Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 06, 2015 | |
Document Information [Line Items] | ||
Entity Registrant Name | Strategic Realty Trust, Inc. | |
Entity Central Index Key | 1,446,371 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 11,165,527 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Investments in real estate | ||
Land | $ 15,981,000 | $ 45,740,000 |
Building and improvements | 56,158,000 | 109,998,000 |
Tenant improvements | 3,782,000 | 10,267,000 |
Investments in real estate, net | 75,921,000 | 166,005,000 |
Accumulated depreciation | (9,551,000) | (16,717,000) |
Investments in real estate, net | 66,370,000 | 149,288,000 |
Cash and cash equivalents | 4,947,000 | 3,211,000 |
Restricted cash | 5,733,000 | 5,163,000 |
Prepaid expenses and other assets, net | 310,000 | 1,363,000 |
Tenant receivables, net | 1,329,000 | 2,678,000 |
Note receivable and related accrued interest | 2,765,000 | 0 |
Investment in unconsolidated joint ventures | 7,171,000 | 0 |
Lease intangibles, net | 4,500,000 | 13,658,000 |
Assets held for sale | 43,905,000 | 342,000 |
Deferred financing costs, net | 1,006,000 | 1,788,000 |
TOTAL ASSETS | 138,036,000 | 177,491,000 |
LIABILITIES | ||
Notes payable | 52,272,000 | 122,148,000 |
Accounts payable and accrued expenses | 4,012,000 | 2,516,000 |
Amounts due to affiliates | 328,000 | 1,000 |
Other liabilities | 2,242,000 | 1,767,000 |
Liabilities related to assets held for sale | 34,515,000 | 0 |
Below market lease intangibles, net | 3,379,000 | 5,541,000 |
Deferred gain on sale of properties to unconsolidated joint venture | 1,225,000 | 0 |
TOTAL LIABILITIES | $ 97,973,000 | $ 131,973,000 |
Commitments and contingencies (Note 13) | ||
Stockholders' equity | ||
Preferred stock, $0.01 par value; 50,000,000 shares authorized, none issued and outstanding | $ 0 | $ 0 |
Common stock, $0.01 par value; 400,000,000 shares authorized; 10,891,798 and 10,969,714 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | 109,000 | 110,000 |
Additional paid-in capital | 95,726,000 | 96,279,000 |
Accumulated deficit | (57,316,000) | (54,451,000) |
Total stockholders' equity | 38,519,000 | 41,938,000 |
Non-controlling interests | 1,544,000 | 3,580,000 |
TOTAL EQUITY | 40,063,000 | 45,518,000 |
TOTAL LIABILITIES AND EQUITY | $ 138,036,000 | $ 177,491,000 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Preferred stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, Issued | 10,891,798 | 10,969,714 |
Common stock, shares outstanding | 10,891,798 | 10,891,798 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue: | ||||
Rental and reimbursements | $ 3,967,000 | $ 5,834,000 | $ 12,692,000 | $ 16,325,000 |
Expense: | ||||
Operating and maintenance | 1,351,000 | 2,163,000 | 4,567,000 | 5,856,000 |
General and administrative | 1,024,000 | 1,148,000 | 2,559,000 | 3,333,000 |
Depreciation and amortization | 913,000 | 1,959,000 | 3,943,000 | 5,969,000 |
Transaction expense | 134,000 | 0 | 134,000 | 0 |
Interest expense | 1,358,000 | 2,062,000 | 4,406,000 | 6,505,000 |
Total operating expense | 4,780,000 | 7,332,000 | 15,609,000 | 21,663,000 |
Operating loss | (813,000) | (1,498,000) | (2,917,000) | (5,338,000) |
Other income (loss): | ||||
Equity in loss of unconsolidated joint ventures | (296,000) | 0 | (186,000) | 0 |
Gain on disposal of real estate | 18,000 | 0 | 4,900,000 | 0 |
Other expense | (42,000) | (434,000) | (42,000) | (434,000) |
Loss on impairment of real estate | 0 | (3,900,000) | 0 | (3,900,000) |
Loss on extinguishment of debt | 0 | (295,000) | (200,000) | (295,000) |
Income (loss) from continuing operations | (1,133,000) | (6,127,000) | 1,555,000 | (9,967,000) |
Discontinued operations: | ||||
Income (loss) from discontinued operations | 0 | 13,000 | 0 | (27,000) |
Gain (loss) on impairment and disposal of real estate | 0 | (108,000) | 0 | 3,084,000 |
Income (loss) from discontinued operations | 0 | (95,000) | 0 | 3,057,000 |
Net income (loss) | (1,133,000) | (6,222,000) | 1,555,000 | (6,910,000) |
Net income (loss) attributable to non-controlling interests | (40,000) | (465,000) | 206,000 | (140,000) |
Net income (loss) attributable to common stockholders | $ (1,093,000) | $ (5,757,000) | $ 1,349,000 | $ (6,770,000) |
Basic earnings (loss) per common share: | ||||
Continuing operations | $ (0.10) | $ (0.52) | $ 0.12 | $ (0.85) |
Discontinued operations | 0 | (0.01) | 0 | 0.23 |
Net earnings (loss) attributable to common shares | (0.10) | (0.53) | 0.12 | (0.62) |
Diluted earnings (loss) per common share: | ||||
Continuing operations | (0.10) | (0.52) | 0.12 | (0.85) |
Discontinued operations | 0 | (0.01) | 0 | 0.23 |
Net earnings (loss) attributable to common shares | $ (0.10) | $ (0.53) | $ 0.12 | $ (0.62) |
Weighted average shares outstanding used to calculate earnings (loss) per common share: | ||||
Basic and diluted | 10,891,714 | 10,969,714 | 10,942,802 | 10,969,714 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF EQUITY - 9 months ended Sep. 30, 2015 - USD ($) | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total Stockholders' Equity | Non-controlling Interests |
BALANCE at Dec. 31, 2014 | $ 45,518,000 | $ 110,000 | $ 96,279,000 | $ (54,451,000) | $ 41,938,000 | $ 3,580,000 |
BALANCE (in shares) at Dec. 31, 2014 | 10,969,714 | |||||
Redemption of member interests | (2,102,000) | $ 0 | 0 | 0 | 0 | (2,102,000) |
Quarterly distribution | (2,106,000) | 0 | 0 | (1,966,000) | (1,966,000) | (140,000) |
Special distribution | (2,248,000) | 0 | 0 | (2,248,000) | (2,248,000) | 0 |
Redemption of common shares | (554,000) | $ (1,000) | (553,000) | 0 | (554,000) | 0 |
Redemption of common shares (in shares) | (77,916) | |||||
Net income | 1,555,000 | $ 0 | 0 | 1,349,000 | 1,349,000 | 206,000 |
BALANCE at Sep. 30, 2015 | $ 40,063,000 | $ 109,000 | $ 95,726,000 | $ (57,316,000) | $ 38,519,000 | $ 1,544,000 |
BALANCE (in shares) at Sep. 30, 2015 | 10,891,798 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 1,555,000 | $ (6,910,000) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Net (gain) loss on impairment and disposal of real estate | (4,900,000) | 816,000 |
Loss on extinguishment of debt | 200,000 | 295,000 |
Equity in loss of unconsolidated joint ventures | 186,000 | 0 |
Straight-line rent | (97,000) | (213,000) |
Amortization of deferred costs and notes payable premium/discount | 415,000 | 584,000 |
Depreciation and amortization | 3,943,000 | 5,969,000 |
Amortization of above and below-market leases | (127,000) | 55,000 |
Bad debt expense (income) | (1,000) | (200,000) |
Stock-based compensation expense | 0 | 18,000 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | 260,000 | 80,000 |
Tenant receivables | 243,000 | 890,000 |
Interest income on note receivable | (265,000) | 0 |
Prepaid rent | (96,000) | (227,000) |
Accounts payable and accrued expenses | (752,000) | 70,000 |
Amounts due to affiliates | 327,000 | (224,000) |
Other liabilities | 951,000 | 344,000 |
Net change in restricted cash for operational expenditures | (1,272,000) | (1,159,000) |
Net cash provided by operating activities | 570,000 | 188,000 |
Cash flows from investing activities: | ||
Net proceeds from the sale of real estate | 53,066,000 | 20,347,000 |
Improvements, capital expenditures, and leasing costs | (674,000) | (1,519,000) |
Investment in unconsolidated joint ventures | (7,630,000) | 0 |
Dividend from unconsolidated joint ventures | 273,000 | 0 |
Issuance of note receivable | (7,000,000) | 0 |
Principal payment received on note receivable | 4,500,000 | 0 |
Net change in restricted cash for capital expenditures | 702,000 | (494,000) |
Net cash provided by investing activities | 43,237,000 | 18,334,000 |
Cash flows from financing activities: | ||
Redemption of member interests | (2,102,000) | 0 |
Redemption of common shares | (554,000) | 0 |
Quartertly distributions | (2,106,000) | (1,905,000) |
Proceeds from notes payable | 0 | 17,400,000 |
Payment of loan fees and financing costs | 0 | (767,000) |
Repayment of notes payable | (37,309,000) | (32,222,000) |
Net cash used in financing activities | (42,071,000) | (17,494,000) |
Net increase in cash and cash equivalents | 1,736,000 | 1,028,000 |
Cash and cash equivalents - beginning of period | 3,211,000 | 2,233,000 |
Cash and cash equivalents - end of period | 4,947,000 | 3,261,000 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Distributions declared but not paid | 680,000 | 702,000 |
Special distribution declared but not paid | 2,248,000 | 0 |
Cash paid for interest | $ 4,854,000 | $ 6,249,000 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 9 Months Ended |
Sep. 30, 2015 | |
Organization and Business [Abstract] | |
ORGANIZATION AND BUSINESS | 1. ORGANIZATION AND BUSINESS Strategic Realty Trust, Inc. (the “Company”) was formed on September 18, 2008, as a Maryland corporation. Beginning with the taxable year ended December 31, 2009, the Company elected to be taxed, and currently qualifies, as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”) . The Company was initially capitalized by the sale of shares of common stock to Thompson National Properties, LLC (“TNP LLC”) on October 16, 2008. On November 4, 2008, the Company filed a registration statement on Form S-11 with the Securities and Exchange Commission (the “SEC”) to offer a maximum of $ 1,000,000,000 10.00 100,000,000 9.50 10,688,940 104,700,000 391,182 3,600,000 50,000 238,324 2,200,000 Substantially all of the Company’s business is conducted through Strategic Realty Operating Partnership, L.P., a Delaware limited partnership (the “OP”). During the Offering, as the Company accepted subscriptions for shares of its common stock, it transferred substantially all of the net proceeds of the Offering to the OP as a capital contribution. The Company is the sole general partner of the OP. As of September 30, 2015 and December 31, 2014, the Company owned 96.2 The Company is externally managed and advised by SRT Advisor, LLC, a Delaware limited liability company (the “Advisor”) pursuant to an advisory agreement with the Advisor (the “Advisory Agreement”).The Advisor is an affiliate of Glenborough, LLC (together with its affiliates, “Glenborough”), a privately held full-service real estate investment and management company focused on the acquisition, management and leasing of commercial properties. The Company’s principal demand for funds has been for the acquisition of real estate assets, the payment of operating expenses, the payment of interest on outstanding indebtedness, the payment of distributions to stockholders and investments in unconsolidated joint ventures. Substantially all of the proceeds of the Offering have been used to fund investments in real properties and other real estate-related assets, for payment of operating expenses, for payment of interest, for payment of various fees and expenses, such as acquisition fees and management fees, and for payment of distributions to stockholders. The Company has invested, directly and through joint ventures, in a portfolio of income-producing retail properties located throughout the United States with a focus on grocery anchored multi-tenant retail centers, including neighborhood, community and lifestyle shopping centers, multi-tenant shopping centers and free standing single-tenant retail properties. As of September 30, 2015, the Company’s portfolio was comprised of 12 properties, including four properties held for sale, with approximately 1,060,000 90 On March 11, 2015, the Company invested in a joint venture with Grocery Retail Grand Avenue Partners, LLC, a subsidiary of Oaktree Real Estate Opportunities Fund VI, L.P. (“Oaktree”), and GLB SGO, LLC, a wholly-owned subsidiary of Glenborough Property Partners, LLC (“GPP”). On September 30, 2015, the Company invested in a joint venture with MN Retail Grand Avenue Partners, LLC, a subsidiary of Oaktree, and GLB SGO MN, LLC, a wholly-owned subsidiary of GPP. GPP is an affiliate of the Advisor and the Company’s property manager. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2015 | |
Summary Of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements as contained within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the SEC, including the instructions to Form 10-Q and Regulation S-X. The unaudited condensed consolidated financial statements include the accounts of the Company, the OP, and their direct and indirect owned subsidiaries. All significant intercompany balances and transactions are eliminated in consolidation. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s financial position, results of operations and cash flows have been included. The Company evaluates the need to consolidate joint ventures and variable interest entities based on standards set forth in ASC 810, Consolidation The Company’s non-controlling interests are comprised primarily of the Common Units in the OP and, until its redemption on March 12, 2015, the membership interest in SRT Secured Holdings, LLC (“Secured Holdings”), one of the Company’s subsidiaries. The Company accounts for non-controlling interests in accordance with ASC 810. In accordance with ASC 810, the Company reports non-controlling interests in subsidiaries within equity in the condensed consolidated financial statements, but separate from stockholders’ equity. Net income (loss) attributable to non-controlling interests is presented as a reduction from net income (loss) in calculating net income (loss) attributable to common stockholders on the condensed consolidated statement of operations. Acquisitions or dispositions of non-controlling interests that do not result in a change of control are accounted for as equity transactions. In addition, ASC 810 requires that a parent company recognize a gain or loss in net income when a subsidiary is deconsolidated upon a change in control. In accordance with ASC 480-10, Distinguishing Liabilities from Equity The preparation of the Company’s condensed consolidated financial statements requires significant management judgments, assumptions and estimates about matters that are inherently uncertain. These judgments affect the reported amounts of assets and liabilities and the Company’s disclosure of contingent assets and liabilities at the dates of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in the Company’s condensed consolidated financial statements, and actual results could differ from the estimates or assumptions used by management. Additionally, other companies may utilize different estimates that may impact the comparability of the Company’s condensed consolidated results of operations to those of companies in similar businesses. The Company considers significant estimates to include the carrying amounts and recoverability of investments in real estate, impairments, real estate acquisition purchase price allocations, allowance for doubtful accounts, estimated useful lives to determine depreciation and amortization and fair value determinations, among others. Cash and cash equivalents represent current bank accounts and other bank deposits free of encumbrances and having maturity dates of three months or less from the respective dates of deposit. The Company limits cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk in cash. Restricted cash includes escrow accounts for real property taxes, insurance, capital expenditures and tenant improvements, debt service and leasing costs held by lenders. Revenues include minimum rents, expense recoveries and percentage rental payments. Minimum rents are recognized on an accrual basis over the terms of the related leases on a straight-line basis when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased property. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general-purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. For leases with minimum scheduled rent increases, the Company recognizes income on a straight-line basis over the lease term when collectability is reasonably assured. Recognizing rental income on a straight-line basis for leases results in recognized revenue amounts which differ from those that are contractually due from tenants on a cash basis. If the Company determines the collectability of straight-line rents is not reasonably assured, the Company limits future recognition to amounts contractually owed and paid, and, when appropriate, establishes an allowance for estimated losses. The Company maintains an allowance for doubtful accounts, including an allowance for straight-line rent receivables, for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. The Company monitors the liquidity and creditworthiness of its tenants on an ongoing basis. For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. The Company’s straight-line rent receivable which is included in tenant receivables, net, on the condensed consolidated balance sheets, was $ 575,000 1,681,000 Certain leases contain provisions that require the payment of additional rents based on the respective tenants’ sales volume (contingent or percentage rent) and substantially all contain provisions that require reimbursement of the tenants’ allocable real estate taxes, insurance and common area maintenance costs (“CAM”). Revenue based on percentage of tenants’ sales is recognized only after the tenant exceeds its sales breakpoint. Revenue from tenant reimbursements of taxes, insurance and CAM is recognized in the period that the applicable costs are incurred in accordance with the lease agreement. The Company recognizes gains or losses on sales of real estate in accordance with ASC 360, Property, Plant, and Equipment The Company makes estimates of the collectability of its tenant receivables related to base rents, including deferred rents receivable, expense reimbursements and other revenue or income. A concentration of credit risk arises in the Company’s business when a nationally or regionally-based tenant occupies a substantial amount of space in multiple properties owned by the Company. In that event, if the tenant suffers a significant downturn in its business, it may become unable to make its contractual rent payments to the Company, exposing the Company to potential losses in rental revenue, expense recoveries, and percentage rent. Generally, the Company does not obtain security deposits from the nationally-based or regionally-based tenants in support of their lease obligations to the Company. The Company regularly monitors its tenant base to assess potential concentrations of credit risk. As of September 30, 2015, in other than the Company’s properties classified as held for sale, Schnuck Markets, Inc. was the Company’s largest tenant (by square feet) and accounted for approximately 70,000 11 176,000 2 5 % of Annual Outstanding Tenant Receivables Tenant Minimum Rent as of December 31, 2014 Schnuck Markets, Inc. 2% $ 231,000 Randall's Food & Drugs LP 6% 72,000 Ralph's Grocery 10% 31,000 Gold's Gym 9% 3,000 Total $ 337,000 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 statement 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. ASC 280, Segment Reporting 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. Years Buildings and improvements 5 - 48 years Exterior improvements 10 - 20 years Equipment and fixtures 5 - 10 years 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. 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 1,400,000 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. 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: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available for inputs that are significant to the fair value measurement. 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) 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 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 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 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. 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. 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, In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements Going Concern In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs 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 In September 2015, the FASB issued ASU 2015-16, ( Business Combinations (Topic 805 Simplifying the Accounting for Measurement-Period Adjustments |
REAL ESTATE INVESTMENTS
REAL ESTATE INVESTMENTS | 9 Months Ended |
Sep. 30, 2015 | |
Real Estate Investments, Net [Abstract] | |
REAL ESTATE INVESTMENTS | 3. REAL ESTATE INVESTMENTS The Company did not have any property acquisitions for the three and nine months ended September 30, 2015 and 2014. Sale of Properties 53.6 Gross Original Property Location Acquisition Date Sales Price Purchase Price Osceola Village Kissimmee, Florida 10/11/2011 $ 22,000,000 $ 21,800,000 Constitution Trail Normal, Illinois 10/21/2011 23,100,000 18,000,000 Aurora Commons Aurora, Ohio 3/20/2012 8,500,000 7,000,000 Total $ 53,600,000 $ 46,800,000 (1) The original purchase price for Osceola Village included an additional pad which was sold for $ 875,000 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, 2015. The Company’s consolidated statements of operations include net operating income of $ 7,000 471,000 298,000 1,400,000 The sale 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.” The three properties were sold to the SGO Joint Venture, and the closing of the sale was conditioned on the Company receiving a 19 4.5 36.4 Discontinued Operations 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 19 80 . The Company did not have any discontinued operations for the three and nine months ended September 30, 2015. Three Months Ended Nine Months Ended September 30, September 30, 2014 2014 Revenues from rental property $ 2,000 $ 61,000 Rental property expenses (11,000) 76,000 Interest expense - 12,000 Operating income (loss) from discontinued operations 13,000 (27,000) Gain (loss) on impairment and disposal of real estate (108,000) 3,084,000 Income (loss) from discontinued operations $ (95,000) $ 3,057,000 Assets Held for Sale and Liabilities Related to Assets Held for Sale At September 30, 2015, four retail properties were 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 sales of these properties do not represent a strategic shift that will have a major effect on the Company’s operations and financial results, their results of operations were 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. “Subsequent Events” for the sale of Moreno Marketplace, Northgate Plaza and Summit Point in October 2015. The Company’s consolidated statements of operations include net operating income of $ 385,000 135,000 397,000 270,000 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 September 30, 2015 December 31, 2014 ASSETS Investments in real estate Land $ 14,776,000 $ 342,000 Building and improvements 26,717,000 - Tenant improvements 2,774,000 - 44,267,000 342,000 Accumulated depreciation (5,288,000) - Investments in real estate, net 38,979,000 342,000 Prepaid expenses and other assets, net 104,000 - Tenants receivables, net 776,000 - Lease intangibles, net 3,879,000 - Deferred financing costs, net 167,000 - Assets held for sale $ 43,905,000 $ 342,000 LIABILITIES Notes payable 32,567,000 - Below market lease intangibles, net 1,795,000 - Other liabilities 153,000 - Liabilities related to assets held for sale $ 34,515,000 $ - Amounts above were presented at their carrying value which the Company believed to be lower than their estimated fair value less costs to sell. |
INVESTMENT IN UNCONSOLIDATED JO
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED JOINT VENTURE | 4. INVESTMENT IN UNCONSOLIDATED JOINT VENTURES SGO MN Joint Venture On September 30, 2015, the Company, through wholly-owned subsidiaries, entered into the Limited Liability Company Agreement of SGO MN Retail Acquisitions Venture, LLC (the “SGO MN Joint Venture Agreement”) to form a joint venture with MN Retail Grand Avenue Partners, LLC, a subsidiary of Oaktree, and GLB SGO MN, LLC, a wholly-owned subsidiary of GPP. The SGO MN Joint Venture Agreement provides for the ownership and operation of SGO MN Retail Acquisition Venture, LLC (the “SGO MN Joint Venture”), in which the Company owns a 10 10 80 3,075,000 On September 30, 2015, the SGO MN Joint Venture acquired 14 retail properties located in Minnesota, North Dakota and Nebraska, with 2 additional acquisitions scheduled to occur on or before December 31, 2015. SGO Joint Venture On March 11, 2015, the Company, through a wholly-owned subsidiary, entered into the Limited Liability Company Agreement of SGO Retail Acquisitions Venture, LLC (the “SGO Joint Venture Agreement”) to form a joint venture with Grocery Retail Grand Avenue Partners, LLC, a subsidiary of Oaktree and GLB SGO, LLC, a wholly-owned subsidiary of GPP. The SGO Joint Venture Agreement provides for the ownership and operation of SGO Retail Acquisitions Venture, LLC (the “SGO Joint Venture”), in which the Company owns a 19 1 80 In exchange for ownership in the SGO Joint Venture, the Company contributed $ 4.5 0.2 19.1 7.0 7 2,500,000 Sale of Initial Properties to the SGO Joint Venture On March 11, 2015, as part of the formation of the SGO Joint Venture, 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, 2015 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”) to the SGO Joint Venture. At the time of the sale Secured Holdings was jointly owned by the OP and SRT Secured Holdings Manager, LLC (“SRT Manager”), an affiliate of Glenborough. Secured Holdings distributed the proceeds of the sale of the Initial Properties to its members. As a result, on March 12, 2015, Secured Holdings paid SRT Manager approximately $ 2.1 8.33 The closing of the sale was conditioned on the SGO Joint Venture issuing the Company a 19 1 22.0 23.1 8.5 53.6 36.4 4.5 7.0 2.5 265,000 3.8 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 19 1 1.2 20 Accounting for Investment in Unconsolidated Joint Ventures The Company evaluated its investments in the SGO MN Joint Venture and the SGO Joint Venture and deemed that requirements for consolidation were not met. As such, the Company accounts for its investments in the 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 cost for the Company’s share of the joint venture’s income or loss and cash contributions and distributions each period. Ownership Interest Investment at September 30, December 31, September 30, December 31, Joint Venture Date of Investment 2015 2014 2015 2014 SGO Retail Acquisitions Venture, LLC 3/11/2015 19% n/a $ 4,182,000 n/a SGO MN Retail Acquisitions Venture, LLC 9/30/2015 10% n/a $ 2,989,000 n/a Total $ 7,171,000 n/a |
FUTURE MINIMUM RENTAL INCOME
FUTURE MINIMUM RENTAL INCOME | 9 Months Ended |
Sep. 30, 2015 | |
Minimum Rents [Abstract] | |
FUTURE MINIMUM RENTAL INCOME | 5. 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, the leases at the Company’s properties included in investments in real estate have remaining terms (excluding options to extend) of up to 21 years 183,000 437,000 As of September 30, 2015, the future minimum rental income from the Company’s tenants under non-cancelable operating leases, excluding properties held for sale, was as follows: October 1 through December 31, 2015 $ 1,794,000 2016 6,855,000 2017 5,904,000 2018 4,816,000 2019 4,188,000 Thereafter 10,667,000 Total $ 34,224,000 |
ACQUIRED LEASE INTANGIBLES AND
ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES | 9 Months Ended |
Sep. 30, 2015 | |
Intangibles [Abstract] | |
ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES | 6. ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES Lease Intangibles Below-Market Lease Liabilities September 30, 2015 December 31, 2014 September 30, 2015 December 31, 2014 Cost $ 8,492,000 $ 20,898,000 $ (4,501,000) $ (6,991,000) Accumulated amortization (3,992,000) (7,240,000) 1,122,000 1,450,000 Total $ 4,500,000 $ 13,658,000 $ (3,379,000) $ (5,541,000) Lease Intangibles Below-Market Lease Liabilities Three Months Ended September 30, Three Months Ended September 30, 2015 2014 2015 2014 Amortization $ (286,000) $ (689,000) $ 77,000 $ 132,000 Lease Intangibles Below-Market Lease Liabilities Nine Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Amortization $ (1,236,000) $ (2,161,000) $ 289,000 $ 397,000 |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Sep. 30, 2015 | |
Debt [Abstract] | |
NOTES PAYABLE | 7. NOTES PAYABLE Principal Balance Interest Rates At September 30, 2015 December 31, 2014 September 30, 2015 KeyBank credit facility $ - $ 19,014,000 n/a Secured term loans 41,294,000 57,116,000 5.10% - 5.93 % Mortgage loans 9,728,000 44,768,000 5.63 % Unsecured loan 1,250,000 1,250,000 8.00 % Total $ 52,272,000 $ 122,148,000 Amortization of deferred financing costs was $ 128,000 177,000 Amortization of deferred financing costs was $ 415,000 584,000 As of September 30, 2015 and December 31, 2014, interest expense payable was $ 418,000 1,080,000 Amount October 1 through December 31, 2015 $ 211,000 2016 864,000 2017 27,370,000 2018 473,000 2019 23,354,000 Thereafter - Total $ 52,272,000 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 on March 11, 2015 (see Note 4. “Investment in Unconsolidated Joint Ventures”) to pay off the entire $ 19 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 60 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 usage under the Amended and Restated Credit Facility is less than or equal to 50% of the Facility Amount, and 0.20% per annum if the usage under the Amended and Restated Credit Facility is greater than 50% of the Facility Amount. 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 On August 4, 2014, as required by the Amended and Restated Credit Facility, the OP contributed 100 88 12 91.67 8.33 2.1 8.33 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 20.8 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 |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURES | 8. 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, 2015 and December 31, 2014: September 30, 2015 Carrying Value (1) Fair Value (2) Notes Payable $ 52,272,000 $ 53,475,000 December 31, 2014 Carrying Value (1) Fair Value (2) Notes Payable $ 122,148,000 $ 123,511,000 (1) The carrying value of the Company’s notes payable represents outstanding principal as of September 30, 2015 and December 31, 2014. (2) The estimated fair value of the notes payable is based upon the indicative market prices of the Company’s notes payable based on prevailing market interest rates. |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
EQUITY | 9. EQUITY Common Stock Under the Company’s Articles of Amendment and Restatement (the “Charter”), the Company has the authority to issue 400,000,000 0.01 22,222 200,000 111,111 1 22,222 22,222 111,111 8.00 On February 7, 2013, the Company terminated the Offering and ceased offering its securities. The Company sold 10,688,940 104,700,000 391,182 3,600,000 50,000 238,324 2,200,000 Common Units The Company’s prior advisor, TNP Strategic Retail Advisor, LLC, invested $ 1,000 287,472 2.6 9.00 144,324 1.4 9.50 The holders of common units, other than the Company and the holder of the special units, generally have the right to cause the OP to redeem all or a portion of their common 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 units for shares of common stock, the Company will generally deliver one share of common stock for each common unit redeemed. Holders of common units, other than the Company and the holders of the special units, may exercise their redemption rights at any time after one year following the date of issuance of their common units; provided, however, that a holder of common 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, unless such holder holds less than 1,000 common units, in which case, it must exercise its redemption right for all of its common units. Member Interests On July 9, 2013, SRT Manager made a cash investment of approximately $ 1.9 12 88 91.67 8.33 2.1 Preferred Stock The Charter authorizes the Company to issue 50,000,000 0.01 Share Redemption Program On April 1, 2015, the 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 1,000,000 5 The redemption price for shares that are redeemed is 100 The Amended and Restated SRP provides that any request to redeem less than $ 5,000 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. During the three and nine months ended September 30, 2015, the Company redeemed 77,916 554,000 Quarterly Distributions In order to qualify as a REIT, the Company is required to distribute at least 90 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 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: Distribution Distribution Per Total Common Total Common Distribution Record Payable Share of Common Stock / Stockholders Unit Holders Total Date Date Common Unit Distribution Distribution Distribution First Quarter 2015 3/31/2015 4/30/2015 $ 0.06000 $ 658,000 $ 26,000 $ 684,000 Second Quarter 2015 6/30/2015 7/31/2015 $ 0.06000 654,000 26,000 680,000 Third Quarter 2015 9/30/2015 10/30/2015 $ 0.06000 654,000 26,000 680,000 Total $ 1,966,000 $ 78,000 $ 2,044,000 Distribution Distribution Per Total Common Total Common Distribution Record Payable Share of Common Stock / Stockholders Unit Holders Total Date Date Common Unit Distribution Distribution Distribution First Quarter 2014 3/31/2014 4/30/2014 $ 0.05000 $ 548,000 $ 22,000 $ 570,000 Second Quarter 2014 6/30/2014 7/30/2014 $ 0.06000 658,000 26,000 684,000 Third Quarter 2014 9/30/2014 10/31/2014 $ 0.06000 658,000 26,000 684,000 Fourth Quarter 2014 12/31/2014 1/31/2015 $ 0.06000 658,000 26,000 684,000 Total $ 2,522,000 $ 100,000 $ 2,622,000 Special Distribution In June 2011, the Company acquired a debt obligation (the “Distressed Debt”) for $ 18 27.6 On August 7, 2015, the board of directors of the Company authorized a special distribution (the “Special Distribution”) of $ 2,248,000 As of the Record Date, the Company had approximately 10,891,798 0.20 449,600 1,798,400 The Company paid the Special Distribution on November 4, 2015 (the “Payment Date.”) The total amount of cash paid to stockholders was $ 449,600 1,798,400 273,729 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | 10. EARNINGS PER SHARE For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Numerator - basic and diluted Net income (loss) from continuing operations $ (1,133,000) $ (6,127,000) $ 1,555,000 $ (9,967,000) Net (income) loss attributable to non-controlling interests 40,000 462,000 (206,000) 624,000 Net income (loss) attributable to common shares (1,093,000) (5,665,000) 1,349,000 (9,343,000) Net income (loss) from discontinued operations - (95,000) - 3,057,000 Net income (loss) attributable to non-controlling interests - 3,000 - (484,000) Net income (loss) attributable to common shares $ (1,093,000) $ (5,757,000) $ 1,349,000 $ (6,770,000) Denominator - basic and diluted Basic weighted average common shares 10,891,714 10,969,714 10,942,802 10,969,714 Effect of dilutive securities - - - - Common Units (1) - - - - Diluted weighted average common shares 10,891,714 10,969,714 10,942,802 10,969,714 Basic earnings (loss) per common share Net earnings (loss) from continuing operations attributable to common shares $ (0.10) $ (0.52) $ 0.12 $ (0.85) Net earnings from discontinued operations attributable to common shares - (0.01) - 0.23 Net earnings (loss) attributable to common shares $ (0.10) $ (0.53) $ 0.12 $ (0.62) Diluted earnings (loss) per common share Net earnings (loss) from continuing operations attributable to common shares $ (0.10) $ (0.52) $ 0.12 $ (0.85) Net earnings from discontinued operations attributable to common shares - (0.01) - 0.23 Net earnings (loss) attributable to common shares $ (0.10) $ (0.53) $ 0.12 $ (0.62) (1) The effect of 431,896 |
INCENTIVE AWARD PLAN
INCENTIVE AWARD PLAN | 9 Months Ended |
Sep. 30, 2015 | |
Incentive Award Plan [Abstract] | |
INCENTIVE AWARD PLAN | 11. INCENTIVE AWARD PLAN The Company adopted an incentive award plan on July 7, 2009 (the “Incentive Award Plan”) that provides for the grant of equity awards to its employees (should the Company ever have employees), directors and consultants and those of the Company’s affiliates. The Incentive Award Plan authorizes the grant of non-qualified and incentive stock options, restricted stock awards, restricted stock units, stock appreciation rights, dividend equivalents and other stock-based awards or cash-based awards. The Company has reserved 2,000,000 Pursuant to the Company’s Amended and Restated Independent Directors Compensation Plan, which is a sub-plan of the Incentive Award Plan (the “Directors Plan”), on November 12, 2009 the Company granted each of its independent directors an initial grant of 5,000 2 2,500 For the three and nine months ended September 30, 2014, the Company recognized compensation expense of 4,000 18,000 As of December 31, 2014, all of the compensation expense related to non-vested shares of restricted common stock has been recognized. There were no restricted stock grants issued during the three and nine months ended September 30, 2015. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transaction, Due from (to) Related Party [Abstract] | |
RELATED PARTY TRANSACTIONS | 12. RELATED PARTY TRANSACTIONS The Advisor manages the Company’s business as the Company’s external advisor pursuant to the Advisory Agreement which was renewed for an additional twelve months, beginning on August 10, 2015. Pursuant to the Advisory Agreement, the Company pays the Advisor specified fees for services related to the investment of funds in real estate and real estate-related investments, management of the Company’s investments and for other services. In addition to the Advisory Agreement, the Company is party to certain property management agreements with Glenborough for the day-to-day management, operation and maintenance of certain properties. The fees related to the Advisory Agreement and property management agreements are discussed in detail below. On July 9, 2013, SRT Manager, an affiliate of the Advisor, acquired an initial 12 8.33 2.1 On January 24, 2014, GPP purchased 22,222 111,111 8.00 On March 11, 2015, the Company sold Osceola Village, Constitution Trail, and Aurora Commons for the aggregate gross sales price of $ 53.6 Summary of Related Party Fees Advisor Fees Incurred Incurred Payable as of Three Months Ended September 30, Nine Months Ended September 30, September 30, December 31, Expensed 2015 2014 2015 2014 2015 2014 Acquisition fees $ 79,000 $ - $ 79,000 $ - $ 79,000 $ - Financing fees 55,000 - 87,000 - 55,000 - Asset management fees 317,000 337,000 847,000 980,000 107,000 - Reimbursement of operating expenses 63,000 15,000 194,000 52,000 10,000 - Property management fees 149,000 230,000 500,000 653,000 77,000 - Disposition fees - - 525,000 211,000 - - Guaranty fees (1) - 3,000 1,000 13,000 - 1,000 Total $ 663,000 $ 585,000 $ 2,233,000 $ 1,909,000 $ 328,000 $ 1,000 Capitalized Leasing commission fees 28,000 40,000 94,000 106,000 - - Legal leasing fees 41,000 76,000 97,000 175,000 - - Construction management fees 1,000 5,000 16,000 14,000 - - Financing fees - 300,000 - 300,000 - - Total $ 70,000 $ 421,000 $ 207,000 $ 595,000 $ - $ - (1) The guaranty fees were paid to TNP LLC (see “Guaranty Fees” below for additional information), an affiliate of the Company’s prior advisor. Asset Management Fee Under the Advisory Agreement, the Advisor is entitled to receive an asset management fee equal to a monthly fee of one-twelfth (1/12th) of 0.6 250,000 Reimbursement of Operating Expenses For the three and nine months ended September 30, 2015 and 2014, the Company’s total operating expenses (as defined in the Charter) did not exceed the 2%/25% Guideline. Property Management Fee Under the property management agreements between the Company and Glenborough, Glenborough is entitled to receive property management fees calculated at a maximum of up to 4 Acquisition and Origination Fee Under the Advisory Agreement, the Advisor is entitled to receive acquisition fees and origination fees. The acquisition fees are equal to 1 Origination fees are equal to 1 Disposition Fee Under the Advisory Agreement, if the Advisor or its affiliates provide a substantial amount of services, as determined by the Company’s independent directors, in connection with the sale of a real property, the Advisor or its affiliates may be paid disposition fees up to 50 3 Guaranty Fees In connection with certain acquisition financings, the Company’s former chairman and former co-chief executive officer and/or TNP LLC had executed certain guaranty agreements to the respective lenders. As consideration for such guaranty, the Company entered into a reimbursement and fee agreement to provide for an upfront payment and an annual guaranty fee payment for the duration of the guarantee period. In March 2015, the Company retired the outstanding notes payable related to Osceola Village resulting in the expiration of the remaining guaranty agreement Leasing Commission Fee Under the property management agreements, Glenborough is entitled to receive a separate fee for the leases of new tenants, and for expansions, extensions and renewals of existing tenants in an amount not to exceed the fee customarily charged by similarly situated parties rendering similar services in the same geographic area for similar properties. Legal Leasing Fee Under the property management agreements, Glenborough is entitled to receive a market-based legal leasing fee for the negotiation and production of new leases, renewals, and amendments. Construction Management Fee In connection with the construction or repair in or about a property, the property manager is responsible for coordinating and facilitating the planning and the performance of all construction and is entitled to receive a fee equal to 5 Financing Coordination Fee Under the Advisory Agreement, the Advisor is entitled to receive a financing coordination fee equal to 1 Related-Party Fees Paid by the Unconsolidated Joint Ventures The unconsolidated joint ventures are party to certain agreements with Glenborough for services related to the investment of funds and management of the joint ventures’ investments, as well as the day-to-day management, operation and maintenance of the properties owned by the joint ventures. The joint ventures pay fees to Glenborough for these services. The SGO Joint Venture recognized related-party fees of approximately $ 101,000 213,000 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 13. COMMITMENTS AND CONTINGENCIES Special Distribution The Company recorded $ 2,248,000 447,000 The Special Distribution should generally be treated as taxable income to the Company’s stockholders for U.S. federal income tax purposes in the year paid, and taxable stockholders receiving the Special Distribution will be required to include the full amount of the Special Distribution received as ordinary income to the extent of the Company’s current and accumulated earnings and profits for federal income tax purposes, as measured at that point in 2011. As a result, stockholders may be required to pay income taxes with respect to such dividend in excess of the cash component of the Special Distribution. Economic Dependency As disclosed in Note 1. “Organization and Business”, the Company is managed by an external advisor. The Company is dependent on the Advisor and its affiliates for certain services that are essential to the Company, including the identification, evaluation, negotiation, purchase, and disposition of real estate and real estate-related investments, management of the daily operations of the Company’s real estate and real estate-related investment portfolio, and other general and administrative responsibilities. In the event that the Advisor and its affiliates are unable to provide such services to the Company, the Company will be required to obtain such services from other sources. Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state and local governments. The Company is not aware of any environmental liability that could have a material adverse effect on its financial condition or results of operations. However, changes in applicable environmental laws and regulations, the uses and conditions of properties in the vicinity of the Company’s properties, the activities of its tenants and other environmental conditions of which the Company is unaware with respect to the properties could result in future environmental liabilities. Legal Matters As of September 30, 2015, the Company continued to be a party to, or have a financial interest in, the securities litigation previously disclosed in Part I, Item 3 of our 2014 Annual Report on Form 10-K. As set forth under “Legal Proceedings” in Note 14. “Subsequent Events,” on October 15, 2015, the United States District Court for the Northern District of California granted final approval to a settlement of the class action and the action was dismissed with prejudice. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 14. SUBSEQUENT EVENTS Third Quarter Distribution On October 30, 2015, the Company paid a third quarter distribution in the amount of $ 0.06 680,000 Special Distribution On November 4, 2015, the Company paid a Special Distribution of $ 2,248,000 449,600 1,798,400 273,729 Legal Proceedings On October 15, 2015, the United States District Court for the Northern District of California granted final approval to a settlement of the class action previously disclosed in Part I, Item 3 of our 2014 Annual Report on Form 10-K. As a result, the action was dismissed with prejudice. Sale of Held for Sale Properties On October 29, 2015, pursuant to a Purchase and Sale Agreement with third-party buyers, the Company consummated the disposition of Northgate Plaza for a sales price of approximately $ 12.8 On October 29, 2015, pursuant to a Purchase and Sale Agreement with a third-party buyer, the Company consummated the disposition of Moreno Marketplace for a sales price of approximately $ 19.4 On October 30, 2015, pursuant to a Purchase and Sale Agreement with a third-party buyer, the Company consummated the disposition of Summit Point for a sales price of approximately $ 19.6 Borrowing under the Amended and Restated Credit Facility with KeyBank On October 29, 2015, the Company drew $ 4.0 4.0 Payment of Secured Loans, Mortgage Loans and Unsecured Term Loans On October 1, 2015, the Company paid off the entire outstanding balance of $ 1.2 On October 29, 2015, the Company used $ 12.1 18.6 4.0 31.7 0.2 2.2 On October 30, 2015, the Company used part of the $ 19.6 11.9 Share Redemption On November 10, 2015, the Company repurchased 87,599 575,500 6.57 |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Summary Of Significant Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements as contained within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the SEC, including the instructions to Form 10-Q and Regulation S-X. The unaudited condensed consolidated financial statements include the accounts of the Company, the OP, and their direct and indirect owned subsidiaries. All significant intercompany balances and transactions are eliminated in consolidation. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s financial position, results of operations and cash flows have been included. The Company evaluates the need to consolidate joint ventures and variable interest entities based on standards set forth in ASC 810, Consolidation |
Non-Controlling Interests | Non-Controlling Interests The Company’s non-controlling interests are comprised primarily of the Common Units in the OP and, until its redemption on March 12, 2015, the membership interest in SRT Secured Holdings, LLC (“Secured Holdings”), one of the Company’s subsidiaries. The Company accounts for non-controlling interests in accordance with ASC 810. In accordance with ASC 810, the Company reports non-controlling interests in subsidiaries within equity in the condensed consolidated financial statements, but separate from stockholders’ equity. Net income (loss) attributable to non-controlling interests is presented as a reduction from net income (loss) in calculating net income (loss) attributable to common stockholders on the condensed consolidated statement of operations. Acquisitions or dispositions of non-controlling interests that do not result in a change of control are accounted for as equity transactions. In addition, ASC 810 requires that a parent company recognize a gain or loss in net income when a subsidiary is deconsolidated upon a change in control. In accordance with ASC 480-10, Distinguishing Liabilities from Equity |
Use of Estimates | Use of Estimates The preparation of the Company’s condensed consolidated financial statements requires significant management judgments, assumptions and estimates about matters that are inherently uncertain. These judgments affect the reported amounts of assets and liabilities and the Company’s disclosure of contingent assets and liabilities at the dates of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in the Company’s condensed consolidated financial statements, and actual results could differ from the estimates or assumptions used by management. Additionally, other companies may utilize different estimates that may impact the comparability of the Company’s condensed consolidated results of operations to those of companies in similar businesses. The Company considers significant estimates to include the carrying amounts and recoverability of investments in real estate, impairments, real estate acquisition purchase price allocations, allowance for doubtful accounts, estimated useful lives to determine depreciation and amortization and fair value determinations, among others. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents represent current bank accounts and other bank deposits free of encumbrances and having maturity dates of three months or less from the respective dates of deposit. The Company limits cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk in cash. |
Restricted Cash | Restricted Cash Restricted cash includes escrow accounts for real property taxes, insurance, capital expenditures and tenant improvements, debt service and leasing costs held by lenders. |
Revenue Recognition | Revenue Recognition Revenues include minimum rents, expense recoveries and percentage rental payments. Minimum rents are recognized on an accrual basis over the terms of the related leases on a straight-line basis when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased property. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general-purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. For leases with minimum scheduled rent increases, the Company recognizes income on a straight-line basis over the lease term when collectability is reasonably assured. Recognizing rental income on a straight-line basis for leases results in recognized revenue amounts which differ from those that are contractually due from tenants on a cash basis. If the Company determines the collectability of straight-line rents is not reasonably assured, the Company limits future recognition to amounts contractually owed and paid, and, when appropriate, establishes an allowance for estimated losses. The Company maintains an allowance for doubtful accounts, including an allowance for straight-line rent receivables, for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. The Company monitors the liquidity and creditworthiness of its tenants on an ongoing basis. For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. The Company’s straight-line rent receivable which is included in tenant receivables, net, on the condensed consolidated balance sheets, was $ 575,000 1,681,000 Certain leases contain provisions that require the payment of additional rents based on the respective tenants’ sales volume (contingent or percentage rent) and substantially all contain provisions that require reimbursement of the tenants’ allocable real estate taxes, insurance and common area maintenance costs (“CAM”). Revenue based on percentage of tenants’ sales is recognized only after the tenant exceeds its sales breakpoint. Revenue from tenant reimbursements of taxes, insurance and CAM is recognized in the period that the applicable costs are incurred in accordance with the lease agreement. The Company recognizes gains or losses on sales of real estate in accordance with ASC 360, Property, Plant, and Equipment |
Valuation of Accounts Receivables | Valuation of Accounts Receivables The Company makes estimates of the collectability of its tenant receivables related to base rents, including deferred rents receivable, expense reimbursements and other revenue or income. |
Concentration of Credit Risk | Concentration of Credit Risk A concentration of credit risk arises in the Company’s business when a nationally or regionally-based tenant occupies a substantial amount of space in multiple properties owned by the Company. In that event, if the tenant suffers a significant downturn in its business, it may become unable to make its contractual rent payments to the Company, exposing the Company to potential losses in rental revenue, expense recoveries, and percentage rent. Generally, the Company does not obtain security deposits from the nationally-based or regionally-based tenants in support of their lease obligations to the Company. The Company regularly monitors its tenant base to assess potential concentrations of credit risk. As of September 30, 2015, in other than the Company’s properties classified as held for sale, Schnuck Markets, Inc. was the Company’s largest tenant (by square feet) and accounted for approximately 70,000 11 176,000 2 5 % of Annual Outstanding Tenant Receivables Tenant Minimum Rent as of December 31, 2014 Schnuck Markets, Inc. 2% $ 231,000 Randall's Food & Drugs LP 6% 72,000 Ralph's Grocery 10% 31,000 Gold's Gym 9% 3,000 Total $ 337,000 |
Business Combinations | 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 statement 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 | Reportable Segments ASC 280, Segment Reporting |
Investments in Real Estate | 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. Years Buildings and improvements 5 - 48 years Exterior improvements 10 - 20 years Equipment and fixtures 5 - 10 years 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. |
Impairment of Long-lived Assets | 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 1,400,000 |
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 | 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: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available for inputs that are significant to the fair value measurement. 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) 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 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. |
Income Taxes | 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 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. |
Earnings Per Share | Earnings per 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. |
Reclassification | Reclassification 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, |
New Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements Going Concern In April 2015, the FASB issued ASU No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs 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 In September 2015, the FASB issued ASU 2015-16, ( Business Combinations (Topic 805 Simplifying the Accounting for Measurement-Period Adjustments |
SUMMARY OF SIGNIFICANT ACCOUN22
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Summary Of Significant Accounting Policies [Abstract] | |
Outstanding receivables for each of the tenants | Outstanding receivables for each of the tenants above as of December 31, 2014 were as follows: % of Annual Outstanding Tenant Receivables Tenant Minimum Rent as of December 31, 2014 Schnuck Markets, Inc. 2% $ 231,000 Randall's Food & Drugs LP 6% 72,000 Ralph's Grocery 10% 31,000 Gold's Gym 9% 3,000 Total $ 337,000 |
Depreciation and amortization | Depreciation and amortization is computed using a straight-line method over the estimated useful lives of the assets as follows: Years Buildings and improvements 5 - 48 years Exterior improvements 10 - 20 years Equipment and fixtures 5 - 10 years |
REAL ESTATE INVESTMENTS (Tables
REAL ESTATE INVESTMENTS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Real Estate Investments, Net [Abstract] | |
Real Estate Properties Sales Price | On March 11, 2015, the Company sold the following three properties for the aggregate gross sales price of $ 53.6 Gross Original Property Location Acquisition Date Sales Price Purchase Price Osceola Village Kissimmee, Florida 10/11/2011 $ 22,000,000 $ 21,800,000 Constitution Trail Normal, Illinois 10/21/2011 23,100,000 18,000,000 Aurora Commons Aurora, Ohio 3/20/2012 8,500,000 7,000,000 Total $ 53,600,000 $ 46,800,000 (1) The original purchase price for Osceola Village included an additional pad which was sold for $ 875,000 |
Components Of Income And Expense Relating To Discontinued Operations | The components of income and expense relating to discontinued operations for the three and nine months ended September 30, 2014 are shown below. Three Months Ended Nine Months Ended September 30, September 30, 2014 2014 Revenues from rental property $ 2,000 $ 61,000 Rental property expenses (11,000) 76,000 Interest expense - 12,000 Operating income (loss) from discontinued operations 13,000 (27,000) Gain (loss) on impairment and disposal of real estate (108,000) 3,084,000 Income (loss) from discontinued operations $ (95,000) $ 3,057,000 |
Assets And Liabilities Held For Sale | The major classes of assets and liabilities related to assets held for sale included in the condensed consolidated balance sheets at September 30, 2015 and December 31, 2014 were as follows: September 30, 2015 December 31, 2014 ASSETS Investments in real estate Land $ 14,776,000 $ 342,000 Building and improvements 26,717,000 - Tenant improvements 2,774,000 - 44,267,000 342,000 Accumulated depreciation (5,288,000) - Investments in real estate, net 38,979,000 342,000 Prepaid expenses and other assets, net 104,000 - Tenants receivables, net 776,000 - Lease intangibles, net 3,879,000 - Deferred financing costs, net 167,000 - Assets held for sale $ 43,905,000 $ 342,000 LIABILITIES Notes payable 32,567,000 - Below market lease intangibles, net 1,795,000 - Other liabilities 153,000 - Liabilities related to assets held for sale $ 34,515,000 $ - |
INVESTMENT IN UNCONSOLIDATED 24
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Investment in Unconsolidated Joint Ventures | The following table summarizes the Company’s investment in unconsolidated joint ventures as of September 30, 2015 and December 31, 2014: Ownership Interest Investment at September 30, December 31, September 30, December 31, Joint Venture Date of Investment 2015 2014 2015 2014 SGO Retail Acquisitions Venture, LLC 3/11/2015 19% n/a $ 4,182,000 n/a SGO MN Retail Acquisitions Venture, LLC 9/30/2015 10% n/a $ 2,989,000 n/a Total $ 7,171,000 n/a |
FUTURE MINIMUM RENTAL INCOME (T
FUTURE MINIMUM RENTAL INCOME (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Minimum Rents [Abstract] | |
Schedule of Future Minimum Rental Receivable For Operating Leases | As of September 30, 2015, the future minimum rental income from the Company’s tenants under non-cancelable operating leases, excluding properties held for sale, was as follows: October 1 through December 31, 2015 $ 1,794,000 2016 6,855,000 2017 5,904,000 2018 4,816,000 2019 4,188,000 Thereafter 10,667,000 Total $ 34,224,000 |
ACQUIRED LEASE INTANGIBLES AN26
ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Intangibles [Abstract] | |
Acquired Lease Intangibles and Below Market Lease Liabilities | As of September 30, 2015 and December 31, 2014, the Company’s acquired lease intangibles and below-market lease liabilities were as follows: Lease Intangibles Below-Market Lease Liabilities September 30, 2015 December 31, 2014 September 30, 2015 December 31, 2014 Cost $ 8,492,000 $ 20,898,000 $ (4,501,000) $ (6,991,000) Accumulated amortization (3,992,000) (7,240,000) 1,122,000 1,450,000 Total $ 4,500,000 $ 13,658,000 $ (3,379,000) $ (5,541,000) |
Increases Decreases In Net Income As Result Of Amortization Of Acquired Lease Intangibles | Increases (decreases) in net income (loss) as a result of amortization of the Company’s lease intangibles and below-market lease liabilities for the three and nine months ended September 30, 2015 and 2014, were as follows: Lease Intangibles Below-Market Lease Liabilities Three Months Ended September 30, Three Months Ended September 30, 2015 2014 2015 2014 Amortization $ (286,000) $ (689,000) $ 77,000 $ 132,000 Lease Intangibles Below-Market Lease Liabilities Nine Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Amortization $ (1,236,000) $ (2,161,000) $ 289,000 $ 397,000 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt [Abstract] | |
Schedule Of Notes Payable | As of September 30, 2015 and December 31, 2014, the Company’s notes payable, excluding long-term debt associated with assets which are classified as held for sale, consisted of the following: Principal Balance Interest Rates At September 30, 2015 December 31, 2014 September 30, 2015 KeyBank credit facility $ - $ 19,014,000 n/a Secured term loans 41,294,000 57,116,000 5.10% - 5.93 % Mortgage loans 9,728,000 44,768,000 5.63 % Unsecured loan 1,250,000 1,250,000 8.00 % Total $ 52,272,000 $ 122,148,000 |
Schedule of maturities for notes payable outstanding | The following is a schedule of future principal payments for all of the Company’s notes payable outstanding as of September 30, 2015: Amount October 1 through December 31, 2015 $ 211,000 2016 864,000 2017 27,370,000 2018 473,000 2019 23,354,000 Thereafter - Total $ 52,272,000 |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Notes Payable | The following table provides the carrying values and fair values of the Company’s notes payable related to continuing operations as of September 30, 2015 and December 31, 2014: September 30, 2015 Carrying Value (1) Fair Value (2) Notes Payable $ 52,272,000 $ 53,475,000 December 31, 2014 Carrying Value (1) Fair Value (2) Notes Payable $ 122,148,000 $ 123,511,000 (1) The carrying value of the Company’s notes payable represents outstanding principal as of September 30, 2015 and December 31, 2014. (2) The estimated fair value of the notes payable is based upon the indicative market prices of the Company’s notes payable based on prevailing market interest rates. |
EQUITY (Tables)
EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Distributions declared and paid | Distribution Distribution Per Total Common Total Common Distribution Record Payable Share of Common Stock / Stockholders Unit Holders Total Date Date Common Unit Distribution Distribution Distribution First Quarter 2015 3/31/2015 4/30/2015 $ 0.06000 $ 658,000 $ 26,000 $ 684,000 Second Quarter 2015 6/30/2015 7/31/2015 $ 0.06000 654,000 26,000 680,000 Third Quarter 2015 9/30/2015 10/30/2015 $ 0.06000 654,000 26,000 680,000 Total $ 1,966,000 $ 78,000 $ 2,044,000 Distribution Distribution Per Total Common Total Common Distribution Record Payable Share of Common Stock / Stockholders Unit Holders Total Date Date Common Unit Distribution Distribution Distribution First Quarter 2014 3/31/2014 4/30/2014 $ 0.05000 $ 548,000 $ 22,000 $ 570,000 Second Quarter 2014 6/30/2014 7/30/2014 $ 0.06000 658,000 26,000 684,000 Third Quarter 2014 9/30/2014 10/31/2014 $ 0.06000 658,000 26,000 684,000 Fourth Quarter 2014 12/31/2014 1/31/2015 $ 0.06000 658,000 26,000 684,000 Total $ 2,522,000 $ 100,000 $ 2,622,000 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Company's basic and diluted (loss)earnings per share | 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, 2015 and 2014: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2015 2014 2015 2014 Numerator - basic and diluted Net income (loss) from continuing operations $ (1,133,000) $ (6,127,000) $ 1,555,000 $ (9,967,000) Net (income) loss attributable to non-controlling interests 40,000 462,000 (206,000) 624,000 Net income (loss) attributable to common shares (1,093,000) (5,665,000) 1,349,000 (9,343,000) Net income (loss) from discontinued operations - (95,000) - 3,057,000 Net income (loss) attributable to non-controlling interests - 3,000 - (484,000) Net income (loss) attributable to common shares $ (1,093,000) $ (5,757,000) $ 1,349,000 $ (6,770,000) Denominator - basic and diluted Basic weighted average common shares 10,891,714 10,969,714 10,942,802 10,969,714 Effect of dilutive securities - - - - Common Units (1) - - - - Diluted weighted average common shares 10,891,714 10,969,714 10,942,802 10,969,714 Basic earnings (loss) per common share Net earnings (loss) from continuing operations attributable to common shares $ (0.10) $ (0.52) $ 0.12 $ (0.85) Net earnings from discontinued operations attributable to common shares - (0.01) - 0.23 Net earnings (loss) attributable to common shares $ (0.10) $ (0.53) $ 0.12 $ (0.62) Diluted earnings (loss) per common share Net earnings (loss) from continuing operations attributable to common shares $ (0.10) $ (0.52) $ 0.12 $ (0.85) Net earnings from discontinued operations attributable to common shares - (0.01) - 0.23 Net earnings (loss) attributable to common shares $ (0.10) $ (0.53) $ 0.12 $ (0.62) (1) The effect of 431,896 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transaction, Due from (to) Related Party [Abstract] | |
Summarized below are the related-party transactions | Summarized below are the fees paid to the Advisor and other related party costs incurred by the Company for the three and nine months ended September 30, 2015 and 2014, respectively, and payable as of September 30, 2015 and December 31, 2014: Advisor Fees Incurred Incurred Payable as of Three Months Ended September 30, Nine Months Ended September 30, September 30, December 31, Expensed 2015 2014 2015 2014 2015 2014 Acquisition fees $ 79,000 $ - $ 79,000 $ - $ 79,000 $ - Financing fees 55,000 - 87,000 - 55,000 - Asset management fees 317,000 337,000 847,000 980,000 107,000 - Reimbursement of operating expenses 63,000 15,000 194,000 52,000 10,000 - Property management fees 149,000 230,000 500,000 653,000 77,000 - Disposition fees - - 525,000 211,000 - - Guaranty fees (1) - 3,000 1,000 13,000 - 1,000 Total $ 663,000 $ 585,000 $ 2,233,000 $ 1,909,000 $ 328,000 $ 1,000 Capitalized Leasing commission fees 28,000 40,000 94,000 106,000 - - Legal leasing fees 41,000 76,000 97,000 175,000 - - Construction management fees 1,000 5,000 16,000 14,000 - - Financing fees - 300,000 - 300,000 - - Total $ 70,000 $ 421,000 $ 207,000 $ 595,000 $ - $ - (1) The guaranty fees were paid to TNP LLC (see “Guaranty Fees” below for additional information), an affiliate of the Company’s prior advisor. |
ORGANIZATION AND BUSINESS (Deta
ORGANIZATION AND BUSINESS (Details Textual) | Feb. 07, 2013USD ($)shares | Sep. 30, 2015USD ($)shares | Dec. 31, 2014shares | Nov. 04, 2008$ / sharesshares |
Stock Issue Plans [Line Items] | ||||
Proceeds from issuance of common stock | $ | $ 104,700,000 | |||
Organization and Business (Additional Textual) [Abstract] | ||||
Common stock, primary offering price | $ / shares | $ 10 | |||
Common Stock, Shares, Issued | 10,688,940 | 10,891,798 | 10,969,714 | 1,000,000,000 |
Area of multi-tenant retail and commercial properties | 1,060,000 | |||
Percentage of leased space of retail properties | 90.00% | |||
Partnership Interest Ownership Percentage | 100.00% | |||
Stock Redeemed or Called During Period, Value | $ | $ 554,000 | |||
Restricted Stock [Member] | ||||
Stock Issue Plans [Line Items] | ||||
Issuance of stock | 50,000 | |||
Common Stock [Member] | ||||
Organization and Business (Additional Textual) [Abstract] | ||||
Common Stock, Shares, Issued | 10,688,940 | |||
Stock Redeemed or Called During Period, Shares | 77,916 | |||
Stock Redeemed or Called During Period, Value | $ | $ 1,000 | |||
Delaware Limited Liability Company [Member] | ||||
Organization and Business (Additional Textual) [Abstract] | ||||
Partnership Interest Ownership Percentage | 96.20% | |||
DRIP [Member] | ||||
Organization and Business (Additional Textual) [Abstract] | ||||
Common stock, primary offering price | $ / shares | $ 9.50 | |||
Common Stock, Shares, Issued | 100,000,000 | |||
Stock Redeemed or Called During Period, Shares | 238,324 | |||
Stock Redeemed or Called During Period, Value | $ | $ 2,200,000 | |||
DRIP [Member] | Common Stock [Member] | ||||
Stock Issue Plans [Line Items] | ||||
Issuance of stock | 391,182 | |||
Proceeds from issuance of common stock | $ | $ 3,600,000 |
SUMMARY OF SIGNIFICANT ACCOUN33
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Accounting Policies [Line Items] | |
Outstanding Tenant Receivables | $ 337,000 |
Schnuck Markets, Inc [Member] | |
Accounting Policies [Line Items] | |
% of Annual Minimum Rent | 2.00% |
Outstanding Tenant Receivables | $ 231,000 |
Randall's Food Drugs LP [Member] | |
Accounting Policies [Line Items] | |
% of Annual Minimum Rent | 6.00% |
Outstanding Tenant Receivables | $ 72,000 |
Ralph's Grocery [Member] | |
Accounting Policies [Line Items] | |
% of Annual Minimum Rent | 10.00% |
Outstanding Tenant Receivables | $ 31,000 |
Gold's Gym [Member] | |
Accounting Policies [Line Items] | |
% of Annual Minimum Rent | 9.00% |
Outstanding Tenant Receivables | $ 3,000 |
SUMMARY OF SIGNIFICANT ACCOUN34
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) | 9 Months Ended |
Sep. 30, 2015 | |
Buildings and improvements [Member] | Maximum [Member] | |
Depreciation and amortization | |
Estimated useful lives of assets | 48 years |
Buildings and improvements [Member] | Minimum [Member] | |
Depreciation and amortization | |
Estimated useful lives of assets | 5 years |
Exterior improvements [Member] | Maximum [Member] | |
Depreciation and amortization | |
Estimated useful lives of assets | 20 years |
Exterior improvements [Member] | Minimum [Member] | |
Depreciation and amortization | |
Estimated useful lives of assets | 10 years |
Equipment and fixtures [Member] | Maximum [Member] | |
Depreciation and amortization | |
Estimated useful lives of assets | 10 years |
Equipment and fixtures [Member] | Minimum [Member] | |
Depreciation and amortization | |
Estimated useful lives of assets | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)ft² | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
Straight-line rent receivable | $ 575,000 | $ 1,681,000 | ||
Percent Of Taxable Income Require To Distribute To Investors In Real Estate Investment Trust | 90.00% | |||
Constitution Trail And Topaz Marketplace [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
Gain (Loss) on Sale of Assets and Asset Impairment Charges | $ 2,500,000 | $ 1,400,000 | ||
Gold's Gym [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
Percentage Of Minimum Value Of Rentable Area Based On Company Annual Minimum Rent | 5.00% | |||
Schnuck Markets, Inc [Member] | ||||
Summary of Significant Accounting Policies (Textual) [Abstract] | ||||
Operating Leases, Rent Expense, Minimum Rentals | $ 176,000 | |||
Net Rentable Area Percentage | 11.00% | |||
Percentage Of Minimum Value Of Rentable Area Based On Company Annual Minimum Rent | 2.00% | |||
Area of Land | ft² | 70,000 |
REAL ESTATE INVESTMENTS (Detail
REAL ESTATE INVESTMENTS (Details) - USD ($) | Mar. 11, 2015 | Sep. 30, 2015 | |
Real Estate Properties Gross Sales Price | $ 53,600,000 | $ 53,600,000 | |
Real Estate Properties Original Purchase Price | $ 46,800,000 | ||
Osceola Village [Member] | |||
Real Estate Properties Location | Kissimmee, Florida | ||
Real Estate Properties Acquisition Date | Oct. 11, 2011 | ||
Real Estate Properties Gross Sales Price | $ 22,000,000 | ||
Real Estate Properties Original Purchase Price | [1] | $ 21,800,000 | |
Constitution Trail [Member] | |||
Real Estate Properties Location | Normal, Illinois | ||
Real Estate Properties Acquisition Date | Oct. 21, 2011 | ||
Real Estate Properties Gross Sales Price | $ 23,100,000 | ||
Real Estate Properties Original Purchase Price | $ 18,000,000 | ||
Aurora Commons [Member] | |||
Real Estate Properties Location | Aurora, Ohio | ||
Real Estate Properties Acquisition Date | Mar. 20, 2012 | ||
Real Estate Properties Gross Sales Price | $ 8,500,000 | ||
Real Estate Properties Original Purchase Price | $ 7,000,000 | ||
[1] | The original purchase price for Osceola Village included an additional pad which was sold for $875,000 prior to this transaction. |
REAL ESTATE INVESTMENTS (Deta37
REAL ESTATE INVESTMENTS (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues from rental property | $ 2,000 | $ 61,000 | ||
Rental property expenses | (11,000) | 76,000 | ||
Interest expense | 0 | 12,000 | ||
Operating income (loss) from discontinued operations | $ 0 | 13,000 | $ 0 | (27,000) |
Gain (loss) on impairment and disposal of real estate | 0 | (108,000) | 0 | 3,084,000 |
Income (loss) from discontinued operations | $ 0 | $ (95,000) | $ 0 | $ 3,057,000 |
REAL ESTATE INVESTMENTS (Deta38
REAL ESTATE INVESTMENTS (Details 2) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Investments in real estate | ||
Land | $ 15,981,000 | $ 45,740,000 |
Building and improvements | 56,158,000 | 109,998,000 |
Tenant improvements | 3,782,000 | 10,267,000 |
Accumulated depreciation | (9,551,000) | (16,717,000) |
Investments in real estate, net | 66,370,000 | 149,288,000 |
Prepaid expenses and other assets, net | 310,000 | 1,363,000 |
Tenants receivables, net | 1,329,000 | 2,678,000 |
Lease intangibles, net | 4,500,000 | 13,658,000 |
LIABILITIES | ||
Notes payable | 52,272,000 | 122,148,000 |
Below market lease intangibles, net | 3,379,000 | 5,541,000 |
Other liabilities | 2,242,000 | 1,767,000 |
Liabilities related to assets held for sale | 34,515,000 | 0 |
Osceola Village [Member] | ||
Investments in real estate | ||
Land | 342,000 | |
Building and improvements | 0 | |
Tenant improvements | 0 | |
Investments in real estate, at Cost | 342,000 | |
Accumulated depreciation | 0 | |
Investments in real estate, net | 342,000 | |
Prepaid expenses and other assets, net | 0 | |
Tenants receivables, net | 0 | |
Lease intangibles, net | 0 | |
Deferred financing costs, net | 0 | |
Assets held for sale | 342,000 | |
LIABILITIES | ||
Notes payable | 0 | |
Below market lease intangibles, net | 0 | |
Other liabilities | 0 | |
Liabilities related to assets held for sale | $ 0 | |
Bloomingdale Hills, Moreno Marketplace, Northgate and Summit [Member] | ||
Investments in real estate | ||
Land | 14,776,000 | |
Building and improvements | 26,717,000 | |
Tenant improvements | 2,774,000 | |
Investments in real estate, at Cost | 44,267,000 | |
Accumulated depreciation | (5,288,000) | |
Investments in real estate, net | 38,979,000 | |
Prepaid expenses and other assets, net | 104,000 | |
Tenants receivables, net | 776,000 | |
Lease intangibles, net | 3,879,000 | |
Deferred financing costs, net | 167,000 | |
Assets held for sale | 43,905,000 | |
LIABILITIES | ||
Notes payable | 32,567,000 | |
Below market lease intangibles, net | 1,795,000 | |
Other liabilities | 153,000 | |
Liabilities related to assets held for sale | $ 34,515,000 |
REAL ESTATE INVESTMENTS (Deta39
REAL ESTATE INVESTMENTS (Details Textual) - USD ($) | Mar. 11, 2015 | Jan. 08, 2014 | Feb. 07, 2013 | Nov. 21, 2014 | Jun. 30, 2012 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Payments to Acquire Interest in Joint Venture | $ 7,630,000 | $ 0 | |||||||
Sales of Real Estate | $ 53,600,000 | 53,600,000 | |||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 19.00% | ||||||||
Payments Of Debt By Sale of Real Estate Properties | $ 36,400,000 | ||||||||
Operating Income (Loss) | $ (813,000) | $ (1,498,000) | (2,917,000) | (5,338,000) | |||||
SGO Joint Venture [Member] | |||||||||
Payments to Acquire Interest in Joint Venture | $ 4,500,000 | ||||||||
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |||||||||
Operating Income (Loss) | 385,000 | 135,000 | $ 397,000 | 270,000 | |||||
Proceeds from Sale of Property Held-for-sale | $ 875,000 | ||||||||
Visalia Marketplace [Member] | |||||||||
Percentage Of Net Proceeds From Sale | 80.00% | ||||||||
Sales of Real Estate | $ 21,100,000 | ||||||||
Payments to Acquire Real Estate | $ 19,000,000 | ||||||||
Osceola Village [Member] | |||||||||
Sales of Real Estate | $ 22,000,000 | ||||||||
Proceeds from Sale of Other Real Estate | 875,000 | ||||||||
Real Estate Properties [Member] | |||||||||
Operating Income (Loss) | $ 7,000 | $ 471,000 | $ 298,000 | $ 1,400,000 |
INVESTMENT IN UNCONSOLIDATED 40
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | $ 7,171,000 | $ 0 |
SGO Retail Acquisition Venture LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Date Of Equity Method Investments | Mar. 11, 2015 | |
Equity Method Investment, Ownership Percentage | 19.00% | 0.00% |
Equity Method Investments | $ 4,182,000 | $ 0 |
SGO MN Retail Acquisitions Venture, LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Date Of Equity Method Investments | Sep. 30, 2015 | |
Equity Method Investment, Ownership Percentage | 10.00% | 0.00% |
Equity Method Investments | $ 2,989,000 | $ 0 |
INVESTMENT IN UNCONSOLIDATED 41
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES (Details Textual) - USD ($) | Mar. 12, 2015 | Mar. 11, 2015 | Feb. 07, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Schedule of Equity Method Investments [Line Items] | ||||||
Payments to Acquire Interest in Joint Venture | $ 7,630,000 | $ 0 | ||||
Proceeds From Sale Of Initial Properties | $ 53,600,000 | |||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 19.00% | |||||
Notes, Loans and Financing Receivable, Net, Current | 2,765,000 | $ 0 | ||||
Increase (Decrease) in Interest and Dividends Receivable | 265,000 | $ 0 | ||||
Used To Pay Off Notes Payable Balances [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Proceeds From Sale Of Initial Properties | $ 36,400,000 | |||||
Capital Contribution To Joint Venture [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Proceeds From Sale Of Initial Properties | 4,500,000 | |||||
Available To Working Capital [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Proceeds From Sale Of Initial Properties | $ 3,800,000 | |||||
Loaned To Oaktree On Short Term Demand Note [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Proceeds From Sale Of Initial Properties | $ 7,000,000 | |||||
SRT Manager [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Full Redemption Amount Paid | $ 2,100,000 | |||||
Operating Partnership Interest | 8.33% | |||||
Strategic Realty Trust [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership Interest In Joint Venture | 19.00% | 10.00% | ||||
Payments to Acquire Interest in Joint Venture | $ 4,500,000 | |||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 19.00% | |||||
Strategic Realty Trust [Member] | Related Party [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership Interest In Joint Venture | 19.00% | |||||
Proceeds From Sale Of Initial Properties | $ 1,200,000 | |||||
Percentage Of Gain Loss On sale Of initial Properties To The Joint Venture | 20.00% | |||||
Oaktree [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Advance In Capital Contribution To Joint Venture | $ 7,000,000 | |||||
Ownership Interest In Joint Venture | 80.00% | 80.00% | ||||
Payments to Acquire Interest in Joint Venture | $ 19,100,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |||||
Glenborough Property Partners, LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership Interest In Joint Venture | 1.00% | 10.00% | ||||
Payments to Acquire Interest in Joint Venture | $ 200,000 | |||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 1.00% | |||||
Glenborough Property Partners, LLC [Member] | Related Party [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership Interest In Joint Venture | 1.00% | |||||
Osceola Village [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Proceeds From Sale Of Initial Properties | $ 22,000,000 | |||||
Constitution Trail [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Proceeds From Sale Of Initial Properties | 23,100,000 | |||||
Aurora Commons [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Proceeds From Sale Of Initial Properties | $ 8,500,000 | |||||
SGO MN Joint Venture [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Proceeds From Sale Of Initial Properties | $ 3,075,000 | |||||
SGO Joint Venture [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Payments to Acquire Interest in Joint Venture | $ 4,500,000 | |||||
Proceeds From Sale Of Initial Properties | $ 2,500,000 |
FUTURE MINIMUM RENTAL INCOME (D
FUTURE MINIMUM RENTAL INCOME (Details) | Sep. 30, 2015USD ($) |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
October 1 through December 31, 2015 | $ 1,794,000 |
2,016 | 6,855,000 |
2,017 | 5,904,000 |
2,018 | 4,816,000 |
2,019 | 4,188,000 |
Thereafter | 10,667,000 |
Total | $ 34,224,000 |
FUTURE MINIMUM RENTAL INCOME 43
FUTURE MINIMUM RENTAL INCOME (Details Textual) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Security Deposit | $ 183,000 | $ 437,000 |
ACQUIRED LEASE INTANGIBLES AN44
ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Indefinite-lived Intangible Assets [Line Items] | ||
Lease Intangibles, Cost | $ 8,492,000 | $ 20,898,000 |
Lease Intangibles, Accumulated amortization | (3,992,000) | (7,240,000) |
Lease Intangibles | 4,500,000 | 13,658,000 |
Below - Market Lease Liabilities, Cost | (4,501,000) | (6,991,000) |
Below - Market Lease Liabilities, Accumulated amortization | 1,122,000 | 1,450,000 |
Below - Market Lease Liabilities | $ (3,379,000) | $ (5,541,000) |
ACQUIRED LEASE INTANGIBLES AN45
ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Amortization of lease intangibles and below-market lease liabilities | ||||
Lease Intangibles, Amortization | $ (286,000) | $ (689,000) | $ (1,236,000) | $ (2,161,000) |
Below - Market Lease Liabilities, Amortization | $ 77,000 | $ 132,000 | $ 289,000 | $ 397,000 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Notes Payable | ||
Principal Balance | $ 52,272,000 | $ 122,148,000 |
Key Bank credit facility [Member] | ||
Notes Payable | ||
Principal Balance | 0 | 19,014,000 |
Secured term loans [Member] | ||
Notes Payable | ||
Principal Balance | $ 41,294,000 | 57,116,000 |
Secured term loans [Member] | Minimum [Member] | ||
Notes Payable | ||
Interest Rate | 5.10% | |
Secured term loans [Member] | Maximum [Member] | ||
Notes Payable | ||
Interest Rate | 5.93% | |
Mortgage loans [Member] | ||
Notes Payable | ||
Principal Balance | $ 9,728,000 | 44,768,000 |
Interest Rate | 5.63% | |
Unsecured loans [Member] | ||
Notes Payable | ||
Principal Balance | $ 1,250,000 | $ 1,250,000 |
Interest Rate | 8.00% |
NOTES PAYABLE (Details 1)
NOTES PAYABLE (Details 1) | Sep. 30, 2015USD ($) |
Schedule of maturities for notes payable outstanding | |
October 1 through December 31, 2015 | $ 211,000 |
2,016 | 864,000 |
2,017 | 27,370,000 |
2,018 | 473,000 |
2,019 | 23,354,000 |
Thereafter | 0 |
Total | $ 52,272,000 |
NOTES PAYABLE (Details Textual)
NOTES PAYABLE (Details Textual) - USD ($) | Aug. 04, 2014 | Jul. 09, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Mar. 11, 2015 | Dec. 31, 2014 | Dec. 17, 2010 |
Notes Payable | |||||||||
Amortization of deferred financing costs | $ 295,000 | $ 128,000 | $ 177,000 | $ 415,000 | $ 584,000 | ||||
Interest expense payable | $ 418,000 | $ 418,000 | $ 1,080,000 | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 60,000,000 | ||||||||
Line of Credit Facility, Commitment Fee Description | The Company will pay KeyBank an unused commitment fee, quarterly in arrears, which will accrue at 0.30% per annum if the usage under the Amended and Restated Credit Facility is less than or equal to 50% of the Facility Amount, and 0.20% per annum if the usage under the Amended and Restated Credit Facility is greater than 50% of the Facility Amount. | ||||||||
Long-term Line of Credit | $ 20,800,000 | ||||||||
Financing Coordination Fee | $ 300,000 | ||||||||
SRT Manager [Member] | |||||||||
Notes Payable | |||||||||
Operating Partnership Interest | 8.33% | ||||||||
Full Redemption Amount Paid | $ 2,100,000 | $ 2,100,000 | |||||||
SRT Manager [Member] | Prior Constitution [Member] | |||||||||
Notes Payable | |||||||||
Operating Partnership Interest | 12.00% | ||||||||
SRT Manager [Member] | After Constitution [Member] | |||||||||
Notes Payable | |||||||||
Operating Partnership Interest | 8.33% | ||||||||
Secured Holdings [Member] | Prior Constitution [Member] | |||||||||
Notes Payable | |||||||||
Operating Partnership Interest | 88.00% | ||||||||
Secured Holdings [Member] | After Constitution [Member] | |||||||||
Notes Payable | |||||||||
Operating Partnership Interest | 91.67% | ||||||||
Constitution Trail Acquisition Loan [Member] | |||||||||
Notes Payable | |||||||||
Operating Partnership Interest | 100.00% | ||||||||
Revolving Credit Facility [Member] | |||||||||
Notes Payable | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 30,000,000 | $ 35,000,000 | |||||||
Long-term Line of Credit | $ 19,000,000 |
FAIR VALUE DISCLOSURES (Details
FAIR VALUE DISCLOSURES (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | |
Notes Payable | |||
Notes Payable, Carrying Value | [1] | $ 52,272,000 | $ 122,148,000 |
Notes Payable, Fair Value | [2] | $ 53,475,000 | $ 123,511,000 |
[1] | The carrying value of the Company’s notes payable represents outstanding principal as of September 30, 2015 and December 31, 2014. | ||
[2] | The estimated fair value of the notes payable is based upon the indicative market prices of the Company’s notes payable based on prevailing market interest rates. |
EQUITY (Details)
EQUITY (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | |
Company's common stockholders and non-controlling Common Unit holders | |||||||||
Distribution Record Date | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | ||
Distribution Payable Date | Oct. 30, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 30, 2014 | Apr. 30, 2014 | ||
Distribution Per Common Stock /Common Unit | $ 0.06000 | $ 0.06000 | $ 0.06000 | $ 0.06000 | $ 0.06000 | $ 0.06000 | $ 0.05000 | ||
Total Common Stockholders Distribution | $ 654,000 | $ 654,000 | $ 658,000 | $ 658,000 | $ 658,000 | $ 658,000 | $ 548,000 | $ 1,966,000 | $ 2,522,000 |
Total Common Unit Holders Distribution | 26,000 | 26,000 | 26,000 | 26,000 | 26,000 | 26,000 | 22,000 | 78,000 | 100,000 |
Total Distribution | $ 680,000 | $ 680,000 | $ 684,000 | $ 684,000 | $ 684,000 | $ 684,000 | $ 570,000 | $ 2,044,000 | $ 2,622,000 |
EQUITY (Details Textual)
EQUITY (Details Textual) - USD ($) | Aug. 04, 2014 | Feb. 07, 2013 | Jan. 24, 2014 | Sep. 30, 2015 | Sep. 30, 2015 | Nov. 04, 2015 | Aug. 07, 2015 | Mar. 11, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 09, 2013 | Mar. 12, 2012 | Oct. 31, 2011 | Jun. 30, 2011 | May. 26, 2011 | Nov. 04, 2008 | Oct. 16, 2008 |
Equity (Textual) [Abstract] | |||||||||||||||||
Common stock shares sold in offering | 10,688,940 | 10,891,798 | 10,891,798 | 10,969,714 | 1,000,000,000 | ||||||||||||
Common Stock, Value, Issued | $ 109,000 | $ 109,000 | $ 110,000 | ||||||||||||||
Common stock par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Authority to issue shares of common stock | 400,000,000 | 400,000,000 | 400,000,000 | ||||||||||||||
preferred stock, shares authorized | 50,000,000 | 50,000,000 | 50,000,000 | ||||||||||||||
Preferred stock par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||
Weighted average of the number of shares | 5.00% | ||||||||||||||||
Annual REIT taxable income | 90.00% | ||||||||||||||||
Alternative Investments, Fair Value Disclosure | $ 1,900,000 | ||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 19.00% | ||||||||||||||||
Related Party Transaction, Amounts Of Transaction | $ 1,000 | ||||||||||||||||
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest | 100.00% | ||||||||||||||||
Proceeds From Issuance Of Common Stock | $ 104,700,000 | ||||||||||||||||
Stock Redeemed or Called During Period, Value | $ 554,000 | ||||||||||||||||
Redemption Price for Shares Percentage | 100.00% | ||||||||||||||||
Amended and Restated Share Redemption, Redemption Amount Minimum Limit | $ 5,000 | $ 5,000 | |||||||||||||||
Distressed Debt | $ 18,000,000 | ||||||||||||||||
Debt Collateral Fair Market Value | $ 27,600,000 | ||||||||||||||||
Special Distribution Authorized By Board Of Directors | $ 2,248,000 | ||||||||||||||||
Common Stock, Shares, Outstanding | 10,891,798 | 10,891,798 | 10,891,798 | ||||||||||||||
Special Distribution Value Per Share | $ 0.20 | $ 0.20 | |||||||||||||||
Special Distribution Paid In Cash To Stockholders | $ 449,600 | $ 449,600 | |||||||||||||||
Special Distribution Paid In Terms Of Share Value To Stockholders | $ 1,798,400 | 1,798,400 | $ 1,798,400 | ||||||||||||||
Subsequent Event [Member] | |||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Special Distribution Paid In Cash To Stockholders | $ 449,600 | ||||||||||||||||
Special Distribution Shares Issued To Stockholders | 273,729 | ||||||||||||||||
Special Distribution Paid In Terms Of Share Value To Stockholders | $ 1,798,400 | ||||||||||||||||
Death of a shareholder [Member] | |||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Stock Redeemed or Called During Period, Value | 2,000,000 | ||||||||||||||||
Disability of a shareholder [Member] | |||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Stock Redeemed or Called During Period, Value | $ 1,000,000 | ||||||||||||||||
Restricted Stock [Member] | |||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 50,000 | ||||||||||||||||
T N P Strategic Retail O P Holdings L L C [Member] | |||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 91.67% | 12.00% | |||||||||||||||
T N P SR T Manager [Member] | |||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 8.33% | 88.00% | |||||||||||||||
Full Redemption Amount Paid | $ 2,100,000 | ||||||||||||||||
Glenborough Property Partners, LLC [Member] | |||||||||||||||||
Equity (Textual) [Abstract] | |||||||||||||||||
Common stock shares sold in offering | 111,111 | ||||||||||||||||
Common stock par value | $ 8 | ||||||||||||||||
Companys Common Stock | 22,222 | ||||||||||||||||
TNP LLC [Member] | |||||||||||||||||
Equity (Textual) [Abstract] | |||||||||||||||||
Companys Common Stock | 22,222 | ||||||||||||||||
Common Stock [Member] | |||||||||||||||||
Equity (Textual) [Abstract] | |||||||||||||||||
Common stock shares sold in offering | 10,688,940 | ||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Stock Redeemed or Called During Period, Shares | 77,916 | ||||||||||||||||
Stock Redeemed or Called During Period, Value | $ 1,000 | ||||||||||||||||
Common Stock [Member] | Share Redemption Program [Member] | |||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Stock Redeemed or Called During Period, Shares | 77,916 | 77,916 | |||||||||||||||
Stock Redeemed or Called During Period, Value | $ 554,000 | ||||||||||||||||
Anthony W. Thompson [Member] | |||||||||||||||||
Equity (Textual) [Abstract] | |||||||||||||||||
Common stock shares sold in offering | 111,111 | ||||||||||||||||
Common Stock, Value, Issued | $ 1,000,000 | ||||||||||||||||
Sponsor [Member] | |||||||||||||||||
Equity (Textual) [Abstract] | |||||||||||||||||
Common stock shares sold in offering | 22,222 | ||||||||||||||||
Common Stock, Value, Issued | $ 200,000 | ||||||||||||||||
DRIP [Member] | |||||||||||||||||
Equity (Textual) [Abstract] | |||||||||||||||||
Issuance of common stock under DRIP | $ 391,182 | ||||||||||||||||
Equity (Additional Textual) [Abstract] | |||||||||||||||||
Proceeds From Issuance Of Common Stock | $ 3,600,000 | ||||||||||||||||
Stock Redeemed or Called During Period, Shares | 238,324 | ||||||||||||||||
Stock Redeemed or Called During Period, Value | $ 2,200,000 | ||||||||||||||||
Pinehurst Square East [Member] | |||||||||||||||||
Equity (Textual) [Abstract] | |||||||||||||||||
Common stock shares sold in offering | 287,472 | ||||||||||||||||
Common Stock, Value, Issued | $ 2,600,000 | ||||||||||||||||
Common stock par value | $ 9 | ||||||||||||||||
Turkey Creek [Member] | |||||||||||||||||
Equity (Textual) [Abstract] | |||||||||||||||||
Common stock shares sold in offering | 144,324 | ||||||||||||||||
Common Stock, Value, Issued | $ 1,400,000 | ||||||||||||||||
Common stock par value | $ 9.50 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Numerator - basic and diluted | |||||
Net income (loss) from continuing operations | $ (1,133,000) | $ (6,127,000) | $ 1,555,000 | $ (9,967,000) | |
Net (income) loss attributable to non-controlling interests | 40,000 | 462,000 | (206,000) | 624,000 | |
Net income (loss) attributable to common shares | (1,093,000) | (5,665,000) | 1,349,000 | (9,343,000) | |
Net income (loss) from discontinued operations | 0 | (95,000) | 0 | 3,057,000 | |
Net income (loss) attributable to non-controlling interests | 0 | 3,000 | 0 | (484,000) | |
Net income (loss) attributable to common shares | $ (1,093,000) | $ (5,757,000) | $ 1,349,000 | $ (6,770,000) | |
Denominator - basic and diluted | |||||
Basic weighted average common shares | 10,891,714 | 10,969,714 | 10,942,802 | 10,969,714 | |
Effect of dilutive securities Common units | [1] | 0 | 0 | 0 | 0 |
Diluted weighted average common shares | 10,891,714 | 10,969,714 | 10,942,802 | 10,969,714 | |
Basic earnings (loss) per common share | |||||
Net earnings (loss) from continuing operations attributable to common shares | $ (0.10) | $ (0.52) | $ 0.12 | $ (0.85) | |
Net earnings from discontinued operations attributable to common shares | 0 | (0.01) | 0 | 0.23 | |
Net earnings (loss) attributable to common shares | (0.10) | (0.53) | 0.12 | (0.62) | |
Diluted earnings (loss) per common share | |||||
Net earnings (loss) from continuing operations attributable to common shares | (0.10) | (0.52) | 0.12 | (0.85) | |
Net earnings from discontinued operations attributable to common shares | 0 | (0.01) | 0 | 0.23 | |
Net earnings (loss) attributable to common shares | $ (0.10) | $ (0.53) | $ 0.12 | $ (0.62) | |
[1] | The effect of 431,896 convertible Common Units pursuant to the redemption rights outlined in the Company’s registration statement Form S-11 have not been included as they would not be dilutive. |
EARNINGS PER SHARE (Details Tex
EARNINGS PER SHARE (Details Textual) | 9 Months Ended |
Sep. 30, 2015shares | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |
Antidiluted Convertible Common Units of Redemption | 431,896 |
INCENTIVE AWARD PLAN (Details T
INCENTIVE AWARD PLAN (Details Textual) - USD ($) | Nov. 12, 2009 | Feb. 28, 2013 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jul. 07, 2009 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation expense | $ 4,000 | $ 0 | $ 18,000 | |||
Initial Restricted Stock Grant [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 5,000 | |||||
Restricted Stock On Re Election [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 2,500 | |||||
Incentive Award Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common Stock registered and reserved | 2,000,000 | |||||
Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Proceeds from Issuance Initial Public Offering | $ 2,000,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jan. 24, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | ||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | $ 1,000 | ||||||
Advisor Fees, Asset management fees [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | $ 317,000 | $ 337,000 | $ 847,000 | $ 980,000 | |||
Related-party costs, Payable | 107,000 | 107,000 | $ 0 | ||||
Advisor Fees, Reimbursement Of Operating Expenses [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 63,000 | 15,000 | 194,000 | 52,000 | |||
Related-party costs, Payable | 10,000 | 10,000 | 0 | ||||
Advisor Fees, Property management fees [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 149,000 | 230,000 | 500,000 | 653,000 | |||
Related-party costs, Payable | 77,000 | 77,000 | 0 | ||||
Advisor Fees, Disposition fees [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 0 | 0 | 525,000 | 211,000 | |||
Related-party costs, Payable | 0 | 0 | 0 | ||||
Advisor Fees, Guaranty Fees [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | [1] | 0 | 3,000 | 1,000 | 13,000 | ||
Related-party costs, Payable | [1] | 0 | 0 | 1,000 | |||
Advisor Fees, Leasing commission fees [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 28,000 | 40,000 | 94,000 | 106,000 | |||
Related-party costs, Payable | 0 | 0 | 0 | ||||
Advisor Fees, Legal leasing fees [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 41,000 | 76,000 | 97,000 | 175,000 | |||
Related-party costs, Payable | 0 | 0 | 0 | ||||
Advisor Fees, Construction management fees [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 1,000 | 5,000 | 16,000 | 14,000 | |||
Related-party costs, Payable | 0 | 0 | 0 | ||||
Financing Fees, Capitalized [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 0 | 300,000 | 0 | 300,000 | |||
Related-party costs, Payable | 0 | 0 | 0 | ||||
Advisor Fees, Expensed [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 663,000 | 585,000 | 2,233,000 | 1,909,000 | |||
Related-party costs, Payable | 328,000 | 328,000 | 1,000 | ||||
Advisor Fees, Capitalized [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 70,000 | 421,000 | 207,000 | 595,000 | |||
Related-party costs, Payable | 0 | 0 | 0 | ||||
Advisor Fees, Acquisition Fees [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 79,000 | 0 | 79,000 | 0 | |||
Related-party costs, Payable | 79,000 | 79,000 | 0 | ||||
Financing Fees, Expensed [Member] | |||||||
Summarized below are the related-party transactions | |||||||
Related-party costs, Incurred | 55,000 | $ 0 | 87,000 | $ 0 | |||
Related-party costs, Payable | $ 55,000 | $ 55,000 | $ 0 | ||||
[1] | The guaranty fees were paid to TNP LLC (see “Guaranty Fees” below for additional information), an affiliate of the Company’s prior advisor. |
RELATED PARTY TRANSACTIONS (D56
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | Mar. 11, 2015 | Aug. 04, 2014 | Jul. 09, 2013 | Jan. 24, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Related party transactions (Textual) [Abstract] | ||||||||
Related-party costs, Incurred | $ 1,000 | |||||||
Property Management Fee, Percent Fee | 4.00% | |||||||
Related Party Transactions (Additional Textual) [Abstract] | ||||||||
Market-based property management fee of gross revenues | 5.00% | |||||||
Company pays Advisor a monthly asset management fee on all real estate investments | 0.60% | |||||||
Advisor or its affiliates also will be paid disposition fees of a customary and competitive real estate commission | 50.00% | |||||||
Advisor or its affiliates also will be paid disposition fees of a customary and competitive real estate commission, not to exceed | 3.00% | |||||||
Reimbursement Of Operating Expenses Description | The Company reimburses the Advisor for all expenses paid or incurred by the Advisor in connection with the services provided to the Company, subject to the limitation that the Company will not reimburse the Advisor for any amount by which the Companys total operating expenses (including the asset management fee described below) at the end of the four preceding fiscal quarters exceeded the greater of (1)2% of its average invested assets (as defined in the Charter); or (2)25% of its net income (as defined in the Charter) determined without reduction for any additions to depreciation, bad debts or other similar non-cash expenses and excluding any gain from the sale of the Companys assets for that period (the 2%/25% Guideline). The Advisor is required to reimburse the Company quarterly for any amounts by which total operating expenses exceed the 2%/25% Guideline in the previous expense year that the independent directors do not approve. The Company will not reimburse the Advisor for any of its personnel costs or other overhead costs except for customary reimbursements for personnel costs under property management agreements entered into between the OP and the Advisor or its affiliates. Notwithstanding the above, the Company may reimburse the Advisor for expenses in excess of the 2%/25% Guideline if a majority of the independent directors determine that such excess expenses are justified based on unusual and non-recurring factors. | |||||||
Percentage Of Acquisition Fee On Costs Of Investments Acquired | 1.00% | |||||||
Percentage Of Origination Fee | 1.00% | |||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 19.00% | |||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Common Stock Sale Price Per Share | $ 8 | |||||||
Proceeds from Sale of Real Estate | $ 53,600,000 | $ 53,066,000 | $ 20,347,000 | |||||
Related Party Transaction, Expenses From Transactions With Related Party | $ 134,000 | $ 0 | 134,000 | $ 0 | ||||
TNP LLC [Member] | ||||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Sale Of Stock Number Of Shares Issued | 22,222 | |||||||
SGO Joint Venture [Member] | ||||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Related Party Transaction, Expenses From Transactions With Related Party | $ 101,000 | 213,000 | ||||||
Sharon D. Thompson [Member] | ||||||||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||||||||
Sale Of Stock Number Of Shares Issued | 111,111 | |||||||
SRT Manager [Member] | ||||||||
Related Party Transactions (Additional Textual) [Abstract] | ||||||||
Operating Partnership Interest | 8.33% | |||||||
Full Redemption Amount Paid | $ 2,100,000 | $ 2,100,000 | ||||||
Asset management fees [Member] | ||||||||
Related party transactions (Textual) [Abstract] | ||||||||
Related-party costs, Incurred | $ 250,000 | |||||||
Financing coordination fees [Member] | ||||||||
Related Party Transactions (Additional Textual) [Abstract] | ||||||||
Payment of financial Coordination fees | 1.00% | 1.00% | ||||||
Mortgage Notes [Member] | ||||||||
Related Party Transactions (Additional Textual) [Abstract] | ||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 12.00% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) | Nov. 04, 2015 | Sep. 30, 2015 |
Subsequent Event [Member] | ||
Commitments and Contingencies (Textual) [Abstract] | ||
Special Distribution Liability | $ 2,248,000 | |
Internal Revenue Service (IRS) [Member] | ||
Commitments and Contingencies (Textual) [Abstract] | ||
Income Tax Examination, Penalties Accrued | $ 447,000 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) | Nov. 10, 2015 | Nov. 02, 2015 | Oct. 29, 2015 | Oct. 01, 2015 | Oct. 30, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | Nov. 04, 2015 | Aug. 04, 2014 |
Subsequent Event [Line Items] | ||||||||||||||||
Dividend Distribution To Common Stockholders And Unit Holders | $ 680,000 | $ 680,000 | $ 684,000 | $ 684,000 | $ 684,000 | $ 684,000 | $ 570,000 | $ 2,044,000 | $ 2,622,000 | |||||||
Common Stock, Dividends, Per Share, Declared | $ 0.06000 | $ 0.06000 | $ 0.06000 | $ 0.06000 | $ 0.06000 | $ 0.06000 | $ 0.05000 | |||||||||
Long-term Line of Credit | $ 20,800,000 | |||||||||||||||
Special Distribution Paid In Cash To Stockholders | $ 449,600 | 449,600 | ||||||||||||||
Special Distribution Paid In Terms Of Share Value To Stockholders | $ 1,798,400 | $ 1,798,400 | $ 1,798,400 | |||||||||||||
Subsequent Event [Member] | ||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||
Dividend Distribution To Common Stockholders And Unit Holders | $ 680,000 | |||||||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.06 | |||||||||||||||
Special Distribution To Stockholders | 2,248,000 | |||||||||||||||
Special Distribution Paid In Cash To Stockholders | 449,600 | |||||||||||||||
Special Distribution Paid In Terms Of Share Value To Stockholders | $ 1,798,400 | |||||||||||||||
Special Distribution Shares Issued To Stockholders | 273,729 | |||||||||||||||
Stock Repurchased During Period, Shares | 87,599 | |||||||||||||||
Stock Repurchased During Period, Value | $ 575,500 | |||||||||||||||
Stock Repurchase Exercise Price Per Share | $ 6.57 | |||||||||||||||
Outstanding Secured Term Loan Amount | $ 31,700,000 | |||||||||||||||
Outstanding Mortgage Loan Amount | $ 11,900,000 | |||||||||||||||
Subsequent Event [Member] | Northgate Plaza [Member] | ||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||
Proceeds from Sale of Property, Plant, and Equipment | 12,800,000 | |||||||||||||||
Proceeds From Held For Sale Property Used To Offset Debt | 12,100,000 | |||||||||||||||
Subsequent Event [Member] | Moreno Marketplace [Member] | ||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||
Proceeds from Sale of Property, Plant, and Equipment | 19,400,000 | |||||||||||||||
Proceeds From Held For Sale Property Used To Offset Debt | 18,600,000 | |||||||||||||||
Subsequent Event [Member] | Summit Point [Member] | ||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||
Proceeds from Sale of Property, Plant, and Equipment | 19,600,000 | |||||||||||||||
Proceeds From Held For Sale Property Used To Offset Debt | $ 19,600,000 | |||||||||||||||
Subsequent Event [Member] | Secured Debt [Member] | ||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||
Interest Expense, Debt | 200,000 | |||||||||||||||
Debt Instrument Yield Maintenance Cost | 2,200,000 | |||||||||||||||
Subsequent Event [Member] | Unsecured Debt [Member] | ||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||
Extinguishment of Debt, Amount | $ 1,200,000 | |||||||||||||||
Subsequent Event [Member] | Key Bank [Member] | ||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||
Long-term Line of Credit | 4,000,000 | |||||||||||||||
Extinguishment of Debt, Amount | $ 4,000,000 | |||||||||||||||
Proceeds From Loan Used To Offset Debt | $ 4,000,000 |