Allied Properties Real Estate Investment Trust Annual Report 2023

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FY2023 Annual Report · Allied Properties Real Estate Investment Trust

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Annual Report
December 31,
2023

Urban environments for
creativity and connectivity

01. 31.24

Annual Report

December 31, 2023

Contents

MANAGEMENT’S DISCUSSION AND
ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION AS AT
DECEMBER 31, 2023 . . . . . . . . . . . . . . . . . . . . 5

SECTION I—Overview . . . . . . . . . . . . . . . . . . . . . . . 6

Summary of Key Operating and
Financial Performance Measures . . . . . . . . . . . . . . . 7

Operating and Financial Highlights . . . . . . . . . . . . . 9

Summary of Rental Properties . . . . . . . . . . . . . . . .

Business Overview and Strategy . . . . . . . . . . . . . . 12

Environmental, Social
and Governance (“ESG”) . . . . . . . . . . . . . . . . . . . . . 14

Business Environment and Outlook . . . . . . . . . . . . 16

Non-GAAP Measures . . . . . . . . . . . . . . . . . . . . . . . . 16

Forward-Looking Statements . . . . . . . . . . . . . . . . . 22

SECTION II—Operations . . . . . . . . . . . . . . . . . . . . 24

Net Income and Comprehensive Income . . . . . . . . 25

Net Operating Income (“NOI”) . . . . . . . . . . . . . . . . 29

Same Asset NOI . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32

Interest Expense . . . . . . . . . . . . . . . . . . . . . . . . . . . 34

General and Administrative Expenses . . . . . . . . . . 36

Interest Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37

Other Financial Performance Measures . . . . . . . . . 38

SECTION III—Leasing . . . . . . . . . . . . . . . . . . . . . . 46

Status . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47

SECTION VII—Accounting Estimates
and Assumptions . . . . . . . . . . . . . . . . . . . . . . . . . . . 96

Activity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49

User Profile . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51

Lease Maturity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53

SECTION IV—Historical Performance . . . . . . . . . 55

SECTION V—Asset Profile . . . . . . . . . . . . . . . . . . . 58

Rental Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . 64

Development Properties . . . . . . . . . . . . . . . . . . . . . 68

Residential Inventory . . . . . . . . . . . . . . . . . . . . . . . .

Loans Receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . 74

SECTION VI—Liquidity and
Capital Resources . . . . . . . . . . . . . . . . . . . . . . . . . . 76

Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77

Credit Ratings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84

Financial Covenants . . . . . . . . . . . . . . . . . . . . . . . . .

Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87

Exchangeable LP Units . . . . . . . . . . . . . . . . . . . . . . 91

Distributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92

Commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 95

SECTION VIII—Disclosure Controls
and Internal Controls . . . . . . . . . . . . . . . . . . . . . . . 97

SECTION IX—Risks and Uncertainties . . . . . . . . . 98

Operating Risks and Risk Management . . . . . . . . . 99

Financial Risks and Risk Management . . . . . . . . .

Other Risks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

102

105

SECTION X—Property Table . . . . . . . . . . . . . . . . 110

CONSOLIDATED FINANCIAL
STATEMENTS FOR THE YEARS
ENDED DECEMBER 31, 2023 AND 2022 . . . . . 121

Consolidated Balance Sheets . . . . . . . . . . . . . . . . 127

Consolidated Statements of (Loss) Income
and Comprehensive (Loss) Income . . . . . . . . . . . 128

Consolidated Statements of Equity . . . . . . . . . . . 129

Consolidated Statements of Cash Flows . . . . . . .

130

Notes to the Consolidated
Financial Statements . . . . . . . . . . . . . . . . . . . . . . 132

ALLIED 2023 ANNUAL REPORTManagement’s Discussion and
Analysis of Results of Operations
and Financial Condition as at
December 31, 2023

ALLIED 2023 ANNUAL REPORTSection I
—Overview

Allied is an unincorporated open-end real estate investment trust created pursuant to the Declaration of

Trust (“Declaration of Trust”) dated October 25, 2002, as most recently amended on June 12, 2023 . Allied is

governed by the laws of Ontario . Allied’s units (“Units”) are publicly traded on the Toronto Stock Exchange

under the symbol “AP .UN” . Additional information on Allied, including its annual information form, is

available on SEDAR+ at www.sedarplus.ca . On June 12, 2023, Allied completed its conversion from a “closed-

end” trust to an “open-end” trust .

This Management’s Discussion and Analysis (“MD&A”) of results of operations and financial condition relates

to the year ended December 31, 2023 . Unless the context indicates otherwise, all references to “Allied”,

“we”, “us” and “our” in this MD&A refer to Allied Properties Real Estate Investment Trust . The Board of

Trustees of Allied, upon the recommendation of its Audit Committee, approved the contents of this MD&A .

This MD&A has been prepared with an effective date of January 31, 2024, and should be read in conjunction

with the audited consolidated financial statements and notes thereto for the year ended December 31, 2023 .

Historical results and percentage relationships contained in this MD&A, including trends that might appear,

should not be taken as indicative of future results, operations or performance . Unless otherwise indicated,

all amounts in this MD&A are in thousands of Canadian dollars .

This section includes certain terms that do not have a standardized meaning prescribed under International

Financial Reporting Standards (“IFRS”) and includes certain forward-looking statements within the meaning

of applicable securities law . Refer to Non-GAAP Measures and Forward-Looking Statements on pages 16 and

22, respectively .

ALLIED 2023 ANNUAL REPORTSUMMARY OF KEY OPERATING AND FINANCIAL PERFORMANCE MEASURES

The following table summarizes the key operating and financial performance measures for the periods

listed below:

($000’s except per-square foot,
per-unit and financial ratios)

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2021

THREE MONTHS ENDED

YEAR ENDED

Leased area (1)

Occupied area (1)

Average in-place net rent
per occupied square foot (1)

Average in-place net rent
per occupied square foot -
excluding UDC in all periods

Retention rate on maturities
during the period (leased in
current period and prior year) (1)

Increase in net rent on renewing
leases - total rental portfolio (1)

87.3%

86.4%

90 .8%

89 .6%

87.3%

86.4%

90 .8%

89 .6%

90 .4%

89 .9%

24.10

23 .10

24.10

23 .10

24 .64

24.10

23 .10

24.10

23 .10

21 .98

59.7%

45 .6%

59.9%

57 .9%

57 .0%

3.6%

6 .1%

6.8%

5 .6%

7 .9%

Investment properties (2)

9,387,032

9,669,005

9,387,032

9,669,005

9,527,105

Unencumbered investment
properties (3)

8,757,510

8,345,530

8,757,510

8,345,530

9,064,010

Total assets (2)

10,609,285

11,906,350

10,609,285

11,906,350

10,384,691

Cost of PUD as % of GBV (3)

NAV per unit (5)

Debt (2)

11.6%

45.60

12 .6%

50 .96

11.6%

45.60

12 .6%

50 .96

11 .2%

50 .30

3,659,611

4,211,185

3,659,611

4,211,185

3,453,284

Total indebtedness ratio (3)

34.7%

35 .6%

34.7%

35 .6%

33 .5%

Annualized Adjusted EBITDA (3)

410,488

426,520

416,019

403,119

365,050

Net debt as a multiple of
Annualized Adjusted EBITDA (3)

Interest coverage ratio including
interest capitalized and excluding
financing prepayment costs -
three months trailing (3)

Interest coverage ratio including
interest capitalized and excluding
financing prepayment costs -
twelve months trailing (3)

8.2x

9 .8x

8.1x

10 .4x

9 .4x

2.9x

2 .8x

2.9x

2 .8x

3 .3x

2.5x

3 .0x

2.5x

3 .0x

3 .4x

Rental revenue (2)(6)

150,898

135,924

563,980

519,468

472,799

Property operating costs (2)(6)

(69,029)

(58,639)

(246,949)

(224,260)

(204,792)

Operating income (2)(6)

81,869

77,285

317,031

295,208

268,007

Net (loss) income and
comprehensive (loss) income (2)

(499,340)

41,392

(420,716)

375,363

443,151

ALLIED 2023 ANNUAL REPORT
($000’s except per-square foot,
per-unit and financial ratios)

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2021

THREE MONTHS ENDED

YEAR ENDED

Net income (loss) and
comprehensive income (loss)
from continuing operations (2)(6)

Net income from continuing
operations excluding fair value
adjustments, transaction costs,
financing prepayment costs and
impairment (4)

(499,340)

20,178

(545,707)

174,669

331,381

49,239

60,814

221,833

225,118

206,419

Adjusted EBITDA (3)

102,622

106,630

416,019

403,119

365,050

77,824

78,002

271,237

272,412

Same Asset NOI - rental
portfolio (4)(8)

Same Asset NOI - total
portfolio (3)(8)

FFO (3)

FFO per unit (diluted) (3)

FFO pay-out ratio (3)(7)

All amounts below are excluding
condominium related items,
financing prepayment costs, and
the mark-to-market adjustment
on unit-based compensation (3):

FFO

FFO per unit (diluted)

FFO payout-ratio (7)

AFFO

AFFO per unit (diluted)

AFFO payout-ratio (7)

84,265

85,460

0.611

73.6%

85,765

0.614

73.3%

78,611

0.562

80.0%

N/A

80,590

298,792

284,953

86,755

0 .621

70 .5%

332,578

334,477

253,376

2.380

75.6%

2 .443

71 .6%

1 .988

85 .5%

86,325

332,622

333,392

306,559

0 .618

70 .8%

76,553

0 .548

79 .9%

2.380

75.6%

2 .435

71 .8%

2 .405

70 .6%

304,225

297,579

266,517

2.177

82.7%

2 .174

80 .4%

2 .091

81 .2%

(1) This metric excludes the assets held for sale based on the assets held for sale classification at the end of each period.
(2) This measure is presented on an IFRS basis.
(3) This is a non-GAAP measure, refer to page 16. These non-GAAP measures include the results of the continuing operations and the discontinued

operations.

(4) This is a non-GAAP measure, refer to page 16. These non-GAAP measures include only the results of the continuing operations.
(5) Prior to Allied’s conversion to an open-end trust, net asset value per unit (“NAV per unit”) was calculated as total equity as at the

corresponding period ended, divided by the actual number of Units and class B limited partnership units of Allied Properties Exchangeable
Limited Partnership (“Exchangeable LP Units”) outstanding at period end. With Allied’s conversion to an open-end trust on June 12, 2023,
NAV per unit is calculated as total equity plus the value of Exchangeable LP Units as at the corresponding period ended, divided by the actual
number of Units and Exchangeable LP Units. The rationale for including the value of Exchangeable LP Units is because they are economically
equivalent to Units, receive distributions equal to the distributions paid on the Units and are exchangeable, at the holder’s option, for Units.

(6) This metric includes only the results of the continuing operations.
(7) The payout ratios for the three months and year ended December 31, 2023, exclude the special cash distributions declared of $61,419 on Units

and $5,668 on Exchangeable LP Units, and the special Unit distribution declared of $639,780.

(8) The Same Asset NOI for the year ended December 31, 2021, is not applicable as the composition of properties is different from the 2022 and

2023 years.

ALLIED 2023 ANNUAL REPORT
Operating and
Financial Highlights

Above all, Allied is an owner-operator of distinctive urban workspace in Canada’s major cities . For Allied,

neither acquisition activity nor development activity is an end in itself . Rather, both are a means of

providing knowledge-based organizations with distinctive urban workspace effectively and profitably .

ALLIED 2023 ANNUAL REPORTQ4 2023 Operating Results (1)

LEASED AREA

87.3%

OCCUPIED AREA

86.4%

AVERAGE IN-PLACE NET
RENT PER OCCUPIED
SQUARE FOOT

$24.10

RENT GROWTH ON
RENEWING SPACE

3.6%

WEIGHTED AVERAGE
REMAINING LEASE TERM
IN YEARS

5.8

2022: $23.10

4.3%

from Q4 2022

Q4 2023 Financial Results

SAME ASSET NOI -
RENTAL PORTFOLIO (2)

0.2%

from Q4 2022

FFO PER UNIT (2)(3)

$0.614
0.6%

AFFO PER UNIT (2)(3)

$0.562
2.6%

from Q4 2022

Year-to-Date Capital Allocation
$nil

$434.8M

Allocated to acquisitions

Allocated to revenue-enhancing
and development activity

Liquidity (4) End of Q4
$1.0B

$1.1B including accordion

Q4 2023 Balance Sheet

NET DEBT AS A MULTIPLE
OF ANNUALIZED
ADJUSTED EBITDA (2)

8.2x

TOTAL INDEBTEDNESS
RATIO (2)

INTEREST COVERAGE
RATIO (2)(5)

34.7%

2.9x

UNENCUMBERED
INVESTMENT
PROPERTIES (2)

$8.8B

92.3% of investment properties
on a proportionate basis (2)

ESG Results (6)

2023 GRESB SCORE
FOR STANDING
INVESTMENTS
85/100

2023 GRESB
SCORE FOR
DEVELOPMENT
87/100

Down from 86/100
in 2022

Up from 82/100
in 2022

2022 ENERGY USE
INTENSITY (EUI)

13%

from our 2019
baseline

2022
GREENHOUSE GAS
INTENSITY (GHGI)

11%

from our 2019
baseline

2022 WATER USE
INTENSITY (WUI)

31%

2022 WASTE
DIVERSION
2%

from our 2019
baseline

from our
2019 baseline

(1) These metrics are for the rental portfolio which exclude the assets held for sale and properties under development based on the classification

at the end of each period

(2) This is a non-GAAP measure, refer to page 16. These non-GAAP measures include the results of the continuing operations and the discontinued

operations. Same Asset NOI - rental portfolio excludes the assets held for sale.

(3) Excluding condominium related items, financing prepayment costs, and the mark-to-market adjustment on unit-based compensation on a

diluted basis.

(4) Liquidity is the sum of cash and cash equivalents on a proportionate basis and the amount available on Allied’s unsecured revolving operating

facility as at December 31, 2023.

(5) This interest coverage ratio including capitalized interest is for the three months trailing.
(6) For more information, refer to Allied’s 2022 Environmental, Social and Governance Report published on June 26, 2023, available on

www.alliedreit.com.

ALLIED 2023 ANNUAL REPORTSUMMARY OF RENTAL PROPERTIES

201 Rental Properties
valued at $8.5B (1)

(Not including Properties Under Development valued at $1 .0B) (1)

TOTAL RENTAL
PORTFOLIO GLA

14.9M SF

VANCOUVER

1.0M

ALLIED OCCUPANCY

89 . 2%

MARKET OCCUPANCY (2)

91 .8%

PROPERTIES

EMPLOYEES

CALGARY

1.3M

ALLIED OCCUPANCY

76 .1%

MARKET OCCUPANCY (2)

74 .6%

PROPERTIES

EMPLOYEES

TORONTO

5.4M

ALLIED OCCUPANCY

86 .3%

MARKET OCCUPANCY (2)

83 .6%

PROPERTIES

ANCILLARY PARKING
FACILITIES

EMPLOYEES

108

226

MONTRÉAL

6.3M

ALLIED OCCUPANCY

89 . 2%

MARKET OCCUPANCY (2)

85 .1%

PROPERTIES

EMPLOYEES

OTTAWA

231K

ALLIED OCCUPANCY

98 .9%

MARKET OCCUPANCY (2)

89 .4%

KITCHENER

709K

ALLIED OCCUPANCY

74 .6%

MARKET OCCUPANCY (2)

71 .1%

PROPERTIES

ANCILLARY PARKING
FACILITY

EMPLOYEES

(1) The rental properties and properties under development values are on a proportionate basis, which are non-GAAP measures.
(2) Source: cbre.ca, CBRE Office Figures reports.

PROPERTIES

EMPLOYEES

ALLIED 2023 ANNUAL REPORTBUSINESS OVERVIEW AND STRATEGY

Allied is a leading owner-operator of distinctive urban workspace in Canada’s major cities .

DISTINCTIVE URBAN WORKSPACE

Allied was known initially for its leading role in the emergence of Class I workspace in Toronto, a format

created through the adaptive re-use of light industrial structures in the Downtown East and Downtown West

submarkets . This format typically features high ceilings, abundant natural light, exposed structural frames,

interior brick and hardwood floors . When restored and retrofitted to high standards, Class I workspace

can satisfy the needs of the most demanding office and retail users . When operated in a coordinated

manner, this workspace becomes a vital part of the urban fabric and contributes meaningfully to a sense

of community .

Allied went public in 2003 for the express purpose of consolidating Class I workspace that was centrally

located, distinctive and cost-effective . The consolidation that ensued was continuous, enabling Allied to

evolve into a leading owner-operator of distinctive urban workspace in Canada’s major cities .

WORKSPACE INNOVATION

Allied’s long and extensive experience continues to inform its approach to workspace innovation . Office

users today value light, air and an open-plan . Abundant natural light and fresh air contribute enormously

to human wellness and productivity . An open-plan improves collaboration and creativity . When people

can move around and freely connect with one another, communication is improved, along with mutual

understanding, and sparks of ingenuity occur .

Technology has contributed to workspace innovation . Light harvesting has made great strides, as has

fresh air delivery . Raised-floor systems have made aesthetic and practical contributions in recent years .

Aesthetically, they declutter the workspace and obviate the need for drop-ceilings . Practically, they improve

air circulation by pressurizing the underfloor area and de-pressurizing the actual work environment . All this

can be delivered to workspace users in an environmentally sustainable manner .

Workspace amenities have made an equivalent contribution to workspace innovation . While achievable

to an extent within a single building, amenity-richness is best achieved within a surrounding urban

neighbourhood . This in turn places a premium on clustering buildings within an amenity-rich urban

neighbourhood . Clustering also allows Allied to accommodate needs for expansion and contraction within

the neighbourhood .

Allied’s experience with Class I workspace also increased its sensitivity to design . When people migrated to

the suburbs in the 1950s, the sensitivity to design in the inner-cities seemed to diminish, if not disappear

altogether . Heritage properties were destroyed to make way for non-descript, inward-looking buildings, and

synthetic materials seemed to cover everything everywhere . Fortunately, design now matters, and design

now pays . The workspace Allied created at QRC West in Toronto is an excellent example . Allied’s architects

came up with a creative and beautiful way to build a new office tower above two fully-restored heritage

buildings . Although the design entailed additional cost, the ultimate economic and social return on the

investment was exceptional . The design paid off in every conceivable way .

ALLIED 2023 ANNUAL REPORTFinally, Allied’s experience with Class I workspace put it at the forefront of creating workspace for the

knowledge-based economy . This led Allied to place ever-greater emphasis on the ongoing relationship

between the user and provider of workspace . Put differently, it led Allied to understand the need for a

partnership-like relationship between itself and workspace users .

FOCUS AND DEFINITION

From the outset, Allied adhered to a clear investment and operating focus . It focused initially on the Class I

format and continues to do so on a large scale in major urban centres in Canada . More recently, Allied

expanded its focus to include hybrid structures like QRC West and King Portland Centre in Toronto and

425 Viger in Montréal, where heritage buildings were integrated with new structures in a way that resonated

meaningfully with the knowledge-based organizations Allied serves . Allied will continue to do so on a large

scale in major urban centres in Canada .

As Allied’s business grew and evolved, it was defined not by the specific workspace format Allied owns,

operates and develops, but rather by the workspace users Allied serves . If a particular format enables

Allied to serve knowledge-based organizations better and more profitably, Allied will invest in it . The Well

in Toronto is a good example . The workspace component is a high-rise tower for the most part with no

heritage element at all . However, because of its architecture, performance attributes and location within a

vibrant and amenity-rich neighbourhood, it has attracted outstanding knowledge-based organizations .

When Allied’s business is defined by the workspace users it serves, the actual format becomes less

important and the specific building attributes and neighbourhood amenities take on paramount importance .

Accordingly, if a conventional office tower can be transformed to provide the specific attributes and

amenities favoured by knowledge-based organizations, it falls squarely within Allied’s investment and

operating focus . This expands Allied’s opportunity-set materially .

VISION AND MISSION

Allied’s vision statement is as follows: To make a continuous contribution to cities and culture that elevates

and inspires the humanity in all people . In isolation, this could be seen as somewhat extravagant and

nebulous, but it is fully grounded and informed by Allied’s mission statement, which is as follows: To provide

knowledge-based organizations with distinctive urban workspace in a manner that is sustainable and conducive

to human wellness, creativity, connectivity and diversity . Like all such statements, Allied’s vision and mission

statements need elaboration .

From inception, Allied’s approach to workspace was both humanistic and technical . Allied sees workspace

from the vantage point of people who use it rather than people who invest in it . Allied sees workspace

as optimal light and air, a flexible and open floorplan and a collaborative rather than feudal relationship

between owner and user . Allied sees workspace as a product of aesthetic and technical design . Finally,

Allied sees workspace as part of a large, amenity-rich, urban ecosystem rather than as an instance of the

monumental isolation that characterizes so many conventional office towers .

ALLIED 2023 ANNUAL REPORTENVIRONMENTAL, SOCIAL AND GOVERNANCE (“ESG”)

Environmental, social and governance sensitivities are an integral part of Allied . They flow from its evolution

as an organization focused on the provision of distinctive urban workspace in Canada’s major cities .

Long before going public, Allied focused on the adaptive re-use of older structures built over a century

ago for light-industrial purposes . The goal at the time was not to minimize the impact on the environment .

Rather, it was to meet what was rightly perceived to be a growing need on the part of users of workspace

for environments that would assist them in attracting, motivating and retaining knowledge workers .

Nevertheless, by re-cycling buildings rather than re-building them, Allied minimized the impact on the

environment . This evolved into greater sensitivity as to the environmental impact of its activity .

Again, long before its initial public offering (IPO), Allied concentrated its properties in specific urban

areas . The goal at the time was not to make a social contribution . Rather, it was to meet what was rightly

perceived to be the need on the part of users of workspace to grow in amenity-rich, mixed-use urban

communities . Nevertheless, by aggregating buildings in this way, Allied became sensitized to the impact on

the surrounding communities in which it operates . Allied began to see its buildings as part of a larger urban

ecosystem and to acknowledge its responsibility to the surrounding community as a whole .

Finally, the launch of Allied’s IPO in 2003 increased its sensitivity to governance . The sensitivities at the time

were predominantly financial and operational, but as Allied evolved and attracted Unitholders globally, the

sensitivity to a broader conception of governance increased . Allied’s Board and Management began to see

governance as something that could strengthen the business significantly .

ESG OVERSIGHT & REPORTING

Allied’s Board and Management are committed to making its inherent approach to ESG more manifest,

deliberate and measurable . They have always believed that submitting to informed scrutiny will make Allied

a better business, and formally submitting to ESG scrutiny is no exception in this regard . The Trustees

are responsible for the oversight of the ESG Strategy and ESG initiatives developed by Management . The

Board’s Governance, Compensation and Nomination Committee (the “GC&NC”) oversees and monitors

Allied’s ESG performance and reviews Allied’s ESG Report, ESG Policy and other governance policies and

practices annually .

On the recommendation of the GC&NC, the Board established four specific and measurable ESG goals, the

performance in relation to which the GC&NC and the Board analyzes as part of its assessment of incentive

bonus awards for the executive officers .

In June 2023, Allied published its 2022 ESG Report in accordance with the Global Reporting Initiative (GRI)

2021 Universal Standards, the Sustainability Accounting Standards Board (SASB) Real Estate Standard, the

United Nations Sustainable Development Goals (UN SDGs) and the Task Force on Climate-related Financial

Disclosures (TCFD) recommendations .

ALLIED 2023 ANNUAL REPORTESG HIGHLIGHTS

Highlighting Allied’s
ESG Achievements

Outperformed
2024 Targets (1)

Continued to Improve
GRESB Scores

Allied is committed to the ongoing
evolution of its ESG program and
performance . Working with team
members and external partners,
Allied continues to achieve its
goals and set new ambitions for
the future .

Allied continued to exceed its 2024
reduction targets for Energy Use
Intensity (EUI), Greenhouse Gas
Intensity (GHGI) and Water Use
Intensity (WUI) .

In its 2023 GRESB assessment,
Allied achieved a score of 85 for
its standing investments and a
score of 87 for its developments,
representing continuous
improvement overall .

Developed an Internal
Price of Carbon

Allied established its shadow price
of carbon to support financial
analysis and decision-making for all
new investments, developments and
retrofit opportunities by assigning
a monetary value to every tonne of
carbon emitted .

Established 70%
Certification Target
for Standing Portfolio

Allied will certify an additional 8 .1
million square feet to LEED and/or
BOMA BEST by 2028, at a cost of
$0 .09/square foot, increasing its
certification percentage from 27%
to 70% across the portfolio .

Recognized
as a Canadian
“Best Employer”
in 2023

Since 2020, Allied has engaged
Kincentric to conduct a third-party
employee engagement survey .
Allied was recognized as a “Best
Employer” in 2020, 2021 and 2023 .

Outperformed Peers
in User Experience
Assessment Ratings

Co-hosted Indigenous
Relations in Real Estate
Development Series

In November 2022, Allied completed
its annual third-party User
Experience Assessment Survey .
Results demonstrated year-over-
year progress, with improved ratings
in key areas and an overall increase
in user satisfaction .

Allied partnered with ULI Toronto,
Shared Path and Westbank to
deliver a workshop series for
leaders in the industry to advance
their understanding of colonization
and its impact on Indigenous
Peoples, and to start exploring
opportunities to collaborate in
real estate development .

Committed to
Green Financing

Allied established its Green
Financing Framework in 2021 and
issued two green bonds in 2021
totaling $1 .1 billion . In December
2022, Allied obtained a $75 million
sustainability-linked construction
lending facility, at its share, for the
development of 108 East 5th Avenue
in Vancouver . On this construction
lending facility, Allied exceeded one
of the sustainability performance
targets for 2023, as more than 10%
of individuals in its construction
and construction-related labour
identified themselves as equity
deserving groups . (2)

(1) These metrics are based on Allied’s 2022 ESG Report, available on www.alliedreit.com.
(2) Equity deserving groups include Indigenous people, racialized communities, recent immigrants and refugees, disabled persons, members
of the 2SLGBTQQIA+ community, veterans, youth aged 29 and under, and people who identify as having experienced barriers to economic
opportunity and participation.

ALLIED 2023 ANNUAL REPORTBUSINESS ENVIRONMENT AND OUTLOOK

Consistent with the practice of most Canadian public real estate entities, Allied does not provide formal

guidance . It has in recent years provided an annual outlook with respect to three non-GAAP metrics, FFO

per Unit, AFFO per Unit and Same Asset NOI . Over the course of 2021 and 2022, these metrics were up . In

2023, these metrics were flat or down slightly . While Allied will strive for flat metrics in 2024, Management

recognizes that the metrics may contract by up to five percent in the year . Management expects the metrics

in the first half to contract, as it assumes no economic occupancy gains in that period . Management does

expect economic occupancy gains in the second half of the year, but cannot be certain as to the magnitude

of those gains, given the current macroeconomic environment .

Allied has assembled the largest and most concentrated portfolio of economically-productive, underutilized

urban land in Canada, one that affords extraordinary mixed-use intensification potential in major cities

going forward . Allied believes deeply in the continued success of Canadian cities and has the platform and

the breadth of funding relationships necessary to drive value in the coming years and decades for the benefit

of its constituents .

The foregoing sections contain non-GAAP measures and forward-looking statements . Where it is not

explicitly stated, the measures include the results of both continuing and discontinued operations .

Management believes these combined results provide a more meaningful measure of financial performance

for the periods presented . Refer to Non-GAAP Measures and Forward-Looking Statements below .

NON-GAAP MEASURES

Readers are cautioned that certain terms used in the MD&A listed below, including any related per unit

amounts, used by Management of Allied to measure, compare and explain the operating results and

financial performance of Allied do not have any standardized meaning prescribed under IFRS and,

therefore, should not be construed as alternatives to net income, cash flow from operating activities, or any

other measure prescribed under IFRS . These terms are defined in the following table and reconciliations

to the most comparable IFRS measure are referenced, as applicable . The following terms do not have a

standardized meaning prescribed by IFRS and may not be comparable to similarly titled measures presented

by other publicly traded entities .

ALLIED 2023 ANNUAL REPORTNON-GAAP MEASURE

DEFINITION

RECONCILIATION

Allied’s proportionate share
or proportionate basis

All references to “proportionate share” or “proportionate basis” refer to
a non-GAAP financial measure representing Allied’s proportionate share
of equity accounted investments. Allied applies the equity method of
accounting to its joint venture, TELUS Sky, as prescribed under IFRS.
Management presents the proportionate share of its interests in joint
arrangements that are accounted for using the equity method as it is
viewed as relevant in demonstrating Allied’s performance and is the
basis of many of Allied’s key performance measures.

Section II -
Operations,
Section V -
Asset Profile,
Section VI -
Liquidity and
Capital Resources

Funds from Operations
(“FFO”)

FFO excluding condominium
costs and the mark-to-
market adjustment on unit-
based compensation

FFO is a non-GAAP financial measure used by most Canadian real
estate investment trusts based on a standardized definition established
by REALPAC in its January 2022 White Paper (“White Paper”). FFO is
defined as net income and comprehensive income from continuing
operations less certain adjustments, on a proportionate basis, including
fair value changes in investment properties, investment properties
held for sale, Exchangeable LP Units and derivative instruments,
impairment, transaction costs, incremental leasing costs, net income
and comprehensive income from discontinued operations, distributions
on Exchangeable LP Units as they are puttable instruments classified
as financial liabilities, amortization of improvement allowances and
amortization of property, plant and equipment which relates to owner-
occupied property. FFO is reconciled to net income and comprehensive
income from continuing operations, which is the most directly
comparable IFRS measure. Management believes FFO is a key measure
of operating performance.

FFO excluding condominium related items and the mark-to-market
adjustment on unit-based compensation starts with FFO and removes
the effects of condominium revenue, condominium cost of sales,
condominium marketing costs and the mark-to-market adjustment on
unit-based compensation. FFO excluding condominium related items
and the mark-to-market adjustment on unit-based compensation is
reconciled to net income and comprehensive income from continuing
operations, which is the most directly comparable IFRS measure.
Management believes this is a useful measure as these condominium
items are not indicative of recurring operating performance and the
mark-to-market adjustments of unit-based compensation can fluctuate
widely with the market.

Section II -
Operations -
Other Financial
Performance Measures

FFO excluding condominium
costs, financing prepayment
costs and the mark-to-
market adjustment on unit-
based compensation

FFO excluding condominium related items, financing prepayment costs
and the mark-to-market adjustment on unit-based compensation
starts with FFO and removes the effects of condominium revenue,
condominium cost of sales, condominium marketing costs, financing
prepayment costs and the mark-to-market adjustment on unit-based
compensation. FFO excluding condominium related items, financing
prepayment costs and the mark-to-market adjustment on unit-based
compensation is reconciled to net income and comprehensive income
from continuing operations, which is the most directly comparable
IFRS measure. Management believes this is a useful measure as these
condominium and financing prepayment items are not indicative of
recurring operating performance, and the mark-to-market adjustments
of unit-based compensation can fluctuate widely with the market.

Section II -
Operations -
Other Financial
Performance Measures

ALLIED 2023 ANNUAL REPORTNON-GAAP MEASURE

DEFINITION

Adjusted Funds from
Operations (“AFFO”)

AFFO excluding
condominium related items
and the mark-to-market
adjustment on unit-based
compensation

AFFO excluding
condominium related items,
financing prepayment costs
and the mark-to-market
adjustment on unit-based
compensation

AFFO is a non-GAAP financial measure used by most Canadian
real estate investment trusts based on a standardized definition
established by REALPAC in the White Paper. AFFO is defined as FFO less
amortization of straight-line rent, regular leasing expenditures, regular
and recoverable maintenance capital expenditures, and incremental
leasing costs (related to regular leasing expenditures). AFFO is
reconciled to net income and comprehensive income from continuing
operations, which is the most directly comparable IFRS measure.
Management considers AFFO to be a useful measure of recurring
economic earnings and relevant in understanding Allied’s ability to
service its debt, fund capital expenditures and provide distributions
to Unitholders.

AFFO excluding condominium related items and the mark-to-market
adjustment on unit-based compensation starts with AFFO and removes
the effects of condominium revenue, condominium cost of sales,
condominium marketing costs and the mark-to-market adjustment on
unit-based compensation. AFFO excluding condominium related items
and the mark-to-market adjustment on unit-based compensation is
reconciled to net income and comprehensive income from continuing
operations, which is the most directly comparable IFRS measure.
Management believes this is a useful measure as these condominium
items are not indicative of recurring economic earnings, and the mark-
to-market adjustments of unit-based compensation can fluctuate widely
with the market.

AFFO excluding condominium related items, financing prepayment
costs and the mark-to-market adjustment on unit-based compensation
starts with AFFO and removes the effects of condominium revenue,
condominium cost of sales, condominium marketing costs, financing
prepayment costs and the mark-to-market adjustment on unit-based
compensation. AFFO excluding condominium related items, financing
prepayment costs and the mark-to-market adjustment on unit-based
compensation is reconciled to net income and comprehensive income
from continuing operations, which is the most directly comparable
IFRS measure. Management believes this is a useful measure as these
condominium and financing prepayment items are not indicative of
recurring economic earnings, and the mark-to-market adjustments of
unit-based compensation can fluctuate widely with the market.

RECONCILIATION

Section II -
Operations -
Other Financial
Performance Measures

Net income from continuing
operations excluding
fair value adjustments,
transaction costs, financing
prepayment costs and
impairment (1)

Section II -
Operations

Net income from continuing operations excluding fair value adjustments,
transaction costs, financing prepayment costs and impairment is
a non-GAAP financial measure that starts with net income from
continuing operations and removes the effects of fair value gains or
losses on investment properties and investment properties held for sale,
Exchangeable LP Units, or derivative instruments, the mark-to-market
adjustment on unit-based compensation, transaction costs, financing
prepayment costs and impairment on an IFRS basis. Management
considers this to be a useful measure of operating performance, as fair
value adjustments can fluctuate widely with the market, and transaction
costs, financing prepayment costs and impairment are non-recurring
in nature.

ALLIED 2023 ANNUAL REPORTNON-GAAP MEASURE

DEFINITION

Net Rental Income (“NRI”)

Net Operating Income
(“NOI”) from continuing
operations

NOI from discontinued
operations

Total NOI

Same Asset NOI

NRI is a non-GAAP financial measure defined as rental revenue from
continuing operations less property operating costs from continuing
operations on a proportionate basis. It excludes condominium revenue
and condominium cost of sales. The most directly comparable IFRS
measure is operating income. Management considers NRI to be a useful
measure of the operating performance of its rental properties portfolio.

NOI from continuing operations is a non-GAAP financial measure
defined as NRI excluding the impact of non-cash items such as
amortization of improvement allowances and the amortization of
straight-line rent from continuing operations on a proportionate basis.
The most directly comparable IFRS measure to NOI from continuing
operations is Operating Income. Management believes this is a useful
measure as it demonstrates the cash generating operating performance
of its income producing properties.

RECONCILIATION

Section II -
Operations -
Net Operating Income

NOI from discontinued operations is a non-GAAP financial measure
defined as rental revenue from discontinued operations less property
operating costs from discontinued operations on a proportionate
basis, excluding the impact of non-cash items such as amortization of
improvement allowances and the amortization of straight-line rent from
discontinued operations on a proportionate basis. The most directly
comparable IFRS measure to NOI from discontinued operations is
Operating Income. Management believes this is a useful measure as it
demonstrates the performance of its discontinued segment.

Section II -
Operations -
Net Operating Income

Total NOI is a non-GAAP financial measure defined as the sum
of NOI from continuing operations and NOI from discontinued
operations. The most directly comparable IFRS measure to Total NOI
is Operating Income. Management believes this is a useful measure
as it demonstrates the cash generating operating performance of all
its properties.

Section II -
Operations -
Net Operating Income

Same Asset NOI is a non-GAAP measure defined as NOI for the
properties that Allied owned and operated for the entire duration of
both the current and comparative period on a proportionate basis. The
most directly comparable IFRS measure to Same Asset NOI is Operating
Income. Management believes this is a useful measure as NOI growth
can be assessed on its portfolio excluding the impact of acquisition
and disposition activities. Allied uses Same Asset NOI to evaluate the
performance of its properties.

Section II -
Operations -
Same Asset NOI

Normalized Last Quarter
Annualized (“LQA”) NOI

Normalized LQA NOI is a non-GAAP measure defined as the normalized
NOI from continuing operations for an individual property or portfolio
for the most recently completed quarter multiplied by four on a
proportionate basis. In the calculation of this metric, non-recurring
items are excluded from LQA NOI. The most directly comparable IFRS
measure to normalized LQA NOI is Operating Income. Management
considers normalized LQA NOI relevant in analyzing the operations of
its rental properties on a property-by-property or portfolio basis.

N/A

ALLIED 2023 ANNUAL REPORTNON-GAAP MEASURE

DEFINITION

Gross Book Value (“GBV”)

GBV is a non-GAAP measure defined as the total assets of Allied on a
proportionate basis. The most directly comparable IFRS measure to
GBV is total assets. Management believes GBV is a useful measure to
assess the growth in Allied’s total portfolio of rental and development
properties.

RECONCILIATION

Section V -
Asset Profile

Unencumbered investment
properties and investment
properties held for sale

Unencumbered investment properties and investment properties held
for sale is a non-GAAP measure defined as the value of investment
properties, including investment properties held for sale, which are free
and clear of any encumbrances. This is calculated on a proportionate
share basis. Management believes unencumbered investment properties
and investment properties held for sale is a useful measure to assess
the borrowing capacity of Allied.

N/A

Cost of Properties Under
Development (“PUD”) as
a percentage of GBV

Cost of PUD as a percentage of GBV is a non-GAAP measure defined
as the book value of Allied’s properties under development, on a
proportionate basis, divided by the GBV at period-end. Management
believes this is a useful metric in assessing development risk. Allied has
a limit of 15% as outlined in its Declaration of Trust.

Section V -
Asset Profile

Adjusted Earnings Before
Interest, Taxes, Depreciation
and Amortization
(“Adjusted EBITDA”)

and

Annualized Adjusted EBITDA

Adjusted EBITDA is a non-GAAP measure calculated on a proportionate
basis comprised of earnings before interest expense, income taxes,
depreciation and amortization expense (including amortization of
improvement allowances), impairment, gains and losses on disposal
of investment properties and the fair value gains or losses associated
with investment properties and investment properties held for
sale, Exchangeable LP Units, financial instruments, and unit-based
compensation.

Section II -
Operations -
Other Financial
Performance Measures

Annualized Adjusted EBITDA is a non-GAAP measure calculated as the
Adjusted EBITDA for the current period annualized.

The most directly comparable IFRS measure to Adjusted EBITDA and
Annualized Adjusted EBITDA is net income and comprehensive income.
Management believes Adjusted EBITDA and Annualized Adjusted EBITDA
are useful metrics to determine Allied’s ability to service its debt,
finance capital expenditures and provide distributions to its Unitholders.

Net debt

Net debt is a non-GAAP measure, calculated on a proportionate basis, as
debt less cash, cash equivalents and a deposit management considers
to be cash equivalent. The most directly comparable IFRS measure to
net debt is debt. Management considers net debt a useful measure for
evaluating debt levels and interest coverage.

Section VI -
Liquidity and
Capital Resources -
Debt

Net debt as a multiple of
Annualized Adjusted EBITDA

Net debt as a multiple of Annualized Adjusted EBITDA is a non-GAAP
measure of Allied’s financial leverage and is defined as net debt divided
by Annualized Adjusted EBITDA. This measure indicates the number
of years required for Allied’s Annualized Adjusted EBITDA to repay
all outstanding debts, taking into consideration the cash on hand to
decrease debt. Management considers this metric a useful measure for
evaluating Allied’s ability to service its debt.

N/A

ALLIED 2023 ANNUAL REPORTRECONCILIATION

N/A

NON-GAAP MEASURE

DEFINITION

FFO and AFFO Payout-Ratios (2)

and

FFO and AFFO Payout-Ratios
excluding condominium
related items and the mark-
to-market adjustment on
unit-based compensation (2)

and

FFO and AFFO Payout-Ratios
excluding condominium
related items, financing
prepayment costs and
the mark-to-market
adjustment on unit-based
compensation(2)

FFO and AFFO payout-ratios, FFO and AFFO payout-ratios excluding
condominium related items and the mark-to-market adjustment on
unit-based compensation, and FFO and AFFO payout-ratios excluding
condominium related items, financing prepayment costs and the
mark-to-market adjustment on unit-based compensation are non-
GAAP measures.

These payout ratios are calculated by dividing the actual distributions
declared (excluding any special distributions declared in cash or Units)
by FFO, AFFO, FFO and AFFO excluding condominium related items and
the mark-to-market adjustment on unit-based compensation, and FFO
and AFFO excluding condominium related items, financing prepayment
costs and the mark-to-market adjustment on unit-based compensation
in a given period.

Management considers these metrics a useful way to evaluate Allied’s
distribution paying capacity.

Interest Coverage Ratio

and

Interest Coverage Ratio
including interest capitalized

Interest coverage ratio, interest coverage ratio including interest
capitalized, and interest coverage ratio including interest capitalized
and excluding financing prepayment costs are non-GAAP measures
calculated on a trailing three-month basis and twelve-month basis for
the three months ended and the year ended, respectively.

N/A

and

Interest Coverage Ratio
including interest capitalized
and excluding financing
prepayment costs

Interest coverage ratio is defined as Adjusted EBITDA divided by interest
expense excluding the distributions on Exchangeable LP Units which are
recognized as interest expense.

Interest coverage ratio including interest capitalized is defined
as Adjusted EBITDA divided by interest expense with interest
capitalized included.

Interest coverage ratio including interest capitalized and excluding
financing prepayment costs is defined as Adjusted EBITDA divided
by interest expense with interest capitalized included and financing
prepayment costs excluded. The interest expense excludes the
distributions on Exchangeable LP Units which are recognized as
interest expense.

Management considers these metrics useful as they indicate Allied’s
ability to meet its interest cost obligations.

Total Indebtedness Ratio

Total indebtedness ratio is a non-GAAP measure of Allied’s financial
leverage, which is calculated on a proportionate basis by taking debt
plus outstanding letters of credit divided by total assets. Management
considers this metric useful as it indicates Allied’s ability to meet its
debt obligations.

Section V -
Asset Profile

(1) The label and composition of this non-GAAP financial measure changed from the prior period to adjust for transaction costs incurred on the

disposition of investment properties as they are non-recurring.

(2) The composition of this non-GAAP financial measure changed from the prior period to exclude special distributions declared in cash or Units

as they are non-recurring.

ALLIED 2023 ANNUAL REPORT
FORWARD-LOOKING STATEMENTS

Certain information included in this MD&A contains forward-looking statements within the meaning of

applicable securities laws, including, among other things, statements concerning Allied’s objectives and

strategies to achieve those objectives, statements with respect to Management’s beliefs, plans, estimates

and intentions and statements concerning anticipated future events, circumstances, expectations,

results, operations or performance that are not historical facts, and the assumptions underlying any

of the foregoing . Forward-looking statements can be identified generally by the use of forward-looking

terminology, such as “indicators”, “outlook”, “forecast”, “objective”, “may”, “will”, “expect”, “intend”,

“estimate”, “anticipate”, “believe”, “assume”, “should”, “plans”, “continue” or similar expressions

suggesting future outcomes or events . In particular, certain statements in Section I - Overview, under

the headings “Business Overview and Strategy”, “Focus and Definition”, “Vision and Mission”,

“Environmental, Social and Governance” and “Business Environment and Outlook”, Section III - Leasing

under the headings “Status” and “Lease Maturity”, Section V - Asset Profile, under the headings “Rental

Properties”, and “Development Properties”, Section VI - Liquidity and Capital Resources and Section IX

- Risks and Uncertainties, constitute forward-looking information . This MD&A includes, but is not limited

to, forward-looking statements regarding: increases to Allied’s annual NOI due to development activities;

expected annualized adjusted EBITDA on the properties acquired from Choice Properties; expected

capital expenditure and allocation over 2024; expected Same Asset NOI, FFO per unit and AFFO per unit;

completion of construction and lease-up in connection with Properties Under Development (“PUDs”);

continued demand for space in our target markets; Allied’s internal forecast; the creation of future value;

estimated gross leasable area (“GLA”), NOI and growth from PUDs; estimated costs of PUDs; future economic

occupancy; return on investments, including yield on cost of PUDs; estimated rental NOI and anticipated

rental rates; lease up of our intensification projects; anticipated available square feet (“SF”) of leasable area;

targets for LEED and/or BOMA certification; our ability to generate ancillary revenue; our ability to achieve

risk-adjusted returns on intensification; our expectations regarding the timing of development of potential

incremental density; receipt of municipal approval for value-creation projects, including intensifications;

Management’s expectations regarding future distributions; and completion of future financings and

availability of capital . Such forward-looking statements reflect Management’s current beliefs and are based

on information currently available to Management .

ALLIED 2023 ANNUAL REPORTThe forward-looking statements in this MD&A are not guarantees of future results, operations or

performance and are based on estimates and assumptions that are subject to risks and uncertainties,

including those described in Section IX - Risks and Uncertainties, which could cause actual results,

operations or performance to differ materially from the forward-looking statements in this MD&A . Those

risks and uncertainties include risks associated with financing and interest rates, access to capital, general

economic conditions, lease roll-over, development and construction, user terminations and financial

stability, competition for users and cybersecurity . Material assumptions that were made in formulating the

forward-looking statements in this MD&A include the following: that our current target markets remain

stable, with no material increase in supply of directly-competitive office space; that acquisition capitalization

rates remain reasonably constant; that the trend toward intensification within our target markets continues;

and that the equity and debt markets provide us with access to capital at a reasonable cost to fund our

future growth and potentially refinance our debt as it matures . Although the forward-looking statements

contained in this MD&A are based on what Management believes are reasonable assumptions, there can be

no assurance that actual results, operations or performance will be consistent with these statements .

All forward-looking statements in this MD&A are qualified in their entirety by this forward-looking

disclaimer . Without limiting the generality of the foregoing, the discussion in Section I - Overview,

Section V - Asset Profile and Section VI - Liquidity and Capital Resources are qualified in their entirety by

this forward-looking disclaimer . These statements are made as of January 31, 2024, and, except as required

by applicable law, Allied undertakes no obligation to update publicly or revise any such statements to reflect

new information or the occurrence of future events or circumstances .

ALLIED 2023 ANNUAL REPORTSection II
—Operations

Allied’s operating platform is built on its concentration of distinctive urban workspace, focused strategy and

integrated team .

ALLIED 2023 ANNUAL REPORTNET INCOME AND COMPREHENSIVE INCOME

The following table reconciles the consolidated statements of (loss) income and comprehensive (loss)

income on an IFRS basis to a proportionate basis, which is a non-GAAP measure, for the three months and

years ended December 31, 2023, and December 31, 2022 . Refer to Non-GAAP Measures on page 16 .

There is an additional table to reconcile net (loss) income and comprehensive (loss) income from continuing

operations to net income from continuing operations excluding fair value adjustments, transaction costs,

financing prepayment costs and impairment, a non-GAAP measure, for the three months and years

ended December 31, 2023, and December 31, 2022 . Refer to Non-GAAP Measures on page 16 .

THREE MONTHS ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

Continuing operations

Rental revenue

$150,898

$1,997

$152,895

$135,924

$1,855

$137,779

Property operating costs

(69,029)

(1,094)

(70,123)

(58,639)

(745)

(59,384)

Operating income

$81,869

$903

$82,772

$77,285

$1,110

$78,395

Interest income

Interest expense

General and administrative
expenses

Condominium marketing
expenses

Amortization of other assets

Transaction costs

Net (loss) income from
joint venture

Fair value (loss) gain on
investment properties and
investment properties held
for sale

Fair value loss on
Exchangeable LP Units

Fair value (loss) gain on
derivative instruments

Net (loss) income and
comprehensive (loss)
income from continuing
operations (1)

18,749

(30,265)

(6,729)

(89)

(381)

(167)

—

18,754

9,429

(30,265)

(20,722)

(6,729)

(5,794)

(89)

(381)

(167)

(189)

(385)

—

(14,131)

14,131

—

1,809

(1,809)

9,435

(20,722)

(5,794)

(189)

(385)

—

(494,571)

(15,039)

(509,610)

(42,988)

693

(42,295)

(26,571)

(27,054)

—

(26,571)

—

(27,054)

1,733

—

1,733

$(499,340)

$—

$(499,340)

$20,178

$—

$20,178

ALLIED 2023 ANNUAL REPORTTHREE MONTHS ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

Discontinued operations
(UDC segment)

Rental revenue

Property operating costs

Operating income

Interest expense

Fair value gain on
investment properties
held for sale

Net income and
comprehensive income
from discontinued
operations

Net (loss) income and
comprehensive (loss)
income

$—

—

$—

—

$—

—

$—

—

$—

—

$—

—

$23,810

(7,251)

$16,559

(1,778)

6,433

$—

—

$—

—

$23,810

(7,251)

$16,559

(1,778)

6,433

$—

$21,214

$—

$21,214

$(499,340)

$—

$(499,340)

$41,392

$—

$41,392

(1)

Includes two investment properties held for sale as at December 31, 2022. There were no investment properties held for sale as at
December 31, 2023.

THREE MONTHS ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

Net (loss) income and comprehensive (loss) income from continuing operations

$(499,340)

Fair value loss on investment properties and investment properties held for sale

Fair value loss on Exchangeable LP Units

Fair value loss (gain) on derivative instruments

Mark-to-market adjustment on unit-based compensation

Transaction costs

Financing prepayment costs

494,571

26,571

27,054

216

167

—

$20,178

42,988

—

(1,733)

(55)

—

(564)

Net income from continuing operations excluding fair value adjustments,
transaction costs, financing prepayment costs and impairment (1)

$49,239

$60,814

(1) This excludes the Urban Data Centre segment which was classified as a discontinued operation starting in Q4 2022.

On an IFRS basis, operating income from continuing operations for the three months ended December 31,

2023, increased by $4,584 or 5 .9%, primarily due to rent commencement at The Well .

ALLIED 2023 ANNUAL REPORTOn an IFRS basis, net (loss) income and comprehensive (loss) income from continuing operations for

the three months ended December 31, 2023, decreased by $519,518 from the comparable period in 2022,

primarily due to a higher fair value loss on investment properties and investment properties held for sale

of $451,583 and higher interest expense of $9,543, partially offset by an increase in interest income of

$9,320 and operating income of $4,584 . On an IFRS basis, net income and comprehensive income from

discontinued operations for the three months ended December 31, 2023, decreased by $21,214 from the

comparable period in 2022, related to the disposition of the Urban Data Centre (“UDC”) portfolio in August

2023 .

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

Continuing operations

Rental revenue

$563,980

$8,452

$572,432

$519,468

$6,771

$526,239

Property operating costs

(246,949)

(4,420)

(251,369)

(224,260)

(3,843)

(228,103)

Operating income

$317,031

$4,032

$321,063

$295,208

$2,928

$298,136

Interest income

Interest expense

General and administrative
expenses

Condominium marketing
expenses

53,605

(107,073)

(23,577)

(538)

Amortization of other assets

(1,499)

Transaction costs

(167)

—

Net loss from joint venture

(15,622)

15,622

53,628

32,080

(107,073)

(72,802)

(23,577)

(22,593)

(538)

(1,499)

(167)

—

(602)

(1,325)

—

(3,161)

3,161

—

32,092

(72,802)

(22,593)

(602)

(1,325)

—

Fair value loss on investment
properties and investment
properties held for sale

Fair value gain on
Exchangeable LP Units

Fair value (loss) gain on
derivative instruments

Impairment of residential
inventory

Net (loss) income and
comprehensive (loss)
income from continuing
operations (1)

(772,652)

(19,677)

(792,329)

(73,750)

(6,101)

(79,851)

28,696

(8,535)

(15,376)

—

28,696

—

(8,535)

37,343

(15,376)

(15,729)

—

37,343

(15,729)

$(545,707)

$—

$(545,707)

$174,669

$—

$174,669

ALLIED 2023 ANNUAL REPORTYEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

$—

—

$—

—

$54,539

$96,669

(20,718)

(32,375)

$33,821

$64,294

(4,433)

(6,532)

(13,246)

—

108,849

142,932

$—

—

$—

—

$96,669

(32,375)

$64,294

(6,532)

—

142,932

Discontinued operations
(UDC segment)

Rental revenue

$54,539

Property operating costs

(20,718)

Operating income

$33,821

(4,433)

(13,246)

108,849

Interest expense

Transaction costs

Fair value gain on investment
properties held for sale

Net income and
comprehensive income from
discontinued operations

Net (loss) income and
comprehensive (loss)
income

$124,991

$—

$124,991

$200,694

$—

$200,694

$(420,716)

$—

$(420,716)

$375,363

$—

$375,363

(1)

Includes two investment properties held for sale as at December 31, 2022. There were no investment properties held for sale as at
December 31, 2023.

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

Net (loss) income and comprehensive (loss) income from continuing operations

$(545,707)

Fair value loss on investment properties and investment properties held for sale

Fair value gain on Exchangeable LP Units

Fair value loss (gain) on derivative instruments

Mark-to-market adjustment on unit based compensation

Transaction costs

Financing prepayment costs

Impairment of residential inventory

772,652

(28,696)

8,535

(494)

167

—

15,376

$174,669

73,750

—

(37,343)

(1,123)

—

(564)

15,729

Net income from continuing operations excluding fair value adjustments,
transaction costs, financing prepayment costs and impairment (1)

$221,833

$225,118

(1) This excludes the Urban Data Centre segment which was classified as a discontinued operation in Q4 2022.

On an IFRS basis, operating income from continuing operations for the year ended December 31, 2023,

increased by $21,823 or 7 .4%, primarily due to contributions from the development portfolio and the

annualized impact of prior year acquisitions .

ALLIED 2023 ANNUAL REPORTOn an IFRS basis, net (loss) income and comprehensive (loss) income from continuing operations for the

year ended December 31, 2023, decreased by $720,376 from the comparable period in 2022 primarily due to

a higher fair value loss on investment properties and investment properties held for sale of $698,902, higher

fair value loss on derivative instruments of $45,878 and higher interest expense of $34,271, partially offset

by an increase in operating income of $21,823 and an increase in interest income of $21,525 . On an IFRS

basis, net income and comprehensive income from discontinued operations for the year ended December

31, 2023, decreased by $75,703 from the comparable period in 2022, primarily due to fair value adjustments

of $34,083, a decrease in operating income of $30,473, and transaction costs of $13,246 related to the

disposition of the UDC portfolio in August 2023 .

NET OPERATING INCOME (“NOI”)

Allied operates in seven urban markets — Montréal, Ottawa, Toronto, Kitchener, Calgary, Edmonton and

Vancouver . For the purpose of analyzing NOI, Allied groups the cities by geographic location .

Allied’s real estate portfolio has grown through acquisitions and development activities that have positively

contributed to the operating results for the three months and year ended December 31, 2023, as compared

to the same period in the prior year .

The following table reconciles operating income to net operating income, a non-GAAP measure . Refer to

Non-GAAP Measures on page 16 .

THREE MONTHS ENDED

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2023

DECEMBER 31,
2022

Operating income, IFRS basis

Add: investment in joint venture

Operating income, proportionate basis

Amortization of improvement allowances (1)(2)

Amortization of straight-line rent (1)(2)

NOI from continuing operations

NOI from discontinued operations

$81,869

903

$82,772

7,698

(3,361)

$87,109

$—

$77,285

1,110

$78,395

8,147

(2,533)

$84,009

$16,392

Total NOI

$87,109

$100,401

$317,031

$295,208

4,032

2,928

$321,063

$298,136

31,790

(9,074)

$343,779

$33,452

$377,231

32,379

(6,739)

$323,776

$64,134

$387,910

(1)

Includes Allied’s proportionate share of the equity accounted investment of the following amounts for the three months and year
ended December 31, 2023: amortization improvement allowances of $169 and $660, respectively (December 31, 2022 - $164 and $613,
respectively), and amortization of straight-line rent of $(43) and $(190), respectively (December 31, 2022 - $(25) and $(609), respectively).
(2) Excludes the Urban Data Centre segment which was classified as a discontinued operation starting in Q4 2022. For the three months and
year ended December 31, 2023, the Urban Data Centre segment’s amortization of improvement allowances was $nil and $326, respectively
(December 31, 2022 - $132 and $536, respectively). For the three months and year ended December 31, 2023, the Urban Data Centre segment’s
amortization of straight-line rent was $nil and $(695), respectively (December 31, 2022 - $(299) and $(695), respectively).

ALLIED 2023 ANNUAL REPORTThe following tables set out the NOI by segment and space type from the rental and development properties

for the three months and years ended December 31, 2023 and 2022 .

THREE MONTHS ENDED

CHANGE

SEGMENT

DECEMBER 31, 2023

DECEMBER 31, 2022

Montréal & Ottawa

$31,223

35.8%

$29,220

Toronto & Kitchener

Calgary & Edmonton

Vancouver

42,672

4,894

8,320

49.0

40,676

5.6

9.6

5,579

8,534

29 .1%

40 .5

5 .6

8 .5

$2,003

1,996

(685)

(214)

NOI from continuing operations

$87,109

100.0%

$84,009

83 .7%

$3,100

6 .9%

4 .9

(12 .3)

(2 .5)

3 .7%

NOI from discontinued operations

$—

—%

$16,392

16 .3%

$(16,392)

(100 .0)%

Total NOI

$87,109

100.0%

$100,401

100 .0%

$(13,292)

(13 .2)%

THREE MONTHS ENDED

CHANGE

TYPE OF SPACE

DECEMBER 31, 2023

DECEMBER 31, 2022

Office

Retail

Parking

$70,944

81.4%

$69,914

69 .7%

$1,030

10,425

5,740

12.0

6.6

9,074

5,021

9 .0

5 .0

1,351

719

NOI from continuing operations

$87,109

100.0%

$84,009

83 .7%

$3,100

1 .5%

14 .9

14 .3

3 .7%

NOI from discontinued operations

$—

—%

$16,392

16 .3%

$(16,392)

(100 .0)%

Total NOI

$87,109

100.0%

$100,401

100 .0%

$(13,292)

(13 .2)%

The increase in NOI from continuing operations for the three months ended December 31, 2023, was due

to rent commencement at The Well in Toronto and Cité Multimédia in Montreal of $4,805, and increased

variable parking revenue of $719 . This was partially offset by non-renewals at The Castle, 358-360 Adelaide

W, and 99 Spadina in Toronto, and Odd Fellows and Telephone Building in Calgary of $1,778 . The decrease

in NOI from discontinued operations for the three months ended December 31, 2023, was related to the

disposition of the UDC portfolio in August 2023 .

ALLIED 2023 ANNUAL REPORT%

3 .9%

8 .7

1 .0

5 .7

5 .2%

6 .9

20 .6

6 .2%

SEGMENT

DECEMBER 31, 2023

DECEMBER 31, 2022

YEAR ENDED

CHANGE

Montréal & Ottawa

$120,640

32.0%

$116,059

29 .9%

168,070

44.6

154,644

21,823

31,250

39 .9

5 .6

8 .1

$4,581

13,426

216

1,780

Toronto & Kitchener

Calgary & Edmonton

Vancouver

NOI from continuing operations

$343,779

NOI from discontinued operations

$33,452

$323,776

83 .5%

$20,003

6 .2%

$64,134

16 .5%

$(30,682)

(47 .8)%

Total NOI

$377,231

100.0%

$387,910

100 .0%

$(10,679)

(2 .8)%

22,039

33,030

5.8

8.7

91.1%

8.9%

TYPE OF SPACE

DECEMBER 31, 2023

DECEMBER 31, 2022

YEAR ENDED

CHANGE

Office

Retail

Parking

NOI from continuing operations

$343,779

NOI from discontinued operations

$33,452

$283,884

75.3%

$269,974

69 .6%

$13,910

38,876

21,019

10.3

5.5

91.1%

8.9%

36,374

17,428

$323,776

$64,134

9 .4

4 .5

83 .5%

16 .5%

2,502

3,591

$20,003

$(30,682)

(47 .8)%

Total NOI

$377,231

100.0%

$387,910

100 .0%

$(10,679)

(2 .8)%

The increase in NOI from continuing operations for the year ended December 31, 2023, was due to rent

commencement at The Well in Toronto of $16,814, the annualized impact of prior year acquisitions in

Toronto, Montréal and Vancouver of $8,024, and increased variable parking revenue of $3,591 . This

was partially offset by non-renewals at The Castle and 99 Spadina in Toronto of $3,455, and suppressing

occupancy to facilitate upgrade activity at 1001 Boulevard Robert-Bourassa and RCA Building - 1001

Lenoir Street in Montréal of $1,976 . The decrease in NOI from discontinued operations for the year ended

December 31, 2023, was related to the disposition of the UDC portfolio in August 2023 .

ALLIED 2023 ANNUAL REPORTSAME ASSET NOI

Same Asset NOI, a non-GAAP measure in the table below, refers to those investment properties that were

owned by Allied from October 1, 2022, to December 31, 2023 . Same Asset NOI of the development portfolio

for the three months ended December 31, 2023, consists of Breithaupt Phase III, Adelaide & Duncan,

185 Spadina, KING Toronto, QRC West Phase II, King & Brant, 400 Atlantic, Boardwalk-Revillon Building,

The Lougheed Building, 342 Water Street, 3575 Saint-Laurent, 365 Railway, 422-424 Wellington W, 108 East

5th Avenue, 810 Saint Antoine, Kipling Square, and portions of The Well, 1001 Boulevard Robert-Bourassa

and RCA Building - 1001 Lenoir Street .

THREE MONTHS ENDED

CHANGE

DECEMBER 31,
2023

DECEMBER 31,
2022

Montréal & Ottawa

Toronto & Kitchener

Calgary

Vancouver

Rental Portfolio - Same Asset NOI

Development Portfolio - Same Asset NOI

Total Portfolio - Same Asset NOI

Acquisitions

Dispositions

Lease terminations

Development fees and corporate items

Total NOI

$29,450

35,859

4,249

8,266

$77,824

$6,441

$84,265

378

2,369

$87,109

$27,778

37,050

4,848

8,326

$78,002

$2,588

$80,590

189

16,814

741

2,067

6 .0%

(3 .2)

(12 .4)

(0 .7)

(0 .2)%

148 .9%

4 .6%

$1,672

(1,191)

(599)

(60)

$(178)

$3,853

$3,675

189

(16,745)

(713)

302

$100,401

$(13,292)

(13 .2)%

Same Asset NOI of the total portfolio increased by $3,675 or 4 .6% for the three months ended December

31, 2023 . Same Asset NOI of the rental portfolio decreased by $178 or 0 .2% as a result of non-renewals at

The Castle, 358-360 Adelaide W, and 99 Spadina in Toronto, and Odd Fellows and Telephone Building in

Calgary of $1,778 . This was partially offset by rent growth and rent commencement in Montréal of $891, and

increased variable parking revenue of $485 .

Same Asset NOI of the development portfolio increased by $3,853 or 148 .9%, primarily due to rent

commencement at The Well of $3,779 .

ALLIED 2023 ANNUAL REPORTSame Asset NOI, a non-GAAP measure in the table below, refers to those investment properties that

were owned by Allied from January 1, 2022, to December 31, 2023 . Same Asset NOI of the development

portfolio for the year ended December 31, 2023, consists of Breithaupt Phase III, Adelaide & Duncan,

185 Spadina, KING Toronto, QRC West Phase II, King & Brant, 400 Atlantic, Boardwalk-Revillon Building,

The Lougheed Building, 342 Water Street, 3575 Saint-Laurent, 365 Railway, 422-424 Wellington W, 810 Saint

Antoine, Kipling Square, and portions of The Well, 1001 Boulevard Robert-Bourassa, and RCA Building -

1001 Lenoir Street .

YEAR ENDED

CHANGE

Montréal & Ottawa

Toronto & Kitchener

Calgary

Vancouver

Rental Portfolio - Same Asset NOI

Development Portfolio - Same Asset NOI

DECEMBER 31,
2023

DECEMBER 31,
2022

$109,208

122,080

19,006

20,943

$271,237

$27,555

$105,153

126,543

19,016

21,700

$272,412

$12,541

Total Portfolio - Same Asset NOI

$298,792

$284,953

Acquisitions

Dispositions

Lease terminations

Development fees and corporate items

35,661

34,629

221

7,928

25,633

66,650

1,094

9,580

$4,055

(4,463)

(10)

(757)

$(1,175)

$15,014

$13,839

10,028

(32,021)

(873)

(1,652)

3 .9%

(3 .5)

(0 .1)

(3 .5)

(0 .4)%

119 .7%

4 .9%

Total NOI

$377,231

$387,910

$(10,679)

(2 .8)%

Same Asset NOI of the total portfolio increased by $13,839 or 4 .9% for the year ended December 31, 2023 .

Same Asset NOI of the rental portfolio decreased by $1,175 or 0 .4% as a result of non-renewals at The Castle

and 99 Spadina in Toronto of $3,454 and suppressing occupancy at 375 Water Street in Vancouver of $450

to facilitate repositioning of the asset . This was partially offset by rent growth and rent commencement in

Montréal of $1,898, and increased variable parking revenue of $2,528 .

Same Asset NOI of the development portfolio increased by $15,014 or 119 .7% primarily due to rent

recommencement at The Well of $17,535 . This was partially offset by suppressing occupancy to faciliate

upgrade activity at 1001 Boulevard Robert-Bourassa in Montréal and RCA Building - 1001 Lenoir Street in

Montréal of $1,786 .

ALLIED 2023 ANNUAL REPORTINTEREST EXPENSE

Interest expense for the three months and years ended December 31, 2023 and 2022, are as follows:

Interest on debt:

Mortgages payable

Construction loans payable

Promissory note payable

Unsecured revolving operating facility

Senior unsecured debentures

Unsecured term loans

Interest on lease liabilities (1)

Amortization, net discount (premium) on debt

Amortization, net financing costs

Distributions on Exchangeable LP Units (2)

Interest capitalized to qualifying investment
properties and residential inventory

Interest expense excluding financing
prepayment costs

Financing prepayment costs

Interest expense, IFRS basis

THREE MONTHS ENDED

CHANGE

DECEMBER 31,
2023

DECEMBER 31,
2022

$953

4,942

975

685

18,680

7,111

774

996

743

10,983

$46,842

$1,133

2,236

504

5,060

18,675

7,031

803

879

641

—

$36,962

$(180)

(15 .9)%

2,706

471

(4,375)

(29)

117

102

10,983

$9,880

121 .0

93 .5

(86 .5)

—

1 .1

(3 .6)

13 .3

15 .9

—

26 .7%

(16,577)

(15,676)

(901)

(5 .7)

$30,265

—

$30,265

$21,286

(564)

$20,722

$8,979

564

$9,543

42 .2%

(100 .0)

46 .1%

(1) Excludes interest on a lease liability held for sale of $nil (December 31, 2022 - $1,778).
(2) The distributions declared on Exchangeable LP Units are recognized as interest expense due to Allied’s conversion to an open-end trust on

June 12, 2023. For the three months ended December 31, 2023, the distributions on Exchangeable LP Units include a special cash distribution
of $5,668 (December 31, 2022 - $nil).

For the three months ended December 31, 2023, interest expense on an IFRS basis increased by $9,543 or

46 .1% over the comparable period primarily due to distributions on Exchangeable LP Units of $10,983 and

higher interest expense on construction loans of $2,706 which had a higher outstanding balance at higher

interest rates, partially offset by lower interest expense on the unsecured revolving operating facility of

$4,375 and higher capitalized interest of $901 . The unsecured revolving operating facility was fully repaid

with proceeds from the disposition of the UDC portfolio on August 16, 2023 .

ALLIED 2023 ANNUAL REPORTFor the three months ended December 31, 2023, capitalized interest increased over the comparable period

by $901 . This was due to the continuation of development and upgrade activities across the portfolio of

$1,957, partially offset by the impact of a lower weighted average interest rate of $1,056 .

Interest on debt:

Mortgages payable

Construction loans payable

Promissory note payable

Unsecured revolving operating facility

Senior unsecured debentures

Unsecured term loans

Interest on lease liabilities (1)

Amortization, net discount (premium) on debt

Amortization, net financing costs

Distributions on Exchangeable LP Units (2)

Interest capitalized to qualifying investment
properties and residential inventory

Interest expense excluding financing
prepayment costs

Financing prepayment costs

Interest expense, IFRS basis

YEAR ENDED

CHANGE

DECEMBER 31,
2023

DECEMBER 31,
2022

$3,528

16,675

3,967

23,841

74,710

28,007

2,322

3,976

2,865

18,068

$177,959

$4,635

$(1,107)

(23 .9)%

6,487

1,512

11,125

74,705

20,592

3,224

2,401

2,495

—

$127,176

10,188

2,455

12,716

7,415

(902)

1,575

370

18,068

$50,783

157 .1

162 .4

114 .3

—

36 .0

(28 .0)

65 .6

14 .8

—

39 .9%

(70,886)

(53,810)

(17,076)

31 .7

$107,073

—

$107,073

$73,366

(564)

$72,802

$33,707

564

$34,271

45 .9%

(100 .0)

47 .1%

(1) Excludes interest on a lease liability held for sale of $4,433 (December 31, 2022 - $6,532).
(2) The distributions declared on Exchangeable LP Units are recognized as interest expense due to Allied’s conversion to an open-end trust on

June 12, 2023. For the year ended December 31, 2023, the distributions on Exchangeable LP Units include a special cash distribution of $5,668
(December 31, 2022 - $nil).

For the year ended December 31, 2023, interest expense on an IFRS basis increased by $34,271 or 47 .1%

primarily due to distributions on Exchangeable LP Units of $18,068, higher interest expense on the

unsecured revolving operating facility and construction loans of $22,904 which had a higher outstanding

balance at higher interest rates, and the annualized impact of unsecured term loans of $7,415 . This is

partially offset by higher capitalized interest of $17,076 . The unsecured revolving operating facility was fully

repaid with proceeds from the disposition of the UDC portfolio on August 16, 2023 .

For the year ended December 31, 2023, capitalized interest increased over the comparable period by $17,076 .

This was due to the continuation of development and upgrade activities across the portfolio of $10,847 and

the remainder of $6,229 was due to a higher weighted average interest rate .

ALLIED 2023 ANNUAL REPORT

In accordance with IAS 23 - Borrowing Costs, interest may be capitalized on properties in connection

with activity required to get the assets ready for their intended use (refer to note 2 (g) in Allied’s audited

consolidated financial statements for the year ended December 31, 2023, for further details) . This would

include upgrade work as well as work completed in relation to a future development, such as obtaining

zoning approval, completing site approval plans, and engineering and architectural drawings . On

completion of upgrade and development activity, the ability to capitalize interest expense ends, partially

offsetting the financial impact of lease commencement .

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the three months and years ended December 31, 2023 and 2022,

are as follows:

Salaries and benefits

Professional and trustees fees

Office and general expenses

Capitalized to qualifying investment properties

Total general and administrative expenses,
IFRS basis

THREE MONTHS ENDED

CHANGE

DECEMBER 31,
2023

DECEMBER 31,
2022

$6,455

1,120

1,913

$9,488

(2,759)

$6,403

1,343

1,448

$9,194

(3,400)

$52

(223)

465

$294

641

0 .8%

(16 .6)

32 .1

3 .2%

18 .9

$6,729

$5,794

$935

16 .1%

For the three months ended December 31, 2023, general and administrative expenses increased by $935 or

16 .1% from the comparable period . This was primarily due to lower capitalization to qualifying investment

properties of $641 as there were no directly attributable employee costs relating to the disposition of the

UDC portfolio in the three months ended December 31, 2023 .

Salaries and benefits

Professional and trustees fees

Office and general expenses

Capitalized to qualifying investment properties

Total general and administrative expenses,
IFRS basis

YEAR ENDED

CHANGE

DECEMBER 31,
2023

DECEMBER 31,
2022

$21,197

6,749

6,897

$34,843

(11,266)

$21,119

6,051

5,549

$32,719

(10,126)

$78

698

1,348

$2,124

(1,140)

$23,577

$22,593

$984

0 .4%

11 .5

24 .3

6 .5%

(11 .3)

4 .4%

ALLIED 2023 ANNUAL REPORTFor the year ended December 31, 2023, general and administrative expenses increased by $984 or 4 .4%

from the comparable period primarily due to amortization of a prepaid naming right of $1,419, and change

in mark-to-market adjustments on unit-based compensation liabilities of $629, partially offset by higher

capitalization to qualifying investment properties of $757 for directly attributable employee costs relating to

the disposition of the UDC Portfolio .

INTEREST INCOME

Interest income for the three months and years ended December 31, 2023 and 2022, are as follows:

THREE MONTHS ENDED

CHANGE

DECEMBER 31,
2023

DECEMBER 31,
2022

Interest on loans receivable

$10,544

$8,482

$2,062

Guarantee fees

Interest on cash, cash equivalents and deposit

910

7,295

794

153

116

7,142

Interest income, IFRS basis

$18,749

$9,429

$9,320

24 .3%

14 .6

4,668 .0

98 .8%

For the three months ended December 31, 2023, interest income increased by $9,320 or 98 .8% over the

comparative period primarily due to interest income earned on cash received from the disposition of the

UDC portfolio of $7,118 and interest income earned on a higher balance of loans receivable of $2,062 .

YEAR ENDED

CHANGE

DECEMBER 31,
2023

DECEMBER 31,
2022

Interest on loans receivable

$38,362

$28,765

Guarantee fees

Interest on cash, cash equivalents and deposit

3,487

11,756

2,820

495

$9,597

667

11,261

Interest income, IFRS basis

$53,605

$32,080

$21,525

33 .4%

23 .7

2,274 .9

67 .1%

For the year ended December 31, 2023, interest income increased by $21,525 or 67 .1% from the comparable

period primarily due to interest income earned on cash received from the disposition of the UDC portfolio of

$10,958 and interest income earned on a higher balance of loans receivable of $9,597 .

ALLIED 2023 ANNUAL REPORTOTHER FINANCIAL PERFORMANCE MEASURES

Allied’s internal forecast for 2023 was low-to-mid-single-digit percentage growth in each of FFO per unit,

AFFO per unit and Same Asset NOI . The actual results for the year ended December 31, 2023, was a decline

of 2 .3% on FFO per unit, an increase of 0 .1% in AFFO per unit and a decline of 0 .4% on Same Asset NOI in

the rental portfolio .

Allied’s FFO per unit growth was lower than expected due to extended lease-up timeframes and higher

interest expense . The extended lease-up timeframes resulted in Allied’s occupancy as at December 31, 2023,

to be 86 .4% . The higher interest expense of $14,104 was due to higher draws on the unsecured credit facility

as a result of the timing of the closing of the Urban Data Centre portfolio sale and higher interest rates .

Allied’s AFFO per unit met expectations due to lower than expected regular leasing expenditures as a result

of extended lease-up timeframes, partially offset by the change in FFO per unit . Allied’s Same Asset NOI was

lower than expected due to extended lease-up timeframes as described above .

FUNDS FROM OPERATIONS (“FFO”) AND FFO EXCLUDING CONDOMINIUM RELATED ITEMS, FINANCING

PREPAYMENT COSTS, AND THE MARK-TO-MARKET ADJUSTMENT ON UNIT-BASED COMPENSATION

Allied’s calculation of FFO, a non-GAAP measure, is in compliance with REALPAC’s standardized definition

in the White Paper . FFO excluding condominium related items, financing prepayment costs, and the mark-

to-market adjustment on unit-based compensation, a non-GAAP measure, starts with the standardized

definition of FFO and removes the effects of condominium revenue, condominium cost of sales,

condominium marketing costs, financing prepayment costs, and the mark-to-market adjustment on unit-

based compensation . Refer to Non-GAAP Measures on page 16 .

Allied initiated condominium pre-sales at KING Toronto, a 50/50 joint arrangement with Westbank, in the

fourth quarter of 2018 . For the three months and year ended December 31, 2023, Allied incurred $89 and

$538, respectively, of condominium marketing costs in connection with the pre-sales activity . Marketing

costs associated with merchant development are expensed when incurred . Allied and Westbank have

initiated construction of KING Toronto .

For the three months ended December 31, 2023, FFO per unit excluding condominium related items,

financing prepayment costs, and the mark-to-market adjustment on unit-based compensation totalled

$0 .614 . This is a decrease of $0 .004 or 0 .6% over the comparable period in the prior year . The decrease was

primarily due to a decrease in operating income of $11,975 ($16,559 is related to the UDC portfolio which was

sold in August 2023), partially offset by an increase in interest income of $9,320, lower interest expense of

$1,440 (which excludes the distributions on Exchangeable LP Units) and lower general and administrative

expenses of $935 .

For the year ended December 31, 2023, FFO per unit excluding condominium related items, financing

prepayment costs, and the mark-to-market adjustment on unit-based compensation totalled $2 .380 . This is a

decrease of $0 .055 or 2 .3% over the comparable period in the prior year . The decrease was primarily due to

a decrease in operating income of $8,650 ($30,473 is related to the UDC portfolio which was sold in August

2023) and a higher interest expense of $14,104 (which excludes the distributions on Exchangeable LP Units),

partially offset by an increase in interest income of $21,525 .

ALLIED 2023 ANNUAL REPORTTo ensure sufficient cash is retained to meet capital improvement and leasing objectives, Allied strives to

maintain an appropriate FFO pay-out ratio excluding condominium related items, financing prepayment

costs, and the mark-to-market adjustment on unit-based compensation . Refer to Non-GAAP Measures

on page 16 . For the three months and year ended December 31, 2023, the FFO pay-out ratio excluding

condominium related items, financing prepayment costs, and the mark-to-market adjustment on unit-based

compensation was 73 .3% and 75 .6%, respectively .

ADJUSTED FUNDS FROM OPERATIONS (“AFFO”) EXCLUDING CONDOMINIUM RELATED ITEMS,

FINANCING PREPAYMENT COSTS, AND THE MARK-TO-MARKET ADJUSTMENT ON UNIT-BASED

COMPENSATION

Allied’s calculation of AFFO, a non-GAAP measure, is in compliance with REALPAC’s standardized definition

in the White Paper . AFFO excluding condominium related items, financing prepayment costs, and the

mark-to-market adjustment on unit-based compensation, a non-GAAP measure, starts with the standardized

definition of AFFO and removes the effects of condominium revenue, condominium cost of sales,

condominium marketing costs, financing prepayment costs, and the mark-to-market adjustment on unit-

based compensation . Refer to Non-GAAP Measures on page 16 .

For the three months ended December 31, 2023, AFFO per unit excluding condominium related items,

financing prepayment costs, and the mark-to-market adjustment on unit-based compensation totalled

$0 .562 . This represents an increase of $0 .014 or 2 .6% over the comparable period in the prior year . The

increase was primarily due to lower maintenance capital expenditures of $1,733 and lower regular leasing

expenditures of $1,290, partially offset by the changes in FFO excluding condominium related items and the

mark-to-market adjustment on unit-based compensation discussed above .

For the year ended December 31, 2023, AFFO per unit excluding condominium related items, financing

prepayment costs, and the mark-to-market adjustment on unit-based compensation totalled $2 .177 . This

represents an increase of $0 .003 or 0 .1% over the comparable period in the prior year . The increase was

primarily due to lower regular leasing expenditures by $6,769 and lower maintenance capital expenditures

of $2,915, partially offset by higher amortization of straight-line rent by $2,754, and the changes in FFO

excluding condominium related items and the mark-to-market adjustment on unit-based compensation

discussed above .

To ensure sufficient cash is retained to meet capital improvement and leasing objectives, Allied strives to

maintain an appropriate AFFO pay-out ratio excluding condominium related items, financing prepayment

costs, and the mark-to-market adjustment on unit-based compensation, which is the ratio of actual

distributions to AFFO excluding condominium related items, financing prepayment costs, and the mark-

to-market adjustment on unit-based compensation in a given period . For the three months and year ended

December 31, 2023, the AFFO pay-out ratio excluding condominium related items, financing prepayment

costs, and the mark-to-market adjustment on unit-based compensation was 80 .0% and 82 .7%, respectively .

ALLIED 2023 ANNUAL REPORTRECONCILIATION OF FFO AND AFFO

The following table reconciles Allied’s net (loss) income and comprehensive (loss) income from continuing

operations to FFO, FFO excluding condominium related items, financing prepayment costs, and the mark-

to-market adjustment on unit-based compensation, AFFO, and AFFO excluding condominium related items,

financing prepayment costs, and the mark-to-market adjustment on unit-based compensation, which are on

a non-GAAP basis, for the three months and years ended December 31, 2023, and 2022 . Refer to Non-GAAP

Measures on page 16 .

THREE MONTHS ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

CHANGE

$(499,340)

$20,178

$(519,518)

—

21,214

(21,214)

494,571

26,571

27,054

167

2,302

7,529

103

10,983

15,039

169

312

36,555

—

(1,733)

—

2,479

8,115

—

(693)

164

377

458,016

26,571

28,787

167

(177)

(586)

10,983

15,732

(65)

$85,460

$86,755

$(1,295)

—

216

$85,765

(3,318)

(1,565)

(616)

189

(564)

(55)

$86,325

(2,807)

(2,855)

(2,349)

(1,612)

(1,736)

(100)

564

271

$(560)

(511)

1,290

1,733

124

Net (loss) income and comprehensive (loss) income from
continuing operations

Net income and comprehensive income from discontinued
operations

Adjustment to fair value of investment properties and
investment properties held for sale

Adjustment to fair value of Exchangeable LP Units

Adjustment to fair value of derivative instruments

Transaction costs

Incremental leasing costs

Amortization of improvement allowances

Amortization of property, plant and equipment (1)

Distributions on Exchangeable LP Units

Adjustments relating to joint venture:

Adjustment to fair value on investment properties

Amortization of improvement allowances

Interest expense (2)

FFO

Condominium marketing costs

Financing prepayment costs

Mark-to-market adjustment on unit-based compensation

FFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

Amortization of straight-line rent

Regular leasing expenditures (3)

Regular and recoverable maintenance capital expenditures

Incremental leasing costs (related to regular leasing
expenditures)

ALLIED 2023 ANNUAL REPORTTHREE MONTHS ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

CHANGE

Adjustment relating to joint venture:

Amortization of straight-line rent

(43)

(25)

(18)

AFFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

Weighted average number of units (4)

Basic

Diluted

Per unit - basic

FFO

FFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

AFFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

Per unit - diluted

FFO

FFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

AFFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

Pay-out Ratio

FFO

FFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

AFFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

$78,611

$76,553

$2,058

139,765,128

—

$0.611

$0 .621

$(0 .010)

$0.614

$0 .618

$(0 .004)

$0.562

$0 .548

$0 .014

$0.611

$0 .621

$(0 .010)

$0.614

$0 .618

$(0 .004)

$0.562

$0 .548

$0 .014

73.6%

70 .5%

3 .1%

73.3%

70 .8%

2 .5%

80.0%

79 .9%

0 .1%

(1) Property, plant and equipment relates to owner-occupied property.
(2) This amount represents interest expense on Allied’s joint venture investment in TELUS Sky and is not capitalized under IFRS, but is allowed

as an adjustment under REALPAC’s definition of FFO.

(3) Refer to Capital Expenditures on page 44 for a description of regular leasing expenditures.
(4) The weighted average number of units includes Units and Exchangeable LP Units. The Exchangeable LP Units were re-classified from

non-controlling interests in equity to liabilities in the audited consolidated financial statements on Allied’s conversion to an open-end trust on
June 12, 2023.

ALLIED 2023 ANNUAL REPORTNet (loss) income and comprehensive (loss) income from
continuing operations

Net income and comprehensive income from discontinued
operations

Adjustment to fair value of investment properties and
investment properties held for sale

Adjustment to fair value of Exchangeable LP Units

Adjustment to fair value of derivative instruments

Impairment of residential inventory

Transaction costs

Incremental leasing costs

Amortization of improvement allowances

Amortization of property, plant and equipment (1)

Distributions on Exchangeable LP Units

Adjustments relating to joint venture:

Adjustment to fair value on investment properties

Amortization of improvement allowances

Interest expense (2)

FFO

Condominium marketing costs

Financing prepayment costs

Mark-to-market adjustment on unit-based compensation

FFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

Amortization of straight-line rent

Regular leasing expenditures (3)

Regular and recoverable maintenance capital expenditures

Incremental leasing costs (related to regular leasing
expenditures)

Adjustment relating to joint venture:

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

CHANGE

$(545,707)

$174,669

$(720,376)

124,991

200,694

(75,703)

663,803

(28,696)

8,535

15,376

13,413

9,184

31,456

405

18,068

19,677

660

1,413

(69,182)

—

(37,343)

15,729

—

9,281

32,302

224

—

6,101

613

1,389

732,985

(28,696)

45,878

(353)

13,413

(97)

(846)

181

18,068

13,576

$332,578

$334,477

$(1,899)

538

—

(494)

602

(564)

(1,123)

$332,622

$333,392

(9,579)

(7,187)

(5,011)

(6,825)

(13,956)

(7,926)

(6,430)

(6,497)

(64)

564

629

$(770)

(2,754)

6,769

2,915

419

Amortization of straight-line rent

(190)

(609)

AFFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

Weighted average number of units (4)

Basic

Diluted

$304,225

$297,579

$6,646

139,765,128

136,880,675

139,765,128

136,904,082

2,884,453

2,861,046

ALLIED 2023 ANNUAL REPORTPer unit - basic

FFO

FFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

AFFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

Per unit - diluted

FFO

FFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

AFFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

Pay-out Ratio

FFO

FFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

AFFO excluding condominium related items, financing
prepayment costs, and the mark-to-market adjustment
on unit-based compensation

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

CHANGE

$2.380

$2 .444

$(0 .064)

$2.380

$2 .436

$(0 .056)

$2.177

$2 .174

$0 .003

$2.380

$2 .443

$(0 .063)

$2.380

$2 .435

$(0 .055)

$2.177

$2 .174

$0 .003

75.6%

71 .6%

4 .0%

75.6%

71 .8%

3 .8%

82.7%

80 .4%

2 .3%

as an adjustment under REALPAC’s definition of FFO.

non-controlling interests in equity to liabilities in the audited consolidated financial statements on Allied’s conversion to an open-end trust on
June 12, 2023.

ALLIED 2023 ANNUAL REPORTCAPITAL EXPENDITURES

Our portfolio requires ongoing maintenance capital expenditures and leasing expenditures .

Regular maintenance capital expenditures are costs incurred to maintain and sustain the existing property

infrastructure, including structural repairs . Recoverable maintenance capital expenditures are typically

not structural in nature, but allow the building to operate more efficiently, such as investing in building

automation systems and HVAC systems . These improvements provide a direct benefit to users and can

be recovered over the useful life of the asset according to the lease . Both regular maintenance capital

expenditures and recoverable maintenance capital expenditures are deducted in the calculation of AFFO .

Regular leasing expenditures are leasing costs incurred to maintain the existing revenues of a property

and are deducted in the calculation of AFFO . These costs are considered operational, and typically include

improvement allowances, landlord’s work and leasing commissions required to replace or renew users at

existing rates or market rates .

Revenue-enhancing capital is invested to improve the revenue generating ability of the properties . This

includes investments to change the use of space, increase gross leasable area, or materially improve the

aesthetics or efficiency of a property . Development costs are investments to generate new revenue streams

and/or to increase the productivity of a property . These consist of pre-development costs, carrying costs,

direct construction costs, leasing costs, improvement allowances, borrowing costs, and costs of internal staff

directly attributable to the projects under development .

THREE MONTHS ENDED

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2023

DECEMBER 31,
2022

Revenue-enhancing capital and development costs

$145,546

$93,398

$434,793

$391,210

Regular and recoverable maintenance capital
expenditures

Total capital expenditures

Revenue-enhancing leasing expenditures

Regular leasing expenditures

Total improvement allowances and leasing
commissions

$616

$146,162

$21,700

$1,565

$2,349

$95,747

$26,430

$2,855

$5,011

$7,926

$439,804

$399,136

$81,108

$7,187

$69,686

$13,956

$23,265

$29,285

$88,295

$83,642

ALLIED 2023 ANNUAL REPORTEARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION (“EBITDA”)

The following table reconciles Allied’s net (loss) income and comprehensive (loss) income to Adjusted

EBITDA, a non-GAAP measure, for the three months and years ended December 31, 2023, and December 31,

2022 . Refer to Non-GAAP Measures on page 16 .

THREE MONTHS ENDED

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2023

DECEMBER 31,
2022

Net (loss) income and comprehensive (loss)
income for the period

Interest expense

Amortization of other assets

Amortization of improvement allowances

Impairment of residential inventory

Transaction costs

Fair value loss (gain) on investment properties and
investment properties held for sale (1)

Fair value loss (gain) on Exchangeable LP Units

Fair value loss (gain) on derivative instruments

Mark-to-market adjustment on unit-based
compensation

$(499,340)

30,265

381

7,698

—

167

509,610

26,571

27,054

$41,392

22,500

385

8,279

—

35,862

—

(1,733)

$(420,716)

$375,363

111,506

1,499

32,116

15,376

13,413

683,480

(28,696)

79,334

1,325

32,915

15,729

—

(63,081)

—

8,535

(37,343)

216

(55)

(494)

(1,123)

Adjusted EBITDA (2)

$102,622

$106,630

$416,019

$403,119

(1)

Includes Allied’s proportionate share of the equity accounted investment’s fair value loss on investment properties of $15,039 and $19,677,
respectively for the three months and year ended December 31, 2023, respectively (December 31, 2022 - fair value gain on investment properties
of $693 and fair value loss of $6,101, respectively).

(2) Includes the Urban Data Centre segment which was classified as a discontinued operation starting in Q4 2022.

ALLIED 2023 ANNUAL REPORTSection III
—Leasing

Allied strives to maintain high levels of occupancy and leased area . At December 31, 2023, Allied’s rental

portfolio was 87 .3% leased .

ALLIED 2023 ANNUAL REPORTSTATUS

Leasing status for the rental portfolio as at December 31, 2023, is summarized below:

GLA

AS A % OF TOTAL GLA (1)

Leased area (occupied & committed) on December 31, 2022

Vacancy committed for future leases

Occupancy - December 31, 2022

Previously committed vacant space now occupied

New leases and expansions on vacant space

New vacancies during the year

Surrender/early termination agreements

Suite additions, remeasurements and removals

12,998,230

(166,163)

12,832,067

166,163

214,932

(731,786)

(109,556)

11,483

90 .8%

89 .6%

Occupancy (pre-2023 acquisitions, dispositions and transfers)

12,383,303

86 .5%

Occupancy related to transfers from/(to) PUD

Occupancy - December 31, 2023

Vacancy committed for future leases

Leased area (occupied & committed) - December 31, 2023

542,776

12,926,079

121,756

13,047,835

(1) Excludes properties under development, investment properties held for sale, and residential GLA.

86.4%

87.3%

Of the 14,954,282 square feet total GLA in Allied’s rental portfolio, 12,926,079 square feet were occupied on

December 31, 2023 . Another 121,756 square feet were subject to contractual lease commitments with users

whose leases commence subsequent to December 31, 2023, bringing the leased area to 13,047,835 square

feet, which represents 87 .3% of Allied’s total rental portfolio GLA .

The table below outlines the timing of the contractual lease commitments by commencement of occupancy:

FIXTURING COMMENCEMENT
(OCCUPANCY)

Q1 2024

Q2 2024

Q3 2024

Q4 2024

THEREAFTER

TOTAL

Lease commitments - GLA

% of lease commitments

97,063

79 .7%

5,723

4 .7%

8,000

6 .6%

—

—%

10,970

9 .0%

121,756

100 .0%

ALLIED 2023 ANNUAL REPORTIn most instances, occupancy commences with a fixturing period prior to rent commencement . During the

fixturing period, straight-line rent revenue is recognized . Thereafter, base and additional rent are paid by

the user and recognized as rental revenue . In cases where interest and realty taxes were being capitalized

prior to occupancy (in accordance with IFRS), capitalization ends on occupancy . During occupancy, rental

revenue is recognized and interest and realty taxes are expensed .

In some instances, particularly in ground-up developments, there may be fixturing periods outside of the

term of the lease while base building work is being completed . In this case, capitalization is taking place so

revenue is not recognized .

The table below outlines the timing of the contractual lease commitments by commencement of rent

payment:

RENT COMMENCEMENT
(ECONOMIC OCCUPANCY)

Q1 2024

Q2 2024

Q3 2024

Q4 2024

THEREAFTER

TOTAL

Lease commitments - GLA

% of lease commitments

22,654

18 .6%

10,170

8 .4%

9,743

8 .0%

50,697

41 .6%

28,492

23 .4%

121,756

100 .0%

Allied monitors the level of sub-lease space being marketed in its rental portfolio, below is a summary:

Toronto

Montréal

Calgary

Vancouver

Total square feet

% of Total GLA

DECEMBER 31,
2023

SEPTEMBER 30,
2023

JUNE 30,
2023

MARCH 31,
2023

516,084

152,207

70,714

22,343

761,348

5.1%

555,850

156,937

74,924

35,681

823,392

5 .6%

530,563

216,812

70,714

16,964

835,053

5 .8%

442,813

268,399

75,536

33,193

819,941

5 .7%

ALLIED 2023 ANNUAL REPORTACTIVITY

Allied places a high value on user retention and when retention is neither possible nor desirable,

Allied strives to introduce high-quality new users to its portfolio .

Leasing activity in connection with the rental portfolio for the year ended December 31, 2023, is

summarized in the following table:

LEASABLE SF

LEASED SF BY
DECEMBER 31

% LEASED BY
DECEMBER 31

UNLEASED SF AT
DECEMBER 31

Total GLA as at December 31, 2022

Leased area as at December 31, 2022

14,317,179

12,998,230

Unleased area as at December 31, 2022

1,318,949

Area expiring on December 31, 2022, and
vacant on January 1, 2023

Vacancy related to transfers from/(to) PUD

170,554

40,132

Unleased area on January 1, 2023,
including re-measurement (1)

Maturities during the year ended
December 31, 2023 (2)

Maturities in future years

Total (3)

1,529,635

310,577

20 .3%

1,219,058

1,844,524

1,010,643

54 .8%

833,881

529,861

3,374,159

1,851,081

2,052,939

(1) The unleased area on January 1, 2023, including re-measurement, consists of Allied’s rental properties owned as at December 31, 2023.
(2) Some maturities occurred at December 31, 2023, and are included in Allied’s leased area.
(3) The information above is net of transfers to/from PUD and investment properties held for sale.

Allied endeavours to renew leases in advance of expiry . Including the early renewals in the prior year related

to the maturities in the three months and year ended December 31, 2023, Allied leased 59 .7% and 59 .9% of

the GLA, respectively, which is summarized in the following table:

THREE MONTHS ENDED DECEMBER 31, 2023

YEAR ENDED DECEMBER 31, 2023

LEASABLE
SF

LEASED SF BY
DECEMBER 31

% LEASED BY
DECEMBER 31

LEASABLE
SF

LEASED SF BY
DECEMBER 31

% LEASED BY
DECEMBER 31

Maturities during the
period (leased in prior
year) (1)

Maturities during
the period (leased in
current year)

Total

1,361

100 .0%

234,491

100 .0%

715,161

716,522

426,235

427,596

59 .6%

59.7%

1,844,524

1,010,643

2,079,015

1,245,134

54 .8%

59.9%

(1)

In the prior year, these leases were reported as maturities in future years.

ALLIED 2023 ANNUAL REPORTThe tables below summarize the rental rates achieved for leases that were renewed in the rental portfolio for

the three months and year ended December 31, 2023 .

THREE MONTHS ENDED
DECEMBER 31, 2023

YEAR ENDED
DECEMBER 31, 2023

EXPIRING
RATE

RENEWAL
RATE

SPREAD

SQUARE
FEET

EXPIRING
RATE

RENEWAL
RATE

SPREAD

SQUARE
FEET

LEASING SPREAD
ON RENEWALS

Ending-to-Starting Base Rent

Total Portfolio

$26 .13

$27 .08

3 .6%

366,603

$24 .23

$25 .87

6 .8%

1,212,880

Average-to-Average Base Rent

Total Portfolio

$25 .29

$27 .23

7 .7%

366,603

$23 .46

$26 .51

13 .0%

1,212,880

Leasing activity resulted in an increase of 6 .8% in ending-to-starting and 13 .0% in average-to-average net

rent per square foot from maturing leases upon renewal for the year ended December 31, 2023, illustrating

Allied’s ability to generate rent growth upon renewal .

LEASE RENEWAL RATE

% of total leased SF

Maturing leases - weighted average rent

Renewing leases - weighted average rent

YEAR ENDED DECEMBER 31, 2023

ABOVE IN-PLACE
RENTS

AT IN-PLACE
RENTS

BELOW IN-PLACE
RENTS

49 .2%

$23 .15

$27 .01

44 .2%

$25 .56

6 .6%

$23 .44

$19 .40

ALLIED 2023 ANNUAL REPORTThe following table outlines leasing activity in the rental portfolio for the three months and year

ended December 31, 2023:

THREE MONTHS ENDED
DECEMBER 31, 2023

YEAR ENDED DECEMBER 31, 2023

NEW LEASES RENEWALS

TOTAL

NEW LEASES RENEWALS

TOTAL

Tours

272

1,113

Net leased square feet

193,080

366,603

559,683

638,201

1,212,880

1,851,081

Number of transactions

Lease term (in years)

Net effective rent
(per square foot per year) (1)

Net annualized rent

Tenant improvements

Leasing commissions

Landlord’s work

Total leasing costs

Net effective rent

5 .0

$20 .56

(2 .64)

(1 .35)

(1 .11)

$(5 .10)

$15.46

2 .7

$27 .23

(1 .42)

(0 .62)

(1 .07)

$(3 .11)

$24.12

128

3 .5

$24 .93

(1 .84)

(0 .87)

(1 .08)

$(3 .79)

$21.14

170

4 .8

238

3 .9

408

4 .2

$20 .38

(2 .80)

(1 .51)

(1 .16)

$26 .51

$24 .40

(3 .55)

(0 .68)

(0 .36)

(3 .29)

(0 .96)

(0 .63)

$(5 .47)

$(4 .59)

$(4 .88)

$14.91

$21.92

$19.52

(1) Calculated based on a weighted average of leased square feet.

USER PROFILE

The following sets out Allied’s user-mix on the basis of percentage of rental revenue for the year

ended December 31, 2023:

CATEGORY

Business services and professional

Telecommunications and information technology

Media and entertainment

Retail

Financial services

Government

Life sciences

Parking and other

Educational and institutional

% OF RENTAL REVENUE (1)
DECEMBER 31, 2023

39 .2%

17 .2

13 .4

9 .8

6 .7

5 .8

3 .4

2 .9

1 .6

100.0%

(1) The rental revenue is on a proportionate basis, which is a non-GAAP measure. Refer to Non-GAAP Measures on page 16.

ALLIED 2023 ANNUAL REPORTThe following sets out information on the top-10 users by rental revenue for the year ended

December 31, 2023:

USER

% OF RENTAL
REVENUE (1)
DECEMBER 31, 2023

WEIGHTED AVERAGE
REMAINING LEASE
TERM (YEARS)

% OF TOTAL
RENTAL GLA

CREDIT RATING
DBRS/S&P/
MOODY’S

Ubisoft Divertissements Inc .

3 .2%

Google Canada Corporation

Shopify Inc .

Société Québecoise des Infrastructures

TMG MacManus Canada Inc .

Morgan Stanley Services Canada Corp

National Capital Commission

National Bank of Canada

Technicolor Canada Inc .

Unity Technologies Canada Company

2 .7

2 .6

1 .9

1 .7

1 .5

1 .3

1 .2

19.1%

8 .5

8 .6

10 .5

4 .4

5 .9

10 .7

2 .8

4 .4

7 .0

7.2

3 .6%

Not Rated

3 .2

1 .8

1 .9

1 .8

1 .5

1 .3

1 .0

1 .1

18.5%

-/AA+/Aa2

Not Rated

AAL/AA-/Aa2

Not Rated

AH/A-/A1

AAA/AAA/Aaa

AA/A/Aa3

*Not Rated

Not Rated

* Credit rating for parent company
(1) The rental revenue is on a proportionate basis, which is a non-GAAP measure. Refer to Non-GAAP Measures on page 16.

ALLIED 2023 ANNUAL REPORTLEASE MATURITY

As at December 31, 2023, 87 .3% of the GLA in Allied’s rental portfolio was leased and its weighted average

term to maturity was 5 .8 years . The estimated weighted average market net rental rate is based on

Management’s estimates of today’s market rental rates and is supported by independent appraisals of

certain properties . There can be no assurance that Management’s current estimates are accurate or that they

will not change with the passage of time .

The following contains information on the urban workspace leases that mature through 2028 and the

corresponding estimated weighted average market rental rate as at December 31, 2023 . Where the renewal

rate on maturity is contractually predetermined, it is reflected below as the market rental rate .

TOTAL RENTAL
PORTFOLIO

SQUARE
FEET

% OF TOTAL
GLA

WEIGHTED AVERAGE
IN-PLACE RENTAL RATE

ESTIMATED WEIGHTED
AVERAGE MARKET
RENTAL RATE

December 31, 2024

1,063,749

December 31, 2025

1,484,295

December 31, 2026

1,409,986

December 31, 2027

December 31, 2028

1,697,954

1,130,283

7 .1%

9 .9%

9 .4%

11 .4%

7 .6%

$24 .08

$23 .70

$23 .68

$22 .14

$24 .69

% OF TOTAL GLA

W/A RENTAL RATE

ESTIMATED W/A MARKET RATE

$24.54

$23.70

$24.91

$23.68

9.9%

9.4%

$25.57

$22.14

11.4%

$25.86

$24.08

7.1%

25.0%

20.0%

AA
LL
GG

aa
tt
oo
TT
ff
oo
%%

15.0%

10.0%

5.0%

0.0%

$25 .86

$24 .54

$24 .91

$25 .57

$26 .36

$26.36

$24.69

$30.00

$25.00

$20.00

$15.00

7.6%

$10.00

$5.00

$0.00

December 31, 2024

December 31, 2025

December 31, 2026

December 31, 2027

December 31, 2028

1,063,749

1,484,295

1,409,986

1,697,954

1,130,283

SQUARE FEET

ee
tt
aa
rr

aa
tt
nn
ee
rr
ee
gg
aa
rr
ee
vv
aa
dd
ee
tt
hh
gg

ee
WW

ALLIED 2023 ANNUAL REPORT

The following tables contain information on lease maturities by segment:

SQUARE
FEET

% OF
SEGMENT
GLA

WEIGHTED AVERAGE
IN-PLACE RENTAL RATE

ESTIMATED WEIGHTED
AVERAGE MARKET
RENTAL RATE

395,171

366,800

548,296

792,118

477,083

6 .0%

5 .6%

8 .4%

12 .1%

7 .3%

$16 .64

$18 .22

$17 .29

$16 .54

$18 .57

$19 .11

$19 .28

$18 .73

$21 .13

$19 .20

SQUARE
FEET

% OF
SEGMENT
GLA

WEIGHTED AVERAGE
IN-PLACE RENTAL RATE

ESTIMATED WEIGHTED
AVERAGE MARKET
RENTAL RATE

410,317

816,936

511,464

700,473

439,345

6 .7%

13 .4%

8 .4%

11 .5%

7 .2%

$28 .40

$26 .80

$27 .00

$27 .90

$32 .43

$30 .57

$29 .17

$28 .18

$31 .15

$35 .16

SQUARE
FEET

% OF
SEGMENT
GLA

WEIGHTED AVERAGE
IN-PLACE RENTAL RATE

ESTIMATED WEIGHTED
AVERAGE MARKET
RENTAL RATE

90,363

239,103

134,320

100,796

134,759

6 .8%

18 .0%

10 .1%

7 .6%

10 .2%

$16 .08

$17 .60

$15 .54

$13 .00

$11 .77

$12 .15

$12 .91

$14 .05

$11 .36

$13 .06

SQUARE
FEET

% OF
SEGMENT
GLA

WEIGHTED AVERAGE
IN-PLACE RENTAL RATE

ESTIMATED WEIGHTED
AVERAGE MARKET
RENTAL RATE

167,898

61,456

215,906

104,567

79,096

17 .2%

6 .3%

22 .1%

10 .7%

8 .1%

$35 .37

$38 .85

$37 .12

$34 .74

$40 .64

$37 .63

$39 .66

$39 .61

$35 .57

$43 .38

MONTRÉAL
& OTTAWA

December 31, 2024

December 31, 2025

December 31, 2026

December 31, 2027

December 31, 2028

TORONTO &
KITCHENER

December 31, 2024

December 31, 2025

December 31, 2026

December 31, 2027

December 31, 2028

CALGARY

December 31, 2024

December 31, 2025

December 31, 2026

December 31, 2027

December 31, 2028

VANCOUVER

December 31, 2024

December 31, 2025

December 31, 2026

December 31, 2027

December 31, 2028

ALLIED 2023 ANNUAL REPORTSection IV
—Historical Performance

The following sets out summary information and financial results for the eight most recently completed

fiscal quarters .

ALLIED 2023 ANNUAL REPORTQ4 2023 Q3 2023 Q2 2023

Q1 2023

Q4 2022 Q3 2022

Q2 2022

Q1 2022

Rental revenue (1)(2)

$150,898

$138,455

$136,137

$138,490

$135,924

$131,823

$130,780

$120,942

Property operating costs (1)(2)

(69,029)

(58,558)

(58,037)

(61,325)

(58,639)

(56,401)

(55,686)

(53,535)

Operating income (1)(2)

$81,869

$79,897

$78,100

$77,165

$77,285

$75,422

$75,094

$67,407

Net (loss) income and
comprehensive (loss) income (1)

$(499,340)

$(33,958)

$126,265

$(13,683)

$41,392

$46,743

$100,038

$187,190

per unit (basic and diluted) (1)

$(3 .57)

$(0 .24)

$0 .90

$(0 .10)

$0 .30

$0 .33

$0 .72

$1 .46

Net (loss) income attributable
to Unitholders (1)

$(499,340)

$(33,958)

$124,032

$(16,447)

$39,223

$44,573

$97,869

$187,190

per unit (basic and diluted) (1)

$(3 .57)

$(0 .24)

$0 .89

$(0 .12)

$0 .28

$0 .32

$0 .70

$1 .46

Net (loss) income from
continuing operations (1)(2)

$(499,340)

$(25,746)

$11,081

$(31,702)

$20,178

$101

$85,516

$68,874

per unit (basic and diluted) (1)(2)

$(3 .57)

$(0 .18)

$0 .08

$(0 .23)

$0 .14

$—

$0 .61

$0 .54

Net (loss) income from
continuing operations
attributable to Unitholders (1)(2)

$(499,340)

$(25,746)

$8,848

$(34,466)

$18,009

$(2,068)

$83,347

$68,874

per unit (basic and diluted) (1)(2)

$(3 .57)

$(0 .18)

$0 .06

$(0 .25)

$0 .13

$(0 .01)

$0 .60

$0 .54

Weighted average units
(diluted) (3)

139,765,128 139,765,128 139,765,128 139,765,128 139,765,128 139,765,373 139,860,134 128,279,982

Distributions (1)(4)

$62,895

$62,894

$61,134

$61,131

$61,132

$55,966

FFO (5)

$85,460

$83,719

$82,224

$81,175

$86,755

$85,332

$85,050

$77,340

FFO per unit (diluted) (5)

$0 .611

$0 .599

$0 .588

$0 .581

$0 .621

$0 .611

$0 .608

$0 .603

FFO pay-out ratio (5)

73 .6%

75 .1%

76 .5%

77 .5%

70 .5%

71 .6%

71 .9%

72 .4%

All amounts below are excluding
condominium related items,
financing prepayment costs and
the mark-to-market adjustment
on unit-based compensation (6)

FFO (5)

$85,765

$83,556

$82,216

$81,085

$86,325

$84,747

$77,573

FFO per unit (diluted) (5)

$0 .614

$0 .598

$0 .588

$0 .580

$0 .618

$0 .606

$0 .605

FFO payout-ratio (5)

73 .3%

75 .3%

76 .5%

77 .6%

70 .8%

72 .1%

AFFO (5)

$78,611

$76,174

$74,958

$74,482

$76,553

$73,508

$75,947

$71,571

AFFO per unit (diluted) (5)

$0 .562

$0 .545

$0 .536

$0 .533

$0 .548

$0 .526

$0 .543

$0 .558

AFFO payout-ratio (5)

80 .0%

82 .6%

83 .9%

84 .4%

79 .9%

83 .2%

80 .5%

78 .2%

ALLIED 2023 ANNUAL REPORTNAV per unit (7)

$45 .60

$49 .83

$50 .80

$50 .41

$50 .96

$51 .10

$51 .20

$50 .92

Q4 2023 Q3 2023 Q2 2023

Q1 2023

Q4 2022 Q3 2022

Q2 2022

Q1 2022

Net debt as a multiple of
annualized adjusted EBITDA (5)(8)

8 .2x

7 .9x

10 .5x

9 .8x

9 .6x

10 .2x

Total indebtedness ratio (5)

34 .7%

34 .2%

36 .9%

36 .5%

35 .6%

34 .3%

33 .9%

33 .3%

Total rental GLA

14,954

14,759

14,479

14,423

14,317

14,968

14,812

15,417

Leased rental GLA

13,048

12,934

12,690

12,809

12,998

13,582

13,468

13,775

Leased area %

87 .3%

87 .6%

88 .8%

90 .8%

90 .7%

90 .9%

89 .3%

(1) This measure is presented on an IFRS basis.
(2) Excludes the results of the UDC segment which was classified as a discontinued operation in Q4 2022. The prior period comparative figures

have been revised accordingly.

(3) This includes the weighted average number of Units and Exchangeable LP Units.
(4) Starting Q2 2022, this includes distributions on Units and Exchangeable LP Units. The distributions in Q4 2023 exclude the special cash
distributions declared of $61,419 on Units and $5,668 on Exchangeable LP Units, and the special Unit distribution declared of $639,780.

(5) This is a non-GAAP measure, refer to page 16. These non-GAAP measures include the results of the continuing operations and the discontinued

operations.

(6) In the fourth quarter of 2022, Allied incurred ($564) of financing prepayment costs for an accelerated amortization of deferred premium in

connection with the favourable refinancing of a mortgage.

(7) Prior to Allied’s conversion to an open-end trust, net asset value per unit (“NAV per unit”) was calculated as total equity as at the

corresponding period ended, divided by the actual number of Units and Exchangeable LP Units outstanding at period end. On Allied’s
conversion to an open-end trust on June 12, 2023, NAV per unit was calculated as total equity plus the value of Exchangeable LP Units as at
the corresponding period ended, divided by the actual number of Units and Exchangeable LP Units. The rationale for including the value of
Exchangeable LP Units is because they are economically equivalent to Units, receive distributions equal to the distributions paid on the Units
and are exchangeable, at the holder’s option, for Units.

(8) Net debt as a multiple of annualized adjusted EBITDA for Q1 2022 including the expected annualized EBITDA from the six properties acquired

from Choice Properties on March 31, 2022, is 9.4x.

Allied’s quarterly results for the past eight quarters are impacted by occupancy, the economic productivity

of the portfolio, acquisitions, dispositions, the magnitude and timing of development expenditures and

project completions, interest rate fluctuations and changes in the fair values of investment properties and

investment properties held for sale .

ALLIED 2023 ANNUAL REPORTSection V
—Asset Profile

Allied is an owner-operator of distinctive urban workspace in seven major cities across Canada . Its urban

portfolios are concentrated in mixed-use, amenity-rich neighbourhoods .

ALLIED 2023 ANNUAL REPORTThe following table reconciles the consolidated balance sheets on an IFRS basis to a proportionate basis,

a non-GAAP measure, as at December 31, 2023, and December 31, 2022 . Refer to Non-GAAP Measures on

page 16 .

DECEMBER 31, 2023

DECEMBER 31, 2022

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

Assets

Non-current assets

Investment properties

$9,387,032

$102,200

$9,489,232

$9,669,005

$120,630

$9,789,635

Residential inventory

209,783

—

209,783

187,272

—

187,272

Investment in joint venture

8,866

(8,866)

—

7,089

(7,089)

Loans and notes receivable

321,371

—

321,371

174,019

—

Other assets

48,528

1,382

49,910

56,221

1,372

—

174,019

57,593

9,975,580

94,716

10,070,296

10,093,606

114,913

10,208,519

Current assets

Cash and cash equivalents

211,069

1,054

212,123

20,990

1,273

22,263

Loan receivable from joint
venture

93,291

(93,291)

—

113,287

(113,287)

Loans and notes receivable

188,382

Accounts receivable, prepaid
expenses and deposits

140,963

Investment properties held
for sale

—

851

—

188,382

258,093

141,814

65,544

—

1,354,830

—

613

—

258,093

66,157

1,354,830

Total assets

$10,609,285

$3,330

$10,612,615

$11,906,350

$3,512

$11,909,862

633,705

(91,386)

542,319

1,812,744

(111,401)

1,701,343

Liabilities

Non-current liabilities

Debt

$3,510,366

$—

$3,510,366

$3,864,256

$—

$3,864,256

Lease liabilities

Other liabilities

50,639

48,784

3,609,789

—

50,639

48,784

50,851

43,438

3,609,789

3,958,545

—

50,851

43,438

3,958,545

ALLIED 2023 ANNUAL REPORTDECEMBER 31, 2023

DECEMBER 31, 2022

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

IFRS
BASIS

INVESTMENT
IN JOINT
VENTURE

PROPORTIONATE
BASIS

Current liabilities

Exchangeable LP Units

238,309

Debt

149,245

—

238,309

—

149,245

346,929

—

Accounts payable and other
liabilities

476,863

3,330

480,193

370,823

3,512

Lease liability held for sale

—

107,215

—

864,417

3,330

867,747

824,967

3,512

—

346,929

374,335

107,215

828,479

Total liabilities

$4,474,206

$3,330

$4,477,536

$4,783,512

$3,512

$4,787,024

Equity

Unitholders’ equity

$6,135,079

Non-controlling interests

—

Total equity

$6,135,079

$—

—

$—

$6,135,079

$6,581,166

—

541,672

$6,135,079

$7,122,838

$—

—

$—

$6,581,166

541,672

$7,122,838

Total liabilities and equity

$10,609,285

$3,330

$10,612,615

$11,906,350

$3,512

$11,909,862

As at December 31, 2023, Allied’s portfolio of 213 investment properties consists of 201 rental properties

(five of which are partially under development), and 12 development properties . Allied’s portfolio of

investment properties has a fair value of $9,489,232, including one equity accounted investment in a

joint venture .

ALLIED 2023 ANNUAL REPORTChanges to the carrying amounts of investment properties and investment properties held for sale on a

proportionate basis, a non-GAAP measure, are summarized in the following table . Refer to Non-GAAP

Measures on page 16 .

THREE MONTHS ENDED
DECEMBER 31, 2023

YEAR ENDED
DECEMBER 31, 2023

RENTAL
PROPERTIES

PROPERTIES
UNDER
DEVELOPMENT

TOTAL

RENTAL
PROPERTIES

PROPERTIES
UNDER
DEVELOPMENT

TOTAL

Balance, beginning of period

$8,618,544

$1,235,460

$9,854,004

$9,615,025

$1,529,440

$11,144,465

Additions:

Improvement allowances (1)

Leasing commissions (1)

Capital expenditures (1)

19,352

5,485

82,887

(1,568)

(4)

17,784

5,481

62,197

16,350

9,421

327

71,618

16,677

63,275

146,162

211,749

228,055

439,804

Dispositions

(20,000)

—

(20,000)

(1,477,000)

—

(1,477,000)

Transfers from PUD

209,400

(209,400)

(1,170)

(252)

1,170

—

688,540

(688,540)

(89,320)

89,320

—

(252)

(505)

—

(505)

Transfers to PUD

Transfers to other assets

Amortization of straight-
line rent and improvement
allowances (1)

Fair value (loss) gain on
investment properties and
investment properties held
for sale (1)

(4,027)

(310)

(4,337)

(25,486)

3,139

(22,347)

(439,147)

(70,463)

(509,610)

(530,478)

(153,002)

(683,480)

Balance, end of period

$8,471,072

$1,018,160

$9,489,232

$8,471,072

$1,018,160

$9,489,232

(1)

Includes Allied’s proportionate share of the equity accounted investment of the following amounts for the three months and year
ended December 31, 2023: improvement allowances of $205 and $773, respectively; leasing commissions of $3 and $97, respectively; capital
expenditures of $337 and $847, respectively; amortization of straight-line rent and improvement allowances of $(126) and $(470), respectively;
and a fair value loss on investment properties of $15,039 and $19,677, respectively.

As at December 31, 2023, Allied did not have any investment properties held for sale . There were five

investment properties held for sale as at December 31, 2022, totaling $1,354,830, four located in Toronto and

one located in Montréal . The decrease of $1,354,830 for the year ended December 31, 2023, is due to the

disposition of investment properties held for sale .

For the three months ended December 31, 2023, Allied recognized a fair value loss on investment properties

and investment properties held for sale of $509,610 on a proportionate basis . This was primarily in the

rental portfolio due to the expansion of capitalization rates to reflect the current macroeconomic conditions

and the extended lease-up timeframes .

ALLIED 2023 ANNUAL REPORTFor the year ended December 31, 2023, Allied recognized a fair value loss on investment properties and

investment properties held for sale of $683,480 on a proportionate basis . This was primarily in the rental

portfolio due to the expansion of capitalization rates to reflect the current macroeconomic conditions and

extended lease-up timeframes, and higher costs of projects in the development portfolio, partially offset by a

fair value gain on the UDC portfolio .

For the three months ended December 31, 2023, Allied capitalized $16,890 of borrowing costs to its

capital expenditures on a proportionate basis, $11,209 of which related to development activity and

$3,428 to upgrade activity in the rental portfolio . Allied capitalized $2,253 of borrowing costs to qualifying

residential inventory .

For the year ended December 31, 2023, Allied capitalized $72,300 of borrowing costs to its capital

expenditures on a proportionate basis, $52,537 of which related to development activity and $10,548

to upgrade activity in the rental portfolio . Allied capitalized $9,215 of borrowing costs to qualifying

residential inventory .

The appraised fair value of investment properties and investment properties held for sale is most commonly

determined using the following methodologies:

Discounted cash flow method (“DCF method”) - Under this approach, discount rates are applied to the

projected annual operating cash flows, generally over a ten-year period, including a terminal value of the

properties based on a capitalization rate applied to the estimated net operating income (“NOI”), a non-GAAP

measure, in the terminal year . This method is primarily used to value the rental portfolio, and, in some

cases, investment properties held for sale .

Comparable sales method - This approach compares a subject property’s characteristics with those of

comparable properties which have recently sold . The process uses one of several techniques to adjust

the price of the comparable transactions according to the presence, absence, or degree of characteristics

which influence value . These characteristics include the cost of construction incurred at a property under

development . This method is primarily used to value the development portfolio and ancillary parking

facilities and, in some cases, investment properties held for sale .

Direct capitalization method - Under this approach, capitalization rates are applied to the estimated stabilized

NOI of the properties . Estimated stabilized NOI is based on projected rental revenue and property operating

costs, and external evidence such as current market rents for similar properties, and is further adjusted for

estimated vacancy loss and capital reserves . Currently, this method is used only to value residential use .

ALLIED 2023 ANNUAL REPORTAllied determines the fair value of its investment property portfolio every quarter and at year-end with

the support of a third-party appraiser . The fair value of each investment property is determined based on

various factors, including rental income from current leases, assumptions about rental income and cash

outflows related to future leases reflecting market conditions, and recent market transactions .

Allied’s valuation of its investment properties considers both asset-specific and market-specific factors,

as well as observable transactions for similar assets . The determination of fair value requires the use of

estimates, which are determined with the support of a third-party appraiser and compared with market

data, third-party reports, and research, as well as observable market conditions .

In valuing the investment properties as at December 31, 2023, the value derived using the DCF method was

compared to the value that would have been calculated by applying a capitalization rate to stabilized NOI .

This is done to assess the reasonability of the value obtained under the DCF method . The resulting portfolio

weighted average capitalization rate was 4 .83%, detailed in the table below:

DECEMBER 31, 2023

DECEMBER 31, 2022

OVERALL
CAPITALIZATION
RATE

RANGE %

WEIGHTED
AVERAGE %

FAIR
VALUE $ (1)

RANGE %

WEIGHTED
AVERAGE %

FAIR
VALUE $ (1)

Montréal & Ottawa

4.50% - 7.00%

5.08%

$2,550,767

4 .50% - 7 .00%

4 .98%

$2,490,473

Toronto & Kitchener

4.00% - 6.00%

4.66%

4,663,539

4 .00% - 5 .75%

4 .39%

4,396,581

Calgary

Vancouver

6.75% - 7.75%

7.19%

246,946

5 .75% - 7 .50%

6 .58%

286,467

4.00% - 4.50%

4.18%

906,880

4 .00% - 4 .25%

4 .03%

967,050

Rental Properties

4.00% - 7.75%

4.81%

$8,368,132

4 .00% - 7 .50%

4 .62%

$8,140,571

Residential Properties

4.00% - 4.50%

4.38%

102,940

3 .75% - 5 .00%

4 .61%

119,624

Properties Under Development

4.25% - 7.50%

5.12%

1,018,160

4 .00% - 7 .25%

4 .66%

1,529,440

Investment Properties

4.00% - 7.75%

4.83%

$9,489,232

3 .75% - 7 .50%

4 .62%

$9,789,635

Investment Properties
Held for Sale

N/A

$—

4 .50% - 5 .25%

4 .80%

$1,354,830

$9,489,232

$11,144,465

(1) Presented on a proportionate basis, which is a non-GAAP measure. Refer to Non-GAAP Measures on page 16.

ALLIED 2023 ANNUAL REPORTRENTAL PROPERTIES

Allied’s rental portfolio was built by consolidating the ownership of urban office properties . Scale within

each city of focus proved to be important as Allied grew . It enabled Allied to provide users with greater

expansion flexibility, more parking and better human and digital connectivity than its direct competitors .

Scale across the country also proved to be important . It enabled Allied to serve national and global users

better, to expand its growth opportunities and to achieve meaningful geographic diversification .

URBAN WORKSPACE

Allied has evolved into a leading owner-operator of urban workspace in Canada’s major cities . It owns

201 rental properties in six Canadian cities (five of these rental properties are partially under development)

as at December 31, 2023 .

ACQUISITIONS AND DISPOSITIONS

During the year ended December 31, 2023, Allied did not acquire any investment properties .

On August 16, 2023, Allied closed on the disposition of the UDC portfolio to KDDI Canada Inc ., a wholly

owned subsidiary of KDDI Corporation (“KDDI”) for total gross cash proceeds of $1,350,000, which

represented the fair value of these investment properties at the time of disposition net of the lease liability

at 250 Front Street W . Therefore, there was no gain or loss recorded on closing . The UDC portfolio includes

151 Front Street W, 905 King Street W and 250 Front Street W and the lease liability at 250 Front Street W .

On December 15, 2023, Allied closed on the disposition of one investment property held for sale, 8 Place

du Commerce in Montréal, at a selling price of $20,000, which represented the fair value of the investment

property at the time of disposition, accordingly there was no gain or loss recorded on closing . In addition,

Allied incurred net working capital adjustments of $152 and selling costs of $167, resulting in total net cash

consideration of $19,681 .

RENTAL PROPERTIES UNDERGOING INTENSIFICATION APPROVAL

One way Allied creates value is by intensifying the use of underutilized land . The land beneath the buildings

in Toronto is significantly underutilized in relation to the existing zoning potential . This is also true of some

of Allied’s buildings in Kitchener, Montréal, Calgary, and Vancouver . These opportunities are becoming more

compelling as the urban areas of Canada’s major cities intensify . Since Allied has captured the unutilized

land value at a low cost, it can achieve attractive risk-adjusted returns on intensification .

ALLIED 2023 ANNUAL REPORTAllied began tracking the intensification potential inherent in the Toronto portfolio in the fourth quarter of

2007 . At the time, the 46 properties in Toronto comprised 2 .4 million square feet of GLA and were situated

on 780,000 square feet (17 .8 acres) of underutilized land immediately east and west of the Downtown Core .

The 112 properties in Toronto now comprise 5 .4 million square feet of current rental portfolio GLA and

are situated on 40 .0 acres of underutilized land immediately east and west of the Downtown Core . With

achievable rezoning, the underlying land in our Toronto portfolio could permit up to 12 .0 million square feet

of GLA, 6 .6 million square feet more than currently is in place .

Allied entered the Montréal market in April of 2005 . The 34 properties in Montréal now comprise

6 .3 million square feet of current rental portfolio GLA . As they are much larger buildings on average

than those comprising the Toronto portfolio, the 46 .1 acres of land on which they sit (immediately south,

east and northeast of the Downtown Core) are more fully utilized than the land in the Toronto portfolio .

Nevertheless, the underlying land in the Montréal portfolio could permit up to 9 .4 million square feet of

GLA, 3 .1 million square feet more than currently is in place .

There is similar potential inherent in the rest of Allied’s portfolio, which is quantified in the chart below .

Across Canada on a portfolio-wide basis, there is 2 .3 million square feet that is currently in PUD and

10 .0 million square feet that is potential incremental density which totals 12 .3 million square feet as at

December 31, 2023 . Of the 10 .0 million square feet of potential incremental density, 4 .8 million square

feet is reflected in the appraised fair values, mainly at properties where zoning approvals are in place .

The remaining 5 .2 million square feet is not reflected in the appraised fair values .

POTENTIAL INCREMENTAL DENSITY (IN SQUARE FEET) - GEOGRAPHIC BREAKDOWN

CITY

Toronto (1)

Kitchener

Montréal (2)

Ottawa

Calgary

Edmonton

Vancouver

Total

CURRENT GLA

CURRENT PUD
(ESTIMATED ON
COMPLETION)

POTENTIAL
INCREMENTAL
DENSITY

TOTAL POTENTIAL
GLA

5,392,443

709,088

6,317,019

231,270

1,327,159

—

977,303

538,585

—

1,209,805

—

48,502

297,851

183,640

6,079,112

332,616

1,841,945

—

1,434,755

—

312,923

12,010,140

1,041,704

9,368,769

231,270

2,810,416

297,851

1,473,866

14,954,282

2,278,383

10,001,351

27,234,016

(1) The GLA estimated on completion for properties under development in Toronto excludes 636,028 square feet of GLA at The Well and 76,734

square feet of Adelaide & Duncan, which has been transferred to the rental portfolio.

(2) The GLA estimated on completion for properties under development in Montréal excludes 100,208 square feet of GLA at 700 Saint Hubert,

which has been transferred to the rental portfolio.

ALLIED 2023 ANNUAL REPORTThe timing of development for the 10 .0 million square feet of potential incremental density is impossible to

predict with precision, however the chart below provides a reasonable estimate of when the potential could

begin to be realized . One factor is our self-imposed limitation on development activity . The focus will be on

the Toronto portfolio .

Toronto & Kitchener

Calgary & Edmonton

Montréal & Ottawa

Vancouver

Development Potential

352

4,129

270

1,490

1,435

30,000

25,000

20,000

15,000

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(0-5 Years)

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(5-10 Years)

Long Term
(10+ Years)

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5,000

4,000

3,000

2,000

1,000

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ALLIED 2023 ANNUAL REPORT

Allied has initiated the intensification approval process for seven properties in Toronto and three properties

in Montréal, all of which are owned in their entirety by Allied . These properties are identified in the

following table:

PROPERTY NAME

REZONING
APPROVAL STATUS

USE

CURRENT
GLA

ESTIMATED GLA
ON COMPLETION

ESTIMATED
COMPLETION

The Castle (1)

King & Peter (2)

King & Spadina (3)

King & Brant (4)

Union Centre

In progress

Office, limited retail

180,281

440,000

Unscheduled

Completed

Office, limited retail

86,230

790,000

Unscheduled

In progress

Office, limited retail

77,550

430,000

Unscheduled

Completed Office, residential, retail

22,275

240,000

Unscheduled

Completed

Office, limited retail

41,787

1,330,000

Unscheduled

Bathurst Street Assembly (5)

In progress Office, residential, retail

36,919

318,000

Unscheduled

Adelaide & Spadina (6)

Le Nordelec - Lot A (7)

Le Nordelec - Lot B (8)

Le Nordelec - Lot E (9)

Total

Completed

In progress

Office, retail

11,015

230,000

Unscheduled

Office

—

230,000

Unscheduled

In progress

Office, residential

32,893

744,000

Unscheduled

Completed

Office

7,550

135,000

Unscheduled

496,500

4,887,000

(1) The Castle is comprised of 41-53 Fraser, 8 Pardee Avenue and 135 Liberty Street.
(2) King & Peter is comprised of 82 Peter and 388 King W.
(3) King & Spadina is comprised of 460 King W, 468 King W, the surface parking lot at 464 King W, and the surface parking lot at 78 Spadina.
(4) King & Brant is comprised of 540 King W, 544 King W and the surface parking lot at 7-9 Morrison.
(5) Bathurst Street Assembly is comprised of 141 Bathurst, 579 Richmond, the surface parking lot at 555 Richmond and the associated ancillary

residential properties at Bathurst and Richmond.

(6) Adelaide & Spadina is comprised of 383 Adelaide W and 387 Adelaide W.
(7) Le Nordelec - Lot A is comprised of 1900 Saint Patrick, a component of the 1751 Richardson & 1700 Saint-Patrick property.
(8) Le Nordelec - Lot B is compromised of 1655 Richardson and the adjacent surface parking lot.
(9) Le Nordelec - Lot E is comprised of 1301-1303 Montmorency.

Estimated GLA is based on applicable standards of area measurement and the expected or actual outcome

of rezoning . These properties are currently generating NOI and will continue to do so until Allied initiates

construction . With respect to the ultimate intensification of these properties, a significant amount of pre-

leasing will be required on the larger projects before construction commences . Allied intends to align all

new developments and redevelopments with its Net Zero Carbon Plan .

ALLIED 2023 ANNUAL REPORTDEVELOPMENT PROPERTIES

Development is another way to create value and a particularly effective one for Allied, given the strategic

positioning of its portfolio in the urban areas of Canada’s major cities . Urban intensification is the single

most important trend in relation to Allied’s business . Not only does it anchor Allied’s investment and

operating focus, it provides the context within which Allied creates value for its Unitholders .

The completion of projects currently under development is an important component of Allied’s growth . The

expectation is largely contingent upon completing the development projects in the manner contemplated .

The most important factor affecting completion will be successful lease-up of space in the development

portfolio . The material assumption is that there continues to be demand for leasing office space . Allied

will not commence material development of its urban office portfolio unless it has significant pre-leased

commitments to mitigate risk . Pursuant to Allied’s Declaration of Trust, the cost of Properties Under

Development cannot exceed 15% of GBV . At December 31, 2023, the cost of Allied’s Properties Under

Development was 11 .6% of GBV (December 31, 2022 - 12 .6%) . This self-imposed limitation is intended to align

the magnitude of Allied’s development activity with the overall size of the business .

Properties Under Development consist of properties purchased with the intention of being developed or

redeveloped before being operated and properties transferred from the rental portfolio once activities

changing the condition or state of the property, such as the de-leasing process, commence .

Allied has the following 12 Properties Under Development and five rental properties partially under

development . Eight of the projects are ground-up developments and nine are redevelopments .

ALLIED 2023 ANNUAL REPORTGROUND-UP DEVELOPMENTS

Ground-up development involves construction of significant amounts of new leasable area .

PROPERTY NAME

USE

ESTIMATED GLA ON
COMPLETION (SF)

% OF OFFICE DEVELOPMENT
PRE-LEASED

The Well, Toronto (1)(2)(3)

Office, retail

Adelaide & Duncan, Toronto (1)(3)(4)

Office, retail, residential

QRC West Phase II, Toronto (5)

KING Toronto, Toronto (1)(6)

108 East 5th Avenue, Vancouver (1)

700 Saint Hubert, Montréal (3)(7)

365 Railway, Vancouver

Office, retail

Office

Office, retail

Office

763,000

230,000

93,134

100,000

102,000

144,114

60,000

810 Saint Antoine, Montréal (8)

Retail, residential

380,000

Total

1,872,248

98%

100

—

N/A

81%

(1) These properties are co-owned, reflected in the table above at Allied’s ownership interest.
(2) Each of Allied and RioCan own an undivided 50% interest in The Well. The GLA components (in square feet) at Allied’s 50% share will be as
follows: approximately 584,000 of office, 160,000 of retail, 19,000 of storage and the residential air rights. The residential air rights and
associated underground parking and transfer floor slab developments (“The Well Air Rights”) were sold by the co-ownership in phases since
Q4 2020, and the last phase closed in January 2022.

(3) A portion of the property been transferred to the rental portfolio. The information in the table includes both the rental and development

portions.

(4) The GLA components (in square feet) at our 50% share are as follows: 144,000 of residential, 77,000 of office and 9,000 of retail.
(5) The GLA components (in square feet) are as follows: 77,434 of office and 15,700 of retail.
(6) Allied entered into a joint arrangement with Westbank to develop KING Toronto. As part of the arrangement, Allied sold a 50% undivided

interest to Westbank. KING Toronto is comprised of the following properties: 489 King W, 495 King W, 499 King W, 511-529 King W, 533 King W,
and 539 King W. The GLA components (in square feet) at our 50% share will be as follows: 60,000 of retail and 40,000 of office.

(7) The GLA components (in square feet) are as follows: 143,314 of office and 800 of retail.
(8) The GLA components (in square feet) are as follows: 350,000 of residential and 30,000 of retail.

ALLIED 2023 ANNUAL REPORTREDEVELOPMENTS

Redevelopment involves transformation of existing leasable area to enhance revenue-producing capability .

PROPERTY NAME

400 Atlantic, Montréal (1)

Boardwalk-Revillon Building, Edmonton (2)

185 Spadina, Toronto

342 Water, Vancouver (3)

1001 Boulevard Robert-Bourassa, Montréal (4)(5)

RCA Building, Montréal (5)

422-424 Wellington W, Toronto

3575 Saint Laurent, Montréal (6)

Kipling Square, Calgary (7)

Total

USE

ESTIMATED GLA (SF)

Office, retail

Office

Office, retail

Office

Retail

Office, retail

Office

87,473

297,851

55,213

21,640

298,342

215,305

10,000

184,779

48,502

1,219,105

(1) The GLA components (in square feet) are as follows: 87,181 of office and 292 of retail.
(2) The GLA components (in square feet) are as follows: 233,559 of office and 64,292 of retail.
(3) The GLA components (in square feet) are as follows: 15,385 of office and 6,255 of retail.
(4) The GLA components (in square feet) are as follows: 275,699 of office and 22,643 of retail.
(5) A portion of the property is under development. The GLA represents the portion under development.
(6) The GLA components (in square feet) are as follows: 169,166 of office and 15,613 of retail.
(7) Conversion from office to retail planning is underway to optimize the use of this property.

ALLIED 2023 ANNUAL REPORTThe following table sets out Allied’s Properties Under Development as at December 31, 2023, as well

as Management’s estimates with respect to the financial outcome on completion . Estimated NOI from

development completion is based on stabilized occupancy and, in the first year, its impact is moderated by

the discontinuation of capitalized costs .

PROPERTY NAME

TRANSFER TO
RENTAL PORTFOLIO

ESTIMATED
ANNUAL NOI

ESTIMATED
TOTAL COST

ESTIMATED YIELD
ON COST

ESTIMATED COST
TO COMPLETE

The Well, Toronto (1)(2)

Q3 2022 to Q2 2024

$37,500 - 43,250

$805,000

4 .7% - 5 .4%

$21,012

700 Saint Hubert, Montréal

Q3 2023 to Q2 2024

4,650 - 5,500

138,664

3 .4% - 4 .0%

Adelaide & Duncan, Toronto (1)(3)

Q4 2023 to Q4 2024

10,500 - 11,500

240,007

4 .4% - 4 .8%

QRC West, Phase II, Toronto

Q2 2024

4,660 - 4,770

94,700

4 .9% - 5 .0%

108 East 5th Avenue, Vancouver (1)

Q1 2025

4,350 - 4,600

108,884

4 .0% - 4 .2%

KING Toronto, Toronto (1)(4)

Q4 2025

5,000 - 6,000

128,505

3 .9% - 4 .9%

810 Saint Antoine, Montréal

365 Railway, Vancouver

TBD

3,695

45,255

4,415

39,284

38,344

TBD

Redevelopments

Q2 2024 to Q1 2025

24,415 - 27,290

576,717

4 .2% - 4 .7%

71,568

Total

$91,075 - 102,910+

(1) These properties are co-owned, reflected in the table above at Allied’s ownership percentage.
(2) The estimated costs are net of the actual gross proceeds from the sale of the The Well Air Rights of $111,758 (at Allied’s share). The transfer of

The Well to the rental portfolio is occurring in phases.

(3) The project is anticipated to be completed in two phases. The residential phase is scheduled for completion in Q4 2024.
(4) Allied entered into a joint arrangement with Westbank to develop KING Toronto. As part of the arrangement, Allied sold a 50% undivided

interest to Westbank. KING Toronto is comprised of the following properties: 489 King W, 495 King W, 499 King W, 511-529 King W, 533 King W,
and 539 King W. The estimated gross proceeds from the sale of the residential inventory is in the range of $290,000 - $295,000. The estimated
total cost includes the commercial and residential components and is net of the estimated gross proceeds from the sale of the residential
inventory of $290,000.

ALLIED 2023 ANNUAL REPORTThe initial cost of Properties Under Development includes the acquisition cost of the property, direct

development costs, operating costs, realty taxes and borrowing costs directly attributable to the

development . Borrowing costs, operating costs and realty taxes associated with direct expenditures on

Properties Under Development are capitalized . The amount of capitalized borrowing costs is determined

first by reference to borrowings specific to the project, where relevant, and otherwise by applying a

weighted average cost of borrowings to eligible expenditures after adjusting for borrowings associated with

other specific developments .

Transfer to the rental portfolio occurs when the property is capable of operating in the manner intended by

Management . Generally this occurs upon completion of construction and receipt of all necessary occupancy

and other permits . In some instances, particularly in ground-up developments like The Well, base building

work is underway during the fixturing period . In this case, transfer to the rental portfolio occurs when

the base building work is complete . Estimated annual NOI is based on 100% economic occupancy . The

most important factor affecting estimated annual NOI is the successful lease-up of vacant space in the

development properties at current levels of net rent per square foot . The material assumption is that the

office leasing market in the relevant markets remains stable . Estimated total cost includes acquisition cost,

estimated total construction, financing costs and realty taxes . The material assumption made in formulating

the estimated total cost is that construction and financing costs remain stable for the remainder of the

development period . Estimated yield on cost is the estimated annual NOI as a percentage of the estimated

total cost . Estimated cost to complete is the difference between the estimated total cost and the costs

incurred to date .

ALLIED 2023 ANNUAL REPORTRESIDENTIAL INVENTORY

Residential inventory is as follows:

KING Toronto

$209,783

$187,272

DECEMBER 31,
2023

DECEMBER 31,
2022

The changes in the aggregate carrying value of Allied’s residential inventory is as follows:

Balance, beginning of year

Development expenditures

Impairment

Balance, end of year

DECEMBER 31,
2023

DECEMBER 31,
2022

$187,272

37,887

(15,376)

$209,783

$170,980

32,021

(15,729)

$187,272

Residential inventory consists of assets that are developed by Allied for sale in the ordinary course of

business . Allied may transfer an investment property to residential inventory based on a change in use,

as evidenced by the commencement of development activities with the intention to sell . Alternatively, a

transfer from residential inventory to investment property would be evidenced by the commencement

of leasing activity .

On November 30, 2018, Allied entered into a joint arrangement with Westbank to develop KING Toronto .

KING Toronto is a mixed-use property comprised of office, retail and residential uses . As part of the

arrangement Allied sold a 50% undivided interest to Westbank . The residential component will be

developed and sold as condominium units, totaling 440 units . As at December 31, 2023, 397 units or 90%

have been pre-sold, subject to customary closing conditions . Management expects the condominium sales to

close in 2025 .

Residential inventory carrying value is calculated as the estimated gross proceeds less estimated costs to

complete . The impairment during the year ended December 31, 2023, and year ended December 31, 2022,

reflects higher estimated costs to complete .

ALLIED 2023 ANNUAL REPORTLOANS RECEIVABLE

As at December 31, 2023, total loans receivable outstanding is $509,697 (December 31, 2022 - $432,032) .

In February 2015, Allied entered into a joint arrangement with Westbank and completed the acquisition of

an undivided 50% interest in Adelaide & Duncan . As part of the arrangement, Allied advanced $21,173 to

Westbank for its purchase of a 50% undivided interest in the property . The facility is secured by a charge on

the property (subordinated to the construction lender) and assignment of rents and leases . Interest accrues

and is payable monthly at a rate of 7 .75% per annum . The loan is repayable when the joint arrangement

obtains external permanent financing . As at December 31, 2023, the loan receivable outstanding is $21,173

(December 31, 2022 - $21,173) .

On August 1, 2017, Allied entered into an arrangement with Westbank to provide a credit facility of up to

$100,000, plus interest, for the land acquisition and the pre-development costs of 400 West Georgia in

Vancouver . The facility is secured by Westbank’s covenant and a charge on the property (subordinated to

the construction lender) . On February 11, 2019, the facility was increased to $160,000, plus interest and on

August 18, 2022, the facility was further increased to $175,000, plus interest . On May 18, 2022, Westbank

exercised its option to extend the maturity date from August 31, 2022, to August 31, 2023 . On January

12, 2023, the maturity date of the facility was extended to February 29, 2024 . On December 6, 2023, the

maturity date of the facility was further extended to August 20, 2024 . Interest accrues to the credit facility

monthly at a rate of 6 .75% per annum up to August 31, 2022 . Thereafter, interest accrues to the credit facility

monthly at the greater of 6 .75% per annum and the prime rate plus 3 .00% per annum . On placement of

permanent financing, Allied intends to acquire a 50% undivided interest in 400 West Georgia based on total

development costs . As at December 31, 2023, the loan receivable outstanding including interest is $188,355

(December 31, 2022 - $161,032) .

On November 30, 2018, Allied entered into a joint arrangement with Westbank to develop KING Toronto . As

part of the arrangement, Allied advanced a loan (the “Original Facility”), originally in the principal amount

of $67,030, to Westbank for its purchase of a 50% undivided interest in the property . Further advances were

made to Westbank under the Original Facility and the aggregate principal amount of the loan was increased

to $73,414 . Interest accrues to the Original Facility at a rate of 7 .00% per annum for the period up to and

including November 30, 2023 . Thereafter, interest accrues to the Original Facility at the greater of (i) 7 .00%

per annum; and (ii) prime plus 3 .00% per annum . During the fourth quarter of 2023, the loan was further

amended to (i) add an additional credit facility in an aggregate principal amount not to exceed $40,000 (the

“Additional Facility”); and (ii) extend the maturity date of the Original Facility to the earlier of December

31, 2026, or the closing of the condominium units (this maturity date also applies to the Additional Facility) .

The maturity date of the Original Facility was previously the earlier of November 30, 2023, or the closing of

the condominium units . Interest accrues to the Additional Facility at a rate of prime plus 8 .00% per annum .

As at December 31, 2023, the total loan receivable outstanding including interest is $112,161 (December 31,

2022 - $97,037) .

ALLIED 2023 ANNUAL REPORTOn March 18, 2019, Allied made an amendment to the joint arrangement with Perimeter to develop

Breithaupt Phase III and a loan receivable arrangement to provide 50% of the pre-development costs . The

facility is secured by a charge on the property (subordinated to the construction lender) . Interest accrues

at a rate of 7 .00% per annum and is payable on loan repayment . The loan is repayable in installments

upon completion of development and rent commencement . As at December 31, 2023, the loan receivable

outstanding is $9,913 (December 31, 2022 - $9,913) .

On July 31, 2019, Allied entered into an arrangement with Westbank to provide a credit facility of up to

$185,000, plus interest, for the land acquisition and the pre-development costs of 150 West Georgia in

Vancouver . The facility is secured by a first mortgage on the property for a fixed term . On placement of

construction financing, the mortgage will be secured by a charge on the property (subordinated to the

construction lender) . Interest accrues to the credit facility monthly at a rate of 7 .00% per annum . The credit

facility matures on December 9, 2025 . On placement of permanent financing, Allied intends to acquire a

50% undivided interest in 150 West Georgia based on an agreed upon formula . As at December 31, 2023, the

loan receivable outstanding is $178,095 (December 31, 2022 - $142,877) .

Allied has assessed the expected credit losses on an individual loan basis . Allied assesses the risk of expected

credit losses, including considering the status of corporate guarantees and/or registered mortgage charges

and assignment of leases, outcome of credit checks on borrowers, results of monitoring the financial and

operating performance of borrowers, construction and leasing status on the development projects, timing of

rent commencement on leases, and status of scheduled principal and interest payments .

The table below summarizes the loans receivable as at December 31, 2023, and December 31, 2022 .

Adelaide & Duncan

400 West Georgia

KING Toronto

Breithaupt Phase III

150 West Georgia

Total loans receivable

DECEMBER 31,
2023

DECEMBER 31,
2022

$21,173

188,355

112,161

9,913

178,095

$21,173

161,032

97,037

9,913

142,877

$509,697

$432,032

ALLIED 2023 ANNUAL REPORTSection VI
—Liquidity and Capital Resources

Allied’s liquidity and capital resources are used to fund capital investments including development activity

and leasing costs, interest expense and distributions to Unitholders . The primary source of liquidity is net

operating income generated from rental properties, which is dependent on rental and occupancy rates and

the structure of lease agreements, among other variables .

Allied has financed its operations through the use of equity, Exchangeable LP Units, mortgage debt secured

by rental properties, construction loans, a promissory note payable, an unsecured revolving operating

facility, senior unsecured debentures and unsecured term loans . Conservative financial management has

been consistently applied through the use of long term, fixed rate, debt financing . Allied’s objective is to

maximize financial flexibility while continuing to strengthen the balance sheet . Management intends to

achieve this by continuing to access the equity market, unsecured debenture market, unsecured loans and

growing the pool of unencumbered investment properties . As at December 31, 2023, 92 .3% of investment

properties on a proportionate basis were unencumbered .

In November 2021, Allied established an at-the-market equity program (the “ATM Program”) which allowed

it to issue and sell up to $300,000 of Units to the public, from time to time, at its discretion . The ATM

Program was designed to provide Allied with additional financing flexibility which was used in conjunction

with other existing funding sources . The ATM Program was effective until July 2, 2023 .

Allied has various sources of liquidity, including cash and cash equivalents and the unused portion of

its unsecured revolving operating facility, which totaled $997,217 as at December 31, 2023, compared to

$166,700 as at December 31, 2022 . The increase of $830,517 in liquidity is primarily due to the full repayment

of the unsecured revolving operating facility with proceeds from the sale of Allied’s UDC portfolio on August

16, 2023 .

ALLIED 2023 ANNUAL REPORTDEBT

The following illustrates the calculation of debt (net of transaction costs) on an IFRS basis and net debt, a

non-GAAP measure, as at December 31, 2023, and December 31, 2022 . As at December 31, 2023, 92 .7% of

Allied’s debt is at a fixed rate (December 31, 2022 - 86 .3%) . Refer to Non-GAAP Measures on page 16 .

Mortgages payable

Construction loans payable

Promissory note payable

Unsecured revolving operating facility

Senior unsecured debentures

Unsecured term loans

Debt, IFRS basis

Less: cash, cash equivalents and deposit (1)

Net debt

DECEMBER 31,
2023

DECEMBER 31,
2022

$111,875

307,013

—

2,591,569

649,154

$3,659,611

288,595

$3,371,016

$112,822

223,725

195,673

440,000

2,589,939

649,026

$4,211,185

22,263

$4,188,922

(1) This is on a proportionate basis and includes cash and cash equivalents attributable to TELUS Sky totaling $1,054 as at December 31,

2023 (December 31, 2022 - $1,273).

The table below summarizes the scheduled principal maturity and weighted average contractual interest

rates for Allied’s mortgages payable, unsecured debentures and unsecured term loans .

MORTGAGES
PAYABLE

INTEREST RATE
OF MATURING
MORTGAGES

SENIOR
UNSECURED
DEBENTURES

INTEREST
RATE

UNSECURED
TERM LOANS

INTEREST
RATE

TOTAL

CONSOLIDATED
INTEREST RATE OF
MATURING DEBT

2024

2025

2026

2027

2028

2029

2030

2031

2032

2033

$49,345

3 .47%

$—

6,578

21,996

655

14,926

183

5,191

199

208

—

3 .59

—

4 .04

—

13,396

4 .29

200,000

600,000

300,000

400,000

—

500,000

—

—%

3 .64

1 .73

3 .11

3 .13

3 .39

3 .12

—

3 .10

—

$—

400,000

250,000

—

—%

4 .87

3 .50

—

$49,345

3 .47%

606,578

871,996

300,655

314,926

300,183

405,191

199

500,208

13,396

4 .46

2 .28

3 .11

3 .17

3 .39

3 .12

—

3 .10

4 .29

$112,677

3 .38%

$2,600,000

2 .86%

$650,000

4 .34%

$3,362,677

3 .17%

ALLIED 2023 ANNUAL REPORT
The chart below summarizes the maturities of principal for Allied’s debt (excluding construction loans and

the unsecured revolving operating facility), which has a weighted average term of 4 .1 years, as at

December 31, 2023:

MORTGAGES

UNSECURED TERM LOANS

UNSECURED DEBENTURES

CONSOLIDATED W/A CONTRACTUAL INTEREST RATE

$1,000

$900

$800

$700

$600.0

4.46%

$600

3.47%

$200.0

3.11%

3.17%

3.12%

3.39%

$400.0

2.28%

$400.0

$300.0

$250.0

)
$
f
o
s
n
o

i
l
l
i

m
n
i
(

t
n
u
o
m
A

$500

$400

$300

$200

$100

$49.3

$0.0
$0.0

2024

4.29%

3.10%

$500.0

6.00%

5.00%

4.00%

3.00%

ee
tt
aa
rr

tt
ss
ee
rr
ee
tt
nn
II

2.00%

1.00%

$6.6

2025

$22.0

2026

$0.7

2027

$14.9

2028

$0.2

2029

$5.2

2030

$0.2

2031

$0.2

2032

$13.4

2033

0.00%

Year

The table below summarizes the weighted average effective interest rate as at December 31, 2023:

MORTGAGES
PAYABLE

PROMISSORY
NOTE
PAYABLE (1)

SENIOR
UNSECURED
DEBENTURES

UNSECURED
TERM LOANS

TOTAL

Weighted Average Effective Interest
Rate as at December 31, 2023

3 .08%

N/A

2 .86%

4 .34%

3 .19%

(1) The promissory note payable had a weighted average effective interest rate of 3.81% up to its repayment on December 29, 2023.

ALLIED 2023 ANNUAL REPORT

MORTGAGES PAYABLE

As at December 31, 2023, mortgages payable, net of financing costs, total $111,875 and have a weighted

average contractual interest rate of 3 .38% (December 31, 2022 - 3 .37%) . The weighted average term of the

mortgage debt is 3 .3 years (December 31, 2022 - 3 .0 years) . The mortgages are secured by a first registered

charge over specific investment properties and first general assignments of leases, insurance and registered

chattel mortgages .

The following table contains information on the remaining contractual mortgage maturities:

2024

2025

2026

2027

2028

2029

2030

2031

2032

2033

2034

PRINCIPAL
REPAYMENTS

BALANCE DUE AT
MATURITY

DECEMBER 31,
2023

DECEMBER 31,
2022

$2,676

$46,669

$49,345

6,578

1,553

655

469

183

5,191

199

208

107

—

20,443

—

14,457

—

13,289

—

6,578

21,996

655

14,926

183

5,191

199

208

13,396

—

Mortgages, principal

$17,819

$94,858

$112,677

$112,990

Net premium on assumed mortgages

Net financing costs

233

(1,035)

$111,875

584

(752)

$112,822

ALLIED 2023 ANNUAL REPORTCONSTRUCTION LOANS PAYABLE

As at December 31, 2023, and December 31, 2022, Allied’s obligations under the construction loans are as

follows:

JOINT ARRANGEMENT

OWNERSHIP

DATE OF
MATURITY

DECEMBER 31,
2023

DECEMBER 31,
2022

Adelaide & Duncan

Breithaupt Phase III

KING Toronto

108 East 5th Avenue

50%

August 11, 2025

$110,046

$85,485

March 31, 2025

December 17, 2024

December 6, 2025

58,005

99,900

39,062

50,472

71,762

16,006

$307,013

$223,725

On January 31, 2019, the Adelaide & Duncan joint arrangement obtained a $270,000 construction lending

facility from a syndicate of Canadian banks, in which Allied’s 50% share is $135,000 . The loan bears interest

at bank prime plus 35 basis points or bankers’ acceptance rate plus 135 basis points with a standby fee

of 25 basis points and a letter of credit fee of 100 basis points . On August 11, 2023, the loan maturity was

extended from August 11, 2023, to August 11, 2025, and the facility limit was increased from $270,000 to

$295,000, in which Allied’s 50% share is $147,500 . Allied is providing a joint and several guarantee of the

entire facility and is earning a related guarantee fee on up to $147,500 of the facility . On August 23, 2019,

the Adelaide & Duncan joint arrangement entered into a swap agreement to fix approximately 75% of the

construction loan up to $209,572 at 2 .86% . The swap matured on March 31, 2023, so the construction loan is

no longer fixed and is subject to the facility’s variable rate .

On February 21, 2020, Allied and Perimeter obtained a $138,000 construction loan for the Breithaupt

Phase III joint arrangement from a syndicate of Canadian banks, in which Allied’s 50% share is $69,000 . On

December 1, 2022, Allied and Perimeter exercised their option to extend the loan maturity to June 2, 2023,

which bears interest at bank prime or bankers’ acceptance rate plus 120 basis points with a standby fee of

20 basis points and a letter of credit fee of 100 basis points . Allied is providing a joint and several guarantee

of the entire facility and is earning a related guarantee fee on up to $69,000 of the facility . On May 31, 2023,

the loan maturity was extended to September 29, 2023 . On September 27, 2023, the loan maturity was

further extended to March 31, 2025, and the interest rate was updated to bank prime plus 25 basis points or

bankers’ acceptance rate plus 145 basis points with a standby fee of 20 basis points and a letter of credit fee

of 100 basis points .

On December 17, 2020, Allied and Westbank obtained a $465,000 green construction lending facility for

the KING Toronto joint arrangement from a syndicate of Canadian banks, in which Allied’s 50% share is

$232,500 . Up to $120,000 of the deposits paid by the purchasers of the KING Toronto condominium units

can be released to the KING Toronto joint arrangement to fund the construction of the condominium units

(“Purchaser Deposits”) . As at December 31, 2023, $92,402 of the Purchaser Deposits was released . When the

release of the Purchaser Deposits exceeds $80,000, the facility limit is reduced . As such, on November 6,

ALLIED 2023 ANNUAL REPORT2023, the facility limit was decreased from $465,000 to $452,598, in which Allied’s 50% share is $226,299 .

The loan matures on December 17, 2024, and bears interest at bank prime plus 45 basis points or bankers’

acceptance rate plus 145 basis points with a standby fee of 25 basis points and a letter of credit fee of 100

basis points . Allied is providing a joint and several guarantee of the entire facility and is earning a related

guarantee fee on up to $226,299 of the facility .

On December 5, 2022, the 108 East 5th Avenue joint arrangement obtained a $150,000 construction lending

facility from a syndicate of Canadian banks, in which Allied’s 50% share is $75,000 . The loan matures

on December 6, 2025, and bears interest at prime plus 35 basis points or bankers’ acceptance rate plus

135 basis points with a standby fee of 27 basis points and a letter of credit fee rate of 100 basis points . These

interest rates and the standby fee (other than the letter of credit fee) are subject to variability based on

the achievement of two distinct sustainability performance targets . For each sustainability performance

target achieved, the interest rate and standby fee would decrease by 0 .025% per annum and 0 .005% per

annum, respectively . In addition, if certain sustainability minimums are not achieved, the interest rate and

standby fee would increase by 0 .025% per annum and 0 .005% per annum, respectively . Depending on the

applicable sustainability performance target or sustainability minimum, the settlement of these interest

rate variations and the standby fee occurs either annually or at the earlier of December 6, 2025, and the

date the construction lending facility is fully repaid . Allied has provided a joint and several guarantee of the

entire facility and is earning a related guarantee fee on up to $75,000 of the facility . On January 13, 2023,

the 108 East 5th Avenue joint arrangement entered into a swap agreement to fix approximately 75% of the

construction loan up to $110,175 at 4 .90% .

PROMISSORY NOTE PAYABLE

On March 31, 2022, Allied acquired a portfolio of six properties from Choice Properties, which was partially

settled with the issuance of a $200,000 promissory note . The promissory note was secured by a first

registered charge on five of the six properties acquired and was fully repaid on December 29, 2023 .

CONTRACTUAL
INTEREST RATE

DATE OF
MATURITY

FREQUENCY
OF INTEREST
PAYMENT

DECEMBER 31,
2023

DECEMBER 31,
2022

Promissory note payable

Net discount on promissory
note payable

1 .00% for 2022,
2 .00% for 2023

December 29,
2023

Quarterly

$—

—

$—

$200,000

(4,327)

$195,673

ALLIED 2023 ANNUAL REPORTUNSECURED REVOLVING OPERATING FACILITY

As at December 31, 2023, and December 31, 2022, Allied’s obligation under the unsecured revolving

operating facility (the “Unsecured Facility”) is as follows:

MATURITY
DATE

CONTRACTUAL
INTEREST RATES
ON DRAWINGS

STANDBY
FEE

FACILITY
LIMIT

DRAWINGS

LETTERS
OF CREDIT

AMOUNT
AVAILABLE

DECEMBER 31, 2023

Unsecured
Facility limit
$800,000 (1)

January 30,
2025

Prime + 0 .45%
or Bankers’
acceptance +
1 .45% (2)

0 .29%

$800,000

$—

$(14,906)

$785,094

(1) This Unsecured Facility contains a $100,000 accordion feature, allowing Allied to increase the amount available under the facility to

$900,000.

(2) The interest rates for this facility were subject to certain conditions being met up to August 15, 2023.

On March 31, 2023, Allied amended the Unsecured Facility to increase the limit by $100,000 to $700,000

and on June 26, 2023, Allied amended the Unsecured Facility to increase the limit by $100,000 to $800,000 .

On January 26, 2024, Allied updated the Unsecured Facility of $800,000 by extending the maturity date to

January 26, 2027, and the facility is now provided by a syndicate of lenders . The Unsecured Facility bears

interest at a variable rate of either prime plus 45 basis points or the Canadian overnight repo rate average

(“CORRA”) plus 145 basis points per annum with a standby fee of 29 basis points and a letter of credit fee

rate of 145 basis points .

MATURITY
DATE

CONTRACTUAL
INTEREST RATES
ON DRAWINGS

STANDBY
FEE

FACILITY
LIMIT

DRAWINGS

LETTERS
OF CREDIT

AMOUNT
AVAILABLE

DECEMBER 31, 2022

Unsecured
Facility limit
$600,000 (1)

January 30,
2025

Prime + 0 .20%
or Bankers’
acceptance +
1 .20% (2)

0 .24%

$600,000

$(440,000)

$(15,563)

$144,437

(1) This Unsecured Facility contained a $100,000 accordion feature, allowing Allied to increase the amount available under the facility to

$700,000.

(2) The conditions on the interest rates for this facility were met for the year ended December 31, 2022.

ALLIED 2023 ANNUAL REPORTSENIOR UNSECURED DEBENTURES

As at December 31, 2023, and December 31, 2022, Allied’s obligations under the senior unsecured

debentures are as follows:

CONTRACTUAL
INTEREST RATE

DATE OF
MATURITY

INTEREST
PAYMENT DATE

DECEMBER 31,
2023

DECEMBER 31,
2022

April 21, 2025

April 21 and October 21

$200,000

SERIES

Series C

Series D

Series E

Series F

Series G

Series H

Series I

3 .636%

3 .394%

3 .113%

3 .117%

3 .131%

August 15, 2029

February 15 and August 15

April 8, 2027

April 8 and October 8

February 21, 2030

February 21 and August 21

May 15, 2028

May 15 and November 15

1 .726%

February 12, 2026

February 12 and August 12

3 .095%

February 6, 2032

February 6 and August 6

300,000

400,000

300,000

600,000

500,000

300,000

400,000

300,000

600,000

500,000

$2,600,000

(8,431)

(10,061)

$2,591,569

$2,589,939

Unsecured Debentures, principal

Net financing costs

The Series C, D, E, F, G, H and I Senior Unsecured Debentures are collectively referred to as the “Unsecured

Debentures” .

The respective financing costs recognized are amortized using the effective interest method and recorded to

interest expense .

UNSECURED TERM LOANS

As at December 31, 2023, and December 31, 2022, Allied’s obligations under the unsecured term loans are as

follows:

Unsecured
term loan

CONTRACTUAL
INTEREST RATE

DATE OF
MATURITY

FREQUENCY OF
INTEREST PAYMENT

DECEMBER 31,
2023

DECEMBER 31,
2022

3 .496%

January 14, 2026

Monthly

$250,000

4 .865%

October 22, 2025

Monthly

400,000

Unsecured Term Loans, principal

$650,000

Net financing
costs

(846)

(974)

$649,154

$649,026

ALLIED 2023 ANNUAL REPORTThe two unsecured term loans are collectively referred to as “Unsecured Term Loans” . The respective

financing costs are amortized using the effective interest method and recorded to interest expense .

On April 22, 2022, Allied entered into an unsecured term loan with a financial institution for $400,000 at

a rate of prime plus 10 basis points or bankers’ acceptance plus 110 basis points, due on October 22, 2025 .

The proceeds from the loan were used to repay the Unsecured Facility . Debt financing costs of $700 were

incurred and recorded against the principal owing . On June 24, 2022, Allied entered into a swap agreement

to fix the rate at 4 .86% . On December 21, 2022, Allied amended the swap agreement for the settlement

period, which increased the rate from 4 .86% to 4 .865% .

On February 3, 2023, Allied extended the maturity date on its $250,000 unsecured term loan from January

14, 2024, to January 14, 2026, by exercising two one-year extension options . Debt financing costs of $300

were incurred for these extensions .

CREDIT RATINGS

Allied’s credit ratings as at December 31, 2023, are summarized below:

DEBT

RATING AGENCY

LONG-TERM
CREDIT RATING

TREND/OUTLOOK

Issuer Rating & Unsecured Debentures

DBRS Limited

BBB

Stable

DBRS Limited (“DBRS”) provides issuer ratings and credit ratings of debt securities for commercial issuers

that indicate the risk associated with a borrower’s capabilities to fulfill its obligations . The minimum DBRS

investment grade rating is “BBB (low),” with the highest rating being “AAA .”

On August 16, 2023, DBRS confirmed Allied’s issuer rating and senior unsecured debentures ratings at BBB

with a stable trend, following Allied’s announcement on the closing of the sale of its UDC Portfolio .

The above-mentioned ratings assigned to Allied and the Unsecured Debentures are not recommendations

to buy, sell or hold any securities of Allied . Allied has paid customary rating fees to DBRS in connection

with the above-mentioned ratings . There can be no assurance that any rating will remain in effect for any

given period of time or that a rating will not be lowered, withdrawn or revised by the rating agency if in its

judgment circumstances so warrant .

Moody’s Investor Services Inc . (“Moody’s”) previously rated Allied Baa3 with a negative outlook . During the

fourth quarter, Allied discontinued Moody’s credit rating services .

ALLIED 2023 ANNUAL REPORTFINANCIAL COVENANTS

The Unsecured Facility, Unsecured Term Loans, construction loans payable and Unsecured Debentures

contain numerous financial covenants . Failure to comply with the covenants could result in a default, which,

if not waived or cured, could result in adverse financial consequences . Effective June 2023, the agreements

governing the Unsecured Facility, Unsecured Term Loans, construction loans payable and Unsecured

Debentures were amended to exclude the value of the Exchangeable LP Units recognized as a liability and

the distribution on the Exchangeable LP Units recognized as an interest expense from the calculation of

certain covenants . Effective December 2023, waivers were obtained related to the agreements governing

the Unsecured Facility, construction loans payable and Unsecured Term Loans to exclude the special cash

distribution and the special Unit distribution from the calculation of the distribution payout ratio . The

related covenants are as follows:

UNSECURED FACILITY AND UNSECURED TERM LOANS

The following outlines the covenants as defined in the agreements governing the Unsecured Facility

and Unsecured Term Loans . The covenants are calculated on a proportionate basis, as required in these

agreements . Refer to Non-GAAP Measures on page 16 .

THRESHOLD

DECEMBER 31,
2023

DECEMBER 31,
2022

COVENANT (1)

Indebtedness ratio

Secured indebtedness ratio

Debt service coverage ratio (2)

Equity maintenance

Below 60%

Below 45%

Consolidated adjusted EBITDA to be more than
1 .5 times debt service payments

At least $1,250,000 plus 75% of future equity
issuances ($2,819,658)

Unencumbered property assets
value ratio

Unencumbered property assets to be more than
1 .4 times total unsecured debt

Distribution payout ratio

Maintain distributions below 100% of FFO

34.7%

4.0%

2.5x

35 .6%

4 .5%

3 .0x

$6,135,079

$6,581,166

2.7x

73.7%

2 .6x

71 .2%

Includes results from continuing operations, discontinued operations and assets and liabilities classified as held for sale.

(1)
(2) The debt service coverage ratio as at December 31, 2023, includes financing prepayment costs of $nil for the twelve months ended December 31,
2023 (December 31, 2022 - $(564) for an accelerated amortization of deferred premium). Excluding these financing prepayment costs, the debt
service coverage ratio as at December 31, 2023, would be 2.5x (December 31, 2022 - 2.9x).

ALLIED 2023 ANNUAL REPORTSENIOR UNSECURED DEBENTURES

The following outlines the requirements of covenants specified in the trust indenture with respect to the

Unsecured Debentures . The covenants are calculated on a proportionate basis, which is in line with the trust

indenture . Refer to Non-GAAP Measures on page 16 .

COVENANT

THRESHOLD

DECEMBER 31,
2023

DECEMBER 31,
2022

Pro forma interest coverage
ratio

Pro forma asset coverage test

Maintain a 12-month rolling consolidated
pro forma EBITDA of at least 1 .65 times pro forma
interest expense

Maintain net consolidated indebtedness below
65% of net aggregate assets on a pro forma basis

3.0x

2 .8x

34.8%

35 .5%

Equity maintenance (1)

Maintain Unitholders’ equity above $300,000

$6,135,079

$6,581,166

Pro forma unencumbered net
aggregate adjusted asset ratio

Maintain pro forma unencumbered net aggregate
adjusted assets above 1 .4 times consolidated
unsecured indebtedness

3.0x

2 .8x

(1)

Includes results from continuing operations, discontinued operations and assets and liabilities classified as held for sale.

As at December 31, 2023, Allied was in compliance with the terms and covenants of the agreements

governing the Unsecured Facility, the Unsecured Term Loans and the Unsecured Debentures .

A number of other financial ratios are also monitored by Allied, such as net debt as a multiple of annualized

adjusted EBITDA and interest coverage ratio - including interest capitalized . These ratios are presented in

Section I—Overview .

ALLIED 2023 ANNUAL REPORTEQUITY

UNITS (AUTHORIZED - UNLIMITED)

Each Unit represents a single vote at any meeting of holders of Units and Special Voting Units (as

defined below) and entitles the holders of Units and Special Voting Units to receive a pro rata share of all

distributions, in accordance with the conditions provided for in the Declaration of Trust .

The following represents the number of Units issued and outstanding, and the related carrying value of

equity, for the years ended December 31, 2023, and December 31, 2022 .

Balance at January 1, 2022

127,737,851

$3,902,655

NUMBER ISSUED AND
OUTSTANDING

AMOUNT

Restricted Unit Plan (net of forfeitures) (note 18(b))

Unit Option Plan - options exercised (note 18(a))

Unit issuance (net of costs)

Balance at December 31, 2022

Restricted Unit Plan (net of forfeitures (note 18(b))

Distribution in Units (1)

Consolidation of Units (1)

Balance at December 31, 2023

—

6,332

211,800

(2,661)

200

9,184

127,955,983

$3,909,378

—

31,703,663

(31,703,663)

127,955,983

(2,250)

639,780

—

$4,546,908

(1) This represents the special Unit distribution. See Note 16 of the audited consolidated financial statements for the year ended December 31,

2023.

In January 2022, Allied issued 211,800 Units under the ATM Program in settlement of trades executed at

the end of December 2021 at a weighted average price of $44 .02 per Unit for gross proceeds of $9,324, and

incurred commissions of $140, for net proceeds of $9,184 .

Allied does not hold any of its own Units, nor does Allied reserve any Units for issue under options and

contracts .

ALLIED 2023 ANNUAL REPORTAs at January 31, 2024, 127,955,983 Units and 1,712,971 options to purchase Units were issued and

outstanding .

The weighted average number of Units and Exchangeable LP Units for the purpose of calculating basic and

diluted income per unit is as follows:

THREE MONTHS ENDED

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2023

DECEMBER 31,
2022

Units

127,955,983

127,951,020

Exchangeable LP Units (1)

11,809,145

8,929,655

Total units - basic

Unit Option Plan

139,765,128

136,880,675

—

23,407

Total units - fully diluted

139,765,128

136,904,082

(1)

Issued on March 31, 2022.

NORMAL COURSE ISSUER BID

On February 22, 2023, Allied received approval from the Toronto Stock Exchange (“TSX”) for the renewal of

its normal course issuer bid (“NCIB”), which entitles Allied to purchase up to 12,582,628 of its outstanding

Units, representing approximately 10% of its public float as at February 10, 2023 . The NCIB commenced

February 24, 2023, and will expire on February 23, 2024, or such earlier date as Allied completes its

purchases pursuant to the NCIB . All purchases under the NCIB will be made on the open market through

the facilities of the TSX or alternate trading systems in Canada at market prices prevailing at the time of

purchase . Any Units that are repurchased will either be cancelled or delivered to participants under Allied’s

Restricted Unit Plan or to employees pursuant to Allied’s employee programs .

During the year ended December 31, 2023, Allied purchased 76,959 Units for $2,250 at a weighted average

price of $29 .25 per Unit under its NCIB program, of which 76,450 Units were purchased for delivery to

participants under Allied’s Restricted Unit Plan and 509 Units were purchased for certain employee rewards

outside of Allied’s Restricted Unit Plan .

COMPENSATION PLANS

Allied adopted a unit option plan (the “Unit Option Plan”) providing for the issuance, from time to time, at

the discretion of the trustees, of options to purchase Units for cash . Participation in the Unit Option Plan is

restricted to certain employees of Allied . The Unit Option Plan complies with the requirements of the TSX .

The exercise price of any option granted will not be less than the closing market price of the Units on the

day preceding the date of grant . The term of the options do not exceed ten years . Options granted prior to

February 22, 2017, vest evenly over three years; options granted subsequently vest evenly over four years

from the date of grant . All options are settled in Units . Effective December 2021, no further options will be

granted under the Unit Option Plan .

ALLIED 2023 ANNUAL REPORTAt December 31, 2023, Allied had granted options to purchase up to 1,712,971 Units outstanding, of which

1,437,023 had vested . At December 31, 2022, Allied had granted options to purchase 1,717,043 Units

outstanding, of which 1,151,274 had vested .

For the year ended December 31, 2023, Allied recorded a unit-based compensation expense of $389

(December 31, 2022 - $876) in general and administrative expense in the consolidated statements of (loss)

income and comprehensive (loss) income related to the Unit Option Plan .

In March 2010, Allied adopted a restricted unit plan (the “Restricted Unit Plan”), whereby restricted Units

(“Restricted Units”) are granted to certain key employees and trustees, at the discretion of the Board of

Trustees . The Restricted Units are purchased in the open market . Employees and trustees who are granted

Restricted Units have the right to vote and to receive distributions from the date of the grant . Generally, the

Restricted Units granted to employees vest as to one-third on each of the three anniversaries following the

date of the grant . Restricted Units granted to non-management trustees are fully vested . Whether vested or

not, without the specific authority of the Governance and Compensation Committee, the Restricted Units

may not be sold, mortgaged or otherwise disposed of for a period of six years following the date of the grant,

except that in the case of a non-management trustee, the release date will be automatically accelerated to

the date such person ceases to hold office as a trustee of Allied . The Restricted Unit Plan contains provisions

providing for the vesting or forfeiture of unvested Restricted Units within specified time periods in the

event the employee’s employment is terminated, and authorizes the Chief Executive Officer, in his or her

discretion, to accelerate the release date and vesting of Restricted Units in certain circumstances where

an employee’s employment is terminated . At December 31, 2023, Allied had 294,254 Restricted Units

outstanding (December 31, 2022 – 322,411) .

For the year ended December 31, 2023, Allied recorded a unit-based compensation expense of $2,421,

(December 31, 2022 - $2,807) in general and administrative expense in the consolidated statements of (loss)

income and comprehensive (loss) income related to the Restricted Unit Plan .

ALLIED 2023 ANNUAL REPORTIn December 2021, Allied adopted a cash settled performance and restricted trust unit plan (the “PTU/RTU

Plan”) whereby performance trust units and/or restricted trust units (together, “Plan Units”) are granted

to certain employees at the discretion of the Board . Plan Units are subject to such vesting, settlement,

performance criteria and adjustment factors as are established by the Board at the time of the grant and

accumulate distribution equivalents in the form of additional Plan Units . The PTU/RTU Plan contains

provisions providing for the vesting or forfeiture of unvested Plan Units within specified time periods in

the event the employee’s employment is terminated, and authorizes the Chief Executive Officer, in their

discretion, to amend the vesting and settlement of Plan Units in certain circumstances where an employee’s

employment is terminated . The following is a summary of the activity of Allied’s PTU/RTU Plan:

Plan Units, beginning of period

Granted

Settled

Forfeited

Distributions equivalents

Plan Units, end of period

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

179,193

170,461

(7,274)

—

28,897

371,277

—

172,500

—

(1,035)

7,728

179,193

For the year ended December 31, 2023, Allied recorded a unit-based compensation expense of $1,327

(December 31, 2022 - $738), including the mark-to-market adjustment, in general and administrative

expense in the consolidated statements of (loss) income and comprehensive (loss) income . During the year

ended December 31, 2023, 7,274 Plan Units vested and were settled in cash resulting in a decrease of $127 to

the unit-based compensation liabilities .

ALLIED 2023 ANNUAL REPORTEXCHANGEABLE LP UNITS

EXCHANGEABLE LP UNITS (AUTHORIZED - UNLIMITED)

The Exchangeable LP Units issued by Allied Properties Exchangeable Limited Partnership (the

“Partnership”) are economically equivalent to Units, receive distributions equal to the distributions paid on

the Units and are exchangeable, on a one-for-one basis, at the holder’s option, for Units . All Exchangeable

LP Units are held, directly or indirectly, by Choice Properties .

The 11,809,145 Exchangeable LP Units issued on March 31, 2022, in connection with the acquisition of

six properties from Choice Properties contain lock-up and standstill restrictions . On each of June 30,

2023, September 30, 2023, and December 31, 2023, the lock-up expired on 2,952,286 Exchangeable LP

Units . The following Exchangeable LP Units are subject to lock-up and the expiration is based on the

following schedule:

LOCK-UP EXPIRATION DATE

NUMBER OF EXCHANGEABLE LP UNITS ELIGIBLE FOR RELEASE

March 31, 2024

2,952,287

Each Exchangeable LP Unit is accompanied by one special voting unit of Allied (“Special Voting Unit”) which

provides the holder thereof with the right to one vote at all meetings of holders of Units and Special Voting

Units . The Declaration of Trust was amended on March 4, 2022, to provide for the creation and issuance of

the Special Voting Units .

The following represents the number of Exchangeable LP Units issued and outstanding, and the related

carrying value, for the years ended December 31, 2023, and December 31, 2022 .

Balance at January 1, 2022

Unit issuance (net of costs)

Distributions

Retained Earnings

Balance at December 31, 2022

Distributions

Retained Earnings

Reclassification of Exchangeable LP Units

Fair value gain on Exchangeable LP Units

NUMBER ISSUED AND
OUTSTANDING

—

11,809,145

—

11,809,145

—

Balance at December 31, 2023

11,809,145

AMOUNT

$—

550,660

(15,496)

6,508

$541,672

(8,857)

4,997

(270,807)

(28,696)

$238,309

ALLIED 2023 ANNUAL REPORTPrior to Allied’s conversion to an open-end trust, the Exchangeable LP Units were presented within non-

controlling interests in the consolidated balance sheets . In addition, net income and other comprehensive

income was attributable to unitholders and to non-controlling interests, with the latter equivalent to the

amount allocated to the Partnership for income tax purposes . On Allied’s conversion to an open-end trust

on June 12, 2023, the Exchangeable LP Units were reclassified to financial liabilities in the consolidated

balance sheets as they can be exchanged for Units which are puttable instruments . Allied recognized in

equity the difference between the carrying value of the equity instrument and the fair value of the financial

liabilities at the date of reclassification . Subsequent to the conversion, at the end of each period, the

Exchangeable LP Units are measured at fair value through profit or loss . The fair value of the Exchangeable

LP Units is determined by using the quoted trading price of Units, as the Exchangeable LP Units are

exchangeable into Units at the option of the holder .

DISTRIBUTIONS

Allied is focused on increasing distributions to its Unitholders on a regular and prudent basis . During the

first 12 months of operations, Allied made regular monthly distributions of $1 .10 per unit on an annualized

basis . The distribution increases since then are set out in the table below:

MARCH
2004

MARCH
2005

MARCH
2006

MARCH
2007

MARCH
2008

DECEMBER
2012

DECEMBER
2013

DECEMBER
2014

Annualized increase per Unit

$0 .04

$0 .06

$0 .04

$0 .05

% increase

Annualized distribution per Unit

3 .6%

$1 .14

3 .5%

$1 .18

3 .4%

$1 .22

3 .3%

$1 .26

4 .8%

$1 .32

3 .0%

$1 .36

3 .7%

$1 .41

3 .5%

$1 .46

DECEMBER
2015

DECEMBER
2016

DECEMBER
2017

DECEMBER
2018

JANUARY
2020

JANUARY
2021

JANUARY
2022

JANUARY
2023

Annualized increase per Unit

$0 .04

$0 .03

$0 .04

$0 .05

% increase

2 .7%

Annualized distribution per Unit

$1 .50

2 .0%

$1 .53

2 .0%

$1 .56

2 .6%

$1 .60

3 .1%

$1 .65

3 .0%

$1 .70

2 .9%

$1 .75

2 .9%

$1 .80

On December 15, 2023, Allied declared a special distribution of $5 .48 per Unit, comprised of $0 .48 per Unit

payable in cash and $5 .00 per Unit payable by the issuance of Units of Allied to Unitholders of record as at

December 29, 2023 (the “Special Distribution”) . The Special Distribution was made primarily to distribute to

Unitholders a portion of the capital gain realized by Allied during the year ended December 31, 2023, from

the sale of the UDC Portfolio .

ALLIED 2023 ANNUAL REPORTOn December 29, 2023, 31,703,663 Units were distributed at a price of $20 .18 per Unit, for an aggregate

value of $639,780 . Immediately following the Special Distribution of Units, the outstanding Units of Allied

were consolidated such that each Unitholder held, after the consolidation, the same number of Units as held

immediately prior to the Special Distribution .

On each date that a distribution is declared by Allied on the Units, a distribution in an equal amount per

unit is declared by the Partnership on the Exchangeable LP Units . A holder of Exchangeable LP Units may

elect to defer receipt of all or a portion of distributions declared by the Partnership until the first business

day following the end of the fiscal year . If the holder elects to defer, the Partnership will loan the holder

an amount equal to the deferred distribution without interest, and the loan will be due and payable on the

first business day following the end of the fiscal year during which the loan was advanced . The distributions

declared by the Partnership on the Exchangeable LP Units from January 1, 2023, to December 31, 2023, was

$26,925, which includes a special cash distribution of $5,668, which is $0 .48 per Exchangeable LP Unit,

for which Choice Properties elected to receive a loan in lieu of all of the distributions . The loan in lieu of

distributions issued to Choice Properties for the cash advances made during the year ended December 31,

2023, was a note receivable of $21,207 and $7,440 was advanced to Choice Properties as a note receivable on

January 15, 2024 . Since there is a legally enforceable right and an intention by Allied and Choice Properties

to settle the note receivable from Choice Properties and the distributions payable to Choice Properties on a

net basis on the first business day following the end of the fiscal year, these financial instruments are offset

on the balance sheet . On January 2, 2024, $21,207 of the note receivable due from Choice Properties was

settled on a net basis against the distributions payable to Choice Properties .

ALLIED 2023 ANNUAL REPORTSOURCES OF DISTRIBUTIONS

For the three months and year ended December 31, 2023, Allied declared $62,895 and $251,578 in

distributions, respectively, excluding the Special Distribution (December 31, 2022 - $61,134 and $239,363,

respectively), which includes distributions to holders of the Exchangeable LP Units of $16,297 and $26,925,

respectively (December 31, 2022 - $5,165 and $15,496, respectively) .

THREE MONTHS ENDED

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

DECEMBER 31,
2023

DECEMBER 31,
2022

Distributions declared (1)

$62,895

$61,134

$251,578

$239,363

Net (loss) income and comprehensive (loss)
income

$(499,340)

$41,392

$(420,716)

$375,363

Cash flows provided by operating activities

$133,427

$94,509

$320,886

$321,193

AFFO excluding condominium related items
and the mark-to-market adjustment on unit-
based compensation (2)

AFFO excluding condominium related items
and the mark-to-market adjustment on unit-
based compensation payout ratio (2)

(Deficit) excess of net (loss) income over
distributions declared

Excess of cash flows provided by operating
activities over distributions declared

Excess of cash provided by AFFO excluding
condominium related items and the mark-
to-market adjustment on unit-based
compensation over distributions declared

$78,611

$76,553

$304,225

$297,579

80.0%

79 .9%

82.7%

80 .4%

$(562,235)

$(19,742)

$(672,294)

$136,000

$70,532

$33,375

$69,308

$81,830

$15,716

$15,419

$52,647

$58,216

(1) Distributions declared excludes the Special Distribution of $67,087.
(2) This is a non-GAAP measure, refer to page 16.

ALLIED 2023 ANNUAL REPORTIn determining the amount of distributions to be made, Allied’s Board of Trustees considers many factors,

including provisions in its Declaration of Trust, macroeconomic and industry specific environments, the

overall financial condition of Allied, future capital requirements, debt covenants, and taxable income .

In accordance with Allied’s distribution policy, Management and the Board of Trustees regularly review

Allied’s rate of distributions to ensure an appropriate level of cash and non-cash distributions . Management

anticipates that distributions declared will, in the foreseeable future, continue to vary from net income

as net income includes fair value adjustments and other non-cash items . While cash flows from operating

activities are generally sufficient to cover distribution requirements, timing of expenses and seasonal

fluctuations in non-cash working capital may result in a shortfall . These seasonal or short-term fluctuations

will be funded, if necessary, by the Unsecured Facility . As such, the cash distributions are not an economic

return of capital, but a distribution of sustainable cash flow from operations . Based on current facts and

assumptions, Management does not anticipate cash distributions will be reduced or suspended in the

foreseeable future .

The rate of distribution (excluding the Special Distribution) as at December 31, 2023, amounts to $1 .80 per

Unit per annum (December 31, 2022 - $1 .75 per Unit per annum) .

COMMITMENTS

At December 31, 2023, Allied had future commitments as set out below, excluding the amount held within

equity accounted investments:

Capital expenditures and committed acquisitions

$168,071

$247,819

DECEMBER 31,
2023

DECEMBER 31,
2022

As at December 31, 2023, commitments of $406 (December 31, 2022 - $510) were held within equity

accounted investments .

The above does not include Allied’s lease liability commitments, which are disclosed in note 13 of the

audited consolidated financial statements for the year ended December 31, 2023 .

ALLIED 2023 ANNUAL REPORTSection VII
—Accounting Estimates and Assumptions

CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS

The preparation of the consolidated financial statements requires management to make judgments and

estimates in applying Allied’s accounting policies that affect the reported amounts and disclosures made in

the consolidated financial statements and accompanying notes .

Critical accounting estimates and assumptions are discussed in Allied’s audited consolidated financial

statements for the year ended December 31, 2023, and the notes contained therein .

MATERIAL ACCOUNTING POLICY INFORMATION

Accounting policies and any respective changes are discussed in Allied’s audited consolidated financial

statements for the year ended December 31, 2023, and the notes contained therein .

ALLIED 2023 ANNUAL REPORTSection VIII
—Disclosure Controls and Internal Controls

Management maintains appropriate information systems, procedures and controls to provide reasonable

assurance that information that is publicly disclosed is complete, reliable and timely . The Chief Executive

Officer (the “CEO”) and Chief Financial Officer (the “CFO”) evaluated, or caused to be evaluated under

their direct supervision, the design and operating effectiveness of disclosure controls and procedures (as

defined in National Instrument 52-109, Certification of Disclosure in Issuers’ Annual and Interim Filings)

at December 31, 2023, and based on that evaluation, have concluded that such disclosure controls and

procedures were appropriately designed and were operating effectively .

Management is responsible for establishing adequate internal controls over financial reporting to provide

reasonable assurance regarding the reliability of financial reporting and the preparation of financial

statements for external purposes in accordance with IFRS . The CEO and CFO evaluated, or caused to

be evaluated under their direct supervision, the effectiveness of Allied’s internal controls over financial

reporting (as defined in National Instrument 52-109, Certification of Disclosure in Issuers’ Annual and

Interim Filings) at December 31, 2023, using the COSO Internal Control - Integrated Framework (2013),

published by the Committee of Sponsoring Organizations of the Treadway Commission . Based on that

assessment, the CEO and the CFO determined that internal controls over financial reporting were

appropriately designed and were operating effectively .

No changes were made in the design of internal controls over financial reporting during the period ended

December 31, 2023, that have materially affected, or are reasonably likely to materially affect, Allied’s

internal controls over financial reporting .

It should be noted that a control system, no matter how well conceived and operated, can provide only

reasonable, not absolute, assurance that the objectives of the control system are met . Because of the

inherent limitations in all control systems, no evaluation of controls can provide absolute assurance of

control issues, including whether instances of fraud, if any, have been detected . These inherent limitations

include, among other items: (i) that Management’s assumptions and judgments could ultimately prove to be

incorrect under varying conditions and circumstances; (ii) the impact of any undetected errors; and (iii) that

controls may be circumvented by the unauthorized acts of individuals, by collusion of two or more people,

or by Management override .

ALLIED 2023 ANNUAL REPORTSection IX
—Risks and Uncertainties

There are certain risk factors inherent in the investment and ownership of real estate . Real estate

investments are capital intensive, and success from real estate investments depends upon maintaining

occupancy levels and rental income flows to generate acceptable returns . These success factors are

dependent on general economic conditions and local real estate markets, demand for leased premises and

competition from other available properties .

Allied’s portfolio is focused on a particular asset class in seven metropolitan real estate markets in Canada .

This focus enables Management to capitalize on certain economies of scale and competitive advantages that

would not otherwise be available .

The following discussion of risks is not exhaustive but is designed to highlight the key risks that may affect

Allied’s business, operations and financial condition or future performance .

ALLIED 2023 ANNUAL REPORTOPERATING RISKS AND RISK MANAGEMENT

LEASE ROLL-OVER RISK

Allied is subject to lease roll-over risk . Lease roll-over risk arises from the possibility that Allied may

experience difficulty renewing or replacing users occupying space covered by leases that mature . Allied

strives to stagger its lease maturity schedule so that it is not faced with a disproportionately large level of

lease maturities in a given year . For Allied’s current lease maturity schedule, refer to page 53 . Allied also

seeks to mitigate this risk by diversifying its user-mix and managing its exposure to its top-10 users and

by engaging in proactive user communication to manage lease renewal and replacement activity well in

advance of lease expiries . For Allied’s current user profile schedule, refer to page 51 .

In evaluating lease roll-over risk, it is informative to determine Allied’s sensitivity to a decline in occupancy .

As at December 31, 2023, Allied had total GLA in the rental portfolio of 14,954,282 square feet, of which

87 .3% is leased . The weighted average annual rental revenue is approximately $43 .87 per square foot,

therefore for every full-year decline of 100 basis points in occupancy, Allied’s annual rental revenue would

decline by approximately $5,724 . The decline in rental revenue would be more pronounced if the decline in

occupancy involved space leased above the average rental rate per square foot and less pronounced if the

decline in occupancy involved space leased below the average rental rate per square foot .

DEVELOPMENT AND CONSTRUCTION RISK

As an owner of Properties Under Development, Allied is subject to development risks, such as risks

associated with the pricing and availability of labour and materials, construction delays, cost over-runs,

challenges in securing municipal approvals and potential delays in occupancy and/or rent commencement .

In connection with all Properties Under Development, Allied incurs development costs prior to (and in

anticipation of ) achieving a stabilized level of rental revenue . Allied manages these risks through fixed-

price contracts, where possible, by commencing municipal approval processes at an early stage and by not

commencing construction until a satisfactory level of pre-leasing is achieved for ground-up developments .

Overall, these risks are managed through Allied’s Declaration of Trust, which states that the cost of

development cannot exceed 15% of GBV .

ALLIED 2023 ANNUAL REPORTUSER TERMINATIONS AND FINANCIAL STABILITY

Allied’s distributable income would be adversely affected if a significant number of users were to become

unable to meet their obligations under their leases resulting in early termination and a significant amount of

available space in its properties were not able to be re-leased on economically favourable lease terms . Upon

the termination of any lease, there can be no assurance that the user will be replaced . The terms of any

subsequent lease may be less favourable to Allied than the existing lease . In the event of default by a user,

delays or limitations in enforcing rights as lessor may be experienced and substantial costs in protecting

Allied’s investment may be incurred . Furthermore, at any time, a user of any of Allied’s properties may seek

the protection of bankruptcy, insolvency or similar laws that could result in the rejection and termination

of such user’s lease and thereby cause a reduction in the cash flow available to Allied . Allied conducts due

diligence on the quality and financial viability of users and seeks to obtain large security deposits when

warranted . The ability to rent unleased space in the properties in which Allied will have an interest will be

affected by many factors . Costs may be incurred in making improvements or repairs to property required

by a new user . The failure to lease space on a timely basis or at all would likely have an adverse effect on

Allied’s financial condition .

COMPETITION

The real estate business is competitive . Numerous other developers, managers and owners of office

properties compete with Allied in seeking users . Some of the properties of Allied’s competitors are better

located or less levered than Allied’s properties and any property in which Allied subsequently acquires an

interest . Some of Allied’s competitors are better capitalized and stronger financially and hence better able

to withstand an economic downturn . The existence of competing developers and owners and competition

for Allied’s users could have an adverse effect on Allied’s ability to lease space in its properties and on the

rents charged or concessions granted, and could adversely affect Allied’s revenues and its ability to meet its

debt obligations . An increase in the availability of investment funds and an increase in interest in immovable

property investments may tend to increase competition for immovable property investments, thereby

increasing purchase prices and reducing the yield on them . Competition for acquisitions of real properties

is intense, and some competitors may have the ability or inclination to acquire properties at a higher price

or on terms less favourable than those that Allied is prepared to accept . Allied mitigates these risks through

the strategic positioning of its portfolio in amenity-rich urban areas of Canada’s major cities, its focus on

operations and targeted broker outreach .

100

ALLIED 2023 ANNUAL REPORTREAL ESTATE RISK

Allied is subject to the conventional risks associated with the ownership of real estate .

Certain significant expenditures, including property taxes, maintenance costs, mortgage payments,

insurance costs and related charges must be made by Allied throughout the period of its ownership of

the properties regardless of whether the property is producing sufficient income to cover such expenses .

In order to provide desirable rentable space over the long term, Allied must maintain or, in some cases,

improve each property’s condition to meet market demand . Maintaining and improving a rental property

can entail significant costs that Allied may not be able to pass on to users .

Real property investments tend to be relatively illiquid, with the degree of liquidity generally fluctuating in

relation to demand for and the perceived desirability of such investments . Such illiquidity may tend to limit

Allied’s ability to vary its portfolio promptly in response to changing economic or investment conditions . If

Allied were to dispose of real property investments, the proceeds to Allied might be significantly less than

the aggregate carrying value of its properties .

Allied strives to mitigate these risks through a robust preventative maintenance program, contractual rent

escalation mechanisms and by focusing intently on execution .

JOINT ARRANGEMENTS AND PARTNERSHIPS

Allied has entered into various joint arrangements and partnerships with different entities . If these joint

arrangements or partnerships do not perform as expected or default on financial obligations, Allied has

an associated risk . Allied reduces this risk by seeking to negotiate contractual rights upon default, to enter

into agreements with financially stable partners and to work with partners who have a successful record of

completing development projects .

Allied may own less than a controlling interest, may not be in a position to exercise sole decision-making

authority regarding the properties owned through joint arrangements and may not fully manage those

properties . Investments in joint arrangements may, under certain circumstances, involve risks not

present when a third party is not involved, including: (i) counter-party risk; (ii) the possibility that joint

arrangement partners may have business interests or goals that are inconsistent with Allied’s business

interests or goals; and (iii) the need to obtain the joint arrangement partner’s consent with respect to

certain major decisions relating to these assets, such as decisions relating to the sale of the assets, timing

and amount of distributions of cash from such properties to Allied and its joint arrangement partners, and

capital expenditures . In addition, the sale or transfer of interests in certain of the joint arrangements and

partnerships may be subject to rights of first refusal and certain of the joint arrangement agreements may

provide for buy-sell, put or similar arrangements .

101

ALLIED 2023 ANNUAL REPORTRELIANCE ON KEY PERSONNEL

The management of Allied depends on the services of certain key personnel, particularly its Chief Executive

Officer, Cecilia Williams, and its Chief Financial Officer, Nanthini Mahalingam . The unexpected loss of

services from key personnel or a limitation in their availability could have an adverse effect on the business,

financial condition and results of operations of Allied, specifically if there is not adequate succession

plans in place for these personnel . Allied’s ability to retain its senior management team or attract suitable

replacements in the event of a departure is dependent on, among other things, the competitive nature of the

employment market . Allied engages in ongoing succession planning for its key personnel and other senior

management and periodically conducts broader reviews of its management structure and succession plans .

Allied does not have key-personnel insurance on any of its key employees .

UNEXPECTED COSTS OR LIABILITIES RELATED TO ACQUISITIONS

A risk associated with acquisitions is that there may be an undisclosed or unknown liability relating to

the acquired property, and Allied may not be indemnified for some or all of these liabilities . Following an

acquisition, Allied may discover that it has acquired undisclosed liabilities, which may be material . The due

diligence procedures performed by Management are designed to address this risk . Allied performs what it

believes to be an appropriate level of investigation in connection with its acquisition of properties and seeks

through contract to ensure that risks lie with the appropriate party .

FINANCIAL RISKS AND RISK MANAGEMENT

FINANCING AND INTEREST RATE RISK; ACCESS TO CAPITAL

Allied is subject to risk associated with debt financing . Allied’s financing may include indebtedness with

interest rates based on variable lending rates that will result in fluctuations in Allied’s cost of borrowing .

The availability of debt to re-finance existing and maturing loans and the cost of servicing such debt will

influence Allied’s success . In order to minimize risk associated with debt financing, Allied strives to re-

finance maturing loans with long-term fixed-rate debt and to stagger the maturities over time . For Allied’s

current debt-maturity schedule, refer to page 78 .

Interest rates on debt for mortgages payable, unsecured debentures and unsecured term loans are between

1 .73% and 4 .87% with a weighted average contractual interest rate of 3 .17% . The weighted average term of

our debt (excluding construction loans and the Unsecured Facility) is 4 .1 years . Refer to note 12(b) and (d) of

the audited consolidated financial statements for further details .

Allied is additionally subject to risk associated with equity financing . The ability to access the equity capital

markets at appropriate points in time and at an acceptable cost will influence Allied’s success . In order to

minimize the risk associated with equity financing, Allied engages in extensive investor relations activity

with retail and institutional investors globally and strives to fix the cost of equity in conjunction with a clear

use of proceeds .

102

ALLIED 2023 ANNUAL REPORTThe real estate industry is highly capital intensive . Allied will require access to capital to maintain its

properties, to complete development and intensification projects, as well as to fund its growth strategy and

significant capital expenditures from time to time . There is no assurance that capital will be available when

needed or on favourable terms . Allied’s access to capital and cost of capital will be subject to a number of

factors, including general market conditions; the market’s perception of Allied’s growth potential; Allied’s

current and expected future earnings; Allied’s cash flow and cash distributions; and the market price of

Allied’s Units . If Allied is unable to obtain sources of capital, it may not be able to acquire or develop assets,

or pursue the development or intensification of properties when strategic opportunities arise .

AVAILABILITY OF CASH FLOW AND DISTRIBUTIONS

There can be no assurance that Allied will maintain or increase its distribution levels in the future .

Distributions are made at the discretion of the Trustees based on many factors, including provisions of the

Declaration of Trust, macroeconomic and industry specific environments, the overall financial condition of

Allied, future capital requirements, debt covenants, and taxable income . Distributable income may exceed

actual cash available to Allied from time to time because of items such as principal repayments of debt, user

inducements, leasing commissions and capital expenditures, if any . Allied may be required to use part of its

debt capacity or reduce distributions in order to accommodate such items . The market value of the Units

may be negatively impacted if Allied is unable to maintain its distribution levels in the future .

CREDIT RISK

Allied is subject to credit risk arising from the possibility that users may not be able to fulfill their lease

obligations . Allied strives to mitigate this risk by maintaining a diversified user-mix and limiting exposure to

any single user . Allied’s exposure to top-10 users is 19 .1% of rental revenue and the credit quality of our top-

10 users continues to improve .

As Allied has provided loans and advances to facilitate property development, further credit risks arise

in the event that borrowers default on the repayment of the amounts owed to Allied . Allied’s loans and

advances will typically be subordinate to prior ranking mortgage or charges . As at December 31, 2023, Allied

had $509,697 in loans receivable, the majority of which is loaned to affiliates of a single private company .

In the event of a large commercial real estate market correction, the fair market value of an underlying

property may be unable to support the loan value . Allied mitigates this risk by obtaining corporate

guarantees and/or registered mortgage charges and assignment of leases, performing credit checks on

potential borrowers, monitoring the financial and operating performance of borrowers, construction

and leasing status on the development projects, timing of rent commencement on leases, and status of

scheduled principal and interest payments .

103

ALLIED 2023 ANNUAL REPORTUNIT PRICE RISK

Unit price risk arises from the unit-based compensation liabilities and Exchangeable LP Units which

are recorded at fair value at each quarter-end date . Allied’s unit-based compensation liabilities and

Exchangeable LP Units negatively impact net income and comprehensive income when the Unit price rises

and positively impact net (loss) income and comprehensive (loss) income when the Unit price declines .

POTENTIAL VOLATILITY OF UNIT PRICES

Allied is an unincorporated trust and its Units are listed on the TSX . A publicly-traded real estate investment

trust will not necessarily trade at values determined solely by reference to the underlying value of its real

estate assets . The prices at which the Units will trade cannot be predicted and could be subject to significant

fluctuations in response to variations in quarterly operating results, distributions, and other factors beyond

the control of Allied such as changes or uncertainty regarding global economic conditions, including but

not limited to those caused by the occurrence of a natural disaster, a public health emergency or other

force majeure event . The annual yield on the Units as compared to the annual yield on other financial

instruments may also influence the price of the Units in the public trading markets . In addition, securities

markets may experience significant price and volume fluctuations from time to time that are unrelated or

disproportionate to the operating performance of particular issuers . These broad fluctuations may adversely

affect the market price of the Units .

DILUTION

Allied may, in its sole discretion, issue additional Units, or securities convertible or exchangeable into Units,

from time to time, and the voting power and/or economic interest of Unitholders may be diluted thereby .

Allied cannot predict the size or nature of future sales or issuances of securities, or the effect, if any, that

such future sales and issuances will have on the market price of the Units .

104

ALLIED 2023 ANNUAL REPORTOTHER RISKS

GENERAL ECONOMIC CONDITIONS

Allied may be affected by changes in general economic conditions (such as inflation and the availability

and cost of credit), local real estate markets (such as an oversupply of space or a reduction in demand for

real estate in the area), government regulations, competition from other available premises, including new

developments, and various other factors . Property valuations may be impacted by inflation and interest rate

risk . The global economy may face increasing uncertainty due to acts of nature, including an outbreak of a

pandemic or other health crisis, trade protectionism and disruptions, disputes and political events around

the world, which could potentially impact Canadian trade and the Canadian economy at large . This could

have an impact on the markets in which Allied operates and in turn could have an adverse effect on Allied .

CYBERSECURITY RISK

The efficient operation of Allied’s business is dependent on computer hardware and software systems .

Information systems are vulnerable to cybersecurity incidents . A cybersecurity incident is considered to be

any material adverse event that threatens the confidentiality, integrity or availability of Allied’s information

resources . A cybersecurity incident is an intentional attack or an unintentional event including, but not

limited to, malicious software, attempts to gain unauthorized access to data or information systems, and

other electronic security breaches that could lead to disruptions in critical systems, unauthorized release

of confidential or otherwise protected information and corruption of data . Allied’s primary risks that

could directly result from the occurrence of a cyber incident include operational interruption, damage to

its reputation, damage to its business relationships with users, the disclosure of confidential information

including personally identifiable information, potential liability to third parties, loss of revenue, additional

regulatory scrutiny and fines, as well as litigation and other costs and expenses . Allied undertakes regular

internal and external assessments of its information security posture, including annual third-party

penetration testing and ongoing third-party assessment of Allied’s information technology footprint .

Allied has adopted ISO 27001:2013 as a guiding framework for its portfolio . For information stored with or

processed by third parties, Allied undertakes due diligence prior to working with them and uses contractual

means to ensure compliance to standards set by Allied . Allied’s employees complete information security

training every four months and an external Information Technology General Controls audit is completed

annually . Additionally, Allied monitors and assesses risks surrounding collection, usage, storage, protection,

and retention/destruction practices of personal data . Allied also maintains information security risk

insurance coverage . Since inception, Allied has not experienced an unauthorized intrusion or infiltration of

its systems that has resulted in a data breach . These measures, as well as Allied’s increased awareness of a

risk of a cyber incident, do not guarantee that its financial results will not be negatively impacted by such an

incident .

105

ALLIED 2023 ANNUAL REPORTTAXATION RISK AND CHANGES IN LEGISLATION

Allied is a mutual fund trust as defined in the Tax Act . The Tax Act contains restrictions relating to the

activities and the investments permitted by a mutual fund trust and, if Allied failed to adhere to these

restrictions, adverse tax consequences would arise .

On June 22, 2007, specified investment flow through trusts or partnerships (“SIFT”) rules were introduced

and changed the manner in which certain trusts are taxed . Certain distributions from a SIFT would not

be deductible in computing the SIFT’s taxable income and therefore the distributions would be subject

to trust entity level tax, at the general tax rate applicable to Canadian corporations . Trusts that meet the

REIT exemption are not subject to SIFT rules . The determination as to whether Allied qualifies for the REIT

exemption in a particular taxation year can only be made with certainty at the end of that taxation year .

Asset tests need to be met at all times in the taxation year and revenue tests need to be met for the taxation

year . While there is uncertainty surrounding the interpretation of the relevant provisions of the REIT

exemption and application of SIFT rules, Allied expects that it will qualify for the REIT exemption .

In the event that the SIFT rules apply to Allied, the impact to Unitholders will depend on the status of

the holder and, in part, on the amount of income distributed which would not be deductible by Allied

in computing its income in a particular year and what portions of Allied’s distributions constitute “non-

portfolio earnings”, other income and return of capital .

There can be no assurance that income tax laws (or the judicial interpretation thereof or the administrative

and/or assessing practices of the Canada Revenue Agency) and/or the treatment of mutual fund trusts will

not be changed in a manner which adversely affects Unitholders . Allied will endeavour to ensure that the

Units continue to be qualified investments for registered retirement savings plans, deferred profit sharing

plans, registered retirement income funds, registered education savings plans, registered disability savings

plans and tax-free savings accounts . Units will cease to be qualified investments for registered retirement

savings plans, deferred profit sharing plans, registered retirement income funds, registered education

savings plans, registered disability savings plans and tax-free savings accounts if the Units were no longer

listed on a stock exchange that, for the purposes of the Tax Act, is a designated stock exchange (which

includes the TSX) and Allied no longer qualified as a mutual fund trust or as a registered investment . The

Tax Act imposes penalties for the acquisition or holding of non-qualified investments .

106

ALLIED 2023 ANNUAL REPORTENVIRONMENTAL AND CLIMATE CHANGE RISK

As an owner of real estate, Allied is subject to various federal, provincial and municipal laws relating

to environmental matters . Allied will make the necessary capital and operating expenditures to ensure

compliance with environmental laws and regulations .

Such laws provide that Allied could be liable for the costs of removal of certain hazardous substances,

remediation of certain hazardous locations or other environmental impacts . The failure to remove or

remediate such substances, locations or environmental impacts, if any, could adversely affect Allied’s

ability to sell such real estate or to borrow using such real estate as collateral and could potentially also

result in claims against Allied . Allied is not aware of any material non-compliance with environmental laws

at any of the properties . Allied is also not aware of any pending or threatened investigations or actions by

environmental regulatory authorities in connection with any of the properties or any pending or threatened

claims relating to environmental conditions at the properties .

Climate change could pose significant environmental, social and business risks . If environmental laws and

regulations change, Allied could be subject to more stringent environmental laws and regulations in the

future . Compliance with more stringent environmental laws and regulations could have an adverse effect on

Allied’s business, financial condition or results of operation . It is Allied’s operating policy to obtain a Phase

I environmental assessment conducted by an independent and experienced environmental consultant

prior to acquiring a property . Phase I environmental assessments have been performed in respect of all

properties . Allied is committed to evaluating potential impacts to its business on an ongoing basis and to

making investments to mitigate potential identified impacts .

Physical risks from climate change that may result in damage to Allied’s properties may include natural

disasters and severe weather, such as floods and rising temperatures . The extent of Allied’s casualty losses

and loss in operating income in connection with such events is a function of the severity of the event and

the total amount of exposure in the affected area . Allied is also exposed to risks associated with inclement

winter weather, including increased need for maintenance and repair of its buildings . In addition, the

physical impacts from climate change, including changing weather patterns, could have effects on Allied’s

business by increasing the cost of property insurance, and/or energy at its properties . As a result, the

consequences of natural disasters, severe weather and climate change could increase Allied’s costs and

reduce Allied’s cash flow . Allied is evaluating all of its assets to understand how the physical risks from

climate change could impact the portfolio and is taking a proactive and precautionary approach to mitigate

potential impacts .

107

ALLIED 2023 ANNUAL REPORTGENERAL UNINSURED LOSSES

Allied carries comprehensive general liability, fire, flood, extended coverage and rental loss insurance with

policy specifications, limits and deductibles customarily carried for similar properties . There are, however,

certain types of risks, generally of a catastrophic nature, such as wars or environmental contamination,

which are either uninsurable or not insurable on an economically viable basis . Allied will have insurance

for earthquake risks, subject to certain policy limits, deductibles and self-insurance arrangements, and will

continue to carry such insurance if it is economical to do so . Should an uninsured or underinsured loss

occur, Allied could lose its investment in, and anticipated profits and cash flows from, one or more of its

properties, but Allied would continue to be obliged to repay any recourse mortgage indebtedness on such

properties .

PANDEMICS AND OTHER PUBLIC HEALTH CRISES

Pandemics and other public health crises can result in significant economic disruptions, slowdowns and

increased volatility in financial markets, which could have adverse consequences on Allied including,

but not limited to, business continuity interruptions, disruptions and costs of development activities,

unfavorable market conditions, and threats to the health and safety of employees . Such occurrences could

also potentially affect the market price for the equity securities of Allied, its current credit rating, total

return and distributions . Allied’s users may also face business challenges as a result of a pandemic or other

public health crisis that may adversely affect their business and their ability to pay rent in full, on a timely

basis or at all . Such events could materially adversely affect Allied’s operations, reputation and financial

condition, including the fair value of Allied’s properties .

108

ALLIED 2023 ANNUAL REPORTABSENCE OF SHAREHOLDER RIGHTS

Unitholders do not have all of the statutory rights normally associated with ownership of shares of a

company . On May 12, 2016, Allied amended the Declaration of Trust to include certain rights, remedies

and procedures in favour of Unitholders consistent, to the extent possible, with those available to

shareholders of a corporation pursuant to the Canada Business Corporations Act, as further described in

Allied’s Management Information Circular dated April 11, 2016 . The rights granted in the Declaration of

Trust are granted as contractual rights afforded to Unitholders (rather than as statutory rights) . Similar to

other existing rights contained in Allied’s Declaration of Trust (i .e ., the take-over bid provisions and conflict

of interest provisions), making these rights and remedies and certain procedures available by contract is

structurally different from the manner in which the equivalent rights and remedies or procedures (including

the procedure for enforcing such remedies) are made available to shareholders of a corporation, who

benefit from those rights and remedies or procedures by the corporate statute that governs the corporation,

such as the Canada Business Corporations Act . As such, there is no certainty how these rights, remedies or

procedures may be treated by the courts in the non-corporate context or that a Unitholder will be able to

enforce the rights and remedies in the manner contemplated by the amendments . Furthermore, how the

courts will treat these rights, remedies and procedures will be in the discretion of the court, and the courts

may choose to not accept jurisdiction to consider any claim contemplated in the provisions .

The Units are not “deposits” within the meaning of the Canada Deposit Insurance Corporation Act and are not

insured under the provisions of that Act or any other legislation . Furthermore, Allied is not a trust company

and, accordingly, it is not registered under any trust and loan company legislation as it does not carry on or

intend to carry on the business of a trust company .

UNITHOLDER LIABILITY

On December 16, 2004, the Province of Ontario proclaimed the Trust Beneficiaries Liability Act (Ontario)

in force . This legislation provides that beneficiaries of Ontario based income trusts are not liable, as

beneficiaries, for any act, default, obligation or liability of the income trust . Unitholders of Allied will have

the benefit of this legislation with respect to liabilities arising on or after December 16, 2004 . This legislation

has not been subject to interpretation by courts in the Province of Ontario or elsewhere .

109

ALLIED 2023 ANNUAL REPORTSection X
—Property Table

110

ALLIED 2023 ANNUAL REPORTDECEMBER 31, 2023
PROPERTIES

Office GLA

Retail GLA

Total GLA % Total GLA

Total Vacant
& Unleased

Total Leased

Leased %

28 Atlantic

32 Atlantic

47 Jefferson

64 Jefferson

College & Manning -
547-549 College

College & Manning -
559-563 College (1)

College & Palmerston -
491 College (1)

The Castle - 135 Liberty

The Castle - 41 Fraser

The Castle - 47 Fraser

The Castle - 49 Fraser

The Castle - 53 Fraser

The Castle - 8 Pardee

10,065

50,434

6,884

78,820

—

10,065

50,434

6,884

78,820

—

2,708

—

10,065

100 .0%

50,434

100 .0%

6,884

100 .0%

78,820

100 .0%

2,708

100 .0%

24,627

2,634

27,261

3,202

24,059

88 .3%

8,863

55,526

14,857

7,468

17,472

78,797

—

3,717

—

3,480

—

2,681

5,935

—

12,580

55,526

14,857

10,948

17,472

78,797

2,681

409,842

64,245

31,003

44,954

85,984

—

12,580

100 .0%

22,339

33,187

59 .8%

—

10,363

48,740

—

14,857

100 .0%

10,948

100 .0%

7,109

30,057

40 .7%

38 .1%

2,681

100 .0%

409,842

100 .0%

64,245

100 .0%

31,003

100 .0%

44,954

100 .0%

85,984

100 .0%

The Well - 8 Spadina (1)(6)

403,907

The Well - 452 Front W (1)

The Well - 460 Front W (1)(6)

The Well - 482 Front W (1)

64,245

31,003

44,954

The Well - 486 Front W (1)(6)

—

85,984

King West

897,922

107,139

1,005,061

6.7%

84,644

920,417

91.6%

12 Brant

141 Bathurst

183 Bathurst

241 Spadina

379 Adelaide W

383 Adelaide W

387 Adelaide W

420 Wellington W

425 Adelaide W

—

11,936

10,101

24,136

24,827

38,560

4,515

6,500

31,339

70,846

—

5,643

6,046

3,045

—

3,163

3,809

425-439 King W

66,486

23,497

432 Wellington W

441-443 King W

445-455 King W

460 King W

461 King W

468 King W

—

6,377

8,997

2,904

31,523

16,304

10,144

38,717

63,121

4,285

35,833

—

11,936

10,101

29,779

30,873

41,605

4,515

6,500

34,502

74,655

89,983

8,997

9,281

47,827

14,429

74,550

63,121

—

11,936

100 .0%

3,483

17,202

6,618

12,577

65 .5%

42 .2%

—

30,873

100 .0%

23,972

17,633

42 .4%

—

5,254

6,599

—

3,156

4,729

1,499

4,515

100 .0%

6,500

100 .0%

34,502

100 .0%

69,401

83,384

8,997

6,125

43,098

12,930

93 .0%

92 .7%

100 .0%

66 .0%

90 .1%

89 .6%

—

74,550

100 .0%

63,121

—

—%

111

ALLIED 2023 ANNUAL REPORTDECEMBER 31, 2023
PROPERTIES

Office GLA

Retail GLA

Total GLA % Total GLA

Total Vacant
& Unleased

Total Leased

Leased %

469 King W

478 King W

485 King W

500 King W

522 King W

540 King W

544 King W

552-560 King W

555 Richmond W

579 Richmond W

64 Spadina

61,618

12,273

—

8,701

12,339

44,130

28,850

—

16,340

6,784

296,051

26,818

—

21,598

21,863

5,935

—

17,395

1,850

—

5,297

80-82 Spadina

60,048

16,009

96 Spadina

77,223

8,240

73,891

8,701

12,339

65,728

50,713

5,935

16,340

24,179

297,901

26,818

5,297

76,057

85,463

King Portland Centre -
602-606 King W (1)

King Portland Centre -
620 King W (1)

King Portland Centre -
642 King W (1)

19,208

6,364

25,572

127,658

9,170

136,828

18,485

55,406

75 .0%

—

8,701

100 .0%

12,339

100 .0%

15,326

50,402

28,850

21,863

76 .7%

43 .1%

—

5,935

100 .0%

16,340

100 .0%

24,179

100 .0%

43,019

254,882

4,300

22,518

85 .6%

84 .0%

—

5,297

100 .0%

76,057

100 .0%

7,842

77,621

90 .8%

—

25,572

100 .0%

136,828

100 .0%

King West Central

1,211,629

265,522

1,477,151

9.9%

254,207

1,222,944

82.8%

7,370

5,365

12,735

7,370

5,365

42 .1%

116 Simcoe

117 & 119 John

19 Duncan (5)(6)

121 John

125 John

179 John

180 John

200 Adelaide W

208-210 Adelaide W

15,495

—

7,562

76,734

2,591

2,171

70,897

45,631

26,614

11,477

—

855

798

—

217 Richmond W

31,200

21,670

42,763

62,420

19,048

50,786

—

5,584

3,725

—

20,275

19,040

40,069

6,846

51,140

—

257 Adelaide W

312 Adelaide W

331-333 Adelaide W

358-360 Adelaide W

388 King W

82 Peter

99 Spadina

QRC West - 134 Peter,
Phase I

112

15,495

7,562

76,734

3,446

2,969

70,897

45,631

26,614

11,477

52,870

42,763

68,004

22,773

50,786

39,315

46,915

51,140

—

15,495

100 .0%

7,562

100 .0%

76,734

100 .0%

3,446

2,969

100 .0%

1,838

69,059

97 .4%

—

6,027

2,898

16,600

22,833

45,631

100 .0%

26,614

100 .0%

5,450

49,972

26,163

45,171

47 .5%

94 .5%

61 .2%

66 .4%

—

22,773

100 .0%

28,911

18,227

16,024

7,985

21,875

21,088

30,891

43,155

43 .1%

53 .6%

65 .8%

84 .4%

298,782

8,213

306,995

14,749

292,246

95 .2%

ALLIED 2023 ANNUAL REPORTDECEMBER 31, 2023
PROPERTIES

QRC West -
364 Richmond W, Phase I

Union Centre

Office GLA

Retail GLA

Total GLA % Total GLA

Total Vacant
& Unleased

Total Leased

Leased %

38,279

41,787

—

38,279

41,787

6,864

4,952

31,415

36,835

82 .1%

88 .1%

Entertainment District

948,159

74,293

1,022,452

6.8%

147,908

874,544

85.5%

110 Yonge (2)

175 Bloor E (3)

193 Yonge

77,910

295,913

2,376

9,177

80,286

305,090

9,087

71,199

49,259

255,831

88 .7%

83 .9%

34,349

16,898

51,247

—

51,247

100 .0%

525 University

199,115

9,392

208,507

2,429

206,078

98 .8%

Downtown

607,287

37,843

645,130

4.3%

60,775

584,355

90.6%

106 Front E

184 Front E

35-39 Front E

36-40 Wellington E

41-45 Front E

45-55 Colborne

47 Front E

49 Front E

24,113

84,116

34,818

15,494

20,353

30,621

9,069

9,482

10,554

4,829

13,822

9,993

14,239

13,288

4,337

10,435

34,667

88,945

48,640

25,487

34,592

43,909

13,406

19,917

3,397

26,734

31,270

62,211

90 .2%

69 .9%

—

48,640

100 .0%

8,073

17,414

68 .3%

—

34,592

100 .0%

1,448

2,867

42,461

10,539

96 .7%

78 .6%

—

19,917

100 .0%

50 Wellington E

22,112

12,454

34,566

3,424

31,142

90 .1%

54 Esplanade

56 Esplanade

60 Adelaide E

65 Front E

70 Esplanade

—

9,038

59,270

22,137

106,438

14,339

19,590

4,608

5,922

6,109

9,038

81,407

111,046

20,261

25,699

—

9,038

100 .0%

27,296

54,111

10,494

100,552

16,356

3,905

66 .5%

90 .5%

19 .3%

—

25,699

100 .0%

St. Lawrence Market

449,815

141,765

591,580

4.0%

100,089

491,491

83.1%

135-137 George

133 George

139-141 George

204-214 King E

230 Richmond E

252-264 Adelaide E

489 Queen E

70 Richmond E

Dominion Square -
468 Queen N

Dominion Square -
468 Queen S

2,399

1,617

2,190

—

2,399

1,617

2,190

—

1,014

2,399

100 .0%

1,617

1,176

100 .0%

53 .7%

84 .5%

115,086

13,837

128,923

20,012

108,911

73,542

44,537

31,737

34,469

—

73,542

—

73,542

100 .0%

2,582

—

47,119

31,737

34,469

10,844

36,275

77 .0%

—

31,737

100 .0%

17,011

17,458

50 .6%

30,383

3,523

33,906

—

33,906

100 .0%

34,313

9,091

43,404

1,358

42,046

96 .9%

113

ALLIED 2023 ANNUAL REPORTDECEMBER 31, 2023
PROPERTIES

Dominion Square -
478-496 Queen

Office GLA

Retail GLA

Total GLA % Total GLA

Total Vacant
& Unleased

Total Leased

Leased %

6,552

33,526

40,078

3,040

37,038

92 .4%

QRC East - 111 Queen E

190,953

20,732

211,685

6,165

205,520

97 .1%

Queen Richmond

567,778

83,291

651,069

4.4%

59,444

591,625

90.9%

Toronto

4,682,590

709,853

5,392,443

36.1%

707,067

4,685,376

86.9%

195 Joseph

20 Breithaupt (4)

25 Breithaupt (4)

51 Breithaupt (4)

72 Victoria

The Tannery -
151 Charles W

Kitchener

26,462

147,029

46,845

66,355

90,023

—

26,462

147,029

46,845

66,355

90,023

—

26,462

100 .0%

147,029

100 .0%

46,845

100 .0%

2,597

17,507

63,758

72,516

96 .1%

80 .6%

53 .8%

75.5%

306,564

25,810

332,374

153,634

178,740

683,278

25,810

709,088

4.7%

173,738

535,350

Toronto & Kitchener

5,365,868

735,663

6,101,531

40.8%

880,805

5,220,726

85.6%

The Chambers - 40 Elgin

195,994

5,466

201,460

—

201,460

100 .0%

The Chambers - 46 Elgin

28,054

Ottawa

224,048

1001 Boulevard Robert-
Bourassa (6)

1010 Sherbrooke W

681,039

326,918

1,756

7,222

9,742

1,600

29,810

2,430

27,380

91 .8%

231,270

1.5%

2,430

228,840

98.9%

690,781

328,518

—

690,781

100 .0%

30,468

298,050

90 .7%

483,685

896

484,581

53,713

430,868

88 .9%

466,769

22,562

489,331

24,008

465,323

3510 Saint-Laurent

85,645

15,022

100,667

3530-3540 Saint-Laurent

52,321

425 Viger

4396-4410 Saint-Laurent

4446 Saint-Laurent

451-481 Saint-Catherine W

480 Saint-Laurent

5445 de Gaspé

5455 de Gaspé

5505 Saint-Laurent

6300 Parc

645 Wellington

307,201

41,374

72,855

21,044

53,397

4,008

9,146

14,147

7,251

9,983

6,298

56,329

316,347

55,521

80,106

31,027

59,695

243,788

184,510

128,690

2,221

3,933

7,421

246,009

188,443

136,111

700 Saint Antoine

107,320

17,685

125,005

700 Saint-Hubert (6)

740 Saint-Maurice

100,208

68,703

—

100,208

68,703

114

8,807

4,780

91,860

51,549

13,555

302,792

838

54,683

21,635

58,471

8,823

1,635

22,204

58,060

91 .3%

91 .5%

95 .7%

98 .5%

73 .0%

71 .6%

97 .3%

95 .1%

99 .1%

92 .3%

96 .5%

96 .3%

2,221

243,788

14,417

174,026

131,301

120,425

4,810

4,580

—

100,208

100 .0%

68,703

100 .0%

ALLIED 2023 ANNUAL REPORTDECEMBER 31, 2023
PROPERTIES

Office GLA

Retail GLA

Total GLA % Total GLA

Total Vacant
& Unleased

Total Leased

Leased %

747 Square-Victoria

532,549

37,752

570,301

54,527

515,774

90 .4%

85 Saint-Paul W

79,707

—

79,707

7,852

71,855

90 .1%

Cité Multimédia -
111 Boulevard Robert-
Bourassa

Cité Multimédia -
50 Queen

Cité Multimédia -
700 Wellington

Cité Multimédia -
75 Queen

Cité Multimédia -
80 Queen

Cité Multimédia -
87 Prince

El Pro Lofts -
644 Courcelle

Le Nordelec -
1301-1303 Montmorency

Le Nordelec -
1655 Richardson

Le Nordelec -
1751 Richardson

RCA Building -
1001 Lenoir (6)

359,039

12,571

371,610

146,476

225,134

60 .6%

27,072

135,232

—

27,072

135,232

1,255

25,817

95 .4%

20,912

114,320

84 .5%

253,311

2,513

255,824

75,008

180,816

70 .7%

69,247

—

69,247

—

69,247

100 .0%

99,089

1,040

100,129

3,254

96,875

96 .8%

144,964

8,935

153,899

52,841

101,058

65 .7%

7,550

32,893

—

7,550

32,893

—

7,550

100 .0%

32,893

100 .0%

785,334

41,482

826,816

73,238

753,578

91 .1%

127,306

2,051

129,357

—

129,357

100 .0%

Montréal

6,078,760

238,259

6,317,019

42.2%

629,653

5,687,366

90.0%

Montréal & Ottawa

6,302,808

245,481

6,548,289

43.8%

632,083

5,916,206

90.3%

613 11th SW

617 11th SW

Alberta Block -
805 1st SW

Alberta Hotel -
808 1st SW

Atrium on Eleventh -
625 11th SE

Biscuit Block -
438 11th SE

Burns Building -
237 8th SE

Cooper Block -
809 10th SW

Customs House -
134 11th SE

Demcor Condo -
221 10th SE

—

3,230

4,288

6,306

4,288

9,536

—

736

4,288

100 .0%

8,800

92 .3%

9,094

22,038

31,132

1,856

29,276

94 .0%

28,036

20,424

48,460

10,563

37,897

78 .2%

34,519

1,373

35,892

9,205

26,687

74 .4%

51,298

—

51,298

—

51,298

100 .0%

67,187

7,423

74,610

23,697

50,913

68 .2%

35,256

77,097

14,253

—

35,256

77,097

14,253

21,058

14,198

40 .3%

—

77,097

100 .0%

7,021

7,232

50 .7%

115

ALLIED 2023 ANNUAL REPORTDECEMBER 31, 2023
PROPERTIES

Demcor Tower -
239 10th SE

Five Roses Building -
731-739 10th SW

Glenbow - 802 11th SW

Office GLA

Retail GLA

Total GLA % Total GLA

Total Vacant
& Unleased

Total Leased

Leased %

25,280

—

25,280

2,938

22,342

88 .4%

Glenbow - 822 11th SW

14,037

—

20,808

7,319

3,501

7,319

17,538

—

20,808

100 .0%

7,319

100 .0%

4,743

12,795

73 .0%

Glenbow Annex -
816 11th SW

Glenbow Cornerblock -
838 11th SW

Glenbow Ellison -
812 11th SW

Leeson Lineham Building -
209 8th SW

LocalMotive -
1240 20th SE

Odd Fellows - 100 6th SW

Pilkington Building -
402 11th SE

Roberts Block -
603-605 11th SW

Sherwin Block -
738 11th SW

Telephone Building -
119 6th SW

TELUS Sky -
685 Centre SW (5)

Theatre Grand -
608 1st Street SW

The Lougheed Building -
604 1st Street SW

Vintage Towers -
322-326 11th SW

Woodstone Building -
1207-1215 13th SE

—

9,021

—

9,021

100 .0%

10,998

11,212

22,210

11,212

10,998

49 .5%

13,344

—

13,344

—

13,344

100 .0%

27,821

5,420

33,241

6,044

27,197

81 .8%

57,536

33,474

40,018

—

57,536

33,474

40,018

—

57,536

100 .0%

33,474

—

—%

—

40,018

100 .0%

23,624

27,499

51,123

12,082

39,041

76 .4%

18,319

8,176

26,495

5,137

21,358

80 .6%

63,064

—

63,064

25,183

37,881

60 .1%

150,784

4,353

155,137

38,951

116,186

74 .9%

—

34,100

—

34,100

100 .0%

83,783

—

83,783

—

—%

188,696

23,717

212,413

5,062

207,351

97 .6%

32,428

—

32,428

—

32,428

100 .0%

Young Block - 129 8th SW

4,841

2,164

7,005

2,414

4,591

Calgary

1,108,017

219,142

1,327,159

8.9%

305,159

1,022,000

65 .5%

77.0%

1040 Hamilton

1050 Homer

1185 West Georgia

1220 Homer

1286 Homer

36,278

38,302

161,119

21,708

25,613

9,162

4,797

4,869

—

45,440

43,099

165,988

21,708

25,613

1,215

44,225

97 .3%

—

43,099

100 .0%

12,653

153,335

92 .4%

—

21,708

100 .0%

25,613

100 .0%

1508 West Broadway

81,809

64,271

146,080

1,362

144,718

99 .1%

116

ALLIED 2023 ANNUAL REPORTOffice GLA

Retail GLA

Total GLA % Total GLA

Total Vacant
& Unleased

Total Leased

Leased %

DECEMBER 31, 2023
PROPERTIES

151-155 West Hastings

2233 Columbia

375 Water

840 Cambie

38,512

21,591

150,020

89,377

—

6,852

27,015

—

38,512

28,443

177,035

89,377

45,003

—

38,512

100 .0%

28,443

100 .0%

46,503

130,532

73 .7%

—

89,377

100 .0%

45,003

100 .0%

948-950 Homer

23,245

21,758

Dominion Building -
207 West Hastings

Sun Tower -
128 West Pender

60,230

12,646

72,876

4,080

68,796

94 .4%

76,436

1,693

78,129

22,587

55,542

71 .1%

Vancouver

824,240

153,063

977,303

6.5%

88,400

888,903

91.0%

Total Rental Portfolio

13,600,933

1,353,349

14,954,282

100.0%

1,906,447

13,047,835

87.3%

Note that the table above does not include ancillary residential properties, which total 13, and are included in the property count. The table above
also excludes properties under development.
(1) RioCan/Allied Joint Arrangement
(2) Sutter Hill/Allied Joint Arrangement
(3) OPTrust/Allied Joint Arrangement
(4) Perimeter/Allied Joint Arrangement
(5) Westbank/Allied/TELUS Joint Venture
(6) A portion of the property is under development. Only the portion of GLA that is in the rental portfolio is included in the property table.

117

ALLIED 2023 ANNUAL REPORTRENTAL RESIDENTIAL UNITS

PROPERTY

TELUS Sky

College & Manning

OCCUPANCY AT
DECEMBER 31, 2023

OCCUPANCY AT
DECEMBER 31, 2022

79.8%

94.7%

81 .4%

96 .8%

PROPERTIES UNDER DEVELOPMENT

ESTIMATED GLA ON
COMPLETION (SF)

The Well, Toronto (1)(2)(3)

400 Atlantic, Montréal

Boardwalk-Revillon Building, Edmonton (4)

185 Spadina, Toronto

342 Water, Vancouver

Adelaide & Duncan, Toronto (1)(3)(5)

1001 Boulevard Robert-Bourassa, Montréal (3)

RCA Building, Montréal (3)

422-424 Wellington W, Toronto

QRC West Phase II, Toronto (6)

KING Toronto, Toronto (1)(7)

108 East 5th Avenue, Vancouver (1)

700 Saint Hubert, Montréal (3)

3575 Saint-Laurent, Montréal

365 Railway, Vancouver

Kipling Square, Calgary

810 Saint Antoine, Montréal

Total Development Portfolio

763,000

87,473

297,851

55,213

21,640

230,000

298,342

215,305

10,000

93,134

100,000

102,000

144,114

184,779

60,000

48,502

380,000

3,091,353

(1) These properties are co-owned, reflected in the table above at Allied’s ownership interest.
(2) Each of Allied and RioCan own an undivided 50% interest in The Well. The GLA components (in square feet) at Allied’s 50% share will be as
follows: approximately 584,000 of office, 160,000 of retail, 19,000 of storage and the residential air rights. The residential air rights and
associated underground parking and transfer floor slab developments (“The Well Air Rights”) were sold by the co-ownership in phases since Q4
2020, and the last phase closed in January 2022.

(3) A portion of the property is under development. The GLA represents the portion under development. The exceptions are The Well, 700 Saint

Hubert and Adelaide & Duncan, which are ground-up developments, so the GLA includes the portion under development and in the rental
portfolio.

(4) The GLA components (in square feet) are as follows: 233,559 of office and 64,292 of retail.
(5) The GLA components (in square feet) at our 50% share are as follows: 144,000 of residential, 77,000 of office and 9,000 of retail.
(6) The GLA components (in square feet) are as follows: 77,434 of office and 15,700 of retail.
(7) Allied entered into a joint arrangement with Westbank to develop KING Toronto. As part of the arrangement, Allied sold a 50% undivided

118

ALLIED 2023 ANNUAL REPORTANCILLARY PARKING FACILITIES

NUMBER OF SPACES

305 Joseph, Kitchener (1)

15 Brant, Toronto

78 Spadina, Toronto

7-9 Morrison, Toronto

105 George, Toronto

301 Markham, Toronto

388 Richmond, Toronto

464 King, Toronto

478 King, Toronto

560 King, Toronto

650 King, Toronto

Total Parking

(1) Perimeter/Allied Joint Arrangement. Reflected in the table above at Allied’s 50% ownership interest.

354

208

121

131

171

1,194

119

ALLIED 2023 ANNUAL REPORT120

ALLIED 2023 ANNUAL REPORTConsolidated Financial Statements
For the Years Ended
December 31, 2023 and 2022

121

ALLIED 2023 ANNUAL REPORTManagement’s Statement of
Responsibility for Financial
Reporting

The accompanying consolidated financial statements, management’s discussion and analysis of results

of operations and financial condition and the annual report are the responsibility of the Management of

Allied Properties Real Estate Investment Trust (“Allied”) . The consolidated financial statements have been

prepared in accordance with International Financial Reporting Standards and where appropriate, include

amounts which are based on judgments, estimates and assumptions of Management .

Management has developed and maintains a system of accounting and reporting which provides for the

necessary internal controls to ensure that transactions are properly authorized and recorded, assets are

safeguarded against unauthorized use or disposition, and liabilities are recognized .

The Board of Trustees (the “Board”) is responsible for ensuring that Management fulfills its responsibility

for financial reporting and is ultimately responsible for reviewing and approving the consolidated

financial statements . The Board carries out this responsibility principally through its Audit Committee

(the “Committee”), which is comprised entirely of independent trustees . The Committee reviews the

consolidated financial statements with both Management and the independent auditors . The Committee

reports its findings to the Board, which approves the consolidated financial statements before they are

submitted to the Unitholders of Allied .

Deloitte LLP (the “Auditors”), the independent auditors of Allied, have audited the consolidated financial

statements of Allied in accordance with Canadian generally accepted auditing standards to enable them to

express to the Unitholders their opinion on the consolidated financial statements . The Auditors have direct

and full access to, and meet periodically with the Committee, both with and without Management present .

Cecilia C . Williams, CPA, CA

Nanthini Mahalingam, CPA

President and Chief Executive Officer

Senior Vice President and Chief Financial Officer

122

ALLIED 2023 ANNUAL REPORTIndependent Auditor’s Report

TO THE SHAREHOLDERS AND THE BOARD OF DIRECTORS OF

ALLIED PROPERTIES REAL ESTATE INVESTMENT TRUST

OPINION

We have audited the consolidated financial statements of Allied Properties Real Estate Investment Trust

(the “Trust”), which comprise the consolidated balance sheets as at December 31, 2023 and 2022, and the

consolidated statements of (loss) income and comprehensive (loss) income, equity, and cash flows for the

years then ended, and notes to the consolidated financial statements, including material accounting policy

information (collectively referred to as the “financial statements”) .

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial

position of the Trust as at December 31, 2023 and 2022, and its financial performance and its cash flows for

the years then ended in accordance with International Financial Reporting Standards (“IFRS”) .

BASIS FOR OPINION

We conducted our audit in accordance with Canadian generally accepted auditing standards

(“Canadian GAAS”) . Our responsibilities under those standards are further described in the Auditor’s

Responsibilities for the Audit of the Financial Statements section of our report . We are independent of the

Trust in accordance with the ethical requirements that are relevant to our audit of the financial statements

in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements .

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our

opinion .

KEY AUDIT MATTER

A key audit matter is a matter that, in our professional judgment, was of most significance in our audit of the

consolidated financial statements for the year ended December 31, 2023 . This matter was addressed in the

context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon,

and we do not provide a separate opinion on this matter .

123

ALLIED 2023 ANNUAL REPORTFAIR VALUE OF INVESTMENT PROPERTIES—

REFER TO NOTES 2(D), 3, AND 5 OF THE FINANCIAL STATEMENTS

KEY AUDIT MATTER DESCRIPTION

Investment properties are accounted for using the fair value model . The Trust predominantly uses the

discounted cash flow (“DCF”) method to estimate fair value and uses the comparable sales method primarily

for properties under development . The critical assumptions relating to the Trust’s estimates of fair values

of investment properties include discount rates, terminal capitalization rates, and anticipated cash flow

assumptions relating to occupancy and rental rates .

While there are several assumptions that are required to determine the fair value of all investment

properties using the DCF method, the critical assumptions with the highest degree of subjectivity and

impact on fair values are the anticipated rental rates, discount rates, and terminal capitalization rates .

Auditing these critical assumptions required a high degree of auditor judgment as the estimations made by

management contain significant measurement uncertainty . This resulted in an increased extent of audit

effort, including the need to involve fair value specialists .

HOW THE KEY AUDIT MATTER WAS ADDRESSED IN THE AUDIT

Our audit procedures related to the anticipated rental rates, discount rates and terminal capitalization rates

used to determine the fair value of the investment properties included the following, among others:

— Evaluated the effectiveness of controls over determining investment properties’ fair value, including

those over the determination of the anticipated rental rates, discount rates and terminal capitalization

rates .

— Evaluated the reasonableness of management’s forecast of anticipated rental rates by comparing

management’s forecasts with historical results, internal communications to management and the Board

of Trustees, and contractual information, where applicable .

— With the assistance of fair value specialists, evaluated the reasonableness of management’s forecast of

anticipated rental rates, discount rates and terminal capitalization rates by considering recent market

transactions and industry surveys .

OTHER INFORMATION

Management is responsible for the other information . The other information comprises:

— Management’s Discussion and Analysis of Results of Operations and Financial Condition

— The information, other than the financial statements and our auditor’s report thereon, in the Annual

Report .

Our opinion on the financial statements does not cover the other information and we do not and will not

express any form of assurance conclusion thereon . In connection with our audit of the financial statements,

our responsibility is to read the other information identified above and, in doing so, consider whether the

other information is materially inconsistent with the financial statements or our knowledge obtained in the

audit, or otherwise appears to be materially misstated .

124

ALLIED 2023 ANNUAL REPORTWe obtained Management’s Discussion and Analysis of Results of Operations and Financial Condition and

the Annual Report prior to the date of this auditor’s report . If, based on the work we have performed on

this other information, we conclude that there is a material misstatement of this other information, we are

required to report that fact in this auditor’s report . We have nothing to report in this regard .

RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE

FINANCIAL STATEMENTS

Management is responsible for the preparation and fair presentation of the financial statements in

accordance with IFRS, and for such internal control as management determines is necessary to enable the

preparation of financial statements that are free from material misstatement, whether due to fraud or error .

In preparing the financial statements, management is responsible for assessing the Trust’s ability to continue

as a going concern, disclosing, as applicable, matters related to going concern and using the going concern

basis of accounting unless management either intends to liquidate the Trust or to cease operations, or has

no realistic alternative but to do so .

Those charged with governance are responsible for overseeing the Trust’s financial reporting process .

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free

from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our

opinion . Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted

in accordance with Canadian GAAS will always detect a material misstatement when it exists . Misstatements

can arise from fraud or error and are considered material if, individually or in the aggregate, they could

reasonably be expected to influence the economic decisions of users taken on the basis of these financial

statements .

As part of an audit in accordance with Canadian GAAS, we exercise professional judgment and maintain

professional skepticism throughout the audit . We also:

—

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud

or error, design and perform audit procedures responsive to those risks, and obtain audit evidence

that is sufficient and appropriate to provide a basis for our opinion . The risk of not detecting a material

misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve

collusion, forgery, intentional omissions, misrepresentations, or the override of internal control .

— Obtain an understanding of internal control relevant to the audit in order to design audit procedures

that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the

effectiveness of the Trust’s internal control .

— Evaluate the appropriateness of accounting policies used and the reasonableness of accounting

estimates and related disclosures made by management .

125

ALLIED 2023 ANNUAL REPORT— Conclude on the appropriateness of management’s use of the going concern basis of accounting and,

based on the audit evidence obtained, whether a material uncertainty exists related to events or

conditions that may cast significant doubt on the Trust’s ability to continue as a going concern . If we

conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report

to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify

our opinion . Our conclusions are based on the audit evidence obtained up to the date of our auditor’s

report . However, future events or conditions may cause the Trust to cease to continue as a going

concern .

— Evaluate the overall presentation, structure and content of the financial statements, including the

disclosures, and whether the financial statements represent the underlying transactions and events in a

manner that achieves fair presentation .

— Obtain sufficient appropriate audit evidence regarding the financial information of the entities

or business activities within the Trust to express an opinion on the financial statements . We are

responsible for the direction, supervision and performance of the group audit . We remain solely

responsible for our audit opinion .

We communicate with those charged with governance regarding, among other matters, the planned scope

and timing of the audit and significant audit findings, including any significant deficiencies in internal

control that we identify during our audit .

We also provide those charged with governance with a statement that we have complied with relevant

ethical requirements regarding independence, and to communicate with them all relationships and other

matters that may reasonably be thought to bear on our independence, and where applicable, related

safeguards .

From the matters communicated with those charged with governance, we determine those matters that

were of most significance in the audit of the consolidated financial statements of the current period and are

therefore the key audit matters . We describe these matters in our auditor’s report unless law or regulation

precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that

a matter should not be communicated in our report because the adverse consequences of doing so would

reasonably be expected to outweigh the public interest benefits of such communication .

The engagement partner on the audit resulting in this independent auditor’s report is Antonio Ciciretto .

/s/ Deloitte LLP

CHARTERED PROFESSIONAL ACCOUNTANTS

LICENSED PUBLIC ACCOUNTANTS

JANUARY 31, 2024

TORONTO, ONTARIO

126

ALLIED 2023 ANNUAL REPORTALLIED PROPERTIES REAL ESTATE INVESTMENT TRUST
CONSOLIDATED BALANCE SHEETS
AS AT DECEMBER 31, 2023 AND DECEMBER 31, 2022

(in thousands of Canadian dollars)

NOTES

DECEMBER 31, 2023 DECEMBER 31, 2022

Assets

Non-current assets

Investment properties

Residential inventory

Investment in joint venture

Loans and notes receivable

Other assets

Current assets

Cash and cash equivalents

Loan receivable from joint venture

Loans and notes receivable

Accounts receivable, prepaid expenses and deposits

Investment properties held for sale

Total assets

Liabilities

Non-current liabilities

Debt

Lease liabilities

Other liabilities

Current liabilities

Exchangeable LP Units

Debt

Accounts payable and other liabilities

Lease liability held for sale

Total liabilities

Equity

Unitholders’ equity

Non-controlling interests

Total equity

Total liabilities and equity

5, 6

6, 13

$9,387,032

$9,669,005

209,783

8,866

321,371

48,528

187,272

7,089

174,019

56,221

$9,975,580

$10,093,606

211,069

93,291

188,382

140,963

—

$633,705

$10,609,285

20,990

113,287

258,093

65,544

1,354,830

$1,812,744

$11,906,350

$3,510,366

$3,864,256

50,639

48,784

50,851

43,438

$3,609,789

$3,958,545

238,309

149,245

476,863

—

$864,417

$4,474,206

$6,135,079

—

$6,135,079

$10,609,285

—

346,929

370,823

107,215

$824,967

$4,783,512

$6,581,166

541,672

$7,122,838

$11,906,350

Commitments and Contingencies (note 27)
The accompanying notes are an integral part of these consolidated financial statements.

Michael R . Emory

Trustee

Stephen L . Sender

Trustee

127

ALLIED 2023 ANNUAL REPORTALLIED PROPERTIES REAL ESTATE INVESTMENT TRUST
CONSOLIDATED STATEMENTS OF (LOSS) INCOME AND COMPREHENSIVE (LOSS) INCOME
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(in thousands of Canadian dollars)

NOTES

DECEMBER 31, 2023 DECEMBER 31, 2022

YEAR ENDED

Rental revenue

Property operating costs

Operating income

Interest income

Interest expense

General and administrative expenses

Condominium marketing expenses

Amortization of other assets

Transaction costs

Net loss from joint venture

19, 23

12 (g)

20, 26 (c)

$563,980

(246,949)

$317,031

53,605

(107,073)

(23,577)

(538)

(1,499)

(167)

(15,622)

Fair value loss on investment properties and investment
properties held for sale

5, 6

(772,652)

$519,468

(224,260)

$295,208

32,080

(72,802)

(22,593)

(602)

(1,325)

—

(3,161)

(73,750)

—

37,343

(15,729)

28,696

(8,535)

(15,376)

$(545,707)

$174,669

$124,991

$(420,716)

$200,694

$375,363

$(425,713)

4,997

$(420,716)

$368,855

6,508

$375,363

Fair value gain on Exchangeable LP Units

Fair value (loss) gain on derivative instruments

Impairment of residential inventory

Net (loss) income and comprehensive (loss) income from
continuing operations

Net income and comprehensive income from discontinued
operations

Net (loss) income and comprehensive (loss) income

17, 26 (c)

26 (e)

Net (loss) income and comprehensive (loss) income
attributable to:

Unitholders’ equity

Non-controlling interests

The accompanying notes are an integral part of these consolidated financial statements.

128

ALLIED 2023 ANNUAL REPORTALLIED PROPERTIES REAL ESTATE INVESTMENT TRUST
CONSOLIDATED STATEMENTS OF EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

ATTRIBUTABLE TO UNITHOLDERS

ATTRIBUTABLE TO
NON-CONTROLLING INTERESTS

(in thousands of
Canadian dollars)

NOTES

UNITS

RETAINED
EARNINGS

CONTRIB-
UTED
SURPLUS

UNIT-
HOLDERS’
EQUITY

EXCHANGE-
ABLE
LP UNITS

RETAINED
EARNINGS

EXCHANGE-
ABLE
LP UNITS’
EQUITY

TOTAL
EQUITY

$3,902,655 $2,491,956

$31,161 $6,425,772

$—

$— $6,425,772

—

368,855

9,184

—

368,855

—

6,508

375,363

9,184

550,660

—

550,660

559,844

— (223,867)

Unit Option Plan –
options exercised

16, 18 (a)

200

Contributed surplus –
Unit Option Plan

18 (a)

—

16, 18 (b)

(2,661)

—

200

876

2,807

876

146

—

(15,496)

(239,363)

—

200

876

146

$3,909,378 $2,636,944

$34,844 $6,581,166

$550,660

$(8,988)

$541,672 $7,122,838

ATTRIBUTABLE TO UNITHOLDERS

ATTRIBUTABLE TO
NON-CONTROLLING INTERESTS

NOTES UNITS

RETAINED
EARNINGS

CONTRIB-
UTED
SURPLUS

UNIT-
HOLDERS’
EQUITY

EXCHANGE-
ABLE
LP UNITS

RETAINED
EARNINGS
(DEFICIT)

EXCHANGE-
ABLE
LP UNITS’
EQUITY

TOTAL
EQUITY

$3,909,378 $2,636,944

$34,844 $6,581,166

$550,660

$(8,988)

$541,672 $7,122,838

—

(425,713)

(291,740)

— (425,713)

— (291,740)

639,780

(639,780)

—

18 (a)

—

16, 18 (b)

(2,250)

—

389

2,420

170

—

4,997

(420,716)

(8,857)

(300,597)

—

389

170

2 (d)

—

270,807

—

270,807

(550,660)

12,848

(537,812)

(267,005)

$4,546,908 $1,550,518

$37,653 $6,135,079

$—

$— $6,135,079

The accompanying notes are an integral part of these consolidated financial statements.

129

Balance at
January 1, 2022

Net income and
comprehensive
income

Unit issuance
(net of costs)

Distributions

Restricted Unit Plan
(net of forfeitures)

Balance at
December 31, 2022

Balance at
January 1, 2023

Net (loss) income
and comprehensive
(loss) income

Distributions

Distributions in Units

Contributed
surplus – Unit Option
Plan

Restricted Unit Plan
(net of forfeitures)

Reclassification
of Exchangeable
LP Units

Balance at
December 31, 2023

ALLIED 2023 ANNUAL REPORTALLIED PROPERTIES REAL ESTATE INVESTMENT TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(in thousands of Canadian dollars)

NOTES

DECEMBER 31, 2023 DECEMBER 31, 2022

YEAR ENDED

Operating activities

Net (loss) income for the year

Fair value loss (gain) on investment properties and investment
properties held for sale

Fair value gain on Exchangeable LP Units

Fair value loss (gain) on derivative instruments

Impairment of residential inventory

Interest expense (excluding the impact of capitalization)

17, 26 (c)

26 (e)

12 (g)

Interest paid (excluding the impact of capitalization)

5, 7, 13, 17, 21

Interest income

Interest received

Net loss from joint venture

Amortization of other assets

Amortization of improvement allowances

Amortization of straight-line rent

Amortization of discount on debt

Amortization of lease liabilities

Amortization of net financing costs

Unit-based compensation expense

Settlement of unit-based compensation liabilities

Additions to residential inventory

Change in other non-cash operating items

Cash provided by operating activities

Financing activities

Proceeds from new mortgage payable

Repayment of mortgages payable

Principal payments of lease liabilities

Distributions paid on Units

Proceeds of Unit issuance (net of issuance costs)

Proceeds from exercise of Unit options

Restricted Unit Plan (net of forfeitures)

Repayment of promissory note payable

Proceeds from Unsecured Revolving Operating Facility

Repayments of Unsecured Revolving Operating Facility

Proceeds from construction loan

Proceeds from unsecured term loan (net of financing costs)

Financing costs

Cash (used in) provided by financing activities

130

12 (g)

5, 13

12 (g)

18, 26 (c)

18 (c)

9, 11, 14, 21

12 (a)

16, 18 (a)

16, 18 (b)

12 (c)

12 (d)

12 (b)

12 (f)

$(420,716)

$375,363

663,803

(28,696)

8,535

15,376

111,506

(97,379)

(53,605)

41,201

15,622

1,499

31,456

(9,579)

3,976

—

2,865

4,137

(127)

(37,887)

68,899

$320,886

15,034

(15,347)

(212)

(229,783)

—

(2,250)

(200,000)

310,000

(750,000)

83,288

—

(1,390)

$(790,660)

(69,182)

—

(37,343)

15,729

79,334

(77,727)

(32,080)

21,341

3,161

1,325

32,302

(6,825)

1,837

155

2,495

4,421

—

(32,021)

38,908

$321,193

—

(16,932)

(200)

(223,312)

9,184

200

(2,661)

—

545,000

(470,000)

91,029

399,300

(10)

$331,598

ALLIED 2023 ANNUAL REPORT(in thousands of Canadian dollars)

NOTES

DECEMBER 31, 2023 DECEMBER 31, 2022

YEAR ENDED

Investing activities

Acquisition of investment properties

Deposits on acquisitions

—

Additions to investment properties (including capitalized interest)

5, 12 (g)

(438,957)

Net proceeds on disposition of investment properties held
for sale

Net proceeds on disposition of properties under development

Net distributions from equity accounted investments

1,277,055

—

2,597

(190,753)

(928)

(398,174)

74,437

15,254

1,253

Loans receivable issued to third-parties

9 (a), 21

(70,398)

(58,345)

Proceeds from loans receivable

Proceeds from notes receivable

9 (a)

9 (b)

Advances on note receivable from holder of Exchangeable LP Units

12 (g), 17

Additions to equipment and other assets

Leasing commissions

Improvement allowances

—

(21,207)

(1,836)

(16,580)

(70,845)

343

(13,774)

(859)

(20,603)

(62,222)

Cash provided by (used in) investing activities

$659,853

$(654,349)

Increase (decrease) in cash and cash equivalents

Cash and cash equivalents, beginning of year

Cash and cash equivalents, end of year

190,079

20,990

$211,069

(1,558)

22,548

$20,990

Note 21 contains supplemental cash flow information.
The accompanying notes are an integral part of these consolidated financial statements.

131

ALLIED 2023 ANNUAL REPORTALLIED PROPERTIES REAL ESTATE INVESTMENT TRUST
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(in thousands of Canadian dollars, except per unit and unit amounts)

1 . NATURE OF OPERATIONS

Allied Properties Real Estate Investment Trust (“Allied”) is a Canadian unincorporated open-end real

estate investment trust created pursuant to the Declaration of Trust dated October 25, 2002, as most

recently amended June 12, 2023 . Allied is governed by the laws of the Province of Ontario and began

operations on February 19, 2003 . The units of Allied (“Units”) are traded on the Toronto Stock Exchange

(“TSX”) and are traded under the symbol “AP .UN” .

The subsidiaries of Allied include Allied Properties Management Trust, Allied Properties Management

Limited Partnership, Allied Properties Management GP Limited, Allied Properties Exchangeable Limited

Partnership (the “Partnership”), and Allied Properties Exchangeable GP Inc . (the “General Partner”) .

On March 31, 2022, Allied acquired a portfolio of six properties from Choice Properties Real Estate

Investment Trust (“Choice Properties”), which was partially settled with the issuance of 11,809,145

class B exchangeable limited partnership units of the Partnership (“Exchangeable LP Units”) . Allied

owns 100% of the shares of the General Partner and 100% of the class A LP Units of the Partnership

(the “Class A Units”) .

On June 12, 2023, Allied completed its conversion from a “closed-end” trust to an “open-end” trust .

Allied is domiciled in Ontario, Canada . The address of Allied’s registered office and its principal place

of business is 134 Peter Street, Suite 1700, Toronto, Ontario, M5V 2H2 .

2 . MATERIAL ACCOUNTING POLICY INFORMATION

The consolidated financial statements are presented in Canadian dollars .

(a) Statement of compliance

The consolidated financial statements of Allied for the years ended December 31, 2023 and 2022,

are prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by

the International Accounting Standards Board (“IASB”) . The policies set out below were consistently

applied to all the years presented unless otherwise noted .

The preparation of financial statements in accordance with IFRS requires the use of certain critical

accounting judgments, estimates and assumptions that affect the amounts reported . Allied’s basis for

applying judgments, estimates and assumptions to its accounting policies are described in note 2 and

3 below .

The consolidated financial statements for the years ended December 31, 2023 and 2022, were approved

and authorized for issue by the Board of Trustees (the “Board”) on January 31, 2024 .

132

ALLIED 2023 ANNUAL REPORT(b) Basis of presentation

The consolidated financial statements have been prepared on a historical cost basis except for the

following items that were measured at fair value:

—

investment properties as described in note 2 (d) and note 5;

investment properties held for sale and lease liability held for sale as described in note 2 (s);

— Exchangeable LP Units which are exchangeable for Units at the option of the holder as described in

note 17;

—

interest rate swaps as described in note 2 (i); and

— unit-based compensation liabilities as described in note 18 (c) .

The consolidated financial statements are presented in Canadian dollars, which is Allied’s functional

currency, and all amounts are rounded to the nearest thousand, unless otherwise indicated .

The preparation of these consolidated financial statements requires Allied to make estimates and

assumptions that affect the reported amounts of assets and liabilities at the date of the financial

statements and reported amounts of revenue and expenses . Actual outcomes could differ from these

estimates . These consolidated financial statements include estimates, which, by their nature, are

uncertain . The impact of such estimates is pervasive throughout the consolidated financial statements,

and may require accounting adjustments based on future occurrences . Revisions to accounting

estimates are recognized in the period in which the estimate is revised and the revision affects both

current and future periods . Significant estimates and assumptions include the fair values assigned to

investment properties and investment properties held for sale, interest rate derivative contracts, unit-

based compensation liabilities, and allowances for expected credit losses .

The consolidated financial statements comprise the financial statements of Allied and its subsidiaries .

Subsidiaries are all entities over which Allied has control, where control is defined as the power to

direct the relevant activities of an entity so as to obtain benefit from its activities . Control exists when a

parent company is exposed to, or has rights to, variable returns from the subsidiaries and has the ability

to affect those returns through its power .

Subsidiaries are consolidated from the date control is transferred to Allied, and are de-consolidated

from the date control ceases . Intercompany transactions between subsidiaries are eliminated on

consolidation . Accounting policies of subsidiaries have been changed where necessary to ensure

consistency with the policies adopted by Allied . All subsidiaries have a reporting date of December 31 .

(d) Investment properties

At the time of acquisition of a property, Allied applies judgment when determining if the acquisition is

an asset acquisition or a business combination .

Allied classifies its acquisitions as asset acquisitions when it acquires a property or a portfolio of

properties and it has not acquired an operating platform .

133

ALLIED 2023 ANNUAL REPORTInvestment properties include rental properties and properties under development that are owned by

Allied, or leased by Allied as a lessee, to earn rental revenue and/or for capital appreciation . Investment

properties are accounted for using the fair value model . Rental income and operating expenses from

investment properties are reported within ‘total revenue’ and ‘total operating expenses’ respectively .

Where Allied has completed an acquisition of an asset, Allied uses the asset purchase model whereby

the initial cost of an investment property is comprised of its purchase price and any directly attributable

expenditures . Directly attributable expenditures include transaction costs such as due diligence costs,

appraisal fees, environmental fees, legal fees, land transfer taxes, and brokerage fees .

At the time of the disposition of a property, Allied recognizes any directly attributable expenditures

that are non-reimbursable as an expense in the Consolidated Statements of (Loss) Income and

Comprehensive (Loss) Income . Directly attributable expenditures include transaction costs such as due

diligence costs, appraisal fees, environmental fees, legal fees, and brokerage fees .

Investment properties are externally appraised quarterly and are reported in the Consolidated Balance

Sheets at their fair values . Allied’s determination of fair value is supported by valuations prepared by a

nationally recognized and qualified third-party professional appraiser with sufficient experience with

respect to both the geographic location and the nature of the investment property and supported by

market evidence . Any gain or loss resulting from a change in the fair value of an investment property

is immediately recognized in the Consolidated Statements of (Loss) Income and Comprehensive

(Loss) Income . The fair value of each investment property is based upon, among other things, rental

income from current leases and assumptions about rental income from future leases reflecting market

conditions at the balance sheet date, less future estimated non-recoverable capital cash outflows in

respect of such properties .

The independent professional appraiser engaged by Allied predominantly uses the discounted cash flow

method to determine fair value, whereby the income and expenses are projected over the anticipated

term of the investment and combined with a terminal value, all of which is discounted using an

appropriate discount rate . Properties under development are measured using both a comparable sales

method and a discounted cash flow method, net of costs to complete, as of the balance sheet date . For

further details on methods used, refer to note 5 . Valuations of investment properties are most sensitive

to changes in discount rates and capitalization rates .

Allied has applied judgment based on the costs incurred to enhance the service potential of the

property in determining whether certain costs are additions to the carrying amount of investment

properties or will be expensed .

Allied has applied judgment when reporting its properties under development . The cost of properties

under development includes the acquisition cost of the property, direct development costs, operating

costs, realty taxes and borrowing costs attributable to the development . See 2 (g) below for further

information regarding Allied’s accounting for borrowing costs .

134

ALLIED 2023 ANNUAL REPORT(e) Joint arrangements

Investments in joint arrangements are classified as either joint operations or joint ventures depending

on the contractual rights and obligations of each investor . Joint control is the contractually agreed

sharing of control of an arrangement, which exists only when decisions about the relevant activities

require unanimous consent of the parties sharing control .

Joint operation

A joint operation is a joint arrangement whereby the parties that have joint control have rights to the

assets and obligations for the liabilities relating to the arrangement . A joint operation usually results

from direct interests in the assets and liabilities of an investee . None of the parties involved have

unilateral control of a joint operation . Allied accounts for its joint arrangements as joint operations

wherein it records its share of the assets, liabilities, revenue and expenses of the joint operations .

Joint venture

A joint venture is a joint arrangement whereby the parties that have joint control have rights to the net

assets relating to the arrangement, and usually results from the establishment of a separate legal entity .

Allied accounts for its joint ventures using the equity method . The share of results of earnings (loss) of

the joint venture is reflected in the Consolidated Statements of (Loss) Income and Comprehensive (Loss)

Income .

Under the equity method, an investment in a joint venture is recognized initially in the Consolidated

Balance Sheets at cost and adjusted thereafter to recognize Allied’s share of the profit or loss and other

comprehensive income of the joint venture in accordance with Allied’s accounting policies . When

Allied’s share of losses of a joint venture exceeds Allied’s interest in that joint venture (which includes

any long-term interests that, in substance, form part of Allied’s net investment in the joint venture),

Allied continues recognizing its share of further losses to the extent that Allied has incurred legal or

constructive obligations or made payments on behalf of the joint venture .

When Allied transacts with a joint venture, profits and losses resulting from the transactions with the

joint venture are recognized in Allied’s consolidated financial statements only to the extent of interests

in the joint venture that are not related to Allied .

(f ) Revenue recognition

Allied has retained substantially all of the risks and benefits of ownership of its investment properties

and as such accounts for its leases with tenants as operating leases .

Revenue includes rents from tenants under leases, property tax and operating cost recoveries,

percentage participation rents, lease cancellation fees, parking income and other income . Rents from

tenants may include free rent periods and rental increases over the term of the lease and are recognized

in revenue on a straight-line basis over the term of the lease . Typically, in ground-up developments,

when there are fixturing periods outside of the term of the lease, revenue is not recognized during

these fixturing periods . The difference between revenue recognized and the cash received is included

in investment properties as straight-line rent receivable .

135

ALLIED 2023 ANNUAL REPORTLease incentives provided to tenants (referred to as tenant improvements) are deferred and amortized

on a straight-line basis against revenue over the term of the lease . Recoveries from tenants are

recognized as revenue in the period in which the applicable costs are incurred . Percentage participation

rents are recognized after the minimum sales level has been achieved with each lease, where applicable .

Lease cancellation fees are recognized as revenue once an agreement is completed with the tenant

to terminate the lease and the collectability is reasonably assured . Other income is recognized upon

provision of goods or services when collectability is reasonably assured .

Contracts with customers for residential condominium units generally include one distinct performance

obligation . Revenue is measured at the transaction price agreed under the contract, and is recognized at

the point in time in which control over the property has been transferred . Customer deposits received

are held in trust and restricted for use .

(g) Borrowing costs

Borrowing costs directly attributable to acquiring or constructing a qualifying investment property

are capitalized . Capitalization commences when the activities necessary to prepare an asset for

development or redevelopment begin, and ceases once the asset is substantially complete, or is

suspended if the development of the asset is suspended . The amount of borrowing costs capitalized

is determined first by reference to borrowings specific to the project, where relevant, and otherwise

by applying a weighted average cost of borrowings to eligible expenditures after adjusting for

borrowings associated with other specific developments . Where borrowings are associated with

specific developments, the amount capitalized is the gross costs incurred on those borrowings . The

capitalization of borrowing costs is suspended if there are prolonged periods when development

activity is interrupted .

(h) Other assets

Computer and office equipment and owner occupied property are included in other assets and are

stated at cost less accumulated amortization and accumulated impairment losses . Cost includes

expenditures that are directly attributable to the acquisition of the asset .

For the assets that are amortized, Allied records amortization expense on a straight-line basis over the

assets’ estimated useful life . This is generally three to seven years for computer and office equipment,

and will vary for owner occupied property depending on the property . The assets’ residual values and

useful lives are reviewed annually or if expectations differ from previous estimates, and adjusted if

appropriate .

When events and circumstances indicate an asset may be impaired, the carrying amount is written

down immediately to its recoverable amount (defined as the higher of an asset’s fair value less costs to

sell and its value in use) .

136

ALLIED 2023 ANNUAL REPORT(i) Financial instruments

Cash and cash equivalents include cash on hand, balances with banks and short-term deposits with

maturities of six months or less .

Mortgages payable consists of the legal liabilities owing pursuant to loans secured by mortgages and

premiums and discounts recognized on loans assumed on acquisition of properties, netted against

the transaction costs, and the effective interest method of amortization is applied to the premiums,

discounts and transaction costs .

The following table describes Allied’s classification and measurement of its financial assets and

liabilities:

ASSET/LIABILITY

Loans and notes receivable

Cash and cash equivalents

Accounts receivable

Exchangeable LP Units

Debt

Accounts payable and other liabilities

Interest rate swaps

CLASSIFICATION/MEASUREMENT

Amortized cost

Fair value

Amortized cost

Fair value

Allied designated its accounts receivable, loans and notes receivable, and cash and cash equivalents as

loans and receivables; its debt and accounts payable and other liabilities as other financial liabilities . All

derivatives, including embedded derivatives, are classified at fair value through profit or loss and are

recorded on the Consolidated Balance Sheets at fair value .

At the end of each reporting period, Allied will reassess categorization between levels in the hierarchy

to determine whether transfers have occurred . The reassessment is based on the lowest level input that

is significant to the fair value measurement in its entirety .

Financial assets

Financial assets are classified as amortized cost or fair value through profit or loss . Financial assets are

initially measured at fair value . Transaction costs that are directly attributable to the acquisition or

issuance of financial assets, with the exception of those classified as at fair value through profit or loss,

are accounted for as part of the respective asset’s carrying value at inception and amortized over the

expected life of the financial instrument using the effective interest method . Transaction costs directly

attributable to the acquisition or issuance of financial assets classified as at fair value through profit or

loss are recognized immediately in net income .

137

ALLIED 2023 ANNUAL REPORTImpairment of financial assets

Allied assesses, on a continual basis, whether a financial asset that is measured at amortized cost is

impaired under an expected credit loss (“ECL”) model . For user trade receivables within the scope of

IFRS 16, Allied applies the simplified approach permitted by IFRS 9, which requires expected lifetime

losses to be recognized under the initial recognition of its receivables . To measure the expected credit

losses for its accounts receivable, Allied established a provision matrix, that applies loss factors to

contractual payments by aging categories, and incorporates forward-looking factors that are specific to

the tenant, historical credit loss experience, and the economic environment, where applicable .

For loans and notes receivable, Allied applies an ECL approach as required under IFRS 9, which reflects

the present value of all cash shortfalls related to default events either (i) over the following twelve

months or (ii) over the expected life of a financial instrument depending on the credit deterioration

from inception . The ECL reflects an unbiased, probability-weighted outcome which considers multiple

scenarios based on reasonable and supportable forecasts . Allied assesses whether there has been

a significant increase in credit risk since initial recognition of a financial instrument and its ECL

measurement at each reporting date . Increases or decreases in the ECL are recognized as impairment

gains or losses within interest (expense) income in net income (loss) and comprehensive income (loss) .

Allied’s financial assets measured at amortized cost are presented net of the ECL in the Consolidated

Balance Sheets .

Financial liabilities

Financial liabilities are classified and measured as disclosed in the table above . Financial liabilities are

initially recognized at fair value net of any transaction costs directly attributable to the issuance of the

instrument and subsequently carried at amortized cost using the effective interest method, except for

financial liabilities held for trading or designated at fair value through profit or loss, that are carried

subsequently at fair value with gains or losses recognized in profit or loss .

Allied measures its Exchangeable LP Units at fair value through profit or loss (note 2(l)) .

Allied measures its debt, finance lease obligations, and accounts payable and other liabilities, at

amortized cost using the effective interest method . All interest-related charges are reported in the

Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income and are included within

‘Interest expense’, except for those interest-related charges capitalized to qualifying properties under

development, rental properties or residential inventory .

From time to time, Allied uses derivative financial instruments to manage risks from fluctuations in

interest rates . All derivative instruments, including embedded derivatives that must be separately

accounted for, are valued at their respective fair values unless they are effective cash flow hedging

instruments .

On the date a derivative contract is entered into, Allied assesses whether or not to designate the

derivative as either a hedge of the fair value of a recognized asset or liability (a “fair-value hedge”) or a

hedge of the variability of cash flows to be received or paid related to a recognized asset or liability or

a forecasted transaction (a “cash-flow hedge”) . Allied does not hold any fair-value or cash-flow hedges .

138

ALLIED 2023 ANNUAL REPORTAllied has entered into interest rate derivative contracts to limit its exposure to fluctuations in the

interest rates on variable rate mortgages, unsecured term loans and construction loans . Gains or losses

arising from the change in fair values of the interest rate derivative contracts are recognized in the

Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income .

(j) Unitholders’ equity

Unitholders’ equity includes all current and prior period retained income . Distributions payable to

Unitholders are included in ‘Distributions payable on Units’ when the distributions have been approved

and declared prior to the reporting date, but have yet to be paid .

(k) Units

Units represent the initial value of Units that have been issued . Any transaction costs associated with the

issuing of Units are deducted from Unit proceeds .

On the conversion of Allied to an open-end trust on June 12, 2023, the Units of Allied are redeemable

at the option of the holder in accordance with the Declaration of Trust, and, therefore, are considered

puttable instruments in accordance with IAS 32, “Financial Instruments - Presentation” (“IAS 32”) .

Puttable instruments are required to be accounted for as financial liabilities, except where certain

conditions are met in accordance with IAS 32, in which case, the puttable instruments may be

presented as equity .

The attributes of the Units meet the exemption conditions set out in IAS 32, and are, therefore,

presented as equity in the consolidated financial statements .

(l) Exchangeable Limited Partnership Units

The Exchangeable LP Units may, at the request of the holder, be exchanged on a one-for-one basis

for Units of Allied . The Exchangeable LP Units are entitled to distributions from the Partnership in

an amount equal to distributions declared by Allied on the Units . The Exchangeable LP Units provide

the holder the indirect economic benefits and exposures to the underlying performance of Allied and

accordingly to the variability of the distributions of Allied, whereas Allied’s unitholders have direct

access to the economic benefits and exposures of Allied through direct ownership interest in Allied .

Prior to Allied’s conversion to an open-end trust, the Exchangeable LP Units were presented within

non-controlling interests in the Consolidated Balance Sheets . In addition, net income and other

comprehensive income was attributable to unitholders and to non-controlling interests, with the latter

equivalent to the amount allocated to the Partnership for income tax purposes . On Allied’s conversion

to an open-end trust on June 12, 2023, the Exchangeable LP Units were reclassified to financial liabilities

in the Consolidated Balance Sheets as they can be exchanged for Units which are puttable instruments .

Allied recognized in equity the difference between the carrying value of the equity instrument and the

fair value of the financial liabilities at the date of reclassification . Subsequent to the conversion, at the

end of each period, the Exchangeable LP Units are measured at fair value through profit or loss . The

fair value of the Exchangeable LP Units is determined by using the quoted trading price of Units, as the

Exchangeable LP Units are exchangeable into Units at the option of the holder .

139

ALLIED 2023 ANNUAL REPORTDistributions payable to holders of Exchangeable LP Units are included in ‘Accounts payable and other

liabilities’ when the distributions have been approved and declared prior to the reporting date, but have

yet to be paid . Prior to Allied’s conversion to an open-end trust, the distributions paid on Exchangeable

LP Units were recognized as reductions to equity that is attributable to non-controlling interests . On

Allied’s conversion to an open-end trust on June 12, 2023, the distributions paid on Exchangeable

LP Units are recognized as interest expense on the Consolidated Statements of (Loss) Income and

Comprehensive (Loss) Income .

(m) Short-term employee benefits

Allied does not provide pension plan benefits . Short-term employee benefits are expensed as a period

expense .

(n) Unit-based compensation plans

Equity-settled unit-based payments to employees and trustees are measured at the fair value of the

equity instruments at the grant date .

The fair value determined at the grant date of the equity-settled unit-based payments is expensed on

a straight-line basis over the period during which the employee becomes unconditionally entitled

to equity instruments, based on Allied’s estimate of equity instruments that will eventually vest . At

the end of each reporting period, Allied revises its estimate of the number of equity instruments that

are expected to vest . Allied utilizes the Black-Scholes Model for the valuation of unit options with no

performance criteria, see note 18 for assumptions used .

Unit options granted under the Unit Option Plan and Restricted Units granted under the Restricted

Unit Plan are subject to vesting conditions and disposition restrictions, in order to provide a long

term compensation incentive . The Unit Options and Restricted Units are subject to forfeiture until the

participant has held their position with Allied for a specified period of time . Full vesting of Restricted

Units and Unit Options may not occur until the participant has remained employed by Allied for three

and four years, respectively from the date of grant . Upon forfeiture of Unit Options and Restricted Units

by an employee or trustee of Allied, the expense related to any unvested, forfeited Unit Options and

Restricted Units recognized up to and including the date of the forfeiture is reversed .

(o) Cash-settled unit-based compensation plans

Under the Performance and Restricted Trust Unit Plan (the “PTU/RTU Plan”), performance trust units

and/or restricted trust units (together, “Plan Units”) are granted which entitle certain key employees

to receive the fair value of the Plan Units in cash as a lump sum payment at the end of the applicable

vesting period, which is usually three years in length . The PTU/RTU Plan provides for the accumulation

of additional Plan Units in the form of distribution equivalents during the vesting period .

140

ALLIED 2023 ANNUAL REPORTThe Plan Units are recognized as an expense, on a straight-line basis over the period that the employees

render service, in general and administrative expenses with a corresponding amount recorded to

unit-based compensation liabilities . The unit-based compensation liabilities are measured based on

the market value of the underlying units . During the periods in which the unit-based compensation

liabilities are outstanding, the liabilities are adjusted for changes in the market value of the underlying

units, with such positive or negative adjustments recognized in general and administrative expenses

in the period in which they occur . For the performance trust units’ liabilities, performance market

conditions are also considered and the performance trust unit liabilities are adjusted accordingly . Upon

forfeiture of Plan Units by an employee, the liability representing the cumulative expense recognized to

date is reversed with a corresponding reversal of expense .

(p) Provisions

Provisions are recognized when there is a present legal or constructive obligation as a result of past

events, it is probable that an outflow of resources will be required to settle the obligation, and the

amount can be reliably estimated . Provisions are not recognized for future operating losses . Allied does

not have any provisions as of the date of this report .

(q) Residential inventories

Residential inventories are assets that are developed by Allied for sale in the ordinary course of business

and are recorded at the lower of cost and estimated net realizable value . Impairment is reviewed at

each reporting date, with any losses recognized in net income when the carrying value of the inventory

exceeds its net realizable value . The net realizable value is defined as the entity-specific future selling

price less estimated costs of completion and selling costs .

The cost of residential inventory includes any costs that are directly attributable to bring the projects

to a state of active development, which includes borrowing costs . Borrowing costs related to residential

inventories are accounted for under IAS 23, Borrowing Costs

(r) Leases

Allied recognizes a right-of-use (“ROU”) asset and a lease obligation at the lease commencement date,

in accordance with IFRS 16, Leases . Allied accounts for its ROU assets that do not meet the definition of

investment property as fixed assets . The ROU asset is initially measured at cost and, subsequently, at

cost less any accumulated depreciation and impairment and adjusted for certain remeasurements of the

lease obligation . When a ROU asset meets the definition of investment property, it is initially measured

at cost and subsequently measured at fair value (note 2(d)) . Land held as part of the operating leases

(“Ground Leases”) which meets the definition of investment property is classified as ROU assets within

investment properties . Management office leases and leases for equipment components embedded as

part of service contracts which do not meet the definitions of investment property are recognized as

ROU assets within other real estate assets .

141

ALLIED 2023 ANNUAL REPORTRefer below to the various lease types identified and their respective financial statement classification .

TYPE OF LEASE

Ground Leases

Management office

Other

ROU ASSET CLASSIFICATION

ROU LIABILITY CLASSIFICATION

Investment properties

Other assets

Lease liability

The lease liability is initially measured at the present value of the lease payments at the commencement

date, discounted by using the interest rate implicit in the lease, or, if that rate cannot be readily

determined, at Allied’s incremental borrowing rate . The lease obligation is subsequently measured by

increasing the carrying amount to reflect interest on the lease liability and by reducing the carrying

amount to reflect the lease payments made . The lease liability is remeasured when there is a change in

the future lease payments arising from a change in an index or rate, a change in estimate of the amount

expected to be payable under the residual value guarantee or, as appropriate, change in the assessment

of whether a purchase or extension option is reasonably certain to be exercised or a termination option

is reasonably certain not to be exercised .

Allied has applied judgment to determine the lease term for some lease contracts in which it is a lessee

that include renewal or termination options . The assessment of whether Allied is reasonably certain to

exercise such options impacts the lease term which in turn, affects the amount of lease obligations and

right-of-use assets recognized . Allied also applies judgment in determining the discount rate used to

present value the lease obligations .

(s) Assets and liabilities held for sale and discontinued operations

Non-current assets and groups of assets and liabilities which comprise disposal groups are presented

as assets held for sale on the Consolidated Balance Sheets when the asset or disposal group is available

for immediate sale in its present condition and the sale is highly probable . A sale is highly probable

when management is committed to a plan to sell the asset, the non-current asset or disposal group is

being actively marketed at a sale price that is reasonable in relation to its current fair value, the sale

is expected to be completed within one year from the date of classification, and it is unlikely there

will be significant changes to the plan or that the plan will be withdrawn . Non-current assets and

disposal groups held for sale that are not investment properties are recorded at the lower of carrying

amount and fair value less costs to sell on the Consolidated Balance Sheets . Otherwise, the non-current

assets and disposal groups held for sale are recorded at fair value . Any gain or loss arising from the

change in measurement basis as a result of reclassification is recognized in net income at the time of

reclassification . Investment properties that are held for sale are recorded at fair value determined in

accordance with IFRS 13, “Fair Value Measurement” .

142

ALLIED 2023 ANNUAL REPORTWhen a component of an entity has been disposed of and it represents a separate major line of business

or geographical area of operations, or is classified as held for sale and is part of a single coordinated

plan to dispose of such a line of business or area of operations, the related results of operations and

gain or loss on reclassification or disposition are presented separately as discontinued operations on the

Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income . The non-current assets

and groups of assets and liabilities which comprise disposal groups classified as held for sale are not

revised in the Consolidated Balance Sheets for prior periods to reflect the classification for the latest

period presented . However, the revenue, expenses, fair value gain or loss, and any other components

making up the net income and comprehensive income of the discontinued operations are revised for

the comparative period in the Consolidated Statements of (Loss) Income and Comprehensive (Loss)

Income .

(t) Accounting standards effective in the year

In February 2021, the IASB issued narrow-scope amendments to IAS 1, “Presentation of Financial

Statements”, IFRS Practice Statement 2, “Making Materiality Judgements” and IAS 8, “Accounting

Polices, Changes in Accounting Estimates and Errors” . Allied has adopted these amendments effective

January 1, 2023 . The amendments require the disclosure of material accounting policy information

rather than disclosing significant accounting policies and clarify how to distinguish changes in

accounting policies from changes in accounting estimates . Allied’s financial disclosure is currently not

materially affected by the application of the amendments .

(u) Accounting standards issued but not yet effective in the year

In January 2020, the IASB issued an amendment to IAS 1, “Presentation of Financial Statements” to

clarify its requirements for the presentation of liabilities in the statement of financial position . The

limited scope amendment affected only the presentation of liabilities in the statement of financial

position and not the amount or timing of its recognition . The amendment clarified that the classification

of liabilities as current or non-current is based on rights that are in existence at the end of the reporting

period and specified that classification is unaffected by expectations about whether an entity will

exercise its right to defer settlement of a liability . It also introduced a definition of ‘settlement’ to make

clear that settlement refers to the transfer to the counterparty of cash, equity instruments, other assets

or services . On October 31, 2022, the IASB issued Non-Current Liabilities with Covenants (Amendments

to IAS 1) . These amendments specify that covenants to be complied with after the reporting date do

not affect the classification of debt as current or non-current at the reporting date . The amendments

are effective for January 1, 2024, with early adoption permitted and the amendments are to be applied

retrospectively . Allied does not expect Amendments to IAS 1 to have any material impact on its financial

disclosures .

143

ALLIED 2023 ANNUAL REPORT3 . CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS

The preparation of the consolidated financial statements requires management to make judgments and

estimates in applying Allied’s accounting policies that affect the reported amounts and disclosures made

in the consolidated financial statements and accompanying notes .

Within the context of these consolidated financial statements, a judgment is a decision made by

management in respect of the application of an accounting policy, a recognized or unrecognized

financial statement amount and/or note disclosure, following an analysis of relevant information that

may include estimates and assumptions . Estimates and assumptions are used mainly in determining

the measurement of balances recognized or disclosed in the consolidated financial statements and are

based on a set of underlying data that may include management’s historical experience, knowledge

of current events and conditions and other factors that are believed to be reasonable under the

circumstances . Management continually evaluates the estimates and judgments it uses .

The following are the accounting policies subject to judgments and key sources of estimation

uncertainty that Allied believes could have the most significant impact on the amounts recognized in

the consolidated financial statements . Allied’s material accounting policy information are disclosed in

note 2 .

Investment properties

Judgments Made in Relation to Accounting Policies Applied - Judgment is applied in determining whether

certain costs are additions to the carrying value of investment properties, identifying the point at which

substantial completion of a development property occurs, and identifying the directly attributable

borrowing costs to be included in the carrying value of the development property . Allied also applies

judgment in determining whether the properties it acquires are considered to be asset acquisitions or

business combinations . Allied has determined through the appropriate analysis that all the properties it

has acquired to date to be asset acquisitions .

Key Sources of Estimation - The fair value of investment properties and investment properties held for

sale is dependent on available comparable transactions, future cash flows over the holding period and

discount rates and capitalization rates applicable to those assets . For further details, see note 5 . The

review of anticipated cash flows involves assumptions relating to occupancy, rental rates and residual

value . In addition to reviewing anticipated cash flows, management assesses changes in the business

climate and other factors which may affect the ultimate value of the property . These assumptions may

or may not ultimately be realized .

Joint arrangements

Judgments Made in Relation to Accounting Policies Applied - Judgment is applied in determining whether

Allied has joint control and whether the arrangements are joint operations or joint ventures . In

making this assessment management applies judgment to determine Allied’s rights and obligations

in the arrangement based on factors such as the structure, legal form and contractual terms of

the arrangement .

144

ALLIED 2023 ANNUAL REPORTIncome taxes

Judgments Made in Relation to Accounting Policies Applied - Allied qualifies as a mutual fund trust (“MFT”)

and a REIT as defined in the Income Tax Act (Canada) . Allied is not liable to pay entity level Canadian

income taxes provided that its taxable income is fully distributed to Unitholders each year and if it

meets the prescribed rules under the Income Tax Act (Canada) to be a REIT and MFT . This results in no

current or deferred income tax being recognized in the financial statements .

Allied applies judgment in determining whether it will continue to qualify as a REIT and in assessing its

interpretation and application to its assets and revenue . While there are uncertainties in interpretation

and application of these rules, Allied believes it meets the REIT and MFT rules .

Allied expects to continue to qualify as a REIT under the Income Tax Act (Canada), however, should it

no longer qualify, it would be subject to entity level tax and would be required to recognize current and

deferred income taxes .

4 . ACQUISITIONS AND DISPOSITIONS

Acquisitions

During the year ended December 31, 2023, Allied did not acquire any properties .

During the year ended December 31, 2022, Allied completed the following property acquisitions:

PROPERTY

ACQUISITION
DATE

PROPERTY
TYPE

INVESTMENT
PROPERTY

INTEREST
ACQUIRED

108 East 5th Avenue, Vancouver

February 23, 2022

Development

1010 Sherbrooke W, Montréal

March 31, 2022

Office, Retail

110 Yonge, Toronto

March 31, 2022

Office, Retail

525 University, Toronto

March 31, 2022

Office, Retail

175 Bloor E, Toronto

March 31, 2022

Office, Retail

1508 West Broadway, Vancouver (1)

March 31, 2022

Office, Retail

1185 West Georgia, Vancouver

March 31, 2022

Office, Retail

540 King W, Toronto

April 8, 2022

Retail

121 John, Toronto

July 6, 2022

Office, Retail

700 Saint-Hubert, Montréal

October 31, 2022

Office

(1) Allied acquired a leasehold interest in 1508 West Broadway.

$39,549

116,248

55,757

137,967

166,547

166,408

131,671

26,615

4,544

126,198

$971,504

50%

100%

50%

100%

50%

100%

The total purchase price, including acquisition costs, for 108 East 5th Avenue of $39,549 is comprised

of net cash consideration of $24,998, a mortgage assumption of $13,625, and a deferred mortgage

premium of $926 .

145

ALLIED 2023 ANNUAL REPORTSix properties were acquired as a portfolio from Choice Properties for a total cost of $774,598, which

includes $31,510 of acquisition costs, which was satisfied by i) a promissory note with a face value of

$200,000 net of a deferred discount of $7,572, which matured on December 29, 2023, bearing interest

at 1% and 2% per annum in 2022 and 2023, respectively (note 12) and ii) the issuance of 11,809,145

Exchangeable LP Units of $550,660 . In addition, Allied assumed other liabilities of $9,571, which were

reimbursed by Choice Properties .

The total purchase price, including acquisition costs, for 540 King Street West is comprised of net cash

consideration of $26,615 .

The total purchase price, including acquisition costs, for 121 John Street is comprised of net cash

consideration of $4,541 and assumption of other liabilities of $3 .

The total purchase price, including acquisition costs, for 700 Saint-Hubert is comprised of net cash

consideration of $112,660 and assumptions of other liabilities of $13,538 .

Dispositions

During the year ended December 31, 2023, Allied completed the following property dispositions:

On August 16, 2023, Allied closed on the disposition of the Urban Data Centre (“UDC”) portfolio to KDDI

Canada Inc ., a wholly owned subsidiary of KDDI Corporation (“KDDI”) for total gross cash proceeds of

$1,350,000, which represented the fair value of these investment properties at the time of disposition

net of the lease liability at 250 Front Street W . Therefore, there was no gain or loss recorded on closing .

The UDC portfolio includes 151 Front Street W, 905 King Street W and 250 Front Street W and the lease

liability at 250 Front Street W . Allied incurred net working capital adjustments of $79,380 and selling

costs of $13,246, resulting in total net cash consideration of $1,257,374 .

On December 15, 2023, Allied closed on the disposition of an investment property held for sale, 8

Place du Commerce in Montréal, at a selling price of $20,000, which represented the fair value of

the investment property at the time of disposition, accordingly there was no gain or loss recorded on

closing . In addition, Allied incurred net working capital adjustments of $152 and selling costs of $167,

resulting in the total net cash consideration of $19,681 .

During the year ended December 31, 2022, Allied completed the following property dispositions:

On January 24, 2022, Allied and its partners closed on the fifth and final phase of The Well air rights

and associated underground parking and transfer floor slab developments for net cash consideration

of $14,841 (at Allied’s share), which represented the fair value at the time of disposition, so accordingly

there was no gain or loss recorded . In addition, during the year ended December 31, 2022, Allied

received cash of $413 (at Allied’s share) for the release of a holdback related to the disposition of the first

phase of The Well air rights .

On June 30, 2022, Allied closed on the disposition of two investment properties held for sale, which

were 662 King Street West and 668 King Street West, both in Toronto, for net proceeds of $38,954 and

$9,991, respectively (note 5) . The total net cash consideration of $48,945 represented the fair value at

the time of disposition, so there was no gain or loss recorded on closing . The disposition costs incurred

were fully recoverable from the purchaser .

146

ALLIED 2023 ANNUAL REPORTOn August 16, 2022, Allied closed on the disposition of one investment property held for sale, 100

Lombard Street in Toronto, at a selling price of $26,000 (note 5), which represented the fair value at

the time of disposition, so there was no gain or loss recorded on closing . In addition, Allied incurred net

working capital adjustments of $487 and selling costs of $21, resulting in total net cash consideration of

$25,492 .

5 .

INVESTMENT PROPERTIES AND INVESTMENT PROPERTIES HELD FOR SALE

Changes to the carrying amounts of investment properties and investment properties held for sale are

summarized as follows:

YEAR ENDED DECEMBER 31, 2023

YEAR ENDED DECEMBER 31, 2022

RENTAL
PROPERTIES

PROPERTIES
UNDER
DEVELOPMENT
(“PUD”)

TOTAL

RENTAL
PROPERTIES

PROPERTIES
UNDER
DEVELOPMENT
(“PUD”)

TOTAL

Balance, beginning of year

$9,494,395

$1,529,440

$11,023,835

$8,374,535

$1,238,830

$9,613,365

Additions:

Acquisitions

Improvement allowances

Leasing commissions

—

61,424

16,253

—

9,421

327

—

805,757

165,747

971,504

70,845

60,494

16,580

14,714

1,728

5,889

62,222

20,603

Capital expenditures

210,902

228,055

438,957

134,630

263,544

398,174

Dispositions

(1,477,000)

—

(1,477,000)

(74,945)

(15,254)

(90,199)

Transfers from PUD

688,540

(688,540)

Transfers to PUD

(89,320)

89,320

—

376,730

(376,730)

(293,542)

293,542

Transfers (to) from other
assets

Lease liabilities

Amortization of straight-
line rent and improvement
allowances

Fair value (loss) gain on
investment properties and
investment properties held
for sale (1)

(505)

—

(505)

3,900

—

561

—

(25,016)

3,139

(21,877)

(26,866)

1,389

(25,477)

(510,801)

(153,002)

(663,803)

118,427

(49,245)

69,182

—

3,900

561

Balance, end of year

$8,368,872

$1,018,160

$9,387,032

$9,494,395

$1,529,440

$11,023,835

Investment properties

$8,368,872

$1,018,160

$9,387,032

$8,139,565

$1,529,440

$9,669,005

Investment properties
held for sale

—

1,354,830

—

1,354,830

$8,368,872

$1,018,160

$9,387,032

$9,494,395

$1,529,440

$11,023,835

(1)

Includes a fair value gain on investment properties held for sale for discontinued operations for the year ended December 31, 2023, of $108,849
( for the year ended December 31, 2022 - $142,932) which is presented separately in the net income from discontinued operations (note 6).

147

ALLIED 2023 ANNUAL REPORTAs at December 31, 2023, Allied did not classify any investment properties as held for sale . As at

December 31, 2022, Allied had five properties classified as investment properties held for sale totaling

$1,354,830, four located in Toronto and one located in Montréal . The decrease of $1,354,830 in the year

ended December 31, 2023, is primarily due to the sale of the UDC portfolio on August 16, 2023 (note 4) .

For the year ended December 31, 2023, Allied capitalized $61,671 (December 31, 2022 - $47,606) of

borrowing costs to qualifying investment properties .

Included in the investment properties amounts noted above are right-of-use assets with a fair value

of $138,760 (December 31, 2022 - $162,400) representing the fair value of Allied’s interest in four

investment properties with corresponding lease liabilities . The leases’ maturities range from 20 .8

years to 78 .5 years (December 31, 2022 - 21 .8 years to 79 .5 years) . In addition, Allied has a prepaid land

leasehold interest on a property with a fair value of $173,240 (December 31, 2022 - $178,020) and a

maturity of 72 .6 years (December 31, 2022 - 73 .6 years) .

Valuation methodology

The appraised fair value of investment properties and investment properties held for sale is most

commonly determined using the following methodologies:

(i) Discounted cash flow method - Under this approach, discount rates are applied to the projected

annual operating cash flows, generally over a ten-year period, including a terminal value of the

properties based on a capitalization rate applied to the estimated net operating income (“NOI”),

a non-GAAP measure, in the terminal year . This method is primarily used to value the rental

portfolio, and, in some cases, investment properties held for sale .

(ii) Comparable sales method - This approach compares a subject property’s characteristics with

those of comparable properties which have recently sold . The process uses one of several

techniques to adjust the price of the comparable transactions according to the presence, absence,

or degree of characteristics which influence value . These characteristics include the cost of

construction incurred at a property under development . This method is primarily used to value the

development portfolio and ancillary parking facilities and, in some cases, investment properties

held for sale .

(iii) Direct capitalization method - Under this approach, capitalization rates are applied to the estimated

stabilized NOI of the properties . Estimated stabilized NOI is based on projected rental revenue and

property operating costs, and external evidence such as current market rents for similar properties,

and is further adjusted for estimated vacancy loss and capital reserves . Currently, this method is

used only to value residential use .

148

ALLIED 2023 ANNUAL REPORTAllied determines the fair value of its investment property portfolio every quarter and at year-end with

the support of a third-party appraiser . The fair value of each investment property is determined based

on various factors, including rental income from current leases, assumptions about rental income and

cash outflows related to future leases reflecting market conditions, and recent market transactions .

Allied’s valuation of its investment properties considers both asset-specific and market-specific factors,

as well as observable transactions for similar assets . The determination of fair value requires the use of

estimates, which are determined with the support of a third-party appraiser and compared with market

data, third-party reports, and research, as well as observable market conditions .

Significant inputs

There are significant unobservable inputs used, such as the discount rates and terminal capitalization

rates, which are incorporated to derive the overall capitalization rates, in determining the fair value of

each investment property and investment property held for sale . Accordingly, all investment properties

and investment properties held for sale are measured in accordance with the fair value measurement

hierarchy levels and the inputs comprise Level 3 unobservable inputs, reflecting Management’s best

estimate of what market participants would use in pricing the asset at the measurement date . Overall

capitalization rates are inherently uncertain and may be impacted by various factors, including

movements in interest rates in the geographies, markets where the assets are located, and may vary

with different classes of buildings . Changes in estimates of overall capitalization rates across different

geographies, markets, and building classes often occur independently of each other and do not

necessarily move in the same direction or with the same magnitude . Fair values are most sensitive to

changes in overall capitalization rates . Generally, an increase in overall capitalization rates will result

in a decrease in the fair value . Below are the rates used in the modeling process for valuations of

investment properties and investment properties held for sale .

Discount rate

Terminal capitalization rate

Overall capitalization rate

Discount horizon (years)

WEIGHTED AVERAGE

DECEMBER 31,
2023

DECEMBER 31,
2022

5.98%

5.18%

4.82%

5 .93%

4 .99%

4 .64%

149

ALLIED 2023 ANNUAL REPORTThe analysis below shows the maximum impact on fair values of possible changes in overall

capitalization rates, assuming no changes in NOI:

CHANGE IN OVERALL
CAPITALIZATION RATE OF

Increase (decrease) in fair value

-0.50%

-0.25%

+0.25%

+0.50%

Investment Properties

$1,086,462

$513,514

$(462,871)

$(882,240)

6 . DISCONTINUED OPERATIONS

Allied completed the sale of the properties in the Urban Data Centre segment on August 16, 2023

(note 4) . The Urban Data Centre segment was classified as discontinued operations in the fourth quarter

of 2022 and the disposal group comprised of three investment properties and a related lease liability .

The three investment properties were 151 Front Street W, 905 King Street W and 250 Front Street W and

the lease liability was at 250 Front Street W .

The following table summarizes the results from discontinued operations:

Rental revenue

Property operating costs

Operating income

Interest expense

Fair value gain on investment properties held for sale

Transaction costs

Net income from discontinued operations

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$54,539

(20,718)

$33,821

(4,433)

108,849

(13,246)

$124,991

$96,669

(32,375)

$64,294

(6,532)

142,932

—

$200,694

150

ALLIED 2023 ANNUAL REPORTThe following table summarizes the cash flows of the discontinued operations:

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$15,598

—

1,307,854

$1,323,452

$53,521

—

(29,318)

$24,203

Cash provided by (used in):

Operating activities

Financing activities

Investing activities

7 . RESIDENTIAL INVENTORY

Residential inventory is as follows:

KING Toronto

$209,783

$187,272

DECEMBER 31,
2023

DECEMBER 31,
2022

The changes in the aggregate carrying value of Allied’s residential inventory is as follows:

Balance, beginning of year

Development expenditures

Impairment

Balance, end of year

DECEMBER 31,
2023

DECEMBER 31,
2022

$187,272

37,887

(15,376)

$209,783

$170,980

32,021

(15,729)

$187,272

151

ALLIED 2023 ANNUAL REPORTResidential inventory consists of assets that are developed by Allied for sale in the ordinary course of

business . Allied may transfer an investment property to residential inventory based on a change in use,

as evidenced by the commencement of development activities with the intention to sell . Alternatively, a

transfer from residential inventory to investment property would be evidenced by the commencement

of leasing activity .

On November 30, 2018, Allied entered into a joint arrangement with Westbank to develop KING

Toronto . KING Toronto is a mixed-use property comprised of office, retail and residential uses . As part

of the arrangement Allied sold a 50% undivided interest to Westbank . The residential component will be

developed and sold as condominium units, totaling 440 units .

During the year ended December 31, 2023, Allied recorded an impairment of $15,376 (December 31,

2022 - $15,729) on KING Toronto . Residential inventory carrying value is calculated as the estimated

gross proceeds less estimated costs to complete . The impairment during the years ended December 31,

2023 and 2022, reflect higher estimated costs to complete .

For the year ended December 31, 2023, Allied capitalized $9,215 (December 31, 2022 - $6,204) of

borrowing costs to qualifying residential inventory .

8 .

INVESTMENT IN JOINT VENTURE AND LOAN RECEIVABLE

Investment in joint venture and the associated loan receivable is comprised of the following:

DECEMBER 31,
2023

DECEMBER 31,
2022

$8,866

93,291

$102,157

$93,291

8,866

$102,157

$7,089

113,287

$120,376

$113,287

7,089

$120,376

Investment in joint venture

Loan receivable from joint venture

Current

Non-current

152

ALLIED 2023 ANNUAL REPORTOn July 2, 2013, Allied entered into a partnership agreement whereby Allied holds a one-third voting

and economic interest in 7th Avenue Sky Partnership (“TELUS Sky”) . TELUS Sky was created with

the specific purpose of acquiring the entire beneficial interest in the properties located at 100-114 7th

Avenue SW, Calgary and participating in its construction, development and management .

On October 31, 2019, Allied advanced a construction loan to TELUS Sky, with the loan having a

maximum limit of $114,000 . The loan bears interest at bank prime plus 45 basis points or bankers’

acceptance rate plus 145 basis points . On July 14, 2023, TELUS Sky amended the construction loan

agreement to extend the maturity date from July 15, 2023 to July 12, 2024, and repaid $19,996 of the

construction loan . As a result, the construction loan’s maximum limit was reduced to $94,000 and the

loan receivable outstanding after the repayment is $93,291 . As at December 31, 2023, the loan receivable

outstanding is $93,291 (December 31, 2022 - $113,287) . Allied is providing a joint and several guarantee

up to the amount of $94,000 to support the TELUS Sky facility .

Allied accounts for its interests in joint ventures using the equity method . The financial information

below represents TELUS Sky at 100% and at Allied’s one-third interest .

Current assets (including cash and cash equivalents)

Non-current assets

Current liabilities

Net assets of TELUS Sky at 100%

Net assets of TELUS Sky at Allied’s share

Revenue

Expenses

Interest income

Fair value loss

Net loss and comprehensive loss of TELUS Sky at 100%

Net loss and comprehensive loss of TELUS Sky at Allied’s share

DECEMBER 31,
2023

DECEMBER 31,
2022

$5,715

310,746

(289,863)

$26,598

$8,866

$5,658

366,006

(350,397)

$21,267

$7,089

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$25,356

(13,260)

(59,031)

$(46,866)

$(15,622)

$20,313

(11,529)

(18,303)

$(9,483)

$(3,161)

153

ALLIED 2023 ANNUAL REPORT
Investment in joint venture, beginning of year

Net loss

Contributions (1)

Distributions

Investment in joint venture, end of year

DECEMBER 31,
2023

DECEMBER 31,
2022

$7,089

(15,622)

24,482

(7,083)

$8,866

$11,503

(3,161)

3,192

(4,445)

$7,089

(1) For the year ended December 31, 2023, Allied made a non-cash contribution to TELUS Sky for $19,996 (December 31, 2022 - $nil),

resulting in a reduction to its loan receivable from joint venture by the same amount.

9 . LOANS AND NOTES RECEIVABLE

Loans and notes receivable are as follows:

Loans receivable (a)

Notes and other receivables (b)

Current

Non-current

DECEMBER 31,
2023

DECEMBER 31,
2022

$509,697

$509,753

$188,382

321,371

$509,753

$432,032

$432,112

$258,093

174,019

$432,112

154

ALLIED 2023 ANNUAL REPORT(a) In February 2015, Allied entered into a joint arrangement with Westbank and completed the

acquisition of an undivided 50% interest in Adelaide & Duncan . As part of the arrangement, Allied

advanced $21,173 to Westbank for its purchase of a 50% undivided interest in the property . The

facility is secured by a charge on the property (subordinated to the construction lender) and

assignment of rents and leases . Interest accrues and is payable monthly at a rate of 7 .75% per

annum . The loan is repayable when the joint arrangement obtains external permanent financing .

As at December 31, 2023, the loan receivable outstanding is $21,173 (December 31, 2022 - $21,173) .

On August 1, 2017, Allied entered into an arrangement with Westbank to provide a credit facility of

up to $100,000, plus interest, for the land acquisition and the pre-development costs of 400 West

Georgia in Vancouver . The facility is secured by Westbank’s covenant and a charge on the property

(subordinated to the construction lender) . On February 11, 2019, the facility was increased to

$160,000, plus interest and on August 18, 2022, the facility was further increased to $175,000, plus

interest . On May 18, 2022, Westbank exercised its option to extend the maturity date from August

31, 2022, to August 31, 2023 . On January 12, 2023, the maturity date of the facility was extended to

February 29, 2024 . On December 6, 2023, the maturity date of the facility was further extended to

August 20, 2024 . Interest accrues to the credit facility monthly at a rate of 6 .75% per annum up to

August 31, 2022 . Thereafter, interest accrues to the credit facility monthly at the greater of 6 .75%

per annum and the prime rate plus 3 .00% per annum . As at December 31, 2023, the loan receivable

outstanding including interest is $188,355 (December 31, 2022 - $161,032) .

On November 30, 2018, Allied entered into a joint arrangement with Westbank to develop KING

Toronto . As part of the arrangement, Allied advanced a loan (the “Original Facility”), originally in

the principal amount of $67,030, to Westbank for its purchase of a 50% undivided interest in the

property . Further advances were made to Westbank under the Original Facility and the aggregate

principal amount of the loan was increased to $73,414 . Interest accrues to the Original Facility

at a rate of 7 .00% per annum for the period up to and including November 30, 2023 . Thereafter,

interest accrues to the Original Facility at the greater of (i) 7 .00% per annum; and (ii) prime plus

3 .00% per annum . During the fourth quarter of 2023, the loan was further amended to (i) add an

additional credit facility in an aggregate principal amount not to exceed $40,000 (the “Additional

Facility”); and (ii) extend the maturity date of the Original Facility to the earlier of December 31,

2026, or the closing of the condominium units (this maturity date also applies to the Additional

Facility) . The maturity date of the Original Facility was previously the earlier of November 30,

2023, or the closing of the condominium units . Interest accrues to the Additional Facility at a rate

of prime plus 8 .00% per annum . As at December 31, 2023, the total loan receivable outstanding

including interest is $112,161 (December 31, 2022 - $97,037) .

155

ALLIED 2023 ANNUAL REPORT

On March 18, 2019, Allied made an amendment to the joint arrangement with Perimeter to develop

Breithaupt Phase III and a loan receivable arrangement to provide 50% of the pre-development

costs . The facility is secured by a charge on the property (subordinated to the construction

lender) . Interest accrues at a rate of 7 .00% per annum and is payable on loan repayment . The loan

is repayable in installments upon completion of development and rent commencement . As at

December 31, 2023, the loan receivable outstanding is $9,913 (December 31, 2022 - $9,913) .

On July 31, 2019, Allied entered into an arrangement with Westbank to provide a credit facility of

up to $185,000, plus interest, for the land acquisition and the pre-development costs of 150 West

Georgia in Vancouver . The facility is secured by a first mortgage on the property for a fixed term .

On placement of construction financing, the mortgage will be secured by a charge on the property

(subordinated to the construction lender) . Interest accrues to the credit facility monthly at a rate of

7 .00% per annum . The credit facility matures on December 9, 2025 . As at December 31, 2023, the

loan receivable outstanding is $178,095 (December 31, 2022 - $142,877) .

Allied has assessed the expected credit losses on an individual loan basis . Allied assesses the risk of

expected credit losses, including considering the status of corporate guarantees and/or registered

mortgage charges and assignment of leases, outcome of credit checks on borrowers, results of

monitoring the financial and operating performance of borrowers, construction and leasing status

on the development projects, timing of rent commencement on leases, and status of scheduled

principal and interest payments . The expected credit losses estimated by Management considering

the factors described above is $nil as at December 31, 2023 (December 31, 2022 - $nil) .

(b) As at December 31, 2023, and December 31, 2022, the balance of notes and other receivables is

made up of individually insignificant notes receivable .

10 . OTHER ASSETS

Other assets consist of the following:

Equipment and other assets (1)

Property, plant and equipment (2)

Interest rate swap derivative assets

DECEMBER 31,
2023

DECEMBER 31,
2022

$4,065

20,597

23,866

$48,528

$3,323

20,497

32,401

$56,221

(1) During the year ended December 31, 2023, Allied recorded amortization of equipment and other assets of $1,094 (December 31, 2022 - $1,101).
(2) Property, plant and equipment relates to owner-occupied property. During the year ended December 31, 2023, Allied recorded amortization of

owner-occupied property of $405 (December 31, 2022 - $224).

156

ALLIED 2023 ANNUAL REPORT

11 . ACCOUNTS RECEIVABLE, PREPAID EXPENSES AND DEPOSITS

Accounts receivable, prepaid expenses and deposits consist of the following:

User trade receivables - net of allowance (a)

Other user receivables (b)

Miscellaneous receivables (c)

Prepaid expenses and deposits (d)

(a) User trade receivables

DECEMBER 31,
2023

DECEMBER 31,
2022

$17,067

8,197

24,218

91,481

$140,963

$19,864

5,950

22,979

16,751

$65,544

User trade receivables include minimum rent, additional rent recoveries, parking, ancillary revenue and

applicable sales taxes .

An allowance is maintained for expected credit losses resulting from the inability of users to meet

obligations under lease agreements . Allied actively reviews receivables on a continuous basis and

determines the potentially uncollectible accounts on a per-user basis giving consideration to their credit

risk, payment history and future expectations of likely default events, and records an impairment based

on expected credit losses as required .

The change in the allowance for expected credit loss is reconciled as follows:

Allowance for expected credit loss, beginning of year

Additional provision recorded during the year

Reversal of previous provisions

Receivables written off during the period

Allowance for expected credit loss, end of year

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$11,336

3,063

(1,632)

(1,045)

$11,722

$9,177

3,117

(829)

(129)

$11,336

157

ALLIED 2023 ANNUAL REPORT(b) Other user receivables

Other user receivables pertain to unbilled operating costs such as common area maintenance and

property tax recoveries and chargebacks .

Miscellaneous receivables consist primarily of HST receivables from the government, interest rate

swap receivables due from financial institutions, management fees and interest income due from

external parties, and chargebacks on construction projects which are managed by Allied for tenants .

As at December 31, 2023, there are no credit risk indicators that the debtors will not meet their

payment obligations .

(d) Prepaid expenses and deposits

Prepaid expenses and deposits primarily relate to prepaid taxes, interest and a deposit on disposition .

12 . DEBT

Debt consists of the following items, net of financing costs:

DECEMBER 31,
2023

DECEMBER 31,
2022

$111,875

307,013

—

2,591,569

649,154

$3,659,611

$149,245

3,510,366

$3,659,611

$112,822

223,725

195,673

440,000

2,589,939

649,026

$4,211,185

$346,929

3,864,256

$4,211,185

Mortgages payable (a)

Construction loans payable (b)

Promissory note payable (c)

Unsecured revolving operating facility (d)

Senior unsecured debentures (e)

Unsecured term loans (f)

Current

Non-current

158

ALLIED 2023 ANNUAL REPORT(a) Mortgages payable

Mortgages payable have a weighted average contractual interest rate of 3 .38% as at December 31,

2023 (December 31, 2022 - 3 .37%) . The mortgages are secured by a first registered charge over

specific investment properties and first general assignments of leases, insurance and registered

chattel mortgages .

PRINCIPAL
REPAYMENTS

BALANCE DUE
AT MATURITY

DECEMBER 31,
2023

DECEMBER 31,
2022

$2,676

$46,669

$49,345

2024

2025

2026

2027

2028

2029

2030

2031

2032

2033

6,578

1,553

655

469

183

5,191

199

208

107

—

20,443

—

14,457

—

13,289

$94,858

6,578

21,996

655

14,926

183

5,191

199

208

13,396

$112,677

233

(1,035)

$111,875

$112,990

584

(752)

$112,822

Mortgages, principal

$17,819

Net premium on assumed mortgages

Net financing costs

(b) Construction loans payable

As at December 31, 2023, and December 31, 2022, Allied’s obligations under the construction loans are

as follows:

JOINT ARRANGEMENT

OWNERSHIP

DATE OF
MATURITY

DECEMBER 31,
2023

DECEMBER 31,
2022

Adelaide & Duncan

Breithaupt Phase III

KING Toronto

108 East 5th Avenue

50%

August 11, 2025

$110,046

$85,485

March 31, 2025

December 17, 2024

December 6, 2025

58,005

99,900

39,062

50,472

71,762

16,006

$307,013

$223,725

159

ALLIED 2023 ANNUAL REPORTOn January 31, 2019, the Adelaide & Duncan joint arrangement obtained a $270,000 construction

lending facility from a syndicate of Canadian banks, in which Allied’s 50% share is $135,000 . The loan

bears interest at bank prime plus 35 basis points or bankers’ acceptance rate plus 135 basis points with

a standby fee of 25 basis points and a letter of credit fee of 100 basis points . On August 11, 2023, the loan

maturity was extended from August 11, 2023, to August 11, 2025, and the facility limit was increased

from $270,000 to $295,000, in which Allied’s 50% share is $147,500 . Allied is providing a joint and

several guarantee of the entire facility and is earning a related guarantee fee on up to $147,500 of the

facility . On August 23, 2019, the Adelaide & Duncan joint arrangement entered into a swap agreement to

fix approximately 75% of the construction loan up to $209,572 at 2 .86% . The swap matured on March 31,

2023, so the construction loan is no longer fixed and is subject to the facility’s variable rate .

On February 21, 2020, Allied and Perimeter obtained a $138,000 construction loan for the Breithaupt

Phase III joint arrangement from a syndicate of Canadian banks, in which Allied’s 50% share is $69,000 .

On December 1, 2022, Allied and Perimeter exercised their option to extend the loan maturity to June

2, 2023, which bears interest at bank prime or bankers’ acceptance rate plus 120 basis points with a

standby fee of 20 basis points and a letter of credit fee of 100 basis points . Allied is providing a joint

and several guarantee of the entire facility and is earning a related guarantee fee on up to $69,000 of

the facility . On May 31, 2023, the loan maturity was extended to September 29, 2023 . On September 27,

2023, the loan maturity was further extended to March 31, 2025, and the interest rate was updated to

bank prime plus 25 basis points or bankers’ acceptance rate plus 145 basis points with a standby fee of

20 basis points and a letter of credit fee of 100 basis points .

On December 17, 2020, Allied and Westbank obtained a $465,000 green construction lending facility for

the KING Toronto joint arrangement from a syndicate of Canadian banks, in which Allied’s 50% share

is $232,500 . Up to $120,000 of the deposits paid by the purchasers of the KING Toronto condominium

units can be released to the KING Toronto joint arrangement to fund the construction of the

condominium units (“Purchaser Deposits”) . As at December 31, 2023, $92,402 of the Purchaser Deposits

was released . When the release of the Purchaser Deposits exceeds $80,000, the facility limit is reduced .

As such, on November 6, 2023, the facility limit was decreased from $465,000 to $452,598, in which

Allied’s 50% share is $226,299 . The loan matures on December 17, 2024, and bears interest at bank

prime plus 45 basis points or bankers’ acceptance rate plus 145 basis points with a standby fee of 25

basis points and a letter of credit fee of 100 basis points . Allied is providing a joint and several guarantee

of the entire facility and is earning a related guarantee fee on up to $226,299 of the facility .

160

ALLIED 2023 ANNUAL REPORTOn December 5, 2022, the 108 East 5th Avenue joint arrangement obtained a $150,000 construction

lending facility from a syndicate of Canadian banks, in which Allied’s 50% share is $75,000 . The loan

matures on December 6, 2025, and bears interest at prime plus 35 basis points or bankers’ acceptance

rate plus 135 basis points with a standby fee of 27 basis points and a letter of credit fee rate of 100

basis points . These interest rates and the standby fee (other than the letter of credit fee) are subject

to variability based on the achievement of two distinct sustainability performance targets . For each

sustainability performance target achieved, the interest rate and standby fee would decrease by 0 .025%

per annum and 0 .005% per annum, respectively . In addition, if certain sustainability minimums are

not achieved, the interest rate and standby fee would increase by 0 .025% per annum and 0 .005% per

annum, respectively . Depending on the applicable sustainability performance target or sustainability

minimum, the settlement of these interest rate variations and the standby fee occurs either annually or

at the earlier of December 6, 2025, and the date the construction lending facility is fully repaid . Allied

has provided a joint and several guarantee of the entire facility and is earning a related guarantee fee

on up to $75,000 of the facility . On January 13, 2023, the 108 East 5th Avenue joint arrangement entered

into a swap agreement to fix approximately 75% of the construction loan up to $110,175 at 4 .90% .

On March 31, 2022, Allied acquired a portfolio of six properties from Choice Properties which was

partially settled with the issuance of a $200,000 promissory note (note 4) . The promissory note was

secured by a first registered charge on five of the six properties acquired and was fully repaid on

December 29, 2023 .

CONTRACTUAL
INTEREST RATE

DATE OF
MATURITY

FREQUENCY
OF INTEREST
PAYMENT

DECEMBER 31,
2023

DECEMBER 31,
2022

Promissory note payable

Net discount on
promissory note payable

1 .00% for 2022,
2 .00% for 2023

December 29,
2023

Quarterly

$—

—

$—

$200,000

(4,327)

$195,673

161

ALLIED 2023 ANNUAL REPORT(d) Unsecured revolving operating facility

As at December 31, 2023, and December 31, 2022, Allied’s obligation under the unsecured revolving

operating facility (the “Unsecured Facility”) is as follows:

MATURITY
DATE

CONTRACTUAL
INTEREST RATES
ON DRAWINGS

STANDBY
FEE

FACILITY
LIMIT

DRAWINGS

LETTERS
OF CREDIT

AMOUNT
AVAILABLE

DECEMBER 31, 2023

Unsecured
Facility limit
$800,000 (1)

January 30,
2025

Prime + 0 .45% or
Bankers’ acceptance +
1 .45% (2)

0.29%

$800,000

$—

$(14,906)

$785,094

(1) This Unsecured Facility contains a $100,000 accordion feature, allowing Allied to increase the amount available under the facility to

$900,000.

(2) The interest rates for this facility were subject to certain conditions being met up to August 15, 2023.

On March 31, 2023, Allied amended the Unsecured Facility to increase the limit by $100,000 to

$700,000 and on June 26, 2023, Allied amended the Unsecured Facility to increase the limit by

$100,000 to $800,000 . On January 26, 2024, Allied updated the Unsecured Facility of $800,000 by

extending the maturity date to January 26, 2027, and the facility is now provided by a syndicate of

lenders . The Unsecured Facility bears interest at a variable rate of either prime plus 45 basis points or

the Canadian overnight repo rate average (“CORRA”) plus 145 basis points per annum with a standby fee

of 29 basis points and a letter of credit fee rate of 145 basis points .

MATURITY
DATE

CONTRACTUAL
INTEREST RATES
ON DRAWINGS

STANDBY
FEE

FACILITY
LIMIT

DRAWINGS

LETTERS
OF CREDIT

AMOUNT
AVAILABLE

DECEMBER 31, 2022

Unsecured
Facility limit
$600,000 (1)

January 30,
2025

Prime + 0 .20% or
Bankers’ acceptance +
1 .20% (2)

0 .24%

$600,000

$(440,000)

$(15,563)

$144,437

(1) This Unsecured Facility contains a $100,000 accordion feature, allowing Allied to increase the amount available under the facility to

$700,000.

(2) The conditions on the interest rates for this facility were met for the year ended December 31, 2022

162

ALLIED 2023 ANNUAL REPORT(e) Senior unsecured debentures

As at December 31, 2023, and December 31, 2022, Allied’s obligations under the senior unsecured

debentures are as follows:

SERIES

Series C

Series D

Series E

Series F

Series G

Series H

Series I

CONTRACTUAL
INTEREST RATE DATE OF MATURITY

INTEREST
PAYMENT DATE

DECEMBER 31,
2023

DECEMBER 31,
2022

3 .636%

3 .394%

3 .113%

3 .117%

3 .131%

1 .726%

3 .095%

April 21, 2025

April 21 and October 21

$200,000

August 15, 2029

February 15 and August 15

April 8, 2027

April 8 and October 8

February 21, 2030

February 21 and August 21

May 15, 2028

May 15 and November 15

February 12, 2026

February 12 and August 12

February 6, 2032

February 6 and August 6

300,000

400,000

300,000

600,000

500,000

300,000

400,000

300,000

600,000

500,000

Unsecured Debentures, principal

Net financing costs

$2,600,000

(8,431)

(10,061)

$2,591,569

$2,589,939

The Series C, D, E, F, G, H and I Senior Unsecured Debentures are collectively referred to as the

“Unsecured Debentures” .

The respective financing costs recognized are amortized using the effective interest method and

recorded to interest expense (note 12 (g)) .

(f ) Unsecured term loans

As at December 31, 2023, and December 31, 2022, Allied’s obligations under the unsecured term loans

are as follows:

CONTRACTUAL
INTEREST RATE

DATE OF
MATURITY

FREQUENCY
OF INTEREST
PAYMENT

DECEMBER 31,
2023

DECEMBER 31,
2022

Unsecured term loan

3 .496%

January 14, 2026

Monthly

$250,000

Unsecured term loan

4 .865%

October 22, 2025

Monthly

400,000

Unsecured term loans, principal

Net financing costs

$650,000

(846)

(974)

$649,154

$649,026

The two unsecured term loans are collectively referred to as “Unsecured Term Loans” . The respective

financing costs are amortized using the effective interest method and recorded to interest expense

(note 12 (g)) .

163

ALLIED 2023 ANNUAL REPORTOn April 22, 2022, Allied entered into an unsecured term loan with a financial institution for $400,000

at a rate of prime plus 10 basis points or bankers’ acceptance plus 110 basis points, due on October 22,

2025 . The proceeds from the loan were used to repay the Unsecured Facility . Debt financing costs of

$700 were incurred and recorded against the principal owing . On June 24, 2022, Allied entered into a

swap agreement to fix the rate at 4 .86% . On December 21, 2022, Allied amended the swap agreement

for the settlement period, which increased the rate from 4 .86% to 4 .865% .

On February 3, 2023, Allied extended the maturity date on its $250,000 unsecured term loan from

January 14, 2024, to January 14, 2026, by exercising two one-year extension options . Debt financing

costs of $300 were incurred for these extensions .

(g) Interest expense

Interest expense consists of the following:

Interest on debt:

Mortgages payable

Construction loans payable

Promissory note payable

Unsecured Facility

Unsecured Debentures

Unsecured Term Loans

Interest on lease liabilities (1)

Amortization, net discount (premium) on debt

Amortization, net financing costs

Distributions on Exchangeable LP Units (2)

Interest capitalized to qualifying investment properties and residential inventory

Interest expense excluding financing prepayment costs

Financing prepayment costs (3)

Interest expense

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$3,528

16,675

3,967

23,841

74,710

28,007

2,322

3,976

2,865

18,068

$177,959

(70,886)

$107,073

—

$107,073

$4,635

6,487

1,512

11,125

74,705

20,592

3,224

2,401

2,495

—

$127,176

(53,810)

$73,366

(564)

$72,802

(1) For the year ended December 31, 2023, excludes interest on a lease liability held for sale of $4,433, respectively (December 31, 2022 - $6,532)

that is presented separately in the net income from discontinued operations (note 6).

(2) The distributions declared on Exchangeable LP Units are recognized as interest expense due to Allied’s conversion to an open-end trust on

June 12, 2023.

(3) For the year ended December 31, 2023, financing prepayment costs include $nil of accelerated amortization of premium on debt (December 31,

2022 - $564).

Borrowing costs have been capitalized to qualifying investment properties and residential inventory at a

weighted average effective rate of 3 .47% per annum (December 31, 2022 – 3 .11%), which excludes directly

attributable borrowing costs .

164

ALLIED 2023 ANNUAL REPORT(h) Schedule of principal repayments

The table below summarizes the scheduled principal maturity for Allied’s mortgages payable,

construction loans payable, promissory note payable, Unsecured Facility, Unsecured Debentures and

Unsecured Term Loans as at December 31, 2023:

2024

2025

2026

2027

2028

THEREAFTER

TOTAL

$2,676

$6,578

$1,553

$655

$469

$5,888

$17,819

Mortgages payable, principal
repayments

Mortgages payable, balance
due at maturity

Construction loans payable

99,900

207,113

46,669

—

20,443

—

14,457

13,289

—

94,858

307,013

—

Promissory note payable

Unsecured Debentures

Unsecured Term Loans

—

200,000

600,000

300,000

1,200,000

2,600,000

400,000

250,000

—

650,000

Total

$149,245

$813,691

$871,996

$300,655

$314,926

$1,219,177

$3,669,690

A description of Allied’s risk management objectives and policies for financial instruments is provided

in note 26 .

13 . LEASE LIABILITIES

Allied’s future minimum lease liability payments as a lessee are as follows:

2024 (1)

2025 - 2028 (1)

THEREAFTER

DECEMBER 31,
2023

DECEMBER 31,
2022

Future minimum lease payments

$3,373

$13,694

$136,733

$153,800

$477,983

Interest (paid) accrued on lease
obligations

Less: amounts representing
interest payments

(227)

(1,283)

—

(1,510)

(992)

(3,146)

(12,411)

(86,094)

(101,651)

(318,925)

Present value of lease payments

$—

$50,639

$158,066

Current (2)

Non-current

$—

$107,215

50,639

50,851

$50,639

$158,066

(1) The future minimum lease payments prior to 2028 are less than the effective interest on the lease liabilities.
(2) The current lease liability of $107,215 as at December 31, 2022, was disposed in 2023 as part of the sale of the properties in the Urban Data

Centres segment (note 6).

165

ALLIED 2023 ANNUAL REPORTSome of Allied’s lease agreements contain contingent rent clauses . Contingent rental payments are

recognized in the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income as

required when contingent criteria are met . The lease agreements contain renewal options, purchase

options, escalation clauses, additional debt and further leasing clauses . For the year ended December

31, 2023, minimum lease payments of $7,616 (December 31, 2022 - $9,689) were paid by Allied .

14 . ACCOUNTS PAYABLE AND OTHER LIABILITIES

Accounts payable and other liabilities consists of the following:

Trade payables and other liabilities

$283,346

$245,675

DECEMBER 31,
2023

DECEMBER 31,
2022

Prepaid user rents

Accrued interest payable on Unsecured Debentures

Distributions payable on Units (note 16)

Distributions payable on Exchangeable LP Units (note 17)

Residential deposits (1)

Unit-based compensation liabilities (note 18(c))

Current

Non-current (2)

81,560

23,238

80,612

7,440

47,513

1,938

81,489

23,281

18,656

1,722

42,700

738

$525,647

$414,261

$476,863

48,784

$525,647

$370,823

43,438

$414,261

(1) Residential deposits related to the residential condominium units at KING Toronto.
(2) Non-current liabilities as at December 31, 2023, are composed of residential deposits totaling $47,513 and unit-based compensation liabilities

totaling $1,271 (December 31, 2022 - $42,700 and $738, respectively).

166

ALLIED 2023 ANNUAL REPORT15 . FAIR VALUE MEASUREMENTS

The classification, measurement basis and related fair value disclosures of the financial assets and

liabilities are summarized in the following table:

DECEMBER 31, 2023

DECEMBER 31, 2022

CLASSIFICATION/
MEASUREMENT

CARRYING
VALUE

FAIR VALUE

CARRYING
VALUE

FAIR VALUE

Financial Assets:

Loan receivable from joint venture
(note 8)

Amortized cost

$93,291

$113,287

Loans and notes receivable (note 9)

Amortized cost

509,753

502,004

432,112

422,999

FVTPL

23,866

32,401

Interest rate swap derivative assets
(note 10)

Accounts receivable, prepaid expenses
and deposits (note 11)

Cash and cash equivalents (note 21)

Amortized cost

211,069

Amortized cost

140,963

65,544

20,990

65,544

20,990

Financial Liabilities:

Debt (note 12)

Mortgages

Amortized cost

$111,875

$107,755

$112,822

$107,030

Construction loans payable

Amortized cost

307,013

Promissory note payable

Amortized cost

Unsecured Facility

Amortized cost

—

223,725

195,673

223,725

194,145

440,000

Unsecured Debentures

Amortized cost

2,591,569

2,266,700

2,589,939

2,255,528

Unsecured Term Loans

Amortized cost

649,154

641,686

649,026

628,450

Accounts payable and other liabilities
(note 14)

Unit-based compensation liabilities
(notes 14 and 18(c))

Exchangeable LP Units (note 17)

Amortized cost

523,709

413,523

FVTPL

1,938

238,309

738

—

738

—

Allied uses various methods in estimating the fair value of assets and liabilities that are measured on a

recurring or non-recurring basis in the Consolidated Balance Sheets after initial recognition . The fair

value hierarchy reflects the significance of inputs used in determining the fair values .

— Level 1 – quoted prices in active markets for identical assets and liabilities;

— Level 2 – inputs other than quoted prices in active markets or valuation techniques where

significant inputs are based on observable market data; and

— Level 3 – valuation technique for which significant inputs are not based on observable market data .

167

ALLIED 2023 ANNUAL REPORT
The following table presents the hierarchy of the significance of inputs in determining the fair value

of assets and liabilities for measurement or disclosure based on Allied’s accounting policy for such

instruments:

Financial Assets:

DECEMBER 31, 2023

DECEMBER 31, 2022

LEVEL 1

LEVEL 2

LEVEL 3

LEVEL 1

LEVEL 2

LEVEL 3

Loan receivable from joint venture (note 8)

$—

$93,291

$—

$113,287

$—

Loans and notes receivable (note 9)

Interest rate swap derivative assets
(note 10)

Accounts receivable, prepaid expenses and
deposits (note 11)

—

502,004

23,866

140,963

Cash and cash equivalents (note 21)

211,069

—

422,999

32,401

65,544

20,990

—

Financial Liabilities:

Debt (note 12)

Mortgages

Construction loans payable

Promissory note payable

Unsecured Facility

Unsecured Debentures

Unsecured Term Loans

Accounts payable and other liabilities
(note 14)

Unit-based compensation liabilities
(notes 14 and 18(c))

Exchangeable LP Units (note 17)

$—

$107,755

$—

$107,030

$—

—

307,013

—

2,266,700

641,686

523,709

1,938

238,309

—

223,725

194,145

440,000

2,255,528

628,450

413,523

738

—

There were no transfers between levels of the fair value hierarchy in either year .

168

ALLIED 2023 ANNUAL REPORTThe following summarizes the significant methods and assumptions used in estimating the fair value of

Allied’s financial assets and liabilities measured at fair value:

Interest rate swap derivative contracts

The fair value of the derivative contracts is determined using forward interest rates observable in the

market (Level 2) .

Unit-based compensation liabilities

The fair value of Allied’s unit-based compensation liabilities is based on the market value of the

underlying Units (Level 2) . For the performance trust units, the performance market conditions are also

taken into consideration .

Exchangeable LP Units

The fair value of Exchangeable LP Units is based on the closing market trading price of Units as at each

year end (Level 2) .

Debt and loans and notes receivable

The fair value of debt and loans and notes receivable are determined by discounting the cash flows of

these financial instruments using year end market rates for instruments of similar terms and credit risks

that are observable in the market (Level 2) .

16 . EQUITY

Units (authorized - unlimited)

Each Unit represents a single vote at any meeting of holders of Units and Special Voting Units (as

defined below) and entitles the holders of Units and Special Voting Units to receive a pro rata share of all

distributions, in accordance with the conditions provided for in the Declaration of Trust .

The following represents the number of Units issued and outstanding, and the related carrying value of

equity, for the years ended December 31, 2023, and December 31, 2022 .

NUMBER ISSUED AND
OUTSTANDING

AMOUNT

Balance at January 1, 2022

127,737,851

$3,902,655

Restricted Unit Plan (net of forfeitures) (note 18(b))

Unit Option Plan - options exercised (note 18(a))

Unit issuance (net of costs)

Balance at December 31, 2022

Restricted Unit Plan (net of forfeitures (note 18(b))

Distribution in Units

Consolidation of Units

Balance at December 31, 2023

—

6,332

211,800

(2,661)

200

9,184

127,955,983

$3,909,378

—

31,703,663

(31,703,663)

127,955,983

(2,250)

639,780

—

$4,546,908

169

ALLIED 2023 ANNUAL REPORTIn January 2022, Allied issued 211,800 Units under the at-the-market program (“ATM Program”) in

settlement of trades executed at the end of December 2021 at a weighted average price of $44 .02 per

Unit for gross proceeds of $9,324, and incurred commissions of $140, for net proceeds of $9,184 . The

ATM Program is described in note 26(a) .

Allied does not hold any of its own Units, nor does Allied reserve any Units for issue under options

and contracts .

Distributions

On December 15, 2023, Allied declared a special distribution of $5 .48 per Unit, comprised of $0 .48

per Unit payable in cash and $5 .00 per Unit payable by the issuance of Units of Allied to Unitholders

of record as at December 29, 2023 (the “Special Distribution”) . The Special Distribution was made

primarily to distribute to Unitholders a portion of the capital gain realized by Allied during the year

ended December 31, 2023, from the sale of the UDC Portfolio .

On December 29, 2023, 31,703,663 Units were distributed at a price of $20 .18 per Unit, for an aggregate

value of $639,780 . Immediately following the Special Distribution of Units, the outstanding Units of

Allied were consolidated such that each Unitholder held, after the consolidation, the same number

of Units as held immediately prior to the Special Distribution . For the year ended December 31, 2023,

the issuance of Units pursuant to the Special Distribution was recorded to Units in the Consolidated

Statements of Equity in accordance with IAS 32, “Financial Instruments: Presentation”, with a

corresponding reduction to retained earnings as a result of the Special Distribution declared . The

remaining portion of the Special Distribution of $61,419 will be paid in cash on January 15, 2024 .

On January 15, 2024, Allied declared a distribution for the month of January 2024 of $0 .15 per Unit,

representing $1 .80 per Unit on an annualized basis to Unitholders of record as at January 31, 2024 .

Normal course issuer bid

On February 22, 2023, Allied received approval from the Toronto Stock Exchange (“TSX”) for the

renewal of its normal course issuer bid (“NCIB”), which entitles Allied to purchase up to 12,582,628

of its outstanding Units, representing approximately 10% of its public float as at February 10, 2023 .

The NCIB commenced February 24, 2023, and will expire on February 23, 2024, or such earlier date

as Allied completes its purchases pursuant to the NCIB . All purchases under the NCIB will be made

on the open market through the facilities of the TSX or alternate trading systems in Canada at market

prices prevailing at the time of purchase . Any Units that are repurchased will either be cancelled

or delivered to participants under Allied’s Restricted Unit Plan or to employees pursuant to Allied’s

employee programs .

During the year ended December 31, 2023, Allied purchased 76,959 Units for $2,250 at a weighted

average price of $29 .25 per Unit under its NCIB program, of which 76,450 Units were purchased for

delivery to participants under Allied’s Restricted Unit Plan and 509 Units were purchased for certain

employee rewards outside of Allied’s Restricted Unit Plan .

170

ALLIED 2023 ANNUAL REPORT17 . EXCHANGEABLE LP UNITS

Exchangeable LP Units (authorized - unlimited)

Exchangeable LP Units issued by the Partnership are economically equivalent to Units, receive

distributions equal to the distributions paid on the Units and are exchangeable, at the holder’s option,

for Units . All Exchangeable LP Units are held, directly or indirectly, by Choice Properties .

The 11,809,145 Exchangeable LP Units issued on March 31, 2022, in connection with the acquisition of

certain properties (see note 4) contain lock-up and standstill restrictions . On each of June 30, 2023,

September 30, 2023, and December 31, 2023, the lock-up expired on 2,952,286 Exchangeable LP

Units . The following Exchangeable LP Units are subject to lock-up and the expiration is based on the

following schedule:

LOCK-UP EXPIRATION DATE

NUMBER OF EXCHANGEABLE LP UNITS ELIGIBLE FOR RELEASE

March 31, 2024

2,952,287

Each Exchangeable LP Unit is accompanied by one special voting unit of Allied (“Special Voting Unit”)

which provides the holder thereof with the right to one vote at all meetings of holders of Units and

Special Voting Units . The Declaration of Trust was amended on March 4, 2022, to provide for the

creation and issuance of the Special Voting Units .

The following represents the number of Exchangeable LP Units issued and outstanding, and the related

carrying value, for the years ended December 31, 2023, and December 31, 2022 .

Balance at January 1, 2022

Unit issuance (net of costs)

Distributions

Retained Earnings

Balance at December 31, 2022

Distributions

Retained Earnings

Reclassification of Exchangeable LP Units (note 2(d))

Fair value gain on Exchangeable LP Units

NUMBER ISSUED AND
OUTSTANDING

—

11,809,145

—

11,809,145

—

Balance at December 31, 2023

11,809,145

AMOUNT

$—

550,660

(15,496)

6,508

$541,672

(8,857)

4,997

(270,807)

(28,696)

$238,309

171

ALLIED 2023 ANNUAL REPORTOn each date that a distribution is declared by Allied on the Units, a distribution in an equal amount

per unit is declared by the Partnership on the Exchangeable LP Units . A holder of Exchangeable LP

Units may elect to defer receipt of all or a portion of distributions declared by the Partnership until the

first business day following the end of the fiscal year . If the holder elects to defer, the Partnership will

loan the holder an amount equal to the deferred distribution without interest, and the loan will be due

and payable on the first business day following the end of the fiscal year during which the loan was

advanced . The distributions declared by the Partnership on the Exchangeable LP Units from January

1, 2023, to December 31, 2023, was $26,925, which includes a special cash distribution of $5,668,

which is $0 .48 per Exchangeable LP Unit, for which Choice Properties elected to receive a loan in lieu

of all of the distributions . The loan in lieu of distributions issued to Choice Properties for the cash

advances made during the year ended December 31, 2023, was a note receivable of $21,207 and $7,440

was advanced to Choice Properties as a note receivable on January 15, 2024 . Since there is a legally

enforceable right and an intention by Allied and Choice Properties to settle the note receivable from

Choice Properties and the distributions payable to Choice Properties on a net basis on the first business

day following the end of the fiscal year, these financial instruments are offset on the balance sheet . On

January 2, 2024, $21,207 of the note receivable due from Choice Properties was settled on a net basis

against the distributions payable to Choice Properties .

On January 15, 2024, the Partnership declared a distribution for the month of January 2024 of $0 .15 per

Exchangeable LP Unit, representing $1 .80 per Exchangeable LP Unit on an annualized basis to holders

of the Exchangeable Units as at January 31, 2024, for which Choice Properties elected to receive a loan

in lieu of the distribution .

172

ALLIED 2023 ANNUAL REPORT18 . COMPENSATION PLANS

(a) Unit Option Plan

Allied adopted a Unit Option Plan providing for the issuance, from time to time, at the discretion of

the trustees, of options to purchase Units for cash . Participation in the Unit Option Plan is restricted

to certain employees of Allied . The Unit Option Plan complies with the requirements of the TSX . The

exercise price of any option granted will not be less than the closing market price of the Units on the

day preceding the date of grant . The term of the options do not exceed ten years . Options granted prior

to February 22, 2017, vest evenly over three years and options granted subsequently vest evenly over

four years from the date of grant . All options are settled in Units . Effective December 2021, no further

options will be granted under the Unit Option Plan .

SUMMARY OF UNIT OPTION GRANTS:

DATE GRANTED

EXPIRY DATE

UNIT OPTIONS
GRANTED

EXERCISE
PRICE

EXERCISED -
LIFE TO DATE

FORFEITED -
LIFE TO DATE

NET
OUTSTANDING

VESTED

March 1, 2016

March 1, 2026

540,480

$31 .56

(350,831)

(23,204)

166,445

February 22, 2017

February 22, 2027

279,654

$35 .34

(23,576)

February 14, 2018

February 14, 2028

198,807

$40 .30

(14,685)

—

256,078

184,122

February 13, 2019

February 13, 2029

323,497

February 5, 2020

February 5, 2030

352,230

February 3, 2021

February 3, 2031

442,233

$47 .53

$54 .59

$36 .55

(2,717)

(4,330)

316,450

—

(1,594)

350,636

272,943

(1,533)

(1,460)

439,240

240,985

2,136,901

(393,342)

(30,588)

1,712,971

1,437,023

YEAR ENDED

DECEMBER 31, 2023

DECEMBER 31, 2022

THE RANGE OF
EXERCISE PRICES

WEIGHTED AVERAGE
REMAINING
CONTRACTUAL
LIFE (YEARS)

THE RANGE OF
EXERCISE PRICES

WEIGHTED AVERAGE
REMAINING
CONTRACTUAL
LIFE (YEARS)

For the Units outstanding at
the end of the year

$31.56-54.59

5.14

$31 .56-54 .59

6 .13

173

ALLIED 2023 ANNUAL REPORTYEAR ENDED

DECEMBER 31, 2023

DECEMBER 31, 2022

NUMBER OF UNITS

WEIGHTED AVERAGE
EXERCISE PRICE

NUMBER OF UNITS

WEIGHTED AVERAGE
EXERCISE PRICE

1,717,043

(4,072)

—

1,712,971

$41.98

$31.56

$—

$42.01

1,726,381

(3,006)

(6,332)

1,717,043

$41 .95

$43 .28

$31 .56

$41 .98

1,437,023

$42.08

1,151,274

$41 .32

Balance, beginning of year

Forfeited

Exercised

Balance, end of year

Units exercisable at the end
of the year

Allied accounts for its Unit Option Plan using the fair value method, under which compensation

expense is measured at the date options are granted and recognized over the vesting period . Allied

utilizes the Black-Scholes Model for the valuation of Unit options with no performance criteria .

The underlying expected volatility was determined by reference to historical data of Allied’s Units over

10 years .

For the year ended December 31, 2023, Allied recorded a unit-based compensation expense of $389

(December 31, 2022 - $876) in general and administrative expense in the Consolidated Statements of

(Loss) Income and Comprehensive (Loss) Income .

(b) Restricted Unit Plan

Certain employees and the Trustees of Allied may be granted Restricted Units pursuant to the terms of

the Restricted Unit Plan, which are subject to vesting conditions and disposition restrictions, in order

to provide a long-term compensation incentive . The Restricted Units will not vest and remain subject

to forfeiture until the participant has held his or her position with Allied for a specific period of time .

Generally, one third of the Restricted Units vest on each of the first, second and third anniversaries from

the date of grant for employees . Restricted Units granted to non-management trustees are fully vested

on the grant date . Units required under the Restricted Unit Plan are acquired in the secondary market

through a custodian and then distributed to the individual participant accounts . Restricted Units are

released to participants forthwith following the sixth anniversary of the award date or such other date

as determined in accordance with the Restricted Unit Plan .

174

ALLIED 2023 ANNUAL REPORTThe following is a summary of the activity of Allied’s Restricted Unit Plan:

Restricted Units, beginning of year

Granted

Released

Forfeited

Restricted Units, end of year

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

322,411

76,450

(104,607)

—

294,254

296,810

61,148

(35,444)

(103)

322,411

For the year ended December 31, 2023, Allied recorded a unit-based compensation expense of $2,421,

(December 31, 2022 - $2,807) in general and administrative expense in the Consolidated Statements of

(Loss) Income and Comprehensive (Loss) Income .

In December 2021, Allied adopted a cash settled performance and restricted trust unit plan (the “PTU/

RTU Plan”) whereby performance trust units and/or restricted trust units (together, “Plan Units”) are

granted to certain employees at the discretion of the Board . Plan Units are subject to such vesting,

settlement, performance criteria and adjustment factors as are established by the Board at the time of

the grant and accumulate distribution equivalents in the form of additional Plan Units . The PTU/RTU

Plan contains provisions providing for the vesting or forfeiture of unvested Plan Units within specified

time periods in the event the employee’s employment is terminated, and authorizes the Chief Executive

Officer, in their discretion, to amend the vesting and settlement of Plan Units in certain circumstances

where an employee’s employment is terminated . The following is a summary of the activity of Allied’s

PTU/RTU Plan:

Plan Units, beginning of year

Granted

Settled

Forfeited

Distribution equivalents

Plan Units, end of year

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

179,193

170,461

(7,274)

—

28,897

371,277

—

172,500

—

(1,035)

7,728

179,193

175

ALLIED 2023 ANNUAL REPORTFor the year ended December 31, 2023, Allied recorded a unit-based compensation expense of $1,327

(December 31, 2022 - $738), including the mark-to-market adjustment, in general and administrative

expense in the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income . During the

year ended December 31, 2023, 7,274 Plan Units vested and were settled in cash resulting in a decrease

of $127 to the unit-based compensation liabilities .

19 . RENTAL REVENUE

Rental revenue includes the following:

Rental revenue (1)

Tax and insurance recoveries

Miscellaneous revenue (2)

Operating cost recoveries

Total rental revenue

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$272,034

109,172

23,601

159,173

$563,980

$252,650

99,633

21,937

145,248

$519,468

Includes straight-line rent, amortization of tenant improvements and parking revenue earned at properties.

(1)
(2) Includes transient parking, percentage rent, lease terminations and other miscellaneous items.

Future minimum rental income from continuing operations is as follows:

2024

2025

2026

2027

2028

THEREAFTER

TOTAL

Future minimum
rental income

$300,867

$282,915

$253,845

$220,301

$187,565

$770,030

$2,015,523

20 . GENERAL AND ADMINISTRATIVE EXPENSES

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$21,197

6,749

6,897

$34,843

(11,266)

$23,577

$21,119

6,051

5,549

$32,719

(10,126)

$22,593

Salaries and benefits

Professional and trustee fees

Office and general expenses

Capitalized to qualifying investment properties

Total general and administrative expenses

176

ALLIED 2023 ANNUAL REPORT21 . SUPPLEMENTAL CASH FLOW INFORMATION

Cash and cash equivalents include the following components:

Cash

Short-term deposits

Total cash and cash equivalents

DECEMBER 31,
2023

DECEMBER 31,
2022

$51,366

159,703

$211,069

$20,990

—

$20,990

The following summarizes supplemental cash flow information in operating activities:

Supplemental

Interest paid on debt (including capitalized interest
and financing prepayment costs (note 12))

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$168,265

$131,537

The following summarizes supplemental cash flow information in investing activities:

Supplemental

Mortgages assumed (note 4)

The following summarizes the change in non-cash operating items:

Net change in accounts receivable, prepaid expenses and deposits

Net change in loans and notes receivable

Net change in accounts payable and other liabilities

Other working capital changes

Change in non-cash operating items

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$—

$13,625

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$(75,419)

(77,641)

111,386

110,573

$68,899

$(8,483)

(64,350)

66,176

45,565

$38,908

177

ALLIED 2023 ANNUAL REPORT22 . JOINT OPERATIONS

Allied has investments in properties under joint arrangements which are accounted for as joint

operations . The following tables summarize Allied’s ownership interests in joint operations and its share

of the rights to the assets, its share of the obligations with respect to liabilities, and its share of revenues

and expenses for the joint operations in which it participates .

Allied’s joint arrangements are governed by agreements with the respective co-owners . Included within

the agreements are standard exit and transfer provisions that include, but are not limited to, buy/sell

and/or right of first offers or refusals that provide for unwinding the arrangement . Allied is liable for its

proportionate share of the obligations of the arrangement . In the event that there is default on payment

by the co-owner, credit risk is typically mitigated with an option to remedy any non-performance by

the defaulting co-owner, as well as recourse against the asset, whereby claims would be against both the

underlying real estate investments and the co-owner in default .

OWNERSHIP

DECEMBER 31,
2023

DECEMBER 31,
2022

50%

DECEMBER 31,
2023

DECEMBER 31,
2022

$2,071,022

$709,396

$2,016,405

$570,821

PROPERTIES

LOCATION

CURRENT STATUS

642 King W

Toronto, ON

Rental Property

Adelaide & Duncan

Toronto, ON

Breithaupt Block

Kitchener, ON

College & Manning

Toronto, ON

College & Palmerston

Toronto, ON

Rental Property and
Property Under Development

Rental Property

KING Toronto

Toronto, ON

Property Under Development
and Residential Inventory

King Portland Centre

Toronto, ON

Rental Property

The Well

Toronto, ON

Rental Property and
Property Under Development

108 East 5th Avenue

Vancouver, BC

Property Under Development

175 Bloor Street E

Toronto, ON

110 Yonge Street

Toronto, ON

Rental Property

Total assets

Total liabilities

178

ALLIED 2023 ANNUAL REPORTRevenue

Expenses

Income before impairment and fair value adjustment on investment properties

Impairment of KING Toronto

Fair value (loss) gain on investment properties

Net (loss) income

23 . SEGMENTED INFORMATION

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$70,333

(28,354)

$41,979

(15,376)

(197,774)

$(171,171)

$35,071

(13,669)

$21,402

(15,729)

10,416

$16,089

IFRS 8, Operating Segments, requires reportable segments to be determined based on internal reports

that are regularly reviewed by the chief operating decision maker (“CODM”) for the purpose of

allocating resources to the segment and assessing its performance . Allied has determined that its

CODM is the President and Chief Executive Officer . Allied’s operating segments are managed by use of

properties and cities . The urban office properties are managed by geographic location consisting of four

groups of cities .

The CODM measures and evaluates the performance of Allied’s operating segments based on operating

income .

Management reviews assets and liabilities on a total basis and therefore assets and liabilities are not

included in the segmented information below . All revenue is generated in Canada and all assets and

liabilities are located in Canada .

Allied does not allocate interest expense to segments as debt is viewed by Management to be used for

the purpose of acquisitions, development and improvement of all the properties . Similarly, interest

income, general and administrative expenses, condominium marketing expenses, amortization of other

assets, transaction costs, net loss from joint venture, fair value gain (loss) on investment properties and

investment properties held for sale, fair value gain (loss) on Exchangeable LP units, fair value gain (loss)

derivative instruments and impairment of residential inventory are not allocated to operating segments .

The Urban Data Centre segment is classified as discontinued operations (note 6) and is therefore

excluded from the following tables, which present a reconciliation of operating income to net (loss)

income from continuing operations for the years ended December 31, 2023 and 2022 .

179

ALLIED 2023 ANNUAL REPORTSEGMENTED CONSOLIDATED STATEMENTS OF (LOSS) INCOME FROM CONTINUING OPERATIONS

YEAR ENDED
DECEMBER 31, 2023

MONTRÉAL
& OTTAWA

TORONTO &
KITCHENER

CALGARY &
EDMONTON (1) VANCOUVER

JOINT
VENTURE
(TELUS SKY) (2)

TOTAL

Rental revenue

$220,826

$258,911

$41,452

$51,243

$(8,452)

$563,980

Property operating costs

(112,565)

(97,970)

(22,423)

(18,411)

4,420

(246,949)

Operating income

$108,261

$160,941

$19,029

$32,832

$(4,032)

$317,031

Interest income

Interest expense

General and administrative
expenses

Condominium marketing
expenses

Amortization of other assets

Transaction costs

Net loss from joint venture

Fair value loss on investment
properties and investment
properties held for sale

Fair value gain on
Exchangeable LP Units

Fair value loss on derivative
instruments

Impairment of residential
inventory

Net loss from
continuing operations

53,605

(107,073)

(23,577)

(538)

(1,499)

(167)

(15,622)

(772,652)

28,696

(8,535)

(15,376)

$(545,707)

Includes Allied’s proportionate share of revenue and expenses of its investment in TELUS Sky.

(1)
(2) This is an adjustment to remove the impact of the TELUS Sky joint venture from the Calgary and Edmonton results, to arrive at the equity

method of accounting.

180

ALLIED 2023 ANNUAL REPORTYEAR ENDED
DECEMBER 31, 2022

MONTRÉAL
& OTTAWA

TORONTO &
KITCHENER

CALGARY &
EDMONTON (1) VANCOUVER

JOINT
VENTURE
(TELUS SKY) (2)

TOTAL

Rental revenue

$209,163

$230,638

$39,561

$46,877

$(6,771)

$519,468

Property operating costs

(106,385)

(85,416)

(20,417)

(15,885)

3,843

(224,260)

Operating income

$102,778

$145,222

$19,144

$30,992

$(2,928)

$295,208

Interest income

Interest expense

General and administrative
expenses

Condominium marketing
expenses

Amortization of other assets

Net loss from joint venture

Fair value loss on investment
properties and investment
properties held for sale

Fair value gain on derivative
instruments

Impairment of residential
inventory

Net income from
continuing operations

32,080

(72,802)

(22,593)

(602)

(1,325)

(3,161)

(73,750)

37,343

(15,729)

$174,669

Includes Allied’s proportionate share of revenue and expenses of its investment in TELUS Sky.

(1)
(2) This is an adjustment to remove the impact of the TELUS Sky joint venture from the Calgary and Edmonton results, to arrive at the equity

method of accounting.

181

ALLIED 2023 ANNUAL REPORT24 . INCOME TAXES

Allied qualifies as a Real Estate Investment Trust and Mutual Fund Trust for income tax purposes .

Pursuant to its Declaration of Trust, it also distributes or designates substantially all of its taxable

income to Unitholders and deducts such distributions or designations for income tax purposes .

Accordingly, there is no entity level tax and no provision for current and deferred income taxes in the

financial statements . Income tax obligations relating to distributions of Allied are the obligations of

the Unitholders .

25 . RELATED PARTY TRANSACTIONS

Allied’s related parties include its subsidiaries, nominee corporations, Allied Properties Management

Trust, Allied Properties Management Limited Partnership, Allied Properties Management GP Limited,

Allied Properties Exchangeable Limited Partnership, Allied Properties Exchangeable GP Inc ., the

TELUS Sky joint venture, key management personnel and their close family members .

Allied engages in third-party property management business, including the provision of services

for properties in which a former trustee of Allied has an ownership interest . For the year

ended December 31, 2023, real estate service revenue earned from these properties was $395

(December 31, 2022 - $405) .

As of May 2, 2023, Allied engaged a private company controlled by a trustee to provide consulting

services . For the year ended December 31, 2023, Allied incurred $712 (December 31, 2022 - $nil) .

As at December 31, 2023, the loan to the TELUS Sky joint venture has a balance outstanding of $93,291

(December 31, 2022 - $113,287) (see note 8) .

The transactions are in the normal course of operations and were measured at the amount set out in

agreement between the respective related parties . Related party transactions were made on terms

equivalent to those that prevail in arm’s length transactions .

Key management personnel are comprised of the Board of Trustees and certain members of the

executive team who have the authority and responsibility for planning, directing, and controlling

the activities of Allied, directly or indirectly . The compensation for key management personnel are

summarized in the table below:

YEAR ENDED

DECEMBER 31,
2023

DECEMBER 31,
2022

$4,154

3,062

$7,216

$4,452

4,328

$8,780

Salary, bonus and other short-term employee benefits

Unit-based compensation

Total

182

ALLIED 2023 ANNUAL REPORT26 . RISK MANAGEMENT

(a) Capital management

Allied defines capital as the aggregate of equity, Exchangeable LP Units, mortgages payable,

construction loans payable, promissory note payable, Unsecured Facility, Unsecured Debentures,

Unsecured Term Loans and lease liabilities . Allied manages its capital to comply with investment

and debt restrictions pursuant to the Declaration of Trust, to comply with debt covenants, to ensure

sufficient operating funds are available to fund business strategies, to fund leasing and capital

expenditures, to fund acquisitions and development activities of properties, and to provide stable and

growing cash distributions to Unitholders .

Various debt, equity and earnings distributions ratios are used to monitor capital adequacy

requirements . For debt management, debt to gross book value and fair value, debt average term to

maturity, and variable debt as a percentage of debt are the primary ratios used in capital management .

The Declaration of Trust requires Allied to maintain debt to gross book value, as defined by the

Declaration of Trust, of less than 60% (65% including convertible debentures, if any) . As at December 31,

2023, the debt to gross book value ratio was 34 .7% (December 31, 2022 - 35 .6%) .

On June 2, 2021, Allied filed a short form base shelf prospectus allowing for the issuance, from time to

time, of Units and debt securities, or any combination thereof having an aggregate offering price of up

to $3,000,000 . This document was valid for a 25-month period ending on July 2, 2023 . The short form

base shelf prospectus filed on June 2, 2021, was amended on November 11, 2021 (the “Shelf Prospectus”),

and was filed in each of the provinces and territories of Canada . On November 12, 2021, Allied filed a

prospectus supplement to its Shelf Prospectus, allowing Allied to offer and issue Units under the ATM

Program up to $300,000 . Distributions of Units under the ATM Program were made pursuant to the

terms of an equity distribution agreement (the “Distribution Agreement”) dated November 12, 2021,

entered into among Allied, Goldman Sachs Canada Inc ., National Bank Financial Inc . and Scotia Capital

Inc . The volume and timing of any distributions of Units under the ATM Program was determined in

Allied’s sole discretion . The ATM Program was effective until July 2, 2023 .

Allied has certain key financial covenants in its Unsecured Debentures, Unsecured Facility and

Unsecured Term Loans . The key financial covenants include debt service ratios and leverage ratios, as

defined in the respective agreements . These ratios are evaluated by Allied on an ongoing basis to ensure

compliance with the agreements . Allied was in compliance with each of the key financial covenants

under these agreements as at December 31, 2023 .

183

ALLIED 2023 ANNUAL REPORT(b) Market risk

Market risk is the risk that the fair value or future cash flow of financial instruments will fluctuate

because of changes in market prices . Allied is exposed to interest rate risk on its borrowings . All of

Allied’s mortgages payable as at December 31, 2023, are at fixed interest rates and are not exposed to

changes in interest rates during the term of the debt . However, there is interest rate risk associated

with Allied’s fixed interest rate term debt due to the expected requirement to refinance such debts

upon maturity . As fixed rate debt matures and as Allied utilizes additional floating rate debt under the

Unsecured Facility, Allied will be further exposed to changes in interest rates . As at December 31, 2023,

the Unsecured Facility, which is at a floating interest rate and is exposed to changes in interest rates,

had a balance outstanding of $nil (December 31, 2022 - $440,000) . Also, Allied has construction loans

payable, of which $267,951 (December 31, 2022 - $138,240) is subject to floating interest rates and is

exposed to changes in interest rates . In addition, there is a risk that interest rates will fluctuate from

the date Allied commits to a debt to the date the interest rate is set with the lender . As part of its risk

management program, Allied endeavours to maintain an appropriate mix of fixed rate and floating rate

debt, to stagger the maturities of its debt and to minimize the time between committing to a debt and

the date the interest rate is set with the lender .

The following table illustrates the annualized sensitivity of income and equity to a reasonably possible

change in interest rates of +/- 1 .0% . These changes are considered to be reasonably possible based on

observation of current market conditions . The calculations are based on a change in the average market

interest rate for each period, and the financial instruments held at each reporting date that are sensitive

to changes in interest rates . This includes mortgages payable due within one year which have a fixed

rate as at the reporting date, but are subject to interest rate risk upon refinancing . All other variables are

held constant .

AS AT DECEMBER 31, 2023

CARRYING AMOUNT

INCOME IMPACT

Construction loans payable (1)

Mortgages payable due within one year

$267,951

$49,345

$2,680

$493

$(2,680)

$(493)

-1.0%

+1.0%

(1)

Includes a variable rate construction loan of $90,900 due within one year.

184

ALLIED 2023 ANNUAL REPORT(c) Unit price risk

Unit price risk arises from the unit-based compensation liabilities and Exchangeable LP Units which

are recorded at fair value at each quarter-end date . Allied’s unit-based compensation liabilities and

Exchangeable LP Units negatively impact net income and comprehensive income when the Unit price

rises and positively impact net (loss) income and comprehensive (loss) income when the Unit price

declines .

The following table illustrates the sensitivity of net (loss) income and comprehensive (loss) income and

equity to a reasonably possible change in Unit price of +/- $1 .00 . These changes are considered to be

reasonably possible based on observation of current market conditions . The calculations are based on a

change in the Unit price for each period, and the financial instruments held at each reporting date that

are sensitive to changes in the Unit price . All other variables are held constant .

AS AT DECEMBER 31, 2023

CARRYING AMOUNT

INCOME IMPACT

-$1.00

+$1.00

Unit-based compensation liabilities

Exchangeable LP Units

$1,938

$238,309

$371

$11,809

$(371)

$(11,809)

(d) Credit risk

As Allied has provided loans and advances to facilitate property development, further credit risks arise

in the event that borrowers default on the repayment of their amounts owing to Allied . Allied’s loans

and advances will be subordinate to prior ranking mortgages or charges . As at December 31, 2023, Allied

had $509,697 outstanding in loans receivable (December 31, 2022 - $432,032) and $93,291 outstanding

in joint venture loan receivable (December 31, 2022 - $113,287) . In the event of a large commercial real

estate market correction, the fair market value of an underlying property may be unable to support

the loan value . Allied mitigates this risk by obtaining corporate guarantees and/or registered mortgage

charges and assignment of leases, performing credit checks on potential borrowers, monitoring the

financial and operating performance of borrowers, monitoring the status of development projects and

ensuring interest payments are made on time . The expected credit losses estimated by Management,

giving consideration to the factors above, as at December 31, 2023, are $nil (December 31, 2022 - $nil)

(note 9) .

Credit risk from user receivables arises from the possibility that users may experience financial difficulty

and be unable to fulfill their lease commitments, resulting in Allied incurring a financial loss . Allied

manages credit risk to mitigate exposure to financial loss by staggering lease maturities, diversifying

revenue sources over a large user base, ensuring no individual user contributes a significant portion of

Allied’s revenues and conducting credit reviews of new users . The expected credit losses estimated by

Management at December 31, 2023, are $11,722 (December 31, 2022 - $11,336) (note 11 (a)) .

185

ALLIED 2023 ANNUAL REPORTAllied considers that all the financial assets that are not impaired or past due for each of the reporting

dates under review are of good quality . The carrying amount of accounts receivable best represents

Allied’s maximum exposure to credit risk . None of Allied’s financial assets are secured by collateral

or other credit enhancements .

An aging of trade receivables, including trade receivables past due but not impaired can be shown

as follows:

Less than 30 days

30 to 60 days

More than 60 days

Total

(e) Liquidity risk

DECEMBER 31,
2023

DECEMBER 31,
2022

$1,702

1,318

14,047

$17,067

$1,677

3,129

15,058

$19,864

Liquidity risk arises from the possibility of not having sufficient capital available to fund ongoing

operations or the ability to refinance or meet obligations as they come due . Mitigation of liquidity risk

is also managed through credit risk as discussed above . A portion of Allied’s assets have been pledged

as security under the related mortgages and other security agreements . Contractual interest rates on

the mortgages payable are between 2 .77% and 4 .29% for December 31, 2023 (December 31, 2022 - 2 .77%

and 4 .30%) .

Allied entered into interest rate derivative contracts to limit its exposure to fluctuations in interest rates

on $650,000 of its variable rate unsecured term loans and $39,062 of its construction loans (December

31, 2022 - $650,000 and $85,485, respectively) . Allied does not have any variable rate mortgages . Gains

or losses arising from the change in fair values of the interest rate derivative contracts are recognized in

the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income . For the year ended

December 31, 2023, Allied recognized as part of the change in fair value adjustment on derivative

instruments a fair value loss of $(8,535) (December 31, 2022 - fair value gain of $37,343) .

Liquidity and capital availability risks are mitigated by maintaining appropriate levels of liquidity,

diversifying Allied’s sources of funding, maintaining a well-staggered debt maturity profile and actively

monitoring market conditions .

186

ALLIED 2023 ANNUAL REPORT(f ) Maturity analysis

The undiscounted future principal and interest payments on Allied’s debt instruments are as follows:

2024

2025

2026

2027

2028

THEREAFTER

TOTAL

Mortgages payable

$52,537

$8,625

$23,982

$1,870

$15,875

$21,811

$124,700

Construction loans payable

119,950

214,486

—

334,436

Unsecured Debentures

74,485

270,849

662,035

352,188

342,822

1,283,047

2,985,426

Unsecured Term Loans

28,200

424,521

250,359

—

703,080

Total

$275,172

$918,481

$936,376

$354,058

$358,697

$1,304,858

$4,147,642

27 . COMMITMENTS AND CONTINGENCIES

Allied has entered into commitments relating to development and upgrade activity . The commitments

as at December 31, 2023, were $168,071 (December 31, 2022 - $247,819) .

Commitments as at December 31, 2023, of $406 (December 31, 2022 - $510) were held within equity

accounted investments .

Allied is subject to legal and other claims in the normal course of business . Management and legal

counsel evaluate all claims . In the opinion of Management these claims are generally covered by Allied’s

insurance policies and any liability from such remaining claims are not probable to occur and would not

have a material effect on the consolidated financial statements .

Allied, through a financial intermediary, has issued letters of credit in the amount of $23,226 as at

December 31, 2023 (December 31, 2022 - $23,952) .

187

ALLIED 2023 ANNUAL REPORTCorporate Profile

About Us

Allied is a leading owner-operator of distinctive urban workspace in Canada’s major cities . Allied’s mission

is to provide knowledge-based organizations with workspace that is sustainable and conducive to human

wellness, creativity, connectivity and diversity . Allied’s vision is to make a continuous contribution to cities

and culture that elevates and inspires the humanity in all people .

188

ALLIED 2023 ANNUAL REPORTBoard of Trustees

Matthew Andrade (1)(2)

Michael Emory (3)

Kay Brekken (1)(2)

Toni Rossi (2)

Tom Burns

Stephen Sender (1)

Hazel Claxton (2)

Jennifer Tory (2)(4)

Lois Cormack (1)(2)

Cecilia Williams

HEAD OFFICE

134 Peter Street, Suite 1700

Toronto, Ontario M5V 2H2

TRANSFER AGENT & REGISTRAR

TSX Trust Company

P .O . Box 700, Postal Station B

T . 416 .977 .9002 | F . 416 .306 .8704

Montréal, Quebec H3B 3K3

STOCK EXCHANGE LISTING AND SYMBOL

Toronto Stock Exchange

Units - AP .UN

AUDITORS

Deloitte LLP

(1) Audit Committee
(2) Governance, Compensation and Nomination Committee
(3) Executive Chair
(4) Lead Trustee

T . 1 .800 .387 .0825 | F . 1 .888 .249 .6189

E-mail: shareholderinquiries@tmx .com

Website: www .tsxtrust .com

INVESTOR RELATIONS

T . 416 .977 .9002

Email: info@alliedreit .com

Website: www .alliedreit .com

189

ALLIED 2023 ANNUAL REPORT190

ALLIED 2023 ANNUAL REPORT