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Columbia Real Estate Management, LLC, a subsidiary of the Company following the Transaction (“Columbia REM”), entered into a sublease agreement with Senlac Ridge Partners, LLC (“Senlac Ridge”), providing for the sublease from Senlac Ridge of a portion of a certain piece of real property used by Columbia REM for a two-year period ending January 24, 2022. Mr. Wentworth holds a 33.33% membership interest in Senlac Ridge. The total amount of the base rent payments to be made by Columbia REM to Senlac Ridge under the sublease is $737,587. The Company believes the terms of the sublease are comparable to similar arrangements with other landlords in relevant markets.

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Columbia REM entered into a series of sub-management agreements with Senlac Property Management, LLC (“Senlac PM”) to provide specified property management services for certain properties previously managed by Normandy where management was not directly transferred to Columbia OP or its subsidiaries pursuant to the Contribution Agreement. The sub-management agreements are for three-year terms ending January 24, 2023. Mr. Wentworth holds an indirect 33.33% membership interest in Senlac PM. In addition, Columbia REM and Columbia OP jointly agreed to indemnify Mr. Wentworth for any losses suffered by him under any non-recourse carveout guaranty, environmental indemnity or similar agreement made by Mr. Wentworth in connection with any loan secured by all or any potion of certain of the sub-managed properties to the extent such losses arise out of or are related to any negligent act or negligent omission by Columbia REM or its affiliates under the sub-management agreements. Assuming that all properties subject to a sub-management agreement are held for the full three-year term and based on 2020 budgets, it is currently expected that the total amount of the payments to be made by Senlac PM to Columbia REM under the sub-management agreements will be approximately $2,974,830. The Company believes the terms of the sub-management agreements are comparable to similar arrangements with other property managers in relevant markets.

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Columbia OP acquired all of the equity interests in Normandy Venture Partners III, LLC (“NVP III”) and Normandy Venture Partners IV, LLC (“NVP IV”), which ultimately hold the general partnership interests in Normandy Real Estate Fund III, LP (“Normandy Fund III”), Normandy Real Estate Fund IV, LP (“Normandy Fund IV”), and Normandy Opportunity Zone Fund, LP (“Normandy OZF”), respectively, in addition to joint venture-level promotes received with respect to investments of Normandy Fund III, Normandy Fund IV and Normandy OZF. Under the limited partnership agreements for each of Normandy Fund III, Normandy Fund IV, and Normandy OZF, Mr. Wentworth is entitled, indirectly, to receive certain carried interest payments

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Under the terms of the Contribution Agreement, Mr. Wentworth or his designee has the opportunity, but not the obligation, to provide up to 20% of the capital for certain specified properties that are currently being considered by Normandy OZF, on the same terms that Normandy OZF invests. It is not currently possible to estimate the amount of such investments or if such investments will be made by Mr. Wentworth or his designees. Furthermore, the Contribution Agreement provides that Normandy OZF will have the opportunity to invest up to 50% of the capital in an investment that is currently being considered by Senlac Ridge on such terms as negotiated between Senlac Ridge and Normandy OZF. It is not currently possible to estimate the amount of such investment or if such investment will be made by Normandy OZF.

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Under the terms of the Contribution Agreement and related agreements entered in connection with the closing of the Transaction (collectively, the “Transaction Agreements”), Mr. Wentworth and certain other parties to the Transaction Agreements may be required to indemnify the Company for breaches of certain representations and warranties and other matters contained in the Transaction Agreements. It is not currently possible to estimate the amount or timing of any indemnification payments.

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In connection with the issuance of the Series A Convertible, Perpetual Preferred Units (the “Preferred OP Units”) of Columbia OP in the Transaction, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with the holders of the Preferred OP Units relating to the shares of the Company’s common stock underlying the Preferred OP Units (the “registrable securities”). The Registration Rights Agreement provides that the Company will file a registration statement registering the resale of all the registrable securities and also provides for certain other registration rights to the holders of the registrable securities. Mr. Wentworth is a party to the Registration Rights Agreement, which provides Mr. Wentworth with certain registration rights with respect to his registrable securities.

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