ILPT on Nasdaq

Industrial Logistics Properties Trust

In its 2026 annual report the company says: “We are a REIT organized under Maryland law in 2017. We own and lease industrial and logistics properties throughout the United States.”5 It is headquartered in Newton, United States.2 Its shares trade on Nasdaq under the symbol ILPT.2

Price unavailable

Last updated Oct 21, 2026.

Overview

Compare with another stock.

  • TickerILPT on Nasdaq2
  • IndustryReal Estate Investment Trusts2
  • HeadquartersNewton, United States2
  • Incorporated inMD3
  • Business addressTwo Newton Place, 255 Washington Street, Suite 300, Newton, Ma 024583
  • Filer categoryAccelerated filer3
  • Legal formVoluntary Association and Business Trusts2
  • Kind of organizationAssociation2
  • LEI5493004XH9PJW009HR472
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered addressC/O CORPORATION SERVICE COMPANY, 02109 Boston, United States2
  • Registered withCorporations Division (Secretary of the Commonwealth's Office), 0013068142

We are a REIT organized under Maryland law in 2017. We own and lease industrial and logistics properties throughout the United States.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Net income678910-$66.2M in 2025
-$300.0M-$200.0M-$100.0M0$100.0M$200.0M2019: $52.5M$52.5M20192020: $82.1M$82.1M2020+56%2021: $119.7M$119.7M2021+46%2022: -$226.7M-$226.7M20222023: -$108.0M-$108.0M2023−52%2024: -$95.7M-$95.7M2024−11%2025: -$66.2M-$66.2M2025−31%

Every line of the income statement as filed: the last 3 fiscal years, latest first.10

Period ending2025-12-312024-12-312023-12-31
Rental income$448.8M$442.3M$437.3M
Real estate taxes$61.7M$62.6M$60.1M
Other operating expenses$37.1M$38.5M$38.2M
Depreciation and amortization$165.2M$172.0M$178.7M
General and administrative$37.0M$30.5M$31.2M
Acquisition and other transaction related costs$0$0$287.0K
Loss on impairment of real estate$6.1M$0$156.0K
Total expenses$307.0M$303.6M$308.6M
Interest and other income$6.7M$11.4M$7.9M
Interest expense-$264.6M-$292.5M-$288.5M
(Loss) gain on sale of real estate-$1.4M$0$1.7M
Loss on extinguishment of debt-$5.1M$0-$359.0K
Loss before income taxes and equity in earnings of unconsolidated joint venture-$122.4M-$142.3M-$150.5M
Income tax expense-$104.0K-$162.0K-$104.0K
Equity in earnings of unconsolidated joint venture$20.0M$5.3M$902.0K
Net loss-$102.6M-$137.2M-$149.7M
Net loss attributable to noncontrolling interests$36.4M$41.5M$41.7M
Net loss attributable to common shareholders-$66.2M-$95.7M-$108.0M
Unrealized gain (loss) on derivatives$360.0K-$13.9M-$18.0M
Less: unrealized (gain) loss on derivatives attributable to noncontrolling interests-$131.0K$2.7M$6.3M
Other comprehensive gain (loss) attributable to common shareholders$229.0K-$11.2M-$11.7M
Comprehensive loss attributable to common shareholders-$66.0M-$106.9M-$119.7M
Weighted average common shares outstanding (basic) (in shares)66.0M shares65.7M shares65.4M shares
Weighted average common shares outstanding - diluted (in shares)66.0M shares65.7M shares65.4M shares
Net loss per share attributable to common shareholders, basic (in dollars per share)-$1.00-$1.46-$1.65
Net loss per share attributable to common shareholders, diluted (in dollars per share)-$1.00-$1.46-$1.65

Compare Industrial Logistics Properties Trust with another company

Corporate structure

Industrial Logistics Properties Trust sits at the top of its group. 8 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Industrial Logistics Properties Trust

  • Zhengxu He Filed SCHEDULE 13G/A on Industrial Logistics Properties Trust, latest Dec 8, 2025 (2 filings since Feb 19, 2025)
  • BlackRock Filed SCHEDULE 13G/A on Industrial Logistics Properties Trust, latest Jul 17, 2025 (9 filings since Jan 26, 2022)
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Industrial Logistics Properties Trust, latest Jan 31, 2025 (7 filings since Feb 10, 2022)
  • Flat Footed LLC Filed SC 13G/A on Industrial Logistics Properties Trust, latest Feb 14, 2024 (2 filings since Feb 14, 2023)
  • State Street Corporation Filed SC 13G/A on Industrial Logistics Properties Trust, latest Jan 23, 2024 (3 filings since Feb 11, 2022)
  • Stone House Capital Management, LLC Filed SC 13D/A on Industrial Logistics Properties Trust, latest Sep 15, 2023 (2 filings since Aug 31, 2023)
  • MCB LP Acquisitions LLC Filed SC 13G on Industrial Logistics Properties Trust, latest Jun 29, 2023
  • MASSACHUSETTS FINANCIAL SERVICES CO /MA/ Filed SC 13G/A on Industrial Logistics Properties Trust, latest Feb 2, 2022
  • Industrial Logistics Properties Trust Newton, Massachusetts, United States
    • ILPT CMBS Mezz 1 LLC Subsidiary · Delaware, United States
    • ILPT Mezz Fixed Borrower 2 LLC Subsidiary · Delaware, United States
    • ILPT Mezz Fixed Borrower LLC Subsidiary · Delaware, United States
    • Mountain Industrial LO LLC Subsidiary · Delaware, United States
    • Mountain Industrial Member Trust Subsidiary · Maryland, United States
    • Mountain Industrial Mezz Borrower LLC Subsidiary · Delaware, United States
    • Mountain Industrial REIT LLC Subsidiary · Delaware, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Industrial Logistics Properties Trust reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Land$1.1B10 Dec 31, 2025$1.1B10 Dec 31, 2024−0.1%
Operating-lease assets (leased space)$3.7M10 Dec 31, 2025$4.2M10 Dec 31, 2024−11.1%

Real estate and locations

ItemLatestA year beforeChange
Real estate investments, net$4.5B10 Dec 31, 2025$4.7B10 Dec 31, 2024−2.7%
Real estate investments, at cost$5.2B10 Dec 31, 2025$5.2B10 Dec 31, 20240%
Real estate accumulated depreciation$648.3M10 Dec 31, 2025$523.9M10 Dec 31, 2024+23.8%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$94.8M10 Dec 31, 2025$131.7M10 Dec 31, 2024−28.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Finite-lived intangibles, net$164.2M10 Dec 31, 2025$199.2M10 Dec 31, 2024−17.6%

Properties, in its own words

As of December 31, 2025, our portfolio was comprised of 409 properties containing approximately 59,604,000 rentable square feet located in 39 states, including 226 buildings, leasable land parcels and easements containing approximately 16,729,000 rentable square feet that were primarily industrial lands located on the island of Oahu, Hawaii and 183 properties containing approximately 42,875,000 rentable square feet that were industrial and logistics properties located in 38 other states in the mainland United States, which included 94 properties in 27 states totaling approximately 20,978,000 rentable square feet, owned by Mountain JV in which we own a 61% equity interest.

The following table provides certain information about our properties as of December 31, 2025 (dollars in thousands):

The rest of Item 2

Undepreciated · Depreciated

Number of · Carrying · Carrying

State · Properties · Value (1) · Value (1) · Encumbrances (2)

Alabama · 4 · 126,874 · 111,628 · 80,199

Arizona · 1 · 31,518 · 26,378 · 23,910

Arkansas · 1 · 4,385 · 3,434 · 5,470

Colorado · 7 · 79,168 · 66,620 · 91,970

Connecticut · 3 · 22,744 · 17,309 · 14,223

Florida · 15 · 361,947 · 323,444 · 287,681

Georgia · 7 · 392,927 · 354,297 · 183,898

Hawaii · 226 · 640,665 · 609,105 · 857,114

Idaho · 1 · 5,216 · 3,899 · 4,830

Illinois · 11 · 132,655 · 115,266 · 88,465

Indiana · 9 · 352,332 · 306,824 · 215,023

Iowa · 4 · 30,100 · 18,934 · 33,039

Kansas · 5 · 137,186 · 122,304 · 97,225

Kentucky · 4 · 112,980 · 99,004 · 84,015

Louisiana · 3 · 44,430 · 37,724 · 31,101

Maryland · 2 · 107,548 · 85,086 · 104,370

Michigan · 5 · 166,791 · 142,603 · 101,990

Minnesota · 3 · 32,541 · 26,846 · 32,836

Mississippi · 4 · 92,844 · 81,739 · 51,164

Missouri · 7 · 71,332 · 60,606 · 53,861

Nebraska · 2 · 17,959 · 14,620 · 17,850

Nevada · 2 · 36,718 · 28,697 · 49,230

New Hampshire · 1 · 49,409 · 41,055 · 72,550

New Jersey · 4 · 216,047 · 190,305 · 127,789

New York · 5 · 80,200 · 67,923 · 75,148

North Carolina · 5 · 174,212 · 156,002 · 102,946

North Dakota · 1 · 3,923 · 3,043 · 3,225

Ohio · 20 · 449,857 · 382,605 · 318,675

Oklahoma · 6 · 101,871 · 91,140 · 76,722

Pennsylvania · 2 · 41,871 · 37,655 · 26,335

South Carolina · 10 · 309,238 · 259,841 · 297,180

South Dakota · 1 · 17,402 · 14,551 · 16,350

Tennessee · 6 · 184,557 · 150,829 · 181,218

Texas · 10 · 294,244 · 262,277 · 214,048

Utah · 2 · 22,825 · 19,677 · 21,540

Vermont · 1 · 48,563 · 44,321 · 40,965

Virginia · 6 · 124,727 · 99,365 · 104,689

Washington · 1 · 31,004 · 28,492 · 8,609

Wisconsin · 2 · 29,149 · 26,201 · 16,583

Total · 409 · 5,179,959 · 4,531,649 · 4,214,036

(1)Excludes the value of real estate related intangibles.

(2)Certain of our properties are encumbered by mortgage debts. For purposes of this table, the total principal balance of a mortgage debt that is secured by certain of our properties is allocated among such properties based on each property’s balance as stated in the applicable loan agreements.

For further information regarding our joint ventures and our mortgages, see Notes 3 and 5 to our consolidated financial statements included in Part IV, Item 15 of this Annual Report on Form 10-K.

Item 2 of the 10-K filed Feb 18, 2026.5

Leadership

Who has led Industrial Logistics Properties Trust, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (13)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • ILPT CMBS Mezz 1 LLC Delaware4
  • ILPT Mezz Fixed Borrower 2 LLC Delaware4
  • ILPT Mezz Fixed Borrower LLC Delaware4
  • Mountain Industrial LO LLC Delaware4
  • Mountain Industrial Member Trust Maryland4
  • Mountain Industrial Mezz Borrower LLC Delaware4
  • Mountain Industrial REIT LLC Delaware4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Sep 21, 20268-K Executive or director change34
  2. Jul 29, 20268-K Results of operations35
  3. Jun 10, 20268-K Executive or director change; Shareholder vote36
  4. Jun 1, 20268-K Regulation FD disclosure37
  5. May 8, 20268-K Entered a material agreement; Ended a material agreement; New debt or obligation38
  6. Apr 29, 20268-K Results of operations39
  7. Mar 19, 2026New chief executive Yael Duffy becomes CEO14
  8. Feb 18, 20268-K Results of operations40
  9. Jan 14, 20268-K Results of operations41
  10. Dec 9, 20258-K Executive or director change42
  11. Oct 28, 20258-K Results of operations43
  12. Sep 3, 20258-K Regulation FD disclosure44
  13. Jul 29, 20258-K Results of operations45
  14. May 23, 2018New chief executive John C. Popeo becomes CEO15
  15. Jan 8, 2018Founded Industrial Logistics Properties Trust is founded2

Calendar

Coming up

  1. Oct 28, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported $0.26 a share, on Oct 28, 2025.46

When it reported results

  1. Jul 29, 2026Reported quarterly or annual results35
  2. Apr 29, 2026Reported quarterly or annual results39
  3. Feb 18, 2026Reported quarterly or annual results40
  4. Jan 14, 2026Reported quarterly or annual results41
  5. Oct 28, 2025Reported quarterly or annual results43
  6. Jul 29, 2025Reported quarterly or annual results45
  7. Apr 29, 2025Reported quarterly or annual results47
  8. Feb 18, 2025Reported quarterly or annual results48

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

213 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 50 major events, 88 insider forms, 27 large holders, 28 other. The latest 20:

  1. Oct 1, 20263 OWNERSHIP DOCUMENT EDGAR
  2. Sep 21, 20264 OWNERSHIP DOCUMENT EDGAR
  3. Sep 21, 20264 OWNERSHIP DOCUMENT EDGAR
  4. Sep 21, 20264 OWNERSHIP DOCUMENT EDGAR
  5. Sep 21, 20268-K EDGAR
  6. Sep 14, 20264 OWNERSHIP DOCUMENT EDGAR
  7. Sep 14, 20264 OWNERSHIP DOCUMENT EDGAR
  8. Jul 29, 202610-Q EDGAR
  9. Jul 29, 20268-K EDGAR
  10. Jun 10, 20264 OWNERSHIP DOCUMENT EDGAR
  11. Jun 10, 20264 OWNERSHIP DOCUMENT EDGAR
  12. Jun 10, 20264 OWNERSHIP DOCUMENT EDGAR
  13. Jun 10, 20264 OWNERSHIP DOCUMENT EDGAR
  14. Jun 10, 20264 OWNERSHIP DOCUMENT EDGAR
  15. Jun 10, 20264 OWNERSHIP DOCUMENT EDGAR
  16. Jun 10, 20264 OWNERSHIP DOCUMENT EDGAR
  17. Jun 10, 20264 OWNERSHIP DOCUMENT EDGAR
  18. Jun 10, 20263 OWNERSHIP DOCUMENT EDGAR
  19. Jun 10, 20268-K EDGAR
  20. Jun 1, 20268-K EDGAR

The 213 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

13 open-market trades by officers, directors and large owners since October 2021: 10 buys and 3 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
May 22, 2026PHELAN KEVIN CDirectorBuy2,000$8.87$17.7KForm 4
Jul 31, 2025PHELAN KEVIN CDirectorBuy5,000$5.43$27.1KForm 4
May 30, 2025Morea JosephDirectorBuy20,000$3.31$66.2KForm 4
Aug 2, 2024PHELAN KEVIN CDirectorBuy2,000$4.75$9.5KForm 4
Aug 9, 2023PHELAN KEVIN CDirectorBuy5,000$3.80$19.0KForm 4
Jul 27, 2023Morea JosephDirectorBuy20,000$3.68$73.6KForm 4
Jul 27, 2023JONES LISA HARRISDirectorBuy50,000$3.77$188.5KForm 4
May 4, 2023JONES LISA HARRISDirectorSale19,659$2.00$39.3KForm 4
May 3, 2023Morea JosephDirectorSale17,500$2.07$36.2KForm 4
Apr 27, 2023Donley Brian E.CFO and TreasurerBuy5,000$2.00$10.0KForm 4
Nov 18, 2022PHELAN KEVIN CDirectorBuy3,000$3.41$10.2KForm 4
Feb 18, 2022PHELAN KEVIN CDirectorBuy500$22.30$11.2KForm 4
Feb 14, 2022PHELAN KEVIN CDirectorSale500$21.99$11.0KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Yael DuffyPresident and Chief Executive Officer$150.0K$153.3K57
2025Tiffany R. SyChief Financial Officer and Treasurer$80.0K$81.5K57
2024Yael DuffyPresident and Chief Executive Officer$60.0K$60.8K57
2024Tiffany R. SyChief Financial Officer and Treasurer$50.0K$50.1K57
2023Yael DuffyPresident and Chief Executive Officer$54.5K$55.0K57
2023Tiffany R. SyChief Financial Officer and Treasurer$5.4K$5.5K57

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.5,769,793$51.2M0.0%+301,016
Vanguard Portfolio Management LLC2,914,117$25.8M0.0%+2,594,536
Vanguard Capital Management LLC2,763,332$24.5M0.0%+207,572
Nantahala Capital Management, LLC2,222,306$19.7M0.6%+543,333
CastleKnight Management LP1,654,198$14.7M0.5%−234,001
Geode Capital Management, LLC1,648,123$14.6M0.0%+249,895
State Street Corp1,243,921$11.0M0.0%+83,583
D. E. Shaw & Co., Inc.1,218,269$10.8M0.0%−158,765
UMB Bank, n.a.1,153,563$10.2M0.1%−126,587
Two Sigma Investments, LP895,018$7.9M0.0%+277,349
Morgan Stanley600,622$5.3M0.0%+194,053
LPL Financial LLC594,902$5.3M0.0%+22,557
Charles Schwab Investment Management Inc582,376$5.2M0.0%+107,775
Renaissance Technologies LLC582,330$5.2M0.0%+123,341
Arrowstreet Capital, Limited Partnership545,167$4.8M0.0%+326,269
Northern Trust Corp544,790$4.8M0.0%+95,409
Dimensional Fund Advisors LP540,676$4.8M0.0%−178,240
Vanguard Fiduciary Trust Co392,607$3.5M0.0%−811
Flat Footed LLC371,191$3.3M0.6%−1,063,896
Algert Global LLC369,947$3.3M0.0%+130,897
Russell Investments Group, Ltd.357,641$3.2M0.0%+47,383
Goldman Sachs Group Inc352,332$3.1M0.0%−55,295
UBS Group AG313,700$2.8M0.0%+91,222
Federated Hermes, Inc.288,657$2.6M0.0%New
Invesco Ltd.283,059$2.5M0.0%−28,121

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Industrial Logistics Properties Trust is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARIndustrial Logistics Properties Trust1
  • CIK0001717307
  • Employer ID (EIN)82-28096315
  • Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inMaryland5
  • Fiscal year endsDecember 311
  • Industry code (SIC)6798 Real Estate Investment Trusts1
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
  • Business addressTwo Newton Place, 255 Washington Street, Suite 300, Newton, MA 024581
  • Phone617-796-83031
  • Shares outstanding66,745,881 as of Jul 27, 202612
  • Public float$294.5M as of Jun 30, 20255
  • AuditorDeloitte & Touche LLP, Boston, Massachusetts PCAOB ID 34; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceSep 25, 20171
  • Filings362 in all: 4 (134), 8-K (78), 10-Q (26), SC 13G/A (22), 3 (18), DEFA14A (10), SC 13G (10), 10-K (9)1
    All 34 form types

    DEF 14A (8), CORRESP (5), UPLOAD (5), ARS (4), S-11/A (4), EFFECT (3), SCHEDULE 13G/A (3), 144 (2), DRSLTR (2), PRE 14A (2), S-3ASR (2), 424B4 (1), 8-A12B (1), 8-K/A (1), CERT (1), CT ORDER (1), DRS (1), DRS/A (1), POS AM (1), POSASR (1), S-11 (1), S-3 (1), S-8 (1), SC 13D (1), SC 13D/A (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Feb 18, 2026
    Quarterly report (10-Q) Jul 29, 2026
    Proxy statement (DEF 14A) Mar 18, 2026
    Latest 8-K (8-K) Sep 21, 2026

Securities registered for trading

ClassSymbolExchange
Common Shares of Beneficial InterestILPTThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Feb 18, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks Industrial Logistics Properties Trust names in Item 1A of its 10-K filed Feb 18, 2026: 45 risks under these headings, as written.5

  • Risks Related to Our Business
  • We have a substantial amount of debt and are subject to risks related to our debt, including our ability to refinance maturing debt and the cost of any such refinanced debt.
  • We may fail to comply with the terms of our debt agreements, which could adversely affect our business and prohibit us from paying distributions to our shareholders.
  • Secured debt exposes us to the possibility of foreclosure, which could result in the loss of our investment in certain of our subsidiaries or in a property or group of properties or other assets that secure that debt.
  • Our business depends upon our tenants satisfying their lease obligations, which depends, to a large degree, on our tenants’ abilities to successfully operate their businesses.
  • We may be unable to lease our properties when our leases expire.
  • We may experience declining rents or incur significant costs to renew our leases with current tenants, lease our properties to new tenants or when our rents reset at our properties in Hawaii.
  • We face significant competition.
  • Unfavorable market and industry conditions have had and may continue to have a material adverse effect on our results of operations, financial condition and ability to pay distributions to our shareholders.
  • The majority of our properties are industrial and logistics properties leased to single tenants and we have concentrations of properties leased to certain companies, which may subject us to greater risks of loss than if our properties had more industry sector and tenant diversity.
  • REIT distribution requirements and limitations on our ability to access capital at reasonable costs or at all may adversely impact our ability to carry out our growth strategies.
  • We face challenges from uncertainties regarding interest rates, and high interest rates have significantly increased our interest expense and may otherwise materially and negatively affect us.
The other 34 risks
  • Failure to hedge effectively against interest rate changes may adversely affect our results of operations.
  • We may not succeed in selling properties or other assets we may identify for sale and any proceeds we may receive from sales we do complete may be less than expected, and we may incur losses with respect to any such sales.
  • Our existing and any future joint ventures may limit our flexibility with jointly owned investments and we may not realize the benefits we expect from these arrangements.
  • We may be unable to grow our business by acquiring additional properties, and we might encounter unanticipated difficulties and expenditures relating to our acquired properties.
  • We are exposed to risks associated with property development, redevelopment and repositioning that could adversely affect us, including our financial condition and results of operations.
  • A significant number of our properties are located on the island of Oahu, Hawaii, and we are exposed to risks as a result of this geographic concentration.
  • Ownership of real estate is subject to environmental risks and liabilities.
  • We are subject to risks from adverse weather, natural disasters and adverse impacts from global climate change, and we incur significant costs and invest significant amounts with respect to these matters.
  • Insurance may not adequately cover our losses, and insurance costs may increase.
  • Changes in global supply chain conditions and emerging technologies may result in reduced demand for industrial and logistics properties.
  • Changes in U.S. and foreign government administrative policies, including the imposition of or increases in tariffs and changes to existing trade agreements, as well as a prolonged U.S. government shutdown, could negatively affect macroeconomic conditions and our and our tenants’ businesses, results of operations, prospects or financial condition.
  • Our quarterly cash distribution rate on our common shares may be reduced or eliminated and the form of payment could change.
  • RMR relies on information technology and systems in providing services to us, and any material failure, inadequacy, interruption or security breach of that technology or those systems could materially harm us.
  • RMR incorporates artificial intelligence into some of its business workflows and processes, and challenges with properly managing its use could result in reputational harm, competitive harm, legal liability and increased regulatory costs and could adversely affect our results of operations.
  • Sustainability initiatives, requirements and market expectations may impose additional costs and expose us to new risks.
  • Risks Related to Our Relationships with RMR
  • We are dependent upon RMR to manage our business and implement our growth strategy.
  • RMR has broad discretion in operating our day to day business.
  • Our management structure and agreements and relationships with RMR and RMR’s and its controlling shareholder’s relationships with others may create conflicts of interest, or the perception of such conflicts, and may restrict our investment activities.
  • Our management agreements with RMR were not negotiated on an arm’s length basis and their fee and expense structure may not create proper incentives for RMR, which may increase the risk of an investment in our common shares.
  • The termination of our management agreements with RMR may require us to pay a substantial termination fee, including in the case of a termination for unsatisfactory performance, which may limit our ability to end our relationship with RMR.
  • Our management arrangements with RMR may discourage a change of control of us.
  • We are party to transactions with related parties that may increase the risk of allegations of conflicts of interest.
  • We may be at an increased risk for dissident shareholder activities due to perceived conflicts of interest arising from our management structure and relationships.
  • Risks Related to Our Organization and Structure
  • We may change our operational, financing and investment policies without shareholder approval, which may increase our risk of default under our debt obligations.
  • Ownership limitations and certain provisions in our declaration of trust, bylaws and agreements, as well as certain provisions of Maryland law, may deter, delay or prevent a change in our control or unsolicited acquisition proposals.
  • Our rights and the rights of our shareholders to take action against our Trustees and officers are limited.
  • Disputes with RMR may be referred to mandatory arbitration proceedings, which follow different procedures than in-court litigation and may be more restrictive to those asserting claims than in-court litigation.
  • Our bylaws designate the Circuit Court for Baltimore City, Maryland as the sole and exclusive forum for certain actions and proceedings that may be initiated by our shareholders, which could limit our shareholders’ ability to obtain a favorable judicial forum for disputes with us or our Trustees, officers, manager or other agents.
  • Risks Related to Our Taxation
  • Our failure to remain qualified for taxation as a REIT under the IRC could have significant adverse consequences.
  • Maintaining our qualification for taxation as a REIT under the IRC will require us to continue to satisfy tests concerning, among other things, the nature of our assets, the sources of our income and the amounts we distribute to our shareholders. In order to meet these requirements, it may be necessary for us to sell or forgo attractive investments.
  • Distributions to shareholders generally will not qualify for reduced tax rates applicable to “qualified dividends.”
  • REIT distribution requirements could adversely affect us and our shareholders.
  • Even if we remain qualified for taxation as a REIT under the IRC, we may face other tax liabilities that reduce our cash flow.
  • Legislative or other actions affecting REITs could materially and adversely affect us and our shareholders.

Legal proceedings

From time to time, we may become involved in litigation matters incidental to the ordinary course of our business. Although we are unable to predict with certainty the eventual outcome of any litigation, we are currently not a party to any litigation which we expect to have a material adverse effect on our business.

The opening of Item 3, Legal Proceedings.5

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
  52. 52
  53. 53
  54. 54
  55. 55
  56. 56
  57. 57