Common use of Financial Statements; Non-GAAP Financial Measures Clause in Contracts

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 or Rule 3-05 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act RegulationsAct. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act RegulationsAct, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and statements of the summary financial information businesses or properties acquired or proposed to be acquired, if any, included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and set forth therein, have been compiled prepared in conformity with GAAP applied on a consistent basis consistent with that and otherwise have been prepared in accordance with, in the case of businesses acquired or to be acquired, the applicable financial statement requirements of Rule 3-05 or, in the case of real estate operations acquired or to be acquired, if any, Rule 3-14 of Regulation S-X of the audited financial statements included therein1933 Act. There are no All pro forma financial statements or schedules required to be data, if any, included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the General Disclosure Package or Package, the Prospectus complies as to form in all material respects or any Issuer Free Writing Prospectus comply with the applicable accounting requirements of the 1933 Act Act, and the 1933 Act Regulationsassumptions used in the preparation of such pro forma financial statements and data are reasonable, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the information those statements and such information fairly presents with respect to the Company and its consolidated subsidiaries, the data; there are no financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No statements (historical or pro forma financial information is forma) that are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus which is that are not so includedincluded or incorporated by reference as required. All disclosures contained in the Registration Statement, the General Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act Regulations and Item 10 of Regulation S-K of the 1933 ActAct Regulations, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of statements, including the Company notes thereto and its subsidiaries, together with the related supporting schedules (if any) and notes (the “Company Financial Statements”), incorporated by reference included in the Registration Statement, the Pricing Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly present fairly the financial position and the results of operations of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect and for the periods to the Acquisition Financial Statements, the respective property or tenantwhich they apply; and all such financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) ), consistently applied on a consistent basis throughout the periods involved (provided that unaudited interim financial statements are subject to year-end audit adjustments that are not expected to be material in the aggregate and comply with do not contain all applicable accounting requirements under the 1933 Act footnotes required by GAAP); and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference schedules included in the Registration Statement, the Disclosure Package and the Prospectus Statement present fairly, in accordance with GAAP, fairly the information required to be stated therein. The selected financial data and the summary financial information Except as included therein, no historical or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited pro forma financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Pricing Disclosure Package or the Prospectus under the 1933 Securities Act or the 1933 Securities Act Regulations which are not so includedRegulations. If applicable, the unaudited pro forma The “as adjusted” and “as further adjusted” financial information (including and the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be notes included in the Registration Statement, the Pricing Disclosure Package or and the Prospectus which is not so includedhave been properly compiled and prepared in accordance with the applicable requirements of the Securities Act and the Securities Act Regulations and present fairly the information shown therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. All disclosures contained in the Registration Statement, the Pricing Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) ), if any, comply in all material respects with Regulation G of the 1934 Exchange Act and Item 10 of Regulation S-K of the 1933 Securities Act, to the extent applicable. The interactive data Each of the Registration Statement, the Pricing Disclosure Package and the Prospectus discloses all material off-balance sheet transactions, arrangements, obligations (including contingent obligations), and other relationships of the Company with unconsolidated entities or other persons that may have a material current or future effect on the Company’s financial condition, changes in eXtensible Business Reporting Language incorporated by reference financial condition, results of operations, liquidity, capital expenditures, capital resources, or significant components of revenues or expenses. Except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus, (a) neither the Company nor any of its direct and indirect subsidiaries, including each entity disclosed or described in the Registration Statement, the Pricing Disclosure Package and the Prospectus fairly presents as being a subsidiary of the information called for Company (each, a “Subsidiary” and, collectively, the “Subsidiaries”), has incurred any material liabilities or obligations, direct or contingent, or entered into any material transactions other than in all material respects the ordinary course of business, (b) the Company has not declared or paid any dividends or made any distribution of any kind with respect to its capital stock, (c) there has not been any change in the capital stock of the Company or any of its Subsidiaries, or, other than in the course of business, any grants under any stock compensation plan, and (d) there has not been prepared any Material Adverse Change in accordance with the CommissionCompany’s rules and guidelines applicable theretolong-term or short-term debt.

Financial Statements; Non-GAAP Financial Measures. The consolidated financial statements of the Company and its subsidiariesthe Bank included in the Registration Statement, the Pricing Disclosure Package and the Prospectus, together with the related schedules (if any) and notes (notes, comply with the “Company Financial Statements”), incorporated by reference in requirements of the Registration Statement, the Disclosure Package Securities Act and the Prospectus, Securities Act Regulations in all material respects and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company and its consolidated subsidiaries at the Bank as of the dates indicatedindicated and the consolidated statements of income, orstatements of comprehensive income, if applicable, with respect to statements of changes in shareholders’ equity and statements of cash flows of the Acquisition Financial Statements, Company and the respective property or tenant; and all such Bank for the periods specified. The consolidated financial statements of the Company and the Bank have been prepared in all material respects in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements involved. No other financial statements or supporting schedules are required to be included in the Registration Statement, any preliminary prospectus or the Prospectus under the 1933 Securities Act and or the 1933 Securities Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Pricing Disclosure Package and the Prospectus under the captions “Summary – Summary Historical Consolidated Financial and Operating Information” and “Selected Historical Consolidated Financial and Operating Information” present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included thereintherein in all material respects. There are no Pro forma financial statements or schedules are not required to be included in the Registration Statement, the Pricing Disclosure Package or the Prospectus under the 1933 Act or Securities Act, the 1933 Securities Act Regulations which are not so includedor GAAP. If To the extent applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Pricing Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Exchange Act and Item 10 10(e) of Regulation S-K of under the 1933 Act, Securities Act to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes predecessor (the “Company Financial StatementsPredecessor”), ) included in or incorporated by reference in into the Registration Statement, the General Disclosure Package and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the consolidated financial position of the Company and its respective consolidated subsidiaries at on a consolidated basis as of the dates indicatedindicated and the consolidated results of operations, or, if applicable, with respect to cash flows and changes in stockholders’ equity of the Acquisition Financial Statements, Company and the respective property or tenant; Predecessor for the periods specified and all such financial statements have been prepared in compliance with the requirements of the 1933 Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout during the periods involved involved. The balance sheet of the Company included in or incorporated by reference into the Registration Statement, the General Disclosure Package and comply the Prospectus, together with the related schedules and notes, presents fairly in all applicable accounting material respects the financial position of the Company at the dates indicated; said balance sheet has been prepared in compliance with the requirements under of the 1933 Act and Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with GAAP. The supporting schedules, if any, incorporated by reference selected financial and operating data and the summary pro forma and operating data included in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited audited, or unaudited, as applicable, financial statements of the Company and the Predecessor included therein. There are no Any pro forma financial statements or schedules required to be data included in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus under comply with the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited Commission’s rules and guidelines with respect to pro forma financial information (including statements and have been properly compiled on the related notes) incorporated by reference bases described therein, and the assumptions used in the Registration Statementpreparation of such pro forma financial statements and data are reasonable, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data. The other financial and statistical data contained in or incorporated by reference into the information and such information fairly presents with respect to the Company and its consolidated subsidiariesRegistration Statement, the General Disclosure Package and the Prospectus are accurately and fairly presented and prepared in all material respects on a basis consistent with the financial position, results statements and books and records of operations the Transaction Entities and other information purported the Subsidiaries. The statements of certain revenues and expenses of any of the properties or the financial statements of any businesses acquired by the Transaction Entities or the Subsidiaries or determined to be shown therein at probable of acquisition by the respective dates and for Transaction Entities or the respective periods specified. No pro forma financial information is required to be Subsidiaries, if any, included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information set forth therein and have been prepared, in all material respects, in accordance with the applicable financial statement requirements of Rule 3-14 of Regulation S-X with respect to real estate operations or Rule 3-05 of Regulation S-X with respect to businesses. There are no financial statements (historical or pro forma) or related schedules that are required to be included in or incorporated by reference into the Registration Statement, the General Disclosure Package or the Prospectus which is that are not so includedincluded or incorporated by reference as required. Neither the Transaction Entities nor any of the Subsidiaries have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement, General Disclosure Package and the Prospectus. All disclosures contained in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The consolidated financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference present fairly, in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company and its consolidated subsidiaries at the Subsidiaries (as defined below) as of the dates indicatedindicated and the consolidated results of operations, orcash flows and changes in stockholders’ equity of the Company and the Subsidiaries for the periods specified (subject, if applicablein the case of unaudited statements, with respect to normal year-end audit adjustments which will not be material, either individually or in the Acquisition Financial Statements, the respective property or tenant; aggregate) and all such financial statements have been prepared in compliance with the published requirements of the Securities Act and Exchange Act, as applicable, and in conformity with United States generally accepted accounting principles in the United States (“GAAP”) applied on a consistent basis throughout (except (i) for such adjustments to accounting standards and practices as are noted therein and (ii) in the case of unaudited interim statements, to the extent they may exclude footnotes or may be condensed or summary statements) during the periods involved involved; the other financial and comply statistical data with all applicable accounting requirements under respect to the 1933 Act Company and the 1933 Act Regulations. The supporting schedules, if any, Subsidiaries contained or incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus present fairlyProspectus, in accordance are accurately and fairly presented and prepared on a basis consistent with GAAP, the information financial statements and books and records of the Company; there are no financial statements (historical or pro forma) that are required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, or the Disclosure Package Prospectus that are not included or incorporated by reference as required; the Company and the Prospectus present fairly in all Subsidiaries do not have any material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements liabilities or schedules required to be included obligations, direct or contingent (including any off balance sheet obligations), not described in the Registration Statement, the Disclosure Package or and the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, required to be described in the unaudited pro forma financial information (including the related notes) Registration Statement or Prospectus; and all disclosures contained or incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act Statement and the 1933 Act RegulationsProspectus, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicableif any, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Exchange Act and Item 10 of Regulation S-K of under the 1933 Securities Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiariesstatements, together with the related schedules (if any) notes and notes (the “Company Financial Statements”)schedules, incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus, comply in all material respects with the applicable requirements of the Act and any present fairly in all material respects the financial position and the results of operations and cash flows of the entities purported to be shown thereby, at the indicated dates and for the indicated periods. Such financial statements required and related schedules have been prepared in accordance with GAAP, consistently applied throughout the periods involved, except as disclosed therein, and all adjustments necessary for a fair presentation of results for such periods have been made. The pro forma financial statements, if any, or data included in the Registration Statement or the Prospectus, if any, comply with the applicable requirements of the Act and the Exchange Act, and the assumptions used in the preparation of such pro forma financial statements and data are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data; the other financial and statistical data set forth in the Registration Statement, the Disclosure Package or the Prospectus are accurately and fairly presented and prepared on a basis consistent with the financial statements and books and records of the Company. Any non-GAAP financial measure (as such term is defined by Rule 3-14 the rules and regulations of Regulation S-X (the “Acquisition Financial Statements”Commission), incorporated by reference contained in the Registration Statement, the Disclosure Package and the Prospectus present fairly has been derived from the financial position accounting records of the Company or its predecessors for accounting purposes, fairly presents in all material respect the information purported to be shown thereby and complies in all material respects with Regulation G of the Exchange Act, and Item 10(e) of Regulation S-K under the Act, to the extent applicable. The Company and its consolidated subsidiaries at the dates indicateddo not have any material liabilities or obligations, ordirect or contingent, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared not disclosed in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included thereinProspectus. There are no financial statements (historical or schedules pro forma) that are required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which that are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies included as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable theretorequired.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules, if any, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference present fairly, in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved (except as otherwise stated therein and comply with all subject, in the case of unaudited financial statements, to the absence of footnotes and normal year-end adjustments as permitted by the applicable accounting requirements under rules of the 1933 Act and the 1933 Act RegulationsCommission). The supporting schedules, if any, included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, present fairly, in all material respects, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent consistent, in all material respects, with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included0000 Xxx. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply comply, in all material respects respects, with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statements of income, orcomprehensive income, if applicable, with respect to shareholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved, except as may be expressly disclosed therein. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, except as may be expressly disclosed therein, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited The pro forma financial information (including statements and the related notes) notes thereto included or incorporated by reference in the Registration Statement, the General Disclosure Package or and the Prospectus complies as Prospectus, if any, present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to form pro forma financial statements in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied compiled on the bases described therein in all material respects, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included or incorporated by reference therein, no historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No or pro forma financial information is statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus which is not so includedunder the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicableapplicable in all material respects. The interactive data in eXtensible Business Reporting Language included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents presents, in all material respects, the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included in or incorporated by reference in into the Registration Statement, the General Disclosure Package and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the consolidated financial position of the Company and its respective consolidated subsidiaries at Subsidiaries on a consolidated basis as of the dates indicatedindicated and the consolidated results of operations, or, if applicable, with respect to cash flows and changes in stockholders’ equity of the Acquisition Financial Statements, Company for the respective property or tenant; periods specified and all such financial statements have been prepared in compliance with the requirements of the 1933 Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout during the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, balance sheet of the Company included in or incorporated by reference in into the Registration Statement, the General Disclosure Package and the Prospectus present fairlyProspectus, in accordance together with GAAPthe related schedules and notes, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present presents fairly in all material respects the information shown therein and have been compiled on a basis consistent with that financial position of the audited financial statements included thereinCompany at the dates indicated. There are no Any pro forma financial statements or schedules required to be data included in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus under comply with the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited Commission’s rules and guidelines with respect to pro forma financial information (including statements and have been properly compiled on the related notes) incorporated by reference bases described therein, and the assumptions used in the Registration Statementpreparation of such pro forma financial statements and data are reasonable, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data. The other financial and statistical data contained in or incorporated by reference into the information Registration Statement, the General Disclosure Package and such information the Prospectus are accurately and fairly presents presented and prepared in all material respects on a basis consistent with respect to the financial statements and books and records of the Company and its consolidated subsidiaries, the Subsidiaries. There are no financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No statements (historical or pro forma financial information is forma) or related schedules that are required to be included in or incorporated by reference into the Registration Statement, the General Disclosure Package or the Prospectus that are not included or incorporated by reference as required. None of the Company nor any of the Subsidiaries have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement, the General Disclosure Package or and the Prospectus which is not so includedProspectus. All disclosures contained in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in Inline eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statements of operations, or, if applicable, with respect to shareholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsto which they relate, except as otherwise stated therein. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The summary historical financial information and selected financial data and the summary historical financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so includedRegulations. If applicable, the unaudited The pro forma condensed combined financial information (including statements and the related notes) incorporated by reference notes thereto included in the Registration Statement, the General Disclosure Package or and the Prospectus complies as to form comply in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act RegulationsRules and Regulations and present fairly, and management in all material respects, the information contained therein, have been prepared in accordance with Article 11 of the Company believes that the assumptions underlying the Regulation S-X with respect to pro forma adjustments are reasonable. If applicable, such pro forma adjustments financial statements and have been properly applied presented on the basis described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the historical amounts in the compilation of the information transactions and such information fairly presents with respect circumstances referred to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so includedtherein. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act Act, and Item 10 of Regulation S-K of the 1933 Act, in each case as in effect on the date hereof and to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus Statement fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to changes in equities and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved. The financial statements of the 1933 Act businesses or properties acquired or proposed to be acquired, if any, included in the Registration Statement, the General Disclosure Package and the 1933 Act RegulationsProspectus present fairly the information set forth therein, have been prepared in conformity with GAAP applied on a consistent basis and otherwise have been prepared in accordance with the financial statement requirements of Rule 3-05 or Rule 3-14 of Regulation S-X, as applicable. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible extensible Business Reporting Language incorporated or deemed to be incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents present the required information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statements of income (loss), or, if applicable, with respect to shareholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved. Any financial statements of businesses or properties acquired or proposed to be acquired, if any, included in the 1933 Act Registration Statement, the General Disclosure Package and the 1933 Act RegulationsProspectus present fairly the information set forth therein, have been prepared in conformity with GAAP applied on a consistent basis and otherwise have been prepared in accordance with the financial statement requirements of Rule 3-05 or Rule 3-14 of Regulation S-X, as applicable. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There Any pro forma financial statements and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents present the required information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act RegulationsSecurities Act. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus under the 1933 Securities Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act RegulationsSecurities Act, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Exchange Act and Item 10 of Regulation S-K of the 1933 Securities Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes predecessor (the “Company Financial StatementsPredecessor”), ) included in or incorporated by reference in into the Registration Statement, the General Disclosure Package and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the consolidated financial position of the Company, the Predecessor and their respective consolidated subsidiaries on a consolidated basis as of the dates indicated and the consolidated results of operations, cash flows and changes in stockholders’ equity of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to Predecessor for the Acquisition Financial Statements, the respective property or tenant; periods specified and all such financial statements have been prepared in compliance with the requirements of the 1933 Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout during the periods involved involved. The balance sheet of the Company included in or incorporated by reference into the Registration Statement, the General Disclosure Package and comply the Prospectus, together with the related schedules and notes, presents fairly in all applicable accounting material respects the financial position of the Company at the dates indicated; said balance sheet has been prepared in compliance with the requirements under of the 1933 Act and Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with GAAP. The supporting schedules, if any, incorporated by reference selected financial and operating data and the summary pro forma and operating data included in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited audited, or unaudited, as applicable, financial statements of the Company and the Predecessor included therein. There are no Any pro forma financial statements or schedules required to be data included in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus under comply with the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited Commission’s rules and guidelines with respect to pro forma financial information (including statements and have been properly compiled on the related notes) incorporated by reference bases described therein, and the assumptions used in the Registration Statementpreparation of such pro forma financial statements and data are reasonable, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data. The other financial and statistical data contained in or incorporated by reference into the information and such information fairly presents with respect to the Company and its consolidated subsidiariesRegistration Statement, the General Disclosure Package and the Prospectus are accurately and fairly presented and prepared in all material respects on a basis consistent with the financial position, results statements and books and records of operations the Transaction Entities and other information purported the Subsidiaries. The statements of certain revenues and expenses of any of the properties or the financial statements of any businesses acquired by the Transaction Entities or the Subsidiaries or determined to be shown therein at probable of acquisition by the respective dates and for Transaction Entities or the respective periods specified. No pro forma financial information is required to be Subsidiaries, if any, included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information set forth therein and have been prepared, in all material respects, in accordance with the applicable financial statement requirements of Rule 3-14 of Regulation S-X with respect to real estate operations or Rule 3-05 of Regulation S-X with respect to businesses. There are no financial statements (historical or pro forma) or related schedules that are required to be included in or incorporated by reference into the Registration Statement, the General Disclosure Package or the Prospectus which is that are not so includedincluded or incorporated by reference as required. Neither the Transaction Entities nor any of the Subsidiaries have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement, General Disclosure Package and the Prospectus. All disclosures contained in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of included in the Company Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the entities identified therein at the dates indicated and the statement of operations, stockholders’ equity and cash flows of the Company and its consolidated subsidiaries at for the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements or schedules required to be and the related notes thereto included in the Registration Statement, the General Disclosure Package or and the Prospectus under present fairly in all material respects the 1933 Act or information shown therein, have been prepared in accordance with the 1933 Act Regulations which are not so included. If applicable, the unaudited Commission’s rules and guidelines with respect to pro forma financial information (including statements and have been properly compiled on the related notes) bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of under the 1933 Act and Act, the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference included in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The historical combined financial statements of included in the Company Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position condition, results of operations, member’s equity and cash flows of the Company and its consolidated subsidiaries Partnership at the dates and for the periods indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply in all material respects with all applicable accounting the requirements under the 1933 Act and the 1933 1934 Act Regulationsand the Commission’s rules thereunder. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected historical and pro forma financial and operating data and the summary historical and pro forma financial information and operating data included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements and unaudited financial statements from which they were derived. The pro forma financial statements included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein, have been prepared in accordance with the applicable requirements of Regulation S-X under the 1933 Act and the Commission’s other rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. All other financial information included in the Registration Statement, the General Disclosure Package and the Prospectus has been derived from the accounting records of the Partnership and presents fairly the information shown thereby. Except as included therein. There are , no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which Regulations. The Partnership does not have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), that are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference described in the Registration Statement, the General Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so includedProspectus. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of included in the Company Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)thereto, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries (or, for the period from January 1, 2019 to September 3, 2019, of Convey Health Parent, Inc. and its consolidated subsidiaries) at the dates indicatedindicated and the statement of operations, stockholders’ equity and cash flows of the Company and its consolidated subsidiaries (or, if applicablefor the period from January 1, with respect 2019 to September 3, 2019, of Convey Health Parent, Inc. and its consolidated subsidiaries) for the Acquisition Financial Statements, the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved, except in the 1933 Act and the 1933 Act Regulationscase of unaudited interim financial statements, subject to normal year-end audit adjustments. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference present fairly, in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package or and the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act rules and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so includedregulations promulgated thereunder. All disclosures contained in the Registration Statement, the Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Exchange Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. Any certificate signed by any officer of the Company or any of its subsidiaries and delivered to the Managers or to counsel for the Managers in connection with this Agreement or #95429626v5 #95429626v9 any Terms Agreement shall be deemed a representation and warranty by the Company or such subsidiary of the Company, as applicable, to each Manager as to the matters set forth therein. The interactive data in eXtensible Business Reporting Language incorporated by reference in Company acknowledges that the Registration StatementManagers and, for purposes of the Disclosure Package opinions to be delivered pursuant to Section 4 hereof, counsel for the Company and counsel for the Prospectus fairly presents Managers, will rely upon the information called for in all material respects accuracy and has been prepared in accordance with truthfulness of the Commission’s rules foregoing representations and guidelines applicable theretohereby consents to such reliance.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included or incorporated by reference in the Registration Statement and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference present fairly, in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly all material respects the financial position of the Company and its consolidated subsidiaries Subsidiaries at the dates indicatedindicated and the consolidated balance sheets, orconsolidated statements of income, if applicablecomprehensive income, with respect to changes in shareholders’ equity, and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenant; periods specified and all such financial statements have been prepared in compliance with the requirements of the Securities Act and Exchange Act, as applicable, and in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis (except for such adjustments to accounting standards and practices as are noted therein) throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial and statistical data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus present are accurately and fairly in all material respects the information shown therein presented and have been compiled prepared on a basis consistent with that of the audited financial statements and books and records of the Company. Except as included therein. There are , no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under Prospectus. To the 1933 Act or the 1933 Act Regulations which are not so included. If extent applicable, the unaudited pro forma financial information (including the related notes) all disclosures contained or incorporated by reference in the Registration Statement, the Disclosure Package Statement or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act RegulationsProspectus, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicableif any, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Exchange Act and Item 10 10(e) of Regulation S-K of under the 1933 Securities Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus fairly presents the information called for is updated as necessary to comply in all material respects with the requirements of the Securities Act and has been prepared in accordance with the Commission’s rules and guidelines applicable theretothereto and present fairly the consolidated financial position, results of operations and changes in financial position of the Company and its Subsidiaries on the basis stated in the Registration Statement at the respective dates or for the respective periods to which they apply.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationspresented. The supporting schedules, if any, included or incorporated or deemed to be incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly, fairly in all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited or unaudited, as applicable, financial statements included therein. There are no The financial statements of the businesses or schedules required properties acquired or proposed to be acquired, if any, or related tenants, as the case may be, included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the General Disclosure Package or and the Prospectus complies as to form present fairly in all material respects the information set forth therein, have been prepared in conformity with GAAP applied on a consistent basis and otherwise have been prepared in all material respects in accordance with the applicable accounting financial statement requirements of the 1933 Act and Act, the 1933 Act Regulations, the 1934 Act and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable1934 Act Regulations. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No The pro forma financial information is required to be statements and the related notes thereto, if any, included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus which is not so includedunder the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries entities purported to be shown thereby at the dates indicated, or, if applicable, with respect indicated and the statement of operations and cash flows of the entities purported to be shown thereby for the Acquisition Financial Statements, the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved, except, in the 1933 Act case of unaudited interim financial statements, subject to normal year-end audit adjustments and the 1933 Act Regulationsexclusion of certain footnotes as permitted by the applicable rules of the Commission. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no No historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included in or incorporated by reference in into the Registration Statement, the General Disclosure Package and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the consolidated financial position of the Company and its respective consolidated subsidiaries at Subsidiaries on a consolidated basis as of the dates indicatedindicated and the consolidated results of operations, or, if applicable, with respect to cash flows and changes in stockholders’ equity of the Acquisition Financial Statements, Company for the respective property or tenant; periods specified and all such financial statements have been prepared in compliance with the requirements of the 1933 Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout during the periods involved involved. The balance sheet of the Company included in or incorporated by reference into the Registration Statement, the General Disclosure Package and comply the Prospectus, together with the related schedules and notes, presents fairly in all applicable accounting material respects the financial position of the Company at the dates indicated; said balance sheet has been prepared in compliance with the requirements under of the 1933 Act and Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with GAAP. The supporting schedules, if any, incorporated by reference selected financial and operating data and the summary pro forma and operating data included in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited audited, or unaudited, as applicable, financial statements of the Company included therein. There are no Any pro forma financial statements or schedules required to be data included in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus under comply with the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited Commission’s rules and guidelines with respect to pro forma financial information (including statements and have been properly compiled on the related notes) incorporated by reference bases described therein, and the assumptions used in the Registration Statementpreparation of such pro forma financial statements and data are reasonable, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data. The other financial and statistical data contained in or incorporated by reference into the information and such information fairly presents with respect to the Company and its consolidated subsidiariesRegistration Statement, the General Disclosure Package and the Prospectus are accurately and fairly presented and prepared in all material respects on a basis consistent with the financial position, results statements and books and records of operations the Transaction Entities and other information purported the Subsidiaries. The statements of certain revenues and expenses of any of the properties or the financial statements of any businesses acquired by the Transaction Entities or the Subsidiaries or determined to be shown therein at probable of acquisition by the respective dates and for Transaction Entities or the respective periods specified. No pro forma financial information is required to be Subsidiaries, if any, included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information set forth therein and have been prepared, in all material respects, in accordance with the applicable financial statement requirements of Rule 3-14 of Regulation S-X with respect to real estate operations or Rule 3-05 of Regulation S-X with respect to businesses. There are no financial statements (historical or pro forma) or related schedules that are required to be included in or incorporated by reference into the Registration Statement, the General Disclosure Package or the Prospectus which is that are not so includedincluded or incorporated by reference as required. Neither the Transaction Entities nor any of the Subsidiaries have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement, General Disclosure Package and the Prospectus. All disclosures contained in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in Inline eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act RegulationsSecurities Act. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package Statement or the Prospectus under the 1933 Act or the 1933 Act Regulations Securities Act, which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package Statement or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act RegulationsSecurities Act, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package Statement or the Prospectus Prospectus, which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package Statement or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Exchange Act and Item 10 of Regulation S-K of the 1933 Securities Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package Statement and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the results of operations, orshareholders’ equity and cash flows of the Company and its consolidated subsidiaries for the periods specified, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationspresented. The supporting schedules, if any, incorporated by reference in relating to the Registration Statement, the Disclosure Package Company and the Prospectus its consolidated subsidiaries present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The summary selected and the selected financial and operating data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited or unaudited, as applicable, financial statements of the Company included or incorporated by reference therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited The pro forma financial information (including statements and the related notes) notes thereto included or incorporated by reference in the Registration Statement, the General Disclosure Package or and the Prospectus complies as to form present fairly in all material respects the information shown therein, have been prepared in accordance with the applicable accounting requirements of the 1933 Act Commission’s rules and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the guidelines with respect to pro forma adjustments are reasonable. If applicable, such pro forma adjustments financial statements and have been properly applied compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the historical amounts in the compilation of the information transactions and such information fairly presents with respect circumstances referred to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specifiedtherein. No pro forma financial information is required to be Except as included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus which is not so includedunder the 1933 Act, the 1933 Act Regulations, the 1934 Act or the 1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act Act, and Item 10 of Regulation S-K of under the 1933 Act, in each case to the extent applicable. The interactive data in eXtensible Business Reporting Language included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of notes, comply as to form in all material respects with Regulation S-X (under the “Acquisition Financial Statements”)1933 Act and present fairly, incorporated by reference in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved involved, except to the extent of adjustments to accounting standards and comply with all applicable accounting requirements under practices noted therein and except in the 1933 Act and case of unaudited financial statements to the 1933 Act Regulationsextent they may exclude footnotes or may be condensed or summary statements. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act Act, and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The respective financial statements of the Company and its subsidiariesthe A-1 Series included in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company and its consolidated subsidiaries or the A-1 Series and its consolidated subsidiaries, as applicable, at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such said financial statements have been prepared in conformity with United States generally accepted accounting principles in the United States (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data statement of revenue and certain operating expenses of the summary financial information Property included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown set forth therein and have been compiled on a basis consistent prepared in accordance with that the applicable financial statement requirements of Rule 3-14 of Regulation S-X under the audited 1933 Act (“Regulation S-X”). The unaudited pro forma financial statements and the related notes thereto, and the other pro forma financial information, included in the Registration Statement, the General Disclosure Package and the Prospectus have been prepared in accordance in all material respects with the requirements of Regulation S-X, to the extent applicable, and the assumptions used in the preparation thereof are reasonable and provide a reasonable basis for presenting the significant effects directly attributable to the transactions or events described therein. There are no , and the related adjustments used therein give appropriate effect to the transactions and circumstances referred to therein, and the pro forma columns in such financial statements reflect the proper application of these adjustments to the corresponding historical financial statement amounts. No other financial statements are required by the 1933 Act or schedules required the 1933 Act Regulations to be included in the Registration Statement, the Disclosure Package Prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so includedPackage. All disclosures contained in the Registration Statement, the General Disclosure Package or and the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 1933 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of included in the Company Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements or schedules required to be and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference included in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The respective financial statements of the Company and its subsidiariesthe A-1 Series included in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company and its consolidated subsidiaries or the A-1 Series and its consolidated subsidiaries, as applicable at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such said financial statements have been prepared in conformity with United States generally accepted accounting principles in the United States (“"GAAP”") applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data statement of revenue and certain operating expenses of the summary financial information Property included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown set forth therein and have been compiled on a basis consistent prepared in accordance with that the applicable financial statement requirements of Rule 3-14 of Regulation S-X under the audited 1933 Act ("Regulation S-X"). The unaudited pro forma combined consolidated financial statements and the related notes thereto, and the other pro forma financial information, included in the Registration Statement, the General Disclosure Package and the Prospectus have been prepared in accordance in all material respects with the requirements of Regulation S-X, to the extent applicable, and the assumptions used in the preparation thereof are reasonable and provide a reasonable basis for presenting the significant effects directly attributable to the transactions or events described therein. There are no , and the related adjustments used therein give appropriate effect to the transactions and circumstances referred to therein, and the pro forma columns in such financial statements reflect the proper application of these adjustments to the corresponding historical financial statement amounts. No other financial statements are required by the 1933 Act or schedules required the 1933 Act Regulations to be included in the Registration Statement, the Disclosure Package Prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so includedPackage. All disclosures contained in the Registration Statement, the General Disclosure Package or and the Prospectus Prospectus, if any, regarding “"non-GAAP financial measures” " (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 1933 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the consolidated financial position of the Company and its consolidated subsidiaries at the Subsidiaries as of the dates indicatedindicated and the consolidated results of operations, or, if applicable, with respect to cash flows and changes in shareholders’ equity of the Acquisition Financial Statements, Company and the respective property or tenant; Subsidiaries for the periods specified and all such financial statements have been prepared in compliance in all material respects with the requirements of the 1933 Act and 1934 Act and in conformity in all material respects with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout during the periods involved and comply with all applicable accounting requirements under (except as otherwise noted therein). To the 1933 Act and the 1933 Act Regulations. The supporting schedulesextent applicable, if anyany pro forma financial statements, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial or data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form comply in all material respects with the applicable accounting requirements of Regulation S-X of the 1933 Act Act, including, without limitation, Article 11 thereof, fairly present, in all material respects, the information set forth therein, and the 1933 Act Regulationsassumptions used in the preparation of such pro forma financial statements and data are reasonable, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the circumstances referred to therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of the information those statements and such information fairly presents with respect to the Company and its consolidated subsidiaries, the data. The other financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included data set forth or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus is accurately and fairly presented and prepared, in all material respects, on a basis consistent with the financial statements and books and records of the Company. There are no financial statements (historical or pro forma) that are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus which is that are not so includedincluded or incorporated by reference therein as required. The Company and the Subsidiaries do not have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not disclosed in the Registration Statement, the General Disclosure Package and the Prospectus. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding that contain “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply comply, in all material respects respects, with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive statistical, industry-related and market-related data in eXtensible Business Reporting Language included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents were obtained or derived from sources which the information called for Company reasonably and in good faith believes are reliable and accurate, in all material respects respects, such data agree with the sources from which they are derived, and the Company has obtained the written consent to the use of such data from such sources to the extent required. To the Company’s knowledge, no person who has been prepared suspended or barred from being associated with a registered public accounting firm, or who has failed to comply with any sanction pursuant to Rule 5300 promulgated by the PCAOB, has participated in accordance or otherwise aided the preparation of, or audited, the financial statements, supporting schedules or other financial data filed with the Commission’s rules Commission as a part of the Registration Statement, the General Disclosure Package and guidelines applicable theretothe Prospectus.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (notes, comply in all material respects with the “Company Financial Statements”), incorporated by reference in requirements of the Registration Statement, the Disclosure Package Securities Act and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to shareholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Securities Act, the Securities Act Regulations, the Exchange Act or the 1933 Exchange Act Regulations which are not so includedRegulations. If To the extent applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Exchange Act and Item 10 of Regulation S-K of under the 1933 Securities Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for is updated as necessary to comply in all material respects with the requirements of the Securities Act and has been prepared in accordance with the Commission’s rules and guidelines applicable theretothereto and present fairly the consolidated financial position, results of operations and changes in financial position of the Company and its Subsidiaries on the basis stated in the Registration Statement at the respective dates or for the respective periods to which they apply.

Financial Statements; Non-GAAP Financial Measures. The financial statements of included in the Company Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company entities to which they relate as of and its consolidated subsidiaries at the dates indicatedindicated and the results of their operations, or, if applicable, with respect to stockholders’ equity and cash flows for the Acquisition Financial Statements, the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedulesinvolved, if any, incorporated by reference except as may be expressly stated in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated thereinrelated notes thereto. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements or schedules required to be and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”) and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of included in, or incorporated by reference into, the Company Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference comply as to form in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of all material respects with Regulation S-X (under the “Acquisition Financial Statements”)1933 Act and present fairly, incorporated by reference in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved, except, in the 1933 Act case of unaudited, interim financial statements, subject to normal year-end adjustments and the 1933 Act Regulationsexclusion of certain footnotes. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the a Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act Act, and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved. Any financial statements of businesses or properties acquired or proposed to be acquired, if any, included in the 1933 Act Registration Statement, the General Disclosure Package and the 1933 Act RegulationsProspectus present fairly the information set forth therein, have been prepared in conformity with GAAP applied on a consistent basis and otherwise have been prepared in accordance with the financial statement requirements of Rule 3‑05 or Rule 3‑14 of Regulation S‑X, as applicable. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There Any pro forma financial statements and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The Any interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents present the required information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The historical consolidated financial statements of the Company and Partnership (or its subsidiaries, together with the related schedules (if anypredecessor) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes thereto, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position position, results of operations and cash flows of the Company and its consolidated subsidiaries predecessor to the Partnership at the dates indicated, or, if applicable, with respect to indicated and for the Acquisition Financial Statements, the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act (except as otherwise noted therein). The pro forma financial statements and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information related notes thereto included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on a basis consistent with that of the audited financial statements included bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. There are Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are Regulations; and the Partnership Entities do not so included. If applicablehave any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement (excluding the exhibits thereto), the unaudited pro forma financial information (including General Disclosure Package and the related notes) Prospectus. All disclosures included or incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included in or incorporated by reference in into the Registration Statement, the General Disclosure Package and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the consolidated financial position of the Company and its respective consolidated subsidiaries at Subsidiaries on a consolidated basis as of the dates indicatedindicated and the consolidated results of operations, or, if applicable, with respect to cash flows and changes in stockholders’ equity of the Acquisition Financial Statements, Company for the respective property or tenant; periods specified and all such financial statements have been prepared in compliance with the requirements of the 1933 Act, the 1933 Act Regulations and the 1934 Act and in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout during the periods involved involved. The balance sheet of the Company included in or incorporated by reference into the Registration Statement, the General Disclosure Package and comply the Prospectus, together with the related schedules and notes, presents fairly in all applicable accounting material respects the financial position of the Company at the dates indicated; said balance sheet has been prepared in compliance with the requirements under of the 1933 Act, the 1933 Act Regulations and the 1933 1934 Act Regulationsand in conformity with GAAP. The supporting schedulesother financial and statistical data contained in or incorporated by reference into the Registration Statement, the General Disclosure Package and the Prospectus are accurately and fairly presented and prepared in all material respects on a basis consistent with the financial statements and books and records of the Transaction Entities and the Subsidiaries. The statements of certain revenues and expenses of any of the properties or the financial statements of any businesses acquired by the Transaction Entities or the Subsidiaries or determined to be probable of acquisition by the Transaction Entities or the Subsidiaries, if any, incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown set forth therein and have been compiled on a basis consistent prepared, in all material respects, in accordance with that the applicable financial statement requirements of the audited financial statements included thereinRule 3-14 of Regulation S-X with respect to real estate operations or Rule 3-05 of Regulation S-X with respect to businesses. There are no financial statements (historical or pro forma) or related schedules that are required to be included in or incorporated by reference into the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which that are not so included. If applicable, the unaudited pro forma financial information (including the related notes) included or incorporated by reference as required. Neither the Transaction Entities nor any of the Subsidiaries have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement, the General Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonableProspectus. If applicable, such pro forma adjustments have been properly applied to the historical amounts All disclosures contained in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in or incorporated by reference into the Registration Statement, the General Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in Inline eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of notes, comply as to form in all material respects with Regulation S-X (under the “Acquisition Financial Statements”)1933 Act and present fairly, incorporated by reference in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved, except in the 1933 Act case of unaudited interim financial statements subject to normal year-end adjustments and the 1933 Act Regulationsexclusion of certain footnotes. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act Act, and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and, or, if applicable, with respect to the Acquisition Financial Statementsextent provided in the financial statements included or incorporated by reference in the Registration Statement, the respective property or tenantstatement of operations, stockholders’ equity and cash flows of the Company and its consolidated subsidiaries for the periods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved involved; provided, however, that those financial statements that are unaudited are subject to year-end adjustments and comply with do not contain all applicable accounting requirements footnotes that may be required under the 1933 Act and the 1933 Act RegulationsGAAP for annual financial statements. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements and the related notes thereto included or schedules required to be included incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable; and, except as disclosed in the Registration Statement, the General Disclosure Package and the Prospectus, there are no material off-balance sheet arrangements (as defined in Regulation S-K under the Act, Item 303(a)(4)(ii)) or any other relationships with unconsolidated entities or other persons, that may have a material current or, to the Company’s knowledge, material future effect on the Company’s consolidated financial condition, results of operations, liquidity, capital expenditures, capital resources or significant components of revenue or expenses. The interactive data in eXtensible extensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference present fairly, in the Registration Statementall material respects, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved (except for footnote disclosure that has been condensed and comply with all applicable accounting requirements under omitted pursuant to the 1933 Act and rules of the 1933 Act RegulationsCommission in the Company’s quarterly reports). The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There The pro forma information included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly, in all material respects, the information shown therein, and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 10(e) of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for present, in all material respects respects, the required information and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (notes, comply in all material respects with the “Company Financial Statements”), incorporated by reference in requirements of the Registration Statement, the Disclosure Package 1933 Act and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that 1934 Act or the assumptions underlying 1934 Act Regulations. To the pro forma adjustments are reasonable. If extent applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All all disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for is updated as necessary to comply in all material respects with the requirements of the 1933 Act and has been prepared in accordance with the Commission’s rules and guidelines applicable theretothereto and present fairly the consolidated financial position, results of operations and changes in financial position of the Company and its subsidiaries (the “Subsidiaries”) on the basis stated in the Registration Statement at the respective dates or for the respective periods to which they apply.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved. Any financial statements of businesses or properties acquired or proposed to be acquired, if any, included in the 1933 Act Registration Statement, the General Disclosure Package and the 1933 Act RegulationsProspectus present fairly the information set forth therein, have been prepared in conformity with GAAP applied on a consistent basis and otherwise have been prepared in accordance with the financial statement requirements of Rule 3-05 or Rule 3-14 of Regulation S-X, as applicable. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The Any selected financial data and the any summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There Any pro forma financial statements and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The Any interactive data in eXtensible Business Reporting Language incorporated by reference included in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the required information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiariesstatements, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference included in the Registration Statement, the General Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company as of and its consolidated subsidiaries at the dates indicatedindicated and the results of its operations, or, if applicablestockholders’ equity and cash flows for the periods specified and contain, with respect to such financial statements for the Acquisition Financial Statementsnine-month period ended September 30, 2011 and 2012 and as of September 30, 2012, such adjustments, consisting of normal recurring adjustments, that management considers necessary for a fair presentation of the respective property or tenant; and all Company results of operations for such periods. Such financial statements have been prepared in conformity with United States generally accepted accounting principles as applied in the United States (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedulesinvolved, if any, incorporated by reference except as may be expressly stated in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated thereinrelated notes thereto. The selected financial data and the summary financial information data included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements or schedules required to be information and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the Securities Exchange Act of 1934 Act (the “1934 Act”) and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of included in, or incorporated by reference into, each Registration Statement, the Company General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference comply as to form in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of all material respects with Regulation S-X (under the “Acquisition Financial Statements”)1933 Act and present fairly, incorporated by reference in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved, except, in the 1933 Act case of unaudited, interim financial statements, subject to normal year-end adjustments and the 1933 Act Regulationsexclusion of certain footnotes. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the each Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the a Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration StatementStatements, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act Act, and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The historical consolidated financial statements of the Company and its subsidiariesaccounting predecessor to the Partnership, together with the related schedules (if any) and notes (the “Company Financial Statements”)Partnership, or NET Midstream, as applicable, included in or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any notes thereto, present fairly in all material respects the financial statements required by Rule 3-14 position, results of Regulation S-X (operations and cash flows of the “Acquisition Financial Statements”), incorporated by reference in accounting predecessor to the Registration StatementPartnership, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries Partnership, or NET Midstream, as applicable, at the dates indicated, or, if applicable, with respect to indicated and for the Acquisition Financial Statements, the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act involved. The pro forma financial statements and the 1933 Act Regulations. The supporting schedulesrelated notes thereto, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on a basis consistent with that of the audited financial statements included bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. There are Except as included or incorporated by reference therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are Regulations; and the Partnership Parties do not so included. If applicablehave any material liabilities or obligations, the unaudited pro forma financial information direct or contingent (including the related notes) incorporated by reference any off-balance sheet obligations), not described in the Registration StatementStatement (excluding the exhibits thereto), the General Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so includedProspectus. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K S‑K of the 1933 Act, to the extent applicable. The interactive data in eXtensible the eXtensive Business Reporting Language (“XBRL”) incorporated by reference in as an exhibit to the Registration Statement, the Disclosure Package and the Prospectus Statement fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), thereto included or incorporated by reference in each of the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus comply in all material respects with the applicable requirements of the 1933 Act and the 1934 Act and present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at as of the dates indicated, or, if applicable, with respect to indicated and the Acquisition Financial Statements, results of their operations and the respective property or tenantchanges in their cash flows for the periods specified; and all such financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act covered thereby, and the 1933 Act Regulations. The supporting schedules, if any, included or incorporated by reference in each of the Registration Statement, the General Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, all material respects the information required to be stated therein; and the other financial information included or incorporated by reference in each of the Registration Statement, the General Disclosure Package and the Prospectus has been derived from the accounting records of the Company and its subsidiaries and presents fairly in all material respects the information shown thereby. The interactive data in eXtensible Business Reporting Language included or incorporated by reference in each of the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and is prepared in accordance with the Commission’s rules and guidelines applicable thereto. The selected financial data and the summary financial information included or incorporated by reference in each of the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in each of the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so includedRegulations. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference All disclosures contained in each of the Registration Statement, the General Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act RegulationsProspectus, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicableor incorporated by reference therein, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (notes, comply in all material respects with the “Company Financial Statements”), incorporated by reference in requirements of the Registration Statement, the Disclosure Package 1933 Act and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to shareholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference included in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, present fairly, fairly in all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that 1934 Act or the assumptions underlying 1934 Act Regulations. To the pro forma adjustments are reasonable. If extent applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All all disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) ), comply in all material respects with Regulation G of the 1934 Act and Item 10 10(e) of Regulation S-K of under the 1933 Act and Regulation G under the 1934 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for is updated as necessary to comply in all material respects with the requirements of the 1933 Act and has been prepared in accordance with the Commission’s rules and guidelines applicable theretothereto and present fairly the consolidated financial position, results of operations and changes in financial position of the Company and its subsidiaries (the “Subsidiaries”) on the basis stated in the Registration Statement at the respective dates or for the respective periods to which they apply.

Financial Statements; Non-GAAP Financial Measures. The consolidated historical financial statements and schedules of the Company and its consolidated subsidiaries, together with the related schedules of Colony American Homes, Inc. (if any“CAH”) and notes (the “Company Financial Statements”)its consolidated subsidiaries, and of Waypoint/GI and its consolidated subsidiaries, included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 Time of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and Sale Information or the Prospectus present fairly the consolidated financial position condition, results of operations and cash flows of the Company Company, CAH and its consolidated subsidiaries at Waypoint/GI, respectively, as of the dates and for the periods indicated, or, if applicable, comply as to form with respect to the Acquisition Financial Statements, applicable accounting requirements of the respective property or tenant; Act and all such financial statements the Exchange Act and have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations(except as otherwise noted therein). The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The Any selected financial data of the Company and the summary financial information its consolidated subsidiaries included or incorporated by reference in the Registration Statement, the Disclosure Package and Time of Sale Information or the Prospectus present fairly in all material respects present, on the basis stated therein, the information shown therein and have been compiled on a basis consistent with that of the audited included therein. The pro forma financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus complies include assumptions that provide a reasonable basis for presenting the significant effects directly attributable to the transactions and events described therein, the related pro forma adjustments give appropriate effect to those assumptions, and the pro forma adjustments reflect the proper application of those adjustments to the historical financial statement amounts in the pro forma financial statements included or incorporated by reference in the Registration Statement, the Time of Sale Information or the Prospectus. The pro forma financial statements included or incorporated by reference in the Registration Statement, the Time of Sale Information or the Prospectus comply as to form in all material respects with the applicable accounting requirements of Regulation S-X under the 1933 Exchange Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specifiedthose statements. No pro forma financial information is required to be All disclosures included or incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Exchange Act and Item 10 of Regulation S-K of under the 1933 Act, in each case to the extent applicable. The interactive data in eXtensible Business Reporting Language There are no financial statements relating to the Waypoint/GI Acquisition that are required to be included or incorporated by reference in the Registration StatementTime of Sale Information, the Disclosure Package and Prospectus or the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable theretoRegistration Statement that are not so included or incorporated by reference as required.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included in or incorporated by reference in into the Registration Statement, the General Disclosure Package and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the consolidated financial position of the Company and its respective consolidated subsidiaries at Subsidiaries on a consolidated basis as of the dates indicatedindicated and the consolidated results of operations, or, if applicable, with respect to cash flows and changes in stockholders’ equity of the Acquisition Financial Statements, Company for the respective property or tenant; periods specified and all such financial statements have been prepared in compliance with the requirements of the 1933 Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout during the periods involved involved. The balance sheet of the Company included in or incorporated by reference into the Registration Statement, the General Disclosure Package and comply the Prospectus, together with the related schedules and notes, presents fairly in all applicable accounting material respects the financial position of the Company at the dates indicated; said balance sheet has been prepared in compliance with the requirements under of the 1933 Act and Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with GAAP. The supporting schedules, if any, incorporated by reference selected financial and operating data and the summary pro forma and operating data included in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited audited, or unaudited, as applicable, financial statements of the Company included therein. There are no Any pro forma financial statements or schedules required to be data included in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus under comply with the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited Commission’s rules and guidelines with respect to pro forma financial information (including statements and have been properly compiled on the related notes) incorporated by reference bases described therein, and the assumptions used in the Registration Statementpreparation of such pro forma financial statements and data are reasonable, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data. The other financial and statistical data contained in or incorporated by reference into the information and such information fairly presents with respect to the Company and its consolidated subsidiariesRegistration Statement, the General Disclosure Package and the Prospectus are accurately and fairly presented and prepared in all material respects on a basis consistent with the financial position, results statements and books and records of operations the Transaction Entities and other information purported the Subsidiaries. The statements of certain revenues and expenses of any of the properties or the financial statements of any businesses acquired by the Transaction Entities or the Subsidiaries or determined to be shown therein at probable of acquisition by the respective dates and for Transaction Entities or the respective periods specified. No pro forma financial information is required to be Subsidiaries, if any, included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information set forth therein and have been prepared, in all material respects, in accordance with the applicable financial statement requirements of Rule 3-14 of Regulation S-X with respect to real estate operations or Rule 3-05 of Regulation S-X with respect to businesses. There are no financial statements (historical or pro forma) or related schedules that are required to be included in or incorporated by reference into the Registration Statement, the General Disclosure Package or the Prospectus which is that are not so includedincluded or incorporated by reference as required. Neither the Transaction Entities nor any of the Subsidiaries have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement, General Disclosure Package and the Prospectus. All disclosures contained in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders' equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“"GAAP”") applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved. Any financial statements of businesses or properties acquired or proposed to be acquired, if any, included in the 1933 Act Registration Statement, the General Disclosure Package and the 1933 Act RegulationsProspectus present fairly the information set forth therein, have been prepared in conformity with GAAP applied on a consistent basis and otherwise have been prepared in accordance with the financial statement requirements of Rule 3-05 or Rule 3-14 of Regulation S-X, as applicable. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There Any pro 4 forma financial statements and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission's rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “"non-GAAP financial measures” " (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The Any interactive data in eXtensible Business Reporting Language incorporated by reference included in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the required information called for in all material respects and has been prepared in accordance with the Commission’s 's rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company and its consolidated subsidiaries entities to which they relate at the dates indicatedindicated and the statement of operations, or, if applicable, with respect stockholders’ equity and cash flows of the entities to which they relate for the Acquisition Financial Statements, the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States generally accepted accounting principles as applied in the United States (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedulesinvolved, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated except as otherwise noted therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements or schedules required to be and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein at the dates indicated, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects: (1) the financial position of the Company and its on a consolidated subsidiaries basis at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such (2) the financial statements of J&S Audio Visual Communications, Inc. and J&S Audiovisual Mexico, S. de X.X. de C.V., and the combined carve-out financial statements of the Project Management Business and its subsidiaries for the periods specified; said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the any summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements and the related notes thereto included or schedules required to be included incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. The pro forma financial statements in the Registration Statement comply as to form in all material respects with the applicable requirements of Regulation S-X of the 1933 Act. No other financial statements or supporting schedules of the Company or any of its subsidiaries are required to be included in or incorporated by reference the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 10(e) of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements together with the related schedules and notes thereto of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), incorporated by reference consolidated subsidiaries included in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus comply in all material respects with the applicable requirements of the 1933 Act and 1934 Act, as applicable, and present fairly the financial position of the entities purported to be shown thereby (including the Company’s predecessor entities and the Company and its consolidated subsidiaries at subsidiaries) as of the dates indicated, or, if applicable, with respect to indicated and the Acquisition Financial Statements, results of their operations and the respective property or tenantchanges in their cash flows for the periods specified; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles as applied in the U.S. (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act covered thereby, and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference schedules included in the Registration Statement, the Disclosure Package and the Prospectus Statement present fairly, in accordance with GAAP, fairly the information required to be stated therein. The ; and the selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus have been derived from the accounting records of the Company and its consolidated subsidiaries, including the Operating Partnership, and present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included or incorporated by reference in the Registration Statement. Except as included therein. There are , no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus complies as to form in all material respects with under the applicable accounting requirements of 1933 Act, the 1933 Act and Regulations or the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable0000 Xxx. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included All disclosures contained or incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects: (1) the financial position of the Company and its the Operating Partnership on a consolidated subsidiaries basis at the dates indicated, or, if applicable, with respect to ; (2) the Acquisition Financial Statements, the respective property or tenantfinancial position of Ashford Inc. on a consolidated basis; and all such (3) the several statements of operations, equity (deficit) and cash flows of Yountville Investors, LLC, Hotel Yountville, LLC and The Xxxx-Xxxxxxx Sarasota Resort for the periods specified; said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the any summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements and the related notes thereto included or schedules required to be included incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. The pro forma financial statements in the Registration Statement comply as to form in all material respects with the applicable requirements of Regulation S-X of the 1933 Act. No other financial statements or supporting schedules of the Company or any of its subsidiaries are required to be included in or incorporated by reference the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of notes, comply as to form in all material respects with Regulation S-X (under the “Acquisition Financial Statements”)1933 Act and present fairly, incorporated by reference in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved, except in the 1933 Act case of unaudited interim financial statements subject to normal year-end adjustments and the 1933 Act Regulationsexclusion of certain footnotes. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act Act, and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable, and there are no material off-balance sheet arrangements (as defined in Regulation S-K under the 1933 Act, Item 303(a)(4)(ii)) or any other relationships with unconsolidated entities or other persons, that may have a material current or, to the Company’s knowledge, material future effect on the Company’s consolidated financial condition, results of operations, liquidity, capital expenditures, capital resources or significant components of revenue or expenses. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto. No other financial statements or schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), consolidated subsidiaries set forth in or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position position, results of operations and cash flows of the Company and its consolidated subsidiaries at the dates indicatedand for the periods specified, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference set forth in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects accordance with GAAP the information required to be stated therein. Any selected historical operating and financial data set forth in or incorporated by reference in the Registration Statement, the Disclosure Package and Prospectus present fairly the information shown therein and have been compiled on a basis consistent with the books and records of the Company and that of the audited financial statements included thereinset forth in or incorporated by reference in the Registration Statement, the Disclosure Package and Prospectus. There are no In addition, any pro forma financial statements and the related notes thereto set forth in or schedules incorporated by reference in the Registration Statement, the Base Prospectus and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the basis described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein; other than as set forth therein, the Company is not required to be included include any proforma financial statement in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is any document required to be included in filed with the Registration Statement, Commission under the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the Disclosure Package Base Prospectus or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and the 1934 Act Regulations and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules, if any, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference present fairly, in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved (except as otherwise stated therein and comply with all subject, in the case of unaudited financial statements, to the absence of footnotes and normal year-end adjustments as permitted by the applicable accounting requirements under rules of the 1933 Act and the 1933 Act RegulationsCommission). The supporting schedules, if any, included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, present fairly, in all material respects, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent consistent, in all material respects, with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included1000 Xxx. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply comply, in all material respects respects, with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (notes, comply in all material respects with the “Company Financial Statements”), incorporated by reference in requirements of the Registration Statement, the Disclosure Package 1933 Act and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that 1934 Act or the assumptions underlying 1934 Act Regulations. To the pro forma adjustments are reasonable. If extent applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All all disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for is updated as necessary to comply in all material respects with the requirements of the 1933 Act and has been prepared in accordance with the Commission’s rules and guidelines applicable theretothereto and present fairly the consolidated financial position, results of operations and changes in financial position of the Company and its Subsidiaries on the basis stated in the Registration Statement at the respective dates or for the respective periods to which they apply.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations(except as noted therein). The supporting schedules, if any, present fairly in accordance with GAAP the information required to be stated therein. The financial statements of Black Diamond Equipment, Ltd. included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, together with the related schedules and notes, present fairlyfairly in all material respects the financial position of Black Diamond Equipment, Ltd. and its consolidated subsidiaries at the dates indicated and the statement of operations, stockholders’ equity and cash flows of Black Diamond Equipment, Ltd. and its consolidated subsidiaries for the periods specified; said financial statements have been prepared in conformity with GAAP applied on a consistent basis throughout the periods involved (except as noted therein). The supporting schedules, if any, present fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein (except as noted therein). There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 10(e) of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes predecessor (the “Company Financial StatementsPredecessor”), ) included in or incorporated by reference in into the Registration Statement, the General Disclosure Package and the Prospectus, together with the related notes and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)schedules, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the consolidated financial position of the Company and its respective consolidated subsidiaries at Subsidiaries on a consolidated basis as of the dates indicatedindicated and the consolidated results of operations, or, if applicable, with respect to cash flows and changes in stockholders’ equity of the Acquisition Financial Statements, Company and the respective property or tenant; Predecessor for the periods specified and all such financial statements have been prepared in compliance with the requirements of the 1933 Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout during the periods involved involved. The balance sheet of the Company included in or incorporated by reference into the Registration Statement, the General Disclosure Package and comply the Prospectus, together with the related schedules and notes, presents fairly in all applicable accounting material respects the financial position of the Company at the dates indicated; said balance sheet has been prepared in compliance with the requirements under of the 1933 Act and Act, the 1933 Act Regulations, the 1934 Act and the 1934 Act Regulations and in conformity with GAAP. The supporting schedules, if any, incorporated by reference selected financial and operating data and the summary pro forma and operating data included in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited audited, or unaudited, as applicable, financial statements of the Company and the Predecessor included therein. There are no Any pro forma financial statements or schedules required to be data included in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus under comply with the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited Commission’s rules and guidelines with respect to pro forma financial information (including statements and have been properly compiled on the related notes) incorporated by reference bases described therein, and the assumptions used in the Registration Statementpreparation of such pro forma financial statements and data are reasonable, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data. The other financial and statistical data contained in or incorporated by reference into the information and such information fairly presents with respect to the Company and its consolidated subsidiariesRegistration Statement, the General Disclosure Package and the Prospectus are accurately and fairly presented and prepared in all material respects on a basis consistent with the financial position, results statements and books and records of operations the Transaction Entities and other information purported the Subsidiaries. The statements of certain revenues and expenses of any of the properties or the financial statements of any businesses acquired by the Transaction Entities or the Subsidiaries or determined to be shown therein at probable of acquisition by the respective dates and for Transaction Entities or the respective periods specified. No pro forma financial information is required to be Subsidiaries, if any, included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information set forth therein and have been prepared, in all material respects, in accordance with the applicable financial statement requirements of Rule 3-14 of Regulation S-X with respect to real estate operations or Rule 3-05 of Regulation S-X with respect to businesses. There are no financial statements (historical or pro forma) or related schedules that are required to be included in or incorporated by reference into the Registration Statement, the General Disclosure Package or the Prospectus which is that are not so includedincluded or incorporated by reference as required. Neither the Transaction Entities nor any of the Subsidiaries have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement, General Disclosure Package and the Prospectus. All disclosures contained in or incorporated by reference into the Registration Statement, the General Disclosure Package or and the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Prospectus, if any, fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of included or incorporated by reference in the Company General Disclosure Package and its subsidiariesthe Final Offering Memorandum, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference present fairly, in the Registration Statementall material respects, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such except as stated in the notes thereto, said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved, provided, however, that those financial statements of the 1933 Act Company included or incorporated by reference in the General Disclosure Package and the 1933 Act RegulationsFinal Offering Memorandum that are unaudited are subject to year-end adjustments and do not contain all footnotes that may be required under GAAP for annual financial statements. The supporting schedules, if any, incorporated by reference in when reviewed with the Registration Statement, financial statements of the Disclosure Package and the Prospectus Company present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Offering Memorandum present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus Offering Memorandum under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Final Offering Memorandum, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus Final Offering Memorandum fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s 's rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiariesstatements, together with the related schedules (if any) notes and notes (the “Company Financial Statements”)schedules, incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus, comply in all material respects with the applicable requirements of the Act and any present fairly in all material respects the financial position and the results of operations and cash flows of the entities purported to be shown thereby, at the indicated dates and for the indicated periods. Such financial statements required and related schedules have been prepared in accordance with GAAP, consistently applied throughout the periods involved, except as disclosed therein, and all adjustments necessary for a fair presentation of results for such periods have been made. The pro forma financial statements, if any, or data included in the Registration Statement or the Prospectus, if any, comply with the applicable requirements of the Act and the Exchange Act, and the assumptions used in the preparation of such pro forma financial statements and data are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data; the other financial and statistical data set forth in the Registration Statement or the Prospectus are accurately and fairly presented and prepared on a basis consistent with the financial statements and books and records of the Partnership. Any non-GAAP financial measures (as such term is defined by Rule 3-14 the rules and regulations of Regulation S-X (the “Acquisition Financial Statements”Commission), incorporated by reference contained in the Registration Statement, the Disclosure Package and the Prospectus present fairly has been derived from the financial position accounting records of the Company Partnership or its predecessors for accounting purposes, fairly presents in all material respect the information purported to be shown thereby and its consolidated subsidiaries at complies in all material respects with Regulation G of the dates indicatedExchange Act, orand Item 10 of Regulation S-K under the Act, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsextent applicable. The supporting schedulesYieldCo Entities do not have any material liabilities or obligations, if anydirect or contingent (including any off-balance sheet obligations or any “variable interest entities” within the meaning of Financial Accounting Standards Board Interpretation No. 46), incorporated by reference not disclosed in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included thereinProspectus. There are no financial statements (historical or schedules pro forma) that are required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which that are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies included as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable theretorequired.

Financial Statements; Non-GAAP Financial Measures. The historical combined financial statements of the Company predecessor to the Partnership included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)thereto, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position position, results of operations and cash flows of the Company and its consolidated subsidiaries predecessor to the Partnership at the dates indicated, or, if applicable, with respect to indicated and for the Acquisition Financial Statements, the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations(except as otherwise noted therein). The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected pro forma combined financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that statements of the audited financial statements included therein. There are no financial statements or schedules required to be Partnership and its consolidated subsidiaries included in the Registration Statement, the General Disclosure Package or and the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies comply as to form in all material respects with the applicable accounting requirements of the 1933 Act, the Securities Exchange Act of 1934, as amended (the “1934 Act”), Item 10 under Regulation S-K and Financial Interpretation No. 46 and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information those statements. The summary historical and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information set forth in the Registration Statement, the General Disclosure Package and the Prospectus under the caption “Summary—Summary Historical and Pro Forma Financial and Operating Data” and the selected historical and pro forma financial information set forth under the caption “Selected Historical and Pro Forma Combined Financial and Operating Data” in the Registration Statement, the General Disclosure Package and the Prospectus is accurately presented in all material respects and prepared on a basis consistent with the audited and unaudited historical financial statements and pro forma financial statements, as applicable, from which it has been derived, unless expressly noted otherwise. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the General Disclosure Package or the Prospectus which is under the 1933 Act or the 1933 Act Regulations and the Partnership Entities do not so includedhave any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations), not described in the Registration Statement (excluding the exhibits thereto), the General Disclosure Package and the Prospectus. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act Act, and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and, or, if applicable, with respect to the Acquisition Financial Statementsextent provided in the financial statements included or incorporated by reference in the Registration Statement, the respective property or tenantstatement of operations, stockholders’ equity and cash flows of the Company and its consolidated subsidiaries for the periods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved involved; provided, however, that those financial statements that are unaudited are subject to year-end adjustments and comply with do not contain all applicable accounting requirements footnotes that may be required under the 1933 Act and the 1933 Act RegulationsGAAP for annual financial statements. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (thereto of the “Company Financial Statements”), incorporated by reference Operating Partnership and its consolidated subsidiaries included in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus comply in all material respects with the applicable requirements of the Securities Act and the Securities Exchange Act of 1934, as amended (the “1934 Act”), as applicable, and present fairly the financial position of the Company entities purported to be shown thereby (including the Operating Partnership and its consolidated subsidiaries at subsidiaries) as of the dates indicated, or, if applicable, with respect to indicated and the Acquisition Financial Statements, results of their operations and the respective property or tenantchanges in their cash flows for the periods specified; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles as applied in the U.S. (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act covered thereby, and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference schedules included in the Registration Statement, the Disclosure Package and the Prospectus Statement present fairly, in accordance with GAAP, fairly the information required to be stated therein. The ; the selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus have been derived from the accounting records of the Operating Partnership and its consolidated subsidiaries and present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no in the Registration Statement; and the pro forma financial statements or schedules required to be information and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein and have been prepared in accordance with the applicable requirements of the 1933 Act and the 1934 Act, as applicable, and the assumptions underlying such pro forma financial information are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 ActAct Regulations, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference ratio of earnings to fixed charges (actual and, if any, pro forma) included in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents under the information called for caption “Ratios of Earnings to Fixed Charges” have been calculated in all material respects and has been prepared in accordance compliance with Item 503(d) of Regulation S-K of the Commission’s rules and guidelines applicable thereto1933 Act Regulations.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the any Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act RegulationsSecurities Act. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus under the 1933 Securities Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act RegulationsSecurities Act, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package Time of Sale Information or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Exchange Act and Item 10 of Regulation S-K of the 1933 Securities Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package Time of Sale Information and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (notes, comply in all material respects with the “Company Financial Statements”), incorporated by reference in requirements of the Registration Statement, the Disclosure Package 1933 Act and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to shareholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated Subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that 1934 Act or the assumptions underlying 1934 Act Regulations. To the pro forma adjustments are reasonable. If extent applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All all disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 10(e) of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for is updated as necessary to comply in all material respects with the requirements of the 1933 Act and has been prepared in accordance with the Commission’s rules and guidelines applicable theretothereto and present fairly the consolidated financial position, results of operations and changes in financial position of the Company and its subsidiaries (the “Subsidiaries”) on the basis stated in the Registration Statement at the respective dates or for the respective periods to which they apply.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference present fairly, in the Registration Statementall material respects, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the consolidated statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with accounting principles generally accepted in the United States generally accepted accounting principles of America (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act involved; and the 1933 Act Regulationsassumptions used in preparing the pro forma financial statements incorporated by reference in each of the Registration Statement, the General Disclosure Package and the Prospectus provide a reasonable basis for presenting the significant effects directly attributable to the transactions or events described therein, the related pro forma adjustments give appropriate effect to those assumptions, and the pro forma columns therein reflect the proper application of those adjustments to the corresponding historical financial statement amounts. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiariesstatements, together with the related schedules (if any) notes and notes (the “Company Financial Statements”)schedules, incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus, comply in all material respects with the applicable requirements of the Act and any present fairly in all material respects the financial position and the results of operations and cash flows of the entities purported to be shown thereby, at the indicated dates and for the indicated periods. Such financial statements required and related schedules have been prepared in accordance with GAAP, consistently applied throughout the periods involved, except as disclosed therein, and all adjustments necessary for a fair presentation of results for such periods have been made. The pro forma financial statements, if any, or data included in the Registration Statement or the Prospectus, if any, comply with the applicable requirements of the Act and the Exchange Act, and the assumptions used in the preparation of such pro forma financial statements and data are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data; the other financial and statistical data set forth in the Registration Statement, the Disclosure Package or the Prospectus are accurately and fairly presented and prepared on a basis consistent with the financial statements and books and records of the Company and its subsidiaries. Any non-GAAP financial measure (as such term is defined by Rule 3-14 the rules and regulations of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference Commission) contained in the Registration Statement, the Disclosure Package and the Prospectus present fairly has been derived from the financial position accounting records of the Company, its subsidiaries or their respective predecessors for accounting purposes fairly presents in all material respects the information purported to be shown thereby and complies in all material respects with Regulation G of the Exchange Act, and Item 10 of Regulation S-K under the Act, to the extent applicable. The Company and its consolidated subsidiaries at the dates indicateddo not have any material liabilities or obligations, ordirect or contingent, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared not disclosed in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included thereinProspectus. There are no financial statements (historical or schedules pro forma) that are required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which that are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies included as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable theretorequired.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the in all material respectsthe financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved, except as noted therein. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no In addition, if any pro forma financial statements and the related notes thereto are included or schedules required to be included incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein, have been prepared in all material respects in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. No other financial statements or supporting schedules of the Company or any of its subsidiaries are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act RegulationsAct. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act RegulationsAct, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.so

Financial Statements; Non-GAAP Financial Measures. The financial statements of included in the Company Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference present fairly, in the Registration Statementall material respects, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to stockholders’ equity and cash flows of the Acquisition Financial Statements, Company for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly fairly, in all material respects respects, the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no The pro forma financial statements or schedules required to be and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein or with respect to which the Company has received a written waiver from the staff of the Commission, no historical or pro forma financial statements or supporting schedules are required to be included or incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the Securities Exchange Act of 1934, as amended (the “1934 Act Act”), and Item 10 of Regulation S-K of the 1933 ActK, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules (if any) and notes (the “Company Financial Statements”), included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of operations, or, if applicable, with respect to shareholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under presented, except in the 1933 Act case of unaudited financial statements which are subject to normal year-end audit adjustments and the 1933 Act Regulationsexclusion of certain footnotes as permitted by the applicable rules of the Commission. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein, except in the case of any “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission). There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included included, or incorporated by reference, in the Registration Statement, the General Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, or incorporated by reference therein, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of included in the Company Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the consolidated financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the combined consolidated statement of operations, orequity and cash flows of the Company and its consolidated subsidiaries and ColFin American Investors, if applicableLLC, with respect to which is the Acquisition Financial Statementsentity that is identified in the financial statements included in the Registration Statement, the respective property or tenantGeneral Disclosure Package and the Prospectus as the Company’s predecessor, for the periods specified; and all such said financial statements have been prepared in conformity with United States generally accepted accounting principles in the United States (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected unaudited pro forma combined consolidated financial data statements and the summary related notes thereto, and the other pro forma financial information information, included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly have been prepared in accordance in all material respects with the information shown requirements of Regulation S-X under the 1933 Act, to the extent applicable, and the assumptions used in the preparation thereof are reasonable and provide a reasonable basis for presenting the significant effects directly attributable to the transactions or events described therein, and the related adjustments used therein give appropriate effect to the transactions and have been compiled on a basis consistent with that of circumstances referred to therein, and the audited pro forma columns in such financial statements included thereinreflect the proper application of these adjustments to the corresponding historical financial statement amounts. There are no No other financial statements are required by the 1933 Act or schedules required the 1933 Act Regulations to be included in the Registration Statement, the Disclosure Package Prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the General Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so includedPackage. All disclosures contained in the Registration Statement, the General Disclosure Package or and the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 1933 Act and Item 10 of Regulation S-K of under the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company included in the Registration Statement, the General Disclosure Package and its subsidiariesthe Prospectus, together with the related schedules (if any) and notes (the “Company Financial Statements”)notes, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries at the dates indicatedindicated and the statement of income, or, if applicable, with respect to changes in shareholders’ equity and cash flows of the Acquisition Financial Statements, Company and its consolidated subsidiaries for the respective property or tenantperiods specified; and all such said financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved. Any financial statements of businesses or properties acquired or proposed to be acquired, if any, included in the 1933 Act Registration Statement, the General Disclosure Package and the 1933 Act RegulationsProspectus present fairly the information set forth therein, have been prepared in conformity with GAAP applied on a consistent basis and otherwise have been prepared in accordance with the financial statement requirements of Rule 3-05 or Rule 3-14 of Regulation S-X, as applicable. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, fairly in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the General Disclosure Package and the Prospectus present fairly in all material respects the information shown therein in such data and information and have been compiled on a basis consistent with that of the audited financial statements included therein. There Any pro forma financial statements and the related notes thereto included in the Registration Statement, the General Disclosure Package and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma financial statements and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and the adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein. Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If applicableAct, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package 1934 Act or the Prospectus which is not so included1934 Act Regulations. All disclosures contained in the Registration Statement, the General Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Act and Item 10 of Regulation S-K of under the 1933 ActAct (in each case as in effect when such disclosures were made), to the extent applicable. The Any interactive data in eXtensible Business Reporting Language incorporated by reference included in the Registration Statement, the General Disclosure Package and the Prospectus fairly presents the required information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiariesconsolidated Subsidiaries (as defined below) included in the Registration Statement, the Pricing Disclosure Package and the Prospectus, together with the related schedules (if any) and notes (notes, comply in all material respects with the “Company Financial Statements”), incorporated by reference in requirements of the Registration Statement, the Disclosure Package Securities Act and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the financial position of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such Subsidiaries (as defined below). The financial statements of the Company and its consolidated Subsidiaries (as defined below) included in the Registration Statement have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulationsinvolved. The supporting schedules, if any, incorporated by reference present fairly in the Registration Statement, the Disclosure Package and the Prospectus present fairly, all material respects in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Pricing Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included or incorporated by reference therein. There are Except as included therein, no historical or pro forma financial statements or supporting schedules are required to be included in the Registration Statement, the Disclosure Package any preliminary prospectus or the Prospectus under the 1933 Securities Act, the Securities Act Regulations, the Exchange Act or the 1933 Exchange Act Regulations which are not so includedRegulations. If To the extent applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Pricing Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of under the 1934 Exchange Act and Item 10 10(e) of Regulation S-K of under the 1933 Securities Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Pricing Disclosure Package and the Prospectus fairly presents the information called for is updated as necessary to comply in all material respects with the requirements of the Securities Act and has been prepared in accordance with the Commission’s rules and guidelines applicable theretothereto and present fairly the consolidated financial position, results of operations and changes in financial position of the Company and its subsidiaries (the “Subsidiaries”) on the basis stated in the Registration Statement at the respective dates or for the respective periods to which they apply.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiaries, together with the related schedules consolidated Subsidiaries (if anyas defined below) and notes (the “Company Financial Statements”), incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus, together with the related schedules and any financial statements required by Rule 3-14 notes, comply with the requirements of Regulation S-X (the “Acquisition Financial Statements”)Securities Act and present fairly, incorporated by reference in the Registration Statementeach case in all material respects, the Disclosure Package and the Prospectus present fairly the financial position of the Company and its consolidated subsidiaries Subsidiaries (as defined below) at the respective dates of and for the respective periods specified. The financial statements of the Company and its consolidated Subsidiaries (as defined below), at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States U.S. generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under involved, except in the 1933 Act case of unaudited, interim financial statements, subject to normal year-end audit adjustments and the 1933 Act Regulationsexclusion for certain footnotes. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in all material respects, in accordance with GAAP, GAAP the information required to be stated therein. The selected financial data and To the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included therein. There are no financial statements or schedules required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which are not so included. If extent applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus Prospectus, if any, regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Exchange Act Regulations and Item 10 10(e) of Regulation S-K of the 1933 Act, to the extent applicableSecurities Act Regulations. The interactive data in Inline eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents is updated as necessary to comply with the information called for in all material respects requirements of the Securities Act and has been prepared in accordance with the Commission’s rules and guidelines applicable theretothereto and present fairly, in all material respects, the consolidated financial position, results of operations and changes in financial position of the Company and its subsidiaries (the “Subsidiaries”) on the basis stated in the Registration Statement at the respective dates or for the respective periods to which they apply.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiariesstatements, together with the related schedules (if any) notes and notes (the “Company Financial Statements”)schedules, incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus, and any financial statements required by Rule 3-14 of Regulation S-X (comply in all material respects with the “Acquisition Financial Statements”), incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly the financial position applicable requirements of the Company and its consolidated subsidiaries at the dates indicated, or, if applicable, with respect to the Acquisition Financial Statements, the respective property or tenant; and all such financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAP, the information required to be stated therein. The selected financial data and the summary financial information included or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information financial position and the results of operations and cash flows of the entities purported to be shown therein thereby, at the indicated dates and for the indicated periods. Such financial statements and related schedules have been compiled on prepared in accordance with GAAP, consistently applied throughout the periods involved, except as disclosed therein, and all adjustments necessary for a basis consistent with that fair presentation of the audited results for such periods have been made. The pro forma financial statements included therein. There are no financial statements statements, if any, or schedules required to be data included in the Registration Statement, the Disclosure Package Statement or the Prospectus under Prospectus, if any, comply with the 1933 applicable requirements of the Act or and the 1933 Act Regulations which are not so included. If applicableExchange Act, and the unaudited assumptions used in the preparation of such pro forma financial information (including the related notes) incorporated by reference in the Registration Statementstatements and data are reasonable, the Disclosure Package or the Prospectus complies as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments used therein are reasonable. If applicable, such appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data; the information other financial and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included statistical data set forth or incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus which is not so includedare accurately and fairly presented and prepared on a basis consistent with the financial statements and books and records of the Company. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding Any “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act), to the extent applicable. The interactive data in eXtensible Business Reporting Language contained or incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus has been derived from the accounting records of the Company or its predecessors for accounting purposes, fairly presents in all material respect the information called for purported to be shown thereby and complies in all material respects with Regulation G of the Exchange Act, and has been prepared Item 10 of Regulation S-K under the Act, to the extent applicable. The Company and its subsidiaries do not have any material liabilities or obligations, direct or contingent (including any off-balance sheet obligations or any “variable interest entities” within the meaning of Financial Accounting Standards Board Interpretation No. 46), not disclosed in accordance with Registration Statement, the Commission’s rules Disclosure Package and guidelines applicable theretothe Prospectus. There are no financial statements (historical or pro forma) that are required to be included in the Registration Statement, the Disclosure Package or the Prospectus that are not included as required.

Financial Statements; Non-GAAP Financial Measures. The financial statements of the Company and its subsidiariesstatements, together with the related schedules (if any) notes and notes (the “Company Financial Statements”)schedules, incorporated by reference included in the Registration Statement, the Disclosure Package and the Prospectus, comply in all material respects with the applicable requirements of the Act and any present fairly in all material respects the financial position and the results of operations and cash flows of the entities purported to be shown thereby, at the indicated dates and for the indicated periods. Such financial statements required and related schedules have been prepared in accordance with GAAP, consistently applied throughout the periods involved, except as disclosed therein, and all adjustments necessary for a fair presentation of results for such periods have been made. The pro forma financial statements, if any, or data included in the Registration Statement or the Prospectus, if any, comply with the applicable requirements of the Act and the Exchange Act, and the assumptions used in the preparation of such pro forma financial statements and data are reasonable, the pro forma adjustments used therein are appropriate to give effect to the transactions or circumstances described therein and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data; the other financial and statistical data set forth in the Registration Statement, the Disclosure Package or the Prospectus are accurately and fairly presented and prepared on a basis consistent with the financial statements and books and records of the Company. Any non-GAAP financial measure (as such term is defined by Rule 3-14 the rules and regulations of Regulation S-X (the “Acquisition Financial Statements”Commission), incorporated by reference contained in the Registration Statement, the Disclosure Package and the Prospectus present fairly has been derived from the financial position accounting records of the Company or its predecessors for accounting purposes, fairly presents in all material respect the information purported to be shown thereby and its consolidated subsidiaries at complies in all material respects with Regulation G of the dates indicatedExchange Act, orand Item 10 of Regulation S-K under the Act, if applicable, with respect to the Acquisition Financial Statements, extent applicable. As of the respective property or tenant; and all such date of the most recent financial statements have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) applied on a consistent basis throughout the periods involved and comply with all applicable accounting requirements under the 1933 Act and the 1933 Act Regulations. The supporting schedules, if any, incorporated by reference contained in the Registration Statement, the Disclosure Package and the Prospectus present fairly, in accordance with GAAPProspectus, the information required to be stated therein. The selected financial data Company, the Operating LLC and the summary financial information included their respective subsidiaries do not have any material liabilities or incorporated by reference obligations, direct or contingent, not disclosed in the Registration Statement, the Disclosure Package and the Prospectus present fairly in all material respects the information shown therein and have been compiled on a basis consistent with that of the audited financial statements included thereinProspectus. There are no financial statements (historical or schedules pro forma) that are required to be included in the Registration Statement, the Disclosure Package or the Prospectus under the 1933 Act or the 1933 Act Regulations which that are not so included. If applicable, the unaudited pro forma financial information (including the related notes) incorporated by reference in the Registration Statement, the Disclosure Package or the Prospectus complies included as to form in all material respects with the applicable accounting requirements of the 1933 Act and the 1933 Act Regulations, and management of the Company believes that the assumptions underlying the pro forma adjustments are reasonable. If applicable, such pro forma adjustments have been properly applied to the historical amounts in the compilation of the information and such information fairly presents with respect to the Company and its consolidated subsidiaries, the financial position, results of operations and other information purported to be shown therein at the respective dates and for the respective periods specified. No pro forma financial information is required to be included in the Registration Statement, the Disclosure Package or the Prospectus which is not so included. All disclosures contained in the Registration Statement, the Disclosure Package or the Prospectus regarding “non-GAAP financial measures” (as such term is defined by the rules and regulations of the Commission) comply in all material respects with Regulation G of the 1934 Act and Item 10 of Regulation S-K of the 1933 Act, to the extent applicable. The interactive data in eXtensible Business Reporting Language incorporated by reference in the Registration Statement, the Disclosure Package and the Prospectus fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable theretorequired.