PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
In 2006, ARE-East River Science Park, LLC, a subsidiary of Alexandria Real Estate Equities, Inc., was granted an option to
incorporate a land parcel adjacent to and north of the Alexandria Center® for Life Science – New York City (“ACLS-NYC”) campus
(“Option Parcel”) into the existing ground lease of that campus. The Option Parcel will allow ARE-East River Science Park, LLC to
develop a future world-class life science building within the ACLS-NYC campus. ARE-East River Science Park, LLC’s investment in pre-
construction costs related to the development of the Option Parcel, including costs related to design, engineering, environmental,
survey/title, and permitting and legal costs, aggregate $165.1 million as of September 30, 2024.
On August 6, 2024, ARE-East River Science Park, LLC filed a lawsuit in the United States District Court for the Southern
District of New York against its landlord, New York City Health + Hospitals Corporation (“H+H”), and the New York City Economic
Development Corporation (“EDC”). The lawsuit alleges two principal claims against H+H and EDC: fraud in the inducement, and, in the
alternative, breach of contract in violation of the implied covenant of good faith and fair dealing. As alleged in the complaint, ARE-East
River Science Park, LLC’s claims arise from H+H’s and EDC’s misrepresentations and concealment of material facts in connection with
a floodwall, which H+H and EDC are seeking to require ARE-East River Science Park, LLC to integrate into the development of the
Option Parcel. ARE-East River Science Park, LLC alleges that H+H’s and EDC’s misconduct have prevented it from commencing the
development of the Option Parcel. In light of the pending litigation, the closing date for the option and thus the commencement date for
construction of the third tower at the campus are presently indeterminate. Among other things, ARE-East River Science Park, LLC is
seeking significant damages and equitable relief to maintain the option.
This matter exposes us to potential losses ranging from zero to the full amount of the investment in the project aggregating
$165.1 million as of September 30, 2024, depending on any collection of damages and/or the ability to develop the project. We
performed a probability-weighted recoverability analysis based on initial estimates of various possible outcomes and determined no
impairment was present as of September 30, 2024.
ITEM 1A. RISK FACTORS
In addition to the information set forth in this quarterly report on Form 10-Q, one should also carefully review and consider the
information contained in the other reports and periodic filings that we make with the SEC, including, without limitation, the information
contained under the caption “Item 1A. Risk factors” in our annual report on Form 10-K for the year ended December 31, 2023. Those
risk factors could materially affect our business, financial condition, and results of operations. The risks that we describe in our public
filings are not the only risks that we face. Additional risks and uncertainties not currently known to us, or that we presently deem to be
immaterial, also may materially adversely affect our business, financial condition, and results of operations.
There have been no material changes in our risk factors from those disclosed under the caption “Item 1A. Risk factors” in our
annual report on Form 10-K for the year ended December 31, 2023, except for the following updates:
The increased use of artificial intelligence (“AI”) and automation in life science research and development
(“R&D”) activities may change the uses, space configurations and tenant requirements for our laboratory properties
in currently unforeseen ways.
In recent years, some life science companies have augmented their traditional laboratory-based R&D efforts by
integrating AI, cloud computing, quantum computing and other advanced computational technologies into their R&D programs.
It is expected that such technologies will accelerate and streamline a number of R&D functions, including, for example, through
the targeted design and evaluation of clinical trials and the efficient identification of the most promising drug development
candidates from among multiple possible drugs. In addition, life science companies, like companies in many other industries,
are increasingly integrating new technologies, such as robotics and advanced automation of recurring tasks, into their
businesses, including their R&D activities. It is widely thought that the life science and healthcare industries, like most
industries, are in only the early stages of an advanced technology revolution that may have profound, and largely currently
unknown, impacts on their businesses, including the processes and strategies underlying R&D and commercialization of new
products.
We have always strived to provide our tenants with state-of-the-art laboratory facilities incorporating cutting-edge
infrastructure features (including energy delivery, environmental, sustainability, security, and waste disposal features) to enable
our tenants to perform at the highest levels. It is currently unknown how the ongoing adoption of advanced technologies and
automation in the life science industry will impact the optimal space configurations and infrastructure features of the “laboratory
of the future,” and we may face new tenant requirements and requests that will require significant expenditures that may not be
entirely recoverable through increased rents. For example, the adoption of AI by our tenants may lead to infrastructure
requirements that our buildings currently do not accommodate, such as increased power needs due to high-performance
computing. Infrastructure upgrades may necessitate substantial capital expenditures and could potentially impact the
environmental footprint of our building operations.