Item 1.01 Entry into a Marital Definitive Agreement.
On December 10, 2020, Gladstone Land Limited Partnership (the "Operating
Partnership"), a wholly-owned subsidiary of Gladstone Land Corporation
("Gladstone Land"), through Gladstone Lending Company, LLC (the "Borrower"), a
wholly-owned subsidiary of the Operating Partnership (the Borrower, together
with the Operating Partnership and Gladstone Land, collectively, the "Company"),
entered into an amended and restated bond purchase agreement (the "Amended and
Restated Bond Purchase Agreement") with Federal Agricultural Mortgage
Corporation ("Farmer Mac") and Farmer Mac Mortgage Securities Corporation (the
"Bond Purchaser"), increasing the secured note purchase facility to provide for
bond issuances up to an aggregate principal amount of $225.0 million (the
"Farmer Mac Facility"). In addition, the Amended and Restated Bond Purchase
Agreement extended the date up to which the Company can issue new bonds to May
31, 2023 and final maturity date for bonds issued under the Farmer Mac Facility
to December 31, 2030. The Amended and Restated Bond Purchase Agreement also
included certain adjustments to the Fixed Charge Coverage Ratio definition and
the Fixed Charge Ratio Covenant. All other terms of the Bond Purchase Agreement
remained the same. All capitalized terms not defined in this Current Report on
Form 8-K are defined in the Amended and Restated Bond Purchase Agreement.
In connection with the Amended and Restated Bond Purchase Agreement, on December
10, 2020, the Borrower also entered into an amended and restated pledge and
security agreement (the "Amended and Restated Pledge and Security Agreement") in
favor of the Bond Purchaser and Farmer Mac, which provides for the Borrower to
pledge, as collateral for bonds issued pursuant to the Farmer Mac Facility. All
terms of the Pledge and Security Agreement remained the same.
The Amended and Restated Bond Purchase Agreement and the Amended and Restated
Pledge Agreement continue to include customary events of default, the occurrence
of any of which, after any applicable cure period, would permit the Bond
Purchaser and Farmer Mac to, among other things, accelerate payment of all
amounts outstanding under the Farmer Mac Facility and to exercise its remedies
with respect to the pledged collateral, including foreclosure and sale of the
agricultural real estate underlying the pledged mortgage loans.
The foregoing summaries of the Amended and Restated Bond Purchase Agreement and
the Amended and Restated Pledge and Security Agreement are qualified in their
entirety by reference to the Amended and Restated Bond Purchase Agreement and
the Amended and Restated Pledge and Security Agreement, copies of which are
attached as Exhibits 10.1 and 10.2 hereto and are incorporated herein by
reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
10.1 Amended and Restated AgVantage Bond Purchase Agreement, dated as of
December 10, 2020, by and among Gladstone Lending Company, LLC, as
Issuer, Farmer Mac Mortgage Securities Corporation, as Bond Purchaser,
and Federal Agricultural Mortgage Corporation, as Guarantor.
10.2 Amended and Restated Pledge and Security Agreement, dated as of
December 10, 2020, by and among Gladstone Lending Company, LLC, as
Grantor, Farmer Mac Mortgage Securities Corporation, as Purchaser, and
Federal Agricultural Mortgage Corporation, as Collateral Agent and Bond
Guarantor.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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