NOTE 6: Stockholder Equity and Non-Controlling Interest

Stockholder Equity

Common Shares

On September 17, 2015, IRT completed the TSRE merger. As a result of the Merger, each outstanding share of TSRE common stock was converted automatically into the right to receive (a) $3.80 in cash and (b) 0.4108 shares of IRT Common Stock, plus cash in lieu of fractional shares. IRT issued 15,110,994 shares of IRT common stock as equity consideration in the merger.

On November 25, 2014, we completed an underwritten public offering selling 6,000,000 shares of our common stock for $9.60 per share raising gross and estimated net proceeds of $57,600 and $54,704, respectively.

On July 21, 2014, we completed an underwritten public offering selling 8,050,000 shares of our common stock for $9.50 per share raising gross and net proceeds of $76,475 and $72,002, respectively.

On January 29, 2014, we completed an underwritten public offering selling 8,050,000 shares of our common stock for $8.30 per share resulting in gross and net proceeds of $66,815 and $62,718, respectively.

On August 13, 2013, we completed an underwritten public offering selling 4,000,000 shares of our common stock for $8.50 per share for total gross proceeds of approximately $34.0 million.

Our board of directors declared the following dividends in 2015:

Month	Record Date	Payment Date	Dividend Declared Per Share
January 2015	January 30, 2015	February 17, 2015	$	0.06
February 2015	February 27, 2015	March 16, 2015	$	0.06
March 2015	March 31, 2015	April 15, 2015	$	0.06
April 2015	April 30, 2015	May 15, 2015	$	0.06
May 2015	May 29, 2015	June 15, 2015	$	0.06
June 2015	June 30, 2015	July 15, 2015	$	0.06
July 2015	July 31, 2015	August 17, 2015	$	0.06
August 2015	August 31, 2015	September 15, 2015	$	0.06
September 2015	September 15, 2015	October 15, 2015	$	0.034
September 2015	September 30, 2015	October 15, 2015	$	0.026
October 2015	October 30, 2015	November 16, 2015	$	0.06
November 2015	November 30, 2015	December 15, 2015	$	0.06
December 2015	December 31, 2015	January 15, 2016	$	0.06

On January 14, 2016, our board of directors declared the following dividends during 2016:

Month	Record Date	Payment Date	Dividend Declared Per Share
January 2016	January 29, 2016	February 16, 2016	$	0.06
February 2016	February 29, 2016	March 15, 2016	$	0.06
March 2016	March 31, 2016	April 15, 2016	$	0.06

Our board of directors declared the following dividends during 2014:

Month	Record Date	Payment Date	Dividend Declared Per Share
January 2014	January 31, 2014	February 17, 2014	$	0.06
February 2014	February 28, 2014	March 17, 2014	$	0.06
March 2014	March 31, 2014	April 15, 2014	$	0.06
April 2014	April 30, 2014	May 15, 2014	$	0.06
May 2014	May 30, 2014	June 16, 2014	$	0.06
June 2014	June 30, 2014	July 15, 2014	$	0.06
July 2014	July 31, 2014	August 15, 2014	$	0.06
August 2014	August 29, 2014	September 15, 2014	$	0.06
September 2014	September 30, 2014	October 15, 2014	$	0.06
October 2014	October 31, 2014	November 17, 2014	$	0.06
November 2014	November 28, 2014	December 15, 2014	$	0.06
December 2014	December 31, 2014	January 15, 2015	$	0.06

On February 28, 2013, our board of directors authorized and declared distributions on our common stock for months of January through June 2013. The distributions were payable to the holders of our common stock at a rate of $0.00163934 per share per day and $0.00171233 per share per day for the months of January through March and April through June, respectively. The distributions were paid by the fifteenth day of the subsequent month.

Our board of directors also declared the following dividends during 2013:

Month	Record Date	Payment Date	Dividend Declared Per Share
July 2013	August 5, 2013	August 15, 2013	$	0.05333
August 2013	August 30, 2013	September 13, 2013	$	0.05333
September 2013	September 30, 2013	October 15, 2013	$	0.05333
October 2013	October 31, 2013	November 15, 2013	$	0.05333
November 2013	November 29, 2013	December 16, 2013	$	0.05333
December 2013	December 31, 2013	January 15, 2014	$	0.05333

Preferred Shares

On February 28, 2013, our board of directors authorized and declared distributions on our Series A Preferred Stock for the period beginning on January 1, 2013, and ending on June 30, 2013. The distributions were payable to the holders of the Series A Preferred Stock of record at a rate of $0.34722222 per day, which is an amount that is equivalent to a 12.5% annualized distribution rate based on a share price of $1,000. The distributions were aggregated and paid in cash on June 28, 2013, pursuant to the requirements of our charter.

On July 25, 2013, our board of directors authorized setting aside amounts sufficient to redeem our Series A Preferred Stock with the proceeds of our underwritten offering.

On August 19, 2013, we redeemed 125 shares of our 12.5% Series A Cumulative Non-Voting Preferred Stock for an aggregate redemption price of approximately $140 inclusive of accrued interest. The redemption of the Series A Preferred Stock was funded with cash received from the August 2013 public offering of common stock. After the redemption date, there were no shares of Series A Preferred Stock outstanding, and all rights of the holders of such shares and units were terminated.

Noncontrolling Interest

During 2015, IROP exchanged 52,937 units for 52,933 shares of our common stock with fractional units being settled in cash.

On September 17, 2015, immediately prior to the TSRE merger, the sole third party holder of units of TSR OP units contributed all of their TSR OP units to IROP in exchange for 1,925,419 of IROP units, plus cash in lieu of fractional IROP units, valued at $13,998.

As of December 31, 2015, there were 3,154,931 IROP Units outstanding with a redemption value of $23,694, based on IRT’s stock price of $7.51 as of December 31, 2015.

On February 1, 2016 IROP exchanged an additional 204,115 units for 204,113 shares of our common stock with fractional units being settled in cash. As a result of this exchange, as of March 9, 2016, 2,950,816 units held by unaffiliated third parties remained outstanding.

On December 30, 2014, our operating partnership issued 918,098 limited partnership units valued at $8,550 in connection with the Iron Rock Ranch acquisition.

On November 24, 2014, our operating partnership issued 4,929 limited partnership units valued at $48 in connection with the Bennington Pond acquisition.

On August 28, 2014, our operating partnership issued 137,361 limited partnership units valued at $1,377 in connection with the Walnut Hill acquisition.

On May 7, 2014, our operating partnership issued 222,062 limited partnership units valued at $1,986 in connection with the Carrington acquisition.

Our board of directors declared the following distributions on our operating partnership’s LP units during 2015:

Month	Record Date	Payment Date	Dividend Declared Per Share
January 2015	January 30, 2015	February 17, 2015	$	0.06
February 2015	February 27, 2015	March 16, 2015	$	0.06
March 2015	March 31, 2015	April 15, 2015	$	0.06
April 2015	April 30, 2015	May 15, 2015	$	0.06
May 2015	May 29, 2015	June 15, 2015	$	0.06
June 2015	June 30, 2015	July 15, 2015	$	0.06
July 2015	July 31, 2015	August 17, 2015	$	0.06
August 2015	August 31, 2015	September 15, 2015	$	0.06
September 2015	September 15, 2015	October 15, 2015	$	0.06
October 2015	October 30, 2015	November 16, 2015	$	0.06
November 2015	November 30, 2015	December 15, 2015	$	0.06
December 2015	December 31, 2015	January 15, 2016	$	0.06

On January 14, 2016, our board of directors declared the following distributions on our operating partnership’s LP units during 2016:

Month	Record Date	Payment Date	Dividend Declared Per Share
January 2016	January 29, 2016	February 16, 2016	$	0.06
February 2016	February 29, 2016	March 15, 2016	$	0.06
March 2016	March 31, 2016	April 15, 2016	$	0.06

Our board of directors declared the following distributions on our operating partnership’s LP units during 2014:

Month	Record Date	Payment Date	Dividend Declared Per Share
July 2014	July 31, 2014	August 15, 2014	$	0.06
August 2014	August 29, 2014	September 15, 2014	$	0.06
September 2014	September 30, 2014	October 15, 2014	$	0.06
October 2014	October 31, 2014	November 17, 2014	$	0.06
November 2014	November 28, 2014	December 15, 2014	$	0.06
December 2014	December 31, 2014	January 15, 2015	$	0.06

On February 28, 2013, our board of directors, in our capacity as the general partner of the operating partnership, authorized and declared distributions on our operating partnership’s common partnership units for the months of January through June 2013. For the months of January through March 2013, the distributions were paid to the holders of our common operating partnership units at a rate of $0.00163934 per unit per day. For the months of April through June 2013, our board of directors authorized and declared distributions on our operating partnership’s common units at a rate of $0.00171233 per share per day. The distributions for each month were aggregated and paid on or before the fifteenth day following the completion of each respective month. On July 25, 2013, our board of directors, in our capacity as the general partner of the operating partnership, declared distributions on our operating partnership’s common partnership units for the months of July through September 2013 with record dates, payment dates and the amounts of the dividend declared per unit corresponding to the dividends on our common stock set forth above. On October 10, 2013, our board of directors, in our capacity as the general partner of the operating partnership, declared distributions on our operating partnership’s common partnership units for the months of July through September 2013 with record dates, payment dates and the amounts of the dividend declared per unit corresponding to the dividends on our common stock set forth above.

On May 7, 2013, RAIT elected to convert 5,274,900 of its common limited partnership units to shares of our common stock according to the terms of the Agreement of Limited Partnership. The shares of our common stock issued were issued in reliance on an exemption from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended.

On February 28, 2013, our board of directors, in our capacity as the general partner of the operating partnership, authorized and declared distributions on our operating partnership’s Series B Preferred Units for the period of January, February and March 2013. The distributions were paid to holders of our Series B Preferred Units of record at a rate of $2.78 per unit per day. On May 7, 2013, our board of directors, in our capacity as the general partner of the operating partnership, authorized and declared distributions on our operating partnership’s Series B Preferred Units for the period of April, May and June 2013. The distributions were paid to holders of our Series B Preferred Units of record at a rate of $2.78 per unit per day. On July 25, 2013, our board of directors, in our capacity as the general partner of the operating partnership, authorized setting aside amounts sufficient to redeem our operating partnership’s Series B Preferred Units with the proceeds of our August 2013 underwritten offering. Our operating partnership, had the right to redeem the Series B Preferred Units, in whole or in part, at any time or from time to time for a redemption price equal to $10 plus all accrued and unpaid distributions thereon to and including the date fixed for redemption.

On August 19, 2013, our operating partnership redeemed 350 of its Series B Units, all of which were owned by a wholly-owned subsidiary of RAIT, an affiliate of the Company, for an aggregate redemption price of approximately $3,500. The redemption of the Series B Units was funded with cash received from the August 2013 underwritten offering of the common stock. After the redemption date, there were no Series B Units outstanding and all rights of the holders of such units were terminated.