Business Combinations

The Company records the acquisition of income-producing real estate or real estate that will be used for the production of income as a business combination when the acquired property meets the definition of a business. Assets acquired and liabilities assumed in a business combination are generally measured at their acquisition-date fair values, including tenant improvements and identifiable intangible assets or liabilities. Tenant improvements recognized represent the tangible assets associated with the existing leases valued on a fair value basis at the acquisition date. Tenant improvements are classified as assets under investments in real estate and are depreciated over the remaining lease terms. Identifiable intangible assets and liabilities relate to the value of in-place operating leases which come in three forms: (1) leasing commissions and legal costs, which represent the value associated with “cost avoidance” of acquiring in-place leases, such as lease commissions paid under terms generally experienced in markets in which the Company operates; (2) value of in-place leases, which represents the estimated loss of revenue and of costs incurred for the period required to lease the “assumed vacant” property to the occupancy level when purchased; and (3) above- or below-market value of in-place leases, which represents the difference between the contractual rents and market rents at the time of the acquisition, discounted for tenant credit risks. The value of in-place leases is recorded in acquired lease intangibles and amortized over the remaining lease term. Above- or below-market-rate leases are classified in acquired lease intangibles, or in acquired below-market lease intangibles, depending on whether the contractual terms are above- or below-market. Above-market leases are amortized as a decrease to rental revenue over the remaining non-cancelable terms of the respective leases and below-market leases are amortized as an increase to rental revenue over the remaining initial lease term and any fixed rate renewal periods, if applicable.

Acquisition costs are expensed as incurred. Costs incurred in pursuit of targeted properties for acquisitions not yet closed or those determined to no longer be viable and costs incurred which are expected to result in future period disposals of property not currently classified as held for sale properties have been expensed and are also classified in the condensed consolidated statementstatements of operations as transaction expenses.

Estimates of the fair values of the tangible assets, identifiable intangibles and assumed liabilities require the Company to make significant assumptions to estimate market lease rates, property operating expenses, carrying costs during lease-up periods, discount rates, market absorption periods, and the number of years the property will be held for investment. The use of inappropriate assumptions would result in an incorrect valuation of the Company’s acquired tangible assets, identifiable intangibles and assumed liabilities, which would impact the amount of the Company’s results of operations. These allocations also impact depreciation expense, amortization expense and gains or losses recorded on future sales of properties.

Reportable Segments

ASC 280,Segment Reporting, establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. The Company has one reportable segment, income-producing retail properties, which consists of activities related to investing in real estate. The retail properties are geographically diversified throughout the United States, and the Company evaluates operating performance on an overall portfolio level.

Investments in Real Estate

Real property is recorded at estimated fair value at time of acquisition with subsequent additions at cost, less accumulated depreciation and amortization. Costs include those related to acquisition, development and construction, including tenant improvements, interest incurred during development, costs of pre-development and certain direct and indirect costs of development.

Depreciation and amortization is computed using a straight-line method over the estimated useful lives of the assets as follows:

Tenant improvement costs recorded as capital assets are depreciated over the tenant’s remaining lease term which the Company has determined approximates the useful life of the improvement.

Expenditures for ordinary maintenance and repairs are expensed to operations as incurred. Significant renovations and improvements that improve or extend the useful lives of assets are capitalized.

Properties Under Development

The initial cost of properties under development includes the acquisition cost of the property, direct development costs and borrowing costs directly attributable to the development. Borrowing costs associated with direct expenditures on properties under development are capitalized. The amount of capitalized borrowing costs is determined by reference to borrowings specific to the project, where relevant. Borrowing costs are capitalized from the commencement of the development until the date of practical completion where the property is substantially ready for its intended use. Capitalization of borrowing costs is suspended if there are prolonged periods when development activity is interrupted. Practical completion is when the property is capable of operating in the manner intended by management.

Interest on projects during periods of development is capitalized until the project is ready for its intended use based on interest rates in place during the development period. The amount of interest capitalized during the three months ended March 31, 2016, was $328,000.

Impairment of Long-lived Assets

The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its investments in real estate and related intangible assets may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate and related intangible assets may not be recoverable, the Company assesses the recoverability by estimating whether the Company will recover the carrying value of the real estate and related intangible assets through its undiscounted future cash flows (excluding interest) and its eventual disposition. If, based on this analysis, the Company does not believe that it will be able to recover the carrying value of the real estate and related intangible assets and liabilities, the Company would record an impairment loss to the extent that the carrying value exceeds the estimated fair value of the investments in real estate and related intangible assets. Key inputs that the Company estimates in this analysis include projected rental rates, capital expenditures, property sale capitalization rates, and expected holding period of the property.

For the three and nine months ended September 30, 2014, the Company recorded impairment losses of $2,500,000 and $1,400,000 on its investments in Constitution Trail and Topaz Marketplace, respectively. The Company subsequently sold Constitution Trailevaluates its equity investments for impairment in accordance with ASC 320,Investments – Debt and Securities (“ASC 320”). ASC 320 provides guidance for determining when an investment is considered impaired, whether impairment is other-than-temporary, and measurement of an impairment loss.

The Company continually monitors its properties under development for impairment. Estimates of future cash flows used to test the recoverability of properties under development are based on March 11, 2015. For information regardingtheir expected service potential when development is substantially complete. Those estimates include cash flows associated with all future expenditures necessary to develop the saleproperties under development, including interest payments that will be capitalized as part of Constitution Trail, refer to Note 3. “Real Estate Investments.” the cost of the properties under development.

The Company did not record any impairment losses for the three and nine months ended September 30,March 31, 2016 and 2015.

Assets Held for Sale and Discontinued Operations

When certain criteria are met, long-lived assets are classified as held for sale and are reported at the lower of their carrying value or their fair value, less costs to sell, and are no longer depreciated. For property sales prior to May 1, 2014, discontinued operations is a component of an entity that has either been disposed of or is deemed to be held for sale and (i) the operations and cash flows of the component have been eliminated from ongoing operations as a result of the disposal transaction and (ii) the entity does not have any significant continuing involvement in the operations of the component after the disposal transaction. For property sales on or after May 1, 2014, a disposal of a component of an entity is required to be reported as discontinued operations only if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. See Note 3. “Real Estate Investments” for a discussion of property sales and discontinued operations.

Fair Value Measurements

Under GAAP, the Company is required to measure or disclose certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other financial instruments and balances at fair value on a non-recurring basis (e.g., carrying value of impaired real estate loans receivable and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories:

When available, the Company utilizes quoted market prices or other observable inputs (Level 2 inputs), such as interest rates or yield curves, from independent third-party sources to determine fair value and classify such items in Level 1 or Level 2. In instances where the market for a financial instrument is not active, regardless of the availability of a nonbinding quoted market price, observable inputs might not be relevant and could require the Company to use significant judgment to derive a fair value measurement. Additionally, in an inactive market, a market price quoted from an independent third-party may rely more on models with inputs based on information available only to that independent third party. When the Company determines the market for an asset owned by it to be illiquid or when market transactions for similar instruments do not appear orderly, the Company uses several valuation sources (including internal valuations, discounted cash flow analysis and quoted market prices)external appraisals) and establishes a fair value by assigning weights to the various valuation sources. Additionally, when determining the fair value of liabilities in circumstances in which a quoted price in an active market for an identical liability is not available, the Company measures fair value using (i) a valuation technique that uses the quoted price of the identical liability when traded as an asset or quoted prices for similar liabilities when traded as assets; or (ii) a present value technique that considers the future cash flows based on contractual obligations discounted by observed or estimated market rates of comparable liabilities. The use of contractual cash flows with regard to amount and timing significantly reduces the judgment applied in arriving at fair value.

Changes in assumptions or estimation methodologies can have a material effect on these estimated fair values. In this regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, may not be realized in an immediate settlement of the instrument.

The Company considers the following factors to be indicators of an inactive market: (1) there are few recent transactions; (2) price quotations are not based on current information; (3) price quotations vary substantially either over time or among market makers (for example, some brokered markets); (4) indexes that previously were highly correlated with the fair values of the asset or liability are demonstrably uncorrelated with recent indications of fair value for that asset or liability; (5) there is a significant increase in implied liquidity risk premiums, yields, or performance indicators (such as delinquency rates or loss severities) for observed transactions or quoted prices when compared with the Company’s estimate of expected cash flows, considering all available market data about credit and other nonperformance risk for the asset or liability; (6) there is a wide bid-ask spread or significant increase in the bid-ask spread; (7) there is a significant decline or absence of a market for new issuances (that is, a primary market) for the asset or liability or similar assets or liabilities; and (8) little information is released publicly (for example, a principal-to-principal market).

The Company considers the following factors to be indicators of non-orderly transactions: (1) there was not adequate exposure to the market for a period before the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets or liabilities under current market conditions; (2) there was a usual and customary marketing period, but the seller marketed the asset or liability to a single market participant; (3) the seller is in or near bankruptcy or receivership (that is, distressed), or the seller was required to sell to meet regulatory or legal requirements (that is, forced); and (4) the transaction price is an outlier when compared with other recent transactions for the same or similar assets or liabilities.

Deferred Financing Costs

Deferred financing costs represent commitment fees, loan fees, legal fees and other third-party costs associated with obtaining financing. These costs are amortized over the terms of the respective financing agreements using the straight-line method which approximates the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financings that do not close are expensed in the period in which it is determined that the financing will not close.

The Company presents deferred financing costs, net of accumulated amortization, as a contra-liability that reduces the carrying amount of the associated note payable, rather than as a deferred asset. Deferred financing costs related to a line-of-credit arrangement are presented on the balance sheet as a deferred asset, regardless of whether there were any outstanding borrowings at period-end.

Accounting for Investments in Unconsolidated Joint Ventures

The Company accounts for its current investments in unconsolidated joint ventures under the equity method of accounting. Under the equity method of accounting, the Company records its initial investment in a joint venture at cost and subsequently adjusts the cost for the Company’s share of the joint venture’s income or loss and cash contributions and distributions each period. See Note 4. “Investments in Unconsolidated Joint Ventures” for a discussion of the Company’s investments in joint ventures.

The Company monitors its investments in unconsolidated joint ventures periodically for impairment. No impairment indicators were identified and no impairment losses were recorded during the three months ended March, 31, 2016.

Income Taxes

The Company has elected to be taxed as a REIT under the Internal Revenue Code. To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income to stockholders (which is computed without regard to the dividends paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that it distributes as dividends to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless the Internal Revenue Service (the “IRS”) grants the Company relief under certain statutory provisions. Such an event could materially and adversely affect the Company’s net income and net cash available for distribution to stockholders. However, the Company believes that it is organized and operates in such a manner as to qualify for treatment as a REIT. TheEven if the Company qualifies as a REIT, it may also be subject to certain state or local income taxes, or franchise taxes.and to U.S. federal income and excise taxes on its undistributed income.

The Company evaluates tax positions taken in the condensed consolidated financial statements under the interpretation for accounting for uncertainty in income taxes. As a result of this evaluation, the Company may recognize a tax benefit from an uncertain tax position only if it is “more-likely-than-not” that the tax position will be sustained on examination by taxing authorities.

When necessary, deferred income taxes are recognized in certain taxable entities. Deferred income tax is generally a function of the period’s temporary differences (items that are treated differently for tax purposes than for financial reporting purposes). A valuation allowance for deferred income tax assets is provided if all or some portion of the deferred income tax asset may not be realized. Any increase or decrease in the valuation allowance is generally included in deferred income tax expense.

The Company’s tax returns remain subject to examination and consequently, the taxability of the distributions is subject to change.

In 2015, the Company estimated it could owe alternative minimum state/federal taxes totaling approximately $200,000 and this amount was accrued and included in expense as of December 31, 2015. During the three months ended March 31, 2016, the Company finalized its calculation of taxes owed for 2015, which was less than the recorded accrual, resulting in a reversal of $111,000 and payment of $89,000. The amount of over accrual was immaterial.

Earnings perPer Share

Basic earnings per share (“EPS”) is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed after adjusting the basic EPS computation for the effect of potentially dilutive securities outstanding during the period. The effect of non-vested shares, if dilutive, is computed using the treasury stock method. The Company accounts for non-vested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share pursuant to the two-class method. The Company’s excess of distributions over earnings related to participating securities are shown as a reduction in income (loss) attributable to common stockholders in the Company’s computation of EPS.

ReclassificationReclassifications

Assets sold or held for sale and related liabilities have been reclassified on the condensed consolidated balance sheets. For operating properties sold prior to May 1, 2014, the related operating results have been reclassified from continuing to discontinued operations on the condensed consolidated statements of operations. For operating properties sold on or after May 1, 2014, the related operating results remain in continuing operations on the condensed consolidated statements of operations unless the sold properties represent a strategic shift that have had (or will have) a major effect on the Company’s operations and financial results.

As of March 31, 2016, in respect to the Company’s adoption of ASU No. 2015-03,Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs (“ASU No. 2015-03”), the Company reclassified $938,000 of deferred financing costs, net of accumulated amortization, as a contra-liability to notes payable on the condensed consolidated balance sheet, and $127,000 of deferred financing costs related to property held for sale, net of accumulated amortization, as a contra-liability to liabilities held for sale on the condensed consolidated balance sheet. ASU 2015-03 requires retrospective application, wherein the balance sheet of each period presented should be adjusted to reflect the effects of the new guidance. Accordingly, for comparative purposes herein, the Company reclassified the December 31, 2015 balance of $339,000 of deferred financing costs, net of accumulated amortization, as a contra-liability to notes payable in the condensed consolidated balance sheet, and $127,000 of deferred financing costs, net of accumulated amortization, as a contra-liability to liabilities held for sale on the condensed consolidated balance sheet.

Newly Adopted Accounting Pronouncements

The Company adopted ASU No. 2015-03 on a retrospective basis, effective for the quarter ended March 31, 2016. The amendments in ASU No. 2015-03 require debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. ASU No. 2015-03 is limited to the presentation of debt issuance costs and does not affect the recognition and measurement of debt issuance costs. The adoption of ASU No. 2015-03 would change the presentation of debt issuance costs as the Company presents debt issuance costs as deferred financing costs, net on the accompanying condensed consolidated balance sheets. ASU No. 2015-03 does not address how debt issuance costs related to line-of-credit arrangements should be presented on the balance sheet or amortized. Given this absence of authoritative guidance within ASU 2015-03, the FASB issued ASU No. 2015-15,Interest – Imputation of Interest (Subtopic 835-30), Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting, which clarifies that the SEC Staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. Effective January 2016, the Company presents deferred financing costs, net, as a contra-liability in periods when there is an associated debt liability on the balance sheet, rather than as a deferred asset. If no associated debt liability is recorded on the balance sheet, deferred financing costs will be presented as a deferred asset. The adoption of ASU 2015-03 did not have a material impact on the Company’s consolidated financial statements.

The Company adopted ASU No. 2015-16, (Business Combinations (Topic 805),Simplifying the Accounting for Measurement-Period Adjustment(“ASU 2015-16”), effective for the quarter ended March 31, 2016. The amendments in ASU 2015-16 require an acquirer to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Further, the acquirer is required to record, in the financial statements for the same period, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. Entities must also present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current period earnings by the line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The guidance should be applied prospectively and early adoption is permitted.The adoption of ASU 2015-16 had no impact on the Company’s condensed consolidated financial statements.

Recent Accounting Pronouncements

In May 2014, the FASBFinancial Accounting Standards Board (“FASB”) issued ASU No. 2014-09,Revenue from Contracts with Customers(“ASU No. 2014-09”). ASU No. 2014-09 outlines a single comprehensive model for entities to use in accounting for revenues arising from contracts with customers. In August 2015, the FASB issued ASU No. 2015-14,Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which effectively defers the adoption of ASU 2014-09 to fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2016. Companies may apply either a full retrospective or a modified retrospective approach to adopt this guidance.In March 2016, the FASB issued ASU No. 2016-08,Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which amended the principal versus agent guidance in the new revenue standard and is intended to result in more consistent application and reduce the cost and complexity of applying the new standard. Additionally, in April 2016, the FASB issued ASU No. 2016-10,Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing (“ASU 2016-10”), which amended the guidance to clarify accounting for licenses of intellectual property and to clarify the guidance on performance obligations.The Company is currently evaluating the transition methods and the impact of the guidance on its condensed consolidated financial statements.

In August 2014, the FASB issued ASU No. 2014-15,Presentation of Financial Statements – Going Concern(“ASU No. 2014-15”). ASU No. 2014-15 provides guidance regarding management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. The new guidance requires that management evaluate for each annual and interim reporting period whether conditions exist that give rise to substantial doubt about the entity’s ability to continue as a going concern within one year from the financial statement issuance date, and if so, provide related disclosures. Disclosures are only required if conditions give rise to substantial doubt, whether or not the substantial doubt is alleviated by management’s plans. No disclosures are required specific to going concern uncertainties if an assessment of the conditions does not give rise to substantial doubt. Substantial doubt exists when conditions and events, considered in the aggregate, indicate that it is probable that a company will be unable to meet its obligations as they become due within one year after the financial statement issuance date. The guidance is effective for interim and annual periods beginning after December 15, 2016. Early adoption is permitted. The Company does not anticipate that the adoption of this guidance will have a material impact on the Company's condensed consolidated financial statements.

In April 2015,January 2016, the FASB issued ASU No. 2015-03, 2016-01,Interest - ImputationFinancial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs Financial Assets and Financial Liabilities(“ASU No. 2015-03”2016-01”). The amendments in ASU No. 2015-03 require debt issuance costs2016-01 requires equity investments to be presentedmeasured at fair value with changes in fair value recognized in net income; simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments; requires separate presentation of financial assets and financial liabilities by measurement category and form of financial assets on the balance sheet asor the accompanying notes to the financial statements and clarifies that an entity should evaluate the need for a direct deduction from the carrying value of the associated debt liability, consistentvaluation allowance on a deferred tax asset related to available-for-sale securities in combination with the presentation of a debt discount.entity’s other deferred tax assets. ASU No. 2015-03 is limited to the presentation of debt issuance costs and does not affect the recognition and measurement of debt issuance costs. ASU No. 2015-032016-01 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years.The Company is currently evaluating the impact of the guidance on its condensed consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02,Leases (Topic 842) (“ASU 2016-02”).ASU 2016-02 requires entities to recognize lease assets and lease liabilities on the consolidated balance sheet and disclosing key information about leasing arrangements. The guidance retains a distinction between finance leases and operating leases. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous guidance. However, the principal difference from previous guidance is that the lease assets and lease liabilities arising from operating leases should be recognized in the statement of financial position. The accounting applied by a lessor is largely unchanged from that applied under the previous guidance. The amendments in this guidance are effective for fiscal years beginning after December 15, 20152018, including interim periods within those fiscal years. Earlier application is permitted. Lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply. The Company is to be applied retrospectively, with early adoption permitted forcurrently evaluating the impact of the guidance on its condensed consolidated financial statements that have not been previously issued. The adoption of ASU No. 2015-03 would change the presentation of debt issuance costs as the Company presents debt issuance costs as deferred financing costs, net on the accompanying consolidated balance sheets. ASU 2015-03 does not address how debt issuance costs related to line-of-credit arrangements should be presented on the balance sheet or amortized. Given this absence of authoritative guidance within ASU 2015-03,statements.

In March 2016, the FASB issued ASU 2015-15,No. 2016-07,InterestInvestments – ImputationEquity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Interest (Subtopic 835-30), PresentationAccounting (“ASU 2016-07”). The purpose of the amendment is to eliminate the requirement that when an investment uses the equity method as a result of an increase in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting, which clarifiesretained earnings retroactively on a step-by step basis as if the equity method had been in effect during all previous periods that the SEC Staff would not object to an entity deferringinvestment had been held. For public entities, the amendments in ASU 2016-07 are effective for interim and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement.annual reporting periods beginning after December 15, 2016. The Company does not anticipate that the adoption of this guidance will have a materialan impact on the Company’sCompany's condensed consolidated financial statements.

In September 2015, the FASB issued ASU 2015-16, (Business Combinations (Topic 805),Simplifying the Accounting for Measurement-Period Adjustments, which requires an acquirer to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Further, the acquirer is required to record, in the financial statements for the same period, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. Entities must also present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current period earnings by the line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The guidance is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The guidance should be applied prospectively and early adoption is permitted.The Company is currently evaluating the impact of the guidance on its consolidated financial statements.

3. REAL ESTATE INVESTMENTS

Acquisition of Properties

The Company did not have any property acquisitions for the three and nine months ended September 30, 2015March 31, 2016 and 2014.2015. For property acquisitions of the Company’s consolidated variable interests, refer to Note. 5 “Variable Interest Entities.”

2016 Sale of Properties

The Company did not sell any properties for the three months ended March 31, 2016.

2015 Sale of Properties

On March 11, 2015, the Company sold the following three properties for the aggregate gross sales price of $53.6 million:

The sale of the three properties did not represent a strategic shift that will have a major effect on the Company’s operations and financial results and, as a result, was not included in discontinued operations for the three and nine months ended September 30,March 31, 2015. The Company’s condensed consolidated statementsstatement of operations includeincludes net operating incomelosses of $7,000 and net operating loss of $471,000$289,000 for the three months ended September 30,March 31, 2015, and 2014, respectively, net operating loss of $298,000 and $1,400,000 for the nine months ended September 30, 2015 and 2014, relating to the results of operations for the three sold properties.

The sale of Osceola Village, Constitution Trail and Aurora Commons (the “SGO Properties”) was completed in connection with the formation of the SGO Joint Venture, as defined and further described in Note 4. “Investment in Unconsolidated Joint Ventures.”Venture. The three properties were sold to the SGO Joint Venture, and the closing of the sale was conditioned on the Company receiving a 19% membership interest in the SGO Joint Venture. In exchange for this 19% membership interest, the Company contributed $4.5 million to the SGO Joint Venture, which amount was credited against the Company’s proceeds from the sale of the three properties to the SGO Joint Venture. Of the net sales proceeds from the sale of the threeaforementioned properties, $36.4 million was used by the Company to retire the debt associated with the sold properties.

Discontinued Operationsproperties

The Company reports operating properties sold in periods prior to May 1, 2014, as discontinued operations. The results of discontinued operations are included as a separate component on the condensed consolidated statements of operations under the caption “Discontinued operations”.

On January 8, 2014, the Company completed the sale of Visalia Marketplace in Visalia, California for a gross sales price of $21.1 million. The Company originally acquired Visalia Marketplace in June 2012 for $19 million. In accordance with the terms of the loan documents with KeyBank, at the time of the sale, 80% of the net proceeds from the sale were released from escrow to pay down and reduce the prior line of credit balance with KeyBank. The results of operations related to Visalia Marketplace were classified as discontinued operations for the three and nine months ended September 30, 2014.

The Company did not have any discontinued operations for the three and nine months ended September 30, 2015. The components of income and expense relating to discontinued operations for the three and nine months ended September 30, 2014 are shown below.

Assets Held for Sale and Liabilities Related to Assets Held for Sale

At September 30,March 31, 2016 and December 31, 2015, four retail properties wereBloomingdale Hills, located in Riverside, Florida, was classified as assets held for sale in the condensed consolidated balance sheet. These properties are Bloomingdale Hills in Riverside, Florida, Moreno Marketplace in Moreno Valley, California, Northgate Plaza in Tucson, Arizona, and Summit Point in Fayetteville, Georgia. Since the salessale of these properties dothe property does not represent a strategic shift that will have a major effect on the Company’s operations and financial results, theirits results of operations werewas not reported as discontinued operations on the Company’s financial statements. The Company intends to use part of the net proceeds from the sales to retire the outstanding debt associated with these properties. The Company anticipates that the sale of Bloomingdale Hills will occur within one year from September 30, 2015. See Note 14.Note. 14 “Subsequent Events” for the sale of Moreno Marketplace, Northgate Plaza and Summit Point in October 2015.Bloomingdale Hills after quarter-end. The Company’s condensed consolidated statements of operations include net operating income of $385,000$83,000 and net operating loss of $135,000$15,000 for the three months ended September 30,March 31, 2016 and 2015, and 2014, respectively, and net operating income of $397,000 and net operating loss of $270,000 for the nine months ended September 30, 2015 and 2014, respectively.

On November 21, 2014, the Company entered into a sales contract with a buyer to purchase an undeveloped parcel at Osceola Village in Kissimmee, Florida. The gross sales price was $875,000. On March 11, 2015, the entire Osceola Village property was soldrelated to the SGO Joint Venture. The land value associated with the parcel was classified asassets held for sale at December 31, 2014.sale.

The major classes of assets and liabilities related to assets held for sale included in the condensed consolidated balance sheets at September 30, 2015March 31, 2016 and December 31, 20142015 were as follows:

Amounts above were presented at their carrying valuevalues which the Company believed to be lower than their estimated fair value less costs to sell.

4. INVESTMENTINVESTMENTS IN UNCONSOLIDATED JOINT VENTURES

The following table summarizes the Company’s investments in unconsolidated joint ventures as of March 31, 2016 and December 31, 2015:

SGO MNGelson’s Joint Venture

On September 30, 2015,January 7, 2016, the Company, through wholly-owned subsidiaries, entered into the Limited Liability Company Agreement of SGO MN Retail Acquisitions Venture,Sunset & Gardner Investors, LLC (the “SGO MN“Gelson’s Joint Venture Agreement”) to form a joint venturethe Gelson’s Joint Venture with MN Retail Grand Avenue Partners,Sunset & Gardner LA, LLC (“S&G LA” and together with the Company the “Gelson’s Members”), a subsidiary of Oaktree,Cadence Capital Investments, LLC (“Cadence”). Cadence is a real estate development and GLB SGO MN, LLC, a wholly-owned subsidiaryinvestment firm focused on commercial properties. They offer high-quality, market-driven developments, and have expertise in market planning and site selection build to suit and small center developments, redevelopment and repositioning of GPP.existing properties.

The SGO MNGelson’s Joint Venture Agreement provides for the ownership and operation of SGO MN Retail Acquisitioncertain real property by the Gelson’s Joint Venture, LLC (the “SGO MN Joint Venture”), in which the Company owns a 10% interest, GPP owns a 10%100% capital interest and Oaktree owns an 80%a 50% profits interest. In exchange for ownership in the 10% ownership,Gelson’s Joint Venture, the Company has agreed to contribute cash in an amount up to $7 million in initial capital contributions and $700,000 in subsequent capital contributions to the Gelson’s Joint Venture. S&G LA contributed cashits rights to acquire the real property, its interest under a 20 year lease with Gelson’s Markets (the “Gelson’s Lease”) and agreed to provide certain management and development services.

On January 28, 2016, the Gelson’s Joint Venture used the capital contributions of the Company, together with the proceeds of a loan from Buchanan Mortgage Holdings, LLC in the amount of $3,075,000$10,700,000, to purchase the Gelson’s Property from a third party seller, for a total purchase price of $12,950,000. The Gelson’s Joint Venture intends to proceed with obtaining all required governmental approvals and entitlements to replace the existing improvements on the property with a build to suit grocery store for Gelson’s Markets with an expected size of approximately 38,000 square feet. Gelson’s Markets was founded in 1951 and is recognized as one of the nation’s premier supermarket chains. Gelson’s Markets currently has 18 locations throughout Southern California.

Pursuant to the SGO MN Joint Venture. On September 30, 2015, the SGO MNGelson’s Joint Venture acquired 14 retail properties locatedAgreement, S&G LA will manage and conduct the day-to-day operations and affairs of the Gelson’s Joint Venture, subject to certain major decisions set forth in Minnesota, North Dakotathe Gelson’s Joint Venture Agreement that require the consent of all the Gelson’s Members. Income, losses and Nebraska, with 2distributions will generally be allocated based on the Gelson’s Members’ respective capital and profits interests. Additionally, in certain circumstances described in the Gelson’s Joint Venture Agreement, the Company may be required to make additional acquisitions scheduledcapital contributions to occur on or before December 31, 2015.the Joint Venture, in proportion to the Gelson’s Members’ respective ownership interests. Until the Company has received back its capital contribution and specified preferred returns, all distributions go to the Company; thereafter, the Gelson’s Joint Venture will distribute the profits 50% to the Company and 50% to S&G LA.

SGO3032 Wilshire Joint Venture

On March 11,December 21, 2015, the Company, through a wholly-owned subsidiary,wholly owned subsidiaries, entered into the Limited Liability Company Agreement of SGO Retail Acquisitions Venture,3032 Wilshire Investors, LLC (the “SGO“Wilshire Joint Venture Agreement”) to form a joint venturethe Wilshire Joint Venture with Grocery Retail Grand Avenue Partners,3032 Wilshire SM, LLC, a subsidiary of Oaktree and GLB SGO, LLC, a wholly-owned subsidiary of GPP.Cadence (together with the Company, the “Wilshire Members”).

On December 14, 2015 and January 5, 2016, the Company paid deposits in the amounts of $500,000 and $100,000, respectively, toward the acquisition of the Wilshire Property. On March 7, 2016, the Company contributed $5,700,000 to the Wilshire Joint Venture. The SGOWilshire Joint Venture Agreement provides for the ownership and operation of SGO Retail Acquisitionscertain real property by the Wilshire Joint Venture, LLC (the “SGO Joint Venture”), in which the Company owns a 19% interest, GPP owns a 1%100% capital interest and Oaktree owns an 80%a 50% profits interest. In exchange for ownership

On March 8, 2016, the Wilshire Joint Venture used the deposits and capital contribution of the Company, together with the proceeds of a loan from Buchanan Mortgage Holdings, LLC in the SGOamount of $8,500,000, to acquire the Wilshire Property from a third party seller, for a total purchase price of $13,500,000. The Wilshire Joint Venture intends to reposition and re-lease the Company contributed $4.5 million toexisting improvements on the SGO Joint Venture, which amount was credited against the proceeds received from its sale of the Initial Properties (as defined below) to the SGO Joint Venture, GPP contributed $0.2 million in cash to the SGO Joint Venture, and Oaktree contributed $19.1 million in cash to the SGO Joint Venture. The Company advanced $7.0 million to Oaktree to finance a portion of Oaktree’s capital contribution to the SGO Joint Venture in exchange for a recourse demand note from Oaktree at a rate of 7% interest. As of September 30, 2015, $2,500,000 of the note remains outstanding. The Company has the right to call back the advanced funds upon 12 days written notice.property.

Sale of Initial Properties

Pursuant to the SGOWilshire Joint Venture

On March 11, 2015, as part Agreement, 3032 Wilshire SM will manage and conduct the day-to-day operations and affairs of the formation of the SGOWilshire Joint Venture, subject to certain major decisions set forth in the Wilshire Joint Venture Agreement that require the consent of all the Wilshire Members. Income, losses and distributions will generally be allocated based on the Wilshire Members’ respective capital and profits interests. Additionally, in certain circumstances described in the Wilshire Joint Venture Agreement, the Company through TNP SRT Osceola Village, LLC, its indirect wholly-owned subsidiary, SRT Constitution Trail, LLC, a wholly-owned subsidiary of Secured Holdings, and TNP SRT Aurora Commons, LLC, a wholly-owned subsidiary of Secured Holdings, entered into a Purchase and Sale Agreement effective March 11, 2015may be required to sell the multitenant retail property located in Kissimmee, Florida commonly known as the Osceola Village (“Osceola Village”), the retail shopping center development located in Normal, Illinois commonly known as Constitution Trail (“Constitution Trail”), and the multitenant retail center and office property located in Aurora, Ohio commonly known as the Aurora Commons (“Aurora Commons” and together with Osceola Village and Constitution Trail, the “Initial Properties”)make additional capital contributions to the SGOWilshire Joint Venture. AtVenture, in proportion to the time ofWilshire Members’ respective ownership interests. Until the sale Secured Holdings was jointly owned byCompany has received back its capital contribution and specified preferred returns, all distributions go to the OPCompany; thereafter, the Wilshire Joint Venture will distribute the profits 50% to the Company and SRT Secured Holdings Manager, LLC (“SRT Manager”), an affiliate of Glenborough. Secured Holdings distributed the proceeds of the sale of the Initial Properties50% to its members. As a result, on March 12, 2015, Secured Holdings paid SRT Manager approximately $2.1 million in full redemption of its 8.33% membership interest in Secured Holdings.3032 Wilshire SM.

The closingfollowing reflects the assets and liabilities of the sale was conditioned on the SGO Joint Venture issuing the Company a 19% membership interest and GPP a 1% membership interest in the SGO Joint Venture. The cash sale price for the Initial Properties was $22.0 million for Osceola Village, $23.1 million for Constitution Trail, and $8.5 million for Aurora Commons. Gross proceeds from the sale totaled $53.6 million of which $36.4 million was used to retire the notes payable balances associated with the Initial Properties, and $4.5 million was credited against the Company’s proceeds from the sale of the Initial Properties to the SGO Joint Venture and served as the Company’s capital contribution to the SGO Joint Venture.  As discussed above, another $7.0 million was loaned to Oaktree on a short-term demand note basis to enhance the Company’s short-term returns related to the proceeds of the SGO Joint Venture. As of September 30, 2015, $2.5 million of the principal amount of the note remains outstanding, and $265,000 in related interest has been accrued. The note receivable asset and the remaining net proceeds, after the payment of closing costs and expenses, of $3.8 million are available to the Company as working capital and/or the possible acquisition of additional real estate assets.   

Due to the related party membership interests in the SGO Joint Venture, the sale of the Initial Properties is considered a partial sale in accordance with ASC Subtopic 360-20,Property, Plant, and Equipment – Real Estate Sales. The related party interests consist of the Company’s 19% and GPP’s 1% membership interests in the SGO Joint Venture. As a result, the Company deferred $1.2 million, representing 20%, of the total realized gain from the sale of the Initial Properties to the SGO Joint Venture.

Accounting for Investment in Unconsolidated Joint Ventures

The Company evaluated its investments in the SGO MNGelson’s Joint Venture and the SGOWilshire Joint Venture, and deemed that requirements for consolidationwhich were not met. As such,consolidated by the Company, accounts for its investments in the joint ventures under the equity methodas of accounting. Under the equity method of accounting, the Company records its initial investment in a joint venture at cost and subsequently adjusts cost for the Company’s share of the joint venture’s income or loss and cash contributions and distributions each period.March 31, 2016:

The following table summarizes the Company’s investment in unconsolidated joint ventures as of September 30, 2015 and December 31, 2014:

5.6. FUTURE MINIMUM RENTAL INCOME

Operating Leases

The Company’s real estate properties are leased to tenants under operating leases for which the terms and expirations vary. As of September 30, 2015,March 31, 2016, the leases at the Company’s properties included in investments in real estate have remaining terms (excluding options to extend) of up to 2120 years with a weighted-average remaining term (excluding options to extend) of five5 years. The leases may have provisions to extend the lease agreements, options for early termination after paying a specified penalty, rights of first refusal to purchase the property at competitive market rates, and other terms and conditions as negotiated. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. Generally, upon the execution of a lease, the Company requires security deposits from tenants in the form of a cash deposit and/or a letter of credit. Amounts required as security deposits vary depending upon the terms of the respective leases and the creditworthiness of the tenant, but generally are not significant amounts. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of its security deposit. Security deposits received in cash related to tenant leases are included in other liabilities in the accompanying condensed consolidated balance sheets and totaled $183,000 (not including security deposits on properties held for sale)$171,000 and $175,000 as of September 30, 2015March 31, 2016 and $437,000 as of December 31, 2014.2015, respectively.

As of September 30, 2015,March 31, 2016, the future minimum rental income from the Company’s tenantsproperties under non-cancelable operating leases, excluding properties held for sale, was as follows:

6.7. ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES

As of September 30, 2015March 31, 2016 and December 31, 2014,2015, the Company’s acquired lease intangibles and below-market lease liabilities were as follows:

Increases (decreases) in net income (loss) as a result ofThe Company’s amortization of the Company’s lease intangibles and below-market lease liabilities for the three and nine months ended September 30,March 31, 2016 and 2015, and 2014, were as follows:

7.8. NOTES PAYABLE, NET

As of September 30, 2015March 31, 2016 and December 31, 2014,2015, the Company’s notes payable, excluding long-term debt associated with assets which are classified as held for sale, consisted of the following:

Amortization

During the three months ended March 31, 2016 and 2015, the Company incurred and expensed $600,000 and $1,694,000, respectively, of interest costs, which included the amortization and write-off of deferred financing costs was $128,000of $121,000 and $177,000$162,000, respectively. Also during the three months ended September 30, 2015March 31, 2016, the Company incurred and 2014, respectively.

Amortizationcapitalized $328,000 of interest expense related to the variable interest entities, which included the amortization of deferred financing costs was $415,000 and $584,000 during the nine months ended September 30, 2015 and 2014, respectively.of $86,000.

As of September 30, 2015March 31, 2016 and December 31, 2014,2015, interest expense payable was $418,000$337,000 and $1,080,000, respectively.$199,000, respectively, including an amount related to the variable interest entities of $149,000 as of March 31, 2016.

The following is a schedule of future principal payments for all of the Company’s notes payable outstanding as of September 30, 2015:March 31, 2016:

Recent Financing Transactions

KeyBank Amended and Restated Credit Facility Agreement

The Company used a portion of the net sale proceeds from the sale of Constitution Trail and Aurora Commons onOn March 11, 2015 (see Note 4. “Investment in Unconsolidated Joint Ventures”) to pay off the entire $19 million outstanding balance under the Amended and Restated Revolving Credit Agreement (the “Amended and Restated Credit Facility”) with KeyBank. The Company will maintain the Amended and Restated Credit Facility for future cash needs.

The Company entered into the Amended and Restated Credit Facility with KeyBank on August 4, 2014 to amend and restate the 2010 Credit Facility (defined below) in its entirety and to establish a revolving credit facility with an initial maximum aggregate commitment of $30 million (as adjusted, the “Facility Amount”). Subject to certain terms and conditions contained in the loan documents,7, 2016, the Company may request that the Facility Amount be increased to a maximum of $60 million. The Amended and Restated Credit Facility was initially secured by the San Jacinto Esplanade, Aurora Commons and Constitution Trail properties.

The Amended and Restated Credit Facility matures on August 4, 2017. The Company has the right to prepay the Amended and Restated Credit Facility in whole at any time or in part from time to time, subject to the payment of certain expenses, costs or liabilities potentially incurred by the lenders as a result of the prepayment and subject to certain other conditions contained in the loan documents.

Each loan made pursuant to the Amended and Restated Credit Facility will be either a LIBOR rate loan or a base rate loan, at the election of the Company, plus an applicable margin, as defined. Monthly payments are interest only with the entire principal balance and all outstanding interest due at maturity. The Company will pay KeyBank an unused commitment fee, quarterly in arrears, which will accrue at 0.30% per annum if the usagedrew $6.0 million under the Amended and Restated Credit Facility is less than or equaland used the proceeds to 50%invest in the Wilshire Joint Venture.

Mortgage Loans Secured by Properties Under Development

In connection with the Company’s investment in the Wilshire Joint Venture and the acquisition of the Facility Amount,Wilshire Property, the Company has consolidated borrowings of $8,500,000 (the “Wilshire Loan”) from Buchanan Mortgage Holdings, LLC (as the lender) and 0.20%3032 Wilshire Investors, LLC (as the borrower). The Wilshire Loan bears interest at a rate of 10.0% per annum, ifpayable monthly commencing on April 1, 2016. The loan matures on March 7, 2017, with an option for an additional six-month period, subject to certain conditions as stated in the usage underloan agreement. The loan is secured by, among other things, a lien on the AmendedWilshire development project and Restated Credit Facility is greater than 50%other collateral as defined in the loan agreement.

In connection with the Company’s investment in the Gelson’s Joint Venture and the acquisition of the Facility Amount.Gelson’s Property, the Company has consolidated borrowings of $10,700,000 (the “Gelson’s Loan”) from Buchanan Mortgage Holdings, LLC (as the lender) and Sunset and Gardner Investors, LLC (as the borrower). The Gelson’s Loan bears interest at a rate of 9.50% per annum, payable monthly commencing on April 1, 2016. The loan matures on January 27, 2017, with an option to extend for an additional six-month period, subject to certain conditions as stated in the loan agreement. The loan is secured by, among other things, a lien on the Gelson’s development project and other joint venture collateral as defined in the loan agreement.

The Company has provided a guaranty of all of its obligations under the Amended and Restated Credit Facility and all other loan documents in connection with the Amended and Restated Credit Facility. The Company also paid Glenborough a financing coordination fee of $300,000 in connection with the Amended and Restated Credit Facility.

On August 4, 2014, as required by the Amended and Restated Credit Facility, the OP contributed 100% of its sole membership interest in SRT Constitution Trail, LLC, which owned the Constitution Trail property, to Secured Holdings (the “Constitution Transaction”) for additional membership interests in Secured Holdings. At the time, Secured Holdings was jointly owned by the OP and SRT Manager. Prior to the Constitution Transaction, the OP owned 88% of the membership interests in Secured Holdings and SRT Manager owned 12% of the membership interests in Secured Holdings. Following the Constitution Transaction, the OP owned 91.67% of the membership interests in Secured Holdings, and SRT Manager owned 8.33% of the membership interests in Secured Holdings which was derived based on the fair value of the properties as of the date of the contribution. Subsequently, Secured Holdings paid SRT Manager approximately $2.1 million in full redemption of SRT Manager’s 8.33% membership interest in Secured Holdings.

In connection with the Constitution Transaction, the entire outstanding notes payable balance secured by the Constitution Trail property was paid in full, and the associated $295,000 remaining in unamortized deferred financing costs was written off. The outstanding principal balance of the Amended and Restated Credit Facility was $20.8 million, as of August 4, 2014.

The original line of credit was entered into on December 17, 2010, between the Company, through its subsidiary, Secured Holdings, and KeyBank (and certain other lenders) to establish a secured revolving credit facility with an initial maximum aggregate commitment of $35 million (the “2010 Credit Facility”). On August 4, 2014, the 2010 Credit Facility was replaced by the Amended and Restated Credit Facility, and there were no remaining unamortized deferred financing costs associated with the 2010 Credit Facility at that time.

8.9. FAIR VALUE DISCLOSURES

The Company believes the total carrying values reflected on its condensed consolidated balance sheets reasonably approximate the fair values for cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses, and amounts due to affiliates due to their short-term nature, except for the Company’s notes payable, which are disclosed below.

The fair value of the Company’s notes payable is estimated using a present value technique based on contractual cash flows and management’s observations of current market interest rates for instruments with similar characteristics, including remaining loan term, loan-to-value ratio, type of collateral and other credit enhancements. The Company significantly reduces the amount of judgment and subjectivity in its fair value determination through the use of cash flow inputs that are based on contractual obligations. Discount rates are determined by observing interest rates published by independent market participants for comparable instruments. The Company classifies these inputs as Level 2 inputs.

The following table provides the carrying values and fair values of the Company’s notes payable related to continuing operations as of September 30, 2015March 31, 2016 and December 31, 2014:2015:

9.10. EQUITY

Common Stock

Under the Company’s Articles of Amendment and Restatement (the “Charter”), the Company has the authority to issue 400,000,000 shares of common stock. All shares of common stock have a par value of $0.01 per share. On October 16, 2008, the Company issued 22,222 shares of common stock to TNP LLC for an aggregate purchase price of $200,000. As of December 31, 2013, Sharon D. Thompson, the spouse of Anthony W. Thompson, the Company’s former co-chief executive officer and former president, independently owned 111,111 shares of the Company’s common stock for which she paid an aggregate purchase price of $1 million and TNP LLC, which is controlled by Mr. Thompson, owned 22,222 shares of the Company’s common stock. On January 24, 2014, GPP purchased both the 22,222 and 111,111 shares of the Company from TNP LLC and Sharon D. Thompson, respectively, for $8.00 per share. The share purchase transaction was part of a larger settlement of issues relating to the 2013 annual meeting proxy contest, and was not considered an arm’s length transaction. Therefore, the share purchase price may not reflect a market price or value for such securities. 

On February 7, 2013, the Company terminated the Offering and ceased offering its securities. The Company sold 10,688,940 shares of common stock in its primary offering for gross offering proceeds of $104,700,000, sold 391,182 shares of common stock under itsthe DRIP for gross offering proceeds of $3,600,000, and granted 50,000 shares of restricted stock. Asstock and issued 273,729 common shares to pay a portion of September 30, 2015,the Special Distribution. Cumulatively, through March 31, 2016, the Company hadhas redeemed 238,324396,624 shares sold in the Offering for $2,200,000.$3,197,000.

Common Units and Special Units

The Company’s prior advisor, TNP Strategic Retail Advisor, LLC, invested $1,000 in the OP in exchange for Common Units of the OP which were sold to GPP on January 24, 2014. On May 26, 2011, in connection with the acquisition of Pinehurst Square East, a retail property located in Bismarck, North Dakota, the OP issued 287,472 Common Units to certain of the sellers of Pinehurst Square East who elected to receive Common Units for an aggregate value of approximately $2.6 million, or $9.00 per Common Unit. On March 12, 2012, in connection with the acquisition of Turkey Creek, a retail property located in Knoxville, Tennessee, the OP issued 144,324 Common Units to certain of the sellers of Turkey Creek who elected to receive Common Units for an aggregate value of approximately $1.4 million, or $9.50 per Common Unit.

Pursuant to the Advisory Agreement, in April 2014 the Company caused the OP to issue to the Advisor a separate series of limited partnership interests of the OP in exchange for a capital contribution to the OP of $1,000 (the “Special Units”). The terms of the Special Units entitle the Advisor to (i) 15% of the Company’s net sale proceeds upon disposition of its assets after the Company’s stockholders receive a return of their investment plus a 7% cumulative, non-compounded rate of return or (ii) an equivalent amount in the event that the Company lists its shares of common stock on a national securities exchange or upon certain terminations of the Advisory Agreement after the Company’s stockholders are deemed to have received a return of their investment plus a 7% cumulative, non-compounded rate of return.

The holders of common units,Common Units, other than the Company and the holder of the special units,Special Units, generally have the right to cause the OP to redeem all or a portion of their common unitsCommon Units for, at the Company’s sole discretion, shares of the Company’s common stock, cash or a combination of both. If the Company elects to redeem common unitsCommon Units for shares of common stock, the Company will generally deliver one share of common stock for each common unitCommon Unit redeemed. Holders of common units,Common Units, other than the Company and the holders of the special units,Special Units, may exercise their redemption rights at any time after one year following the date of issuance of their common units;Common Units; provided, however, that a holder of common unitsCommon Units may not deliver more than two redemption notices in a single calendar year and may not exercise a redemption right for less than 1,000 common units,Common Units, unless such holder holds less than 1,000 common units,Common Units, in which case, it must exercise its redemption right for all of its common units.Common Units.

Member Interests

On July 9, 2013, SRT Manager made a cash investment of approximately $1.9 million in Secured Holdings pursuant to a Membership Interest Purchase Agreement by and among the Company, SRT Manager, Secured Holdings, and the OP, which resulted in SRT Manager owning a 12% membership interest in Secured Holdings and the OP owning the remaining 88% membership interest in Secured Holdings. The Company’s independent directors negotiated and approved the transaction in order to help enable the Company to meet its short-term liquidity needs for operations, as well as to build working capital for future operations. Following the Constitution Transaction on August 4, 2014 (see Note 7.8. “Notes Payable”), the OP owned a 91.67% membership interest in Secured Holdings and SRT Manager owned aan 8.33% membership interest in Secured Holdings. In connection with the sale of Secured Holding’s two properties to the SGO Joint Venture, (see Note 4. “Investment in Unconsolidated Joint Ventures”), Secured Holdings paid SRT Manager approximately $2.1 million in full redemption of the then current value of its remaining 8.33% membership interest in Secured Holdings.

Preferred Stock

The Charter authorizes the Company to issue 50,000,000 shares of $0.01 par value preferred stock. As of September 30, 2015March 31, 2016 and December 31, 2014,2015, no shares of preferred stock were issued and outstanding.

Share Redemption Program

On April 1, 2015, the Company’s board of directors of the Company approved the reinstatement of the share redemption program (which had been suspended since January 15, 2013) and adopted an Amended and Restated Share Redemption Program (the “Amended and Restated SRP”). Under the Amended and Restated SRP, only shares submitted for repurchase in connection with the death or “qualifying disability” (as defined in the Amended and Restated SRP) of a stockholder are eligible for repurchase by the Company. The number of shares to be redeemed is limited to the lesser of (i) a total of $2,000,000 for redemptions sought upon a stockholder’s death and a total of $1,000,000 for redemptions sought upon a stockholder’s qualifying disability, and (ii) 5% of the weighted average of the number of shares of the Company’s common stock outstanding during the prior calendar year. Share repurchases pursuant to the share redemption program are made at the sole discretion of the Company. The Company reserves the right to reject any redemption request for any reason or no reason or to amend or terminate the share redemption program at any time subject to the notice requirements in the Amended and Restated SRP.

The redemption price for shares that are redeemed is 100% of the Company’s most recent estimated net asset value per share as of the applicable redemption date. A redemption request must be made within one year after the stockholder’s death or disability, unless such death or disability occurred between January 15, 2013 and April 1, 2015, when the share redemption program was suspended. Any stockholder whose death or disability occurred during this time period must submit their redemption request within one year after the adoption of the Amended and Restated SRP.

The Amended and Restated SRP provides that any request to redeem less than $5,000 worth of shares will be treated as a request to redeem all of the stockholder’s shares. If the Company cannot honor all redemption requests received in a given quarter, all requests, including death and disability redemptions, will be honored on a pro rata basis. If the Company does not completely satisfy a redemption request in one quarter, it will treat the unsatisfied portion as a request for redemption in the next quarter when funds are available for redemption, unless the request is withdrawn. The Company may increase or decrease the amount of funding available for redemptions under the Amended and Restated SRP on ten business days’ notice to stockholders. Shares submitted for redemption during any quarter will be redeemed by the Company on the penultimate business day of such quarter. The record date for quarterly distributions has historically been and is expected to continue to be the last business day of each quarter; therefore, shares that are redeemed during any quarter are expected to be redeemed prior to the record date and thus would not be eligible to receive the distribution declared for such quarter.

The other material terms of the Amended and Restated SRP are consistent with the terms of the share redemption program that was in effect immediately prior to January 15, 2013.

On August 7, 2015, the board of directors approved the amendment and restatement of the Amended and Restated SRP (the “Second Amended and Restated SRP” and, together with the Amended and Restated SRP, the “SRP”). Under the Second Amended and Restated SRP, the redemption date with respect to third quarter 2015 redemptions was November 10, 2015 or the next practicable date as the Chief Executive Officer determined so that redemptions with respect to the third quarter of 2015 were delayed until after the payment date for the Special Distribution. With this revision, stockholders who were to have 100% of their shares redeemed were not left holding a small number of shares from the Special Distribution after the date of the redemption of their shares. The other material terms of the Second Amended and Restated SRP are consistent with the terms of the Amended and Restated SRP.  

During the three and nine months ended September 30, 2015,March 31, 2016, the Company redeemed 77,91630,721 shares of common stock for $554,000$202,000 under the Amended and Restated SRP. The Company did not redeem any shares during the three and nine months ended September 30, 2014.March 31, 2015.

Quarterly Distributions

In order to qualify as a REIT, the Company is required to distribute at least 90% of its annual REIT taxable income, subject to certain adjustments, to its stockholders. Some or all of the Company’s distributions have been paid, and in the future may continue to be paid from sources other than cash flows from operations.

Under the terms of the Amended and Restated Credit Facility, the Company may pay distributions to its investors so long as the total amount paid does not exceed 100% of the cumulative Adjusted Funds fromFrom Operations provided, however, that the Company is not restricted from making any distributions necessary in order to maintain its status as a REIT.  The Company’s board of directors evaluates the Company’s ability to make quarterly distributions based on the Company’s operational cash needs.

The following tables set forth the quarterly distributions declared to the Company’s common stockholders and Common Unit holders for the nine months ended September 30, 2015, and the year ended December 31, 2014, respectively:2015. Distributions to its common stockholders and common unit holders for the three months ended March 31, 2016 were declared subsequent to March 31, 2016, as described in Note 14. “Subsequent Events.”

Special Distribution

In June 2011, the Company acquired a debt obligation (the “Distressed Debt”) for $18 million under its prior advisor, TNP Strategic Retail Advisor, LLC. In October 2011, the Company received the underlying collateral (the “Collateral”) with respect to the Distressed Debt in full settlement of its debt claim (the “Settlement”). At the time of the Settlement, the Company received an independent valuation of the Collateral’s fair market value (“FMV”) of $27.6 million. The Settlement resulted in taxable income to the Company in an amount equal to the FMV of the Collateral less its adjusted basis for tax purposes in the Distressed Debt. Such income was not properly reported on the Company’s 2011 federal income tax return, and the Company did not make a sufficient distribution of taxable income for purposes of the real estate investment trust qualification rules (the “2011 Underreporting”). The Company was able to rectify the 2011 Underreporting and avoid failing to qualify as a REIT by making a special distribution in 2015 to its stockholders as described below. The special distribution was then included in the Company’s deduction for dividends paid for 2011.

On August 7, 2015, the board of directors of the Company authorized a special distribution (the “Special Distribution”) of $2,248,000 on its common stock to holders of record as of the close of business on August 10, 2015 (the “Record Date”). Subject to the limitations described below, the Special Distribution was payable in cash, common shares or a combination of cash and common shares to, and at the election of, the stockholders of record as of the Record Date. The Company paid the Special Distribution on November 4, 2015 (the “Payment Date.”)

As of the Record Date, the Company had approximately 10,891,798 million common shares outstanding. Based on such amount, the Special Distribution was valued at approximately $0.20 per common share. Stockholders had the right to elect to be paid their pro rata portion of the Special Distribution all in cash, all in common shares (a “Share Election”) or a combination of cash and common shares; provided, however, that the total amount of cash payable to all stockholders in the Special Distribution was limited to no more than $449,600, with the balance of the Special Distribution, or $1,798,400, payable in the form of common shares. Stockholders who failed to properly and timely complete an election form were deemed to have made a Share Election and received their pro rata portion of the Special Distribution entirely in common shares.

The Company paid the Special Distribution on November 4, 2015 (the “Payment Date.”) The total amount of cash paid to stockholders was $449,600 and the balance of $1,798,400 was paid in the form of 273,729 common shares issued pursuant to the Special Distribution. The issuance of the common shares will impact weighted average shares outstanding from the date of issuance and, thus, will impact the earnings per share calculation prospectively from the Payment Date.

10.11. EARNINGS PER SHARE

Earnings per share (“EPS”) is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during each period. Diluted EPS is computed after adjusting the basic EPS computation for the effect of potentially dilutive securities outstanding during the period. The effect of non-vested shares, if dilutive, is computed using the treasury stock method. The Company applies the two-class method for determining EPS as its outstanding shares of non-vested restricted stock are considered participating securities as dividend payments are not forfeited even if the underlying award does not vest. There is no unvested stock as of March 31, 2016. The Company’s excess of distributions over earnings related to participating securities are shown as a reduction in income (loss) attributable to common stockholders in the Company’s computation of EPS.

The following table sets forth the computation of the Company’s basic and diluted earnings (loss) per share for the three and nine months ended September 30, 2015March 31, 2016 and 2014:2015: