Knowledge Realty Trust IPO

We have not executed binding agreements with respect to the Initial Portfolio Acquisition Transactions and for the proposed management framework for our Portfolio and our ability to consummate these transactions will impact the size of the Issue and the ability of the Manager to complete this Issue. Further, we will assume existing liabilities in relation to our Portfolio, which if realized may impact the trading price of the units and our profitability and ability to make distributions.

Our actual results may be materially different from the expectations expressed or implied, or Projections, included in this Draft Offer Document. Accordingly, investors should not place undue reliance on, or base their investment decision solely on this information.

We do not provide any assurance or guarantee of any distributions to the Unitholders. We may not be able to make distributions to Unitholders in the manner described in this Draft Offer Document or at all, and the level of distributions may decrease.

After the completion of the Issue and the listing of the Units, we may obtain external debt financing to repay a portion of the debt of our Portfolio and to finance our Portfolio's business and financing requirements. The terms of this financing may limit our ability to make distributions to the Unitholders.

We may utilize a significant amount of debt in the operation of our business, and our cash flows and operating results could be adversely affected by required repayments or related interest and other risks of our debt financing. Our inability to service debt may impact distributions to Unitholders.

The SEBI REIT Regulations impose restrictions on the investments made by us and require us to adhere to certain investment conditions, which may limit our ability to acquire and/or dispose of assets or explore new opportunities.

The holding and financing structure of certain entities within our Portfolio may not be tax efficient.

The Knowledge Realty Trust has a limited operating history and may not be able to operate our business successfully or generate sufficient cash flows to make or sustain distributions. Further, the Special Purpose Combined Financial Statements are prepared for this Draft Offer Document and may not necessarily be representative of our actual consolidated financial position, results of operation and cash flows for such periods.

Our business, revenues and profitability are dependent on the performance of the commercial real estate market in India, particularly in our Portfolio Core Markets. Fluctuations in the general economic, market and other conditions may affect the commercial real estate market in India and in turn, our ability to lease our Portfolio Assets to tenants on favorable terms.

We depend on the leasing activities at certain key Portfolio Assets for a significant portion of our revenue, which collectively contributed to 65.40% of our revenue from operations for the six months ended September 30, 2024, and any adverse developments affecting such key Portfolio Assets could have an adverse effect on our business, results of operations and financial condition.