Zoned Properties, Inc 8-K, filed Nov 10, 2021
Zoned Properties, Inc. (ZDPY)
About this 8-K
Zoned Properties, Inc filed this 8-K on November 10, 2021.
Items reported
- Item 2.02: Financial results
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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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 pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On November 10, 2021, Zoned Properties, Inc. (the “Company”) issued a press release announcing its financial results for the three and nine month periods ended September 30, 2021. A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information contained in the website is not a part of this current report on Form 8-K.
Item 7.01. Regulation FD Disclosure.
Beginning November 10, 2021, the Company’s management will deliver the investor presentation attached hereto as Exhibit 99.2 and incorporated herein by reference.
The information included in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press release of the registrant dated November 10, 2021. | |
| 99.2 | Investor presentation to be delivered by management of the registrant. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
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.
| ZONED PROPERTIES, INC. | |
| Dated: November 10, 2021 | /s/ Bryan McLaren |
| Bryan McLaren | |
| Chief Executive Officer & Chief Financial Officer |
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Exhibit 99.1
Zoned Properties Reports Third Quarter 2021 Financial Results
SCOTTSDALE, Ariz., November 10, 2021 /BusinessWire/ -- Zoned Properties®, Inc. (the “Company” or “Zoned Properties”) (OTCQB: ZDPY), a leading real estate development firm for emerging and highly regulated industries including legalized cannabis, today announced its financial results for the three and nine months ended September 30, 2021.
Third Quarter 2021 & Nine Months Ended September 30, 2021 Financial Results
- Revenue increased 28% to $387,365 for the third quarter of 2021, compared to $302,772 for the third quarter of 2020. This increase in revenues was primarily attributable to an increase in rent revenues from the Significant Tenants of $29,780 and an increase in brokerage revenues of $69,500, offset by a decrease in advisory revenues of $14,687.
- Operating expenses increased 77.0% to $440,816 for the third quarter of 2021, compared to $249,021 for the third quarter of 2020, an increase primarily due to the payment of brokerage commission splits of $42,500 on brokerage revenues and increases in compensation and benefits and consulting fees.
- For the nine months ended September 30, 2021, revenue increased 41.6%, while operating expenses only increased 36.7% as compared to the nine months ended September 30, 2020.
- Loss from operations amounted to $(53,451) for the third quarter of 2021, compared to income from operations of $53,751 for the third quarter of 2020, a decrease of $107,202.
- Income from operations amounted to $42,834 for the nine months ended September 30, 2021, compared to a loss from operations of $(3,198) for the nine months ended September 30, 2020, a positive change of $46,032.
- Net loss was $(95,495), or $(0.01) per basic share and diluted share, for the third quarter of 2021, compared to net income of $25,089, or $0.00 per basic and diluted share, for the third quarter of 2020.
- For the nine months ended September 30, 2021, net cash provided by operating activities was $387,999, compared to $48,470 for the nine months ended September 30, 2020.
- As of September 30, 2021, Zoned Properties had cash of $1,090,682, compared to $699,335 as of December 31, 2020.
Third Quarter 2021 & Nine Months Ended September 30, 2021 Company Highlights
- Zoned Properties Leadership Team: The Company has been successfully expanding its team of national real estate professionals for regulated industries. In the third quarter of 2021, Zoned Properties appointed Berekk Blackwell as Chief Operating Officer, Patrick Moroney as Director of Real Estate, and Joseph Lewis as Designated Broker. Zoned Properties has been recruiting a team of Senior Advisors and Project Managers with national cannabis and real estate expertise, as well.
- Zoned Properties Services Verticals: The Company’s expanding leadership team is continuing to scale the Company’s commercial real estate service verticals: Advisory Services, Brokerage Services, Franchise Services, and Property Technology (“PropTech”) Services.
- Zoned Properties Advisory Services: The Company has been expanding its team of Senior Advisors specializing in emerging and regulated industries, primarily focused on the national cannabis industry. The Company has been shifting its client engagement model away from smaller, one-time engagements, and moving to engagements as the client’s outsourced real estate brain trust synced for longer-term client relationships. The team anticipates a successful transition to this updated advisory structure, which should be positively reflected in upcoming quarters.
- Zoned Properties Brokerage Services: Our Brokerage Team is currently engaged with national cannabis organizations, national buyers, investors, and exclusive client listings with over $500,000 in commission potential across dozens of commercial real estate projects. Our Brokerage Team anticipates revenue from these potential commissions to be realized in the coming quarters.
- Zoned Properties Franchise Services: Zoned Properties and national cannabis retail franchisor, Open Dør Dispensaries, are in the process of vetting operational partners from across the country to target a number of existing and new state markets. As the commercial real estate partner, Zoned Properties will benefit both directly and indirectly from the relationship. As an investor, the Company will receive a percentage of initial franchise fees and renewal fees, and as a partner the Company is positioned to provide commercial real estate investments for prospective franchise locations. Zoned Properties also has the opportunity to convert its existing debt investment for up to a 33% equity stake in the franchisor organization.
- Zoned Properties PropTech Services: Property Technology platform solutions have the opportunity for national scale and service to regulated markets such as cannabis. Over the past year, Zoned Properties and Zoneomics have teamed up to solve one of the biggest challenges in cannabis real estate: how to identify appropriately zoned properties that can be permitted for cannabis operations. In the coming weeks, the project team will be formally introducing our platform to the marketplace. Under the brand, “Rezone”, the PropTech platform has the opportunity to democratize commercial real estate intelligence, providing hundreds of thousands of service professionals and business operators with the information they need to successfully develop regulated real estate projects.
- Zoned Properties Property Portfolio: Over $8,000,000 of capital has been invested to-date by the Company’s Significant Tenant at the Chino Valley Cultivation Facility.
- The Company’s Significant Tenant will maintain the master rights to the property and facilities through the remainder of the Lease Agreement. Effective September 1, 2021, operational square footage increased from 40,000 square feet to 67,512 square feet, and the new base rental payments at the facility increased 68% from $32,800 per month to $55,195 per month including three out of four new building structures in the phase one expansion that became fully completed and operational.
- The fourth additional building site is in completion stages for technology and operational packages along with compliance inspections. The parties expect that, upon final completion, they will enter into another lease amendment reflecting the increased operational square footage and increased base rental payments. Operational square footage would increase from 67,512 square feet to 97,512 square feet, and base rental payments at the facility would increase an additional 69% from $55,195 per month to $79,795 per month reflecting the entirety of the phase one expansion.
- Upon completion of the entirety of the phase one expansion, the annualized base rental payments will increase to $957,550 reflecting an increase of 143% from previous annualized base rental payments of $393,600.
- The Chino Valley property also includes an approved master plan for a phase two expansion of operational and rentable square footage that is construction ready and may proceed at the Tenant’s election. If the Tenant elects to proceed with phase two, the additional square footage of operational and rentable building space could include another 60,000 square feet for a total of 157,512 square feet of operational and rentable building space at the facility, which would equate to an annualized rental rate of $1,549,918 plus additional rental payments under the triple-net lease.
“Our value proposition and business thesis at Zoned Properties, which is centrally focused on real estate development in the regulated cannabis space, has never been stronger. We continue to strengthen our team of subject-matter experts who know how to navigate the complexity of cannabis real estate and deliver tangible value for our company and our clients across the county,” commented Bryan McLaren, Chief Executive Officer of Zoned Properties. “We have successfully positioned the Company with a debt-free, cash-flowing portfolio of expanding properties that can support innovative and scalable growth for the future of the Company. One of the final puzzle pieces that will shape the future of Zoned Properties will be confirming long-term capital partners who understand our mission, vision, and capital opportunities we’ve spent years creating to build value for investors, shareholders, and stakeholders.”
About Zoned Properties, Inc. (OTCQB: ZDPY):
Zoned Properties is a leading real estate development firm for emerging and highly regulated industries, including regulated cannabis. The company is redefining the approach to commercial real estate investment through its integrated growth services.
Headquartered in Scottsdale, Arizona, Zoned Properties has developed a full spectrum of integrated growth services to support its real estate development and investment model; Advisory Services, Brokerage Services, Franchise Services, and PropTech Data Services each cross-pollinate within the model to drive project value associated with complex real estate projects. With national experience and a team of experts devoted to the emerging cannabis industry, Zoned Properties is addressing the specific needs of a modern market in highly regulated industries.
Zoned Properties is an accredited member of the Better Business Bureau, the U.S. Green Building Council, and the Forbes Real Estate Council. Zoned Properties does not grow, harvest, sell or distribute cannabis or any substances regulated under United States law such as the Controlled Substance Act of 1970, as amended (the “CSA”). Zoned Properties corporate headquarters are located at 14269 N. 87th Street, Suite 205, Scottsdale, Arizona. For more information, call 877-360-8839 or visit www.ZonedProperties.com.
Twitter: @ZonedProperties
LinkedIn: @ZonedProperties
Safe Harbor Statement
This press release contains forward-looking statements. All statements other than statements of historical facts included in this press release are forward-looking statements. In some cases, forward-looking statements can be identified by words such as "believe," "expect," "anticipate," "plan," "potential," "continue" or similar expressions. Such forward-looking statements include risks and uncertainties, and there are important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors, risks and uncertainties are discussed in the Company's filings with the Securities and Exchange Commission. Investors should not place any undue reliance on forward-looking statements since they involve known and unknown, uncertainties and other factors which are, in some cases, beyond the Company's control which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects the Company's current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to operations, results of operations, growth strategy and liquidity. The Company assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.
COVID-19 Statement
In March 2020, the World Health Organization declared COVID-19 a global pandemic and recommended containment and mitigation measures worldwide. We are monitoring this closely, and although operations have not been materially affected by the COVID-19 outbreak to date, the ultimate duration and severity of the outbreak and its impact on the economic environment and our business is uncertain. Currently, all of the properties in our portfolio are open to our Significant Tenants pursuant to state and local government requirements. We did not experience in 2020, and to date have not experienced in 2021, any material changes to our operations from COVID-19. We do not anticipate any such material changes for the remainder of 2021. Our tenants are continuing to generate revenue at these properties and they have continued to make rental payments in full and on time and we believe the tenants’ liquidity position is sufficient to cover its expected rental obligations. Accordingly, while we do not anticipate an impact on our operations, we cannot estimate the duration of the pandemic and potential impact on our business if the properties must close or if the tenants are otherwise unable or unwilling to make rental payments. In addition, a severe or prolonged economic downturn could result in a variety of risks to our business, including weakened demand for our properties and a decreased ability to raise additional capital when needed on acceptable terms, if at all. At this time, the Company is unable to estimate the impact of this event on its operations.
Media Relations
Proven Media
Neko Catanzaro
Tel (401) 484-4980
neko@provenmediaservices.com
Investor Relations
Zoned Properties, Inc.
Bryan McLaren
Tel (877) 360-8839
Investors@zonedproperties.com
www.zonedproperties.com
Exhibit 99.2

Investor Presentation N o v ember 2021 | O T CQ B : Z DPY A Highly Regulated & EMERGING INDUSTRY “We are building for an industry that does not yet exist. It’s our responsibility to make sure it gets done right.” - Bryan McLaren O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

FORWARD - LOOKING STATEMENTS O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties Safe Harbor Statement This press release contains forward - looking statements . All statements other than statements of historical facts included in this press release are forward - looking statements . In some cases, forward - looking statements can be identified by words such as "believe," "expect," "anticipate," "plan," "potential," "continue" or similar expressions . Such forward - looking statements include risks and uncertainties, and there are important factors that could cause actual results to differ materially from those expressed or implied by such forward - looking statements . These factors, risks and uncertainties are discussed in the Company's filings with the Securities and Exchange Commission . Investors should not place any undue reliance on forward - looking statements since they involve known and unknown, uncertainties and other factors which are, in some cases, beyond the Company's control which could, and likely will, materially affect actual results, levels of activity, performance or achievements . Any forward - looking statement reflects the Company's current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to operations, results of operations, growth strategy and liquidity . The Company assumes no obligation to publicly update or revise these forward - looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward - looking statements, even if new information becomes available in the future .

COVID - 19 STATEMENT O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties In March 2020 , the World Health Organization declared COVID - 19 a global pandemic and recommended containment and mitigation measures worldwide . The Company is monitoring this closely, and although operations have not been materially affected by the COVID - 19 outbreak to date, the ultimate duration and severity of the outbreak and its impact on the economic environment and our business is uncertain . Currently, all of the properties in the Company’s portfolio are open to its Significant Tenants pursuant to state and local government requirements . At this time, the Company does not foresee any material changes to its operations from COVID - 19 . The Company’s tenants are continuing to generate revenue at these properties, and they have continued to make rental payments in full and on time and we believe the tenants’ liquidity position is sufficient to cover its expected rental obligations . Accordingly, while the Company does not anticipate an impact on its operations, it cannot estimate the duration of the pandemic and potential impact on its business if the properties must close or if the tenants are otherwise unable or unwilling to make rental payments . In addition, a severe or prolonged economic downturn could result in a variety of risks to the Company’s business, including weakened demand for its properties and a decreased ability to raise additional capital when needed on acceptable terms, if at all . At this time, the Company is unable to estimate the impact of this event on its operations .

Z O N ED P R OPE R T IES ® , I N C . Our MISSION To provide a full - spectrum of Real Estate Services for the Regulated Cannabis Industry , positioning the Company for Real Estate Investments & Revenue Growth . Our VISION Our VALUES Integrating Legacy Cannabis into Modern Communities & Markets through Real Estate Development Projects. O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties Sophistication , Safety , Sustainability , Stewardship

THE MARKET LANDSCAPE; LOCALITIES O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

T HE MA RK ET L A ND S C APE; R EAL ES TA TE O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

T HE MA RK ET L A ND S C APE; C A NN A B IS O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

THE MARKET NEED How to Fund & Develop $50 BILLION+ of Commercial Real Estate for Cannabis Industry? Re a l E s t a te I n v e s t m ent T r u s ts (REITs) Real Estate Development Firms ( Z o ned P r o pe r t i e s , In c . ) *Z o ned P r o pe r t i es i s n o t a REI T , but w e p l a y i n the sa m e S a n d b o x. C A P I T A L SE R VICES O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

THE MARKET CHALLENGE Regulated Cannabis Industry Market Challenge Properly predicting the risk and success of a regulated operator, which will in turn affect the potential value of the operating property. O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties How can a Real Estate Company, Fund, or Investor effectively identify real estate or properties with successful operators for acquisition targets and investment opportunities?

ZONED PROPERTIES MARKET SOLUTION Strategic Projects O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

ZONED PROPERTIES PROPERTY PORTFOLIO ( Re a l E s t a te A ss ets & I n v e s t m ent R e v e n ue) Zoned Properties Property Portfolio Zoned Properties Advisory Services Zoned Properties Brokerage Services Zoned Properties Franchise Services Zoned Properties PropTech Services (Real Estate Services Revenue & Growth Divisions) Zoned Properties has positioned the organization as a leading real estate development firm for emerging and highly regulated industries, specifically focusing its best practices on the emerging regulated cannabis industry.We are redefining strategic approaches to commercial real estate in regulated sectors through value - driven service offerings built out of market necessity to support an evolving and increasingly complex business landscape. O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

ZONED PROPERTIES PROPERTY PORTFOLIO O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties (A s o f S ep t embe r 30 , 202 1 )

ZONED PROPERTIES PROPERTY PORTFOLIO O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties Quarter Milestone with new Base Rental Revenue P r o p e r ties Owned Square Feet Owned Square Feet Rentable Annual Base Rental Revenue 2020 Q1 (Actual) 4 2,302,629 SQF 102,937 SQF $972,000 2021 Q1 (Actual) 4 2,302,629 SQF 102,937 SQF $1,074,000 2021 Q3* (Actual) 4 2,302,629 SQF 130, 449 S Q F $1,344,718 2022 Q1** (Projected) 4 2,302,629 SQF 160, 449 S Q F $1,639,918 2023 Q1** (Projected) 4 2,302,629 SQF 190,449 SQF $1,935,118 2024 Q1** (Projected) 4 2,302,629 SQF 220,449 SQF $2,230,318 *Ac tual - B eg i nn i ng Septe m ber 01, 2021 **Projected for Completion (A s o f S ep t embe r 30 , 202 1 )

Z O N ED P R OPE R T IES SE R V I C ES V E R T I C A L S ( Re a l E s t a te A ss ets & I n v e s t m ent R e v e n ue) Zoned Properties Property Portfolio Zoned Properties Zoned Properties Zoned Properties Zoned Properties Advisory Services Brokerage Services Franchise Services PropTech Services O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties (Real Estate Services Revenue & Growth Divisions) Our investment thesis here is simple: If operators succeed, (i.e. our clients and tenants), then Zoned Properties succeeds (i.e. as landlords and service providers)…. Allowing us to increase property values, mitigate risk, and capture service revenues along the way to boost cash position and cover overhead costs.The process also creates access to future investment/acquisitions to grow our portfolio.

Z O N ED P R OPE R T IES A D V ISO R Y SE R V I C ES Client & Partner TESTIMONIALS “Our business would not exist without the strategic guidance from Zoned Properties.” – V a le r a K . Chief Compliance Officer “Zoned Properties has been an excellent partner in this project.” – Ruth M. Development Services Director “ The T o wn o f Para c hute is ex c ited to see a Zoned Properties development come to town . ” – Stuart M. T o wn Ma n a g er We help clients develop Cannabis Projects Let us develop your project, so you can develop your business. S ec ur e Your Property Develop Your P r oje c t Sus t a i n Your Profits O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

ZONED PROPERTIES BROKERAGE SERVICES Real estate transactions in the regulated cannabis industry can be extremely challenging.That’s why we created our own licensed brokerage team to directly guide clients through the process toward a successful transaction. P R OP E R TI E S B R OK E R A G E LLC O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

ZONED PROPERTIES STRATEGIC PROJECTS 2. He l p O pe r a t o r s 1. Help Operators identify properly zoned properties 3. He l p O pe r a t o r s increase foot - traffic to properties (PropTech Services) succeed at those properties (Franchise Services) (PropTech Services) O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

ZONED PROPERTIES PROPTECH PROJECT • We believe Property Technology will become a significant driver of value in regulated real estate marketplaces, especially regulated cannabis industry . • Zoned Properties has partnered with & provided $ 90 , 000 investment for a GIS zoning and mapping platform, REZONE , to leverage our real estate expertise through a scalable property technology platform . • Through our capital investment, Zoned Properties holds a 50 % equity stake in REZONE along with our partner, Zoneomics . O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

ZONED PROPERTIES FRANCHISE PROJECT • We believe Franchise Organizations are strong drivers of value for real estate development and investment opportunities . • Zoned Properties has partnered with & provided $ 200 , 000 investment for a national cannabis retail franchisor, Open Dør Dispensaries , to leverage our real estate services across a multi - state platform . • Through our convertible debenture, Zoned Properties has the right to convert its investment for up to a 33 % equity stake . O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

ZONED PROPERTIES PROPTECH PROJECT • We believe Property Technology will become a significant driver of value in regulated real estate marketplaces, especially regulated cannabis industry . • Zoned Properties has partnered with & provided $ 85 , 000 + investment for a brick & mortar real estate platform, using consumer - centric and brand - centric property technology solutions to drive foot - traffic . • Through our capital investment, Zoned Properties holds a 50 % equity stake in BEAKON along with our partner, and together we hold the exclusive license to apply an existing technology platform for the Cannabis industry . O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

SUMMARY CAPITAL STRUCTURE B oo k V a lu e (B V ) o f T o ta l C a pi ta l M a r k et V a lu e (M V ) o f T o ta l C a pi ta l 1 $2.02M of Debt + $6.02M of Stockholders’ Equity = $8.04M BV of Total Capital 2 $2.02M of Debt + $11.29M of MV Equity ($0.925/share at 9/30/2021 * 12.20M shares outstanding) = $13.31 MV of Total Capital $8.0M 1 Total Capital 75% B ook V a l ue of Equity 25% T otal Debt 85% Ma r k et V a l ue of Equity $13.3M 2 Total Capital 15% T otal Debt (A s o f S ep t embe r 30 , 2021) *$ in millions O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

STATEMENT OF OPERATIONS & CASH FLOW O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties Nine Months Ended Y ear Ended 9/30/2021 12/31/2020 12/31/2019 12/31/2018 12/31/2017 Total revenues $1,283,274 $1,215,442 $1,260,421 $1,236,930 $2,113,864 Total operating expenses $1,240,440 $1,177,709 $1,259,706 $3,198,413 $1,416,698 Interest expenses $90,000 $120,000 $120,000 - $42,983 Interest expenses – related parties $900 $1,200 $1,200 $121,200 $129,288 Net (loss) income $(54,236) $(78,338) $(12,281) 1 ($2,027,278) 2 $1,377,902 3 Net cash provided by operating activities $387,999 $170,040 $284,914 $359,984 $53,923 Total common shares outstanding 12,201,548 12,011,548 11,901,548 17,441,552 17,345,497 1 Includes $108,204 one - time gain from receipt of utilities rebate. 2 Includes $1.9 million one - time, non - cash write - off of deferred rent receivable. 3 Includes $ 831,753 one - time gain from the sale of property. (A s o f S ep t embe r 30 , 202 1 )

SUMMARY BALANCE SHEETS O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties As of 9/30/2021 12/31/2020 Cash $1,090,682 $699,335 Ren t al P r ope r t i e s , net $6,528,082 $7,027,436 Total Debt $2,020,000 $2,020,000 Total Liabilities $2,223,518 $2,192,000 Total Shareholders’ Equity $6,017,313 $5,935,737 Total Assets $8,240,831 Total Liabilities $2,223,518 Total Shareholders' Equity $6,017,313 (A s o f S ep t embe r 30 , 202 1 )

INDUSTRY LEADERSHIP Executive Councils & Membe r sh i ps O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

David Honaman Independent Director COMPANY LEADERSHIP Executive Management Board of Directors O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties Bryan McLaren Chairman Alex McLaren Director Art Friedman Independent Director Derek Overstreet Independent Director Bryan McLaren, MBA Chief Executive Officer Chief Financial Officer Berekk Blackwell Chief Operating Officer

Z O N ED P R OPE R T IES ® , I N C . ANCILLARY / NON - PLANT TOUCHING 2 MI LL I ON S Q. F T . OF PROPERTY OWNERSHIP ( N o T o x i c Debt) EXECUTIVE MEMBERSHIPS F O R B ES , U S G B C , NC IA , BBB TIGHT CAPITAL STRUCTURE 12,201,548 COMMON SHARES (As of September 2021) COMMUNITY FOCUSED REGULATED CANNABIS CO. CASH FLOW POSITIVE FROM OPERATIONS O V E R 5 - Y E A RS A S PUBLIC COMPANY IN REGULATED CANNABIS MULTI - STATE EXPERIENCE & PROVEN SUCCESS O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties

FOR MORE INFORMATION O T C Q B : Z D P Y I N o v e mb er 2021 877 - 360 - 8839 | @ZonedProperties COMPANY CONTACT B r y an M c L a r en ; C h airma n & C EO Zo ned P r o pe r ti e s , In c . | Scott sd al e , AZ ww w .Zo ne dP r o pe r ti e s .co m | T el 877 . 360 . 8839 | B r ya n @ Zo ne dP r o pe r ti e s .co m