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Item 4. CONTROLS AND PROCEDURES

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Item 4. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures

As of September 30, 2024, we had performed an evaluation, under the supervision of our principal executive officers and

principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures. These controls and

procedures have been designed to ensure that information required for disclosure is recorded, processed, summarized, and reported

within the requisite time periods. Based on our evaluation, the principal executive officers and principal financial officer concluded that

our disclosure controls and procedures were effective as of September 30, 2024.

Changes in internal control over financial reporting

There has not been any change in our internal control over financial reporting during the three months ended September 30,

2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

In 2006, ARE-East River Science Park, LLC, a subsidiary of Alexandria Real Estate Equities, Inc., was granted an option to

incorporate a land parcel adjacent to and north of the Alexandria Center® for Life Science – New York City (“ACLS-NYC”) campus

(“Option Parcel”) into the existing ground lease of that campus. The Option Parcel will allow ARE-East River Science Park, LLC to

develop a future world-class life science building within the ACLS-NYC campus. ARE-East River Science Park, LLC’s investment in pre-

construction costs related to the development of the Option Parcel, including costs related to design, engineering, environmental,

survey/title, and permitting and legal costs, aggregate $165.1 million as of September 30, 2024.

On August 6, 2024, ARE-East River Science Park, LLC filed a lawsuit in the United States District Court for the Southern

District of New York against its landlord, New York City Health + Hospitals Corporation (“H+H”), and the New York City Economic

Development Corporation (“EDC”). The lawsuit alleges two principal claims against H+H and EDC: fraud in the inducement, and, in the

alternative, breach of contract in violation of the implied covenant of good faith and fair dealing. As alleged in the complaint, ARE-East

River Science Park, LLC’s claims arise from H+H’s and EDC’s misrepresentations and concealment of material facts in connection with

a floodwall, which H+H and EDC are seeking to require ARE-East River Science Park, LLC to integrate into the development of the

Option Parcel. ARE-East River Science Park, LLC alleges that H+H’s and EDC’s misconduct have prevented it from commencing the

development of the Option Parcel. In light of the pending litigation, the closing date for the option and thus the commencement date for

construction of the third tower at the campus are presently indeterminate. Among other things, ARE-East River Science Park, LLC is

seeking significant damages and equitable relief to maintain the option.

This matter exposes us to potential losses ranging from zero to the full amount of the investment in the project aggregating

$165.1 million as of September 30, 2024, depending on any collection of damages and/or the ability to develop the project. We

performed a probability-weighted recoverability analysis based on initial estimates of various possible outcomes and determined no

impairment was present as of September 30, 2024.

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