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FPI

Farmland Partners Inc.
NYSE · REAL ESTATE · REAL ESTATE INVESTMENT TRUSTS
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MKT CAP $367.8MP/E 16.5DIV YIELD 5.93%FCF YIELD —REV TTM $51.5M −6.4%NET INCOME $25.7M −64.2%NET DEBT $215.7M52W 8.43 – 13.04SEC XBRL · TTM TO Invalid Date

How FPI rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
62%
of sentences unchanged
Added
76
new sentences
Dropped
93
sentences removed
Length
−667
words, now 17,104

New in FY2025

  • These risks include, but are not limited to, the following: • Our business is dependent in part upon the profitability of our tenants' farming operations, and a sustained downturn in the profitability of their farming operations could have a material adverse effect on the amount of rent we can collect and, consequently, our cash flow and ability to make distributions to our stockholders. • We have a substantial amount of indebtedness outstanding, which may expose us to the risk of default under our debt obligations, restrict our operations and our ability to grow our business and revenues, and restrict our ability to pay distributions to our stockholders. • Mortgage debt obligations expose us to the possibility of foreclosure, which could result in the loss of our investment in a property or group of properties subject to mortgage debt. • Our debt financing agreements may restrict our ability to engage in certain business activities, including our ability to incur additional indebtedness, make capital expenditures and make certain investments. • Increases in benchmark interest rates will increase our borrowing costs, which will negatively impact our financial condition, results of operations, growth prospects and ability to make distributions to stockholders, and will increase our tenants’ borrowing costs and may make it more difficult for them to obtain credit. • Global economic conditions, including elevated levels of inflation, supply chain disruptions and trade policies affecting imports and exports, could materially and adversely affect our and our tenants’ operations. • Approximately 60% of our portfolio is comprised of properties used to grow primary crops such as corn, soybeans, wheat, rice and cotton, which subjects us to risks associated with primary row crops. • Approximately 40% of our portfolio is comprised of properties used to grow permanent/specialty crops such as almonds, pistachios, citrus, avocados, strawberries, and edible beans, which have a higher risk profile than farmland used for annual row crops. • Our failure to continue to identify and consummate suitable farmland acquisitions would significantly impede our growth and our ability to further diversify our portfolio by geography, crop type and tenant. • We do not intend to continuously monitor and evaluate tenant credit quality, and our financial performance may be subject to risks associated with our tenants' financial condition and liquidity position, including that we may be unable to collect balances due on our leases from any tenants in financial distress or bankruptcy. • Our short-term leases make us more susceptible to any decreases in prevailing market rental rates than would be the case if we entered into longer-term leases. • We depend on external sources of capital that are outside of our control and may not be available to us on commercially reasonable terms or at all, which could limit our ability to, among other things, acquire additional properties, meet our capital and operating needs or make the cash distributions to our stockholders necessary to maintain our qualification as a REIT. • Illiquidity of real estate investments could significantly impede our ability to respond to adverse changes in the performance of our properties. • Laws in certain states where we own property prohibit or restrict the ownership of agricultural land by business entities, which could impede the growth of our portfolio and our ability to diversify geographically. • Our farms are exposed to the possibility of extreme weather events, such as droughts, tornadoes, hurricanes, wildfires and floods, which could damage farmland and equipment, adversely affect crop yields and the ability of farmers to pay rent to us or adversely impact the financing of such properties. • We may be subject to unknown or contingent liabilities related to acquired properties and properties that we may acquire in the future, including potential liability for environmental matters. • The loss of key management personnel could have a material adverse effect on our ability to implement our business strategy and to achieve our investment objectives. • Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on co-venturers’ financial condition and disputes between us and our co-venturers. • We may fail to realize some or all of the anticipated benefits of our ownership interest in the OZ Fund. • The FPI Loan Program exposes us to risks associated with being a lender. • Liability for uninsured or underinsured losses could materially and adversely affect our financial condition and cash flow. • We have previously been subject to, and may in the future be subject to, litigation or threatened litigation, which may require us to pay damages and expenses or restrict the operation of our business. • A cybersecurity incident and other technology disruptions could result in a violation of law or negatively impact our reputation and relationships with our tenants. • We may be required to permit the owners of certain third-party access rights on our properties to enter and occupy parts of the properties, including owners of mineral rights and power generation and transportation infrastructure, which could materially and adversely impact the rental value of our properties. • Conflicts of interest may exist or could arise in the future between the interests of our stockholders and the interests of holders of units in our Operating Partnership, which may impede business decisions that could benefit our stockholders. • Our charter contains certain provisions restricting the ownership and transfer of our stock that may delay, defer or prevent a change of control transaction that might involve a premium price for our common stock or that our stockholders otherwise believe to be in their best interests. • We could increase the number of authorized shares of stock, classify and reclassify unissued stock and issue stock, or the Operating Partnership may issue additional partnership units to third parties, without stockholder approval, which may delay, defer or prevent a transaction that our stockholders believe to be in their best interests. • Our Board of Directors may change our strategies, policies and procedures without stockholder approval. • Our charter contains provisions that make removal of our directors difficult, which could make it difficult for our stockholders to effect changes to our management. • Failure to maintain qualification as a REIT for U.S. federal income tax purposes would subject us to U.S. federal income tax on our taxable income at regular corporate rates, which would substantially reduce our ability to make distributions to our stockholders. • Complying with the REIT requirements may cause us to forego otherwise attractive opportunities or sell properties earlier or later than we wish. • We may be unable to make distributions at expected levels, which could result in a decrease in the market price of our common stock. • We are subject to risks associated with public health crises, such as pandemics and epidemics, which may have a material adverse effect on our business. • The market price and trading volume of our common stock may be highly volatile and low, respectively. • Future offerings of debt, which may rank senior to our common stock for purposes of dividend distributions or upon liquidation, or the issuance of Common units in connection with future acquisitions, may materially adversely affect us, including the trading price of our common stock. ​ ​ PART I ​ Item 1.
  • As of December 31, 2025, FPI owned a 98.1% interest in the Operating Partnership.
  • As the sole member of the sole general partner with control of the Operating Partnership, FPI is the primary beneficiary and therefore consolidates the Operating Partnership in accordance with accounting standards for consolidation of variable interest entities.
  • As of December 31, 2025, we owned farms with an aggregate of approximately 71,600 acres in Arkansas, California, Colorado, Illinois, Indiana, Louisiana, Missouri, Nebraska, South Carolina, Texas and West Virginia.
  • In addition, as of December 31, 2025, we owned land and buildings for four agriculture equipment dealerships in Ohio leased to Ag Pro Ohio, LLC (“Ag Pro”) under the John Deere brand.
  • As of December 31, 2025, the Operating Partnership owned a 9.97% equity interest in Promised Land Opportunity Zone Farms I, LLC (the “OZ Fund”), an unconsolidated equity method investment, that holds 11 properties (see “Note 1—Organization and Significant Accounting Policies—Equity Method Investments”).
  • As of December 31, 2025, approximately 60% of our owned portfolio (by value) was used to grow primary crops, such as corn, soybeans, wheat, rice and cotton, and approximately 40% was used to produce specialty crops, such as almonds, pistachios, citrus, avocados, strawberries, and edible beans.
  • In addition, we offer a loan program (the “FPI Loan Program”) pursuant to which we make loans to landowners with whom we have established relationships and third-party farmers (both tenant and non-tenant) to provide financing for business operations, property acquisitions, working capital requirements, operational farming activities, farming infrastructure projects and non-farming business needs. ​ FPI Agribusiness Inc., a wholly owned subsidiary (the “TRS” or “FPI Agribusiness”), is a taxable REIT subsidiary that was formed to provide volume purchasing services to the Company’s tenants and to directly operate farms under certain circumstances.
  • As of December 31, 2025, the TRS performed direct farming operations on 1,845 acres of permanent crop farmland owned by the Company located in California. ​ FPI strategically seeks opportunities to generate incremental revenues with environmentally friendly usage of our farmland.
  • As of December 31, 2025, 10 of our farms, which collectively comprised approximately 1,973 acres, had leases for operational or under-construction renewable energy production, and 12 of our farms, which collectively comprise approximately 4,211 acres, had options for potential future solar or wind development and operating lease.
  • We believe that this mix of fixed and variable rents will help insulate us from the variability of farming operations and reduce our credit-risk exposure to farm-operator tenants while making us an attractive landlord in certain regions where variable leases are customary.
  • However, we may be exposed to tenant credit risk and farming operation risks, particularly with respect to leases that do not require advance payment of 100% of the fixed rent, variable rent arrangements and leases with terms greater than one year. ​ Full Year 2025 Highlights ​ During 2025: ● Net income decreased 47.6% from $61.5 million for the year ended December 31, 2024 to $32.2 million for the year ended December 31, 2025; ● Adjusted Funds from Operation ("AFFO") increased 27% from $14.1 million for the year ended December 31, 2024 to $17.9 million for the year ended December 31, 2025; AFFO per weighted average common share increased 34.5% from $0.29 per share available to common stockholders for the year ended December 31, 2024 to $0.39 per share available to common stockholders for the year ended December 31, 2025; ● We completed dispositions of 60 properties in the Corn Belt, Delta and South, High Plains and West Coast regions for aggregate consideration of $90.2 million, including $2.1 million in seller financing, and recognized an aggregate net gain on sale of $34.9 million.
  • Of the 60 property dispositions, 23 properties were exchanged for the redemption and cancellation of 31,000 Series A preferred units; ● We completed acquisitions of six properties in the Corn Belt region for total consideration of $7.3 million; ● Total in debtedness decreased $43.0 million from $204.6 million at December 31, 2024 to $161.6 million at December 31, 2025; ● We repurchased 3,411,581 shares of our common stock at a weighted average price of $11.07 per share; ● We sold Murray Wise Associates, LLC (“MWA”), our auction, brokerage and third-party management business, and its subsidiaries, to Peoples Company of Indianola for aggregate consideration of $5.3 million, including $3.3 million in seller financing, and recognized an aggregate gain on sale of $1.0 million; and ● We declared a one-time special dividend of $ 0.20 per share of common stock and Class A Common OP Unit in December 2025, which was paid in January 2026.
  • In addition, under the FPI Loan Program, we may provide loans to landowners with whom we have established relationships and third-party farmers (both tenants and non-tenants) secured by both farmland and non-farmland real estate, crops (growing or stored), agricultural equipment and/or other collateral.
  • Over the long term, we expect that our farmland portfolio will continue to be comprised of approximately 60% primary crop farmland and 40% specialty crop farmland by value, which we believe will give investors the economic benefit from increasing global food demand in the face of growing scarcity of high quality farmland and will reflect the approximate allocation of U.S. agricultural output between primary crops and animal protein (whose production relies principally on primary crops as feed), on one hand, and specialty crops, on the other. ​ Primary Crops ​ According to the United States Department of Agriculture (“USDA”), the most widely grown crop in the United States is corn, at approximately 97 million acres.
  • The uses of corn projected for the 2025/2026 marketing year (September 2025 to August 2026) are as follows: animal feed and residual products (33%); ethanol and its animal feed byproducts known as distillers’ dried grains with solubles or DDGS (30%); exports (17%); other sugars, starches, cereals, seeds (8%); and ending stocks or inventory (12%). ​ The second most widely grown crop in the United States is soybeans, at approximately 80 million acres.
  • The uses of soybeans projected for the 2025/2026 marketing year (September 2025 to August 2026) are as follows: crushings (56%); exports (34%); seed and residual (2%); and ending stocks or inventory (8%).
  • Soybean oil is used for food, biofuel, and is exported. ​ The third most widely grown crop in the United States is wheat, at approximately 48 million acres.
  • The uses of wheat projected for the 2025/2026 marketing year (June 2025 to May 2026) are as follows: food (33%); exports (30%); seed, feed and residual (5%); and ending stocks or inventory (32%). ​ Annual vs.
  • According to the USDA forecast data from February 2026, real estate debt on farms is $404 billion, compared to a real estate value of $3.8 trillion, representing a 11% debt-to-equity ratio.
  • Lastly, we believe that in most major U.S. agricultural markets, multiple quality farm-operator tenants compete for farmland lease opportunities. ​ We may consider investing in farmland in other countries, such as Canada, Australia or New Zealand, that, like the United States, offer reduced land title risk, a sophisticated farm-operator tenant environment and attractive rental rates. ​ Leased Properties ​ The business of farming carries materially more operating risk than owning and leasing farmland to farm operators, although such risk can be mitigated through crop insurance and other risk management tools.
  • While we do not believe that such non-farming lease income will constitute a significant percentage of our total revenues, they may offer opportunities to enhance returns to stockholders at little or no cost to us. ​ Family-Owned Properties ​ According to America’s Farms and Ranches at a Glance 2025 Edition, the latest edition of this USDA report, family farms accounted for approximately 97% of the total farms in the United States.
  • As shown below, small family farms represent the greatest number of farms and amount of land, while large-scale family farms represent the greatest value of production. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Farm Category ​ ​ ​ Annual Gross Farm Cash Income ​ ​ ​ Number of Farms ​ ​ ​ Percent of Farms ​ ​ ​ ​ Percent of Land Area ​ ​ ​ ​ Value of Production ​ Small Family Farms ​ Less than $350,000 ​ 1,618,780 ​ 86.5 % ​ 40.3 % ​ 17.2 % Midsize Family Farms ​ Less than $1,000,000 ​ 113,966 ​ 6.1 % ​ 18.3 % ​ 18.4 % Large-Scale Family Farms ​ Greater than $1,000,000 ​ 86,808 ​ 4.6 % ​ 32.5 % ​ 50.2 % Nonfamily Farms ​ ​ ​ 52,767 ​ 2.8 % ​ 8.9 % ​ 14.2 % Total ​ ​ ​ 1,872,321 ​ 100.0 % ​ 100.0 % ​ 100.0 % ​ Farmland leases allow farm operators to unlock personal or family capital/net worth that would otherwise be tied up in land ownership while retaining the ability to conduct their livelihoods on land that is familiar to them.
  • In general, the tenant selection process focuses primarily on candidates' experience and reputation based upon background and informal and, in some cases, formal reference checks, as well as their willingness and ability to pay competitive rental rates.
  • We believe that the business of making loans to landowners with whom we have established relationships and farm operators secured by both farmland and non-farmland real estate, crops (growing or stored), agricultural equipment and/or other collateral leverages the substantial expertise in agribusiness possessed by the FPI team and generates incremental shareholder value.
  • We conduct due diligence on loan collateral largely the same way we conduct due diligence on potential farm acquisitions.
  • We believe that the FPI Loan Program offering gives us an opportunity to increase current returns and enhances our visibility into the agriculture marketplace, thereby benefiting our core farmland investing business. ​ Discontinued Complementary Businesses ​ Since late 2021, we have operated two complementary businesses – asset management for third parties, and brokerage and auction services – within our subsidiary MWA.
  • In November 2025, we sold MWA to a third party, and therefore no longer operate these businesses. ​ Seasonality ​ We recognize rental revenue from fixed-rate leases on a pro rata basis over the non-cancellable term of the lease in accordance with accounting principles generally accepted in the United States (“GAAP”).
  • Our financial performance should be evaluated on an annual basis, which eliminates impacts of seasonality and other similar factors that may cause our quarterly results to vary during the course of the year. ​ Our Properties ​ As of December 31, 2025, we owned farms with an aggregate of approximately 71,600 acres in Arkansas, California, Colorado, Illinois, Indiana, Louisiana, Missouri, Nebraska, South Carolina, Texas and West Virginia.
  • In addition, as of December 31, 2025, we owned land and buildings for four agriculture equipment dealerships in Ohio leased to Ag Pro under the John Deere brand.
  • During the year ended December 31, 2025, the Company completed dispositions, consisting of 60 properties, in the Corn Belt, Delta and South, High Plains and West Coast regions.
  • We received $90.2 million in aggregate consideration, including $2.1 million in seller financing, and recognized an aggregate net gain on sale of $34.9 million.
  • The 60 property dispositions include 23 properties that were exchanged for the redemption and cancellation of 31,000 Series A preferred units.
  • In addition, in November 2025, we sold MWA, our auction, brokerage and third-party management business, and its subsidiaries, for aggregate consideration of $5.3 million, including $3.3 million in seller financing, and recognized an aggregate gain on sale of $1.0 million.
  • Also, during the year ended December 31, 2025, the Company completed acquisitions consisting of six properties in the Corn Belt region.
  • Aggregate cash consideration for these acquisitions totaled $7.3 million.
  • The distribution of farms owned by region is as follows: ​ ​ ​ ​ Region (1) ​ ​ Total Acres Corn Belt (2) ​ 36,577 Delta and South ​ 7,524 High Plains ​ 7,373 Southeast ​ 10,177 West Coast ​ 9,959 ​ ​ 71,610 (1) Corn Belt includes farms located in Illinois, Indiana, Missouri and eastern Nebraska.
  • Delta and South includes farms located in Arkansas and Louisiana.
  • High Plains includes farms located in Colorado and Texas.
  • Southeast includes farms located in South Carolina and West Virginia.

and 36 more.

Gone since FY2024

  • These risks include, but are not limited to, the following: ​ • Our business is dependent in part upon the profitability of our tenants' farming operations, and a sustained downturn in the profitability of their farming operations could have a material adverse effect on the amount of rent we can collect and, consequently, our cash flow and ability to make distributions to our stockholders. ​ • We have a substantial amount of indebtedness outstanding, which may expose us to the risk of default under our debt obligations, restrict our operations and our ability to grow our business and revenues, and restrict our ability to pay distributions to our stockholders. ​ • Mortgage debt obligations expose us to the possibility of foreclosure, which could result in the loss of our investment in a property or group of properties subject to mortgage debt. ​ • Increases in benchmark interest rates will increase our borrowing costs, which will negatively impact our financial condition, results of operations, growth prospects and ability to make distributions to stockholders. ​ • Increases in interest rates will increase our tenants’ borrowing costs and may make it more difficult for them to obtain credit. ​ • Global economic conditions, including elevated levels of inflation, supply chain disruptions and trade policies affecting imports and exports, could materially and adversely affect our and our tenants’ operations. ​ • Approximately 60% of our portfolio is comprised of properties used to grow primary crops such as corn, soybeans, wheat, rice and cotton, which subjects us to risks associated with primary row crops. ​ • Approximately 40% of our portfolio is comprised of properties used to grow permanent/specialty crops such as almonds, pistachios, citrus, avocados, strawberries, and edible beans, which have a higher risk profile than farmland used for annual row crops. ​ • Our farms are exposed to the possibility of extreme weather events, such as droughts, tornadoes, hurricanes, wildfires and floods, which could damage the farmland and equipment, adversely affect crop yields and the ability of farmers to pay rent to us or adversely impact the financing of such properties. ​ • Investments in farmland used for permanent/specialty crops have a different risk profile than farmland used for annual row crops. ​ • Our failure to continue to identify and consummate suitable acquisitions would significantly impede our growth and our ability to further diversify our portfolio by geography, crop type and tenant, which could materially and adversely affect our results of operations and cash available for distribution to our stockholders. ​ • We do not intend to continuously monitor and evaluate tenant credit quality, and our financial performance may be subject to risks associated with our tenants' financial condition and liquidity position. ​ • Our short-term leases make us more susceptible to any decreases in prevailing market rental rates than would be the case if we entered into longer-term leases, which could have a material adverse effect on our results of operations and ability to make distributions to our stockholders. ​ • We depend on external sources of capital that are outside of our control and may not be available to us on commercially reasonable terms or at all, which could limit our ability to, among other things, acquire additional properties, meet our capital and operating needs or make the cash distributions to our stockholders necessary to maintain our qualification as a REIT. ​ • Laws in certain states where we own property prohibit or restrict the ownership of agricultural land by business entities, which could impede the growth of our portfolio and our ability to diversify geographically. ​ • We may be subject to unknown or contingent liabilities related to acquired properties and properties that we may acquire in the future, which could have a material adverse effect on us. ​ • We may be required to permit the owners of certain third-party access rights on our properties to enter and occupy parts of the properties, including owners of mineral rights and power generation and transportation infrastructure, which could materially and adversely impact the rental value of our properties. ​ • We have previously been subject to, and may in the future be subject to, litigation or threatened litigation, which may require us to pay damages and expenses or restrict the operation of our business. ​ • Conflicts of interest may exist or could arise in the future between the interests of our stockholders and the interests of holders of units in our Operating Partnership, which may impede business decisions that could benefit our stockholders. ​ • Our charter contains certain provisions restricting the ownership and transfer of our stock that may delay, defer or prevent a change of control transaction that might involve a premium price for our common stock or that our stockholders otherwise believe to be in their best interests. ​ • We could increase the number of authorized shares of stock, classify and reclassify unissued stock and issue stock without stockholder approval, which may delay, defer or prevent a transaction that our stockholders believe to be in their best interests. ​ • Our Board of Directors may change our strategies, policies and procedures without stockholder approval. ​ • Our charter contains provisions that make removal of our directors difficult, which could make it difficult for our stockholders to effect changes to our management. ​ • Failure to maintain qualification as a REIT for U.S. federal income tax purposes would subject us to U.S. federal income tax on our taxable income at regular corporate rates, which would substantially reduce our ability to make distributions to our stockholders. ​ • Complying with the REIT requirements may cause us to forego otherwise attractive opportunities or sell properties earlier or later than we wish. ​ • We may be unable to make distributions at expected levels, which could result in a decrease in the market price of our common stock. ​ • We are subject to risks associated with public health crises, such as pandemics and epidemics, which may have a material adverse effect on our business.
  • The nature and extent of future impacts are highly uncertain and unpredictable. ​ ​ PART I ​ Item 1.
  • As of December 31, 2024, FPI owned a 97.5% interest in the Operating Partnership.
  • As of December 31, 2024, we owned farms with an aggregate of approximately 93,500 acres in Arkansas, California, Colorado, Illinois, Indiana, Kansas, Louisiana, Missouri, Nebraska, South Carolina, Texas and West Virginia.
  • In addition, as of December 31, 2024, we owned land and buildings for four agriculture equipment dealerships in Ohio leased to Ag-Pro Ohio, LLC (“Ag Pro”) under the John Deere brand and served as property manager for approximately 48,300 acres of farmland, including farms in Colorado, Illinois, Indiana, Iowa, Louisiana, Mississippi, Missouri, North Carolina, Ohio and South Carolina.
  • As of December 31, 2024, the Operating Partnership owned a 9.97% equity interest in Promised Land Opportunity Zone Farms I, LLC (the “OZ Fund”), an unconsolidated equity method investment, that holds 11 properties (see “Note 1—Organization and Significant Accounting Policies—Equity Method Investments”).
  • As of December 31, 2024, approximately 60% of our owned portfolio (by value) was used to grow primary crops, such as corn, soybeans, wheat, rice and cotton, and approximately 40% was used to produce specialty crops, such as almonds, pistachios, citrus, avocados, strawberries, and edible beans.
  • In addition, we offer a loan program (the “FPI Loan Program”) pursuant to which we make loans to third-party farmers (both tenant and non-tenant) and landowners to provide financing for property acquisitions, working capital requirements, operational farming activities, farming infrastructure projects and for other farming, agricultural and other real estate related projects. ​ FPI Agribusiness Inc., a wholly owned subsidiary (the “TRS” or “FPI Agribusiness”), is a taxable REIT subsidiary that was formed to provide volume purchasing services to the Company’s tenants and to directly operate farms under certain circumstances.
  • As of December 31, 2024, the TRS performed direct farming operations on 2,103 acres of permanent crop farmland owned by the Company located in California. ​ FPI strategically seeks opportunities to promote environmentally friendly usage of our farmland.
  • As of December 31, 2024, 11 of our farms, which collectively comprised approximately 8,050 acres, had leases for operational or under-construction renewable energy production, and 10 of our farms, which collectively comprise approximately 4,330 acres, had options for potential future solar or wind development and operating lease.
  • We believe that a mix of fixed and variable rents will help insulate us from the variability of farming operations and reduce our credit-risk exposure to farm-operator tenants while making us an attractive landlord in certain regions where variable leases are customary.
  • However, we may be exposed to tenant credit risk and farming operation risks, particularly with respect to leases that do not require advance payment of 100% of the fixed rent, variable rent arrangements and leases with terms greater than one year. ​ Full Year 2024 Highlights ​ During 2024: ● Net income increased 94% from $31.7 million for the year ended December 31, 2023 to $61.5 million for the year ended December 31, 2024; ● Adjusted Funds from Operation ("AFFO") increased 72.9% from $8.1 million for the year ended December 31, 2023 to $14.1 million for the year ended December 31, 2024; ● We completed dispositions consisting of 54 properties in the Corn Belt, Delta and South, High Plains and Southeast regions.
  • We received $312.0 million in aggregate consideration, and recognized an aggregate gain on sale of $54.1 million, including $2.1 million in connection with properties sold in 2023 whereby the gain was deferred ; ● We completed acquisitions consisting of four properties in the Corn Belt and Delta and South regions.
  • Aggregate cash consideration for these acquisitions totaled $17.9 million ; ● We repurchased 2,240,295 shares of our common stock at a weighted average price of $12.25 per share; ● Total in debtedness decreased $158.5 million from $363.1 million at December 31, 2023 to $204.6 million at December 31, 2024; ● We increased liquidity to $245.8 million as of December 31, 2024, compared to $206.6 million as of December 31, 2023; and ● We declared a one-time special dividend of $1.15 per share of common stock and Class A Common OP Unit in December 2024, which was paid in January 2025.
  • In addition, under the FPI Loan Program, we may provide loans to farm operators secured by farmland, properties related to farming, crops (growing or stored), and/or agricultural equipment.
  • Over the long term, we expect that our farmland portfolio will continue to be comprised of approximately 60% primary crop farmland and 40% specialty crop farmland by value, which we believe will give investors the economic benefit from increasing global food demand in the face of growing scarcity of high quality farmland and will reflect the approximate allocation of U.S. agricultural output between primary crops and animal protein (whose production relies principally on primary crops as feed), on one hand, and specialty crops, on the other. ​ Primary Crops ​ The most widely grown crop in the United States is corn, at approximately 89 million acres.
  • The uses of corn projected for the 2024/2025 marketing year (September 2024 to August 2025) are as follows: animal feed and residual products (35%); ethanol and its animal feed byproducts known as distillers’ dried grains with solubles or DDGS (33%); exports (15%); other sugars, starches, cereals, seeds (8%); and ending stocks or inventory (9%). ​ The second most widely grown crop in the United States is soybeans, at approximately 86 million acres.
  • The uses of soybeans projected for the 2024/2025 marketing year (September 2024 to August 2025) are as follows: crushings (51%); exports (39%); seed and residual (2%); and ending stocks or inventory (8%).
  • Soybean oil is used for food, biofuel, and is exported. ​ The third most widely grown crop in the United States is wheat, at approximately 49 million acres.
  • The uses of wheat projected for the 2024/2025 marketing year (June 2024 to May 2025) are as follows: food (35%); exports (30%); seed, feed and residual (7%); and ending stocks or inventory (28%). ​ Annual vs.
  • In the United States, the farmland market is relatively liquid and there is virtually no land title risk.
  • According to the United States Department of Agriculture (“USDA”) forecast data from December 2024, real estate debt on farms is $360 billion, compared to a real estate value of $3.5 trillion, representing a 10% debt-to-equity ratio.
  • Lastly, we believe that in most major U.S. agricultural markets, multiple quality farm-operator tenants compete for farmland lease opportunities. ​ We may consider investing in farmland in other countries, such as Canada, Australia or New Zealand, that, like the United States, offer virtually no land title risk, a sophisticated farm-operator tenant environment and attractive rental rates. ​ Leased Properties ​ The business of farming carries materially more operating risk than owning and leasing farmland to farm operators, although such risk can be mitigated through crop insurance and other risk management tools.
  • While we do not believe that such non-farming lease income will constitute a significant percentage of our total revenues, they offer opportunities to enhance returns to stockholders at little or no cost to us. ​ Family-Owned Properties ​ According to America’s Farms and Ranches at a Glance 2024 Edition, a USDA report, family farms accounted for approximately 97% of the total farms in the United States.
  • As shown below, small family farms represent the greatest number of farms and amount of land, while large-scale family farms represent the greatest value of production. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Farm Category Annual Gross Farm Cash Income Number of Farms Percent of Farms ​ Percent of Land Area ​ Value of Production ​ Small Family Farms ​ Less than $350,000 ​ 1,626,608 ​ 86.1 % ​ 40.7 % ​ 17.2 % Midsize Family Farms ​ Less than $1,000,000 ​ 112,185 ​ 5.9 % ​ 18.2 % ​ 18.5 % Large-Scale Family Farms ​ Greater than $1,000,000 ​ 84,030 ​ 4.5 % ​ 30.6 % ​ 47.5 % Nonfamily Farms ​ ​ ​ 66,977 ​ 3.5 % ​ 10.5 % ​ 16.8 % Total ​ ​ ​ 1,889,800 ​ 100.0 % ​ 100.0 % ​ 100.0 % ​ Farmland leases allow farm operators to unlock personal or family capital/net worth that would otherwise be tied up in land ownership while retaining the ability to conduct their livelihoods on land that is familiar to them.
  • In general, the tenant selection process focuses primarily on candidates' experience and reputation based upon background and reference checks, as well as their willingness and ability to pay competitive rental rates.
  • We believe that the business of making loans to farm operators secured by farmland, properties related to farmland, crops (growing or stored), and/or agricultural equipment leverages the substantial expertise in agribusiness possessed by the FPI team and is highly complementary to our core business of investing in farmland.
  • We generally find potential borrowers during the process of sourcing farm acquisitions.
  • We conduct due diligence on loan collateral largely the same way we conduct due diligence on potential farm acquisitions, and we screen potential borrowers using criteria similar to those used to screen potential tenants.
  • The FPI Loan Program offering gives us an increased visibility in the marketplace, thereby benefiting our core farmland investing business. ​ Asset Management for Third Parties ​ We believe that our existing systems and personnel are well suited to source, conduct due diligence evaluations with respect to, close and manage farmland on behalf of third parties at little or no additional cost to us, generating fee income without capital investment.
  • As of December 31, 2024, we managed approximately 48,300 acres of farmland on behalf of third parties. ​ Brokerage and Auction Services ​ The acquisition of Murray Wise Associates, LLC (“MWA”) in November 2021 also added brokerage and auction business activities for clients seeking to sell farmland.
  • This increases our breadth of activities in the farmland sector, while adding additional sources of revenue and market insight. ​ Seasonality ​ We recognize rental revenue from fixed-rate leases on a pro rata basis over the non-cancellable term of the lease in accordance with accounting principles generally accepted in the United States (“GAAP”).
  • Our financial performance should be evaluated on an annual basis, which eliminates impacts of seasonality and other similar factors that may cause our quarterly results to vary during the course of the year. ​ Our Properties ​ As of December 31, 2024, we owned farms with an aggregate of approximately 93,500 acres in Arkansas, California, Colorado, Illinois, Indiana, Kansas, Louisiana, Missouri, Nebraska, South Carolina, Texas and West Virginia.
  • In addition, as of December 31, 2024, we owned land and buildings for four agriculture equipment dealerships in Ohio leased to Ag Pro under the John Deere brand and served as property manager for approximately 48,300 acres of farmland, including farms in Colorado, Illinois, Indiana, Iowa, Louisiana, Mississippi, Missouri, North Carolina, Ohio and South Carolina.
  • During the year ended December 31, 2024, the Company completed dispositions, consisting of 54 properties, in the Corn Belt, Delta and South, High Plains and Southeast regions.
  • We received $312.0 million in aggregate consideration, and recognized an aggregate gain on sale of $54.1 million, including $2.1 million in connection with properties sold in 2023 whereby the gain was deferred.
  • Also, during the year ended December 31, 2024, the Company completed acquisitions consisting of four properties in the Corn Belt and Delta and South regions.
  • Aggregate cash consideration for these acquisitions totaled $17.9 million.
  • The distribution of farms owned and managed by region is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Region (1) Owned Acres Managed Acres ​ Total Acres Corn Belt (2) ​ 42,288 ​ 29,412 ​ ​ 71,700 Delta and South ​ 9,001 ​ 8,763 ​ ​ 17,764 High Plains ​ 20,870 ​ 4,352 ​ ​ 25,222 Southeast ​ 10,177 ​ 5,772 ​ ​ 15,949 West Coast ​ 11,189 ​ — ​ ​ 11,189 ​ ​ 93,525 ​ 48,299 ​ ​ 141,824 (1) Corn Belt includes farms located in Illinois, Indiana, Iowa, Missouri, eastern Nebraska and Ohio.
  • Delta and South includes farms located in Arkansas, Louisiana and Mississippi.

and 53 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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