate Leasing Commissions
857,481 7.3 years $ 13,089 $ 4,832 $ 1,993
+Added: During the nine months ended September 30, 2025, we had one lease termination, which is summarized below (dollars in thousands):
+Added: Aggregate Square Footage Reduced Aggregate Accelerated Rent Aggregate Accelerated Rent Recognized through September 30, 2025
+Added: 39,417 $ 1,523 $ —
Financing Activity
−Removed: During the six months ended June 30, 2025, we repaid one mortgage, collateralized by one property, which is summarized in the table below (dollars in thousands):
+Added: During the nine months ended September 30, 2025, we repaid one mortgage, collateralized by one property, which is summarized in the table below (dollars in thousands):
Aggregate Variable Rate Debt Repaid Weighted Average Interest Rate on Variable Rate Debt Repaid
$ 7,181 SOFR + 2.25%
+Added: On September 18, 2025, we amended our Credit Facility, increasing our Revolver from $125.0 million to $155.0 million.
+Added: We incurred fees of approximately $0.5 million in connection with the increase to our Credit Facility.
+Added: The increased credit availability was used, in part, to fund the September 30, 2025 nine-property portfolio acquisition.
+Added: On October 10, 2025, we amended, extended, and upsized our Credit Facility, increasing our Revolver from $155.0 million to $200.0 million (and its term to October 2029), decreasing the principal balance of Term Loan A from $160.0 million to $125.0 million (and extending its term to October 2029), increasing the principal balance of Term Loan B from $60.0 million to $143.3 million (and its term to February 2030), decreasing the principal balance of Term Loan C from $150.0 million to $131.7 million, and repaying the full principal balance of Term Loan D.
+Added: The SOFR spread increased by 10 basis points, ranging from 140 to 210 basis points for the Revolver and 135 to 205 basis points for the Term Loans, depending on our leverage.
+Added: We incurred fees of approximately $4.2 million in connection with amending, extending, and upsizing our Credit Facility.
+Added: The Credit Facility’s new bank syndicate is comprised of KeyBank, Fifth Third Bank, The Huntington National Bank, Bank of America, Synovus Bank, PNC Bank, National Association (“PNC Bank”), Webster Bank, National Association (“Webster Bank”), and S&T Bank.
+Added: On October 30, 2025, we fully repaid one mortgage with an outstanding balance of $3.1 million collateralized by one property.
+Added: This mortgage had a fixed interest rate of 4.59%.
Equity Activities
12 unchanged sentences
In connection with the 2023 Common Stock Sales Agreement, we filed prospectus supplements with the SEC dated March 3, 2023 and March 7, 2023, to the prospectus dated November 23, 2022, for the offer and sale of an aggregate offering amount of $250.0 million of common stock.
−Removed: During the six months ended June 30, 2025, we did not sell any shares of common stock under the 2023 Common Stock Sales Agreement.
+Added: During the nine months ended September 30, 2025, we did not sell any shares of common stock under the 2023 Common Stock Sales Agreement.
On March 26, 2024, we entered into Amendment No.
−Removed: 1 to the 2023 Common Stock Sales Agreement (the “2024 Common Stock Sales Agreement”).
+Added: 1 to the 2023 Common Stock Sales Agreement (as amended time to time, the “2024 Common Stock Sales Agreement”).
The amendment permitted shares of common stock to be issued pursuant to the 2024 Common Stock Sales Agreement under the Company’s Registration Statement on Form S-3 (File No.
−Removed: 333-277877) (the “2024 Registration Statement”), and future registration statements on Form S-3.
+Added: 333-277877) (the
+Added: “2024 Registration Statement”), and future registration statements on Form S-3.
In connection with the 2024 Common Stock Sales Agreement, we filed a prospectus supplement with the SEC dated March 26, 2024, to the prospectus dated March 21, 2024, for the offer and sale of an aggregate offering amount of $250.0 million of common stock.
−Removed: During the six months ended June 30, 2025, we sold 2,521,007 shares of common stock, raising approximately $38.0 million in net proceeds under the 2024 Common Stock Sales Agreement.
+Added: On August 12, 2025, we entered into Amendment No.
+Added: 2 (“Amendment No.
+Added: 2”) to the 2024 Common Stock Sales Agreement which, among other things, (i) removed Baird as a Common Stock Sales Agent and (ii) added Huntington Securities, Inc.
+Added: (“Huntington”) as a Common Stock Sales Agent.
+Added: After giving effect to Amendment No.
+Added: 2, the Common Stock Sales Agents are BofA, Goldman Sachs, KeyBanc, Fifth Third, and Huntington.
+Added: During the nine months ended September 30, 2025, we sold 4,412,814 shares of common stock, raising approximately $61.0 million in net proceeds under the 2024 Common Stock Sales Agreement, as amended.
Universal Shelf Registration Statements
2 unchanged sentences
Series F Preferred Stock Continuous Offering
−Removed: On February 20, 2020, we filed with the Maryland Department of Assessments and Taxation Articles Supplementary (i) setting forth the rights, preferences and terms of the 6.00% Series F Cumulative Redeemable Preferred Stock, par value $0.001 per share, (the “Series F Preferred Stock”) and (ii) reclassifying and designating 26,000,000 shares of our authorized and unissued shares of common stock as shares of Series F Preferred Stock.
+Added: On February 20, 2020, we filed Articles Supplementary with the Maryland Department of Assessments and Taxation (i) setting forth the rights, preferences and terms of the 6.00% Series F Cumulative Redeemable Preferred Stock, par value $0.001 per share, (the “Series F Preferred Stock”) and (ii) reclassifying and designating 26,000,000 shares of our authorized and unissued shares of common stock as shares of Series F Preferred Stock.
The reclassification decreased the number of shares classified as common stock from 86,290,000 shares immediately prior to the reclassification to 60,290,000 shares immediately after the reclassification.
−Removed: We sold 15,700 shares of our Series F Preferred Stock, raising $0.4 million in net proceeds, during the six months ended June 30, 2025.
−Removed: The primary offering for our Series F Preferred Stock terminated according to its terms on June 1, 2025.
+Added: We sold 15,700 shares of our Series F Preferred Stock, raising $0.4 million in net proceeds, during the nine months ended September 30, 2025.
+Added: The primary offering of our Series F Preferred Stock terminated according to its terms on June 1, 2025.
We expensed $0.3 million in prepaid offering costs due to the termination.
1 unchanged sentence
Gladstone Commercial Corporation conducts substantially all of its operations through a subsidiary, Gladstone Commercial Limited Partnership, a Delaware limited partnership (the “Operating Partnership”).
−Removed: As of June 30, 2025 and December 31, 2024, we owned approximately 99.9% and 99.9%, respectively, of the outstanding operating partnership units in the Operating Partnership (“OP Units”).
−Removed: As of June 30, 2025 and December 31, 2024, there were 39,474 and 39,474 outstanding OP Units held by holders who do not control the Operating Partnership (“Non-controlling OP Unitholders”), respectively.
+Added: As of September 30, 2025 and December 31, 2024, we owned approximately 99.9% and 99.9%, respectively, of the outstanding operating partnership units in the Operating Partnership (“OP Units”).
+Added: As of September 30, 2025 and December 31, 2024, there were 39,474 and 39,474 outstanding OP Units held by holders who do not control the Operating Partnership (“Non-controlling OP Unitholders”), respectively.
Diversity of Our Portfolio
1 unchanged sentence
By diversifying our portfolio, our Adviser intends to reduce the adverse effect on our portfolio of a single under-performing investment or a downturn in any particular industry or geographic market.
−Removed: For the six months ended June 30, 2025, our largest tenant comprised only 5.3% of total lease revenue.
−Removed: The table below reflects the breakdown of our total lease revenue by tenant industry classification for the three and six months ended June 30, 2025 and 2024 (dollars in thousands):
−Removed: For the three months ended June 30, For the six months ended June 30,
+Added: For the nine months ended September 30, 2025, our largest tenant comprised only 5.3% of total lease revenue.
+Added: The table below reflects the breakdown of our total lease revenue by tenant industry classification for the three and nine months ended September 30, 2025 and 2024 (dollars in thousands):
+Added: For the three months ended September 30, For the nine months ended September 30,
2025 2024 2025 2024
5 unchanged sentences
Diversified/Conglomerate Manufacturing 3,097 7.6 2,500 6.4 9,016 7.6 7,446 6.6
+Added: Food & Tobacco 3,877 9.5 1,427 3.6 8,713 7.4 4,360 3.9
Personal, Food & Miscellaneous Services 2,621 6.4 2,381 6.1 7,853 6.7 7,099 6.3
−Removed: Beverage, Food & Tobacco 3,324 8.4 1,467 4.0 4,835 6.3 2,932 4.0
Banking 2,332 5.7 2,373 6.0 6,846 5.8 7,069 6.3
−Removed: Personal & Non-Durable Consumer Products 1,829 4.6 1,878 5.1 3,657 4.7 3,794 5.2
Machinery 1,840 4.5 2,000 5.1 5,491 4.7 5,477 4.9
Healthcare 1,956 4.8 1,822 4.6 5,491 4.7 6,548 5.8
+Added: Personal & Non-Durable Consumer Products 1,830 4.5 1,824 4.6 5,487 4.7 5,619 5.0
Chemicals, Plastics & Rubber 1,372 3.4 1,422 3.6 4,071 3.5 4,065 3.6
8 unchanged sentences
Total $ 40,841 100.0 % $ 39,235 100.0 % $ 117,875 100.0 % $ 112,013 100.0 %
−Removed: The tables below reflect the breakdown of total lease revenue by state for the three and six months ended June 30, 2025 and 2024 (dollars in thousands):
−Removed: State Lease Revenue for the three months ended June 30, 2025 Percentage of Lease Revenue Number of Leases for the three months ended June 30, 2025 Lease Revenue for the three months ended June 30, 2024 Percentage of Lease Revenue Number of Leases for the three months ended June 30, 2024
+Added: The tables below reflect the breakdown of total lease revenue by state for the three and nine months ended September 30, 2025 and 2024 (dollars in thousands):
+Added: State Lease Revenue for the three months ended September 30, 2025 Percentage of Lease Revenue Number of Leases for the three months ended September 30, 2025 Lease Revenue for the three months ended September 30, 2024 Percentage of Lease Revenue Number of Leases for the three months ended September 30, 2024
Texas $ 6,748 16.5 % 17 $ 4,714 12.0 % 15
4 unchanged sentences
Alabama 2,168 5.3 6 2,170 5.5 6
+Added: Michigan 2,136 5.2 10 1,745 4.4 6
North Carolina 2,052 5.0 9 2,372 6.0 10
Colorado 1,877 4.6 4 1,872 4.8 4
−Removed: Michigan 1,766 4.5 7 1,707 4.6 6
Wisconsin 1,846 4.5 3 464 1.2 2
1 unchanged sentence
Total $ 40,841 100.0 % 144 $ 39,235 100.0 % 133
−Removed: State Lease Revenue for the six months ended June 30, 2025 Percentage of Lease Revenue Number of Leases for the six months ended June 30, 2025 Lease Revenue for the six months ended June 30, 2024 Percentage of Lease Revenue Number of Leases for the six months ended June 30, 2024
+Added: State Lease Revenue for the nine months ended September 30, 2025 Percentage of Lease Revenue Number of Leases for the nine months ended September 30, 2025 Lease Revenue for the nine months ended September 30, 2024 Percentage of Lease Revenue Number of Leases for the nine months ended September 30, 2024
Texas $ 18,700 15.9 % 17 $ 13,854 12.4 % 15
2 unchanged sentences
Ohio 9,102 7.7 16 9,340 8.3 15
−Removed: North Carolina 4,509 5.9 9 4,684 6.4 10
Georgia 6,892 5.8 12 9,295 8.3 9
+Added: North Carolina 6,560 5.6 9 7,057 6.3 10
Alabama 6,513 5.5 6 6,511 5.8 6
−Removed: Colorado 3,743 4.9 4 3,739 5.1 4
Michigan 5,645 4.8 10 5,084 4.5 6
+Added: Colorado 5,620 4.8 4 5,611 5.0 4
Indiana 3,750 3.2 12 3,519 3.1 10
16 unchanged sentences
In addition, with the exception of Messrs.
−Removed: Cooper and Gerson, all of our executive officers and all of our directors, serve as either directors or executive officers, or both, of Gladstone Land Corporation.
−Removed: Cooper and Gerson generally spend all of their
−Removed: time focused on the Company, and do not put forth any material efforts in assisting affiliated companies.
+Added: Cooper and Gerson, all of our executive officers and all of our directors, serve as either
+Added: directors or executive officers, or both, of Gladstone Land Corporation.
+Added: Cooper and Gerson generally spend all of their time focused on the Company, and do not put forth any material efforts in assisting affiliated companies.
In the future, our Adviser may provide investment advisory services to other companies, both public and private.
10 unchanged sentences
Our Board of Directors reviews and considers renewing the agreement with our Adviser annually, typically during the month of July.
−Removed: During its July 2025 meeting, our Board of Directors reviewed and renewed the Advisory Agreement and Administration Agreement for an additional year, through August 31, 2026.
+Added: During its July 2025 meeting, our Board of Directors reviewed and renewed the Advisory Agreement and the Administration Agreement for an additional year, through August 31, 2026.
Base Management Fee
20 unchanged sentences
At the end of the fiscal year, if this number is positive, then the capital gain fee payable for such time period shall equal 15.0% of such amount.
−Removed: No capital gain fee was recognized during the three and six months ended June 30, 2025 or 2024.
+Added: No capital gain fee was recognized during the three and nine months ended September 30, 2025 or 2024.
Termination Fee
12 unchanged sentences
Securities and Exchange Commission (the “SEC”) on February 18, 2025 (our “2024 Form 10-K”).
−Removed: There were no material changes to our critical accounting policies or estimates during the six months ended June 30, 2025.
+Added: There were no material changes to our critical accounting policies or estimates during the nine months ended September 30, 2025.
Results of Operations
−Removed: The weighted average yield on our total portfolio, which was 8.5% and 8.6% as of June 30, 2025 and 2024, respectively, is calculated by taking the annualized straight-line rents plus operating expense recoveries, reflected as lease revenue on our condensed consolidated statements of operations and other comprehensive income, less property operating expenses, of each acquisition since inception, as a percentage of the acquisition cost plus subsequent capital improvements.
+Added: The weighted average yield on our total portfolio, which was 8.5% and 8.5% as of September 30, 2025 and 2024, respectively, is calculated by taking the annualized straight-line rents plus operating expense recoveries, reflected as lease revenue on our condensed consolidated statements of operations and other comprehensive income, less property operating expenses, of each acquisition since inception, as a percentage of the acquisition cost plus subsequent capital improvements.
The weighted average yield does not account for the interest expense incurred on the mortgages placed on our properties or other types of existing indebtedness.
−Removed: A comparison of our operating results for the three and six months ended June 30, 2025 and 2024 is below (dollars in thousands, except per share amounts) :
−Removed: For the three months ended June 30,
+Added: A comparison of our operating results for the three and nine months ended September 30, 2025 and 2024 is below (dollars in thousands, except per share amounts) :
+Added: For the three months ended September 30,
2025 2024 $ Change % Change
15 unchanged sentences
Interest expense $ (10,704) $ (9,299) $ (1,405) 15.1 %
−Removed: Gain (loss) on sale of real estate, net 377 (47) 424 (902.1) %
−Removed: Other (expense) income (72) 26 (98) (376.9) %
−Removed: Total other expense, net $ (9,753) $ (9,484) $ (269) 2.8 %
+Added: (Loss) gain on sale of real estate, net (10) 10,319 (10,329) (100.1) %
+Added: Other income 31 12 19 158.3 %
+Added: Total other (expense) income, net $ (10,683) $ 1,032 $ (11,715) (1,135.2) %
Net income $ 4,137 $ 11,721 $ (7,584) (64.7) %
1 unchanged sentence
Distributions attributable to senior common stock (102) (106) 4 (3.8) %
−Removed: Gain (loss) on extinguishment of Series F preferred stock 9 (4) 13 (325.0) %
−Removed: Net income (loss) available (attributable) to common stockholders and Non-controlling OP Unitholders $ 1,457 $ (1,625) $ 3,082 (189.7) %
−Removed: Net income (loss) available (attributable) to common stockholders and Non-controlling OP Unitholders per weighted average share and unit - basic & diluted $ 0.03 $ (0.04) $ 0.07 (175.0) %
+Added: Gain on extinguishment of Series F preferred stock 6 2 4 200.0 %
+Added: Net income available to common stockholders and Non-controlling OP Unitholders $ 983 $ 8,511 $ (7,528) (88.5) %
+Added: Net income available to common stockholders and Non-controlling OP Unitholders per weighted average share and unit - basic & diluted $ 0.02 $ 0.20 $ (0.18) (90.0) %
FFO available to common stockholders and Non-controlling OP Unitholders - basic (1) $ 16,264 $ 16,084 $ 180 1.1 %
2 unchanged sentences
FFO per weighted average share of common stock and Non-controlling OP Units - diluted (1) $ 0.35 $ 0.38
+Added: $ (0.03) (7.9) %
(1) Refer to the “Funds from Operations” section below within the Management’s Discussion and Analysis section for the definition of FFO.
−Removed: For the six months ended June 30,
+Added: For the nine months ended September 30,
2025 2024 $ Change % Change
22 unchanged sentences
Distributions attributable to senior common stock (304) (317) 13 (4.1) %
−Removed: Loss on extinguishment of Series F preferred stock (1) (7) 6 (85.7) %
−Removed: Net income (loss) available (attributable) to common stockholders and Non-controlling OP Unitholders $ 3,377 $ (1,322) $ 4,699 (355.4) %
−Removed: Net income (loss) available (attributable) to common stockholders and Non-controlling OP Unitholders per weighted average share and unit - basic & diluted $ 0.07 $ (0.03) $ 0.10 (333.3) %
+Added: Gain (loss) on extinguishment of Series F preferred stock 5 (4) 9 (225.0) %
+Added: Net income available to common stockholders and Non-controlling OP Unitholders $ 4,358 $ 7,188 $ (2,830) (39.4) %
+Added: Net income available to common stockholders and Non-controlling OP Unitholders per weighted average share and unit - basic & diluted $ 0.09 $ 0.17 $ (0.08) (47.1) %
FFO available to common stockholders and Non-controlling OP Unitholders - basic (1) $ 46,763 $ 44,060 $ 2,703 6.1 %
9 unchanged sentences
Operating Revenues
−Removed: For the three months ended June 30,
+Added: For the three months ended September 30,
(Dollars in Thousands)
4 unchanged sentences
$ 40,841 $ 39,235 $ 1,606 4.1 %
−Removed: For the six months ended June 30,
+Added: For the nine months ended September 30,
(Dollars in Thousands)
5 unchanged sentences
Lease revenues consist of rental income and operating expense recoveries earned from our tenants.
−Removed: Lease revenues from same store properties increased for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, due to an increase in recovery revenue from property expenses and an increase in rental rates from leasing activity subsequent to the three months ended June 30, 2024.
−Removed: Lease revenues increased for acquired and disposed of properties for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, primarily due to an increase in recovery revenue from property expenses and an increase in rental rates on the 12 properties acquired subsequent to June 30, 2024, partially offset by accelerated rent on a lease termination during the three and six months ended June 30, 2024.
−Removed: Lease revenues decreased for our properties with vacancy for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, mainly due to a loss of rental revenue from increased vacancy, partially offset by an increase in variable lease payments.
+Added: Lease revenues from same store properties decreased for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, due to a settlement received at one of our properties related to deferred maintenance in the prior period, partially offset by an increase in recovery revenue from property expenses and an increase in rental rates from leasing activity subsequent to the three months ended September 30, 2024.
+Added: Lease revenues from same store properties increased for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, due to an increase in recovery revenue from property expenses and an increase in rental rates from leasing activity subsequent to the nine months ended September 30, 2024, partially offset by a settlement received at one of our properties related to deferred maintenance in the prior period.
+Added: Lease revenues increased for acquired and disposed of properties for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, primarily due to an increase in recovery revenue from property expenses and an increase in rental rates on the 20 properties acquired subsequent to September 30, 2024, partially offset by accelerated rent on a lease termination during the three and nine months ended September 30, 2024.
+Added: Lease revenues decreased for our properties with vacancy for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, mainly due to a loss of rental revenue from increased vacancy, partially offset by an increase in variable lease payments.
Operating Expenses
−Removed: Depreciation and amortization expense decreased for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, due to the reduced depreciation and amortization expense from the five property sales subsequent to June 30, 2024, partially offset by an increase in depreciation and amortization expense on the 12 properties acquired subsequent to June 30, 2024.
−Removed: For the three months ended June 30,
+Added: Depreciation and amortization expense increased for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, due to an increase in depreciation and amortization expense on the 20 properties acquired subsequent to September 30, 2024, partially offset by the reduced depreciation and amortization expense from the five property sales during and subsequent to September 30, 2024.
+Added: For the three months ended September 30,
(Dollars in Thousands)
4 unchanged sentences
$ 7,409 $ 6,681 $ 728 10.9 %
−Removed: For the six months ended June 30,
+Added: For the nine months ended September 30,
(Dollars in Thousands)
5 unchanged sentences
Property operating expenses consist of franchise taxes, property management fees, insurance, ground lease payments, property maintenance and repair expenses paid on behalf of certain of our properties.
−Removed: The increase in property operating expenses for same store properties for the three and six months ended June 30, 2025, from the comparable 2024 period, was a result of
−Removed: general cost increases due to the inflationary environment during the three and six months ended June 30, 2025.
−Removed: The decrease in property operating expenses for acquired and disposed of properties for the three and six months ended June 30, 2025, from the comparable 2024 period, is a result of a decrease in property operating expenses from the seven property sales during and subsequent to June 30, 2024, minimally offset by the property operating expense from the 12 properties acquired subsequent to June 30, 2024.
−Removed: The increase in property operating expenses for properties with vacancy for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, is primarily a result of increased real estate expense and other general cost increases due to the inflationary environment.
−Removed: The base management fee paid to the Adviser increased for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, due to an increase in Gross Tangible Real Estate over the three and six months ended June 30, 2025 from property acquisitions as compared to Gross Tangible Real Estate during the three and six months ended June 30, 2024.
+Added: The increase in property operating expenses for same store properties for the three and nine months ended September 30, 2025, from the comparable 2024 period, was a result of general cost increases due to the inflationary environment and increased repair expenses during the three and nine months ended September 30, 2025.
+Added: The decrease in property operating expenses for acquired and disposed of properties for the three and nine months ended September 30, 2025, from the comparable 2024 period, is a result of a decrease in property operating expenses from the five property sales during and subsequent to September 30, 2024, minimally offset by the property operating expense from the 20 properties acquired subsequent to September 30, 2024.
+Added: The decrease in property operating expenses for properties with vacancy for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, is primarily a result of selling one fully vacant property during the quarter.
+Added: The increase in property operating expenses for properties with vacancy for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, is primarily a result of increased real estate expense and other general cost increases due to the inflationary environment.
+Added: The base management fee paid to the Adviser increased for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, due to an increase in Gross Tangible Real Estate over the three and nine months ended September 30, 2025 from property acquisitions as compared to Gross Tangible Real Estate during the three and nine months ended September 30, 2024.
The calculation of the base management fee is described in detail above under the subheading “Advisory and Administration Agreements.”
−Removed: The net incentive fee paid to the Adviser decreased for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, due to the Adviser waiving a larger portion of the incentive fee for the three and six months ended June 30, 2025.
+Added: The net incentive fee paid to the Adviser decreased for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, due to the Adviser unconditionally waiving a larger portion of the incentive fee for the three and nine months ended September 30, 2025.
The calculation of the incentive fee is described in detail above under the subheading “Advisory and Administration Agreements.”
−Removed: The administration fee paid to the Administrator decreased slightly for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, due to our Administrator allocating a smaller portion of expenses to us.
+Added: The administration fee paid to the Administrator decreased slightly for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, due to our Administrator allocating a smaller portion of expenses to us.
The calculation of the administration fee is described in detail above under the subheading “Advisory and Administration Agreements.”
−Removed: General and administrative expenses increased for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, mainly due to higher audit expenses and expensing Series F Preferred Stock prepaid offering costs due to the termination of the primary offering.
+Added: General and administrative expenses decreased for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, mainly due to lower general expenses.
+Added: General and administrative expenses increased for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, mainly due to higher audit expenses and expensing Series F Preferred Stock prepaid offering costs due to the termination of the primary offering.
Other Income and Expenses
−Removed: Interest expense increased for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024.
+Added: Interest expense increased for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024.
This increase was primarily the result of increased interest costs on variable rate debt, as a result of larger amounts drawn on the Revolver, as well as new interest expense on the 2029 Notes.
−Removed: We sold one non-core office property during the six months ended June 30, 2025, and as a result, incurred a gain on sale of real estate, net.
−Removed: We sold four non-core office properties during the six months ended June 30, 2024, and as a result, incurred a gain on sale of real estate, net, and a gain on debt extinguishment, net.
−Removed: Other income decreased for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, due to incurring $0.3 million in closing costs associated with the completion of the sale transaction at our Tifton, Georgia property.
−Removed: Other income increased for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, due to interest income earned from sales-types leases and nonrecurring income items.
−Removed: Net Income (Loss) Available (Attributable) to Common Stockholders and Non-controlling OP Unitholders
−Removed: Net income (loss) available (attributable) to common stockholders and Non-controlling OP Unitholders increased for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, primarily due to an increase in recovery revenue from property expenses, an increase in rental rates from leasing activity, a decrease in the net incentive fee payable to the Adviser, and lower depreciation expense.
−Removed: This was partially offset by higher general and administrative fees during the period.
+Added: We sold two non-core properties during the nine months ended September 30, 2025, and as a result, incurred a gain on sale of real estate, net.
+Added: We sold six non-core office properties during the nine months ended September 30, 2024, and as a result, incurred a gain on sale of real estate, net, and a gain on debt extinguishment, net.
+Added: Other income increased for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, due to interest income earned from sales-types leases and nonrecurring income items, partially offset by $0.3 million in closing costs associated with the completion of the sale transaction of our Tifton, Georgia property.
+Added: Net Income Available to Common Stockholders and Non-controlling OP Unitholders
+Added: Net income available to common stockholders and Non-controlling OP Unitholders decreased for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, primarily due to the gain on sale, net, from the prior period coupled with an increase in interest expense in the current period.
+Added: This was partially offset by an increase in recovery revenue from property expenses, an increase in rental rates from leasing activity, a decrease in the net incentive fee payable to the Adviser, lower depreciation expense, and higher impairment in the prior period.
Liquidity and Capital Resources
Our sources of liquidity include cash flows from operations, cash and cash equivalents, borrowings under our Credit Facility, and additional issuances of equity and/or debt securities.
−Removed: Our available liquidity as of June 30, 2025 was $38.7 million, consisting of approximately $11.7 million in cash and cash equivalents and available borrowing capacity of $27.0 million under our Credit Facility.
−Removed: Our available borrowing capacity under the Credit Facility decreased to $25.1 million as of August 6, 2025.
+Added: Our available liquidity as of September 30, 2025 was $24.6 million, consisting of approximately $18.4 million in cash and cash equivalents and available borrowing capacity of $6.2 million under our Credit Facility.
+Added: Our available borrowing capacity under the Credit Facility increased to $63.0 million as of November 3, 2025.
Future Capital Needs
9 unchanged sentences
Equity Capital
−Removed: During the six months ended June 30, 2025, we raised net proceeds of $38.0 million of common equity under the 2024 Common Stock Sales Agreement.
−Removed: We raised net proceeds of $0.4 million from sales of our Series F Preferred Stock during the six months ended June 30, 2025.
−Removed: As of August 6, 2025, we had the ability to raise up to $1.0 billion of additional equity capital through the sale and issuance of securities that are registered under the 2024 Registration Statement, in one or more future public offerings.
+Added: During the nine months ended September 30, 2025, we raised net proceeds of $61.0 million of common equity under the 2024 Common Stock Sales Agreement.
+Added: We raised net proceeds of $0.4 million from sales of our Series F Preferred Stock during the nine months ended September 30, 2025.
+Added: The primary offering of our Series F Preferred Stock terminated according to its terms on June 1, 2025.
+Added: As of November 3, 2025, we had the ability to raise up to $1.0 billion of additional equity capital through the sale and issuance of securities that are registered under the 2024 Registration Statement, in one or more future public offerings.
We expect to continue to use our 2024 Common Stock Sales Agreement as a source of liquidity for the remainder of 2025.
−Removed: As of June 30, 2025, we had 39 mortgage notes payable in the aggregate principal amount of $259.5 million, collateralized by a total of 44 properties with a remaining weighted average maturity of 3.1 years.
−Removed: The weighted-average interest rate on the mortgage notes payable as of June 30, 2025 was 4.22%.
+Added: As of September 30, 2025, we had 39 mortgage notes payable in the aggregate principal amount of $257.1 million, collateralized by a total of 45 properties with a remaining weighted average maturity of 2.9 years.
+Added: The weighted-average interest rate on the mortgage notes payable as of September 30, 2025 was 4.22%.
We continue to see banks and other non-bank lenders willing to issue mortgages for properties comparable to those held in our portfolio on terms that are commercially reasonable.
−Removed: As of June 30, 2025, we had mortgage debt in the aggregate principal amount of $7.9 million payable during the remainder of 2025 and $35.4 million payable during 2026.
−Removed: The 2025 principal amount payable includes both amortizing principal payments and one balloon principal payment due during the remaining six months of 2025.
+Added: As of September 30, 2025, we had mortgage debt in the aggregate principal amount of $5.5 million payable during the remainder of 2025 and $35.4 million payable during 2026.
+Added: The 2025 principal amount payable includes both amortizing principal payments and one balloon principal payment that was repaid on October 30, 2025.
We anticipate being able to refinance our mortgages that come due during 2026 with a combination of new mortgage debt, availability under our Credit Facility, the issuance of long-term unsecured notes in the private placement market, the issuance of additional equity securities under our 2024 Common Stock Sales Agreement, the sale and issuance of other equity securities that are registered under the 2024 Registration Statement, or the sale and issuance of unregistered equity or debt securities.
Operating Activities
−Removed: Net cash provided by operating activities during the six months ended June 30, 2025, was $53.5 million, as compared to net cash provided by operating activities of $28.6 million for the six months ended June 30, 2024.
+Added: Net cash provided by operating activities during the nine months ended September 30, 2025, was $72.4 million, as compared to net cash provided by operating activities of $34.2 million for the nine months ended September 30, 2024.
The majority of cash from operating activities is generated from the lease revenues that we receive from our tenants.
1 unchanged sentence
Investing Activities
−Removed: Net cash used in investing activities during the six months ended June 30, 2025, was $155.8 million, which primarily consisted of ten property acquisitions and capital improvements performed at certain of our properties, partially offset by proceeds from one property sale.
−Removed: Net cash provided by investing activities during the six months ended June 30, 2024, was $5.8 million, which primarily consisted of proceeds from four property sales, partially offset by a five-property acquisition, coupled with capital improvements performed at certain of our properties.
+Added: Net cash used in investing activities during the nine months ended September 30, 2025, was $218.3 million, which primarily consisted of 19 property acquisitions and capital improvements performed at certain of our properties, partially offset by proceeds from two property sales.
+Added: Net cash provided by investing activities during the nine months ended September 30, 2024, was $8.6 million, which primarily consisted of proceeds from six property sales, partially offset by six property acquisitions, coupled with capital improvements performed at certain of our properties.
Financing Activities
−Removed: Net cash provided by financing activities during the six months ended June 30, 2025, was $103.1 million, which primarily consisted of the issuance of $39.0 million of equity, net borrowings on our credit facility, and $20.0 million in borrowings on Term Loan D, our new unsecured term loan, partially offset by $12.0 million of mortgage principal repayments and distributions paid to common, senior common and preferred shareholders.
−Removed: Net cash used in financing activities for the six months ended June 30, 2024, was $36.1 million, which primarily consisted of $22.1 million of mortgage debt repayments, and distributions paid to common, senior common and preferred shareholders, partially offset by the issuance of $11.4 million of equity and net borrowings on our Credit Facility.
+Added: Net cash provided by financing activities during the nine months ended September 30, 2025, was $155.4 million, which primarily consisted of the issuance of $62.2 million of equity, net borrowings on our credit facility, and $20.0 million in borrowings on Term Loan D, our unsecured term loan issued on May 30, 2025 (and repaid on October 10, 2025), partially offset by $14.4 million of mortgage principal repayments, Series F Preferred Stock redemptions, and distributions paid to common, senior common and preferred shareholders.
+Added: Net cash used in financing activities for the nine months ended September 30, 2024, was $44.4 million, which primarily consisted of $24.4 million of mortgage debt repayments, net borrowings on our Credit Facility, Series F Preferred Stock redemptions, and distributions paid to common, senior common and preferred shareholders, partially offset by the issuance of $50.9 million of equity.
Credit Facility
3 unchanged sentences
We entered into multiple interest rate swap agreements on Term Loan A and Term Loan C, which swap the interest rate to fixed rates from 3.15% to 3.75%.
−Removed: We incurred fees of approximately $4.2 million in connection with extending and upsizing our Credit Facility.
+Added: We incurred fees of approximately $4.2 million in connection with amending, extending, and upsizing our Credit Facility.
The net proceeds of the transaction were used to repay the then-outstanding borrowings on the Revolver, pay off mortgage debt, and fund acquisitions.
The Credit Facility’s current bank syndicate is comprised of KeyBank, Fifth Third Bank, The Huntington National Bank, Bank of America, Synovus Bank, United Bank, First Financial Bank, and S&T Bank.
−Removed: As of June 30, 2025, there was $444.4 million outstanding under our Credit Facility at a weighted average interest rate of approximately 5.76% and $2.1 million outstanding letters of credit, at a weighted average interest rate of 1.35%.
−Removed: As of August 6, 2025, the maximum additional amount we could draw under the Credit Facility was $25.1 million.
−Removed: We were in compliance with all covenants under the Credit Facility as of June 30, 2025.
+Added: On September 18, 2025, we amended our Credit Facility again, increasing our Revolver from $125.0 million to $155.0 million.
+Added: We incurred fees of approximately $0.5 million in connection with the increase to our Credit Facility.
+Added: The increased credit availability was used, in part, to fund the September 30, 2025 nine-property portfolio acquisition.
+Added: On October 10, 2025, we amended, extended, and upsized our Credit Facility, increasing our Revolver from $155.0 million to $200.0 million (and its term to October 2029), decreasing the principal balance of Term Loan A from $160.0 million to $125.0 million (and extending its term to October 2029), increasing the principal balance of Term Loan B from $60.0 million to $143.3 million (and its term to February 2030), decreasing the principal balance of Term Loan C from $150.0 million to $131.7 million, and repaying the full principal balance of Term Loan D.
+Added: The SOFR spread increased by 10 basis points, ranging from 140 to 210 basis points for the Revolver and 135 to 205 basis points for the Term Loans, depending on our leverage.
+Added: We incurred fees of approximately $4.2 million in connection with amending, extending, and upsizing our Credit Facility.
+Added: The Credit Facility’s new bank syndicate is comprised of KeyBank, Fifth Third Bank, The Huntington National Bank, Bank of America, Synovus Bank, PNC Bank, National Association (“PNC Bank”), Webster Bank, National Association (“Webster Bank”), and S&T Bank.
+Added: As of September 30, 2025, there was $495.4 million outstanding under our Credit Facility at a weighted average interest rate of approximately 5.55% and $2.1 million outstanding letters of credit, at a weighted average interest rate of 1.35%.
+Added: As of November 3, 2025, the maximum additional amount we could draw under the Credit Facility was $63.0 million.
+Added: We were in compliance with all covenants under the Credit Facility as of September 30, 2025.
Unsecured Term Loan D
1 unchanged sentence
Term Loan D is unsecured and has a maturity date of May 30, 2027 and a SOFR spread ranging from 155 to 200 basis points throughout the life of the loan.
−Removed: The amount outstanding approximates fair value as of June 30, 2025.
−Removed: The proceeds were used to pay down the Revolver.
+Added: The amount outstanding approximates fair value as of September 30, 2025.
+Added: The proceeds from Term Loan D were used to pay down the Revolver.
+Added: Subsequently, on October 10, 2025, Term Loan D was repaid, as part of the Fifth Amendment to the Credit Facility.
Senior Unsecured Notes
On December 18, 2024, we and the Operating Partnership entered into a Note Purchase Agreement with the institutional investors named therein, in connection with a private placement of $75.0 million of the 2029 Notes.
−Removed: The amount outstanding approximates fair value as of June 30, 2025.
+Added: The amount outstanding approximates fair value as of September 30, 2025.
The proceeds were used to pay down Term Loan B by $20.0 million and the Revolver by $55.0 million.
Contractual Obligations
−Removed: The following table reflects our material contractual obligations as of June 30, 2025 (dollars in thousands):
+Added: The following table reflects our material contractual obligations as of September 30, 2025 (dollars in thousands):
Payments Due by Period
6 unchanged sentences
$ 969,540 $ 258,284 $ 511,099 $ 168,321 $ 31,836
−Removed: (1) Debt obligations represent borrowings under our Revolver, which represents $94.4 million of the debt obligation due in 2026, Term Loan A, which represents $160.0 million of the debt obligation due in 2027, Term Loan B, which represents $40.0 million of the debt obligation due in 2026, Term Loan C, which represents $150.0 million of the debt obligation due in 2028, Term Loan D, which represents $20.0 million of the debt obligation due in 2027, the 2029 Notes, which represents $75.0 million of the debt obligation due in 2029, and mortgage notes payable that were outstanding as of June 30, 2025.
+Added: (1) Debt obligations represent borrowings under our Revolver, which represents $145.4 million of the debt obligation due in 2026, Term Loan A, which represents $160.0 million of the debt obligation due in 2027, Term Loan B, which represents $40.0 million of the debt obligation due in 2026, Term Loan C, which represents $150.0 million of the debt obligation due in 2028, Term Loan D, which represents $20.0 million of the debt obligation due in 2027, the 2029 Notes, which represents $75.0 million of the debt obligation due in 2029, and mortgage notes payable that were outstanding as of September 30, 2025.
This figure does not include $12,992 of premiums and (discounts), net and $4.2 million of deferred financing costs, net, which are reflected in mortgage notes payable, net, borrowings under Term Loan A, Term Loan B, Term Loan C, net, borrowings under unsecured Term Loan D, net, and senior unsecured notes, net, on the condensed consolidated balance sheets.
1 unchanged sentence
The balance and interest rate on our Revolver, Term Loan A, Term Loan B, Term Loan C, and Term Loan D is variable;
−Removed: thus, the interest payment obligation calculated for purposes of this table was based upon rates and balances as of June 30, 2025.
+Added: thus, the interest payment obligation calculated for purposes of this table was based upon rates and balances as of September 30, 2025.
(3) Operating and finance lease obligations represent the ground lease payments due on four of our properties.
−Removed: (4) Purchase obligations consist of tenant and capital improvements at six of our properties.
+Added: (4) Purchase obligations consist of tenant and capital improvements at 10 of our properties.
Off-Balance Sheet Arrangements
−Removed: We did not have any material off-balance sheet arrangements as of June 30, 2025.
+Added: We did not have any material off-balance sheet arrangements as of September 30, 2025.
Funds from Operations
5 unchanged sentences
FFO available to common stockholders and holders of Non-controlling interests in the Operating Partnership (“Non-controlling OP Unitholders”) is FFO adjusted to subtract distributions made to holders of preferred stock and senior common stock.
−Removed: We believe that net income (loss) available (attributable) to common stockholders is the most directly comparable GAAP measure to FFO available to common stockholders and Non-controlling OP Unitholders.
−Removed: Basic funds from operations per share (“Basic FFO per share”), and diluted funds from operations per share (“Diluted FFO per share”), is FFO available to common stockholders and Non-controlling OP Unitholders divided by the number of weighted average shares of the aggregate of shares of common stock and OP Units held by Non-controlling OP Unitholders outstanding and FFO available to common stockholders and Non-controlling OP Unitholders divided by the number of weighted average shares of the aggregate of shares of common stock and OP Units held by Non-controlling OP Unitholders outstanding on a
−Removed: diluted basis, respectively, during a period.
+Added: We believe that net income available to common stockholders is the most directly comparable GAAP measure to FFO available to common stockholders and Non-controlling OP Unitholders.
+Added: Basic funds from operations per share (“Basic FFO per share”), and diluted funds from operations per share (“Diluted FFO per share”), is FFO available to common stockholders and Non-controlling OP Unitholders divided by the number of weighted average shares of the aggregate of shares of common stock and OP Units held by Non-controlling OP Unitholders outstanding and FFO available to common stockholders and Non-controlling OP Unitholders divided by the number of weighted average shares of the aggregate of shares of common stock and OP Units held by Non-controlling OP Unitholders outstanding on a diluted basis, respectively, during a period.
We believe that FFO available to common stockholders, Basic FFO per share and Diluted FFO per share are useful to investors because they provide investors with a further context for evaluating our FFO results in the same manner that investors use net income and earnings per share (“EPS”), in evaluating net income available to common stockholders.
1 unchanged sentence
We believe that net income is the most directly comparable GAAP measure to FFO, Basic EPS is the most directly comparable GAAP measure to Basic FFO per share, and that Diluted EPS is the most directly comparable GAAP measure to Diluted FFO per share.
−Removed: The following table provides a reconciliation of our FFO available to common stockholders for the three and six months ended June 30, 2025 and 2024, respectively, to the most directly comparable GAAP measure, net income (loss) available (attributable) to common stockholders, and a computation of basic and diluted FFO per weighted average share of common stock:
−Removed: For the three months ended June 30, For the six months ended June 30,
+Added: The following table provides a reconciliation of our FFO available to common stockholders for the three and nine months ended September 30, 2025 and 2024, respectively, to the most directly comparable GAAP measure, net income available to common stockholders, and a computation of basic and diluted FFO per weighted average share of common stock:
+Added: For the three months ended September 30, For the nine months ended September 30,
(Dollars in Thousands, Except for Per Share Amounts) (Dollars in Thousands, Except for Per Share Amounts)
4 unchanged sentences
Gain (loss) on extinguishment of Series F preferred stock, net 6 2 5 (4)
−Removed: Net income (loss) available (attributable) to common stockholders and Non-controlling OP Unitholders $ 1,457 $ (1,625) $ 3,377 $ (1,322)
+Added: Net income available to common stockholders and Non-controlling OP Unitholders $ 983 $ 8,511 $ 4,358 $ 7,188
Real estate depreciation and amortization $ 15,271 $ 13,343 $ 42,763 $ 42,683
12 unchanged sentences
Gain (loss) on extinguishment of Series F preferred stock, net 6 2 5 (4)
−Removed: Net income (loss) available (attributable) to common stockholders and Non-controlling OP Unitholders $ 1,457 $ (1,625) $ 3,377 $ (1,322)
+Added: Net income available to common stockholders and Non-controlling OP Unitholders $ 983 $ 8,511 $ 4,358 $ 7,188
Real estate depreciation and amortization $ 15,271 $ 13,343 $ 42,763 $ 42,683
12 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.