You should read the following discussion of our financial condition and results
of operations in conjunction with the more detailed information set forth under
the caption, "Cautionary Note Concerning Forward-Looking Statements," and in our
financial statements and the related notes thereto appearing elsewhere in this
Quarterly Report on Form 10-Q.



Overview of Our Company



Clipper Realty Inc. (the "Company" or "we") is a self-administered and
self-managed real estate company that acquires, owns, manages, operates and
repositions multifamily residential and commercial properties in the New York
metropolitan area, with a current portfolio in Manhattan and Brooklyn. Our
primary focus is to own, manage and operate our portfolio and to acquire and
reposition additional multifamily residential and commercial properties in the
New York metropolitan area. The Company has been organized and operates in
conformity with the requirements for qualification and taxation as a real estate
investment trust ("REIT") under the U.S. federal income tax law and elected to
be treated as a REIT commencing with the taxable year ended December 31, 2015.



As of September 30, 2022, the Company owns:

• two neighboring residential/retail rental properties at 50 Murray Street and

53 Park Place in the Tribeca neighborhood of Manhattan;



• one residential property complex in the East Flatbush neighborhood of Brooklyn


    consisting of 59 buildings;



• two primarily commercial properties in Downtown Brooklyn (one of which


    includes 36 residential apartment units);



• one residential/retail rental property at 1955 1st Avenue in Manhattan;

• one residential rental property at 107 Columbia Heights in the Brooklyn


    Heights neighborhood of Brooklyn;



• one residential rental property at 10 West 65th Street in the Upper West Side


    neighborhood of Manhattan; and



• one property at 1010 Pacific Street in the Prospect Heights neighborhood of

Brooklyn, being redeveloped as a residential rental building.



• the Dean Street property, to be redeveloped as a residential/retail rental


    building.





These properties are located in the most densely populated major city in the United States, each with immediate access to mass transportation.


                                       21
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The Company's ownership interest in its initial portfolio of properties, which
includes the Tribeca House, Flatbush Gardens and the two Livingston Street
properties, was acquired in the formation transactions in connection with the
private offering. These properties are owned by the LLC subsidiaries, which are
managed by the Company through the Operating Partnership. The Operating
Partnership's interests in the LLC subsidiaries generally entitle the Operating
Partnership to all cash distributions from, and the profits and losses of, the
LLC subsidiaries other than the preferred distributions to the continuing
investors who hold Class B LLC units in these LLC subsidiaries. The continuing
investors own an aggregate amount of 26,317,396 Class B LLC units, representing
62.1% of the Company's common stock on a fully diluted basis. Accordingly, the
Operating Partnership's interests in the LLC subsidiaries entitle the Operating
Partnership to receive 37.9% of the aggregate distributions from the LLC
subsidiaries. The Company, through the Operating Partnership, owns all of the
ownership interests in the Aspen property, the Clover House property, the 10
West 65th Street property, the 1010 Pacific Street property and the Dean Street
property.



COVID-19 Pandemic



The Company is making substantial progress in recovering from the effects of the
COVID-19 pandemic. In 2022, the Company has recorded steadily increasing
quarterly revenue and operating income, culminating in record levels in the
third quarter of 2022 of $32.8 million and $17.6 million, respectively. This
compares to revenue and net operating income in the fourth quarter of 2019,
immediately prior to the onset of the COVID-19 pandemic, of $30.6 million and
$16.6 million. At September 30, 2022, leased occupancy in the residential
portfolio was 99.1% and weighted average rent per square foot was $37.36, both
exceeding pre-pandemic levels in the fourth quarter of 2019 of 97.7% and $36.47
per square foot, respectively. Throughout 2022, residential rents per square
foot for new tenants have increased by over 20% from prior rental rates and by
over 9% for renewals. While these trends may not continue, we expect our
properties and the New York City market to remain desirable to a broad range of
tenants.



Business conditions in 2022 contrast with those in 2020 and 2021, where
government actions intended to curb the spread of COVID-19 created disruptions
in many industries and negatively impacted the Company's business in several
ways, including reducing our tenants' ability or willingness to pay rents and
reducing demand for housing in the New York metropolitan area. During this
period, all of our residential properties experienced declines in leased
occupancy and residential rental rates per square foot and certain commercial
tenants received partial rent deferrals or restructured lease terms unfavorable
to us. Despite the improvements noted above, some of these conditions persist
and present uncertainty and risk with respect to the Company's tenants and the
Company's financial performance.



Results of Operations



Our focus throughout 2021 and year-to-date 2022 has been to manage our
properties to optimize revenues and control costs, while continuing to renovate
and reposition certain properties. The discussion below highlights the specific
properties contributing to the changes in the results of operations.



                                       22
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  Income Statement for the Three Months Ended September 30, 2022 and 2021 (in
                                   thousands)



                                                                Increase
                                    2022          2021         (decrease)         %
Revenues
Residential rental income         $  23,108     $  21,341     $      1,767          8.3 %
Commercial rental income              9,692         9,290              402          4.3 %
Total revenues                       32,800        30,631            2,169          7.1 %
Operating Expenses
Property operating expenses           7,267         6,684              583          8.7 %
Real estate taxes and insurance       8,252         7,853              399          5.1 %
General and administrative            3,209         2,684              525         19.6 %
Transaction pursuit costs               (10 )           -              (10 )     (100.0 )%
Depreciation and amortization         6,784         6,452              332          5.1 %
Total operating expenses             25,502        23,673            1,829          7.7 %
Income from operations                7,298         6,958              340          4.9 %
Interest expense, net               (10,086 )     (10,375 )            289          2.8 %
Net loss                          $  (2,788 )   $  (3,417 )   $        629         18.4 %




Revenue. Residential rental income increased to $23,108 for the three months
ended September 30, 2022, from $21,341 for the three months ended September 30,
2021, primarily due to increases in rental rates and leased occupancy at all
properties of $2,527 partially offset by reserves and writeoffs of receivables
recorded in accordance with ASC 842 of $760. For example, base rent per square
foot increased at the Tribeca House property to $70.56 (99.0% leased occupancy)
at September 30, 2022, from $59.84 (96.6% leased occupancy) at September 30,
2021; leased occupancy at the Flatbush Gardens property increased to 99.1% at
September 30, 2022 from 92.6% at September 30, 2021.



Commercial rental income increased to $9,692 for the three months ended
September 30, 2022, from $9,290 for the three months ended September 30, 2021
due to commencement of a new leases at the Tribeca House property and increased
escalation billings at the 141 Livingston Street and 250 Livingston Street
properties offset partially by decreased occupancy at the Aspen property.



Property operating expenses. Property operating expenses include property-level
costs such as compensation costs for property-level personnel, repairs and
maintenance, supplies, utilities and landscaping and, in 2021, bad debt expense.
Property operating expenses increased to $7,267 for the three months ended
September 30, 2022, from $6,684 for the three months ended September 30, 2021,
primarily due to increased costs for supplies, repairs and maintenance, water
and sewer  and utility costs, partially offset by bad debt expense recorded in
2021 under ASC 450 which is now recorded as a reduction of revenues in
accordance with the adoption of ASC 842.



Real estate taxes and insurance. Real estate taxes and insurance expenses
increased to $8,252 for the three months ended September 30, 2022, from $7,853
for the three months ended September 30, 2021, due to increased property taxes
across the portfolio, partially offset by lower insurance costs at Flatbush
Gardens.



General and administrative. General and administrative expenses increased to
$3,209 for the three months ended September 30, 2022, from $2,684 for the three
months ended September 30, 2021 primarily due to increased executive
compensation expense.



Transaction pursuit costs. Transaction pursuit costs primarily reflect costs incurred for an abandoned transaction.





Depreciation and amortization. Depreciation and amortization expense increased
to $6,784 for the three months ended September 30, 2022, from $6,452 for the
three months ended September 30, 2021, due to completed additions to real estate
across the portfolio.



Interest expense, net. Interest expense, net, decreased to $10,086 for the three
months ended September 30, 2022, from $10,375 for the three months ended
September 30, 2021 primarily due to increased interest capitalized related to
development of the 1010 Pacific Street and Dean Street properties in 2022.



Net loss. As a result of the foregoing, net loss decreased to $2,788 for the
three months ended September 30, 2022, from $3,417 for the three months ended
September 30, 2021.



                                       23

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   Income Statement for the Nine Months Ended September 30, 2022 and 2021 (in
                                   thousands)



                                                                            Increase
                                                2022          2021         (decrease)          %
Revenues
Residential rental income                     $  67,167     $  64,518     $      2,649           4.1 %
Commercial rental income                         29,570        27,435            2,135           7.8 %
Total revenues                                   96,737        91,953            4,784           5.2 %
Operating Expenses
Property operating expenses                      21,734        22,547             (813 )        (3.6 )%
Real estate taxes and insurance                  24,069        22,528            1,541           6.8 %
General and administrative                        9,348         7,779            1,569          20.2 %
Transaction pursuit costs                           506            60              446         743.3 %
Depreciation and amortization                    20,221        18,968            1,253           6.6 %
Total operating expenses                         75,878        71,882            3,996           5.6 %
Income from operations                           20,859        20,071              788           3.9 %
Interest expense, net                           (30,076 )     (30,958 )            882           2.8 %
Loss on modification/extinguishment of debt           -        (3,034 )          3,034         100.0 %
Gain on involuntary conversion                        -           139             (139 )      (100.0 )%
Net loss                                      $  (9,217 )   $ (13,782 )   $      4,565          33.1 %




Revenue. Residential rental income increased to $67,167 for the nine months
ended September 30, 2022, from $64,518 for the nine months ended September 30,
2021, primarily due to increases in rental rates and leased occupancy at all
properties of $4,727 partially offset by reserves and writeoffs of receivables
recorded in accordance with ASC 842 of $2,078. For example, base rent per square
foot increased at the Tribeca House property to $70.56 (99.0% leased occupancy)
at September 30, 2022, from $59.84 (96.6% leased occupancy) at September 30,
2021? leased occupancy at the Flatbush Gardens property increased to 99.1% at
September 30, 2022 from 92.6% at September 30, 2021.



Commercial rental income increased to $29,570 for the nine months ended
September 30, 2022, from $27,435 for the nine months ended September 30, 2021
due the restoration of revenue as per ASC 842 from a tenant at Tribeca House now
probable of collection of $1,100, commencement of new leases at the Tribeca
House property and increased escalation billings at the 141 Livingston Street
property.



Property operating expenses. Property operating expenses include property-level
costs such as compensation costs for property-level personnel, repairs and
maintenance, supplies, utilities and landscaping and, in 2021, bad debt expense.
Property operating expenses decreased to $21,734 for the nine months ended
September 30, 2022, from $22,547 for the nine months ended September 30, 2021,
primarily due to bad debt expense of $2,263 recorded in 2021 under ASC 450 which
is now recorded as a reduction of revenues in accordance with the adoption of
ASC 842 partially offset by higher supplies, repairs and maintenance,water and
sewer and utility costs.


Real estate taxes and insurance. Real estate taxes and insurance expenses increased to $24,069 for the nine months ended September 30, 2022, from $22,528 for the nine months ended September 30, 2021, due to increased property insurance and tax assessments across the portfolio.





General and administrative. General and administrative expenses increased to
$9,348 for the nine months ended September 30, 2022, from $7,779 for the nine
months ended September 30, 2021 primarily due to increased executive
compensation expense.



Transaction pursuit costs. Transaction pursuit costs primarily reflect costs incurred for an abandoned transaction.





Depreciation and amortization. Depreciation and amortization expense increased
to $20,221 for the nine months ended September 30, 2022, from $18,968 for the
nine months ended September 30, 2021, due to additions to real estate across the
portfolio.



Interest expense, net. Interest expense, net, decreased to $30,076 for the nine
months ended September 30, 2022, from $30,958 for the nine months ended
September 30, 2021 primarily due to interest capitalized related to development
of the 1010 Pacific Street and Dean Street properties in 2022.



                                       24
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Loss on modification/extinguishment of debt. Loss on modification/extinguishment
of debt related to the refinancing of the 141 Livingston Street loan in February
2021. The amount included charges for early termination and extinguishment of
debt and the write-off of unamortized debt costs.



Gain on involuntary conversion. Gain on involuntary conversion represented insurance proceeds in excess of the carrying value of assets disposed of related to fire damage suffered by units at the Flatbush Gardens property.





Net loss. As a result of the foregoing, net loss decreased to $9,217 for the
nine months ended September 30, 2022, from $13,782 for the nine months ended
September 30, 2021.


Liquidity and Capital Resources

As of September 30, 2022, we had $1.2 billion of indebtedness, net of unamortized issuance costs, secured by our properties, $20.0 million of cash and cash equivalents, and $15.5 million of restricted cash. See Note 5, "Notes Payable" of our consolidated financial statements for a discussion of the Company's property-level debt.





As a REIT, we are required to distribute at least 90% of our REIT taxable
income, computed without regard to the dividends paid deduction and excluding
net capital gains, to stockholders on an annual basis. We expect that these
needs will be met from cash generated from operations and other sources,
including proceeds from secured mortgages and unsecured indebtedness, proceeds
from additional equity issuances and cash generated from the sale of property.



Short-Term and Long-Term Liquidity Needs





Our short-term liquidity needs will primarily be to fund operating expenses,
recurring capital expenditures, property taxes and insurance, interest and
scheduled debt principal payments, general and administrative expenses, and
distributions to stockholders and unit holders. We generally expect to meet our
short-term liquidity requirements through net cash provided by operations and
cash on hand, and we believe we will have sufficient resources to meet our
short-term liquidity requirements.



Our principal long-term liquidity needs will primarily be to fund additional
property acquisitions, major renovation and upgrading projects, and debt
payments and debt payments at maturity. We do not expect that net cash provided
by operations will be sufficient to meet all of these long-term liquidity needs.
We anticipate meeting our long-term liquidity requirements by using cash as an
interim measure and funds from public and private equity offerings and long-term
secured and unsecured debt offerings.



We believe that as a publicly traded REIT, we will have access to multiple
sources of capital to fund our long-term liquidity requirements. These sources
include the incurrence of additional debt and the issuance of additional equity.
However, we cannot provide assurance that this will be the case. Our ability to
secure additional debt will depend on a number of factors, including our cash
flow from operations, our degree of leverage, the value of our unencumbered
assets and borrowing restrictions that may be imposed. Our ability to access the
equity capital markets will depend on a number of factors as well, including
general market conditions, market conditions for REITs and market perceptions
about our company.



We believe that our current cash flows from operations and cash on hand, coupled
with additional mortgage debt, will be sufficient to allow us to continue
operations, satisfy our contractual obligations and make distributions to our
stockholders and the members of our LLC subsidiaries for at least the next
twelve months. However, no assurance can be given that we will be able to
refinance any of our outstanding indebtedness in the future on favorable terms
or at all.



Distributions



In order to qualify as a REIT for Federal income tax purposes, we must currently
distribute at least 90% of our taxable income to our shareholders. During the
three months ended September 30, 2022 and 2021, we paid dividends and
distributions on our common shares, Class B LLC units and LTIP units totaling
$4.3 million and $4.2 million, respectively, and during the nine months ended
September 30, 2022 and 2021, we paid dividends and distributions on our common
shares, Class B LLC units and LTIP units totaling $12.8 million and $12.6
million, respectively.



                                       25

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Cash Flows for the Nine Months Ended September 30, 2022 and 2021 (in thousands)



                          Nine Months Ended
                            September 30,
                         2022          2021
Operating activities   $  15,159     $  13,489
Investing activities     (41,992 )     (20,653 )
Financing activities      10,101         6,366




Cash flows provided by (used in) operating activities, investing activities and
financing activities for the nine months ended September 30, 2022 and 2021, were
as follows:



Net cash flow provided by operating activities was $15,159 for the nine months
ended September 30, 2022, compared to $13,489 for the nine months ended
September 30, 2021. The net increase during the 2022 period primarily reflects
improved revenues discussed above partially offset by payments made for accrued
expenses, specifically a litigation payment of $2,300.



Net cash used in investing activities was $41,992 for the nine months ended September 30, 2022, compared to $20,653 for the nine months ended September 30, 2021. The increase was primarily due to capital spending on developing 1010 Pacific Street and the Dean Street property including acquisition of a few remaining parcels of land purchased in 2022.





Net cash provided by financing activities was $10,101 for the nine months ended
September 30, 2022, compared to $6,366 for the nine months ended September 30,
2021. Cash was provided in the nine months ended September 30, 2022, by
borrowings under the lending facility for 1010 Pacific Street and 953 Dean
Street development properties ($24,855) partially offset by dividends and
distributions ($12,767), scheduled debt amortization payments ($1,652) and loan
issuance and extinguishment cost ($335). Cash was provided in the nine months
ended September 30, 2021 by proceeds from a new loan on the 141 Livingston
Street property ($100,000) and additional borrowings related to the development
and refinance at the 1010 Pacific Street property ($21,764), partially offset by
repayment of the existing loan on the 141 Livingston Street property ($74,241),
repayment of the bridge loan on the 1010 Pacific Street property ($21,054)
scheduled debt amortization ($1,594) and loan issuance and extinguishment costs
($5,939).



Income Taxes



No provision has been made for income taxes since all of the Company's
operations are held in pass-through entities and accordingly the income or loss
of the Company is included in the individual income tax returns of the partners
or members.



We elected to be treated as a REIT for U.S. federal income tax purposes,
beginning with our first taxable three months ended March 31, 2015. As a REIT,
we generally will not be subject to federal income tax on income that we
distribute to our stockholders. If we fail to qualify as a REIT in any taxable
year, we will be subject to federal income tax on our taxable income at regular
corporate tax rates. We believe that we are organized and operate in a manner
that will enable us to qualify and be taxed as a REIT and we intend to continue
to operate to satisfy the requirements for qualification as a REIT for federal
income tax purposes.



Inflation



Inflation has recently become a factor in the United States economy and has
increased the cost of acquiring, replacing and operating properties. For the
three and nine month periods ended September 30, 2022, inflation impacted
utility, payroll and repairs and supplies expenses. A substantial portion of our
interest costs relating to operating properties are fixed through 2027. We do
not believe that inflation currently poses a material risk to the Company
principally because leases at our residential rental properties, which comprise
approximately 69% of our revenue, are short-term in nature and permit rent
increases to recover increased costs, and our longer-term commercial and retail
leases generally allow us to recover some increased operating costs.



                                       26
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Non-GAAP Financial Measures



In this Quarterly Report on Form 10-Q, we disclose and discuss funds from
operations ("FFO"), adjusted funds from operations ("AFFO"), adjusted earnings
before interest, income taxes, depreciation and amortization ("Adjusted EBITDA")
and net operating income ("NOI"), all of which meet the definition of "non-GAAP
financial measures" set forth in Item 10(e) of Regulation S-K promulgated by the
SEC.



While management and the investment community in general believe that
presentation of these measures provides useful information to investors, neither
FFO, AFFO, Adjusted EBITDA, nor NOI should be considered as an alternative to
net income (loss) or income from operations as an indication of our performance.
We believe that to understand our performance further, FFO, AFFO, Adjusted
EBITDA, and NOI should be compared with our reported net income (loss) or income
from operations and considered in addition to cash flows computed in accordance
with GAAP, as presented in our consolidated financial statements.



Funds From Operations and Adjusted Funds From Operations





FFO is defined by the National Association of Real Estate Investment Trusts
("NAREIT") as net income (computed in accordance with GAAP), excluding gains (or
losses) from sales of property and impairment adjustments, plus depreciation and
amortization, and after adjustments for unconsolidated partnerships and joint
ventures. Our calculation of FFO is consistent with FFO as defined by NAREIT.



AFFO is defined by us as FFO excluding amortization of identifiable intangibles
incurred in property acquisitions, straight-line rent adjustments to revenue
from long-term leases, amortization costs incurred in originating debt, interest
rate cap mark-to-market adjustments, amortization of non-cash equity
compensation, acquisition and other costs, transaction pursuit costs, loss on
modification/extinguishment of debt, gain on involuntary conversion, gain on
termination of lease and certain litigation-related expenses, less recurring
capital spending.



Historical cost accounting for real estate assets implicitly assumes that the
value of real estate assets diminishes predictably over time. In fact, real
estate values have historically risen or fallen with market conditions. FFO is
intended to be a standard supplemental measure of operating performance that
excludes historical cost depreciation and valuation adjustments from net income.
We consider FFO useful in evaluating potential property acquisitions and
measuring operating performance. We further consider AFFO useful in determining
funds available for payment of distributions. Neither FFO nor AFFO represent net
income (loss) or cash flows from operations computed in accordance with GAAP.
You should not consider FFO and AFFO to be alternatives to net income (loss) as
reliable measures of our operating performance; nor should you consider FFO and
AFFO to be alternatives to cash flows from operating, investing or financing
activities (computed in accordance with GAAP) as measures of liquidity.



Neither FFO nor AFFO measure whether cash flow is sufficient to fund all of our
cash needs, including principal amortization, capital improvements and
distributions to stockholders. FFO and AFFO do not represent cash flows from
operating, investing or financing activities computed in accordance with GAAP.
Further, FFO and AFFO as disclosed by other REITs might not be comparable to our
calculations of FFO and AFFO.



                                       27

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The following table sets forth a reconciliation of the Company's FFO and AFFO
for the periods presented to net loss, computed in accordance with GAAP (amounts
in thousands):



                                              Three Months Ended           Nine Months Ended
                                                September 30,                September 30,
                                              2022          2021          2022          2021
FFO
Net loss                                   $   (2,788 )   $  (3,417 )   $  (9,217 )   $ (13,782 )
Real estate depreciation and
amortization                                    6,784         6,452        20,221        18,968
FFO                                        $    3,996     $   3,035     $  11,004     $   5,186

AFFO
FFO                                        $    3,996     $   3,035     $  11,004     $   5,186
Amortization of real estate tax
intangible                                        121           120           361           361
Amortization of above- and below-market
leases                                             (9 )         (33 )         (26 )         (96 )
Straight-line rent adjustments                    (31 )         (72 )        (220 )        (125 )
Amortization of debt origination costs            313           313           939           934
Amortization of LTIP awards                       856           665         2,064         1,946
Transaction pursuit costs                         (10 )           -           506            60
Loss on extinguishment / modification of
debt                                                -             -             -         3,034
Gain on involuntary conversion                      -             -             -          (139 )
Certain litigation-related expenses               (65 )          75           188           199
Recurring capital spending                       (138 )         (51 )        (276 )        (159 )
AFFO                                       $    5,033     $   4,052     $  14,540     $  11,201

Adjusted Earnings Before Interest, Income Taxes, Depreciation and Amortization





We believe that Adjusted EBITDA is a useful measure of our operating
performance. We define Adjusted EBITDA as net income (loss) before allocation to
non-controlling interests, plus real estate depreciation and amortization,
amortization of identifiable intangibles, straight-line rent adjustments to
revenue from long-term leases, amortization of non-cash equity compensation,
interest expense (net), acquisition and other costs, transaction pursuit costs,
loss on modification/extinguishment of debt and certain litigation-related
expenses, less gain on involuntary conversion and gain on termination of lease.



We believe that this measure provides an operating perspective not immediately apparent from GAAP income from operations or net income (loss). We consider Adjusted EBITDA to be a meaningful financial measure of our core operating performance.





However, Adjusted EBITDA should only be used as an alternative measure of our
financial performance. Further, other REITs may use different methodologies for
calculating Adjusted EBITDA, and accordingly, our Adjusted EBITDA may not be
comparable to that of other REITs.



The following table sets forth a reconciliation of Adjusted EBITDA for the
periods presented to net loss, computed in accordance with GAAP (amounts in
thousands):



                                              Three Months Ended           Nine Months Ended
                                                September 30,                September 30,
                                              2022          2021          2022          2021
Adjusted EBITDA
Net loss                                   $   (2,788 )   $  (3,417 )   $  (9,217 )   $ (13,782 )
Real estate depreciation and
amortization                                    6,784         6,452        20,221        18,968
Amortization of real estate tax
intangible                                        121           120           361           361
Amortization of above- and below-market
leases                                             (9 )         (33 )         (26 )         (96 )
Straight-line rent adjustments                    (31 )         (72 )        (220 )        (125 )
Amortization of LTIP awards                       856           665         2,064         1,946
Interest expense, net                          10,086        10,375        30,076        30,958
Transaction pursuit costs                         (10 )           -           506            60
Loss on extinguishment / modification of
debt                                                -             -             -         3,034
Gain on involuntary conversion                      -             -             -          (139 )
Certain litigation-related expenses               (65 )          75           188           199
Adjusted EBITDA                            $   14,944     $  14,165     $  43,953     $  41,384




                                       28

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Net Operating Income



We believe that NOI is a useful measure of our operating performance. We define
NOI as income from operations plus real estate depreciation and amortization,
general and administrative expenses, acquisition and other costs, transaction
pursuit costs, amortization of identifiable intangibles and straight-line rent
adjustments to revenue from long-term leases, less gain on termination of lease.
We believe that this measure is widely recognized and provides an operating
perspective not immediately apparent from GAAP income from operations or net
income (loss). We use NOI to evaluate our performance because NOI allows us to
evaluate the operating performance of our company by measuring the core
operations of property performance and capturing trends in rental housing and
property operating expenses. NOI is also a widely used metric in valuation of
properties.


However, NOI should only be used as an alternative measure of our financial performance. Further, other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to that of other REITs.





The following table sets forth a reconciliation of NOI for the periods presented
to income from operations, computed in accordance with GAAP (amounts in
thousands):



                                              Three Months Ended           Nine Months Ended
                                                September 30,                September 30,
                                              2022          2021           2022          2021
NOI
Income from operations                     $    7,298     $   6,958     $   20,859     $  20,071
Real estate depreciation and
amortization                                    6,784         6,452         20,221        18,968
General and administrative expenses             3,209         2,684          9,348         7,779
Transaction pursuit costs                         (10 )           -            506            60
Amortization of real estate tax
intangible                                        121           120            361           361
Amortization of above- and below-market
leases                                             (9 )         (33 )          (26 )         (96 )
Straight-line rent adjustments                    (31 )         (72 )         (220 )        (125 )
NOI                                        $   17,362     $  16,109     $   51,049     $  47,018




Critical Accounting Policies



Management's discussion and analysis of financial condition and results of
operations is based upon our consolidated financial statements, which have been
prepared in accordance with GAAP. The preparation of these consolidated
financial statements requires management to make estimates and judgments that
affect the reported amounts of assets, liabilities, revenues and expenses.
Management bases its estimates on historical experience and assumptions that are
believed to be reasonable under the circumstances, the results of which form the
basis for making judgments about the carrying value of assets and liabilities
that are not readily apparent from other sources. Actual results may differ from
these estimates under different assumptions or conditions. Except for the
effects of adoption of ASC 842 in the first quarter of 2022 as more fully
described in Note 2 Significant Accounting Policies, we believe that there have
been no material changes to the items that we disclosed as our critical
accounting policies under Item 7, "Management's Discussion and Analysis of
Financial Condition and Results of Operations," in our Form 10-K for the year
ended December 31, 2021.


Recent Accounting Pronouncements

See Note 2, "Significant Accounting Policies" of our consolidated financial statements for a discussion of recent accounting pronouncements.

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