IIPR Files 8-K: Material Agreement, Financials

TL;DR

IIPR signed a big deal on Aug 6th, filing an 8-K with financials. Check it out.

AI Summary

Innovative Industrial Properties, Inc. (IIPR) entered into a material definitive agreement on August 6, 2025. The filing also includes Regulation FD disclosures and financial statements/exhibits. The company, previously known as Innovative Greenhouse Properties Inc., is incorporated in Maryland and headquartered in Park City, UT.

Why It Matters

This 8-K filing indicates a significant new agreement for IIPR, which could impact its real estate portfolio and future revenue streams. Investors should review the details of the agreement and any associated financial implications.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, and the specifics of this agreement are not detailed in the provided excerpt, necessitating further review.

Key Numbers

• 001-37949 — Commission File Number (Identifies the company's SEC filing history)
• 81-2963381 — IRS Employer Identification No. (Company's tax identification number)

Key Players & Entities

• Innovative Industrial Properties, Inc. (company) — Registrant
• August 6, 2025 (date) — Date of earliest event reported
• Innovative Greenhouse Properties Inc. (company) — Former company name
• Maryland (jurisdiction) — State of incorporation
• Park City, UT (location) — Business address city and state

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share IIPR New York Stock Excha
• $170.0 million — h IIP OP has agreed to: purchase up to $170.0 million of Preferred Stock (as defined below) o
• $1,000 — rporation (" IQHQ REIT ") at a price of $1,000 per share and corresponding warrants to
• $100.0 million — Q REIT's parent entity; and provide a $100.0 million commitment, as a member of a lender syn
• $0.01 — e Redeemable Preferred Stock, par value $0.01 per share, of IQHQ REIT (the " Series G
• $1,560 — price per share equal to the greater of $1,560 or the then-current Base Amount of the
• $400.0 million — he RCF by all lender parties thereto to $400.0 million. The other lenders under the RCF will i
• $20.0 million — ease their commitments by an additional $20.0 million each when IIP OP has fully funded its c
• $440.0 million — Purchase Agreement, for an aggregate of $440.0 million to be funded under the RCF by the lende

Filing Documents

• tm2523021d1_8k.htm (8-K) — 65KB
• tm2523021d1_ex10-1.htm (EX-10.1) — 510KB
• tm2523021d1_ex99-1.htm (EX-99.1) — 18KB
• 0001104659-25-076830.txt ( ) — 927KB
• iipr-20250806.xsd (EX-101.SCH) — 3KB
• iipr-20250806_def.xml (EX-101.DEF) — 26KB
• iipr-20250806_lab.xml (EX-101.LAB) — 36KB
• iipr-20250806_pre.xml (EX-101.PRE) — 25KB
• tm2523021d1_8k_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On August 6, 2025, Innovative Industrial Properties, Inc. (the " Company ") through its operating partnership, IIP Operating Partnership, LP (" IIP OP ") entered into a Securities Purchase Agreement (the " Securities Purchase Agreement " or " SPA "), which, together with certain exhibits thereto, collectively sets forth the terms and conditions pursuant to which IIP OP has agreed to: purchase up to $170.0 million of Preferred Stock (as defined below) of IQHQ, Inc., a Maryland corporation (" IQHQ REIT ") at a price of $1,000 per share and corresponding warrants to purchase common equity units of IQHQ Holdings, LP, a Delaware limited partnership (" Holdings ") and IQHQ REIT's parent entity; and provide a $100.0 million commitment, as a member of a lender syndicate, to IQHQ, LP (" IQHQ OP "), the operating partnership of IQHQ REIT, for a revolving credit facility with an initial term of three years and which can be extended for an additional 12 months upon payment of an extension fee and satisfaction of certain conditions. Certain members of the Company's board of directors own equity interests of IQHQ REIT and its affiliates. No Company director individually owns, nor do the Company directors own collectively, more than 1.0% of the outstanding equity interests of IQHQ REIT or its affiliates. Alan Gold, the Company's Executive Chairman, served as Executive Chairman of IQHQ REIT from December 2018 until December 2024. Gary Kreitzer, the Vice Chairman of the Company's board of directors, served as Vice Chairman and a member of the compensation committee of IQHQ REIT from December 2018 until December 2024. No other executive officer or director of the Company has held a position with IQHQ REIT or any of its affiliates. Set forth below is a summary of the Securities Purchase Agreement and other material agreements to be entered into by IIP OP and its affiliates in connection with the closing of the foregoing tran

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure . On August 6, 2025, the Company issued a press release announcing that it had entered into the Securities Purchase Agreement. A copy of the press release is filed as Exhibit 99.1 hereto and incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Description of Exhibit 10.1* Securities Purchase Agreement, dated August 6, by and among IIP Operating Partnership, LP, IQHQ Holdings, LP and IQHQ, Inc. 99.1 Press release dated August 6, 2025. 104 Cover Page Interactive Data File (embedded within the XBRL document). *Certain schedules and exhibits omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains statements that the Company believes to be "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than historical facts are forward-looking statements. When used in this report, words such as the Company or IIP OP "expects," "intends," "plans," "estimates," "anticipates," "believes" or "should" or the negative thereof or similar terminology are generally intended to identify forward-looking by the Securities Purchase Agreement and the exhibits thereto; the ability to complete the proposed transaction when expected or at all due to the failure to satisfy closing conditions or otherwise; and the Company's ability to fund the proposed transaction and anticipated funding sources. These forward-looking statements are based on current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, such statements. Factors that could cause results to differ from those projected or assumed in any forward-looking statement include, but are not limited to, the risk factors discussed in the Company's most recent Annual Report on Form 10-K for the year ended December 31, 2024, as updated by the Company's subsequent reports filed with the Securities and Exchange Commission. Investors should not place undue reliance upon forward-looking statements. The Company disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: August 12, 2025 INNOVATIVE INDUSTRIAL PROPERTIES, INC. By: /s/ David Smith Name: David Smith Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR