POS EX 1 d319178dposex.htm POST EFFECTIVE AMENDMENT NO. 10 Post Effective Amendment No. 10

As filed with the Securities and Exchange Commission on March 21, 2012

Registration No. 333-154975

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Post-Effective Amendment No. 10

to

Form S-11

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

 

TNP Strategic Retail Trust, Inc.

(Exact name of registrant as specified in its governing instruments)

 

 

1900 Main Street

Suite 700

Irvine, California 92614

(949) 833-8252

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

 

Anthony W. Thompson

Chairman of the Board and Chief Executive Officer

1900 Main Street

Suite 700

Irvine, California 92614

(949) 833-8252

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 

Copy to:

Rosemarie A. Thurston

Gustav F. Bahn

Alston & Bird LLP

1201 West Peachtree Street

Atlanta, Georgia 30309

(404) 881-7000

 

 

Approximate date of commencement of proposed sale to public: This post-effective amendment is being filed pursuant to Rule 462(d) under the Securities Act and will be effective upon filing.

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box:    þ

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.    ¨

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration number of the earlier effective registration statement for the same offering.

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration number of the earlier effective registration statement for the same offering.    þ Registration No. 333-154975

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.    ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer

 

¨

  

Accelerated filer

 

¨

Non-accelerated filer

 

¨  (Do not check if a smaller reporting company)

  

Smaller reporting company

 

þ

EXPLANATORY NOTE

This Post-Effective Amendment No. 10 to the Registration Statement on Form S-11 (No. 333-154975) is filed pursuant to Rule 462(d) under the Securities Act solely to add certain exhibits not previously filed with respect to such Registration Statement.

 

 

 


PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

 

Item 36. Financial Statements and Exhibits.

(b) Exhibits:

 

    23.6    Consent of Robert A. Stanger & Co., Inc.
    23.7    Consent of Cushman & Wakefield of Illinois, Inc.

 

 

 

II-1


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-11, as amended, and has duly caused this amended registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Irvine, State of California, on March 21, 2012.

 

TNP Strategic Retail Trust, Inc.
By:   /s/    ANTHONY W. THOMPSON        
  Name:   Anthony W. Thompson
  Title:   Chief Executive Officer, President and
    Chairman of the Board

Pursuant to the requirements of the Securities Act of 1933, this amended registration statement has been signed by the following persons in the following capacities and on March 21, 2012.

 

Signature

  

Title

/s/    ANTHONY W. THOMPSON        

Anthony W. Thompson

  

Chief Executive Officer, President and

Chairman of the Board

(principal executive officer)

/s/    JAMES R. WOLFORD        

James R. Wolford

  

Chief Financial Officer

Treasurer, Secretary and Director

(principal financial officer and

accounting officer)

/s/    PETER K. KOMPANIEZ        

Peter K. Kompaniez

  

Director

/s/    PHILLIP I. LEVIN        

Phillip I. Levin

  

Director

/s/    JEFFREY S. ROGERS        

Jeffrey S. Rogers

  

Director


EXHIBIT INDEX

 

Exhibit

Number

  

Description

    23.6    Consent of Robert A. Stanger & Co., Inc.
    23.7    Consent of Cushman & Wakefield of Illinois, Inc.