Mr. Mitchell Cohen reports

URBANFUND CORP. - REPORT ON FINANCIAL RESULTS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2023

Urbanfund Corp. has filed its financial statements for the three and nine months ended Sept. 30, 2023, and corresponding management's discussion and analysis (MD&A).

Business overview and strategy

Business overview

Urbanfund is an incorporated entity listed on the TSX Venture Exchange (TSX-V) under the symbol UFC. The company is a reporting issuer in Alberta, British Columbia and Ontario. Urbanfund's focus is to invest in Canadian real estate and real-estate-related projects with a focus on a mix of both residential and commercial properties. The company's assets are located in Toronto, Brampton, Belleville, Kitchener and London, Ont., Quebec City and Montreal, Que., and Dartmouth, N.S.

Operational highlights

Part of Urbanfund's strength is its ability to attract partners with proven track records with both residential and commercial development expertise. Urbanfund continues to build alliances with its strategic partners:

• 270-330 Esna Park Dr., Markham -- In June, 2023, Urbanfund invested $1.66-million into TREI (270-330 Esna Park) LP which holds a 20-per-cent interest in 270-330 Esna Park LP that owns an industrial complex located on 270-330 Esna Park Dr., Markham, Ont. Urbanfund owns 76.9 per cent of TREI (270-330 Esna Park) LP, effecting an indirect 15.4-per-cent ownership in Esna Park LP. The complex is approximately 101,105 square feet with 37 industrial units. The purpose of Esna Park LP is to convert property to condominium and sell individual units into market.
• Weber Investments LP -- In May, 2023, the general partners of Weber LP, which holds Urbanfund's investment of 63 Scott St., issued a return of capital to the company in the amount of $1,343,333, as a result of excess cash flow generated from the operations of the Scott.
• 1040 Martin Grove Rd., Toronto -- In April, 2023, Urbanfund invested $1.87-million into TREI (1040) LP which holds a 50-per-cent interest in 1040 Martin Grove LP that owns an industrial complex located on 1040 Martin Grove Rd., Toronto, Ont. Urbanfund owns 56.7 per cent of TREI (1040) LP, effecting an indirect 28.4-per-cent ownership in 1040 LP. The complex is approximately 76,205 square feet with 25 industrial units. The purpose of 1040 LP is to convert property to condominium and sell individual units into market.
• One Bloor project -- During the nine months ended Sept. 30 2023, Urbanfund received distributions relating to profit on sales of One Bloor Street totalling $188,000. Total profits received as of the date of this press release were $4,804,667.
• 2074-84 Steeles Ave. East -- In December, 2022, Urbanfund, along with its joint venture partners, completed the sale of 36 units within the industrial complex. Total profits received as of the date of this press release were $5,125,000.
• 67-69 Westmore -- In January, 2022, Urbanfund formed a joint venture Takol 67-69 Westmore Inc., which acquired an industrial complex located at 67-69 Westmore Dr., Etobicoke, Ont. The joint venture intends to renovate, change to condominium title and sell units in the complex. Urbanfund holds a 40-per-cent interest and its joint venture partner, KOLT Investment Inc. (formerly Takol Real Estate Inc.), and two private investors hold the remainder. The purchase price was $23,425,000 plus customary closing costs, financed by a $17,568,750 mortgage and $5,856,250 in equity contributions.

Results from operations

In addition to reported IFRS (international financial reporting standards) measures, industry practice is to evaluate real estate entities giving consideration to certain non-IFRS performance measures such as funds from operations, adjusted cash flows from operations and net operating income, as reported herein.

Liquidity and capital resources

Urbanfund expects to meet all of its obligations, including dividends to shareholders, property maintenance, capital expenditures and other commitments, as they become due. The company has various financing sources to finance future acquisitions and continues to finance working capital needs from cash flows generated from operating activities. Cash flows from operating activities are dependent on the occupancy levels of our income properties.

The attached table presents liquidity as a percentage of debt.

The company's liquidity will be impacted by contractual commitments as outlined in Urbanfund's MD&A (management's discussion and analysis). Urbanfund's debt obligations can be financed by the company's cash and cash equivalents, marketable securities, rental revenue from property operations.

Dividend reinvestment plan (DRIP)

On June 17, 2015, the company adopted a dividend policy and implemented dividend reinvestment plans for the company's common and preferred shareholders. The DRIP is a voluntary program permitting holders of the company's common and preferred shares to automatically, and without charge, reinvest quarterly dividends to acquire additional common shares at a discount to the volume-weighted average market price as of the date of payment.

On June 22, 2021, Urbanfund amended its dividend policy to increase the annual dividend rate to five cents per common share and five cents per Series A preferred share, or 67-per-cent increase from the previous year, payable quarterly in the amount of 1.25 cents per common share and Series A preferred share.

For the nine months ended Sept. 30, 2023, Urbanfund issued 754,820 common shares valued at $626,189 to participants enrolled in the DRIP (Sept. 30, 2022 -- 596,449 and $592,639). The average participant rate of the DRIP was 32.20 per cent (Sept. 30, 2022 -- 31.32 per cent).

The record date for dividends is typically the last business day of each quarter and payment is approximately two weeks from the record date. The attached table summarizes the company's quarterly distributions as at Sept. 30, 2023.

We seek Safe Harbor.