What changed in this filing

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Item 1. Financial Statements

2020-11-04 compared with 2020-08-05 · 144 added, 144 removed, 521 unchanged (36% of the section changed)

3 unchanged sentences

(in thousands – except share and per share data)

June 30, 2020 December 31, 2019

September 30, 2020 December 31, 2019

Investments in real estate

6 unchanged sentences

Net investments in properties 1,945,373 1,945,915

Properties held for sale, net 11,825 —

Net investments in real estate 1,949,174 1,945,915

Cash and cash equivalents 155,324 110,082

17 unchanged sentences

Common stock:

$ 0.01 par value, 400,000,000 shares authorized, and 68,322,213 and 67,252,787 shares issued and outstanding, respectively

$ 0.01 par value, 400,000,000 shares authorized, and 68,233,344 and 67,252,787 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively

Additional paid-in capital

1,579,344 1,514,266

Common stock held in deferred compensation plan, 139,224 and 0 shares at June 30, 2020 and December 31, 2019, respectively

Common stock held in deferred compensation plan, 139,224 and 0 shares at September 30, 2020 and December 31, 2019, respectively

Retained earnings 12,283 2,621

6 unchanged sentences

(in thousands – except share and per share data)

For the Three Months Ended June 30, For the Six Months Ended June 30,

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2020 2019 2020 2019

24 unchanged sentences

(in thousands)

For the Three Months Ended June 30, For the Six Months Ended June 30,

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2020 2019 2020 2019

7 unchanged sentences

(in thousands – except share data)

Six months ended June 30, 2020:

Nine months ended September 30, 2020:

Common Stock Additional

25 unchanged sentences

Balance as of June 30, 2020 68,322,213 $ 684 $ 1,587,057 139,224 $ ( 7,546 ) $ 9,389 $ ( 318 ) $ 1,589,266

Six months ended June 30, 2019:

Net income — — — — — 22,722 — 22,722

Issuance of common stock, net of issuance costs of $ 70

8,250 — 424 — — — — 424

Forfeiture of common stock related to employee awards ( 4,794 ) — — — — — — —

Repurchase of common stock related to employee awards ( 149,865 ) — ( 9,597 ) — — — — ( 9,597 )

Issuance of restricted stock 57,540 — — — — — — —

Stock-based compensation — — 1,460 — — — — 1,460

Common stock dividends ($ 0.29 per share)

— — — — — ( 19,828 ) — ( 19,828 )

Other comprehensive income — — — — — — 50 50

Balance as of September 30, 2020 68,233,344 $ 684 $ 1,579,344 139,224 $ ( 7,546 ) $ 12,283 $ ( 268 ) $ 1,584,497

Nine months ended September 30, 2019:

Common Stock Additional

23 unchanged sentences

Balance as of June 30, 2019 65,495,713 $ 656 $ 1,426,860 $ 9,268 $ ( 606 ) $ 1,436,178

Net income — — — 14,784 — 14,784

Issuance of common stock, net of issuance costs of $ 1,194

1,458,630 14 72,138 — — 72,152

Forfeiture of common stock related to employee awards ( 23,138 ) — — — — —

Issuance of restricted stock 80,805 — — — — —

Stock-based compensation — — 781 — — 781

Common stock dividends ($ 0.27 per share)

— — — ( 18,094 ) — ( 18,094 )

Other comprehensive income — — — — 85 85

Balance as of September 30, 2019 67,012,010 $ 670 $ 1,499,779 $ 5,958 $ ( 521 ) $ 1,505,886

The accompanying condensed notes are an integral part of these consolidated financial statements.

2 unchanged sentences

(in thousands)

For the Six Months Ended June 30,

For the Nine Months Ended September 30,

CASH FLOWS FROM OPERATING ACTIVITIES

22 unchanged sentences

Issuance costs on issuance of common stock ( 812 ) ( 3,825 )

Repurchase of common stock ( 240 ) ( 3,959 )

Repurchase of common stock related to employee awards ( 9,837 ) ( 3,959 )

Borrowings on credit facility — 17,000

10 unchanged sentences

Accounts payable related to capital improvements 11,472 9,409

Non-cash repayment of senior secured loan — ( 39,085 )

Non-cash issuance of common stock to the deferred compensation plan ( 7,546 ) —

Lease liability arising from recognition of right-of-use asset 460 707

Non-cash repayment of senior secured loan — ( 39,085 )

Reconciliation of cash paid for property acquisitions

8 unchanged sentences

All square feet, acres, occupancy and number of properties disclosed in these condensed notes to the consolidated financial statements are unaudited.

As of June 30, 2020, the Company owned 218 buildings (including one building held for sale) aggregating approximately 13.1 million square feet, 22 improved land parcels consisting of approximately 85.0 acres and two properties under redevelopment expected to contain approximately 0.5 million square feet upon completion.

As of September 30, 2020, the Company owned 219 buildings aggregating approximately 13.1 million square feet, 22 improved land parcels consisting of approximately 85.0 acres and one property under redevelopment expected to contain approximately 0.2 million square feet upon completion.

The Company is an internally managed Maryland corporation and elected to be taxed as a real estate investment trust (“REIT”) under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”), commencing with its taxable year ended December 31, 2010.

25 unchanged sentences

If an asset is intended to be held for the long-term, the recoverability is based on the undiscounted future cash flows.

If the asset carrying value is not supported on an undiscounted

future cash flow basis, then the asset carrying value is measured against the lower of cost or the present value of expected cash flows over the expected hold period.

If the asset carrying value is not supported on an undiscounted future cash flow basis, then the asset carrying value is measured against the lower of cost or the present value of expected cash

flows over the expected hold period.

An impairment charge to earnings is recognized for the excess of the asset’s carrying value over the lower of cost or the present values of expected cash flows over the expected hold period.

7 unchanged sentences

The discount rates used in the fair value estimates represent a rate commensurate with the indicated holding period with a premium layered on for risk.

There were no impairment charges recorded to the carrying values of the Company’s properties during the three or six months ended June 30, 2020 or 2019.

There were no impairment charges recorded to the carrying values of the Company’s properties during the three or nine months ended September 30, 2020 or 2019.

Loans Held-for-Investment .

4 unchanged sentences

Actual losses, if any, could differ significantly from the Company’s estimates.

The Senior Secured Loan was fully repaid during the three months ended June 30, 2020 and there were no impairment charges recorded to the carrying value of the Senior Secured Loan during the three or six months ended June 30, 2020 or 2019.

The Senior Secured Loan was fully repaid in May 2020 and there were no impairment charges recorded to the carrying value of the Senior Secured Loan during both the three or nine months ended September 30, 2020 or 2019.

On January 1, 2020, the Company adopted ASC 326 on a prospective basis, which had no material impact to the Company's consolidated financial statements.

1 unchanged sentence

Under ASC 326, the Company is required to re-evaluate the expected loss of its loans portfolio at each balance sheet date.

For the three and six months ended June 30, 2020, the Company had no allowances for loan losses.

For the three and nine months ended September 30, 2020, the Company had no allowances for loan losses.

Property Acquisitions.

12 unchanged sentences

The above and below-market lease values are amortized to rental revenues over the remaining initial term plus the term of any below-market fixed rate renewal options that are considered bargain renewal options of the respective leases.

The total net impact to rental revenues due to the amortization of above and below-market leases was a net increase of approximately $ 1.3 million and $ 1.0 million for the three months ended June 30, 2020 and 2019, respectively, and approximately $ 2.7 million and $ 1.9 million, for the six months ended June 30, 2020

and 2019, respectively.

The origination value of in-place leases is based on costs to execute similar leases, including commissions and other related costs.

The total net impact to rental revenues due to the amortization of above and below-market leases was a net increase of approximately $ 1.3 million for both the three months ended September 30, 2020 and 2019, and approximately $ 4.1 million and $ 3.2 million, for the nine months ended September 30, 2020 and 2019, respectively.

The origination value of in-place leases is based on costs to execute similar leases, including

commissions and other related costs.

The origination value of in-place leases also includes real estate taxes, insurance and an estimate of lost rental revenue at market rates during the estimated time required to lease up the property from vacant to the occupancy level at the date of acquisition.

The remaining weighted average lease term related to these intangible assets and liabilities as of June 30, 2020 is 8.1 years.

As of June 30, 2020 and December 31, 2019, the Company’s intangible assets and liabilities, including properties held for sale (if any), consisted of the following (dollars in thousands):

June 30, 2020 December 31, 2019

The remaining weighted average lease term related to these intangible assets and liabilities as of September 30, 2020 is 8.1 years.

As of September 30, 2020 and December 31, 2019, the Company’s intangible assets and liabilities, including properties held for sale (if any), consisted of the following (dollars in thousands):

September 30, 2020 December 31, 2019

Gross Accumulated

27 unchanged sentences

The following summarizes the reconciliation of cash and cash equivalents and restricted cash as presented in the accompanying consolidated statements of cash flows (dollars in thousands):

For the Six Months Ended June 30,

For the Nine Months Ended September 30,

Cash and cash equivalents at beginning of period $ 110,082 $ 31,004

13 unchanged sentences

Tenant expense reimbursement income includes payments and amounts due from tenants pursuant to their leases for real estate taxes, insurance and other recoverable property operating expenses and is recognized as revenues during the same period the related expenses are incurred.

Consistent with the Financial Accounting Standards Board staff question-and-answer document released on April 10, 2020, the Company elected to account for lease concessions related to the effects of COVID-19 as though no lease modification was made in instances where total contractual lease payments over the term of the lease were unchanged.

Due to the effects of COVID-19, the future contractual lease payments of certain of the Company's tenants were not probable and as such, approximately $ 0.4 million and $ 0.9 million straight-line rent receivables was reversed during the three and six months ended June 30, 2020, respectively.

As of June 30, 2020 and December 31, 2019, approximately $ 29.0 million and $ 27.4 million, respectively, of straight-line rent and accounts receivable, net of allowances of approximately $ 1.1 million and $ 0.2 million as of June 30, 2020 and December 31, 2019, respectively, were included as a component of other assets in the accompanying consolidated balance sheets.

Consistent with the Financial Accounting Standards Board staff question-and-answer document released on April 10, 2020, the Company elected to account for lease concessions related to the effects of the novel coronavirus ("COVID-19") as though no lease modification was made in instances where total contractual lease payments over the term of the lease were unchanged.

Due to the effects of COVID-19, the future contractual lease payments of certain of the Company's tenants were not probable and as such, approximately $ 0.2 million and $ 1.1 million of straight-line rent receivables were reversed during the three and nine months ended September 30, 2020, respectively.

As of September 30, 2020 and December 31, 2019, approximately $ 28.1 million and $ 27.4 million, respectively, of straight-line rent and accounts receivable, net of allowances of approximately $ 1.3 million and $ 0.2 million as of September 30, 2020 and December 31, 2019, respectively, were included as a component of other assets in the accompanying consolidated balance sheets.

Effective January 1, 2018, the Company adopted ASU No.

14 unchanged sentences

Costs incurred in connection with financings are capitalized and amortized to interest expense using the effective interest method over the term of the related loan.

Deferred financing costs associated with the Company’s

revolving credit facility are classified as an asset and deferred financing costs associated with debt liabilities are reported as a direct deduction from the carrying amount of the debt liability in the accompanying consolidated balance sheets.

Deferred financing costs related to the revolving credit facility and debt liabilities are shown at cost, net of accumulated amortization in the aggregate of approximately $ 8.8 million and $ 8.3 million as of June 30, 2020 and December 31, 2019, respectively.

Deferred financing costs associated with the Company’s revolving credit facility are classified as an asset and deferred financing costs associated with debt liabilities are reported as a direct deduction from the carrying amount of the debt liability in the accompanying consolidated balance sheets.

Deferred financing costs related to the revolving credit facility and debt liabilities are shown at cost, net of accumulated amortization in the aggregate of approximately $ 9.1 million and $ 8.3 million as of September 30, 2020 and December 31, 2019, respectively.

Income Taxes.

8 unchanged sentences

Tax benefits of positions not deemed to meet the more-likely-than-not threshold are recorded as a tax expense in the current year.

As of June 30, 2020 and December 31, 2019, the Company did not have any unrecognized tax benefits and does not believe that there will be any material changes in unrecognized tax positions over the next 12 months.

As of September 30, 2020 and December 31, 2019, the Company did not have any unrecognized tax benefits and does not believe that there will be any material changes in unrecognized tax positions over the next 12 months.

The Company’s tax returns are subject to examination by federal, state and local tax jurisdictions beginning with the 2010 calendar year.

15 unchanged sentences

ASC 815, Derivatives and Hedging (See “Note 9 – Derivative Financial Instruments”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of:

(a) how and why the Company uses derivative instruments, (b) how the Company accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect the Company’s financial position, financial performance, and cash flows.

Further, qualitative disclosures

are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments.

(a) how and why the Company uses derivative instruments, (b) how

the Company accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect the Company’s financial position, financial performance, and cash flows.

Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments.

The Company records all derivatives on the accompanying consolidated balance sheets at fair value.

17 unchanged sentences

However, the Company’s management believes the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held.

As of June 30, 2020, the Company owned 62 buildings aggregating approximately 3.6 million square feet and nine land parcels consisting of approximately 48.8 acres located in Northern New Jersey/New York City, which accounted for a combined percentage of approximately 26.9 % of its annualized base rent.

Such annualized base rent percentages are based on contractual base rent from leases in effect as of June 30, 2020, excluding any partial or full rent abatements.

As of September 30, 2020, the Company owned 62 buildings aggregating approximately 3.6 million square feet and nine land parcels consisting of approximately 48.8 acres located in Northern New Jersey/New York City, which accounted for a combined percentage of approximately 29.2 % of its annualized base rent.

Such annualized base rent percentages are based on contractual base rent from leases in effect as of September 30, 2020, excluding any partial or full rent abatements.

Other real estate companies compete with the Company in its real estate markets.

1 unchanged sentence

The existence of competing properties could have a material impact on the Company’s ability to lease space and on the level of rent that can be achieved.

The Company had no tenant that accounted for greater than 10% of the Company's annualized base rent as of June 30, 2020.

The Company had no tenant that accounted for greater than 10% of the Company's annualized base rent as of September 30, 2020.

Investments in Real Estate

During the three months ended June 30, 2020, the Company acquired one industrial building containing approximately 13,000 square feet and one improved land parcel containing approximately 2.8 acres.

The total aggregate initial investment, including acquisition costs, was approximately $ 10.5 million, of which $ 9.0 million was recorded to land, $ 1.2 million to buildings and improvements, and $ 0.3 million to intangible assets.

During the three months ended September 30, 2020, the Company acquired one industrial building containing approximately 22,000 square feet.

The total initial investment, including acquisition costs, was approximately $ 6.5 million, of which $ 3.7 million was recorded to land, $ 2.3 million to buildings and improvements, and $ 0.5 million to intangible assets.

Additionally, the Company assumed $ 0.1 million in intangible liabilities.

During the six months ended June 30, 2020, the Company acquired two industrial buildings containing approximately 79,000 square feet and two improved land parcels containing approximately 5.5 acres.

The total aggregate initial investment, including acquisition costs, was approximately $ 41.1 million, of which $ 30.9 million was recorded to land, $ 8.9 million to buildings and

improvements, and $ 1.3 million to intangible assets.

During the nine months ended September 30, 2020, the Company acquired three industrial buildings containing approximately 101,000 square feet and two improved land parcels containing approximately 5.5 acres.

The total aggregate initial investment,

including acquisition costs, was approximately $ 47.6 million, of which $ 34.8 million was recorded to land, $ 11.0 million to buildings and improvements, and $ 1.8 million to intangible assets.

Additionally, the Company assumed $ 0.7 million in intangible liabilities.

The Company recorded revenues and net income for the three months ended June 30, 2020 of approximately $ 0.5 million and $ 0.4 million, respectively, and recorded revenues and net income for the six months ended June 30, 2020 of approximately $ 0.6 million and $ 0.5 million, respectively, related to the 2020 acquisitions.

During the three months ended June 30, 2019, the Company acquired two industrial buildings containing approximately 119,000 square feet.

The Company recorded revenues and net income for the three months ended September 30, 2020 of approximately $ 0.8 million and $ 0.4 million, respectively, and recorded revenues and net income for the nine months ended September 30, 2020 of approximately $ 1.5 million and $ 0.7 million, respectively, related to the 2020 acquisitions.

During the three months ended September 30, 2019, the Company acquired 11 industrial buildings containing approximately 442,000 square feet and one improved land parcel containing approximately 2.0 acres.

The total aggregate initial investment, including acquisition costs, was approximately $ 148.3 million, of which $ 118.6 million was recorded to land, $ 25.4 million to buildings and improvements, and $ 4.3 million to intangible assets.

Additionally, the Company assumed $ 3.5 million in intangible liabilities.

During the six months ended June 30, 2019, the Company acquired four industrial buildings containing approximately 165,000 square feet, and two improved land parcels containing approximately 19.7 acres.

During the nine months ended September 30, 2019, the Company acquired 15 industrial buildings containing approximately 608,000 square feet, and three improved land parcels containing approximately 21.7 acres.

The total aggregate initial investment, including acquisition costs, was approximately $ 267.7 million, of which $ 213.0 million was recorded to land, $ 43.2 million to buildings and improvements, and $ 11.5 million to intangible assets.

Additionally, the Company assumed $ 9.9 million in intangible liabilities.

The Company recorded revenues and net income for the three months ended June 30, 2019 of approximately $ 1.2 million and $ 0.6 million, respectively, and recorded revenues and net income for the six months ended June 30, 2019 of approximately $ 1.4 million and $ 0.7 million, respectively, related to the 2019 acquisitions.

The Company recorded revenues and net income for the three months ended September 30, 2019 of approximately $ 2.4 million and $ 0.9 million, respectively, and recorded revenues and net income for the nine months ended September 30, 2019 of approximately $ 3.8 million and $ 1.6 million, respectively, related to the 2019 acquisitions.

The above assets and liabilities were recorded at fair value, which uses Level 3 inputs.

The properties were acquired from unrelated third parties using existing cash on hand, proceeds from property sales, issuance of common stock and borrowings on the revolving credit facility.

As of June 30, 2020, the Company had two properties under redevelopment expected to contain approximately 0.5 million square feet upon completion with a total expected investment of approximately $ 97.0 million, including redevelopment costs, capitalized interest and other costs of approximately $ 89.8 million.

The Company capitalized interest associated with redevelopment and expansion activities of approximately $ 0.4 million and $ 0.8 million, respectively, during the three months ended June 30, 2020 and 2019 and approximately $ 1.0 million and $ 1.6 million, respectively, during the six months ended June 30, 2020 and 2019.

As of September 30, 2020, the Company had one property under redevelopment expected to contain approximately 0.2 million square feet upon completion with a total expected investment of approximately $ 63.3 million, including redevelopment costs, capitalized interest and other costs of approximately $ 61.2 million.

During the third quarter of 2020, the Company completed redevelopment of its Kent 192 property in Seattle, Washington, an approximately 0.2 million square foot redevelopment property.

The total investment was approximately $ 33.9 million.

The Company capitalized interest associated with redevelopment and expansion activities of approximately $ 0.4 million and $ 0.9 million, respectively, during the three months ended September 30, 2020 and 2019 and approximately $ 1.5 million and $ 2.5 million, respectively, during the nine months ended September 30, 2020 and 2019.

Held for Sale/Disposed Assets

1 unchanged sentence

Properties held for sale are reported at the lower of the carrying amount or fair value less estimated costs to sell and are not depreciated while they are held for sale.

As of June 30, 2020, the Company had entered into an agreement with a third-party purchaser to sell one property located in the Miami, Florida market for a sales price of approximately $ 22.2 million (net book value of approximately $ 11.8 million).

The sale of the property is subject to various closing conditions.

The following summarizes the condensed results of operations of the property held for sale as of June 30, 2020 for the three and six months ended June 30, 2020 and 2019 (dollars in thousands):

For the Three Months Ended June 30, For the Six Months Ended June 30,

2020 2019 2020 2019

Revenues $ 370 $ 243 $ 740 $ 554

Property operating expenses ( 117 ) ( 99 ) ( 210 ) ( 200 )

Depreciation and amortization ( 102 ) ( 105 ) ( 204 ) ( 209 )

Income from operations $ 151 $ 39 $ 326 $ 145

During the six months ended June 30, 2020, the Company sold three properties located in the Washington, D.C.

market for a total aggregate sales price of approximately $ 51.3 million, resulting in a gain of approximately $ 17.8 million.

During the six months ended June 30, 2019, the Company sold one property located in the Los Angeles market for a sales price of approximately $ 12.4 million, resulting in a gain of approximately $ 4.5 million.

As of September 30, 2020, the Company had no properties held for sale.

During the nine months ended September 30, 2020, the Company sold three properties located in the Washington, D.C.

market for a total aggregate sales price of approximately $ 51.3 million, resulting in a gain of approximately $ 17.8 million and one property located in the Miami market for a sales price of approximately $ 22.2 million, resulting in a gain of approximately $ 9.0 million.

During the nine months ended September 30, 2019, the Company sold one property located in the Los Angeles market for a sales price of approximately $ 12.4 million, resulting in a gain of approximately $ 4.5 million and one property located in the Miami market for a sales price of approximately $ 14.0 million, resulting in a gain of $ 1.8 million.

Senior Secured Loan

The Company had a Senior Secured Loan outstanding to a borrower that bore interest at an annual interest rate of 8.0 % and was fully repaid during the three months ended June 30, 2020.

The Senior Secured Loan was secured by a portfolio of six improved land parcels located primarily in Newark, New Jersey.

As of June 30, 2020 and December 31, 2019, there was approximately $ 0 and $ 15.9 million, respectively, net of deferred loan fees of approximately $ 0 and $ 0.1 million, respectively, outstanding on the Senior Secured Loan and approximately $ 0 and $ 0.3 million, respectively, of interest receivable outstanding on the Senior Secured Loan.

The Company had a Senior Secured Loan outstanding to a borrower that bore interest at a fixed annual interest rate of 8.0 %.

The Senior Senior Secured Loan was fully repaid in May 2020 and was secured by a portfolio of six improved land parcels located primarily in Newark, New Jersey.

As of September 30, 2020 and December 31, 2019, there was approximately $ 0 and $ 15.9 million, respectively, net of deferred loan fees of approximately $ 0 and $ 0.1 million, respectively, outstanding on the Senior Secured Loan and approximately $ 0 and $ 0.3 million, respectively, of interest receivable outstanding on the Senior Secured Loan.

Interest receivable is included as a component of other assets in the accompanying consolidated balance sheets.

As of June 30, 2020, the Company had $ 50.0 million of senior unsecured notes that mature in September 2022, $ 100.0 million of senior unsecured notes that mature in July 2024, $ 50.0 million of senior unsecured notes that mature in July 2026,$ 50.0 million of senior unsecured notes that mature in October 2027, $ 100.0 million of senior unsecured notes that mature in December 2029 (collectively, the “Senior Unsecured Notes”), and a credit facility (the “Facility”), which consists of a $ 250.0 million unsecured revolving credit facility that matures in October 2022, and a $ 100.0 million term loan that matures in January 2022.

As of both June 30, 2020 and December 31, 2019, there were no borrowings outstanding on the revolving credit facility and $ 100.0 million of borrowings outstanding on the term loan.

As of June 30, 2020, the Company had one interest rate cap to hedge the variable cash flows associated with its $ 100.0 million term loan.

As of September 30, 2020, the Company had $ 50.0 million of senior unsecured notes that mature in September 2022, $ 100.0 million of senior unsecured notes that mature in July 2024, $ 50.0 million of senior unsecured notes that mature in July 2026, $ 50.0 million of senior unsecured notes that mature in October 2027, $ 100.0 million of senior unsecured notes that mature in December 2029 (collectively, the “Senior Unsecured Notes”), and a credit facility (the “Facility”), which consists of a $ 250.0 million unsecured revolving credit facility that matures in October 2022, and a $ 100.0 million term loan that matures in January 2022.

As of both September 30, 2020 and December 31, 2019, there were no borrowings outstanding on the revolving credit facility and $ 100.0 million of borrowings outstanding on the term loan.

As of September 30, 2020, the Company had one interest rate cap to hedge the variable cash flows associated with $ 50.0 million of its $ 100.0 million variable-rate term loan.

As of December 31, 2019, the Company had two interest rate caps to hedge the variable cash flows associated with its existing $ 100.0 million variable-rate term loan.

3 unchanged sentences

Interest on the Facility, including the term loan, is generally to be paid based upon, at the Company’s option, either (i) LIBOR plus the applicable LIBOR margin or (ii) the applicable base rate which is the greatest of the administrative agent’s prime rate, 0.50 % above the federal funds effective rate, or thirty-day LIBOR plus the applicable LIBOR margin for LIBOR rate loans under the Facility plus 1.25 %.

The applicable LIBOR margin will range from 1.05 % to 1.50 % ( 1.05 % as of June 30, 2020) for the revolving credit facility and 1.20 % to 1.70 % ( 1.20 % as of June 30, 2020) for the $ 100.0 million term loan that matures in January 2022, depending on the ratio of the Company’s outstanding consolidated indebtedness to the value of the Company’s consolidated gross asset value.

The applicable LIBOR margin will range from 1.05 % to 1.50 % ( 1.05 % as of September 30, 2020) for the revolving credit facility and 1.20 % to 1.70 % ( 1.20 % as of September 30, 2020) for the $ 100.0 million term loan that matures in January 2022, depending on the ratio of the Company’s outstanding consolidated indebtedness to the value of the Company’s consolidated gross asset value.

The Facility requires quarterly payments of an annual facility fee in an amount ranging from 0.15 % to 0.30 %, depending on the ratio of the Company’s outstanding consolidated indebtedness to the value of the Company’s consolidated gross asset value.

2 unchanged sentences

The Facility and the Senior Unsecured Notes include a series of financial and other covenants with which the Company must comply.

The Company was in compliance with the covenants under the Facility and the Senior Unsecured Notes as of June 30, 2020 and December 31, 2019.

As of June 30, 2020, the Company had one mortgage loan payable, net of deferred financing costs, totaling approximately $ 11.5 million, which bore interest at a weighted average fixed annual rate of 5.5 %.

The Company was in compliance with the covenants under the Facility and the Senior Unsecured Notes as of September 30, 2020 and December 31, 2019.

As of September 30, 2020, the Company had one mortgage loan payable, net of deferred financing costs, totaling approximately $ 11.4 million, which bore interest at a weighted average fixed annual rate of 5.5 %.

The mortgage loan payable is collateralized by one property, is non-recourse and requires monthly interest and principal payments until it matures in April 2021.

As of December 31, 2019, the Company had two mortgage loans payable, net of deferred financing costs, totaling approximately $ 44.3 million, which bore interest at a weighted average fixed annual interest rate of 4.1 %.

As of June 30, 2020 and December 31, 2019, the total gross book value of the properties securing the debt was approximately $ 33.9 million and $ 114.9 million, respectively.

The scheduled principal payments of the Company’s debt as of June 30, 2020 were as follows (dollars in thousands):

As of September 30, 2020 and December 31, 2019, the total gross book value of the properties securing the debt was approximately $ 32.7 million and $ 114.9 million, respectively.

The scheduled principal payments of the Company’s debt as of September 30, 2020 were as follows (dollars in thousands):

Facility Term Loan Senior

11 unchanged sentences

Weighted average interest rate n/a 1.4 % 3.8 % 5.5 % 3.3 %

The following is a schedule of minimum future cash rentals on tenant operating leases in effect as of June 30, 2020.

The following is a schedule of minimum future cash rentals on tenant operating leases in effect as of September 30, 2020.

The schedule does not reflect future rental revenues from the renewal or replacement of existing leases and excludes property operating expense reimbursements (dollars in thousands):

2020 $ 67,785

2020 (3 months) $ 35,582

Thereafter 149,208

19 unchanged sentences

The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings.

As of June 30, 2020, the Company had one interest rate cap to hedge the variable cash flows associated with $ 50.0 million of its existing $ 100.0 million variable-rate term loan.

As of September 30, 2020, the Company had one interest rate cap to hedge the variable cash flows associated with $ 50.0 million of its existing $ 100.0 million variable-rate term loan.

The cap has a notional value of $ 50.0 million and will effectively cap the annual interest rate payable at 4.0 % plus 1.20 % to 1.70 %, depending on leverage, with respect to $ 50.0 million for the period from December 1, 2014 (effective date) to May 4, 2021.

7 unchanged sentences

Strike Fair Value Notional Amount

June 30, 2020 December 31, 2019 June 30, 2020 December 31, 2019

September 30, 2020 December 31, 2019 September 30, 2020 December 31, 2019

Interest rate cap 12/1/2014 5/4/2021 4.0 % $ — $ — $ 50,000 $ 50,000

3 unchanged sentences

The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings into interest expense.

The following table presents the effect of the Company’s derivative financial instruments on its accompanying consolidated statements of operations for the three and six months ended June 30, 2020 and 2019 (dollars in thousands):

For the Three Months Ended June 30, For the Six Months Ended June 30,

The following table presents the effect of the Company’s derivative financial instruments on its accompanying consolidated statements of operations for the three and nine months ended September 30, 2020 and 2019 (dollars in thousands):

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2020 2019 2020 2019

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This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves.

As of June 30, 2020, the Company applied the provisions of this standard to the valuation of its interest rate caps.

The following sets forth the Company’s financial instruments that are accounted for at fair value on a recurring basis as of June 30, 2020 and December 31, 2019 (dollars in thousands):

As of September 30, 2020, the Company applied the provisions of this standard to the valuation of its interest rate caps.

The following sets forth the Company’s financial instruments that are accounted for at fair value on a recurring basis as of September 30, 2020 and December 31, 2019 (dollars in thousands):

Fair Value Measurement Using

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Interest rate caps at:

June 30, 2020 $ — $ — $ — $ —

September 30, 2020 $ — $ — $ — $ —

December 31, 2019 $ — $ — $ — $ —

Financial Instruments Disclosed at Fair Value

As of June 30, 2020 and December 31, 2019, the fair values of cash and cash equivalents, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these investments or liabilities based on Level 1 inputs.

As of September 30, 2020 and December 31, 2019, the fair values of cash and cash equivalents, accounts receivable and accounts payable approximated their carrying values because of the short-term nature of these investments or liabilities based on Level 1 inputs.

The fair values of the Company’s derivative instruments were evaluated based on Level 2 inputs.

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The fair value of the Company’s Senior Secured Loan approximated its carrying value because the interest rate approximates the market lending rate available to the borrower, which is a Level 2 input.

The following table sets forth the carrying value and the estimated fair value of the Company’s Senior Secured Loan and debt as of June 30, 2020 and December 31, 2019 (dollars in thousands):

The following table sets forth the carrying value and the estimated fair value of the Company’s Senior Secured Loan and debt as of September 30, 2020 and December 31, 2019 (dollars in thousands):

Fair Value Measurement Using

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Senior secured loan at:

June 30, 2020 $ — $ — $ — $ — $ —

September 30, 2020 $ — $ — $ — $ — $ —

December 31, 2019 $ 15,915 $ — $ 15,915 $ — $ 15,858

June 30, 2020 $ 495,763 $ — $ 495,763 $ — $ 459,044

September 30, 2020 $ 485,308 $ — $ 485,308 $ — $ 459,083

December 31, 2019 $ 503,028 $ — $ 503,028 $ — $ 491,575

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The Company’s authorized capital stock consists of 400,000,000 shares of common stock, $ 0.01 par value per share, and 100,000,000 shares of preferred stock, $ 0.01 par value per share.

The Company has an at-the-market equity offering program (the “$ 300 Million ATM Program”) pursuant to which the Company may issue and sell shares of its common stock having an

aggregate offering price of up to $ 300.0 million ($ 93.3 million remaining as of June 30, 2020) in amounts and at times to be determined by the Company from time to time.

The Company has an at-the-market equity offering program (the “$ 300 Million ATM Program”) pursuant to which the Company may issue and sell shares of its common stock having an aggregate offering price of up to $ 300.0 million ($ 92.9 million remaining as of September 30, 2020) in amounts and at times to

be determined by the Company from time to time.

Prior to the implementation of the $ 300 Million ATM Program, the Company had a $ 250.0 million ATM program (the “$ 250 Million ATM Program”), which was substantially utilized as of May 31, 2019 and which is no longer active.

Actual sales under the $ 300 Million ATM Program, if any, will depend on a variety of factors to be determined by the Company from time to time, including, among others, market conditions, the trading price of the Company’s common stock, determinations by the Company of the appropriate sources of funding for the Company and potential uses of funding available to the Company.

During the three and six months ended June 30, 2020, the Company issued an aggregate of 619,300 and 1,046,327 shares, respectively, of common stock at a weighted average offering price of $ 52.81 and $ 53.04 per share, respectively, under the $ 300 Million ATM Program, resulting in net proceeds of approximately $ 32.2 million and $ 54.7 million, respectively, and paying total compensation to the applicable sales agents of approximately $ 0.5 million and $ 0.8 million, respectively.

During the three and six months ended June 30, 2019, the Company issued an aggregate of 2,375,270 and 4,364,071 shares, respectively, of common stock at a weighted average offering price of $ 45.76 and $ 43.77 per share, respectively, under the $ 300 Million ATM Program and the $ 250 Million ATM Program, resulting in net proceeds of approximately $ 107.1 million and $ 188.2 million, respectively, and paying total compensation to the applicable sales agents of approximately $ 1.6 million and $ 2.8 million, respectively.

The Company has a share repurchase program authorizing the Company to repurchase up to 3,000,000 shares of its outstanding common stock from time to time through December 31, 2020.

During the three and nine months ended September 30, 2020, the Company issued an aggregate of 8,250 and 1,054,577 shares, respectively, of common stock at a weighted average offering price of $ 59.92 and $ 53.09 per share, respectively, under the $ 300 Million ATM Program, resulting in net proceeds of approximately $ 0.5 million and $ 55.2 million, respectively, and paying total compensation to the applicable sales agents of approximately $ 7,000 and $ 0.8 million, respectively.

During the three and nine months ended September 30, 2019, the Company issued an aggregate of 1,458,630 and 5,822,701 shares, respectively, of common stock at a weighted average offering price of $ 50.28 and $ 45.40 per share, respectively, under the $ 300 Million ATM Program and the $ 250 Million ATM Program, resulting in net proceeds of approximately $ 72.3 million and $ 260.5 million, respectively, and paying total compensation to the applicable sales agents of approximately $ 1.1 million and $ 3.8 million, respectively.

The Company has a share repurchase program authorizing the Company to repurchase up to 3,000,000 shares of its outstanding common stock from time to time through December 31, 2022 (extended from December 31, 2020 by the Board of Directors on November 3, 2020).

Purchases made pursuant to the program will be made in either the open market or in privately negotiated transactions as permitted by federal securities laws and other legal requirements.

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The program may be suspended or discontinued at any time.

As of June 30, 2020, the Company had not repurchased any shares of stock pursuant to its share repurchase program.

In connection with the Annual Meeting of Stockholders on May 5, 2020, the Company granted a total of 11,190 shares of the Company's common unrestricted stock to its independent directors under the 2019 Plan with a grant date fair value per share of $ 53.62 .

The grant date fair value of the common stock was determined using the closing price of the Company’s common stock on the date of the grant.

The Company recognized approximately $ 0.6 million in compensation costs for both the three and six months ended June 30, 2020 related to this issuance.

As of September 30, 2020, the Company had not repurchased any shares of stock pursuant to its share repurchase program.

In connection with the Annual Meeting of Stockholders on May 5, 2020, the Company granted a total of 11,190 shares of the Company's unrestricted common stock to its independent directors under the 2019 Plan with a grant date fair value per share of $ 53.62 .

The grant date fair value of the unrestricted common stock was determined using the closing price of the Company’s common stock on the date of the grant.

The Company recognized approximately $ 0 and $ 0.6 million in compensation costs for the three and nine months ended September 30, 2020, respectively, related to this issuance.

In 2019, the Company established a Non-Qualified Deferred Compensation Plan (“Deferred Compensation Plan”) maintained for the benefit of select employees and members of the Company’s Board of Directors, in which certain of their cash and equity-based compensation may be deposited.

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Subsequent changes in the fair value of the shares are not recognized.

During the three and six months ended June 30, 2020 , 3,730 and 139,224 shares, respectively, of common stock were deposited into the Deferred Compensation Plan.

As of June 30, 2020, there were 1,898,961 shares of common stock authorized for issuance as restricted stock grants, unrestricted stock awards or Performance Share awards under the 2019 Plan, of which 1,429,652 were remaining available for issuance.

The grant date fair value per share of restricted stock awards issued during the period from February 16, 2010 (commencement of operations) to June 30, 2020 ranged from $ 14.20 to $ 58.08 .

The fair value of the restricted stock that was granted during the six months ended June 30, 2020 was approximately $ 1.2 million and the vesting period for the restricted stock is three years .

As of June 30, 2020, the Company had approximately $ 5.8 million of total unrecognized compensation costs related to restricted stock issuances, which is expected to be recognized over a remaining weighted average period of approximately 3.5 years.

The Company recognized compensation costs of approximately $ 0.7 million and $ 0.4 million for the three months ended June 30, 2020 and 2019, respectively, and approximately $ 1.4 million and $ 0.9 million for the six months ended June 30, 2020 and 2019, respectively, related to the restricted stock issuances.

The following is a summary of the total restricted shares granted to the Company’s executive officers and employees with the related weighted average grant date fair value share prices for the six months ended June 30, 2020:

During the three and nine months ended September 30, 2020 , 0 and 139,224 shares, respectively, of common stock were deposited into the Deferred Compensation Plan.

As of September 30, 2020, there were 1,898,961 shares of common stock authorized for issuance as restricted stock grants, unrestricted stock awards or Performance Share awards under the 2019 Plan, of which 1,376,906 were remaining available for issuance.

The grant date fair value per share of restricted stock awards issued during the period from February 16, 2010 (commencement of operations) to September 30, 2020 ranged from $ 14.20 to $ 60.83 .

The fair value of the restricted stock that was granted during the nine months ended September 30, 2020 was approximately $ 4.7 million and the vesting period for the restricted stock is three to five years .

As of September 30, 2020, the Company had approximately $ 8.5 million of total unrecognized compensation costs related to restricted stock issuances, which is expected to be recognized over a remaining weighted average period of approximately 4.0 years.

The Company recognized compensation costs of approximately $ 0.6 million and $ 0.4 million for the three months ended September 30, 2020 and 2019, respectively, and approximately $ 2.0 million and $ 1.3 million for the nine months ended September 30, 2020 and 2019, respectively, related to the restricted stock issuances.

Restricted Stock Activity:

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Vested ( 295,936 ) 21.07

Non-vested shares outstanding as of June 30, 2020 438,483 $ 29.52

The following is a vesting schedule of the total non-vested shares of restricted stock outstanding as of June 30, 2020:

Non-vested shares outstanding as of September 30, 2020 203,729 $ 50.19

The following is a vesting schedule of the total non-vested shares of restricted stock outstanding as of September 30, 2020:

Non-vested Shares Vesting Schedule Number of Shares

2020 (3 months) —

Thereafter 57,540

Total Non-vested Shares 203,729

Long-Term Incentive Plan:

As of June 30, 2020, there are three open performance measurement periods for the Performance Share awards:

As of September 30, 2020, there are three open performance measurement periods for the Performance Share awards:

January 1, 2018 to December 31, 2020, January 1, 2019 to December 31, 2021, and January 1, 2020 to December 31, 2022.

During the six months ended June 30, 2020, the Company issued 135,494 shares of common stock at a price of $ 54.22 per share related to the Performance Share awards for the performance period from January 1, 2017 to December 31, 2019.

During the nine months ended September 30, 2020, the Company issued 135,494 shares of common stock at a price of $ 54.22 per share related to the Performance Share awards for the performance period from January 1, 2017 to December 31, 2019.

The expense related to the open Performance Share awards granted prior to January 1, 2019 varies quarter to quarter based on the Company’s relative share price performance.

The following table summarizes certain information with respect to the Performance Share awards granted prior to January 1, 2019 (dollars in thousands):

Fair Value Performance Share Period Fair Value June 30, 2020 Accrual June 30, 2020 Expense for the Three Months Ended June 30, Expense for the Six Months Ended June 30,

Fair Value Performance Share Period Maximum Potential Payout Fair Value September 30, 2020 Accrual September 30, 2020 Expense for the Three Months Ended September 30, Expense for the Nine Months Ended September 30,

2020 2019 2020 2019

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The following table summarizes certain information with respect to the Performance Share awards granted on or after January 1, 2019 (dollars in thousands):

Performance Share Period Fair Value on Date of Grant Expense for the Three Months Ended June 30, Expense for the Six Months Ended June 30,

Performance Share Period Fair Value on Date of Grant Expense for the Three Months Ended September 30, Expense for the Nine Months Ended September 30,

2020 2019 2020 2019

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Total $ 10,401 $ 866 $ 402 $ 2,600 $ 1,207

The following table sets forth the cash dividends paid or payable per share during the six months ended June 30, 2020:

The following table sets forth the cash dividends paid or payable per share during the nine months ended September 30, 2020:

For the Three Months Ended Security Dividend per

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June 30, 2020 Common stock $ 0.27 May 5, 2020 June 30, 2020 July 14, 2020

September 30, 2020 Common stock $ 0.29 August 4, 2020 October 2, 2020 October 16, 2020

Net Income (Loss) Per Share

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The Company’s non-vested shares of restricted stock are considered participating securities since these share-based awards contain non-forfeitable rights to dividends irrespective of whether the awards ultimately vest or expire.

The Company had no antidilutive securities or dilutive restricted stock awards outstanding for both the three and six months ended June 30, 2020 and 2019.

The Company had no antidilutive securities or dilutive restricted stock awards outstanding for both the three and nine months ended September 30, 2020 and 2019.

In accordance with the Company’s policies of determining whether instruments granted in share-based payment transactions are participating securities and accounting for earnings per share, the net income (loss) per common share is adjusted for earnings distributed through declared dividends (if any) and allocated to all participating securities (weighted average common shares outstanding and unvested restricted shares outstanding) under the two-class method.

Under this method, allocations were made to 438,595 and 385,587 of weighted average unvested restricted shares outstanding for the three months ended June 30, 2020 and 2019, respectively, and 436,567 and 387,542 of weighted average unvested restricted shares outstanding for the six months ended June 30, 2020 and 2019, respectively.

Under this method, allocations were made to 291,893 and 406,970 of weighted average unvested restricted shares outstanding for the three months ended September 30, 2020 and 2019, respectively, and 387,990 and 394,089 of weighted average unvested restricted shares outstanding for the nine months ended September 30, 2020 and 2019, respectively.

Performance Share awards which may be payable in shares of the Company’s common stock after the conclusion of each pre-established performance measurement period are included as contingently issuable shares in the calculation of diluted weighted average common shares of stock outstanding assuming the reporting period is the end of the measurement period, and the effect is dilutive.

Diluted shares related to the Performance Share awards were 407,139 and 294,570 for both the three and six months ended June 30, 2020 and 2019, respectively.

Diluted shares related to the Performance Share awards were 259,854 and 294,570 for both the three and nine months ended September 30, 2020 and 2019, respectively.

Commitments and Contingencies

Contractual Commitments.

As of August 4, 2020, the Company has one outstanding contract with a third-party seller to acquire one improved land parcel for a total of approximately 7.0 acres.

There is no assurance that the Company will acquire the property under contract because the proposed acquisition is subject to due diligence and various closing conditions.

The following table summarizes certain information with respect to the property the Company has under contract:

As of November 3, 2020, the Company has five outstanding contracts with third-party sellers to acquire three buildings and two improved land parcels consisting of 8.3 acres for a total aggregate anticipated purchase price of $ 42.5 million.

There is no assurance that the Company will acquire the properties under contract because the proposed acquisitions are subject to due diligence and various closing conditions.

The following table summarizes certain information with respect to the properties the Company has under contract:

Market Number of

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Los Angeles 1

1 12,618 $ 14,300 $ —

Northern New Jersey/New York City

1 16,159 10,625 —

San Francisco Bay Area — — — —

Miami — — — —

Seattle 1 38,883 11,737 —

Washington, D.C.

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1 Includes one improved land parcel containing approximately 2.5 acres.

As of August 4, 2020, the Company has executed two non-binding letters of intent with third-party sellers to acquire one industrial building consisting of approximately 13,000 square feet and one improved land parcel consisting of approximately 4.7 acres for a total anticipated purchase price of approximately $ 22.7 million.

2 Includes one improved land parcel containing approximately 5.8 acres.

As of November 3, 2020, the Company has executed two non-binding letter of intent with third-party sellers to acquire four industrial buildings consisting of approximately 125,000 square feet and one improved land parcel consisting of approximately 2.2 acres for a purchase price of approximately $ 25.6 million.

In the normal course of its business, the Company enters into non-binding letters of intent to purchase properties from third parties that may obligate the Company to make payments or perform other obligations upon the occurrence of certain events, including the execution of a purchase and sale agreement and satisfactory completion of various due diligence matters.

There can be no assurance that the Company will enter into purchase and sale agreements with respect to these properties or otherwise complete any such prospective purchases on the terms described or at all.

There can be no assurance that the Company will enter into a purchase and sale agreement with respect to the property or otherwise complete any such prospective purchase on the terms described or at all.

Subsequent Events

The COVID-19 pandemic, and mitigation measures put in place by governments to slow it, have caused widespread economic disruption.

The Company is headquartered in San Francisco, California and its employees have been working remotely in compliance with shelter-in-place orders mandated across the San Francisco Bay Area on March 16, 2020.

The Company utilizes local, third-party property managers, and they are generally under similar shelter-in-place orders and are working remotely.

The Company has business continuity and communication plans that the Company believes, although there can be no assurance, allow the Company to operate and manage its portfolio effectively during such disruptions.

The Company expects that even after shelter-in-place orders have been lifted, it will, for the intermediate term, employ lower density work arrangements consistent with social distancing and the Company’s business continuity plan.

Terreno Realty Corporation continues to work with its customers who have been forced to close or otherwise limit operations or whose businesses have been adversely impacted during the pandemic to, on a case-by-case basis, provide rent deferments.

For vacant space and upcoming lease expirations, the current leasing environment has slowed due to shelter-in-place orders, which will reduce revenue from what it would be in a normal leasing environment.

With regard to rent billed for July 2020, the Company received, as of August 4, 2020, approximately 95 % of such rent in cash and an additional 1 % by applying security deposits.

As of August 4, 2020:

• 174 tenants, representing approximately 36.0 % of the Company’s total tenants had requested rent deferral or abatement.

Such requests aggregated 7.0 % of the Company’s annualized base rent;

• Of the 174 requests, the Company granted rent deferrals to 61 tenants aggregating 2.7 % of annualized base rent ( 35.1 % of total requests by number and 38.7 % by dollar amount) which represents 76.7 % of the total dollar deferral requests ( 3.6 % of annualized base rent) from those tenants.

The Company did not grant any rent abatement;

• The Company denied 50 tenant requests aggregating 1.8 % of annualized base rent ( 28.7 % of total requests by number and 25.7 % by dollar amount).

59 tenants aggregating 1.6 % of annualized base rent requesting rent deferral or abatement rescinded their requests ( 33.3 % of requests by number and 22.5 % by dollar amount);

• The Company is still in discussions with four tenants who are requesting 0.05 % of the Company's annualized base rent in rent deferral or abatement ( 2.3 % of requests by number and 0.7 % by dollar amount);

• The Company may in the future amend or enter into additional rent deferral agreements.

The acquisition and disposition markets have slowed as market participants search for price discovery.

The Company’s acquisition volume will remain dependent on both the quality and pricing of the opportunity set and the price of its stock relative to net asset value per share.

The Company has no remaining debt maturities in 2020, an $ 11.5 million mortgage loan maturing in April 2021, and no balance outstanding on its $ 250.0 million revolving credit facility.

In addition, the Company had a cash and cash equivalents balance of approximately $ 148.3 million as of June 30, 2020, in the accompanying consolidated balance sheets.

On July 9, 2020, the Company terminated a lease with the existing tenant at its Belleville property and executed a new lease with a leading e-commerce firm.

The lease termination fee received was approximately $ 3.3 million and the deferred rent receivable write-off was approximately $ 3.4 million.

On July 10, 2020, the Company acquired one industrial building totaling 22,000 square feet located in South San Francisco, CA for a total purchase price of approximately $ 6.3 million.

The Company continues to work with its customers who have been forced to close or otherwise limit operations or whose businesses have been adversely impacted during the COVID-19 pandemic to, on a case-by-case basis, provide rent deferments.

Through November 3, 2020, the Company has granted rent deferrals to 59 tenants aggregating approximately 2.6 % of annualized base rent.

No rent abatements were granted.

For the 59 rent deferrals granted:

• 13 tenants aggregating 0.1 % of annualized base rent ( 5.4 % of total deferrals) have completed their rent deferral period and have fully repaid the deferral amounts;

• 34 tenants aggregating 2.2 % of annualized base rent ( 82.3 % of total deferrals) have not completed their rent deferral repayment period and are fulfilling the terms of their deferral agreements;

• 12 tenants aggregating 0.3 % of annualized base rent ( 12.3 % of total deferrals) have defaulted on their rent deferral repayments.

On October 26, 2020, the Company acquired one improved land parcel consisting of approximately 1.9 acres located in Los Angeles, California, for a total purchase price of approximately $ 10.0 million.

The property was acquired from an unrelated third-party using existing cash on hand.

On July 23, 2020, the Company sold one industrial building totaling 192,500 square feet located in Miami Lakes, Florida for a sales price of approximately $ 22.2 million.

The property was sold to an unrelated third party.

On August 4, 2020, the Company’s board of directors declared a cash dividend in the amount of $ 0.29 per share of its common stock payable on October 16, 2020 to the stockholders of record as of the close of business on October 2, 2020.

On November 3, 2020, the Company’s board of directors declared a cash dividend in the amount of $ 0.29 per share of its common stock payable on January 5, 2021 to the stockholders of record as of the close of business on December 15, 2020.

On November 3, 2020, the Company’s board of directors approved an extension of the share repurchase program which will authorize the Company to repurchase up to 3,000,000 shares of its outstanding common stock from time to time through December 31, 2022 .

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.

What changed 10-Q

Item 1. Financial Statements