InterRent Real Estate Investment Trust Management s Discussion and Analysis For The Year Ended December 31, 2011

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1 InterRent Real Estate Investment Trust Management s Discussion and Analysis For The Year 2011 February 29, 2012

2 Table of Contents FORWARD-LOOKING STATEMENTS... 2 INTERRENT REAL ESTATE INVESTMENT TRUST... 3 DECLARATION OF TRUST... 3 INVESTMENT GUIDELINES... 3 OPERATING POLICIES... 3 ADOPTION OF IFRS... 4 ACCOUNTING POLICIES... 4 NON-GAAP MEASURES... 4 OVERVIEW... 6 BUSINESS OVERVIEW AND STRATEGY... 6 OUTLOOK... 6 PORTFOLIO SUMMARY... 7 PERFORMANCE HIGHLIGHTS... 8 ANALYSIS OF OPERATING RESULTS REVENUE PROPERTY OPERATING COSTS PROPERTY TAXES UTILITY COSTS NET OPERATING INCOME (NOI) STABILIZED PORTFOLIO PERFORMANCE FINANCING AND ADMINISTRATIVE COSTS FINANCING COSTS ADMINISTRATIVE COSTS SALE OF INVESTMENT PROPERTIES, FAIR VALUE ADJUSTMENTS ON INVESTMENT PROPERTIES, ADJUSTMENT TO CARRYING VALUE AND GAIN ON FINANCIAL LIABILITIES SALE OF INVESTMENT PROPERTIES FAIR VALUE ADJUSTMENTS OF INVESTMENT PROPERTIES UNREALIZED FAIR VALUE GAIN ON FINANCIAL LIABILITIES DISTRIBUTION EXPENSE PERFORMANCE MEASURES WEIGHTED AVERAGE NUMBER OF UNITS INVESTMENT PROPERTIES UNITHOLDERS' EQUITY DISTRIBUTIONS LIQUIDITY AND CAPITAL RESOURCES MORTGAGE SCHEDULE ACCOUNTING FUTURE ACCOUNTING CHANGES IMPACT OF TRANSITION TO IFRS ON THE TRUST S FINANCIAL STATEMENTS OFF-BALANCE SHEET ARRANGEMENTS RELATED PARTY TRANSACTIONS RISKS AND UNCERTAINTIES DISCLOSURE CONTROLS AND PROCEDURES AND INTERNAL CONTROL OVER FINANCIAL REPORTING SUBSEQUENT EVENTS OUTSTANDING SECURITIES DATA ADDITIONAL INFORMATION

3 FORWARD-LOOKING STATEMENTS Caution Regarding Forward-Looking Statements This Management's Discussion and Analysis ( MD&A ) of InterRent Real Estate Investment Trust ( InterRent REIT or the Trust ) contains forward-looking statements within the meaning of applicable securities legislation. This document should be read in conjunction with material contained in the Trust s audited consolidated financial statements for the year ended 2010 along with InterRent REIT s other publicly filed documents. Forward-looking statements appear in this MD&A under the heading Outlook and generally include, but are not limited to, statements with respect to management s beliefs, plans, estimates and intentions, and similar statements concerning anticipated future events, results circumstances, performance or expectations, including but not limited to financial performance and equity or debt offerings, new markets for growth, financial position, comparable multi-residential REITs and proposed acquisitions. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as plans, expects or does not expect, is expected, budget, scheduled, estimates, forecasts, intends, anticipates or does not anticipate, or believes, or variations of such words and phrases or statements that certain actions, events or results may, could, would, might or will be taken, occur or be achieved. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of InterRent REIT to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: the risks related to the market for InterRent REIT s securities, the general risks associated with real property ownership and acquisition, that future accretive acquisition opportunities will be identified and/or completed by InterRent REIT, risk management, liquidity, debt financing, credit risk, competition, general uninsured losses, interest rate fluctuations, environmental matters, restrictions on redemptions of outstanding InterRent REIT securities, lack of availability of growth opportunities, diversification, potential unitholder liability, potential conflicts of interest, the availability of sufficient cash flow, fluctuations in cash distributions, the market price of InterRent REIT s trust Units, the failure to obtain additional financing, dilution, reliance on key personnel, changes in legislation, failure to obtain or maintain mutual fund trust status and delays in obtaining governmental approvals or financing as well as those additional factors discussed in the section entitled Risks and Uncertainties and in other sections of this Management s Discussion and Analysis. In addition, certain material assumptions are applied by the Trust in making forward looking statements including, without limitation, factors and assumptions regarding; Overall national economic activity Regional economic factors, such as employment rates Inflationary/deflationary factors Long, medium and short term interest rates Availability of financing Housing starts Although the forward-looking information contained herein is based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. InterRent REIT has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, however there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. InterRent REIT does not undertake to update any forward-looking statements that are incorporated by reference herein, except in accordance with applicable securities laws. Certain statements included herein may be considered financial outlook for purposes of applicable securities laws, and such financial outlook may not be appropriate for purposes other than this MD&A. 2

4 INTERRENT REAL ESTATE INVESTMENT TRUST InterRent Real Estate Investment Trust ( InterRent REIT or the Trust ) is an unincorporated, open-ended real estate investment trust created pursuant to a Declaration of Trust, dated October 10, 2006, and as amended and restated on June 29, 2007, September 30, 2009 and December 29, 2010 (the Declaration of Trust or DOT ), under the laws of the Province of Ontario. InterRent REIT was created to invest in income producing multi-family residential properties within Canada initially through the acquisition of InterRent International Properties Inc. (the Corporation ) and of the Silverstone Group by the way of a plan of arrangement (the Arrangement ) under the Business Corporations Act (Ontario), which was completed on December 7, InterRent REIT s principal objectives are to provide its unitholders ( Unitholders ) with stable and growing monthly cash distributions, partially on a Canadian income tax-deferred basis, and to increase the value of its trust units (the Units ) through the effective management of its residential multi-family revenue producing properties and the acquisition of additional, accretive properties. DECLARATION OF TRUST The investment policies of the Trust are outlined in the Trust s Amended and Restated Declaration of Trust (the DOT ) dated as of December 29, 2010 and a copy of this document is available on SEDAR ( Some of the principal investment guidelines and operating policies set out in the DOT are as follows: INVESTMENT GUIDELINES Focus its activities on acquiring, maintaining, improving and managing multi-unit residential revenue producing properties. No single asset shall be acquired if the cost of such acquisition (net of the amount of debt secured by the asset) will exceed 15% of the Trust s Gross Book Value (as such term is defined in the DOT). Investments in joint ventures are permitted as long as the Trust s interest is not less than 25%. No investment will be made that would result in the Trust not qualifying as a mutual fund trust as defined in the Income Tax Act (Canada). OPERATING POLICIES Overall indebtedness not to exceed 75% of Gross Book Value, as defined by the DOT. For individual properties, the maximum debt capacity not to exceed 75% of its market value, on or after the date which is 12 months from the acquisition date. No guaranteeing of third party debt except for subsidiaries or wholly-owned entities of the Trust or potential joint venture partner structures. Third party surveys of structural and environmental conditions are required prior to the acquisition of a revenue producing property. At 2011 the Trust was in material compliance with all investment guidelines and operating policies stipulated in the DOT. 3

5 ADOPTION OF IFRS In 2008, the Canadian Accounting Standards Board ( AcSB ) confirmed that Canadian publicly-listed entities will have to adopt IFRS effective for fiscal years beginning on or after January 1, 2011 this is now GAAP. Accordingly, the accompanying audited consolidated financial statements for the years ended 2011 and 2010 have been prepared using accounting policies consistent with IFRS. The transition to IFRS required a restatement of the Trust s 2010 financial information from its original Canadian GAAP basis such that the 2010 comparative information presented in the financial statements and the MD&A are on an IFRS basis. Financial information for periods prior to January 1, 2010 have not been restated. For the purposes of this MD&A, the term Canadian GAAP refers to Canadian generally accepted accounting principles for the Trust before the adoption of IFRS. Readers of the MD&A should refer to Impact of Transition on the Trust s Financial Statements below, and Note 24 of the accompanying audited consolidated financial statements, for a discussion of IFRS and its impact on the Trust s financial presentation. ACCOUNTING POLICIES InterRent REIT s accounting policies are described in Note 3 of the audited consolidated financial statements for the years ended 2011 and Beginning January 1, 2011, the Trust prepares its consolidated financial statements in accordance with International Financial Reporting Standards ( IFRS ). The consolidated financial statements have been prepared in accordance with IFRS applicable to the preparation of consolidated financial statements, including IFRS 1, Firsttime Adoption of IFRS. Subject to certain transition elections discussed in Note 24 the Trust has consistently applied the same accounting policies in its opening IFRS consolidated balance sheet as at January 1, 2010 and throughout all periods presented, as if these policies had always been in effect. In applying these policies, in certain cases it is necessary to use estimates, which management determines using information available to the Trust at the time. Management reviews key estimates on a quarterly basis to determine their appropriateness and any change to these estimates is applied prospectively in compliance with IFRS. Significant estimates are made with respect to the fair values of investment properties and the fair values of financial instruments. NON-GAAP MEASURES Distributable Income, Funds from Operations, Adjusted Funds from Operations and Net Operating Income (or, in each case, substantially similar terms) are measures sometimes used by Canadian real estate investment trusts as indicators of financial performance, however they do not have standardized meanings prescribed by IFRS. These measures may differ from similar computations as reported by other real estate investment trusts and, accordingly, may not be comparable to similarly termed measures reported by other such issuers. Distributable Income ( DI ) reflects the ability of the Trust to earn income and to make distributions of cash to Unitholders and therefore is considered a measure of cash available for distribution. DI differs from net income, an IFRS measure. For a complete description of the Trust s definition of Distributable Income refer to the Declaration of Trust. Funds from Operations ( FFO ) is a financial measure which should not be considered as an alternative to net income, cash flow from operations, or any other operating or liquidity measure prescribed under IFRS. The Trust presents FFO in accordance with the Real Property Association of Canada (REALpac) White Paper on Funds from Operations. Adjusted Funds from Operations ( AFFO ) is presented in this MD&A because management considers this non-ifrs measure to be an important performance indicator in determining the sustainability of future distributions to Unitholders. AFFO begins with FFO and removes the effect of certain non-cash income and expense items and adds a provision for maintenance capital expenditures of $450 per suite. AFFO should not be interpreted as an indicator of cash generated from operating activities as it does not consider changes in working capital. 4

6 Net Operating Income ( NOI ) is a key measure of operating performance used in the real estate industry and includes all rental revenues generated at the property level, less related direct costs such as utilities, realty taxes, insurance and on-site maintenance wages and salaries. As one of the factors that may be considered relevant by readers, management believes that NOI is a useful supplemental measure that may assist prospective investors in assessing the Trust. Readers are cautioned that DI, FFO, AFFO and NOI are not alternatives to measures under IFRS and should not, on their own, be construed as indicators of the Trust's performance or cash flows, measures of liquidity or as measures of actual return on Units of the Trust. These non-ifrs measures, as presented, should only be used in conjunction with the consolidated financial statements of the Trust. Under IFRS, the Trust s units are not considered an equity instrument and therefore no denominator exists to calculate per unit calculations. Management feels that certain per unit calculations are an important method of measuring results from period to period and as such has determined a weighted average number of units (WAU) to be used based on a method consistent with past period calculation. WAU is not a measure defined by IFRS. WAU as computed by the Trust may differ from similar computations as reported by other real estate investment trusts and, accordingly, may not be comparable to other such issuers. 5

7 OVERVIEW BUSINESS OVERVIEW AND STRATEGY InterRent REIT generates revenues, cash flows and earnings from rental operations and from the sale of revenue producing properties. InterRent REIT s largest and most consistent source of income is its rental operations, which involves leasing individual suites to tenants for lease terms generally ranging from month-to-month to twelve-months. InterRent REIT's strategy is to maintain and develop a portfolio of properties to generate an attractive long term return to unitholders. InterRent REIT is focused on medium-sized, multi-residential properties in Ontario, targeting working and middle class, long term renters. Within this market, we believe there are a total of approximately 624,000 suites. Many of these properties are held within a fragmented and aging ownership profile and offer significant opportunities to complete strategic acquisitions. The Trust believes that multi-residential real estate is a favourable asset class to operate within because it offers stability of cash flow and an opportunity for expansion. The REIT underwent a year of rebuilding and repositioning in 2010 driven by the changes in the operating model, the Board and the Management team that occurred late in As the repositioning is taking hold, management is shifting focus from changing the portfolio and the culture to solidifying the cultural changes and ensuring that the mantra of continuous improvement is engrained into everything we do. At the same time, more efforts are being shifted towards building out a product pipeline that will allow InterRent to grow and to capitalize on our strengths. Finding good quality properties where we can drive down operating costs while increasing rents through sound capital investment and management are key to the future of InterRent. The Team we have assembled has a proven track record and we believe they have both the experience and abilities necessary to execute on our growth strategy. OUTLOOK Management has put in place a program to pursue above guideline increases (AGIs) for rent given the capital expenditures invested in the properties in 2010 and Each property has been reviewed and as of 2011, applications have been submitted to the Landlord and Tenant Board, representing approximately 65% of the portfolio. Approximately 36% of the monthly increases were in place by 2011 (or approximately $228,000 on an annualized basis), 46% will be rolled out in 2012, 14% in 2013 and 4% in The Trust is continuing to introduce into tenant leases a nominal charge related to electricity in anticipation of beginning to establish and roll-out a sub-metering program. The first locations for the roll-out have been selected and management expects the implementation to be done at these locations in the first half of Management is focused on growing InterRent REIT in a strategic and structured manner. In line with this, the Trust has purchased 2 properties that will be added to the portfolio early in 2012: o o A complex of 4 apartment buildings aggregating 490 residential suites, situated in Aylmer, Quebec within the National Capital Region. This transaction closed on January 5, 2012; and, A complex consisting of 2 high-rise apartment buildings, aggregating 230 suites, situated in Burlington, Ontario. This transaction is expected to close in March of The Trust added and rented 11 suites within existing properties as at In addition, there is work currently being done to build out 4 more suites and the potential for 15 more is being evaluated. 6

8 PORTFOLIO SUMMARY At present, most of InterRent REIT s portfolio is situated in the province of Ontario. The majority of the Trust s properties are located in Ontario s secondary population centres. Management believes that secondary population centres tend to be more stable, providing higher capitalization rates and less exposure to the condominium units available in the Greater Toronto Area (GTA). In keeping with management s strategy of maximizing returns for unitholders and focusing on clusters of buildings within geographical proximity to each other in order to build operational efficiencies and attract focused, professional staff, properties are reviewed on a regular basis to determine if they should be kept or sold. The Trust started the year with 3,998 suites. During the year the Trust sold nineteen properties totalling 431 suites, purchased three properties totalling 242 suites and added 11 suites to existing properties. At 2011, the Trust had 3,820 suites including five properties (totalling 196 suites) classified as assets held for sale. Management must continuously review the markets the REIT is in to determine if the portfolio mix remains suitable. That being said, management believes that the bulk of the repositioning and dispositions are complete and the focus continues to be on streamlining operations and growing the REIT in a fiscally prudent manner. Management has identified several cities within its geographical clusters for growth. We are actively looking for purchase opportunities within the target cities in order to build our acquisition pipeline. The following graph and table shows our suite mix by region as well as our average rent by region for December Northern Ontario 9% Suite Portfolio By Region GTA 7% Ottawa 15% Eastern Ontario 14% Hamilton/Niagara 17% Western Ontario 38% Region Number of Suites Average Rent Eastern Ontario 541 $800 GTA 275 $1,005 Hamilton/Niagara 649 $878 Northern Ontario 341 $728 Ottawa 579 $970 Western Ontario 1,435 $789 Total 3,820 $843 7

9 PERFORMANCE HIGHLIGHTS The following table presents a summary of InterRent s operating performance for the past eight quarters: In $000 s, except per Unit amounts and Units outstanding Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Operating revenues $9,902 $9,714 $9,434 $9,421 $9,434 $8,836 $8,479 $8,603 Operating NOI 5,410 5,554 5,207 4,335 4,692 4,457 3,826 2,938 NOI % 54.6% 57.2% 55.2% 46.0% 49.7% 50.4% 45.1% 34.2% NOI per unit $0.16 $0.17 $0.16 $0.13 $0.15 $0.14 $0.13 $0.10 FFO $1,324 $1,634 $749 $593 $631 $682 $(216) $(865) FFO per unit $0.04 $0.05 $0.02 $0.02 $0.02 $0.02 $(0.01) $(0.03) AFFO $2,030 $2,123 $1,775 $1,120 $839 $910 $43 $(657) AFFO per unit $0.06 $0.07 $0.05 $0.03 $0.03 $0.03 $0.00 $(0.02) DI $572 $1,297 $1,278 $1,096 $(681) $(118) $(369) $(679) DI per unit $0.02 $0.04 $0.04 $0.03 $(0.02) $(0.00) $(0.01) $(0.02) Weighted average units outstanding (in 000s) 34,001 32,601 32,401 32,297 32,194 31,882 28,487 28,045 Operating revenue for the quarter increased $0.5 million to $9.9 million, an increase of 5.0% over Q Operating revenue for the year increased $3.1 million over 2010, an increase of 8.8%. Average monthly rent per suite increased to $843 (December 2011) from $805 (December 2010), an increase of 4.7%. Economic vacancy decreased to 3.4% in December 2011 from 3.7% in December Net Operating Income (NOI) increased 15.3% to $5.4 million for the quarter compared to $4.7 million for Q For the year, NOI increased 4.6 million or 28.9%. Funds From Operation (FFO) for the quarter increased to $1.3 million (or $0.04 per unit) compared to $0.6 million (or $0.02 per unit) for Q For the year, FFO increased to $4.3 million (or $0.13 per unit) compared to $0.2 million (or $0.01 per unit) for Distributable Income (DI) for the quarter was $0.6 million (or $0.02 per unit) an increase of $1.3 million over Q For the year, DI increased to $4.2 million (or $0.13 per unit) compared to negative $2 million (or $(0.06) per unit) for Over the year, $15.9 million was invested in the portfolio as part of management s continued repositioning strategy. This represents an average investment of over four thousand dollars per suite. As a result of the effectiveness of the first phase of boiler replacements in late 2010/early 2011, management accelerated remaining replacements in To date, boiler modernization projects have been completed in 85% of portfolio (excluding assets held for sale). 8

10 The Trust completed the following investment property transactions during the year: Transaction Date Suite Count Region Price Price per Suite March 24, 2011 acquisition 70 Eastern Ontario $3,718 $53 August 4, 2011 acquisition 120 Eastern Ontario 6, October 25, 2011 acquisition 52 GTA 6, Transaction Date Suite Count Region Price Price per Suite January 12, 2011 disposition 11 GTA $1,145 $104 February 4, 2011 disposition 14 Eastern Ontario February 7, 2011 disposition 4 GTA March 7, 2011 disposition 49 Northern Ontario 3, March 15, 2011 disposition 6 GTA April 29, 2011 disposition 18 GTA 1, May 5, 2011 disposition 7 GTA May 5, 2011 disposition 7 GTA August 8, 2011 disposition 9 GTA August 15, 2011 disposition 44 Western Ontario 2, September 26, 2011 disposition 38 Western Ontario 2, November 2, 2011 disposition 9 GTA 1, November 4, 2011 disposition 48 Eastern Ontario 2, November 9, 2011 disposition 12 Western Ontario December 21, 2011 disposition 60 Western Ontario 3, December 21, 2011 disposition 23 Western Ontario 1, December 21, 2011 disposition 28 Western Ontario 1, December 23, 2011 disposition 21 Western Ontario 1, December 23, 2011 disposition 23 Western Ontario 1,

11 ANALYSIS OF OPERATING RESULTS The current and prior period consolidated income statement, and analysis of operating results, does not separately disclose the results from assets held for sale as discontinued operations. The definition of a discontinued operation under IFRS is more restrictive than under GAAP and management s position is that the disposal of an individual property or the classification of individual properties as held for sale do not constitute a significant operation to be classified as discontinued under IFRS. In $ OOO's 3 Months Months Months Months 2010 Gross rental revenue $9,948 $9,643 $39,018 $38,215 Less: vacancy & rebates (456) (546) (2,136) (3,936) Other revenue ,589 1,073 Operating revenues $9,902 $9,434 $38,471 $35,352 Expenses Property operating costs 1,852 1,774 7,166 8,042 Property taxes 1,357 1,397 5,638 5,692 Utilities 1,283 1,571 5,161 5,705 Operating expenses $4,492 $4,742 $17,965 $19,439 Net operating income $5,410 $4,692 $20,506 $15,913 Operating margins 54.6% 49.7% 53.3% 45.0% REVENUE Gross rental revenue for the twelve months ended 2011 increased 2.1% to $39.0 million compared to $38.2 million for the twelve months ended Operating revenue for the year was up $3.1 million to $38.5 million, or 8.8% compared to the prior year. The Trust had 3,820 suites at the end of 2011 as compared to 3,998 at the end of 2010 (on a wieghted average basis, the trust had 53 fewer suites in 2011 compared to 2010). The average monthly rent for December 2011 increased to $843 per suite from $805 (December 2010), an increase of 4.8%. The majority of the average monthly rental increase is as a result of moving rents to market on turnover. Management expects to continue to grow rent organically through continued increase from suite turnover, roll-out of above guideline increases, and driving other ancillary revenue streams such as parking and locker rentals. To date, AGIs have been submitted for 65% of the portfolio. Of this, 45% have gone through and been approved by the Landlord and Tennant Board. The increases being applied for (without including the guideline increase) range from 2% to 9% and management expects that the AGIs alone will add over $0.6 million in annualized gross rent once they are completely rolled out over the next three years. Of the $14 average monthly rental increase from September 2011 to December 2011, approximately $1 is related to AGIs. The Trust anticipates that the balance of AGI applications for capital expenditures completed to date will be filed by the end of Q December 2011 September 2011 June 2011 March 2011 December 2010 Average monthly rents all properties $843 $829 $812 $810 $805 Average monthly rents excluding properties held for sale $848 $838 $825 $822 $819 10

12 Portfolio Occupancy Overall economic vacancy was 3.4% for December 2011 compared to 3.7% over the same period last year. The increased rents and reduction in vacancies that InterRent REIT is now achieving supports and strengthens management s belief that changing the tenant profile and investing capital in the properties leads to a stronger and more sustainable portfolio. The objectives are being achieved as a direct result of management having been: 1. proactive in evicting tenants that are not desirable based on our repositioning strategy; 2. ensuring suites are properly repaired and maintained before being rented to new tenants; and, 3. more selective of the tenants it rents to (part of a more stringent screening criteria and credit review process). This is part of the Trust s continuing strategy to maximize rental revenues and to drive value for all stakeholders. Management intends to continue to pursue this strategy and focus in order to continue to improve all regions. The following chart represents the economic vacancy for the entire portfolio for the month listed. This data is calculated by taking vacancy and dividing it by gross rental revenue. All suites in the portfolio are included in the calculation whether they were available to rent immediately or not (ie: no removal of suites under renovation or undergoing major repairs and maintenance). $850 $840 $830 $820 $810 $800 $790 $780 $770 $760 Dec 10 Mar 11 Jun 11 Sep 11 Dec 11 Avg Monthly Rent ($) Avg Economic Vacancy (%) 9.0% 8.0% 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0% The overall economic vacancy for December 2011 across the entire portfolio, including the properties classified as held for sale, was 3.4%, compared to 3.7% for December On a per region basis, the economic vacancy breaks down as follows: Eastern Ontario 7.6%; GTA 0.1%; Hamilton/Niagara 0.7%; Northern Ontario 0.5%; Ottawa 2.4%; and, Western Ontario 5.2%. Economic vacancy for December 2011 for the properties classified as held for sale, was 20.6%, compared to 22.0% for December These assets contribute 0.9% to the December 2011 vacancy rate of 3.4% and 1% of the December 2010 vacancy rate of 3.7%. As part of the ongoing effort to drive rents throughout the portfolio, the vacancy rate is expected to continue in the current range. Going forward, management believes that minor variations in economic vacancy will continue to occur from one quarter to another given the seasonal nature of rental activity. 11

13 Other Revenue Other rental revenue for the twelve months ended 2011 increased 48.1% to $1.6 million compared to $1.1 million for the twelve months ended The increased revenues from ancillary sources such as parking, laundry and locker rentals continues to be a focus as it provides organic revenue growth. PROPERTY OPERATING COSTS Property operating costs for the investment properties include repairs and maintenance, insurance, caretaking, superintendents wages and benefits, property management fees, uncollectible accounts and eviction costs, marketing, advertising and leasing costs. Property operating costs for the twelve months ended 2011 amounted to $7.2 million or 18.6% of revenue compared to $8.0 million or 22.7% of revenue for the twelve months ended The decrease of $0.8 million is mainly attributable to a reduction in repairs and maintenance of $0.6 million and leasing costs of $0.2 million. As the new operational model is taking hold and operations are becoming more efficient, management believes that the current staffing levels are able to meet not only the current requirements, but most regions are able to integrate new properties into the portfolio with minimal extra cost. PROPERTY TAXES Property taxes for the twelve months ended 2011 amounted to $5.6 million or 14.7% of revenue compared to $5.7 million or 16.1% of revenue for the twelve months ended Year over year, the expense is relatively constant with the decrease attributable to the reduction in number of suites. The Trust is constantly reviewing property tax assessments for its properties and this active approach shall continue to help drive down costs. Where appropriate, the Trust will appeal individual property assessments. UTILITY COSTS Utility costs for the twelve months ended 2011 amounted to $5.2 million or 13.4% of revenue compared to $5.7 million or 16.1% of revenue for the twelve months ended Approximately 30% of our gas consumption is under contract at rates ranging from $ to $ per cubic metre. These contracts are scheduled to expire throughout the second half of NET OPERATING INCOME (NOI) NOI for the twelve months ended 2011 amounted to $20.5 million or 53.3% of revenue compared to $15.9 million or 45.0% of revenue for the twelve months ended The $4.6 million increase in the year is a result of operating revenue increasing by $3.1 million and reductions in operating costs of $0.9 million, utilities of $0.5 million and property tax of $0.1 million. 12

14 STABILIZED PORTFOLIO PERFORMANCE Stabilized properties for the three and twelve months ended 2011 are defined as all properties owned by the Trust continuously since 2009, and therefore do not take into account the impact on performance of acquisitions or dispositions completed during 2011 and As at 2011, the Trust had 3,578 stabilized suites, which represents 93.7% of the overall portfolio. In $000 s 3 Months Months Months Months 2010 Operating revenues $9,107 $8,581 $35,357 $32,048 Operating expenses 4,059 4,272 16,245 17,359 NOI $5,048 $4,309 $19,112 $14,689 NOI margin 55.4% 50.2% 54.1% 45.8% For the three months ended 2011, operating revenues for stabilized properties increased by 6.1% and operating expenses decreased by 5.0% as compared to the same period last year. As a result, the stabilized NOI margin increased by 5.2% as compared to the same period last year. For the twelve months ended 2011, operating revenues for stabilized properties increased by 10.3% and operating expenses decreased by 6.4% as compared to the same period last year. As a result, the stabilized NOI margin increased by 8.2% as compared to the same period last year. The average monthly rent for December 2011 for stabilized properties increased to $846 per suite from $815 (December 2010), an increase of 3.7%. Economic vacancy for December 2011 for stabilized properties was 3.3%, compared to 3.5% for December Excluding the five properties (196 suites) categorized as held for sale from the stabilized results above, the NOI margin increased 5.5% from 50.8% to 56.3% for the three months ended 2011 compared to the same period last year. For the year ended 2011, the NOI margin increased 8.4% from 46.4% to 54.8% compared to last year. In $000 s 3 Months Months Months Months 2010 Operating revenues $8,753 $8,260 $33,980 $30,811 Operating expenses 3,827 4,066 15,368 16,506 NOI $4,926 $4,194 $18,612 $14,305 NOI margin 56.3% 50.8% 54.8% 46.4% 13

15 FINANCING AND ADMINISTRATIVE COSTS 3 Months 3 Months 12 Months 12 Months In $ OOO's Net operating income $5,410 $4,692 $20,506 $15,913 Expenses Financing costs 3,265 3,025 12,649 12,087 Administrative costs 801 1,027 3,485 3,572 Operating income before other income and expenses $1,344 $640 $4,372 $254 FINANCING COSTS Financing costs amounted to $3.3 million or 33.0% of revenue for the three months ended 2011 compared to $3.0 million or 32.1% of revenue for the three months ended In $ OOO's 3 Months Months 2010 Amount % of Revenue Amount % of Revenue Cash based: Mortgage interest $1, % $1, % Debenture interest % % Credit facilities % % Interest income (29) (0.3%) (11) (0.1%) Non Cash based: Accretion of discount and amortization of deferred finance cost on convertible debt % % Amortization of deferred finance cost and premiums on assumed debt % % Total $3, % $3, % 14

16 Financing costs amounted to $12.6 million or 32.9% of revenue for the twelve months ended 2011 compared to $12.1 million or 34.2% of revenue for the twelve months ended Months Months 2010 In $ OOO's Amount % of Revenue Amount % of Revenue Cash based: Mortgage interest $7, % $7, % Debenture interest 1, % 2, % Credit facilities % % Interest income (57) (0.1%) (30) (0.1%) Non Cash based: Accretion of discount and amortization of deferred finance cost on convertible debt 1, % 1, % Amortization of deferred finance cost and premiums on assumed debt 1, % % Total $12, % $12, % Mortgage Interest Mortgage interest (including interest on vendor take-back loans) is one of the single largest expense line items for InterRent REIT. Given the current rates in the market for both CMHC insured and conventional mortgages, it is management s expectation that it will be able to continue to refinance existing mortgages as they come due at rates that are often significantly lower than the maturing mortgage rate. Subordinated Convertible Debenture The Trust accounts for its convertible debenture as a compound financial instrument which requires both elements of debt and equity be accounted for separately. The convertible instrument was first segregated between debt and equity based on the fair value of the debt component. The difference between the estimated fair value of the debt at issuance and the face amount (net of incurred costs) was $6,912,408. This discount is being amortized to earnings as financing costs over the term of the debenture. In addition, the Trust incurred costs of $1,451,478 in connection with issuing the convertible debt. Of these costs, $1,050,438 has been allocated to the liability component and $401,040 has been allocated to the equity component. The discount on the debt results in a weighted average effective interest rate of 16.7%. As at 2011, InterRent REIT had one convertible subordinated debenture issue outstanding. The Trust issued a $25 million subordinated convertible debenture on January 15, 2008 which bears interest at 7% and is due on January 31, The debenture is convertible into Trust Units at $4.60 per Trust Unit at the option of the holder prior to maturity. On December 23, 2011, the Trust elected to redeem the debenture at par on February 1, As a result, the carrying amount of the convertible debenture at 2011 was revised to the estimated future cash flows and an adjustment of $1,982 was recorded as an expense. The Trust had a $5.5 million subordinated convertible debenture which bore interest at 7.25% which was settled for cash on its maturity date of September 22,

17 ADMINISTRATIVE COSTS Administrative costs include such items as salaries and incentive payments, employee benefits, investor relations, transfer agent listing and filing fees, legal, tax, audit and other professional fees and amortization on corporate furniture and equipment. Administrative costs for the twelve months ended 2011 amounted to $3.4 million or 8.9% of revenue compared to $3.6 million or 10.1% of revenue for the twelve months ended SALE OF INVESTMENT PROPERTIES, FAIR VALUE ADJUSTMENTS ON INVESTMENT PROPERTIES, ADJUSTMENT TO CARRYING VALUE AND GAIN ON FINANCIAL LIABILITIES In $ OOO's 3 Months December 31, Months December 31, Months December 31, Months December 31, 2010 Income from operations before other income and expenses $1,344 $640 $4,372 $254 Gain (loss) on sale of investment properties (344) (143) (453) (176) Fair value adjustments of investment properties 25,623 18,370 37,002 38,075 Adjustment to carrying value of convertible debt (1,982) - (1,982) - Unrealized gain on financial liabilities 2,786 2, ,324 Distributions expense on units classified as financial liabilities (26) (695) (78) (3,354) Net income $27,401 $20,774 $39,270 $37,123 SALE OF INVESTMENT PROPERTIES In the twelve month period ended 2011, the Trust sold nineteen investment properties for a total selling price of $29.1 million compared to a carrying value of $27.9 million. The properties were sold for $1.2 million above their carrying value (which is the fair market value) however selling costs of $1.7 million were incurred as part of the transactions, resulting in a loss on disposition of $0.5 million. In the twelve month period ended 2010, the Trust sold four investment properties for a total selling price of $3.4 million which incurred a loss on disposition of $0.2 million. FAIR VALUE ADJUSTMENTS OF INVESTMENT PROPERTIES An independent valuation was completed by accredited appraisal firms for approximately 90% of the value of the investment property portfolio as at January 1, 2010 and The fair value of the remaining portfolio was determined internally by the Trust using similar assumptions and valuation techniques used by the external valuation professionals. The fair value of the portfolio at 2011 was determined internally by the Trust. In order to corroborate management s valuation, approximately 29% of the portfolio was appraised by external valuation professionals. For the year ended 2011, a fair value gain of $37.0 million was recorded on the financial statements as a result of changes in the fair value of investment properties. UNREALIZED FAIR VALUE GAIN ON FINANCIAL LIABILITIES The Trust used a closing price of $3.18 based on the closing price of the TSX listed InterRent REIT Trust Units to determine the fair value of the deferred unit compensation liability. The total fair value of these Units recorded on the consolidated balance sheet at 2011 was $1.5 million and a corresponding fair value loss of $0.8 million was recorded on the consolidated statement of income for the twelve months ended

18 The Trust determined the fair value of the option plan (unit-based compensation liability) at 2011 at $0.8 million and a corresponding fair value loss of $0.3 million was recorded on the consolidated statement of income for the twelve months ended The intrinsic value of the options is $0.7 million. The Trust determined the fair value of the conversion feature of the convertible debenture at 2011 at nil and a corresponding fair value gain of $1.7 million was recorded on the consolidated statement of income for the twelve months ended The intrinsic value of the conversion feature of the convertible debenture is nil. Prior to December 29, 2010, Trust Units were classified as a Trust unit financial liability on the consolidated balance sheet. The fair value of this liability was valued based upon the price of the REIT s trust Units at the reporting date. The fair value loss was recognized in the statement of income for the 2010 comparative period. In addition, LP Class B units, are classified as a financial liability in accordance with IFRS standards and as a result is recorded at their fair value at each reporting date. In $ OOO's Fair value gain(loss) on financial liabilities: 3 Months December 31, Months Months Months 2010 Deferred unit compensation plan $(254) $13 $(773) $4 Option plan (214) - (338) - Conversion feature of convertible debenture 3, ,746 1,740 LP Class B unit liability (226) - (226) (10) Trust units classified as financial liability - 52,,,,,, 1, Fair value gain (loss) on financial liabilities $2,786 $2,602 $409 $2,324 DISTRIBUTION EXPENSE Prior to December 29, 2010, the mandatory requirement to distribute taxable income under the Trust s Declaration of Trust constituted a contractual obligation. Accordingly, for the time period prior to December 29, 2010, distributions to Unitholders are categorized as an expense. Distributions to holders of the LP Class B units are categorized as an expense. Distributions earned on the deferred unit plan, which is classified as a liability, are recorded as distribution expense for three and nine month periods ending December 31 th. 17

19 PERFORMANCE MEASURES Management believes that Funds from Operations (FFO), Adjusted Funds from Operations (AFFO) and Distributable Income (DI) are key measures for real estate investment trusts. As all three measures exclude the fair value adjustments on investment properties and gains and losses from property dispositions, it provides an operating performance measure that, when compared period over period, reflects the impact on operations of trends in occupancy levels, rental rates, operating costs and realty taxes, acquisition activities and interest costs, and provides a perspective of the financial performance that is not immediately apparent from net income determined in accordance with IFRS. FFO Reconciliation In $000 s, except per Unit amounts and Units outstanding 3 Months Months Months Months 2010 Net income $27,401 $20,775 $39,270 $37,123 Add (deduct): (Gain) loss on sale of investment property Fair value adjustments on investment property (25,623) (18,370) (37,002) (38,075) Adjustment to carrying value of convertible debt 1,982-1,982 - Unrealized (gain) loss on financial instruments (2,786) (2,602) (409) (2,324) Interest expense on redeemable units classified as liabilities ,331 Funds from operations $1,324 $631 $4,300 $232 Funds from operations per Unit $0.04 $0.02 $0.13 $0.01 Weighted average Units outstanding 34,000,871 32,193,796 32,828,867 30,172,250 AFFO Reconciliation In $000 s, except per Unit amounts and Units outstanding 3 Months Months Months Months 2010 Funds from operations $1,324 $631 $4,300 $232 Add (deduct): Maintenance capital investment (430) (450) (1,771) (1,810) Accretion of discount and amortization of deferred finance cost on convertible debt ,814 1,646 Amortization of deferred finance cost and premiums on assumed debt , Amortization of tenant inducements Unit based compensation , Adjusted Funds from operations (AFFO) $2,030 $839 $7,048 $1,135 AFFO per Unit $0.06 $0.03 $0.21 $0.04 Weighted average Units outstanding 34,000,871 32,193,796 32,828,867 30,172,250 18

20 DI Reconciliation In $000 s, except per Unit amounts and Units outstanding 3 Months 3 Months 12 Months 12 Months Net income $27,401 $20,775 $39,270 $37,123 Add items not affecting cash: Interest expense on redeemable units classified as liabilities ,331 Amortization of furniture and fixtures Accretion of discount and amortization of deferred finance cost on convertible debt ,814 1,646 Amortization of deferred finance costs and premiums on assumed debt , Unit based compensation , Loss on sale of investment property Adjustment to carrying value of convertible debt 1,982-1,982 - Less: Amortization of deferred finance charges post December 6, Maintenance capital expenditures 1,538 1,788 3,454 4,155 Unrealized gain on financial instruments 2,786 2, ,324 Fair value gain on investment properties 25,688 18,370 37,067 38,075 Distributable income $572 $(681) $4,164 $(1,847) Distributable income per Unit $0.02 $(0.02) $0.13 $(0.06) Weighted average Units outstanding 34,000,871 32,193,796 32,828,867 30,172,250 WEIGHTED AVERAGE NUMBER OF UNITS The following table sets forth the weighted average number of Units outstanding: 3 Months Months Months Months 2010 Trust units 33,863,023 32,193,796 32,794,122 29,920,861 LP Class B units 137,848-34, ,389 Weighted average units outstanding (WAU) 34,000,871 32,193,796 32,828,867 30,172,250 19

21 INVESTMENT PROPERTIES The following chart shows the changes in investment properties from 2010 to In $ OOO's 2011 Balance, 2010 $332,379 Acquisitions 15,823 Property capital investments 15,887 Fair value gains 37,002 Dispositions (27,846) Total Investment properties $373,245 Properties held for sale (9,606) $363,639 The trust acquired three properties (242 suites) for $15.8 million during the twelve month period ended 2011 and sold nineteen properties (431 suites) with a carrying value of $27.8 million. The fair value of the properties as at 2011, was determined based on the Trust s internal valuation model incorporating market evidence and valuations performed by third-party appraisers. For the year ended 2011, a fair value gain of 37 million was recorded its financial statements as a result of changes in the fair value of investment properties. For the twelve month period ended 2011, the Trust invested $15.9 million in its investment properties, including $1.7 million spent on properties acquired during the year, compared to $20.6 million in the same period last year. The capital expenditures for the year are categorized in the following graph. Capital Expenditures Suite Improvements 22% Mechanical 17% Appliances 3% Building Improvements 58% 20

22 UNITHOLDERS' EQUITY The following chart shows the changes in reported Unitholders equity from 2010 to Summary of Unitholders Capital Contributions Units Amount ($ 000 s) ,247,518 $48,049 Units issued under prospectus 10,723,733 30,428 Units issued under the distribution reinvestment plan 391, Units issued under the deferred unit plan 101, ,464,465 $79,459 As at 2011 there were 43,464,465 Units issued and outstanding. DISTRIBUTIONS The Trust is currently making monthly distributions of $0.01 per Unit. For the year ended 2011, the Trust s Distributable Income was $0.13 per unit, compared to negative $0.06 for the year ended 2010, while the distributions were $0.12 per unit for both years. LIQUIDITY AND CAPITAL RESOURCES InterRent REIT s overall debt level was at 51.8% of Gross Book Value ( GBV ) at GBV is a non-ifrs term that is defined in the DOT and includes all operations. The following chart sets out the Trust's computed debt to GBV: In $ OOO's Total assets per Balance Sheet $406,349 $336,294 Mortgages payable and vendor take-back loans $172,241 $166,774 Debenture 25,000 25,000 Lines of credit and bank indebtedness - 4,206 Total debt $197,241 $195,980 Debt to GBV 48.5% 58.3% With a DOT limit of 75% of Debt-to-Gross Book Value, InterRent REIT has the ability to further leverage the existing portfolio to assist with future investment in new assets. The Trust is conscious of the current credit environment and how this affects the ability of the Trust to grow. The Trust is focusing its efforts on internal growth and producing improved operating results from the current portfolio. Properties that are not performing to the expectations of the Trust will be evaluated and may eventually be sold. Proceeds from the sale of these properties may be used for future acquisitions, capital improvements or to reduce debt. As at 2011, InterRent REIT had a $1.2 million demand operating facility with a Canadian chartered bank bearing interest at 1% above the prime lending rate. This line of credit is secured by collateral mortgages on thirteen of the Trust s properties. As at 2011, the Trust had utilized nil of this facility. In addition, InterRent REIT had a $9.6 million operating facility with a financial institution bearing interest at 2.0% above the prime bank lending rate. This line of credit is secured by collateral mortgages on ten of the Trust s properties. As at 2011, the Trust had utilized nil of this facility. 21