Important Disclaimers

This summary does not constitute an offer to sell, or a solicitation of an offer to buy, an interest in the investment opportunity discussed in this presentation (the “Project”), which will only be made by a confidential offering memorandum (the “Memorandum”), partnership agreement and subscription agreement, or similar governing documents (collectively, the “Project Documents”). The information contained herein will be superseded and qualified in its entirety by the Project Documents.

  • Forward-looking statements. This summary contains certain forward-looking statements based on current expectations, estimates and projections about the industry and markets in which The RIBA

    Group’s (TRG’s) investments operate, and TRG’s beliefs and assumptions. These statements involve certain risks, uncertainties and assumptions that are difficult to predict. Consequently, such statements cannot be guarantees of future performance and actual outcomes and returns may differ materially from statements, goals and objectives set forth herein. Real estate values are affected by a number of factors including changes in the general economic climate, inflationary trends, competition and the supply of and demand for property investments in the target markets, interest rate levels, the availability of financing, potential environmental liability and other risks associated with the ownership, development and acquisition of property, including risks that tenants will not take or remain in occupancy or pay rent, changes in the legal or regulatory environment, or that construction or management costs may be greater than anticipated.

  • Certain risk factors. An investment in the Project represents a speculative investment and involves a high degree of risk. Investors should carefully consider the risk factors outlined below before deciding to invest.

  • Risks of Real Estate Ownership. Real estate historically has experienced significant fluctuations, and cycles in value and local market conditions may result in reductions in the value of real property interests. The marketability and value of the Project’s real property interests will depend on many factors beyond the control of , including changes in general or local economic conditions in various markets; changes in supply of or demand for competing properties in an area; changes in interest rates; the promulgation and enforcement of governmental regulations relating to land-use and planning restrictions, environmental protection and occupational safety; unavailability of mortgage funds that may render the sale of a property difficult; the financial condition of tenants, buyers and sellers of properties; changes in real estate tax rates and other operating expenses; the imposition of rent controls; energy and/or supply shortages; various uninsured or uninsurable risks and acts of God, natural disasters, terrorism and uninsurable losses.

  • Risk of Loss of Capital. There can be no assurance that the Project will be able to generate returns for its investors or that the returns will be commensurate with the risks of investing in the type of transaction described herein. An investor could lose all or a substantial portion of its investment.

  • Potential Environment Liability. Under laws, ordinances and regulations of various jurisdictions, an owner of real property may be liable for the costs of removal or remediation of certain hazardous or

  • toxic substances on or in such property. The cost of any required remediation and the owner’s liability therefore as to any property are generally not limited under such laws and could exceed the value of the property and/or the aggregate assets of the owner. The presence of such substances, or the failure to properly remediate contamination from such substances, may adversely affect the owner’s ability to

    sell the real estate or to borrow using such property as collateral.

  • Debt Financing. The Project expects to employ leverage in connection with the investment. Use of leverage will subject the Project to those risks normally associated with debt financing, including the risk

    that the cash flow will be insufficient to meet required payments of principal and interest, the risk that indebtedness will not be able to be refinanced or the risk that the terms of such refinancing will not be

    as favorable as the terms of the existing indebtedness.

  • No Assurance of Achieving the Investment Objective. No representation is or can be made as to the future performance of the Project and there is no assurance that the Project will realize its investment

    goals. Any target of a gross IRR of the Project is a target only and cannot be guaranteed. Investors may not get back the money that they invest. Prospective investors should carefully consider the

    assumptions and qualifications on which the targeted levels of return are based. Prospective investors should bear in mind that past performance is not indicative of future results.

  • Liquidity on Investments. No secondary market for interests in the Project is expected to develop and there are restrictions on an investor’s ability to transfer its interest in the Project. An investment in the

    Project is not transferable and does not provide any liquidity.

  • Confidential Information. Each recipient of this summary agrees to treat the information contained herein in a confidential manner. Such information may not be reproduced or used in whole or in part for

    any purpose other than evaluation of the information set forth herein, nor may it be disclosed without the prior written consent of TRG to anyone other than representatives of the recipient directly involved
    with the recipient’s review and who have agreed to abide by the foregoing restrictions. By accepting this presentation, each recipient also agrees to return it promptly upon request. Notwithstanding anything to the contrary herein, each recipient of this performance summary (and each employee or representative of each recipient) may disclose to any and all persons, without limitation of any kind, the
    tax treatment and tax structure of (i) any investment vehicle organized by TRG or its affiliates and (ii) any of its transactions, and all materials of any kind (including opinions or other tax analyses) relating to
    the applicable tax treatment and tax structure. The distribution of the information contained herein in certain jurisdictions may be restricted, and, accordingly, it is the responsibility of any recipient to satisfy     2 itself as to compliance with relevant laws and regulations.