| |
Acquisitions
|
| | |
Top-Line Growth
|
| | |
Bottom-Line Results
|
| | |
Per Share Results
|
| |
| |
$1.77B in total assets, a 137% increase from 2019
$1.3B of capital committed, a 107% increase from 2019(1)
66 total properties, a 43% increase from 2019
|
| | |
$116.9M in total revenues, a 162% increase from 2019
|
| | |
$64.4M in net income attributable to common stockholders
$97.8M in adjusted funds from operations (“AFFO”), a 180% increase from 2019(2)
|
| | |
$3.27 in net income attributable to common stockholders per share – diluted
$5.00 in AFFO per share – diluted, a 53% increase from 2019(2)
|
| |
| |
Total Stockholder Returns(1)
|
| | |
Dividends
|
| | ||||||||||||
| |
One Year
|
| | |
Two Years
|
| | |
Three Years
|
| | |
Four Years
|
| | ||||
| |
151% one-year TSR
157% outperformance
over MSCI US REIT Index(4)(5)
133% outperformance
over S&P 500(5) |
| | |
334% two-year TSR
312% outperformance
over MSCI US REIT Index(4)(5)
278% outperformance
over S&P 500(5) |
| | |
529% three-year TSR
512% outperformance
over MSCI US REIT Index(4)(5)
480% outperformance
over S&P 500(5) |
| | |
1,046% four-year TSR
1,020% outperformance
over MSCI US REIT Index(4)(5)
965% outperformance
over S&P 500(5) |
| | |
$4.47 2020
Dividends
58% increase
from 2019(2)
$1.24 Q4
2020 Dividend(3) |
| |
|
Corporate Governance Highlights
|
| |||||||||
| ✓ | | | Six directors, including four independent directors, one female director and one Mexican-American director. | | | ✓ | | | Our directors conduct annual self-evaluations and participate in orientation and continuing education programs. | |
| ✓ | | | All directors subject to annual election. | | | ✓ | | | We annually submit our executive compensation to a “say-on-pay” advisory vote by our stockholders. | |
| ✓ | | | All Board committee members are independent. | | | ✓ | | | We amended our bylaws to allow stockholders to propose amendments to our bylaws. | |
| ✓ | | | Our directors, officers, and other employees are subject to a Code of Business Conduct and Ethics. | | | ✓ | | | The restricted stock and restricted stock unit awards for our named executive officers have “double-trigger” acceleration provisions. | |
| ✓ | | | Our directors and executive officers are subject to anti-hedging and anti-pledging policies. | | | ✓ | | | Our Board conducts regular executive sessions of independent directors. | |
| ✓ | | | Cash and equity incentive compensation is subject to a formal clawback policy. | | | ✓ | | | All directors attended 100% of Board and Board committee meetings in 2020, including nine Board meetings. | |
| ✓ | | | No stockholder rights plan is in effect. | | | ✓ | | | No tax gross-up provisions. | |
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| | | | | 38 | | |
| | | | | |
Alan
Gold |
| | |
Mary
Curran |
| | |
Gary
Kreitzer |
| | |
Scott
Shoemaker |
| | |
Paul
Smithers |
| | |
David
Stecher |
| | ||||||||||||||||||
| | Extensive commercial real estate experience | | | | | | X | | | | | | | | | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | |
| | Relevant executive experience | | | | | | X | | | | | | | X | | | | | | | X | | | | | | | | | | | | | | X | | | | | | | | | | |
| |
High level of financial and capital markets experience
|
| | | | | X | | | | | | | X | | | | | | | X | | | | | | | | | | | | | | | | | | | | | X | | | |
| |
Deep understanding of potential medical applications for cannabis
|
| | | | | X | | | | | | | | | | | | | | | | | | | | | X | | | | | | | | | | | | | | | | | |
| | Strong regulatory and legal knowledge | | | | | | | | | | | | | | | | | | | | X | | | | | | | | | | | | | | X | | | | | | | | | | |
| | Risk oversight experience | | | | | | X | | | | | | | X | | | | | | | X | | | | | | | X | | | | | | | X | | | | | | | X | | | |
|
Name
|
| |
Position
|
| |
Age
|
| |||
| Alan Gold | | | Executive Chairman | | | | | 60 | | |
| Gary Kreitzer | | | Vice Chairman | | | | | 66 | | |
| Mary Curran | | | Director | | | | | 64 | | |
| Scott Shoemaker | | | Director | | | | | 54 | | |
| Paul Smithers | | | President, Chief Executive Officer and Director | | | | | 64 | | |
| David Stecher | | | Director | | | | | 60 | | |
|
Name(1)
|
| |
Fees Earned or
Paid in Cash(2) |
| |
Stock Awards(3)
|
| |
Total
|
| |||||||||
| Gary Kreitzer | | | | $ | 105,000 | | | | | $ | 100,027 | | | | | $ | 205,027 | | |
| Mary Curran | | | | | 50,000 | | | | | | 80,004 | | | | | | 130,004 | | |
| Scott Shoemaker, M.D. | | | | | 55,000 | | | | | | 80,004 | | | | | | 135,004 | | |
| David Stecher | | | | | 60,000 | | | | | | 80,004 | | | | | | 140,004 | | |
| | | |
Audit Committee
|
| |
Compensation
Committee |
| |
Nominating and Corporate
Governance Committee |
|
| Gary Kreitzer | | |
X
|
| |
Chair
|
| |
X
|
|
| Mary Curran | | |
X
|
| | | | |
X
|
|
| Scott Shoemaker, M.D. | | | | | |
X
|
| |
Chair
|
|
| David Stecher | | |
Chair
|
| |
X
|
| | | |
| Number of Meetings in 2020 | | |
4
|
| |
3
|
| |
2
|
|
| | | |
2020
|
| |
2019
|
|
| Audit Fees(1) | | |
$450
|
| |
$642
|
|
| Audit Related Fees | | |
—
|
| |
—
|
|
| Tax Fees | | |
82
|
| |
37
|
|
| All Other Fees | | |
—
|
| |
—
|
|
| Total | | |
$532
|
| |
$679
|
|
|
Name
|
| |
Position
|
|
| Alan Gold | | | Executive Chairman | |
| Paul Smithers | | | President and Chief Executive Officer | |
| Catherine Hastings | | | Chief Financial Officer and Treasurer | |
| Brian Wolfe | | | Vice President, General Counsel and Secretary | |
|
Executive
|
| |
2019 Annual
Base Salary |
| |
2020 Annual
Base Salary |
| |
Percentage Change
from 2019 to 2020 |
| |||||||||
| Alan Gold | | | | $ | 650,000 | | | | | $ | 682,500 | | | | | | 5.0% | | |
| Paul Smithers | | | | | 400,000 | | | | | | 420,000 | | | | | | 5.0% | | |
| Catherine Hastings | | | | | 235,000 | | | | | | 246,750 | | | | | | 5.0% | | |
| Brian Wolfe | | | | | 230,000 | | | | | | 241,500 | | | | | | 5.0% | | |
|
Executive
|
| |
2020 Annual
Base Salary |
| |
2021 Annual
Base Salary |
| |
Percentage Change
from 2020 to 2021 |
| |||||||||
| Alan Gold | | | | $ | 682,500 | | | | | $ | 1,023,750 | | | | | | 50.0% | | |
| Paul Smithers | | | | | 420,000 | | | | | | 840,000 | | | | | | 100.0% | | |
| Catherine Hastings | | | | | 246,750 | | | | | | 308,500 | | | | | | 25.0% | | |
| Brian Wolfe | | | | | 241,500 | | | | | | 295,000 | | | | | | 22.2% | | |
|
Executive
|
| |
2020
Restricted Stock(1) |
| |
2020
RSUs(1) |
| |
2021
Restricted Stock(2) |
| |
2021
RSUs(2) |
| ||||||||||||
| Alan Gold | | | | | — | | | | | | 15,978 | | | | | | — | | | | | | 12,612 | | |
| Paul Smithers | | | | | — | | | | | | 10,653 | | | | | | — | | | | | | 6,654 | | |
| Catherine Hastings | | | | | — | | | | | | 7,323 | | | | | | — | | | | | | 2,607 | | |
| Brian Wolfe | | | | | 6,657 | | | | | | — | | | | | | 2,553 | | | | | | — | | |
|
The Company’s TSR Ranking within the Two Comparator Groups
|
| |
PSU Payout (as a % of Target)
|
|
|
At or above 80th percentile TSR
|
| |
150%
|
|
|
Between the 80th percentile TSR and 55th percentile TSR
|
| |
Determined by linear interpolation(1)
|
|
|
At the 55th percentile TSR
|
| |
100%
|
|
|
Between the 25th percentile TSR and 55th percentile TSR
|
| |
Determined by linear interpolation(2)
|
|
|
At or below the 25th percentile TSR
|
| |
0%
|
|
|
Executive
|
| |
2021 Target PSUs
|
| |||
| Alan Gold | | | | | 31,857 | | |
| Paul Smithers | | | | | 21,238 | | |
| Catherine Hastings | | | | | 8,496 | | |
| Brian Wolfe | | | | | 7,080 | | |
|
Name and Principal Position
|
| |
Year
|
| |
Salary
|
| |
Bonus
|
| |
Stock
Awards |
| |
All Other
Compensation(1) |
| |
Total
|
| ||||||||||||||||||
|
Alan Gold
Executive Chairman |
| | | | 2020 | | | | | $ | 682,500 | | | | | $ | 1,535,625 | | | | | $ | 1,200,108(2) | | | | | $ | 8,550 | | | | | $ | 3,426,783 | | |
| | | 2019 | | | | | | 650,000 | | | | | | 1,300,000 | | | | | | 900,077(3) | | | | | | 8,400 | | | | | | 2,858,477 | | | |||
| | | 2018 | | | | | | 600,000 | | | | | | 800,000 | | | | | | 1,200,058(4) | | | | | | 8,250 | | | | | | 2,608,308 | | | |||
|
Paul Smithers
President and Chief Executive Officer |
| | | | 2020 | | | | | | 420,000 | | | | | | 630,000 | | | | | | 800,147(2) | | | | | | 8,550 | | | | | | 1,858,697 | | |
| | | 2019 | | | | | | 400,000 | | | | | | 400,000 | | | | | | 600,157(3) | | | | | | 8,400 | | | | | | 1,408,557 | | | |||
| | | 2018 | | | | | | 360,000 | | | | | | 360,000 | | | | | | 350,043(4) | | | | | | 8,250 | | | | | | 1,078,293 | | | |||
|
Catherine Hastings
Chief Financial Officer and Treasurer |
| | | | 2020 | | | | | | 246,750 | | | | | | 370,125 | | | | | | 550,031(2) | | | | | | 8,550 | | | | | | 1,175,456 | | |
| | | 2019 | | | | | | 235,000 | | | | | | 235,000 | | | | | | 400,104(3) | | | | | | 8,400 | | | | | | 878,504 | | | |||
| | | 2018 | | | | | | 210,000 | | | | | | 210,000 | | | | | | 200,024(4) | | | | | | 8,250 | | | | | | 628,274 | | | |||
|
Brian Wolfe
Vice President, General Counsel and Secretary |
| | | | 2020 | | | | | | 241,500 | | | | | | 362,250 | | | | | | 500,007(2) | | | | | | 8,550 | | | | | | 1,112,307 | | |
| | | 2019 | | | | | | 230,000 | | | | | | 230,000 | | | | | | 400,104(3) | | | | | | 8,400 | | | | | | 868,504 | | | |||
| | | 2018 | | | | | | 210,000 | | | | | | 210,000 | | | | | | 200,024(4) | | | | | | 8,250 | | | | | | 628,274 | | |
| | | |
Grant Date
|
| |
All Other Stock Awards:
Number of Shares of Stock or Units(1) |
| |
Grant Date Fair
Value of Stock Awards(2) |
| ||||||
| Alan Gold | | |
January 3, 2020
|
| | | | 15,978 | | | | | $ | 1,200,108 | | |
| Paul Smithers | | |
January 3, 2020
|
| | | | 10,653 | | | | | | 800,147 | | |
| Catherine Hastings | | |
January 3, 2020
|
| | | | 7,323 | | | | | | 550,031 | | |
| Brian Wolfe | | |
January 3, 2020
|
| | | | 6,657 | | | | | | 500,007 | | |
| | | |
Stock Awards
|
| |||||||||
|
Name
|
| |
Number of
Shares or Units of Stock That Have Not Vested (#)(1) |
| |
Market Value of
Shares or Units of Stock That Have Not Vested ($)(1) |
| ||||||
| Alan Gold | | | | | 40,917(2) | | | | | $ | 7,493,130 | | |
| Paul Smithers | | | | | 22,187(3) | | | | | | 4,063,105 | | |
| Catherine Hastings | | | | | 14,635(4) | | | | | | 2,680,108 | | |
| Brian Wolfe | | | | | 13,969(5) | | | | | | 2,558,143 | | |
| | | |
Stock Awards
|
| |||||||||
|
Name
|
| |
Number of Shares or
Units Acquired on Vesting (#)(1) |
| |
Value Realized on
Vesting ($)(2) |
| ||||||
| Alan Gold | | | | | 40,674 | | | | | $ | 3,085,936 | | |
| Paul Smithers | | | | | 13,369 | | | | | | 1,014,306 | | |
| Catherine Hastings | | | | | 7,063 | | | | | | 535,870 | | |
| Brian Wolfe | | | | | 7,643 | | | | | | 579,874 | | |
|
Named Executive Officer and Trigger
|
| |
Severance
Payments(1) |
| |
Medical
Benefits(2) |
| |
Value of
Accelerated Equity Awards(3) |
| |
Total
|
| ||||||||||||
| Alan Gold | | | | | | | | | | | | | | | | | | | | | | | | | |
|
Qualifying Termination (other than within two years of a
“change of control”) |
| | | $ | 5,683,125 | | | | | $ | 40,474 | | | | | $ | 5,993,258 | | | | | $ | 11,716,857 | | |
|
Qualifying Termination (within two years of a “change of
control”) |
| | | | 5,683,125 | | | | | | 40,474 | | | | | | 7,493,130 | | | | | | 13,216,729 | | |
| Qualifying Retirement | | | | | — | | | | | | — | | | | | | 7,493,130 | | | | | | 7,493,130 | | |
| Death | | | | | — | | | | | | — | | | | | | 7,493,130 | | | | | | 7,493,130 | | |
| Disability | | | | | — | | | | | | — | | | | | | 7,493,130 | | | | | | 7,493,130 | | |
| Paul Smithers | | | | | | | | | | | | | | | | | | | | | | | | | |
|
Qualifying Termination (other than within two years of a
“change of control”) |
| | | $ | 2,650,000 | | | | | $ | 76,652 | | | | | $ | 3,063,934 | | | | | $ | 5,790,586 | | |
|
Qualifying Termination (within two years of a “change of
control”) |
| | | | 2,650,000 | | | | | | 76,652 | | | | | | 4,063,105 | | | | | | 6,789,757 | | |
| Qualifying Retirement | | | | | — | | | | | | — | | | | | | 4,063,105 | | | | | | 4,063,105 | | |
| Death | | | | | — | | | | | | — | | | | | | 4,063,105 | | | | | | 4,063,105 | | |
| Disability | | | | | — | | | | | | — | | | | | | 4,063,105 | | | | | | 4,063,105 | | |
| Catherine Hastings | | | | | | | | | | | | | | | | | | | | | | | | | |
|
Qualifying Termination (other than within two years of a
“change of control”) |
| | | $ | 1,036,917 | | | | | $ | 55,849 | | | | | $ | 1,998,232 | | | | | $ | 3,090,998 | | |
|
Qualifying Termination (within two years of a “change of
control”) |
| | | | 1,036,917 | | | | | | 55,849 | | | | | | 2,680,108 | | | | | | 3,772,874 | | |
| Qualifying Retirement | | | | | — | | | | | | — | | | | | | 2,680,108 | | | | | | 2,680,108 | | |
| Death | | | | | — | | | | | | — | | | | | | 2,680,108 | | | | | | 2,680,108 | | |
| Disability | | | | | — | | | | | | — | | | | | | 2,680,108 | | | | | | 2,680,108 | | |
| Brian Wolfe | | | | | | | | | | | | | | | | | | | | | | | | | |
|
Qualifying Termination (other than within two years of a
“change of control”) |
| | | $ | 1,017,833 | | | | | $ | 47,816 | | | | | $ | 1,923,956 | | | | | $ | 2,989,605 | | |
|
Qualifying Termination (within two years of a “change of
control”) |
| | | | 1,017,833 | | | | | | 47,816 | | | | | | 2,558,143 | | | | | | 3,623,792 | | |
| Qualifying Retirement | | | | | — | | | | | | — | | | | | | 2,558,143 | | | | | | 2,558,143 | | |
| Death | | | | | — | | | | | | — | | | | | | 2,558,143 | | | | | | 2,558,143 | | |
| Disability | | | | | — | | | | | | — | | | | | | 2,558,143 | | | | | | 2,558,143 | | |
|
Plan Category
|
| |
Number of Securities
to be Issued Upon Exercise of Outstanding Options, Warrants and Rights |
| |
Weighted Average
Exercise Price of Outstanding Options, Warrants and Rights |
| |
Number of Securities
Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in First Column) |
|
|
Equity compensation plans approved by stockholders(1)
|
| |
36,687
|
| |
—
|
| |
723,265
|
|
|
Equity compensation plans not approved by stockholders
|
| |
—
|
| |
—
|
| |
—
|
|
|
Total
|
| |
—
|
| |
—
|
| |
723,265
|
|
|
Name of Beneficial Owner
|
| |
Number of Shares
Beneficially Owned |
| |
Percent of
All Shares(1) |
| ||||||
| Alan Gold(2) | | | | | 337,284 | | | | | | 1.4% | | |
| Gary Kreitzer(3) | | | | | 36,714 | | | | | | * | | |
| Paul Smithers(4) | | | | | 31,740 | | | | | | * | | |
| Catherine Hastings(5) | | | | | 13,005 | | | | | | * | | |
| Brian Wolfe(6) | | | | | 9,515 | | | | | | * | | |
| Scott Shoemaker(7) | | | | | 3,060 | | | | | | * | | |
| David Stecher(8) | | | | | 5,720 | | | | | | * | | |
| Mary Curran(9) | | | | | 2,360 | | | | | | * | | |
| All directors and officers as a group (eight persons) | | | | | 439,398 | | | | | | 1.8% | | |
| BlackRock, Inc.(10) | | | | | 3,806,926 | | | | | | 15.9% | | |
| Vanguard Group, Inc.(11) | | | | | 3,386,069 | | | | | | 14.2% | | |