UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 001-37616

THE RMR GROUP INC.

(Exact Name of Registrant as Specified in Its Charter)

Maryland	47-4122583
(State of Organization)	(IRS Employer Identification No.)

Two Newton Place, 255 Washington Street, Suite 300, Newton, MA 02458-1634

(Address of Principal Executive Offices)                            (Zip Code)

Registrant’s Telephone Number, Including Area Code 617-796-8230

Securities registered pursuant to Section 12(b) of the Act:

Title Of Each Class	Trading Symbol	Name Of Each Exchange On Which Registered
Class A common stock, $0.001 par value per share	RMR	The Nasdaq Stock Market LLC
		(Nasdaq Capital Market)

Indicate by check mark whether the registrant:  (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ☒   No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes ☒   No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided in Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  No ☒

As of July 29, 2024, there were 15,724,803 shares of Class A common stock, par value $0.001 per share, 1,000,000 shares of Class B-1 common stock, par value $0.001 per share, and 15,000,000 shares of Class B-2 common stock, par value $0.001 per share outstanding.

THE RMR GROUP INC.

FORM 10-Q

June 30, 2024

Table of Contents

		Page
PART I.	Financial Information
Item 1.	Financial Statements (unaudited)
	Condensed Consolidated Balance Sheets — June 30, 2024 and September 30, 2023	3
	Condensed Consolidated Statements of Income — Three and Nine Months Ended June 30, 2024 and 2023	4
	Condensed Consolidated Statements of Shareholders’ Equity — Three and Nine Months Ended June 30, 2024 and 2023	5
	Condensed Consolidated Statements of Cash Flows — Nine Months Ended June 30, 2024 and 2023	7
	Notes to Unaudited Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	36
Item 4.	Controls and Procedures	36
	Warning Concerning Forward-Looking Statements	37
PART II.	Other Information
Item 1A.	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38
Item 6.	Exhibits	39
	Signatures	40

2

PART I. Financial Information

Item 1. Financial Statements

The RMR Group Inc.

Condensed Consolidated Balance Sheets

(dollars in thousands, except per share amounts)

(unaudited)

	June 30,		September 30,
	2024		2023
Assets
Cash and cash equivalents held by The RMR Group Inc.	$	25,368	$	26,802
Cash and cash equivalents held by The RMR Group LLC	182,608		241,187
Due from related parties	98,697		111,323
Prepaid and other current assets	8,616		6,997
Total current assets	315,289		386,309
Property and equipment, net of accumulated depreciation of $3,421 and $3,212, respectively	15,910		5,446
Due from related parties, net of current portion	4,882		7,261
Equity method investments	21,658		18,651
Goodwill	71,620		1,859
Intangible assets, net of accumulated amortization of $2,876 and $983, respectively	19,593		167
Operating lease right of use assets	28,254		29,032
Deferred tax asset	16,675		18,220
Other assets, net of accumulated amortization of $85,386 and $78,324, respectively	108,417		115,479
Total assets	$	602,298	$	582,424
Liabilities and Equity
Reimbursable accounts payable and accrued expenses	$	64,618	$	77,924
Accounts payable and accrued expenses	42,614		22,578
Current portion of Earnout liability	2,591		—
Operating lease liabilities	6,017		5,068
Total current liabilities	115,840		105,570
Operating lease liabilities, net of current portion	23,052		25,044
Amounts due pursuant to tax receivable agreement, net of current portion	20,886		20,886
Employer compensation liability, net of current portion	4,882		7,261
Earnout liability, net of current portion	11,192		—
Mortgage note payable	4,789		—
Total liabilities	180,641		158,761
Commitments and contingencies
Equity:
Class A common stock, $0.001 par value; 31,950,000 shares authorized; 15,729,473 and 15,712,007 shares issued and outstanding, respectively	16		16
Class B-1 common stock, $0.001 par value; 1,000,000 shares authorized, issued and outstanding	1		1
Class B-2 common stock, $0.001 par value; 15,000,000 shares authorized, issued and outstanding	15		15
Additional paid in capital	118,454		116,010
Retained earnings	430,890		413,096
Cumulative common distributions	(309,969)		(289,072)
Total shareholders’ equity	239,407		240,066
Noncontrolling interest in The RMR Group LLC	181,833		183,597
Noncontrolling interest in consolidated entity	417		—
Total noncontrolling interests	182,250		183,597
Total equity	421,657		423,663
Total liabilities and equity	$	602,298	$	582,424

See accompanying notes.

3

The RMR Group Inc.

Condensed Consolidated Statements of Income

(amounts in thousands, except per share amounts)

(unaudited)

	Three Months Ended				Nine Months Ended
	June 30,				June 30,
	2024		2023		2024		2023
Revenues:
Management services	$	47,769	$	45,872	$	141,323	$	141,490
Termination and incentive fees	370		45,474		729		45,474
Advisory services	1,127		1,141		3,378		3,371
Total management, termination, incentive and advisory services revenues	49,266		92,487		145,430		190,335
Reimbursable compensation and benefits	22,786		15,235		62,243		44,441
Reimbursable equity based compensation	1,088		1,622		3,657		7,143
Other reimbursable expenses	132,339		170,881		473,569		497,465
Total reimbursable costs	156,213		187,738		539,469		549,049
Total revenues	205,479		280,225		684,899		739,384
Expenses:
Compensation and benefits	45,031		34,239		123,971		102,039
Equity based compensation	1,614		2,100		5,143		8,719
Separation costs	771		1,064		4,725		2,002
Total compensation and benefits expense	47,416		37,403		133,839		112,760
General and administrative	11,404		9,575		32,556		28,198
Other reimbursable expenses	132,339		170,881		473,569		497,465
Transaction and acquisition related costs	915		1,196		7,230		1,196
Depreciation and amortization	1,234		281		2,880		821
Total expenses	193,308		219,336		650,074		640,440
Operating income	12,171		60,889		34,825		98,944
Change in fair value of Earnout liability	1,064		—		764		—
Interest income	2,638		2,833		8,669		6,837
Gain on equity method investments	188		663		4,800		23,513
Income before income tax expense	16,061		64,385		49,058		129,294
Income tax expense	(3,657)		(9,214)		(8,415)		(18,581)
Net income	12,404		55,171		40,643		110,713
Net income attributable to noncontrolling interest in The RMR Group LLC	(7,482)		(30,530)		(22,876)		(61,262)
Net loss attributable to noncontrolling interest in consolidated entity	13		—		27		—
Net income attributable to The RMR Group Inc.	$	4,935	$	24,641	$	17,794	$	49,451
Weighted average common shares outstanding - basic	16,542		16,435		16,522		16,416
Weighted average common shares outstanding - diluted	16,542		16,435		16,522		31,431
Net income attributable to The RMR Group Inc. per common share - basic	$	0.29	$	1.48	$	1.06	$	2.98
Net income attributable to The RMR Group Inc. per common share - diluted	$	0.29	$	1.48	$	1.06	$	2.97

Substantially all revenues are earned from related parties. See accompanying notes.

4

The RMR Group Inc.

Condensed Consolidated Statements of Shareholders’ Equity

(dollars in thousands)

(unaudited)

															Noncontrolling Interests in:
	Class A Common Stock		Class B-1 Common Stock		Class B-2 Common Stock		Additional Paid In Capital		Retained Earnings		Cumulative Common Distributions		Total Shareholders' Equity		The RMR Group LLC		Consolidated Entity		Total Equity
Balance at September 30, 2023	$	16	$	1	$	15	$	116,010	$	413,096	$	(289,072)	$	240,066	$	183,597	$	—	$	423,663
Share awards, net	—		—		—		588		—		—		588		—		—		588
Net income	—		—		—		—		6,997		—		6,997		8,531		(2)		15,526
Tax distributions to member	—		—		—		—		—		—		—		(4,102)		—		(4,102)
Common share distributions	—		—		—		—		—		(6,684)		(6,684)		(4,800)		—		(11,484)
Acquisition of MPC Partnership Holdings LLC	—		—		—		—		—		—		—		—		444		444
Balance at December 31, 2023	16		1		15		116,598		420,093		(295,756)		240,967		183,226		442		424,635
Share awards, net	—		—		—		1,356		—		—		1,356		—		—		1,356
Net income	—		—		—		—		5,862		—		5,862		6,863		(12)		12,713
Tax distributions to member	—		—		—		—		—		—		—		(3,059)		—		(3,059)
Common share distributions	—		—		—		—		—		(6,684)		(6,684)		(4,800)		—		(11,484)
Balance at March 31, 2024	16		1		15		117,954		425,955		(302,440)		241,501		182,230		430		424,161
Share awards, net	—		—		—		500		—		—		500		—		—		500
Net income	—		—		—		—		4,935		—		4,935		7,482		(13)		12,404
Tax distributions to member	—		—		—		—		—		—		—		(3,079)		—		(3,079)
Common share distributions	—		—		—		—		—		(7,529)		(7,529)		(4,800)		—		(12,329)
Balance at June 30, 2024	$	16	$	1	$	15	$	118,454	$	430,890	$	(309,969)	$	239,407	$	181,833	$	417	$	421,657

See accompanying notes.

5

The RMR Group Inc.

Condensed Consolidated Statements of Shareholders’ Equity (Continued)

(dollars in thousands)

(unaudited)

															Noncontrolling Interests in:
	Class A Common Stock		Class B-1 Common Stock		Class B-2 Common Stock		Additional Paid In Capital		Retained Earnings		Cumulative Common Distributions		Total Shareholders' Equity		The RMR Group LLC		Consolidated Entity		Total Equity
Balance at September 30, 2022	$	16	$	1	$	15	$	113,136	$	355,949	$	(262,496)	$	206,621	$	163,118	$	—	$	369,739
Share awards, net	—		—		—		594		—		—		594		—		—		594
Net income	—		—		—		—		6,337		—		6,337		7,903		—		14,240
Tax distributions to member	—		—		—		—		—		—		—		(3,839)		—		(3,839)
Common share distributions	—		—		—		—		—		(6,642)		(6,642)		(4,800)		—		(11,442)
Balance at December 31, 2022	16		1		15		113,730		362,286		(269,138)		206,910		162,382		—		369,292
Share awards, net	—		—		—		1,015		—		—		1,015		—		—		1,015
Net income	—		—		—		—		18,473		—		18,473		22,829		—		41,302
Tax distributions to member	—		—		—		—		—		—		—		(4,545)		—		(4,545)
Common share distributions	—		—		—		—		—		(6,641)		(6,641)		(4,800)		—		(11,441)
Balance at March 31, 2023	16		1		15		114,745		380,759		(275,779)		219,757		175,866		—		395,623
Share awards, net	—		—		—		734		—		—		734		—		—		734
Net income	—		—		—		—		24,641		—		24,641		30,530		—		55,171
Tax distributions to member	—		—		—		—		—		—		—		(14,715)		—		(14,715)
Common share distributions	—		—		—		—		—		(6,648)		(6,648)		(4,800)		—		(11,448)
Balance at June 30, 2023	$	16	$	1	$	15	$	115,479	$	405,400	$	(282,427)	$	238,484	$	186,881	$	—	$	425,365

See accompanying notes.

6

The RMR Group Inc.

Condensed Consolidated Statements of Cash Flows

(dollars in thousands)

(unaudited)

	Nine Months Ended June 30,
	2024		2023
Cash Flows from Operating Activities:
Net income	$	40,643	$	110,713
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization	2,880		821
Straight line office rent	(265)		(235)
Amortization expense related to other assets	7,062		7,062
Provision (benefit) for deferred income taxes	1,545		(1,466)
Change in fair value of Earnout liability	(764)		—
Operating expenses paid in The RMR Group Inc. common shares	2,594		2,522
Distributions from investments	1,793		1,623
Gain on equity method investments	(4,800)		(23,513)
Changes in assets and liabilities:
Due from related parties	17,757		243
Prepaid and other current assets	(246)		(1,114)
Reimbursable accounts payable and accrued expenses	(13,306)		(5,958)
Accounts payable and accrued expenses	12,176		22,994
Net cash from operating activities	67,069		113,692
Cash Flows from Investing Activities:
Acquisition of MPC Partnership Holdings LLC, net of cash acquired	(78,771)		—
Purchase of property and equipment	(2,624)		(3,227)
Proceeds from sale of TravelCenters of America Inc. common shares	—		53,479
Net cash (used in) provided by investing activities	(81,395)		50,252
Cash Flows from Financing Activities:
Distributions to noncontrolling interests	(24,640)		(37,499)
Distributions to common shareholders	(20,897)		(19,931)
Repurchase of common shares	(150)		(179)
Net cash used in financing activities	(45,687)		(57,609)
(Decrease) increase in cash and cash equivalents	(60,013)		106,335
Cash and cash equivalents at beginning of period	267,989		189,088
Cash and cash equivalents at end of period	$	207,976	$	295,423
Supplemental Disclosures:
Income taxes paid	$	8,362	$	16,978
Non-cash investing and financing activities:
Recognition of right of use assets and related lease liabilities	$	3,157	$	4,119
Recognition of Earnout liability	$	14,547	$	—
Write-off of fully depreciated property and equipment	$	778	$	391
Assumption of mortgage note payable	$	5,429	$	—

7

RMR Group Inc.

Condensed Consolidated Statements of Cash Flows (Continued)

(dollars in thousands)

(unaudited)

Supplemental Reconciliation of Cash and Cash Equivalents:

The following table provides a reconciliation of cash and cash equivalents reported within the consolidated balance sheets to the amounts shown in the consolidated statements of cash flows:

	June 30,
	2024		2023
Cash and cash equivalents held by The RMR Group Inc.	$	25,368	$	25,897
Cash and cash equivalents held by The RMR Group LLC	182,608		269,526
Total cash and cash equivalents shown in the statements of cash flows	$	207,976	$	295,423

See accompanying notes.

8

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

(dollars in thousands, except per share amounts)

Note 1. Organization

The RMR Group Inc., or RMR Inc., is a holding company and substantially all of its business is conducted by its majority owned subsidiary, The RMR Group LLC, or RMR LLC. RMR Inc. is a Maryland corporation and RMR LLC is a Maryland limited liability company. RMR Inc. serves as the sole managing member of RMR LLC and, in that capacity, operates and controls the business and affairs of RMR LLC. In these condensed consolidated financial statements, unless otherwise indicated, “we”, “us” and “our” refer to RMR Inc. and its direct and indirect subsidiaries, including RMR LLC.

As of June 30, 2024, RMR Inc. owned 15,729,473 class A membership units of RMR LLC, or Class A Units, and 1,000,000 class B membership units of RMR LLC, or Class B Units. The aggregate RMR LLC membership units RMR Inc. owns represented 52.7% of the economic interest of RMR LLC as of June 30, 2024. We refer to economic interest as the right of a holder of a Class A Unit or Class B Unit to share in distributions made by RMR LLC and, upon liquidation, dissolution or winding up of RMR LLC, to share in the assets of RMR LLC after payments to creditors. A wholly owned subsidiary of ABP Trust, a Maryland statutory trust, owns 15,000,000 redeemable Class A Units, representing 47.3% of the economic interest of RMR LLC as of June 30, 2024, which is presented as noncontrolling interest in The RMR Group LLC within the condensed consolidated financial statements. Adam D. Portnoy, the Chair of our Board, one of our Managing Directors and our President and Chief Executive Officer, is the sole trustee of ABP Trust, and owns all of ABP Trust’s voting securities.

RMR LLC provides management services to four publicly traded equity real estate investment trusts, or REITs: Diversified Healthcare Trust, or DHC, which owns medical office and life science properties, senior living communities and other healthcare related properties; Industrial Logistics Properties Trust, or ILPT, which owns and leases industrial and logistics properties; Office Properties Income Trust, or OPI, which owns and leases office properties primarily to single tenants and those with high credit quality characteristics; and Service Properties Trust, or SVC, which owns a diverse portfolio of hotels and service-focused retail net lease properties. DHC, ILPT, OPI and SVC are collectively referred to as the Managed Equity REITs.

RMR LLC’s wholly owned subsidiary, Tremont Realty Capital LLC, or Tremont, an investment adviser registered with the Securities and Exchange Commission, or SEC, provides advisory services for Seven Hills Realty Trust, or SEVN. SEVN is a publicly traded mortgage REIT that focuses on originating and investing in first mortgage loans secured by middle market and transitional commercial real estate. Tremont may also act as a transaction broker for non-investment advisory clients for negotiated fees, which we refer to as the Tremont business.

RMR LLC also provided management services to TravelCenters of America Inc., or TA, until it was acquired by BP Products North America Inc., or BP, on May 15, 2023. TA, a publicly traded operating company until the time BP acquired it, operates and franchises travel centers primarily along the United States, or U.S., interstate highway system, many of which are owned by SVC, and standalone truck service facilities. The Managed Equity REITs, SEVN, and until May 15, 2023, TA, are collectively referred to as the Perpetual Capital clients.

RMR LLC provides management services to AlerisLife Inc., or AlerisLife, an operator of senior living communities, many of which are owned by DHC, and Sonesta International Hotels Corporation, or Sonesta, a privately owned franchisor and operator of hotels, resorts and cruise ships in the United States, Latin America, the Caribbean and the Middle East, and many of the U.S. hotels that Sonesta operates are owned by SVC.

On December 19, 2023, or the Acquisition Date, RMR LLC acquired MPC Partnership Holdings LLC, or MPC, or the Acquisition. In connection with the Acquisition, RMR LLC started providing management services through MPC and its subsidiaries to multiple private funds and the underlying residential real estate assets of the funds, as well as property management services to third party owners. The residential real estate we manage through MPC and its subsidiaries are presented as RMR Residential in these condensed consolidated financial statements. For additional information regarding the Acquisition, see Note 3, Acquisition of MPC Partnership Holdings LLC.

In addition, RMR LLC provides management services to other private capital vehicles including ABP Trust and other private entities that own commercial real estate, of which certain of our Managed Equity REITs own minority equity interests. These other private clients, along with AlerisLife, Sonesta and clients of RMR Residential are collectively referred to as the Private Capital clients.

9

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

Note 2. Basis of Presentation

The accompanying condensed consolidated financial statements are unaudited. Certain information and disclosures required by U.S. generally accepted accounting principles, or GAAP, for complete financial statements have been condensed or omitted. We believe the disclosures made are adequate to make the information presented not misleading. However, the accompanying condensed consolidated financial statements should be read in conjunction with the financial statements and notes contained in our Annual Report on Form 10-K for the fiscal year ended September 30, 2023, or our 2023 Annual Report. In the opinion of management, all adjustments considered necessary for a fair statement of results for the interim period have been included. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. Our operating results for interim periods are not necessarily indicative of the results that may be expected for the full year.

We report our results in a single reportable segment, which reflects how our chief operating decision maker, or the CODM, allocates resources and evaluates our financial results. Preparation of these condensed consolidated financial statements in conformity with GAAP requires our management to make certain estimates and assumptions that may affect the amounts reported in these condensed consolidated financial statements and related notes. Significant estimates in the accompanying condensed consolidated financial statements include purchase price allocations, useful lives of intangibles and the fair value of certain assets and liabilities. The actual results could differ from these estimates.

Recent Accounting Pronouncements

Segments. On November 27, 2023, the Financial Accounting Standards Board, or the FASB, issued Accounting Standards Update, or ASU, No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, or ASU No. 2023-07, which requires public entities to: i) provide disclosures of significant segment expenses and other segment items if they are regularly provided to the CODM and included in each reported measure of segment profit or loss; ii) provide all annual disclosures about a reportable segment’s profit or loss and assets currently required by Accounting Standards Codification, or ASC, 280, Segment Reporting, or ASC 280, in interim periods; and iii) disclose the CODM’s title and position, as well as an explanation of how the CODM uses the reported measures and other disclosures. Public entities with a single reportable segment must apply all the disclosure requirements of ASU No. 2023-07, as well as all the existing segment disclosures under ASC 280. The amendments in ASU No. 2023-07 are incremental to the requirements in ASC 280 and do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. ASU No. 2023-07 should be applied retrospectively to all prior periods presented in the financial statements and is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the impact ASU No. 2023-07 will have on our consolidated financial statements and disclosures.

Income Taxes. On December 14, 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, or ASU No. 2023-09, which requires public entities to enhance its annual income tax disclosures by requiring: i) consistent categories and greater disaggregation of information in the rate reconciliation, and ii) income taxes paid disaggregated by jurisdiction. ASU No. 2023-09 should be applied prospectively but entities have the option to apply it retrospectively to all prior periods presented in the financial statements. ASU No. 2023-09 is effective for annual periods beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact ASU No. 2023-09 will have on our consolidated financial statements and disclosures.

Note 3. Acquisition of MPC Partnership Holdings LLC

On the Acquisition Date, RMR LLC acquired all of the issued and outstanding equity interests of MPC, excluding certain assets (including co-investment interests of legacy investment funds managed by MPC and the rights to future distributions and income allocations in respect of such interests) and liabilities (including liabilities related to such excluded assets), for $80,000 in cash, subject to customary adjustments for cash, debt, transaction expenses and working capital at closing, which are expected to be finalized during this fiscal year, plus up to an additional $20,000 subject to the deployment of remaining capital commitments in investment funds managed by MPC prior to the end of such funds’ investment period, or the Earnout. In addition to the Earnout, we agreed to pay retention payments to certain employees of MPC in an aggregate amount of $4,200 for their continued employment through December 31, 2025, or the Retention Payments. The Retention Payments are recognized as transaction and acquisition related costs and are forfeitable upon termination of employment prior to the end of the service period.

10

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

The Earnout represents contingent consideration of the Acquisition. The fair value of the Earnout was determined using a Monte Carlo simulation model based on significant unobservable inputs (Level 3), including management’s estimates of the deployment of capital remaining in investment funds managed by MPC, adjusted for historical volatility of similar transactions, and a discount rate based on credit ratings of companies similar to RMR LLC. For additional information, see Note 7, Fair Value of Financial Instruments.

The following table summarizes the consideration transferred as of the Acquisition Date, excluding transaction costs:

Cash consideration paid by RMR LLC	$	84,474
Earnout	14,547
Total consideration	$	99,021

The Acquisition was accounted for as a business combination under the FASB ASC Topic 805, Business Combinations. The purchase price has been allocated to the assets acquired and liabilities assumed based on estimates of fair values as of the Acquisition Date. We expect to finalize the purchase price allocation as soon as practicable, but no later than one year from the Acquisition Date.

Goodwill of $69,762 has been recognized based on the amount that the purchase price exceeds the fair value of the net identifiable assets acquired less the amounts attributable to noncontrolling interests in consolidated entity. Goodwill is expected to be deductible for income tax purposes and is primarily attributable to the workforce of the acquired business and synergies that can be achieved subsequent to the Acquisition.

The following table summarizes the fair value amounts recognized for the assets acquired and liabilities assumed and resulting goodwill as of the Acquisition Date:

Assets acquired:
Cash and cash equivalents	$	5,703
Real estate	8,460
Due from related parties	6,788
Prepaid and other current assets	1,373
Intangible assets:
Property management and investment management agreements	13,694
Trade name	5,047
Investor relationships	1,874
Acquired leases	703
Total intangible assets	21,318
Total assets acquired	43,642
Liabilities assumed:
Mortgage note payable	4,726
Other liabilities	9,213
Total liabilities	13,939
Net identifiable assets acquired	29,703
Noncontrolling interests in consolidated entity	(444)
Goodwill	69,762
Total consideration	$	99,021

11

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

Real estate, acquired leases and mortgage note payable

We acquired a 90.0% economic ownership interest in 260 Woodstock Investor, LLC, a mixed-use apartment complex located in Woodstock, GA, or the Woodstock Property. The allocation of the fair value of the Woodstock Property and related acquired leases as of the Acquisition Date is as follows:

Land	$	1,400
Building and improvements	7,060
Acquired leases	703
Total real estate and acquired leases	$	9,163

We determined the fair value of the Woodstock Property and related acquired leases using Level 3 inputs and standard industry valuation methods, including discounted cash flow analyses and sales comparisons. Building and improvements had a remaining useful life of 25 years and the weighted average amortization period for acquired leases was 2.9 years as of the Acquisition Date.

A mortgage note payable with an acquisition date fair value of $4,726 and an aggregate principal amount outstanding of $5,429 is secured by the Woodstock Property, bears interest at a fixed rate of 3.71% per annum and matures in August 2029. Interest only payments are due on a monthly basis until September 2025, at which time payments of principal and interest are due monthly until the loan matures in August 2029. We determined the fair value of the mortgage note payable by discounting the expected cash flows at a rate comparable with interest rates for similar debt as of the Acquisition Date (Level 3 inputs). Principal payments due during the next five fiscal years are: $0 in 2024, $8 in 2025, $98 in 2026, $102 in 2027 $5,221 in 2028 and thereafter.

The Woodstock Property is consolidated in these condensed consolidated financial statements. The Woodstock Property is included in property and equipment, net, and the related acquired leases are included in goodwill and intangibles assets, net of amortization, in our condensed consolidated balance sheets. The Acquisition Date fair value of the noncontrolling interest in the Woodstock Property (10% ownership we did not acquire) of $444 is reflected in noncontrolling interests in consolidated entity in our condensed consolidated balance sheets.

Property management and investment management agreements

As of the Acquisition Date, MPC managed 66 properties, including 14 in which MPC did not have an economic ownership interest in, or the Third Party Managed Properties, through its property management agreements and managed four funds through its investment management agreements. The property management agreements may be terminated upon written notice and generally provide for property management fees ranging from 2.5% to 3.5% of gross collected rents, construction management fees of 5.0% of construction costs and reimbursement of costs incurred to manage the properties. The investment management agreements generally provide for fees that are based on the lesser of a percentage of invested capital and a fixed fee ranging from $100 to $200 annually. The weighted average remaining useful life of these agreements was 5.6 years.

Trade name

MPC operates many of its residential properties under the trade name ARIUM. We concluded this asset has an indefinite life.

Investor relationships

MPC has relationships with institutional investors that have invested in, and may continue to invest in, the funds managed by MPC. The weighted average remaining useful life of these relationships was 5.0 years.

Managed funds

As of the Acquisition Date and pursuant to the Equity Purchase Agreement, dated as of July 29, 2023, by and among RMR LLC, MPC, and the sellers and seller owners set forth therein, we managed four funds that invest in residential real estate. Three of the four funds have no unfunded capital commitments remaining. As of the Acquisition Date, CARROLL Multifamily Venture VII, LP, or Fund VII, had $208,026 in unfunded capital commitments remaining from total capital commitments of $342,825. In the future, we will be eligible to participate in distributions and profits interests on investments from capital

12

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

commitments we provide to Fund VII, or Investment Interest; however, we had no Investment Interest in Fund VII as of the Acquisition Date, and as of the Acquisition Date, we had no obligations nor rights to any distributions or profits interests from investments of capital contributed on or prior to the Acquisition Date.

As of June 30, 2024, we have not contributed any capital to Fund VII or any of the other funds we manage. Accordingly, the results of such funds are not reflected in our condensed consolidated financial statements.

Pro Forma Financial Information

Unaudited pro forma financial information for the three and nine months ended June 30, 2024 and 2023, is presented below. Pro forma financial information presented does not include adjustments related to the Earnout or to reflect any potential synergies that may be achievable in connection with the Acquisition. The unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of future operations or results had the Acquisition been completed as of October 1, 2022.

	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Total revenues	$	205,479	$	297,137	$	696,517	$	790,120
Net income	13,092		50,116		37,556		89,671
Net income attributable to The RMR Group Inc.	5,238		22,426		16,430		80,090

The amounts above reflect certain pro forma adjustments that were directly attributable to the Acquisition as follows:

•adjustments to eliminate the revenues and expenses attributable to certain assets and liabilities of MPC excluded from the Acquisition, including co-investment interests of investment funds owned by MPC and the rights to future distributions and income allocations of those co-investment interests, and the liabilities related to such assets;

•adjustments to amortize the intangible assets recognized as a result of the Acquisition;

•adjustments to the historical depreciation of MPC’s property and equipment to reflect the depreciation resulting from the fair value measurement of such property and equipment;

•adjustments to interest expense resulting from the fair value measurement of the mortgage note payable; and

•adjustments to reflect the related transaction costs of $6,887 as if they had occurred as of October 1, 2022.

Note 4. Revenue Recognition

Revenues from services we provide are recognized as earned over time as the services provided represent performance obligations that are satisfied over time.

Management Agreements with the Managed Equity REITs

We are party to a business management and a property management agreement with each Managed Equity REIT. The following is a summary of the fees we earn pursuant to our business management agreements with the Managed Equity REITs. For a summary of the fees we earn pursuant to our property management agreements with the Managed Equity REITs, see Property Management Agreements, below.

Base Business Management Fees — We earn annual base business management fees from the Managed Equity REITs by providing continuous services pursuant to business management agreements equal to the lesser of:

•the sum of (a) 0.5% of the historical cost of transferred real estate assets, if any, as defined in the applicable business management agreement, plus (b) 0.7% of the average invested capital (exclusive of the transferred real estate assets), as defined in the applicable business management agreement, up to $250,000, plus (c) 0.5% of the average invested capital exceeding $250,000; and

13

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

•the sum of (a) 0.7% of the average market capitalization, as defined in the applicable business management agreement, up to $250,000, plus (b) 0.5% of the average market capitalization exceeding $250,000.

The foregoing base business management fees are paid in cash monthly in arrears. 

We earned aggregate base business management fees from the Managed Equity REITs of $20,604 and $21,037 for the three months ended June 30, 2024 and 2023, respectively, and $63,400 and $63,894 for the nine months ended June 30, 2024 and 2023, respectively.

Incentive Business Management Fees — We also may earn annual incentive business management fees from the Managed Equity REITs under the business management agreements. The incentive business management fees, which are payable in cash, are contingent performance based fees recognized only when earned at the end of each respective measurement period. Incentive business management fees are excluded from the transaction price until it becomes probable that there will not be a significant reversal of cumulative revenue recognized.

The incentive business management fees are calculated for each Managed Equity REIT as 12.0% of the product of (a) the equity market capitalization of the Managed Equity REIT, as defined in the applicable business management agreement, on the last trading day of the year immediately prior to the relevant measurement period and (b) the amount, expressed as a percentage, by which the Managed Equity REIT’s total return per share, as defined in the applicable business management agreement, exceeded the applicable benchmark total return per share, as defined in the applicable business management agreement, of a specified REIT index identified in the applicable business management agreement for the measurement period, as adjusted for net share issuances during the period and subject to caps on the values of the incentive fees. The measurement period for the annual incentive business management fees is defined as the three year period ending on December 31 of the year for which such fee is being calculated.

We did not earn incentive business management fees from the Managed Equity REITs for calendar years 2023 or 2022.

Other Management Agreements

We earn management fees by providing continuous services pursuant to the management agreements with ABP Trust regarding AlerisLife; with Sonesta and, until May 15, 2023, with TA; equal to 0.6% of: (i) in the case of AlerisLife, AlerisLife’s revenues from all sources reportable under GAAP, less any revenues reportable by AlerisLife with respect to properties for which it provides management services, plus the gross revenues at those properties determined in accordance with GAAP, payable in cash monthly in arrears; (ii) in the case of Sonesta, Sonesta’s estimated revenues from all sources reportable under GAAP, less any estimated revenues reportable by Sonesta with respect to hotels for which it provides management services, plus the estimated gross revenues at those hotels determined in accordance with GAAP, payable in cash monthly in advance; and (iii) in the case of TA, the sum of TA’s gross fuel margin, as defined in the applicable agreement, plus TA’s total nonfuel revenues, payable in cash monthly in advance.

We also earn management fees from certain other Private Capital clients based on a percentage of average invested capital, as defined in the applicable management agreements. These management fees are payable in cash monthly in arrears.

We earned aggregate base business management fees from TA and the Private Capital clients of $7,226 and $9,134 for the three months ended June 30, 2024 and 2023, respectively, and $20,521 and $29,874 for the nine months ended June 30, 2024 and 2023, respectively. In addition, in connection with BP’s acquisition of TA on May 15, 2023, TA terminated its business management agreement with us and paid us the applicable termination fee of $45,282.

Property Management Agreements

We earn property management fees by providing continuous services pursuant to property management agreements with the Managed Equity REITs, SEVN, RMR Residential and certain Private Capital clients. We generally earn fees under these agreements between 2.5% to 3.5% of gross collected rents. Also, under the terms of the property management agreements, we receive additional fees for construction supervision services up to 5.0% of the cost of such construction. In addition, we earn fees under our RMR Residential property management agreements for providing certain marketing, information technology and other management services, as defined in the applicable management agreements, and the related costs are included in general and administrative expenses in our condensed consolidated financial statements. These management fees are payable in cash monthly in arrears.

14

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

For the three months ended June 30, 2024 and 2023, we earned aggregate property management fees of $19,939 and $15,649, respectively, including construction supervision fees of $3,567 and $4,418, respectively. For the nine months ended June 30, 2024 and 2023, we earned aggregate property management fees of $57,402 and $47,670, respectively, including construction supervision fees of $12,449 and $14,120, respectively.

Management Agreements with Advisory Clients

Tremont is primarily compensated pursuant to its management agreement with SEVN at an annual rate of 1.5% of equity, as defined in the applicable agreement. Tremont may also earn an incentive fee under its management agreement with SEVN equal to the difference between: (a) the product of (i) 20% and (ii) the difference between (A) core earnings, as defined in the agreement, for the most recent 12 month period (or such lesser number of completed calendar quarters, if applicable), including the calendar quarter (or part thereof) for which the calculation of the incentive fee is being made, and (B) the product of (1) equity in the most recent 12 month period (or such lesser number of completed calendar quarters, if applicable), including the calendar quarter (or part thereof) for which the calculation of the incentive fee is being made, and (2) 7% per year and (b) the sum of any incentive fees paid to Tremont with respect to the first three calendar quarters of the most recent 12 month period (or such lesser number of completed calendar quarters preceding the applicable period, if applicable). No incentive fee shall be payable with respect to any calendar quarter unless core earnings for the 12 most recently completed calendar quarters in the aggregate is greater than zero. The incentive fee may not be less than zero. Tremont earned incentive fees from SEVN of $370 and $729 for the three and nine months ended June 30, 2024, respectively, and $192 for both the three and nine months ended June 30, 2023.

We earned advisory services revenue of $1,127 and $1,141 for the three months ended June 30, 2024 and 2023, respectively, and $3,378 and $3,371 for the nine months ended June 30, 2024 and 2023, respectively.

Reimbursable Costs

We determined we control the services provided by third parties for certain of our clients and therefore account for the cost of these services and the related reimbursement revenue on a gross basis.

Reimbursable Compensation and Benefits — Reimbursable compensation and benefits include reimbursements, at cost, that arise primarily from services our employees provide pursuant to our property management agreements at the properties of our clients. A significant portion of these compensation and benefits are charged or passed through to and paid by tenants of our clients. We recognize the revenue for reimbursements when we incur the related reimbursable compensation and benefits expense on behalf of our clients.

Reimbursable Equity Based Compensation — Reimbursable equity based compensation includes awards of common shares by our clients directly to certain of our officers and employees in connection with the provision of management services to those clients. The revenue in respect of each award is based on the fair value as of the award date for those shares that have vested, with subsequent changes in the fair value of the unvested awards being recognized in our condensed consolidated statements of income over the requisite service periods. We record an equal, offsetting amount as equity based compensation expense for the value of these awards.

Other Reimbursable Expenses — Other reimbursable expenses include reimbursements that arise from services we provide pursuant to our property management agreements, which include third party costs related to matters such as maintenance and repairs, development costs, security and cleaning services, a significant portion of which are charged or passed through to and paid by tenants of our clients.

Note 5. Equity Method Investments

Seven Hills Realty Trust

As of June 30, 2024, Tremont owned 1,708,058, or approximately 11.5%, of SEVN’s outstanding common shares. We account for our investment in SEVN using the equity method of accounting because we are deemed to exert significant influence, but not control, over SEVN’s most significant activities. We elected the fair value option to account for our equity method investment in SEVN and determine fair value using the closing price of SEVN’s common shares as of the end of the period, which is a Level 1 fair value input. The aggregate market value of our investment in SEVN as of June 30, 2024 and September 30, 2023, based on quoted market prices, was $21,658 and $18,651, respectively. The unrealized gain in our condensed consolidated statements of income related to our investment in SEVN was $188 and $974 for the three months

15

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

ended June 30, 2024 and 2023, respectively, and $4,800 and $3,571 for the nine months ended June 30, 2024 and 2023, respectively. We received distributions from SEVN of $598 for each of the three months ended June 30, 2024 and 2023, and $1,793 and $1,623 for the nine months ended June 30, 2024 and 2023, respectively.

TravelCenters of America Inc.

Until BP acquired TA on May 15, 2023, we owned 621,853, or approximately 4.1%, of TA’s outstanding common shares, that had a cost of $13,701. We previously accounted for our investment in TA using the equity method of accounting because we were deemed to exert significant influence, but not control, over TA’s most significant activities. Under the fair value option, we determined fair value using the closing price of TA’s common shares as of the end of the period, which was a Level 1 fair value input, and recorded changes in fair value in earnings in our condensed consolidated statements of income. We recorded net gains and losses in our condensed consolidated statements of income related to our investment in TA of ($311) and $19,942 for the three and nine months ended June 30, 2023, respectively.

Note 6. Income Taxes

We are the sole managing member of RMR LLC. We are a corporation subject to U.S. federal and state income tax with respect to our allocable share of any taxable income of RMR LLC and its tax consolidated subsidiaries. RMR LLC is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, RMR LLC is generally not subject to U.S. federal and most state income taxes. Any taxable income or loss generated by RMR LLC is passed through to and included in the taxable income or loss of its members, including RMR Inc. and ABP Trust, based on each member’s respective ownership percentage.

For the three months ended June 30, 2024 and 2023, we recognized estimated income tax expense of $3,657 and $9,214, respectively, which includes $1,557 and $6,751, respectively, of U.S. federal income tax and $2,100 and $2,463, respectively, of state income taxes. For the nine months ended June 30, 2024 and 2023, we recognized estimated income tax expense of $8,415 and $18,581, respectively, which includes $4,904 and $13,614, respectively, of U.S. federal income tax and $3,511 and $4,967, respectively, of state income taxes.

A reconciliation of the statutory income tax rate to the effective tax rate is as follows:

	Three Months Ended June 30,				Nine Months Ended June 30,
	2024		2023		2024		2023
Income taxes computed at the federal statutory rate	21.0	%	21.0	%	21.0	%	21.0	%
State taxes, net of federal benefit	3.0	%	3.1	%	2.8	%	3.0	%
Permanent items	0.9	%	0.2	%	0.7	%	0.3	%
Uncertain tax position reserve, net of federal benefit	7.7	%	—	%	2.5	%	—	%
Net income attributable to noncontrolling interest	(9.8)	%	(10.0)	%	(9.8)	%	(9.9)	%
Total	22.8	%	14.3	%	17.2	%	14.4	%

ASC 740, Income Taxes, provides a model for how a company should recognize, measure and present in its financial statements uncertain tax positions that have been taken or are expected to be taken with respect to all open years and in all significant jurisdictions. Pursuant to this topic, we recognize a tax benefit only if it is “more likely than not” that a particular tax position will be sustained upon examination or audit. To the extent the “more likely than not” standard has been satisfied, the benefit associated with a tax position is measured as the largest amount that is greater than 50.0% likely to be realized upon settlement.

We continue to be subject to federal, state, and local income tax audit examinations for open periods, which can lead to adjustments to our provision for income taxes, the resolution of which may be highly uncertain. We received a proposed adjustment from a state jurisdiction with respect to tax years ended September 30, 2019 and 2020. As a result, we have accrued an uncertain tax position reserve for the nine months ended June 30, 2024 related to the adjustment for fiscal years ending September 30, 2019 and thereafter. Our policy is to include interest expense related to unrecognized tax benefits within the provision for income taxes on the consolidated statement of income. We do not reasonably expect any significant changes relating to the net unrecognized tax benefits in the next twelve months. As of June 30, 2023, we had no uncertain tax positions.

16

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

Note 7. Fair Value of Financial Instruments

As of June 30, 2024 and September 30, 2023, the fair values of our financial instruments, which include cash and cash equivalents, amounts due from related parties, accounts payable and reimbursable accounts payable, were not materially different from their carrying values due to the short term nature of these financial instruments. As of June 30, 2024, our fixed rate mortgage note payable had a carrying value of $4,789 and a fair value of $4,857. We estimate the fair value of our fixed rate mortgage note payable using significant unobservable inputs (Level 3), including discounted cash flow analyses and prevailing market interest rates.

On a recurring basis, we measure certain financial assets and financial liabilities at fair value based upon quoted market prices. ASC 820, Fair Value Measurements, establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to inputs from unadjusted quoted prices in active markets for identical assets and liabilities, or Level 1, the lowest priority to unobservable inputs, or Level 3, and significant other observable inputs, or Level 2. A financial asset’s or financial liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The tables below presents our financial assets and liabilities measured at fair value on a recurring basis:

	June 30, 2024
	Total		Level 1		Level 2		Level 3
Due from related parties related to share based payment awards	$	6,659	$	6,659	$	—	$	—
Equity method investment in SEVN	21,658		21,658		—		—
Employer compensation liability related to share based payment awards	6,659		6,659		—		—
Earnout liability	13,783		—		—		13,783

	September 30, 2023
	Total		Level 1		Level 2		Level 3
Due from related parties related to share based payment awards	$	10,695	$	10,695	$	—	$	—
Equity method investment in SEVN	18,651		18,651		—		—
Employer compensation liability related to share based payment awards	10,695		10,695		—		—

The following table presents additional information about the valuation techniques and significant unobservable inputs for financial assets and liabilities that are measured at fair value and categorized within Level 3 as of June 30, 2024:

	Fair Value		Valuation Technique	Unobservable Input	Range
Earnout liability	$	13,783	Monte Carlo	Capital deployment volatility	15.00%
				Discount rate	5.80%

The table below presents a summary of the changes in fair value for our Earnout liability measured on a recurring basis:

	Three Months Ended		Nine Months Ended
	June 30, 2024		June 30, 2024
Beginning balance	$	14,847	$	—
Acquisition of MPC Partnership Holdings LLC	—		14,547
Changes in fair value for our Earnout liability measured on a recurring basis	(1,064)		(764)
Ending balance	$	13,783	$	13,783

Note 8. Related Person Transactions

Adam D. Portnoy, Chair of our Board, one of our Managing Directors and our President and Chief Executive Officer, is the sole trustee, an officer and the controlling shareholder of our controlling shareholder, ABP Trust, and owns all of ABP Trust’s voting securities and a majority of the economic interests of ABP Trust. RMR Inc.’s executive officers are officers and

17

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

employees of RMR LLC, and Jennifer B. Clark, our other Managing Director, and Matthew P. Jordan, our Executive Vice President, Chief Financial Officer and Treasurer, are also officers of ABP Trust.

Mr. Portnoy is the chair of the board and a managing trustee of each of the Perpetual Capital clients, the controlling shareholder and a director of Sonesta (and its parent) and was the chair of the board and a managing director of AlerisLife until March 20, 2023 when AlerisLife was acquired by ABP Trust. Since March 20, 2023, Mr. Portnoy is the sole director of AlerisLife. Mr. Portnoy was the chair of the board and a managing director of TA until May 15, 2023 when TA was acquired by BP. Ms. Clark is a managing trustee of OPI and a director of Sonesta (and its parent), and she previously served as a managing director of AlerisLife until March 20, 2023. Ms. Clark also serves as the secretary of all the Perpetual Capital clients, Sonesta and AlerisLife.

As of June 30, 2024, Mr. Portnoy beneficially owned 13.5% of SEVN’s outstanding common shares (including through Tremont and ABP Trust) and 9.8% of DHC’s outstanding common shares (including through ABP Trust). In addition, Mr. Portnoy beneficially owns shares of ILPT, OPI, SVC, and prior to May 15, 2023, TA, comprising less than 5.0% of the outstanding shares of each of those respective companies.

The Managed Equity REITs and SEVN have no employees. RMR LLC provides or arranges for all the personnel, overhead and services required for the operation of the Managed Equity REITs pursuant to management agreements with them. The officers of the Managed Equity REITs are officers or employees of RMR LLC. All the officers, overhead and required office space of SEVN are provided or arranged by Tremont. All of SEVN’s officers are officers or employees of Tremont or RMR LLC. Some of the executive officers of TA (prior to May 15, 2023), one of the executive officers of AlerisLife and one of the executive officers of Sonesta are (or were with respect to TA) officers or employees of RMR LLC. Our executive officers are also managing trustees of certain of the Perpetual Capital clients.

Additional information about our related person transactions appears in Note 9, Shareholders’ Equity, and in our 2023 Annual Report.

18

The RMR Group Inc.

Notes to Unaudited Condensed Consolidated Financial Statements (Continued)

(dollars in thousands, except per share amounts)

Revenues from Related Parties

For the three months ended June 30, 2024 and 2023, we recognized revenues from related parties as set forth in the following table:

	Three Months Ended June 30, 2024						Three Months Ended June 30, 2023
	Total						Total
	Management						Management
	and Advisory		Total				and Advisory		Total
	Services		Reimbursable		Total		Services		Reimbursable		Total
	Revenues		Costs		Revenues		Revenues		Costs		Revenues
Perpetual Capital:
DHC	$	5,847	$	24,175	$	30,022	$	5,655	$	37,352	$	43,007
ILPT	9,073		8,338		17,411		9,113		10,664		19,777
OPI	7,307		52,386		59,693		9,363		89,220		98,583
SVC	10,430		47,690		58,120		10,308		34,643		44,951
Total Managed Equity REITs	32,657		132,589		165,246		34,439		171,879		206,318
SEVN	1,511		1,401		2,912		1,333		1,193		2,526
TA (1)	—		—		—		47,238		—		47,238
	34,168		133,990		168,158		83,010		173,072		256,082
Private Capital:
AlerisLife	1,442		—		1,442		1,381		—		1,381
Sonesta	2,624		—		2,624		2,796		—		2,796
RMR Residential	5,688		7,924		13,612		—		—		—
Other private entities	5,344