NOTES PAYABLE | NOTES PAYABLE, NET As of September 30, 2016 and December 31, 2015 , the Company’s notes payable, net, consisted of the following (amounts in thousands): Principal Balance Interest Rates At September 30, 2016 December 31, 2015 September 30, 2016 KeyBank credit facility (1) $ 16,200 $ — 3.14 % Secured term loans 24,387 24,701 5.10 % Mortgage loans 9,576 9,690 5.63 % Mortgage loans secured by properties under development (2) 19,200 — 9.5% - 10.0% Deferred financing costs, net (3) (532 ) (339 ) n/a $ 68,831 $ 34,052 (1) The KeyBank credit facility is a revolving credit facility with an initial maximum aggregate commitment of $30.0 million (the “Facility Amount”). Subject to certain terms and conditions contained in the loan documents, the Company may request that the Facility Amount be increased to a maximum of $60.0 million . The KeyBank credit facility matures on August 4, 2017 . Each loan made pursuant to the Key Bank 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 KeyBank credit facility is greater than 50% of the Facility Amount. The Company is providing a guaranty of all of its obligations under the KeyBank credit facility and all other loan documents in connection with the KeyBank credit facility. As of September 30, 2016 , the KeyBank credit facility was secured by Pinehurst Square, Topaz Marketplace, 8 Octavia Street, 400 Grove Street and the Fulton Shops. For information regarding recent draws under the Key Bank credit facility, see “– Recent Financing Transactions KeyBank Credit Facility.” (2) Comprised of $10.7 million and $8.5 million associated with the Company’s investment in the Gelson’s Joint Venture and the Wilshire Joint Venture, respectively. (3) Reclassification of deferred financing costs, net of accumulated amortization, as a contra-liability in accordance with ASU 2015-03. During the three and nine months ended September 30, 2016 , the Company incurred and expensed approximately $0.6 million and $1.7 million , respectively, of interest costs, which included the amortization of deferred financing costs of approximately $0.1 million and $0.4 million , respectively. During the three and nine months ended September 30, 2015 , the Company incurred and expensed approximately $1.4 million and $4.4 million , respectively, of interest costs, which included the amortization of deferred financing costs of approximately $0.1 million and $0.4 million , respectively. Also during the three and nine months ended September 30, 2016 , the Company incurred and capitalized approximately $0.8 million and $2.0 million , respectively, of interest expense related to the variable interest entities, which included the amortization of deferred financing costs of approximately $0.2 million and $0.4 million , respectively. As of September 30, 2016 and December 31, 2015 , interest expense payable was approximately $0.4 million and $0.2 million , respectively, including an amount related to the variable interest entities of approximately $0.2 million as of September 30, 2016 . The following is a schedule of future principal payments for all of the Company’s notes payable outstanding as of September 30, 2016 (amounts in thousands): Remainder of 2016 $ 150 2017 45,385 2018 473 2019 23,355 Total (1) $ 69,363 (1) Total future principal payments reflect actual amounts due to creditors, and excludes reclassification of $0.5 million deferred financing costs, net. Recent Financing Transactions KeyBank Credit Facility On March 7, 2016, the Company drew $6.0 million under the Key Bank credit facility and used the proceeds to invest in the Wilshire Joint Venture (as defined in Note 5. “Variable Interest Entities”). On June 9, 2016, the Company drew $7.5 million under the Key Bank credit facility and used the majority of the proceeds to acquire 8 Octavia Street and 400 Grove Street from Octavia Gateway Holdings, LLC and Grove Street Hayes Valley, LLC, respectively. Refer to Note 3 “Real Estate Investments” for additional information. On July 25, 2016, the Company drew $4.7 million under the Key Bank credit facility and used the majority of the proceeds to acquire the Fulton Shops. Refer to Note 3 “Real Estate Investments” for additional information. On September 29, 2016, the Company drew $1.0 million under the Key Bank credit facility to be used for working capital. Mortgage Loans Secured by Properties Under Development In connection with the Company’s investment in the Wilshire Joint Venture and the acquisition of the Wilshire Property (as defined in Note 5. “Variable Interest Entities”), the Company has consolidated borrowings of $8.5 million (the “Wilshire Loan”) from Buchanan Mortgage Holdings, LLC (as the lender) and 3032 Wilshire Investors, LLC (as the borrower). The Wilshire Loan bears interest at a rate of 10.0% per annum, payable monthly, commencing on April 1, 2016. The loan matures on March 7, 2017 , with an option for an additional six-month period, subject to certain conditions as stated in the loan agreement. The loan is secured by, among other things, a lien on the Wilshire development project and other collateral as defined in the loan agreement. In connection with the Company’s investment in the Gelson’s Joint Venture (as defined in Note 5. “Variable Interest Entities” to the condensed consolidated financial statements contained within this Quarterly Report on Form 10-Q) and the acquisition of the Gelson’s Property (defined in Note 5. “Variable Interest Entities” to the condensed consolidated financial statements contained within this Quarterly Report on Form 10-Q), the Company has consolidated borrowings of $10.7 million (the “Gelson’s Loan”) from Buchanan Mortgage Holdings, LLC (as the lender) and Sunset and Gardner Investors, LLC (as the borrower). The Gelson’s Loan bears interest at a rate of 9.5% per annum, payable monthly, commencing on April 1, 2016. The loan matures on January 27, 2017 , with an option to extend for an additional six-month period, subject to certain conditions as stated in the loan agreement. The loan is secured by, among other things, a lien on the Gelson’s development project and other joint venture collateral as defined in the loan agreement. |