A firm IIPR's chairman co-founded gets $245 million at 14% or more

IIPR · Published October 3, 2026 · Filing dated October 1, 2026 · Open the filing ↗

Summary

IIPR now provides most of a $400 million Cambridge lab loan that it does not control, to a developer its chairman helped found. [C1] Form 8-K, Item 1.01increase the maximum principal amount of the mezzanine loan under the Loan Agreement (the “ Loan ”) by $267.0 million (the “ Loan Increase ”), bringing the total maximum principal amount of the Loan to $400.0 million, with IIP Life Science II providing up to $245.0 million under a new Mezzanine Promissory Note BInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [H7] Form 8-K, Item 1.01the existing mezzanine lender serves as the Directing Mezzanine Lender (as defined in the Co-Lender Agreement) and is authorized to act on behalf of the noteholders with respect to the Loan, subject to specified consent requirementsInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [G5] Company presentation, managementCo-founder of IQHQ, Inc.; served as Executive Chairman from December 2018 until December 2024Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm Its co-lender keeps a guaranty and a second form of security that IIPR is shut out of. [G3] Sixth Amendment, Carry Guarantythe Carry Guaranty guarantees solely the Non-IIP Lender Obligations and does not guarantee, apply to, secure or otherwise constitute or create recourse for any IIP Lender ObligationsSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm [G2] Sixth Amendment, Hypothecthe Hypothec does not secure the IIP Lender ObligationsSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm Meanwhile IIPR pays $1.90 a share in cash each quarter, and that already slightly topped its second-quarter AFFO, a measure of recurring earnings. [GA] Form 10-Q, Note on dividendsJune 15, 2026 Common stock $ 1.90 June 30, 2026 July 15, 2026 $ 53,127Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [D3] Company presentation, AFFO reconciliationAFFO attributable to common stockholders $53,009 $212,036 $98,078Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm IQHQ must finish key work by December 31, 2026, and the campus mortgage comes due in February 2027. [GD] Sixth Amendment, completion deadlineBorrower shall cause Component Substantial Completion of the Conversion Component (including the Building Two Amenities) to occur on or before December 31, 2026Sixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm [C5] Form 8-K, Item 1.01The maturity date of the Loan has been extended to February 9, 2028, pursuant to the exercise of the first extension option under the Loan Agreement, with a second one year extension option available to the Borrower subject to the satisfaction or waiver of certain conditions set forth in the Loan Agreement, including the extension of the maturity date of the senior mortgage loan (currently February 2027, subject to extension on the terms and conditions therein).Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm

A cannabis landlord moving into lab lending

IIPR owns buildings leased to licensed cannabis growers, and it is a REIT, a company that pays out most of its income as dividends. Second-quarter revenue was $63.3 million. [C27] Form 10-Q, statement of incomeTotal revenues 63,315 62,891 132,311 134,613Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm Profit for common holders was $40.7 million. That included an $11.8 million gain on selling property, so the business earned about $29 million without it. [C30] Form 10-Q, segment informationNet income attributable to common stockholders $ 40,665 $ 25,146 $ 70,820 $ 55,442Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [GB] Form 10-Q, statement of incomeGain (loss) on sale of real estate, net 11,847 — 12,269 —Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

Its tenants are under strain. In July, Parallel defaulted on two Florida leases worth about 6.1% of rent. [C25] Form 10-Q, MD&A, tenantson July 20, 2026, affiliates of SH Parent, Inc., together with SH Parent, Inc. as guarantor (collectively, “Parallel”), defaulted under two leases with us for properties located in Florida.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C24] Form 10-Q, MD&A, tenantsThese leases represented approximately 6.1% of our annualized contractual rent as of June 30, 2026.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm Cannabist, a tenant that accounts for about 3.2% of rent, has filed for creditor protection in Canada. [C32] Form 10-Q, MD&A, tenantsCannabist and an affiliate announced their commencement of voluntary proceedings under the Companies’ Creditors Arrangement Act (Canada)Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C33] Form 10-Q, MD&A, tenantsrepresenting approximately 3.2% of our annualized contractual rent as of June 30, 2026.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

Earlier this year IIPR carried a going-concern warning, meaning doubt it could pay its bills, and that ended only after it repaid notes in May 2026. [C23] Form 10-Q, Note 1As of June 30, 2026, management believes the substantial doubt about the Company's ability to continue as a going concern has been resolved. The going concern conditions that caused substantial doubt no longer exist as the Company repaid in full the $ 291.2 million principal amount of its Notes due 2026 upon their maturity in May 2026.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm At June 30 it owed $402.5 million of 6.00% notes due 2029. They can be swapped for about 5.8 million shares at $69.39 each. It also owed $128.6 million of term loans, which are fixed-length bank loans, and $92.5 million on credit lines, and it had $204.7 million of cash. [D2] Company presentation, balance sheet$402.5M of 6.00% exchangeable senior notes, maturing June 2029Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [G9] Form 10-Q, Note on exchangeable notesthe initial exchange price is $69.39 per share of our common stockInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [H6] Form 10-Q, Note on exchangeable notesThe initial exchange rate for the Exchangeable Notes is 14.4113 shares of our common stock per $1,000 principal amount of Exchangeable NotesInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [HE] Company presentation, debt overviewTerm Loans: • • $128.6M total outstandingInnovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [C26] Form 10-Q, balance sheetExchangeable notes, net 391,163 — Term loans, net 125,370 — Revolving credit facilities 92,500 102,500Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C22] Form 10-Q, MD&A, liquidityAs of June 30, 2026, we had cash and cash equivalents of $204.7 million.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

To grow, IIPR moved into life science. By June 30 it had put $100 million into IQHQ's credit line and $170 million into IQHQ preferred stock. Its quarterly report calls that a significant concentration of credit risk. [C20] Form 10-Q, Note on concentrationAs of June 30, 2026, the Company had invested $ 100.0 million into the IQHQ Credit Facility (as defined in Note 7) and $ 170.0 million into the IQHQ Preferred Stock and IQHQ Warrant (each as defined in Note 7), cumulatively.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C21] Form 10-Q, Note on concentrationThese investments represent a significant concentration of credit risk.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm IIPR's slides, citing outside market reports, say lab tenant demand is back to pre-pandemic levels and little new top-grade space is coming. [HJ] Company presentation, life science outlookStabilizing Fundamentals: Tenant demand has returned to pre-pandemic baseline levels, signaling a durable floor for leasing activityInnovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [HK] Company presentation, life science outlookLimited New Supply: Limited future class A new build is expected to tighten leasing marketsInnovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm Even so, Cushman & Wakefield says U.S. lab vacancy rose to 24.3% in the second quarter of 2026. Lab rents fell 5.3% from a year earlier. [W11] Cushman & Wakefield Life Sciences Update release, August 31, 2026life sciences vacancy rate increased from 23.4% at year-end 2025 to 24.3% in Q2 2026Business Wire · Read October 2, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202608311631BIZWIRE_USPRX____20260831_BW912875-1 [W12] Cushman & Wakefield Life Sciences Update release, August 31, 2026per square foot (psf) in the second quarter of 2026, down 2.2% quarter-over-quarter (QOQ) and 5.3% year-over-year (YOY). Despite the decline, life sciences rents remained 37% above traditional office rentsBusiness Wire · Read October 2, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202608311631BIZWIRE_USPRX____20260831_BW912875-1 Gold helped found IQHQ and led its board until December 2024. IIPR's chief executive, Paul Smithers, sits on IQHQ's board. The filings do not say whether either stepped aside when IIPR's board approved this loan. [G5] Company presentation, managementCo-founder of IQHQ, Inc.; served as Executive Chairman from December 2018 until December 2024Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [HL] Form 10-Q, Note on life science investmentsthe Company obtained the right to appoint one voting member to IQHQ’s board of directors, subject to certain ownership thresholds, and designated Paul Smithers, the Company’s President and Chief Executive Officer, for this roleInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

Besides IIPR, the lender and the agent on this loan are entities named NREF OP IV. The filings do not say who owns them. [H9] Mezzanine loan agreement, coverNREF OP IV SUBHOLDCO, LLC as the Initial LenderAlewife Park mezzanine loan agreement, Exhibit 10.2 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-2.htm NexPoint Real Estate Finance, a listed lender whose stock trades as NREF, said life sciences made up 35.9% of its investments in March. [N1] NexPoint Real Estate Finance first-quarter 2026 releaseNexPoint Real Estate Finance, Inc. ("NREF" or the "Company") (NYSE: NREF) today reported its financial resultsBusiness Wire · Read October 2, 2026Open source ↗https://www.prnewswire.com/news-releases/nref-announces-first-quarter-2026-results-provides-second-quarter-2026-guidance-302758580.html [N2] NexPoint Real Estate Finance first-quarter 2026 releaseSingle-family rental ("SFR"), multifamily, life sciences, self-storage, marinas, and industrial represent 17.1%, 39.4%, 35.9%, 3.9%, 1.6% and 2.1% of the Company's investment portfolio, respectively as of March 31, 2026Business Wire · Read October 2, 2026Open source ↗https://www.prnewswire.com/news-releases/nref-announces-first-quarter-2026-results-provides-second-quarter-2026-guidance-302758580.html

What IIPR gets, and what it gives up

The deal raises a mezzanine loan on IQHQ's Alewife Park campus to $400.0 million. A mezzanine loan sits behind the main mortgage and is backed by ownership stakes, not the buildings. IIPR provides up to $245.0 million of it. [C1] Form 8-K, Item 1.01increase the maximum principal amount of the mezzanine loan under the Loan Agreement (the “ Loan ”) by $267.0 million (the “ Loan Increase ”), bringing the total maximum principal amount of the Loan to $400.0 million, with IIP Life Science II providing up to $245.0 million under a new Mezzanine Promissory Note BInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [C4] Form 8-K, Item 1.01The Loan is secured by a pledge of the Borrower’s limited liability company interests in IQHQ-Alewife Member, LLCInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [C16] Company presentation, Alewife Park slideThis investment is a mezzanine debt position, and not a direct investment in life science real property.Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm The mortgage ahead of it can be as large as $85 million. [GC] Mezzanine loan agreement, recitalsa senior mortgage loan in the maximum principal sum of $85,000,000Alewife Park mezzanine loan agreement, Exhibit 10.2 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-2.htm

On September 28 IIPR advanced about $111.0 million. It repaid IQHQ's $85.0 million bridge loan, a short-term loan from the NREF entity and a partner, plus its interest, fees and a guaranteed minimum return, and it paid closing fees. The filing lists no new building work among those uses. [C9] Form 8-K, Item 1.01On September 28, 2026 (the “ Closing Date ”), Innovative Industrial Properties, Inc.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [C2] Form 8-K, Item 1.01IIP Life Science II funded an initial advance under Note B (the “ September Loan Advance ”) in an aggregate amount of approximately $111.0 million, the proceeds of which were used to repay in full the Borrower’s existing $85.0 million bridge loan, together with accrued interest, fees, minimum return payment and other amounts due thereunder.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [HG] Sixth Amendment, recitalsBridge Loan and Security Agreement dated as of May 22, 2026 (as amended from time to time, the “ Bridge Loan Agreement ”), by and among Borrower, NREF OP IV SUBHOLDCO, LLC, a Delaware limited liability company, and NEW WAVE MEZZ IV, LLCSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm

The rate is 14% or a floating rate, one that moves with market rates, plus 9.0%, whichever is higher. IIPR expects about 15.8% on average. That interest is paid by advancing more of IIPR's own note, so it builds up on paper rather than arriving as cash until the loan is repaid. [C3] Form 8-K, Item 1.01The Applicable Rate is a per annum rate equal to the greater of (a) 14% per annum and (b) the applicable interest rate benchmark, which is initially the one-month Term Secured Overnight Financing Rate, plus a spread of 9.0% per annumInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [C12] Company presentation, Alewife Park slide$245M mezzanine investment expected to yield an average interest rate of 15.8% over the term, subject to a floor of 14%$111M initial funding and $134M expected to be funded through Q4’27; potential to expand total investment to $400M at IIPR’s option on the same termsInnovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [G1] Sixth Amendment, advancesAdvances to pay interest on Note B shall be funded from Note BSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm Fees, including origination fees charged for making the loan, were paid out of the loan money itself. [C8] Form 8-K, Item 1.01A portion of the Note B and Note C Loan Increase proceeds were also used to pay closing fees, costs and expenses, including origination and underwriting fees paid to each increasing lender.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm

The original lender, an NREF entity, keeps the stronger position. It remains the lead lender, and a carry guaranty from IQHQ that backs its notes expressly does not cover IIPR's. [H9] Mezzanine loan agreement, coverNREF OP IV SUBHOLDCO, LLC as the Initial LenderAlewife Park mezzanine loan agreement, Exhibit 10.2 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-2.htm [H7] Form 8-K, Item 1.01the existing mezzanine lender serves as the Directing Mezzanine Lender (as defined in the Co-Lender Agreement) and is authorized to act on behalf of the noteholders with respect to the Loan, subject to specified consent requirementsInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [G3] Sixth Amendment, Carry Guarantythe Carry Guaranty guarantees solely the Non-IIP Lender Obligations and does not guarantee, apply to, secure or otherwise constitute or create recourse for any IIP Lender ObligationsSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm A second form of security, called the Hypothec, also leaves out IIPR. The first extension fee and some extra interest go to the existing lender only. [G2] Sixth Amendment, Hypothecthe Hypothec does not secure the IIP Lender ObligationsSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm [G4] Co-lender agreement, Section 4.2All payments of the Extension Fee for the First Extension Option and Additional Interest under the Loan shall be paid to A-1 Noteholder only.Alewife Park co-lender agreement, Exhibit 10.3 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-3.htm

IIPR gets a right of first offer to buy or finance the campus, but only once it has funded at least $155 million. It must also approve each new advance, and it is owed a minimum return of 1.175 times the new money. [GE] Form 8-K, Item 1.01IIP Life Science II’s right of first offer does not become effective until the total amount funded under Note B equals or exceeds $155,000,000Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [H8] Form 8-K, Item 1.01the making or authorization of advances under Note B, require the prior written consent of IIP Life Science IIInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [HA] Sixth Amendment, definitions“ Loan Increase MRP Amount ” means the product of (i) 1.175 and (ii) the Loan Increase.Sixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm What IQHQ gets is time and money. The deal paid off the bridge loan, pushed the loan's due date to February 9, 2028, and funds work for its main tenant. That tenant, Lila Sciences, has leased 78% of the first phase. [C2] Form 8-K, Item 1.01IIP Life Science II funded an initial advance under Note B (the “ September Loan Advance ”) in an aggregate amount of approximately $111.0 million, the proceeds of which were used to repay in full the Borrower’s existing $85.0 million bridge loan, together with accrued interest, fees, minimum return payment and other amounts due thereunder.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [C5] Form 8-K, Item 1.01The maturity date of the Loan has been extended to February 9, 2028, pursuant to the exercise of the first extension option under the Loan Agreement, with a second one year extension option available to the Borrower subject to the satisfaction or waiver of certain conditions set forth in the Loan Agreement, including the extension of the maturity date of the senior mortgage loan (currently February 2027, subject to extension on the terms and conditions therein).Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [C10] Press releaseAccording to IQHQ, the campus has approximately $800 million invested prior to IIP’s investment and Phase I is currently 78% leased to Lila Sciences, a Cambridge, MA based AI-enabled next generation scientific discovery company.Innovative Industrial Properties press release on the Alewife Park investment, Exhibit 99.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-1.htm

The size matters. At $51.01 a share, IIPR's stock was worth about $1.41 billion. The money it has put into IQHQ so far is about $381 million, or about 27% of that. [C28] Form 10-Q, coverAs of August 4, 2026 there were 27,571,349 shares of common stock outstanding.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C90] IEX closing pricesIIPR closed at $51.01 on October 1, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/ [C20] Form 10-Q, Note on concentrationAs of June 30, 2026, the Company had invested $ 100.0 million into the IQHQ Credit Facility (as defined in Note 7) and $ 170.0 million into the IQHQ Preferred Stock and IQHQ Warrant (each as defined in Note 7), cumulatively.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C2] Form 8-K, Item 1.01IIP Life Science II funded an initial advance under Note B (the “ September Loan Advance ”) in an aggregate amount of approximately $111.0 million, the proceeds of which were used to repay in full the Borrower’s existing $85.0 million bridge loan, together with accrued interest, fees, minimum return payment and other amounts due thereunder.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm It still owes about $134 million more through late 2027, and it plans to pay with cash and draws on its credit lines. [C12] Company presentation, Alewife Park slide$245M mezzanine investment expected to yield an average interest rate of 15.8% over the term, subject to a floor of 14%$111M initial funding and $134M expected to be funded through Q4’27; potential to expand total investment to $400M at IIPR’s option on the same termsInnovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [C13] Company presentation, Alewife Park slideTotal investment is expected to be funded with cash on hand and draws on the Company’s revolving credit facilities, and is expected to be highly accretive to AFFO per shareInnovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm

IIPR has also raised its authorized shares to 100 million common and 75 million preferred. [C40] Form 8-K, Item 5.03with the number of authorized shares of common stock, par value $0.001 per share, increasing from 50,000,000 to 100,000,000 and the number of authorized shares of preferred stock, par value $0.001 per share, increasing from 50,000,000 to 75,000,000, effective as of 12:01 a.m. Eastern Time on September 25, 2026.Innovative Industrial Properties Form 8-K on increasing its authorized shares, filed September 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926110970/tm2626129d1_8k.htm About $336.9 million is left in its program to sell common stock and 9.00% preferred stock. Preferred stock ranks ahead of common and pays a fixed cash dividend, while the new loan's interest is not paid in cash. [G8] Prospectus supplementleaving a remaining aggregate offering amount of approximately $336.9 million available for offer and saleInnovative Industrial Properties prospectus supplement on its $500 million share sales program, filed September 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926103972/tm2624327d1_424b5.htm [C41] Prospectus supplementshares of our 9.00% Series A Cumulative Redeemable Preferred Stock, par value $0.001 per share (“Series A Preferred Stock”), having an aggregate offering price of up to $500,000,000.Innovative Industrial Properties prospectus supplement on its $500 million share sales program, filed September 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926103972/tm2624327d1_424b5.htm There were 5,666,082 preferred shares in June, ahead of 27,571,349 common shares. With the 5.8 million exchange shares, the common count could reach about 33.4 million. [HI] Form 10-Q, balance sheet5,666,082 and 2,019,525 shares issued and outstanding at June 30, 2026 and December 31, 2025Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C28] Form 10-Q, coverAs of August 4, 2026 there were 27,571,349 shares of common stock outstanding.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [D2] Company presentation, balance sheet$402.5M of 6.00% exchangeable senior notes, maturing June 2029Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [H6] Form 10-Q, Note on exchangeable notesThe initial exchange rate for the Exchangeable Notes is 14.4113 shares of our common stock per $1,000 principal amount of Exchangeable NotesInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

EBITDA is profit before interest, taxes and some noncash costs, and adjusted means some one-time items are left out. IIPR says its net debt was 1.7 times a year of adjusted EBITDA at June 30, with $300 million it could tap. [D1] Company presentation, balance sheet1.7x LQA Net Leverage Ratio (2) $300M Liquidity Available (3)Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm Those figures came before the $111.0 million advance. And the credit line that holds most of the untapped money comes due on October 23, 2026. [C2] Form 8-K, Item 1.01IIP Life Science II funded an initial advance under Note B (the “ September Loan Advance ”) in an aggregate amount of approximately $111.0 million, the proceeds of which were used to repay in full the Borrower’s existing $85.0 million bridge loan, together with accrued interest, fees, minimum return payment and other amounts due thereunder.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [G7] Form 10-Q, Note on debtwhich matures on October 23, 2026Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm Its life science credit line also requires EBITDA of at least 2.0 times debt payments each quarter. [H4] Form 10-Q, Note on debtrequires that the ratio of the Company’s consolidated EBITDA to debt service costs not be less than 2.0 to 1.0, measured as of the end of each fiscal quarterInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm Here is a rough cash count. Start with $204.7 million at June 30. Take out July's dividends of $53.1 million on common and $3.2 million on preferred, and the $111.0 million advance, and about $37 million is left before third-quarter cash from operations. [C22] Form 10-Q, MD&A, liquidityAs of June 30, 2026, we had cash and cash equivalents of $204.7 million.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [GA] Form 10-Q, Note on dividendsJune 15, 2026 Common stock $ 1.90 June 30, 2026 July 15, 2026 $ 53,127Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [HH] Form 10-Q, Note on dividendsJune 15, 2026 Series A preferred stock $ 0.5625 June 30, 2026 July 15, 2026 $ 3,187Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C2] Form 8-K, Item 1.01IIP Life Science II funded an initial advance under Note B (the “ September Loan Advance ”) in an aggregate amount of approximately $111.0 million, the proceeds of which were used to repay in full the Borrower’s existing $85.0 million bridge loan, together with accrued interest, fees, minimum return payment and other amounts due thereunder.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm

In the second quarter, adjusted EBITDA of $62.0 million covered interest of $8.3 million about 7 times. The new notes were issued on June 15, 2026, so that quarter carried little of their interest and the full-year picture is weaker. [D4] Company presentation, EBITDA reconciliationAdjusted EBITDA $62,041 $248,164Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [D6] Form 10-Q, statement of incomeInterest expense ( 8,348 ) ( 4,444 ) ( 14,779 ) ( 8,944 )Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [GG] Form 10-Q, MD&Aon June 15, 2026, our Operating Partnership issued $402.5 million aggregate principal amount of 6.00% Exchangeable NotesInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

The dividend is the pressure point. IIPR paid $1.90 a share, or $53.1 million, in July. AFFO was $53.0 million in the second quarter. [GA] Form 10-Q, Note on dividendsJune 15, 2026 Common stock $ 1.90 June 30, 2026 July 15, 2026 $ 53,127Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [D3] Company presentation, AFFO reconciliationAFFO attributable to common stockholders $53,009 $212,036 $98,078Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm IIPR itself says AFFO does not show the cash it has to pay dividends. [H1] Form 10-Q, non-GAAP measuresnor is it indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributionsInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm In the first half it paid $108.2 million of common dividends, more than the $100.9 million its operations brought in. [C31] Form 10-Q, cash flowsDividends paid to common stockholders ( 108,223 ) ( 108,716 )Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [D5] Form 10-Q, MD&A, cash flowsNet cash provided by (used in) operating activities $ 100,948 $ 102,691 $ (1,743)Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

At full size, the expected 15.8% would add about $39 million a year of interest income. That is about 18% of the $212.0 million a year of AFFO the second quarter implies. But that income arrives as more loan, not cash, and the money IIPR lends costs it interest too. [C12] Company presentation, Alewife Park slide$245M mezzanine investment expected to yield an average interest rate of 15.8% over the term, subject to a floor of 14%$111M initial funding and $134M expected to be funded through Q4’27; potential to expand total investment to $400M at IIPR’s option on the same termsInnovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [C1] Form 8-K, Item 1.01increase the maximum principal amount of the mezzanine loan under the Loan Agreement (the “ Loan ”) by $267.0 million (the “ Loan Increase ”), bringing the total maximum principal amount of the Loan to $400.0 million, with IIP Life Science II providing up to $245.0 million under a new Mezzanine Promissory Note BInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [D3] Company presentation, AFFO reconciliationAFFO attributable to common stockholders $53,009 $212,036 $98,078Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [G1] Sixth Amendment, advancesAdvances to pay interest on Note B shall be funded from Note BSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm

Investors were cautious. IIPR fell about 8% from September 25 to October 1, a stretch that also covered its September 25 share authorization. Alexandria, a lab landlord, fell about 6%, and the VNQ real estate fund about 2%. [C91] IEX closing pricesIIPR closed at $55.47 on September 25, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/ [C90] IEX closing pricesIIPR closed at $51.01 on October 1, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/ [C40] Form 8-K, Item 5.03with the number of authorized shares of common stock, par value $0.001 per share, increasing from 50,000,000 to 100,000,000 and the number of authorized shares of preferred stock, par value $0.001 per share, increasing from 50,000,000 to 75,000,000, effective as of 12:01 a.m. Eastern Time on September 25, 2026.Innovative Industrial Properties Form 8-K on increasing its authorized shares, filed September 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926110970/tm2626129d1_8k.htm [C92] IEX closing pricesARE closed at $49.93 on September 25, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/ [C93] IEX closing pricesARE closed at $47.025 on October 1, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/ [C94] IEX closing pricesVNQ closed at $90.97 on September 25, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/ [C95] IEX closing pricesVNQ closed at $89.14 on October 1, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/

At $51.01 the stock trades at about 7 times a year of AFFO per share. The $1.90 quarterly dividend is a yield of about 15%. [C90] IEX closing pricesIIPR closed at $51.01 on October 1, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/ [GF] Company presentation, AFFO reconciliationAFFO per common share – diluted $1.83 $7.32 $5.01Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [GA] Form 10-Q, Note on dividendsJune 15, 2026 Common stock $ 1.90 June 30, 2026 July 15, 2026 $ 53,127Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm The price is also below the $56.31 of late August. A yield that high suggests investors doubt the payout. [HC] Prospectus supplementOn August 28, 2026, the last reported sale price of our common stock on the NYSE was $56.31 per share.Innovative Industrial Properties prospectus supplement on its $500 million share sales program, filed September 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926103972/tm2624327d1_424b5.htm

The bull case is yield and protection. The loan has a 14% floor, and IQHQ says about $800 million was invested in the campus. It lifts income while cannabis rents are under pressure, and IIPR's debt is modest. [C3] Form 8-K, Item 1.01The Applicable Rate is a per annum rate equal to the greater of (a) 14% per annum and (b) the applicable interest rate benchmark, which is initially the one-month Term Secured Overnight Financing Rate, plus a spread of 9.0% per annumInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [C10] Press releaseAccording to IQHQ, the campus has approximately $800 million invested prior to IIP’s investment and Phase I is currently 78% leased to Lila Sciences, a Cambridge, MA based AI-enabled next generation scientific discovery company.Innovative Industrial Properties press release on the Alewife Park investment, Exhibit 99.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-1.htm [D1] Company presentation, balance sheet1.7x LQA Net Leverage Ratio (2) $300M Liquidity Available (3)Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm IIPR also has a veto over new advances, a guaranteed minimum return of 1.175 times the new money, and a right of first offer on the campus. [H8] Form 8-K, Item 1.01the making or authorization of advances under Note B, require the prior written consent of IIP Life Science IIInnovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [HA] Sixth Amendment, definitions“ Loan Increase MRP Amount ” means the product of (i) 1.175 and (ii) the Loan Increase.Sixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm [GE] Form 8-K, Item 1.01IIP Life Science II’s right of first offer does not become effective until the total amount funded under Note B equals or exceeds $155,000,000Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm

The bear case, which we rank as the bigger risk, is that IIPR is the weaker lender in a deal with a borrower tied to its own chairman. It does not lead the loan, it is shut out of the carry guaranty and the Hypothec, and its interest is paid in more loan. [G5] Company presentation, managementCo-founder of IQHQ, Inc.; served as Executive Chairman from December 2018 until December 2024Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm [G3] Sixth Amendment, Carry Guarantythe Carry Guaranty guarantees solely the Non-IIP Lender Obligations and does not guarantee, apply to, secure or otherwise constitute or create recourse for any IIP Lender ObligationsSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm [G2] Sixth Amendment, Hypothecthe Hypothec does not secure the IIP Lender ObligationsSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm [G1] Sixth Amendment, advancesAdvances to pay interest on Note B shall be funded from Note BSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm It is funding this with cash while its main credit line expires and the dividend already runs ahead of operating cash. Its other IQHQ investments also pay part of their return in more securities rather than cash. [G7] Form 10-Q, Note on debtwhich matures on October 23, 2026Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C31] Form 10-Q, cash flowsDividends paid to common stockholders ( 108,223 ) ( 108,716 )Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [D5] Form 10-Q, MD&A, cash flowsNet cash provided by (used in) operating activities $ 100,948 $ 102,691 $ (1,743)Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [H2] Form 10-Q, Note on life science investmentsThe IQHQ Preferred Stock accrues cumulative dividends comprised of (i) a 10.0 % annual cash dividend and (ii) a 5.0 % paid-in-kind (“PIK”) dividendInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [H3] Form 10-Q, Note on life science investmentsThe IQHQ Credit Facility bears interest at a fixed annual rate of 13.5 %, consisting of 12.0 % payable in cash and 1.5 % PIKInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

The first date to watch is October 23, when the credit line matures. Then come the third-quarter report and December 31, 2026, when IQHQ must finish the conversion work or be in default. The senior mortgage comes due in February 2027 and IIPR's loan on February 9, 2028. [G7] Form 10-Q, Note on debtwhich matures on October 23, 2026Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [GD] Sixth Amendment, completion deadlineBorrower shall cause Component Substantial Completion of the Conversion Component (including the Building Two Amenities) to occur on or before December 31, 2026Sixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm [C5] Form 8-K, Item 1.01The maturity date of the Loan has been extended to February 9, 2028, pursuant to the exercise of the first extension option under the Loan Agreement, with a second one year extension option available to the Borrower subject to the satisfaction or waiver of certain conditions set forth in the Loan Agreement, including the extension of the maturity date of the senior mortgage loan (currently February 2027, subject to extension on the terms and conditions therein).Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm

Our call is that the third-quarter report shows life science segment assets up by most of the $111.0 million advance. June's $275.9 million plus that advance would be about $387 million. [C29] Form 10-Q, segment informationLife Science Portfolio Segment 275,888 152,665Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm [C2] Form 8-K, Item 1.01IIP Life Science II funded an initial advance under Note B (the “ September Loan Advance ”) in an aggregate amount of approximately $111.0 million, the proceeds of which were used to repay in full the Borrower’s existing $85.0 million bridge loan, together with accrued interest, fees, minimum return payment and other amounts due thereunder.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm It is wrong if IIPR books the loan outside that segment, for example on its separate loans-receivable line, or books it well below what it advanced. [H5] Form 10-Q, balance sheetLife science investments 275,888 152,665 Loans receivable 71,800 22,800Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

What is still unknown

Whether IIPR has renewed the credit line that comes due on October 23, 2026. If not, how it will fund the rest of the loan and the next dividend. [G7] Form 10-Q, Note on debtwhich matures on October 23, 2026Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

Whether IIPR will count the loan's interest, paid by advancing more of the loan, in its AFFO. [G1] Sixth Amendment, advancesAdvances to pay interest on Note B shall be funded from Note BSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm

How the $111.0 million advance split between the bridge loan, its interest, its minimum return and fees. [C2] Form 8-K, Item 1.01IIP Life Science II funded an initial advance under Note B (the “ September Loan Advance ”) in an aggregate amount of approximately $111.0 million, the proceeds of which were used to repay in full the Borrower’s existing $85.0 million bridge loan, together with accrued interest, fees, minimum return payment and other amounts due thereunder.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm

What the campus is worth on an appraisal, and how much debt sits against that value. The only figure is IQHQ's own $800 million invested. [C10] Press releaseAccording to IQHQ, the campus has approximately $800 million invested prior to IIP’s investment and Phase I is currently 78% leased to Lila Sciences, a Cambridge, MA based AI-enabled next generation scientific discovery company.Innovative Industrial Properties press release on the Alewife Park investment, Exhibit 99.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-1.htm

Whether an independent committee approved the loan, and whether directors with ties to IQHQ stepped aside. [G5] Company presentation, managementCo-founder of IQHQ, Inc.; served as Executive Chairman from December 2018 until December 2024Innovative Industrial Properties company presentation, October 2026, Exhibit 99.2 to Form 8-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-2.htm

Who holds the senior mortgage now and whether it will be extended past February 2027. It can reach $85 million and was split from the NREF entity's original loan. [GC] Mezzanine loan agreement, recitalsa senior mortgage loan in the maximum principal sum of $85,000,000Alewife Park mezzanine loan agreement, Exhibit 10.2 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-2.htm [H9] Mezzanine loan agreement, coverNREF OP IV SUBHOLDCO, LLC as the Initial LenderAlewife Park mezzanine loan agreement, Exhibit 10.2 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-2.htm [C5] Form 8-K, Item 1.01The maturity date of the Loan has been extended to February 9, 2028, pursuant to the exercise of the first extension option under the Loan Agreement, with a second one year extension option available to the Borrower subject to the satisfaction or waiver of certain conditions set forth in the Loan Agreement, including the extension of the maturity date of the senior mortgage loan (currently February 2027, subject to extension on the terms and conditions therein).Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm

How long Lila Sciences' lease runs and what rent it pays. [C10] Press releaseAccording to IQHQ, the campus has approximately $800 million invested prior to IIP’s investment and Phase I is currently 78% leased to Lila Sciences, a Cambridge, MA based AI-enabled next generation scientific discovery company.Innovative Industrial Properties press release on the Alewife Park investment, Exhibit 99.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex99-1.htm

How much stock IIPR sold under its program after September 1, and at what prices. By then it had sold 859,497 common shares under it. [HD] Prospectus supplementAs of the date of this supplement, we have sold 859,497 shares of common stock and 5,066,082 shares of our Series A Preferred Stock through the equity distribution agreementsInnovative Industrial Properties prospectus supplement on its $500 million share sales program, filed September 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926103972/tm2624327d1_424b5.htm

Why IIPR's note is excluded from the carry guaranty and the Hypothec. The filings state the exclusion but not the reason. [G3] Sixth Amendment, Carry Guarantythe Carry Guaranty guarantees solely the Non-IIP Lender Obligations and does not guarantee, apply to, secure or otherwise constitute or create recourse for any IIP Lender ObligationsSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm [G2] Sixth Amendment, Hypothecthe Hypothec does not secure the IIP Lender ObligationsSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm

What role Matt McGraner, named among the loan's key persons, plays at IQHQ, and whether NREF owns part of IQHQ. [HB] Sixth Amendment, definitionsKey Persons ” means Jamie Graff, John Bonanno, Jonathan Praw, Preston Puryear, Matt McGraner, and Ryan McDonaldSixth Amendment to the Alewife Park mezzanine loan agreement, Exhibit 10.1 to Form 8-K, October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_ex10-1.htm

Why IQHQ needed the $85.0 million bridge loan, and whether it is current on IIPR's credit line and preferred stock. [C2] Form 8-K, Item 1.01IIP Life Science II funded an initial advance under Note B (the “ September Loan Advance ”) in an aggregate amount of approximately $111.0 million, the proceeds of which were used to repay in full the Borrower’s existing $85.0 million bridge loan, together with accrued interest, fees, minimum return payment and other amounts due thereunder.Innovative Industrial Properties Form 8-K on the Sixth Amendment to the Alewife Park mezzanine loan, filed October 1, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000110465926112568/tm2626535d1_8k.htm [C20] Form 10-Q, Note on concentrationAs of June 30, 2026, the Company had invested $ 100.0 million into the IQHQ Credit Facility (as defined in Note 7) and $ 170.0 million into the IQHQ Preferred Stock and IQHQ Warrant (each as defined in Note 7), cumulatively.Innovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

Whether the new loan counts toward the borrowing base of IIPR's life science credit line, and how it affects the 2.0 times debt-payment test. [H4] Form 10-Q, Note on debtrequires that the ratio of the Company’s consolidated EBITDA to debt service costs not be less than 2.0 to 1.0, measured as of the end of each fiscal quarterInnovative Industrial Properties quarterly report on Form 10-Q for the quarter ended June 30, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1677576/000167757626000004/iipr-20260630.htm

The stock's range over the past year. The prices in this report run only from September 25 to October 1. [C91] IEX closing pricesIIPR closed at $55.47 on September 25, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/ [C90] IEX closing pricesIIPR closed at $51.01 on October 1, 2026 (IEX)IEX closing prices for IIPR, ARE and VNQ, September 25 and October 1, 2026Open source ↗https://iextrading.com/trading/market-data/

The question that remains

Will IIPR stock close above $51 on Nov 30?

Our call: We say YES

We find out by November 30, 2026.

Sources

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