Commercial real estate finance company AFC Gamma, Inc. (Nasdaq: AFCG) priced its underwritten public offering of 2,750,000 shares of its common stock at a public offering price of $20.50 per share. AFC Gamma has granted the underwriters of the Offering a 30-day option to purchase up to an additional 412,500 shares of common stock. AFC provides loans to operators in the cannabis industry.
AFC Gamma anticipates total gross proceeds of approximately $56.4 million, before deducting underwriting discounts and commissions and other offering expenses and excluding any exercise of the underwriters’ option to purchase additional shares. AFC Gamma said it intends to use the net proceeds from the Offering to fund loans related to unfunded commitments to its existing borrowers, to originate and participate in commercial loans to companies operating in the cannabis industry that are consistent with its investment strategy, and for working capital and other general corporate purposes. The Offering is expected to close on or about June 28, 2021.
In May the company delivered its first fiscal quarter 2021 earnings with net income of $1.4 million, or earnings of $0.20 per basic weighted average share of common stock. Distributable earnings in Q1 2021 of $3.2 million, or $0.45 per basic weighted average share of common stock. Ending Q1 2021 net book value per common share of $16.18
AFC Portfolio
As of June 15, 2021, AFC’s portfolio was comprised of loans to 13 different borrowers, totaling approximately $158.6 million in total principal amount, with approximately $29.5 million in additional unfunded loan commitments to such borrowers. As of June 15, 2021, the loan portfolio had a weighted-average estimated YTM of approximately 21% and was secured by real estate, cash flows, and licenses. AFC said it reviewed 319 loan opportunities. As of June 15, 2021, it had funded 17 loans, of which three have been repaid, had entered into non-binding term sheets for three loans, had entered into a syndication commitment letter for one loan, and were evaluating 55 other loans.
The list of company loans as per the company’s filings are as follows:
Public Company A
Single-state cultivator, producer, and full-service brand fulfillment partner that produces a wide range of products in the Nevada market. Public Company A operates a +/- 400,000 square foot greenhouse and 55,000 square foot processing and custom packaging facility, which is capable of producing 140,000 pounds of dry flower per year. The real estate collateral of Public Company A consists of a greenhouse and processing facility in Nevada.
Private Company A
Multi-state operator with operations in six states. Private Company A is a vertically integrated cultivator and retailer of both medical and adult-use cannabis that primarily operates under its own brand. Private Company A’s business segments include cultivation, extraction and processing, retail products, and dispensaries. The real estate collateral of Private Company A consists of three cultivation facilities across Arizona and Michigan and ten dispensaries across Arizona, Maryland, Massachusetts and Michigan.
Private Company B
Single-state operator currently constructing an indoor cultivation facility to wholesale product to the medical and adult use markets in Michigan. Private Company B produces high-end cannabis strains and intends to focus on the high-end, top-tier cannabis niche. The management team has over 20 years’ experience in the cannabis industry, including ten years in Michigan. The real estate collateral for Private Company B consists of a cultivation facility in Michigan.
Private Company C
Single-state vertically integrated cultivator and retailer of medical cannabis. Private Company C operates under a Chapter 20 Clinical Registrant license and has partnered to collaborate on multifaceted studies to substantiate safety and positive therapeutic outcomes. Private Company C currently operates a cultivation facility and three dispensaries with the ability to add three additional dispensary locations. The real estate collateral of Private Company C consists of a cultivation facility and dispensary in Pennsylvania.
Subsidiary of Public Company D
Public Company D participates in the medical and adult-use market across Canada and in several US states where cannabis has been legalized for therapeutic or adult use. Subsidiary of Public Company D, is a premier medical marijuana cultivator, processor, and distributor in Pennsylvania. Public Company D also has operators in California and New Jersey. The real estate collateral for Subsidiary of Public Company D consists of a cultivation facility in Pennsylvania.
Private Company D
Multi-state operator who operates five dispensaries, the maximum amount of dispensaries allowed by law for any operator, in the State of Ohio and one dispensary in Arkansas. Private Company D historical focus has been dispensary operations and has licenses in other states, where it also operates dispensaries. The real estate collateral for Private Company D consists of three dispensaries across Ohio and Arkansas.
Private Company E
Single-state operator who operates one dispensary and is currently constructing an indoor cultivation facility to wholesale product for medical use in Ohio. Private Company E approaches the medical cannabis market from the healthcare and scientific perspectives of its founders and key executives, differentiating it in the industry. The real estate collateral for Private Company E consists of a cultivation and processing facility and a dispensary in Ohio.
Private Company F
Single-state operator currently constructing a cultivation/manufacturing facility and two dispensaries in Missouri and will lease two additional dispensary locations for a total of four dispensaries in the state. Private Company F’s management team has extensive experience operating retail operations in other states. The real estate collateral for Private Company F consists of a cultivation/manufacturing facility and two dispensaries in Missouri.
Public Company E
Multi-state operator with operations in four states. Public Company E is a vertically integrated cultivator and retailer in both Florida and Texas with cultivation in Michigan and retail operations in Pennsylvania. Public Company E’s Florida operations consist of two cultivation and processing locations as well as 23 dispensaries across the state. The real estate collateral for Public Company E consists of a cultivation facility in Michigan.
Subsidiary of Private Company G
Private Company G is a multi-state operator with assets across nine states. Subsidiary of Private Company G operates in New Jersey as an alternative treatment center which allows for one cultivation facility and three dispensary operations, all of which are being constructed using the proceeds of the loan to Subsidiary of Private Company G. The real estate collateral for Subsidiary of Private Company G consists of a cultivation facility and dispensary operation in New Jersey.
Subsidiary of Private Company H
Private Company H is a multi-state operator with assets in Arkansas, Florida, Maryland and Illinois. Subsidiary of Private Company H is a single-state operator that is currently expanding their cultivation facility in Illinois, which is licensed to grow both recreational and medical use cannabis. Subsidiary of Private Company H also operates two additional dispensaries in the state, one licensed to sell medical-use cannabis and the other licensed to sell both recreational and medical use cannabis. The real estate collateral for Subsidiary of Private Company H consists of a cultivation facility in Illinois.
Public Company F
Public Company F is an Illinois-based multi-state operator with approximately 75 retail locations across 14 states and has expanded via an aggressive M&A strategy. The real estate collateral for Public Company F consists of five cultivation facilities across Illinois, Florida, Nevada, Ohio, and Massachusetts and eight dispensaries across Illinois, Michigan, Maryland, Arkansas, Ohio, Nevada, Florida, and Arizona.
Private Company I
Private Company I is a Maryland-based single-state operator with an existing cultivation and processing operation in the state, as well as one operational dispensary.
Company Funding
Leonard M. Tannenbaum, who also serves as the Chief Executive Officer, invested approximately $47.8 million in AFC in August 2020. The investment resulted in the Sponsor, directly and indirectly, acquiring approximately 3,342,500 shares of common stock, or approximately 20.7% of our common stock upon completion of this offering (or approximately 20.2% if the underwriters exercise their option to purchase additional shares in full). Additionally, Gamma Lending Holdco LLC, which is a fund controlled by Jonathan Kalikow, the Head of Real Estate, one of AFC’s directors and an affiliate of the Manager, and his father, invested approximately $9.6 million in cash in AFC in August 2020. The Sponsor, through AFC Finance, LLC, an entity wholly-owned by the Sponsor and Mr. Kalikow, has also provided us a $50.0 million secured revolving credit facility (as amended, restated, supplemented or otherwise modified from time to time, the “Revolving Credit Facility”).
Debra Borchardt
