Iroquois Valley Renames Itself Amber Farmland Investments After Four Straight Share-Price Cuts and a 37% Drop in Rent

Iroquois Valley Farmland REIT, the organic-farmland public benefit corporation that named itself after the Illinois county where its founders bought their first farm in 2007, is now Amber Farmland Investments PBC. The Form 1-U and offering circular supplement filed September 9, 2026 describe a change of name and nothing else. The filings around them describe a company whose share price has fallen at each of its last four valuation dates and whose rent collections dropped 37% last year as five tenant farmers went into default, and which is now selling a $65 million offering under the new name.

None of that is in the rename filings, and none of it is hidden. It sits in the FY2025 annual report filed in April, the offering circular requalified in June, and the August 17 supplement that set the current share price at $107.57. Read together, they describe what a 19-year-old farmland REIT with 870 stockholders is working through as it relaunches under a new name from a new town: a soft period for organic grain, a share price that has drifted lower for two years, and a maturity schedule on its investor notes that will need attention.

What the filings show

The offering the new name is selling is the third successive Regulation A offering since May 2019: up to $65 million of common stock at the board-set price, a $10,000 minimum, open to non-accredited investors within the 10% limit, running to June 13, 2028 unless sold out. The filings report roughly $72.5 million of gross Regulation A proceeds and 796,300 shares issued across the three offerings, approximately 870 stockholders, and a stock redemption program with a five-year holding requirement, quarterly windows and per-period caps, paid at the most recently announced price.

• —The rename: Iroquois Valley Farmland REIT, PBC became Amber Farmland Investments PBC by a Certificate of Amendment filed in Delaware, effective September 2, 2026, disclosed in a Form 1-U on September 9 (accession 0001683168-26-007031) with the press release as Exhibit 9.1. Supplement No. 3 to the May 12, 2026 offering circular (accession 0001683168-26-007033) carries the new name into the live Tier 2 offering and states that all rights and obligations of the company are unchanged. The operating company and the taxable REIT subsidiary were renamed to match.
• —The share price: $107.57 as of June 30, 2026, set by Supplement No. 2 on August 17. The board-approved price was $110.00 at December 31, 2023, $117.00 at June 30, 2024, $116.42 at December 31, 2024, $113.52 at June 30, 2025, $108.06 at December 31, 2025 and $107.57 at June 30, 2026: four consecutive declines totaling 8.1% from the peak. Every stockholder's holding is valued, and every redemption is paid, at that number.
• —The balance sheet behind it: total assets on the NAV basis fell from $166.9 million at December 31, 2024 to $148.3 million at June 30, 2026, with farmland investments down from $136.8 million to $124.9 million and farmland mortgages from $26.6 million to $19.8 million. The June 30 farmland figure is an appraised value of $119.9 million plus an 'organic premium' of $5.0 million. The company sold $6.5 million of farmland in the first half of 2026 and bought $1.3 million.
• —FY2025 operations (Form 1-K, April 23, 2026): rental income fell to $2.04 million from $3.24 million, a 37% decline the company attributes to $980,497 of tenant rent written off as uncollectible and a $289,858 reduction in variable rent. At year-end, five of 78 farm tenants were in default; two were written off. Credit losses rose to $485,385 from $2,769, including a $419,819 operating line of credit written off for one borrower. The company cites 'persistently low prices for both conventional and organic grain.'
• —The income statement: revenue of $3.85 million against operating expenses of $5.68 million, an operating shortfall of $1.83 million. Net income of $534,360 was reached only because of $3.95 million of gains on farm sales. General and administrative expense rose 125.8% to $1.57 million on 'additional marketing and travel expenses as well as increased software subscriptions and higher board compensation.'
• —Cash to and from investors: stockholders contributed $10.4 million in 2025 and were paid $529,592 of dividends, a 0.41% yield on the year-end price, and $1.86 million of redemptions, up from $357,052 in 2024. Between January 1 and the April filing date, a further $2.53 million of shares were redeemed. Dividends have never reached 1% of the share price in any year since 2016, and none was paid for 2024.
• —The debt: $28.5 million of unsecured 'Rooted in Regeneration' notes held by about 210 accredited noteholders at interest rates of 1% to 4%, of which 20% is held by stockholders. $9.5 million matures in 2026 and $11.7 million in 2027. The NAV calculation marks these notes to a 6.02% market rate, which reduced the liability by about $3.0 million at December 31, 2025, worth roughly $2.66 of the $108.06 share price.
• —People: co-founder David Miller, chief executive from 2007 to 2021, is now a non-voting director emeritus. Chief executive Chris Zuehlsdorff, formerly co-head of global investments at EnTrust Global, took over in February 2023 and was re-elected to a term through 2029 at the May 13 annual meeting, at which 50.45% of shares voted. Director and unpaid principal financial officer Joseph Mantoan retired effective May 12, 2026, per the March 26 Form 1-U; the previous chief financial officer left in February 2024. The board chair and one other director are tenant farmers of the company. The company employs 11 people full-time.
• —Distribution: the contract with Michael E. Tobin of Access Securities, engaged at a 0.35% commission to bring in institutional investors, was terminated June 13, 2026 (Supplement No. 1); the offering circular records that no such sales had occurred. The corporate office moved to Roanoke, Indiana in April 2026 (Supplement No. 4 to the prior circular), and moved again within the town in September.

Background

Iroquois Valley began in 2007 when David Miller and Dr. Stephen Rivard, with a small group of investors, bought a farm in Iroquois County, Illinois and transitioned it to certified organic production; a second county farm followed in 2008, and the pair became Iroquois Valley East and West. The company's model has held since: buy or finance farmland for independent farmers converting to USDA-certified organic, hold it under long-term triple-net leases with a promise to renew indefinitely, and sell to the tenant when the tenant can buy. It became a Delaware public benefit corporation and a certified B Corp, and began selling shares to the public under Regulation A on May 3, 2019 after a decade of private raises. It reports 112 investments, 33,500 acres and more than 60 farmer relationships across 18 states.

The new name, the company's website explains, is 'inspired by the amber waves of grain that have long symbolized the American agricultural landscape.' The rebrand was built with Barretto Co., a B Corp branding firm, Throughline Partners for messaging, StoryMine Media for founder and farmer videos, Impact Matters as counsel and Ryan Milani for the website. The press release quotes Mr. Zuehlsdorff: 'Amber reflects the quiet strength of our farmers and the enduring value of farmland as a real asset.' Neither the release nor the website mentions the share price.

The price is set twice a year by the board. Until 2024 it was built up from book equity with adjustments, and rose 6.4% to $117 in September 2024 under that method. A new valuation policy adopted with the February 2025 supplement moved the company to appraised farmland values plus an organic premium, mortgages at book, and notes payable at fair value; every price set under the new policy has been lower than the last. Over the longer run the filed record is one of slow appreciation and almost no income: split-adjusted year-end prices of $76.88 in 2016, $74.38 in 2019, $100.00 in 2022, $116.42 in 2024 and $108.06 in 2025, with annual dividends of $0.02 to $0.74 a share.

The pattern in AltStreet's data

AltStreet's Regulation A record for the issuer shows a company that has never carried a going-concern flag and has grown equity in every year on file, from $67.1 million at the end of 2022 to $87.5 million at the end of 2025 on a book basis, with net income of $76,404 in 2022, $450,674 in 2023, a loss of $127,956 in 2024 and $534,360 in 2025. What changed in 2025 is the composition: for the first time the operating business lost money on its own and profits came from selling farms, while the cash the company returned to investors through redemptions rose fivefold and then, in the first four months of 2026, exceeded the whole of 2025.

The share price is the number to watch, and it is built transparently. Each supplement publishes the components: appraised farmland value, the organic premium, mortgages at book, cash, and notes payable at fair value. That openness is unusual among Regulation A real-asset issuers, most of which publish a NAV without its parts. It also means the decline can be traced: since the appraisal-based policy began, farmland value has come down through sales and appraisals while the share count has grown, and the company has kept paying redemptions at the published price. The website puts the portfolio's 'market value as of Q2 2026' at $117.2 million, while the June 30 NAV table carries farmland investments at $124.9 million; the two figures are on different bases and the company does not reconcile them.

Two other 2026 renames on AltStreet's watchlist came with damage the filings recorded: Worthy became Wellstreet after two bond programs were dissolved with $12.66 million unpaid, and RealtyMogul's Income REIT converted to a Maryland corporation in the same quarter it suspended repurchases. Amber's situation is milder and more specific. Nothing is suspended, the auditor is silent, and the farms are still producing 92 cents of every dollar of rent billed. The price has fallen four times and the income statement leaned on land sales last year, but the farms are leased, the mortgages are paying, and the filings are current and detailed. The rename is a marketing decision made in a difficult stretch, not a response to a crisis.

Why it matters

For existing stockholders the rename changes nothing about what they own and everything about how it is being sold. The offering that funds redemptions and repays maturing notes is now the Amber offering, and its success depends on the marketing the rebrand was built for. The 2026 use-of-proceeds table budgets for redemptions through May 2027, and the notes schedule puts $21.2 million of 1% to 4% paper, 75% of the note book, due within two years. Those notes were placed with 210 mission-aligned accredited investors at rates the company describes as 'generally lower cost than those terms available from traditional lenders.' If holders roll them, the cheap capital that flatters NAV survives; if they take repayment, the company sells farmland or raises equity at a falling price to pay them.

For prospective investors the filings set the expectation plainly: this is an appreciation vehicle, not an income one. The offering circular says dividends have historically totaled less than 1% of the share price, and the filed price table shows the return coming from the board-set share value, which rose from $76.88 in 2016 to a peak of $117.00 in 2024 before the recent declines. An investor is buying organic farmland at appraised value plus a premium, with a five-year holding period and quarterly redemption windows, and should size the position for that horizon.

The tenant defaults are the operating signal. Iroquois Valley's thesis is that organic farmers, once transitioned, earn a premium that supports rent and land value. Five of 78 tenants in default, two written off, a $420,000 line of credit charged off, and the company's own statement that low organic grain prices have kept variable rent from being realized 'over the prior fiscal years' describe a period in which the premium was not enough. The organic premium in the valuation, $5.0 million at June 30, is the same idea expressed as an asset. The FY2026 annual report, and the first-half Form 1-SA due this month, will show whether the default list is shrinking as the company works through past-due accounts, which it says it is doing.

The move to Roanoke, Indiana, a town of about 1,700 people 15 miles from Fort Wayne, in the same period as the rename, the executive turnover and the marketing spend, reads as a company reorganizing around its farm base rather than the Chicago office it listed on the June 2025 offering circular. The filings do not say so, and the investor-relations phone number still carries a suburban Chicago area code.

What the filings do not show

The rename filings disclose the new name, the subsidiary renames and the address; they do not disclose the cost of the rebrand, whether the board or the general and administrative budget approved it, or any change in officers or directors. No filing identifies Mr. Mantoan's successor as principal financial officer. The June 30, 2026 NAV supplement gives balance-sheet components but not first-half revenue, rent collections, defaults or redemptions; those will come in the Form 1-SA due by the end of September. The company has not filed a 1-SA for the first half of 2026 as of September 9.

The 112 investments, 33,500 acres, 60 farmer relationships and $117.2 million 'market value' are from the company's website and press release, not from a filing, and their methodology and as-of dates are not stated. The 2016 to 2025 share prices and dividends are the company's table in the offering circular, retroactively adjusted for an 8-for-1 stock split. The FY2022 and FY2023 figures are AltStreet's extraction from the filed annual reports. AltStreet has not reviewed the leases, the note agreements or the appraisals. Nothing in this article is investment advice or a recommendation regarding any security.