DREAM Unlimited Corp. — Management Reports 2021

Nov 9, 2021

Management’s Discussion and Analysis

The Management’s Discussion and Analysis ("MD&A") is intended to assist readers in understanding Dream Unlimited Corp. (the "Company" or "Dream"), its business environment, strategies, performance and risk factors. This MD&A should be read in conjunction with the audited consolidated financial statements ("consolidated financial statements") of Dream, including the notes thereto, as at and for the year ended December 31, 2020 and the condensed consolidated financial statements as at and for the three and nine months ended September 30, 2021, which can be found under the Company’s profile on the System for Electronic Document Analysis and Retrieval ("SEDAR") (www.sedar.com). The financial statements underlying this MD&A, including 2020 comparative information, have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board ("IFRS"). Certain disclosures included herein are non-IFRS measures. Refer to the "Non-IFRS Measures" section of this MD&A for further details.

All dollar amounts in tables within this MD&A are in thousands of Canadian dollars, unless otherwise specified. Unless otherwise specified, all references to "we", "us", "our" or similar terms refer to Dream and its subsidiaries. All references to “Dream group of companies” include Dream, Dream Office REIT, Dream Impact Trust and Dream Industrial REIT. This MD&A is dated as of, and reflects all material events up to, November 9, 2021.

The “Forward-Looking Information” section of this MD&A includes important information concerning certain information found in this MD&A that contains or incorporates statements that constitute forward-looking information within the meaning of applicable securities laws. Readers are encouraged to read the “Forward-Looking Information” and “Risk Factors” sections of this MD&A for a discussion of the risks and uncertainties regarding this forward-looking information as there are a number of factors that could cause actual results to differ materially from those disclosed or implied by such forward-looking information.

Business Overview

Dream is a leading developer of exceptional office and residential assets in Toronto, owns stabilized income generating assets in both Canada and the U.S., and has an established and successful asset management business, inclusive of $13 billion of assets under management across three Toronto Stock Exchange ("TSX") listed trusts, our private asset management business and numerous partnerships. We also develop land and residential assets in Western Canada. Dream expects to generate more recurring income in the future as its development properties are completed and held for the long term. Dream has a proven track record for being innovative and for our ability to source, structure and execute on compelling investment opportunities. An illustrative chart showing the structure and diversity of our business is set out below and a comprehensive overview of our holdings is included in the "Summary of Dream's Assets and Holdings" section of this MD&A.

From the outset, we have successfully identified and executed on opportunities for the benefit of the business and shareholders, including the creation of Dream Asset Management Corporation ("DAM") in 1996 as a public company, its subsequent privatization in 2003 and reorganization in 2013, the creation of Dream Office REIT in 2003, the establishment of our asset management business, the creation of Dream Global REIT, Dream Industrial REIT, Dream Impact Trust ("Dream Impact"), formerly Dream Hard Asset Alternatives Trust, and our private asset management business, in 2011, 2012, 2014 and 2021, respectively, and the sale of the assets and subsidiaries of Dream Global REIT in 2019.

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Dream Unlimited Corp. – September 30, 2021 | 1

Summary of Results – Third Quarter of 2021

This quarter, the Company closed on the acquisition of two multi-family residential rentals, Weston Common, a two-tower, 841-unit mixed-use apartment located in Toronto’s west end and 262 Jarvis, a 71-unit Art Deco-style apartment building located near Ryerson University in Toronto. In total, the Dream group acquired 912 units for a gross purchase price of $376 million. Dream, Dream Impact Trust and Dream Impact Fund each acquired a one-third share of the properties, which are expected to preserve and create affordable housing. Combined, the properties are 90% leased as at quarter end and we expect to commence our planned revitalization spend at 262 Jarvis in the fourth quarter and Weston Common in early 2022. We have an additional 228 multi-family units in Toronto under contract that will immediately contribute to our recurring income.

On November 1st, the Dream group of companies announced our commitment to achieving net zero greenhouse gas emissions by 2050 or sooner, as participants in the Net Zero Asset Managers initiative. In October, both Dream Office REIT and Dream Impact Trust received five-star ratings from the Global Real Estate Sustainability Benchmark ("GRESB"), with scores of 91/100 and 90/100, respectively, placing both entities in the top 20% of globally assessed companies. Dream Office REIT was also previously recognized as Canada’s largest office portfolio to be WELL Health-Safety rated by the International WELL Building Institute, with 87% of the REIT’s gross leasable area being certified. The WELL Health-Safety Certification is an evidence-based third-party verified rating for all new and existing building and space types focusing on operational policies, maintenance protocols, stakeholder engagement and emergency plans to address a post-COVID-19 environment now and into the future. The certification is designed to empower owners and operators to take the necessary steps in order to prioritize the health and safety of their staff, visitors and other stakeholders. The Dream group of companies will be releasing our Sustainability Report in the fourth quarter, which will further outline our environmental, social and governance commitments and future plans.

As of September 30, 2021, assets under management was $13 billion, up $4 billion year-over-year, with fee earning assets under management of $8 billion as of quarter end. Across the Dream platform, we have another $1.2 billion in assets under contract or in exclusivity that will add to the value of our asset management business.

Recurring Income

In the three months ended September 30, 2021, revenue and net operating income derived from recurring income sources increased by $4.9 million and $3.3 million, respectively, from the comparative period, due to higher earnings from our asset management platform and an increase in summer visitors at Arapahoe Basin.

In July, we closed on a private open-ended U.S. industrial fund with Dream Industrial REIT and a group of institutional investors. The fund was seeded with 18 of Dream Industrial REIT’s assets, with the REIT’s remaining U.S. assets expected to be sold to the fund by the end of the year.

Included in revenue for the third quarter was $5.9 million relating to asset management and development management contracts with Dream Industrial REIT, Dream Office REIT, our private asset management business and our development partnerships, up from $3.6 million in the comparative period. We continue to execute on Dream Industrial REIT’s expansion strategy and have closed on over $1.9 billion of acquisitions year-to-date, with an additional $0.6 billion under contract or in exclusivity.

Gladstone House, a historic boutique hotel in Toronto, opened to the public on September 23, 2021. The hotel features artwork from local artists in its 55 guestrooms, dining and bar venues and surrounding public space.

In 2021 we marked the first summer that Arapahoe Basin was open 7 days a week, with visitors enjoying our Aerial Adventure Park, the Via Ferrata climbing course, various hiking and biking trails, disc golf, events and specialty dining. On October 17, 2021, Arapahoe Basin opened for the 2021/2022 winter ski and snowboard season, with season passes over 90% sold.

Results for the third quarter include $29.8 million in equity earnings on our 32% interest in Dream Office REIT, up $21.3 million over the comparative period. Improved results were driven by fair value gains at Dream Office REIT and through the REIT’s 10.5% interest in Dream Industrial REIT, in addition to increased operating income at Dream Industrial REIT from recent acquisitions.

In 2018, the Company and Dream Office REIT took a combined 50% stake in Alate, a vehicle specializing in real estate technology investments. To date we have invested US$13.2 million to fund 12 investments. On October 19, 2021, Lane Technologies Inc., the developers of a tenant experience app, entered into an agreement to be acquired by VTS at a significant premium to cost. The investment vehicle has generated an IRR of over 40% since inception and is currently exploring raising outside capital. We anticipate retaining a combined 50% interest in the managing GP and to receive fees from managing the investment vehicle.

Across the Dream group platform, which includes assets held through the Company, Dream Impact Trust, Dream Impact Fund and Dream Office REIT, we have over 3,000 units and 9.5 million sf of gross leasable area in stabilized rental, retail and commercial properties, in addition to our recreational properties. As at November 8, 2021, the Company had a 28% interest in Dream Impact Trust and a 33% interest in Dream Office REIT.

Dream Unlimited Corp. – September 30, 2021 | 2

Development

In the three months ended September 30, 2021, we generated revenue of $24.9 million and minimal net margin compared to revenue of $44.3 million and net margin of $3.6 million in the comparative period. The comparative results included acre sales in Western Canada and condominium occupancies at Kanaal at Zibi with no comparable activity this quarter.

Included in the results for the third quarter is $2.0 million in fair value gains relating to our 17% interest in St. Clair Crossing, a 25,000 sf retail development at the intersection of Jane Street and St. Clair Avenue in Toronto. We have entered into a firm agreement to sell the retail centre for $20 million (at 100%), representing an IRR to Dream of nearly 50%.

We achieved 269 lot sales and 83 housing occupancies year-to-date, up from 171 lot sales and 82 housing occupancies in the comparative period. As of November 8, 2021, we have secured commitments for an additional 638 lots, 8 acres and 31 houses across our communities in Saskatchewan and Alberta that we expect to contribute to earnings in the fourth quarter, with a further 382 lots and 33 housing sales secured for 2022.

Aalto Suites (Zibi Block 10) is a 15-storey building located in downtown Gatineau along the shores of the Ottawa River and features 162 residential rental units. Zibi’s District Energy System, which will heat and cool all 4 million sf of the development’s residential and commercial buildings, connects at the base of Aalto Suites, making this building the cornerstone of the community’s net zero ambitions. Occupancies at Aalto Suites are expected to commence in December 2021.

Subsequent to the quarter end, Canary Block 10, the Company’s interest in the Indigenous Hub, secured $189 million in green loans with first draw expected in the fourth quarter. The proceeds of the construction loans will be applied toward achieving, at a minimum, a LEED Gold-level certification, classifying them as Dream’s first green loans supporting environmentally sustainable economic activity.

Across the Dream group platform, we have approximately 4.6 million sf of GLA in retail or commercial properties and nearly 21,000 condominium or purpose-built rental units (at the project level) in our development pipeline. For further details on our development pipeline, refer to the “Summary of Dream’s Assets & Holdings” section of this MD&A.

Share Capital & Return to Shareholders

In the nine months ended September 30, 2021, 1.7 million Subordinate Voting Shares were purchased for cancellation by the Company at an average price of $22.88 under a normal course issuer bid ("NCIB") for total proceeds of $39.6 million (year ended December 31, 2020 - 7.7 million Subordinate Voting Shares at an average price of $22.07, inclusive of 5.0 million Subordinate Voting Shares purchased for cancellation under a substantial issuer bid). Subsequent to September 30, 2021, 0.5 million Subordinate Voting Shares were purchased for cancellation by the Company under the NCIB at an average price of $29.98.

Dividends of $3.1 million and $9.2 million were declared and paid on its Subordinate Voting Shares and Class B Shares in the three and nine months ended September 30, 2021, respectively (three and nine months ended September 30, 2020 - $2.8 million and $8.4 million, respectively).

On November 9, 2021, the Company’s board of directors approved an increase to the annual dividend from $0.28 to $0.40 per Subordinate Voting Share and Class B Share, effective with the dividend payable to shareholders on December 31, 2021.

As of September 30, 2021, the Company had $333.4 million in corporate-level cash and available credit under its various revolving facilities and a conservative leverage position with a debt to total assets ratio of 35.6%, up from 27.8% as at June 30, 2021 due to recent acquisitions of stabilized income generating assets in Toronto and in line with expectations.

23,810 residential units &

11.7 million sf

of commercial/retail GLA across the Dream group portfolio

$8 billion

of fee earning assets under management and

$13 billion

of total assets under management

16% CAGR

in book value per share since our first reporting period as a public company in 2013

Dream Unlimited Corp. – September 30, 2021 | 3

Our Operating Segments and Strategy

As an asset manager, owner and developer of real estate, our objectives are to:

• Develop best-in-class properties and communities that attract exceptional businesses, residents and visitors;

• Own our newly developed income producing assets for the long term;

• Maintain a conservative balance sheet and liquidity position;

• Create positive and lasting impacts through our impact dedicated vehicles;

• Work with exceptional partners and stakeholders to maximize the value of our assets and developments;

• Manage our asset mix and profile to maximize long-term value to shareholders; and

• Generate solid returns for our shareholders over the long term.

We have achieved our goals in the past as a result of our expertise and high-quality asset base, combined with a track record in our ability to source, structure and execute on compelling investment opportunities while maintaining conservative debt levels. Over the last few years, we have actively focused on differentiating our asset base by growing assets that contribute to recurring income and investing in development assets and real estate in Toronto, with the goal of improving the safety, value and earnings quality of our business. Inclusive of assets held by Dream Impact Fund, Dream Impact Trust and Dream Office REIT, our portfolio totals 23,810 residential units and 11.7 million sf of commercial/retail GLA as at September 30, 2021 (at 100% project level).

The Company's reporting segments consist of the following:

• Recurring income: Comprised of our asset management and development management agreements with Dream Industrial REIT, Dream Office REIT and various development partners, fees earned through our private asset management business, a 32% equity interest in Dream Office REIT, Dream Impact Trust's lending portfolio and our stabilized income producing assets in the Greater Toronto Area ("GTA"), Ottawa/Gatineau, Western Canada and Colorado.

• Development : Comprised of mixed-use developments in the GTA and Ottawa/Gatineau, land, housing, multi-family and retail/commercial development in Saskatchewan and Alberta, and Dream Impact Trust's investment in the Virgin Hotels Las Vegas.

Recurring income is important to our business as it provides stable cash flows in order to fund our ongoing interest, fixed operating costs and dividends. This provides enhanced stability and financial flexibility as we continue to execute on our development pipeline. Assets that contribute to recurring income include our asset and development management contracts, our 32% equity ownership in Dream Office REIT, management fees from our private asset management business and our stabilized income generating assets, such as the Distillery District in Toronto and Arapahoe Basin, our ski hill in Colorado and multi-family purpose built rentals. Our future recurring income properties will include those that are currently being developed within our mixed-use developments in Toronto and Ottawa in addition to future potential acquisitions.

Our development assets, comprised of residential, commercial and retail buildings, and raw land, are located across Toronto, Ottawa and Western Canada. We believe our development pipeline includes exceptional assets that will contribute to income and cash flow over time as they are developed and completed. Income and cash flow generated from these assets can vary from period to period, due to a variety of factors including the timing of construction, availability of inventory, achievement of project milestones, timing of completion and end customer occupancy. As we execute on completing our development properties, we anticipate our recurring income assets will increase over time.

While not considered an individual reportable segment, corporate and other includes: corporate-level cash and other working capital, consolidated tax balances and expense, our term facility and related interest expense, general and administrative expenses not allocated to a particular segment and the liability and fair value adjustments to Dream Impact Trust and Dream Impact Fund units held by other unitholders. Refer to the "Additional Information - Consolidated Dream" section of this MD&A for segmented assets and liabilities and the segmented statement of earnings.

Dream Unlimited Corp. – September 30, 2021 | 4

Selected Key Operating Metrics by Segment

						For the three months	For the three months	ended September 30, 2021
(in thousands of dollars, except outstanding share amounts)		Recurring income(1)		Development		Corporate and other		Total
Revenue	$	21,176	$	24,890	$	—	$	46,066
% of total revenue		46.0%		54.0%		—%		100.0%
Net margin	$	2,130	$	21	$	—	$	2,151
Net margin (%)(2)		10.1%		0.1%		n/a		4.7%
						For the nine months		ended September 30, 2021
Revenue	$	80,883	$	94,917	$	—	$	175,800
% of total revenue		46.0%		54.0%		—%		100.0%
Net margin	$	25,506	$	375	$	—	$	25,881
Net margin (%)(2)		31.5%		0.4%		n/a		14.7%
								As at September 30, 2021
Segment assets	$	1,614,144	$	1,560,386	$	84,803	$	3,259,333
Segment liabilities		619,082		519,041		755,657		1,893,780
Segment shareholders' equity		995,062		1,041,345		(670,854)		1,365,553
Total issued and outstanding shares								43,426,400

						For the three months ended September 30, 2020	For the three months ended September 30, 2020	For the three months ended September 30, 2020
(in thousands of dollars, except outstanding share amounts)		Recurring income(1)		Development		Corporate and other		Total
Revenue	$	16,231	$	44,254	$	—	$	60,485
% of total revenue		26.8%		73.2%		—%		100.0%
Net margin	$	(1,407)	$	3,602	$	—	$	2,195
Net margin (%)(2)		n/a		8.1%		n/a		3.6%
						For the nine months ended September 30, 2020
Revenue	$	72,471	$	226,513	$	—	$	298,984
% of total revenue		24.2%		75.8%		—%		100.0%
Net margin	$	16,040	$	51,035	$	—	$	67,075
Net margin (%)(2)		22.1%		22.5%		n/a		22.4%
								As at December 31, 2020
Segment assets	$	1,118,871	$	1,560,924	$	164,578	$	2,844,373
Segment liabilities		313,274		452,100		672,387		1,437,761
Segment shareholders' equity(3)		805,597		1,093,858		(507,809)		1,391,646
Total issued and outstanding shares								45,011,928

(1)[Asset management revenue and net margin from Dream Impact Trust and Dream Impact Fund are eliminated upon consolidation within this segment.]

(2) Net margin (%) is a non-IFRS measure. Refer to the "Non-IFRS Measures" section of this MD&A for further details.

(3) Shareholders' equity excludes Zibi non-controlling interest of $15.0 million as at December 31, 2020.

Timing of Income Recognition and Impact of Seasonality

The Company’s housing and condominium operations recognize revenue at the time of occupancy and, as a result, revenue and direct costs vary depending on the number of units occupied in a particular reporting period. The Company’s land operations recognize revenue generally when a 15% deposit has been received from the third-party purchaser, ultimate collection of the full purchase price is reasonably assured and certain other development milestones are substantially met. Revenue from land is deferred until occupancy by a third-party customer, when the land is sold as part of a home constructed by our housing division. Certain marketing expenses for condominiums and homes are incurred prior to the occupancy of these units and accordingly are not tied to the number of units occupied in a particular period as they are expensed as incurred. Commissions are capitalized as contract assets, and expensed when condominium and housing revenue is recognized.

Based on our geographic location, most of our development activity in Western Canada takes place between April and October due to weather constraints, while sales orders vary depending on the rate at which builders work through inventory, which is affected by weather and market conditions. Traditionally, our highest sales volume quarter for our land and housing divisions has been the fourth quarter, while our lowest has been the first quarter. As a result, the Company’s results can vary significantly from quarter to quarter.

Dream Unlimited Corp. – September 30, 2021 | 5

Key Financial Information and Performance Indicators

Selected Financial Information

Selected Financial Information
		For the three months ended		September 30,		For the nine months		ended September 30,
(in thousands of dollars, except per share and outstanding
share amounts)		2021		2020		2021		2020
Revenue	**$ **	46,066	$	60,485	**$ **	175,800	$	298,984
Gross margin	**$ **	9,521	$	10,418	**$ **	48,308	$	93,187
Gross margin (%)(1)		20.7%		17.2%		27.5%		31.2%
Net margin	**$ **	2,151	$	2,195	**$ **	25,881	$	67,075
Net margin (%)(2)		4.7%		3.6%		14.7%		22.4%
Earnings (loss) before income taxes	**$ **	34,189	$	(6,640)	**$ **	30,526	$	228,801
Earnings (loss) for the period	**$ **	34,572	$	(4,653)	**$ **	30,344	$	191,953
Basic earnings (loss) per share(3)	**$ **	0.79	$	(0.11)	**$ **	0.68	$	4.01
Diluted earnings (loss) per share(3)	**$ **	0.77	$	(0.11)	**$ **	0.66	$	3.94
Weighted average number of shares outstanding, basic		43,613,967		46,774,227		43,913,518		47,773,472
Total issued and outstanding shares		43,426,400		45,976,730		43,426,400		45,976,730
Total earnings (loss) for the period attributable to:
Shareholders(4)	**$ **	34,572	$	(4,981)	**$ **	29,713	$	191,385
						September 30, 2021		December 31, 2020
Total assets					**$ **	3,259,333	$	2,844,373
Total liabilities					**$ **	1,893,780	$	1,437,761
Total equity					**$ **	1,365,553	$	1,406,612
Total issued and outstandingshares						43,426,400		45,011,928

(1) Gross margin (%) (a non-IFRS measure) represents gross margin as a percentage of revenue. For additional details, refer to the "Non-IFRS Measures" section of this MD&A.

(2) Net margin (%) (a non-IFRS measure) represents net margin as a percentage of revenue. For additional details, refer to the "Non-IFRS Measures" section of this MD&A.

(3) See Note 23 of the Company’s condensed consolidated financial statements for the three and nine months ended September 30, 2021 for further details on the calculation of basic and diluted earnings (loss) per share.

(4) Total earnings (loss) attributable to shareholders excludes the portion allocated to non-controlling interests.

The Company evaluates its development segment using net margin. The Company's recurring income segment is evaluated using net operating income. Stated as a percentage to evaluate operational efficiency, these metrics are used as fundamental business considerations for updating budgets, forecasts and strategic planning.

Overview of Results

Earnings before income taxes after adjusting for fair value losses taken on Dream Impact Trust units held by other unitholders for the three months ended September 30, 2021 was $16.3 million, an increase of $12.0 million relative to the prior year. The change is primarily due to higher earnings through the Company's equity accounted investments, inclusive of Dream Office REIT, partially offset by one-time transaction costs related to the acquisition of investment properties.

Earnings before income taxes after adjusting for fair value losses taken on Dream Impact Trust units held by other unitholders for the nine months ended September 30, 2021 was $51.8 million, down from $90.9 million in the prior year. Prior year pre-tax earnings were primarily driven by the gain on sale of our renewable power portfolio, the sale of 480 acres in Glacier Ridge and occupancies at our Canary Block, Riverside Square, BT Towns and Zibi developments. The impact of these transactions was partially offset in the current year by the aforementioned earnings from Dream Office REIT, in addition to our growing asset management base and improved results from Arapahoe Basin.

Dream Impact Trust units held by other unitholders are treated as a liability on the condensed consolidated statements of financial position of Dream and are fair valued each period under IFRS, generating fair value gains/losses with the fluctuation of Dream Impact Trust’s unit price. In the three months ended September 30, 2021, the fair value gain on the Dream Impact Trust units was $17.9 million (as a result of the unit price decreasing to $6.17 at September 30, 2021 from $6.65 at June 30, 2021), compared to a fair value loss of $10.9 million in the comparative period (as a result of the unit price increasing to $4.88 at September 30, 2020 from $4.75 at June 30, 2020). In the nine months ended September 30, 2021, the fair value loss on the Dream Impact Trust units was $21.2 million (as a result of the unit price increasing to $6.17 at September 30, 2021 from $6.03 at December 31, 2020), compared to a fair value gain of $137.9 million in the comparative period (as a result of the unit price decreasing to $4.88 at September 30, 2020 from $7.75 at December 31, 2019).

Dream Unlimited Corp. – September 30, 2021 | 6

Summary of Dream's Assets and Holdings

The following table includes supplementary information on our portfolio as at September 30, 2021.

Project/Property	Entity	Dream ownership(1)	Status/Type	Total residential/ hotel units at completion(2)	Residential GFA(2) (at 100%)	Total commercial and retail GLA(2)	In-place/ committed occupancy	Occupancy/ stabilization date
RECURRING INCOME SEGMENT
Downtown Toronto & GTA
Commercial:
Adelaide Place	Dream Office REIT	32.1%	Income property	—	—	658,000	82.9%
Sussex Centre	Dream Office REIT/ MPCT	66.1%	Income property	—	—	655,000	83.1%
2200-2206 Eglinton Avenue East & 1020 Birchmount Road	Dream Office REIT	32.1%	Income property	—	—	442,000	70.5%
State Street Financial Centre	Dream Office REIT	32.1%	Income property	—	—	414,000	100.0%
Distillery District	Dream	50.0%	Income property	—	—	395,000	97.5%
438 University Avenue	Dream Office REIT	32.1%	Income property	—	—	323,000	99.1%
655 Bay Street	Dream Office REIT	32.1%	Income property	—	—	301,000	80.6%
74 Victoria Street/137 Yonge Street	Dream Office REIT	32.1%	Income property	—	—	266,000	98.9%
720 Bay Street	Dream Office REIT	32.1%	Income property	—	—	248,000	100.0%
36 Toronto Street	Dream Office REIT	32.1%	Income property	—	—	214,000	84.3%
330 Bay Street	Dream Office REIT	32.1%	Income property	—	—	165,000	67.6%
20 Toronto Street/33 Victoria Street	Dream Office REIT	32.1%	Income property	—	—	158,000	95.3%
250 Dundas Street West	Dream Office REIT	32.1%	Income property	—	—	121,000	99.1%
Victory Building	Dream Office REIT	32.1%	Income property	—	—	102,000	64.8%
49 Ontario	MPCT	100.0%	Redevelopment	TBD	TBD	88,000	91.5%
425 Bloor Street East	Dream Office REIT	32.1%	Income property	—	—	83,000	97.5%
212 King Street West	Dream Office REIT	32.1%	Income property	—	—	73,000	85.3%
357 Bay Street	Dream Office REIT	32.1%	Income property	—	—	65,000	100.0%
10 Lower Spadina	MPCT	100.0%	Income property	—	—	61,000	100.0%
100 Steeles Avenue West	Dream/MPCT	50.0%	Redevelopment	TBD	TBD	59,000	97.1%
360 Bay Street	Dream Office REIT	32.1%	Income property	—	—	58,000	66.5%
6 Adelaide Street East	Dream Office REIT	32.1%	Income property	—	—	53,000	67.5%
350 Bay Street	Dream Office REIT	32.1%	Income property	—	—	53,000	92.0%
67 Richmond Street West	Dream Office REIT	32.1%	Income property	—	—	50,000	56.7%
Plaza Imperial	MPCT	40.0%	Income property	—	—	35,000	100.0%
349 Carlaw	MPCT	100.0%	Income property	—	—	34,000	85.9%
56 Temperance Street	Dream Office REIT	32.1%	Income property	—	—	32,000	80.2%
Canary District - Stage 1 retail	Dream	50.0%	Income property	—	—	32,000	85.0%
68-70 Claremont Street	MPCT	100.0%	Income property	—	—	30,000	39.7%
76 Stafford Street	MPCT	100.0%	Income property	—	—	25,000	99.0%
Plaza Bathurst	MPCT	40.0%	Income property	—	—	24,000	100.0%
220 King Street West	Dream Office REIT	16.1%	Income property	—	—	22,000	66.2%
Other GTA retail	Dream	17.1-50.0%	Income property	—	—	282,000	84.6%
Residential Rentals:
Weston Common	Dream/Impact Fund/ MPCT	100.0%	Income property	841	692,000	52,000	92.0%
262 Jarvis	Dream/Impact Fund/ MPCT	100.0%	Income property	71	35,000	—	60.0%
Other:
The Broadview Hotel	Dream	50.0%	Hospitality	58	—	—
Gladstone House	Dream	50.0%	Hospitality	55	—	—
Total Downtown Toronto & GTA				1,025	727,000	5,673,000	91.3%
Zibi (Ottawa/Gatineau)
Commercial:
15 Rue Jos-Montferrand (Block 2/3)	Dream/MPCT	100.0%	Income property	—	—	53,000	81.2%
Total Zibi (Ottawa/Gatineau)				—	—	53,000	81.2%
U.S.
Arapahoe Basin ski hill, Colorado	Dream	100.0%	Recreational	—	—
Abbey at Vista Ridge, Texas	Dream	5.0%	Income property	300	297,000		96.0%
Tallows Apartments, Texas	Dream	5.0%	Income property	252	218,000		97.2%
Villas at Waterchase, Texas	Dream	5.0%	Income property	244	215,000		98.8%
Tall Timbers Apartments, Texas	Dream	5.0%	Income property	216	201,000		93.1%
Fieldcrest Apartments, Texas	Dream	5.0%	Income property	180	144,000		97.8%
Ava Park Apartments, Arizona	Dream	5.0%	Income property	224	144,000		88.8%
The Perry Apartments, Arizona	Dream	5.0%	Income property	148	119,000		98.6%
Red Sage Apartments, Arizona	Dream	5.0%	Income property	156	105,000		94.2%
Serena Park Apartments, Arizona	Dream	5.0%	Income property	141	102,000		97.2%
Ava North Apartments, Arizona	Dream	5.0%	Income property	73	54,000		98.6%
Ava South Apartments, Arizona	Dream	5.0%	Income property	50	25,000		94.0%
12800 Foster Street, Overland Park, Kansas	Dream Office REIT	32.1%	Income property	—	—	185,000	100.0%
Total U.S.				1,984	1,624,000	185,000	96.3%

Dream Unlimited Corp. – September 30, 2021 | 7

Project/Property	Plan	Entity	Dream ownership(1)	Status/Type	Total residential/ hotel units at completion(2)	Residential GFA(2) (at 100%)	Total commercial and retail GLA(2)	In-place/ committed occupancy	Occupancy/ stabilization date
Western Canada
Residential Rentals:
Brighton Village Rentals I, Saskatoon		Dream	100.0%	Income property	121	81,000	—	96.0%
Childers Rentals Kensington, Saskatoon		Dream	100.0%	Income property	48	75,000	—	100.0%
Commercial:
444 - 7th Building, Calgary		Dream Office REIT	32.1%	Income property	—	—	261,000	74.5%
Saskatoon Square, Saskatoon		Dream Office REIT	32.1%	Income property	—	—	228,000	68.6%
1900 Sherwood Place, Regina		Dream Office REIT	32.1%	Income property	—	—	206,000	93.4%
Princeton Tower, Saskatoon		Dream Office REIT	32.1%	Income property	—	—	136,000	47.6%
606 - 4th Building & Barclay Parkade, Calgary		Dream Office REIT	32.1%	Income property	—	—	126,000	76.5%
Kensington House, Calgary		Dream Office REIT	32.1%	Income property	—	—	78,000	91.2%
Shops of South Kensington, Saskatoon		Dream	100.0%	Income property	—	—	72,000	97.9%
234 - 1st Avenue South, Saskatoon		Dream Office REIT	32.1%	Income property	—	—	10,000	83.3%
Brighton Recreation, Saskatoon		Dream	100.0%	Income property	—	—	7,000	100.0%
Other:
Willows, Saskatoon		Dream	100.0%	Recreational	—	—
Total Western Canada					169	156,000	1,124,000	79.2%
Total Recurring Income Segment					3,178	2,507,000	7,035,000	90.5%
DEVELOPMENT SEGMENT
Downtown Toronto & GTA
Residential and Mixed-Use:
Canary Commons (Block 12)	Sell	Dream	50.0%	Under construction	401	372,000	14,000	100.0%	Q4 2021
Riverside Square - Phase 2	Sell	Dream	32.5%	Under construction	227	195,000	43,000		2023
WDL Block 8	Hold	Impact Fund/MPCT	33.3%	Under construction	770	624,000	4,000		2023
Brightwater I and II	Sell	Dream/MPCT	31.0%	Under construction	311	244,000	98,000	36.7%	2023
Brightwater Towns	Sell	Dream/MPCT	31.0%	Planning	106	237,000	—		2023
Canary House (Block 10 - Condo)	Sell	Impact Fund	50.0%	Under construction	206	153,000	26,000		2024
Canary Block 10 - Rental	Hold	Impact Fund/MPCT	33.3%	Under construction	237	173,000	—		2024
The Mason, Brightwater	Sell	Dream/MPCT	31.0%	Planning	162	134,000	5,000		2024
Ivy	Various	Dream/MPCT	100.0%	Under contruction	268	193,000	—		2024
Brightwater future blocks	Various	Dream/MPCT	31.0%	Planning	2,416	2,498,000	257,000		2025-2032
WDL Block 3/4/7	Hold	Dream/MPCT	33.3%	Under construction	855	811,000	32,000		2025
Queen & Mutual	Sell	MPCT	9.0%	Planning	369	243,000	7,000		2025
Canary Block 13	Hold	Dream	50.0%	Planning	682	565,000	13,000		TBD
WDL Block 20	Hold	Dream/MPCT	33.3%	Planning	654	571,000	260,000		TBD
Scarborough Junction	Sell	MPCT	45.0%	Planning	6,619	5,270,000	165,000		TBD
Frank Gehry	Sell	Dream/MPCT	33.3%	Planning	1,500	1,652,000	260,000		TBD
Lakeshore East	TBD	Dream/MPCT	50.0%	Planning	1,500	1,200,000	32,000		TBD
Distillery District - 31A Parliament	Hold	Dream	50.0%	Planning	515	389,000	342,000	30.7%	TBD
Seaton	Sell	MPCT	7.0%	Planning	TBD	TBD	TBD		TBD
Other	Sell	Various	Various	Various	1,045	1,099,000	58,000		TBD
Commercial:
366 Bay Street		Dream Office REIT	32.1%	Redevelopment	—	—	36,000	17.0%	2023
Total Downtown Toronto & GTA					18,843	16,623,000	1,652,000	32.9%
Zibi (Ottawa/Gatineau)
Natural Sciences Building (Block 211)	Hold	Impact Fund/MPCT	100.0%	Under construction	—	—	186,000	86.0%	Q4 2021
Block 208	Hold	Dream/MPCT	100.0%	Under construction	—	—	33,000	79.8%	2022
Aalto Suites (Block 10)	Hold	Dream/MPCT	100.0%	Under construction	162	135,000	1,000		2022
Block 206	Hold	Dream/MPCT	100.0%	Under construction	207	196,000	11,000		2023
Block 11	Hold	Dream/MPCT	100.0%	Under construction	146	127,000	4,000		2023
Block 207	Hold	Dream/MPCT	100.0%	Under construction	—	—	76,000		2023
Future blocks	Various	Dream/MPCT	100.0%	Planning	1,255	1,292,000	1,891,000		TBD
Total Zibi (Ottawa/Gatineau)					1,770	1,750,000	2,202,000	85.1%
U.S.
Las Vegas industrial site	Hold	Dream	10.0%	Under construction	—	—	464,000		2023
Virgin Hotels Las Vegas	Sell	MPCT	10.0%	Hospitality	1,502	—	—		2023
Total U.S.					1,502	—	464,000
Western Canada
Residential:
Brighton Village Rentals II, Saskatoon	Hold	Dream	100.0%	Planning	132	112,000	13,000		2022-2023
Commercial:
Brighton Marketplace, Saskatoon	Hold	Dream	50.0%	Under construction	—	—	222,000	90.2%	2022
Harbour Landing, Regina	Hold	Dream	100.0%	Under construction	—	—	41,000	62.0%	2022
Montrose, Calgary	Hold	Dream	100.0%	Under construction	—	—	24,000	85.0%	2022
Hampton Heights, Saskatoon	Hold	Dream	100.0%	Under construction	—	—	22,000	91.0%	2022
Total Western Canada					132	112,000	322,000	86.1%
Total Development Segment					22,247	18,485,000	4,640,000	60.3%
Total Dream Platform					25,425	20,992,000	11,675,000	87.6%

Dream Unlimited Corp. – September 30, 2021 | 8

Western Canada Land Holdings
City	Acre equivalents
Calgary	1,884
Edmonton	829
Saskatoon	3,114
Regina	3,303
Total(3)	9,130

Summary by Geography

		Future GLA	In-place and	Residential/
		under	committed	hotel units at	Residential
Location	Current GLA	development(2)	occupancy	completion(2)	GFA(2)
Downtown Toronto & GTA	5,673,000	1,652,000	87.1%	19,868	17,350,000
Ottawa/Gatineau	53,000	2,202,000	85.1%	1,770	1,750,000
U.S.	185,000	464,000	96.3%	3,486	1,624,000
Western Canada	1,124,000	322,000	80.6%	301	268,000
Total	7,035,000	4,640,000	87.6%	25,425	20,992,000

(1) Dream, Dream Impact Fund ("Impact Fund") and Dream Impact Trust ("MPCT") holdings at fully consolidated ownership. Dream Office REIT at 32.1% ownership as of September 30, 2021.

(2) Residential units, GFA and GLA are at 100% project level and include planned units, GFA and GLA, which are subject to change pending various development approvals. Planned residential units may be developed as condominium units or purpose-built rentals as supported by market demand, targeted studies and return objectives. For projects currently in occupancy, residential units reflect remaining units in inventory to be occupied in future periods.

(3) Dream's acre equivalents in Western Canada represent an estimated 15,000 residential units that we plan to build out over time.

Recurring Income

A summary of the major asset types within our recurring income segment is included below.

Asset Management and Equity Ownership

We provide asset management and development management services to Dream Industrial REIT and Dream Office REIT, respectively, and on behalf of various institutional partnerships/third-party real estate, including our private asset management business. Asset management fees and equity interests in Dream Impact Trust and Dream Impact Fund are eliminated on consolidation. As of September 30, 2021, we held an aggregate of 17.6 million units in Dream Office REIT, representing a 32.1% interest, which generate monthly cash distributions for Dream. It is important to note that fees earned on transactional activity in a period are not recurring in nature and accordingly will impact related margins. Fees related to development activities and partnerships included within this segment may fluctuate depending on the number of active projects and on Dream achieving certain milestones as the development manager. We expect that development and other management fees will continue to increase in future years as our existing developments progress through construction milestones.

Our asset management and management services team consists of real estate professionals with backgrounds in architecture, urban planning, engineering, development and redevelopment, construction, finance, accounting and law. The team brings experience from a range of major organizations in Canada; is actively involved with internal training opportunities; and has expertise in capital markets, structured finance, real estate investments and management across a broad spectrum of property types in diverse geographic markets. We carry out our own research and analysis, financial modelling, due diligence, and financial planning, and have completed approximately $37 billion of commercial real estate and real estate alternative transactions. We also act as lead or co-lead developer on behalf of Dream Office REIT, Dream Impact Trust, Dream Impact Fund and our third-party partnerships.

As at September 30, 2021, Dream managed assets with a total value of approximately $13 billion (December 31, 2020 – $10 billion), including fee earning assets under management of approximately $8 billion (December 31, 2020 - $5 billion).

Stabilized Income Generating Assets

Dream owns a number of income generating assets, which are key contributors to our sources of recurring income. These assets include Arapahoe Basin, our ski hill in Colorado, and income producing assets in Toronto and Western Canada, including the Distillery District and stabilized residential rentals. As of September 30, 2021, we held over 9.5 million sf of GLA in retail, residential and mixed-use properties across the Dream platform and we expect assets in this segment to grow over time, as we intend to hold stabilized investment properties that are developed by Dream in the core markets in which we operate in addition to sourced transactions in those markets.

Selected Segment Key Operating Metrics

Selected Segment Key Operating Metrics
		For the three months	ended	September 30,		For the nine months	ended	September 30,
(in thousands of dollars, unless otherwise noted)		2021		2020		2021		2020
Revenue	$	21,176	$	16,231	$	80,883	$	72,471
Net operating income(1)		3,783		505		30,453		20,955
Net margin		2,130		(1,407)		25,506		16,040
Net margin (%)(1)		10.1%		n/a		31.5%		22.1%
Fair value changes in investment properties	$	(14,816)	$	(449)	$	(14,550)	$	(6,017)
Share of earnings from equityaccounted investments		31,444		8,515		58,580		57,504

(1) Net operating income and net margin (%) are non-IFRS measures. Refer to the "Non-IFRS Measures" section of this MD&A for further details.

Dream Unlimited Corp. – September 30, 2021 | 9

Results of Operations

In the three months ended September 30, 2021, revenue and net operating income derived from recurring income sources increased by $4.9 million and $3.3 million, respectively, from the comparative period, due to higher earnings from our asset management platform, increased summer activity at Arapahoe Basin and improved tenant occupancy of our retail properties across the GTA and Western Canada.

In the nine months ended September 30, 2021, revenue and net operating income derived from recurring income sources increased by $8.4 million and $9.5 million, respectively, due to the aforementioned increased earnings from our asset management platform and improved results from Arapahoe Basin, partially offset by the impact of scheduled lending portfolio repayments and prior period asset dispositions.

Arapahoe Basin has undertaken significant investment to drive summer visitation with its family-friendly Aerial Adventure Park, a mountaintop Via Ferrata course, purpose-built hiking and biking trails, disc golf, weddings, events and specialty dining. This summer was the first with 7-day-a-week operations. On October 17, 2021, Arapahoe Basin opened for the 2021-2022 ski season with season passes over 90% sold.

Fair value losses on investment properties in the three and nine months ended September 30, 2021 were $14.8 million and $14.6 million, respectively, primarily driven by transaction fees on the acquisition of investment properties this quarter.

Earnings from equity accounted investments in the three and nine months ended September 30, 2021 increased $22.9 million and $1.1 million, respectively, primarily driven by higher earnings and fair value gains at Dream Office REIT. Results for the comparative nine month period include the sale of our indirect interest in a renewable power portfolio.

Asset management revenues in the three and nine months ended September 30, 2021 increased by $3.6 million and $6.0 million, respectively, relative to the comparative period as a result of higher transactional activity and a growing asset management base as a result of acquisitions. In the three and nine months ended September 30, 2021, total asset management and development management fees generated from contracts with Dream Industrial REIT, Dream Office REIT, our private asset management business and our partnerships were $5.9 million and $22.5 million, respectively, up from $3.6 million and $19.3 million in the comparative periods.

In the first quarter of 2021, we contributed four high-quality, active development assets with defined impact pathways to form Dream Impact Fund's seed portfolio. This includes the Company's interest in the Indigenous Hub (Canary Block 10), Block 8 in the West Don Lands, the Natural Sciences Building under construction at Zibi and our interest in Zibi Community Utility, the system created in partnership with Hydro Ottawa to provide net zero heating and cooling to the entire Zibi project.

Over the next five years, an additional 2.2 million sf of residential GFA and 0.4 million sf of commercial/retail GLA will be added to our recurring income segment (at the project level). Details of projects we expect to be completed during this time period include the following:

Project/Property	Entity	Dream ownership(1)	Total residential units(2)	Residential GFA(2) (at 100%)	Commercial and retail GLA(2)(at 100%)	Committed occupancy	Occupancy date
Brighton Village Rentals II	Dream	100.0%	132	112,000	13,000		2022-2023
WDL Block 8	Impact Fund/MPCT	33.3%	770	624,000	4,000		2023
Canary Block 10 - Rental	Impact Fund/MPCT	33.3%	237	173,000	—		2024
Canary Block 10 - Retail	Impact Fund/MPCT	33.3%	—	—	26,000		2024
WDL Block 3/4/7	Dream/MPCT	33.3%	855	811,000	32,000		2025
Zibi
Natural Sciences Building (Block 211)	Impact Fund/MPCT	100.0%	—	—	186,000	86.0%	Q4 2021
Block 208	Dream/MPCT	100.0%	—	—	33,000	79.8%	2022
Aalto Suites (Block 10)	Dream/MPCT	100.0%	162	135,000	1,000		2022
Block 206	Dream/MPCT	100.0%	207	196,000	11,000		2023
Block 207	Dream/MPCT	100.0%	—	—	76,000		2023
Block11	Dream/MPCT	100.0%	146	127,000	4,000		2023
Total			2,509	2,178,000	386,000	71.7%

(1) Dream, Impact Fund and MPCT holdings at fully consolidated ownership. Dream Office REIT at 32.1% ownership as of September 30, 2021.

(2) Residential units, GLA and GFA are at 100% project level and include planned units. Planned residential units may be developed as condominium units or purpose-built rentals as supported by market demand, targeted studies and return objectives.

Dream Unlimited Corp. – September 30, 2021 | 10

Development

An overview of our development segment by geography is included below.

Urban Development - Toronto & Ottawa

Our urban development assets are comprised of exceptional development opportunities in various planning and construction phases across Toronto & Ottawa and are comprised of condominium, purpose-built rental and mixed-use developments. A large proportion of assets carried within this segment are held at cost and will contribute meaningfully to the Company's earnings in future periods as properties are developed and completed. In addition, through our equity ownership in Dream Impact Trust and Dream Office REIT, we have indirect investments in high-quality assets located in the GTA with significant redevelopment potential.

Over the last five years, we have significantly expanded our investment pipeline in this segment. A number of these investments were acquired on a 25%/75% basis with Dream Impact Trust including Brightwater, West Don Lands, the Frank Gehry development and the Lakeshore East development, in which Dream is the co-developer alongside its partners for each of these sites. Refer to the "Summary of Dream's Assets and Holdings" section of this MD&A for a comprehensive overview of our development holdings.

The developments that we hold today do not require a significant amount of capital and are financed primarily through project-specific debt including both land loans and construction financing, providing us with additional financial flexibility. In cases where we are developing investment properties for hold, fair value gains are recognized as key milestones are achieved through the development period over the time frame to stabilization and/or completion. Development margin from these assets is earned in periods where we have inventory available for occupancies in condominium or investment properties. With the repositioning of our development portfolio away from Western Canada to the GTA, we anticipate a larger proportion of our income to be derived from this segment in future years.

As at September 30, 2021, our GTA and Ottawa pipeline across the Dream portfolio is comprised of over 20,600 residential units and approximately 3.9 million sf of commercial/retail GLA.

We develop or co-develop all of the projects below with exceptional partners:

	Dream/Impact Fund/MPCT
Project	ownership interest %	Project inception
Distillery District	50%	2004
Riverside Square and other mixed-use developments	32.5%-50%	2007
Canary District - Blocks 12 and 13	50%	2011
Lakeshore East	50%	2016
Brightwater	31%	2017
Frank Gehry	33%	2017
West Don Lands	33%	2018
100 Steeles Avenue West	50%	2018
Canary District - Block 10	33%-50%	2019

Western Canada Community Development

Dream’s Western Canada community development is comprised of land, housing, multi-family and retail/commercial assets within our master-planned communities in Saskatchewan and Alberta. We currently own approximately 9,100 acres of land in Western Canada, of which 8,600 acres are in nine large master-planned communities at various stages of approval. With our land bank, market share, liquidity position and extensive experience as a developer, we are able to closely monitor and have the flexibility to increase or decrease our inventory levels to adjust to market conditions in any year. As at September 30, 2021, our Western Canada pipeline across the Dream portfolio is comprised of 132 purpose-built rental units and 0.3 million sf of commercial/retail GLA.

Building on our own land delays the recognition of revenue, as the land sale is not recognized until the property is occupied by a third-party purchaser or tenant. In comparison, when selling land to a third party, revenue is generally recognized on receipt of a 15% deposit from the land buyer and when there is substantial completion of the underground servicing work. Dependent on economic conditions in Western Canada, we may not make new investments in undeveloped land at the same rate as in past years unless management considers the lands to be strategic to existing land positions already owned by the Company.

Land development is financed through our operating line, which is secured by our lands in Western Canada and associated trade receivables. Housing, retail, commercial and multi-family development is financed through project-specific construction financing.

With the intent of diversifying our business, over the last few years we have focused on repatriating capital out of Western Canada and redeploying proceeds to our Toronto developments.

Dream Unlimited Corp. – September 30, 2021 | 11

Selected Segment Key Operating Metrics

Selected Segment Key Operating Metrics
	For the three months		ended	September 30,	For the nine months		ended	September 30,
(in thousands of dollars, except unit, lot and acre amounts)		2021		2020		2021		2020
DIRECTLY OWNED
Revenue	**$ **	24,890	$	44,254	**$ **	94,917	$	226,513
Gross margin		5,738		9,913		17,855		72,232
Net margin		21		3,602		375		51,035
Fair value change on investment properties		2,258		2,483		10,592		1,329
Condominium occupancy units (project level) - Toronto & Ottawa		—		24		11		419
Condominium occupancy units (Dream's share) - Toronto & Ottawa		—		22		8		188
Lots sold - Western Canada		100		101		269		171
Acres sold - Western Canada		—		9		5		520
EQUITY ACCOUNTED INVESTMENTS
Share of earnings(losses)from equityaccounted investments	**$ **	4,775	$	(93)	**$ **	4,934	$	(3,606)

Results of Operations

In the three months ended September 30, 2021, we generated revenue of $24.9 million and minimal net margin compared to revenue of $44.3 million and net margin of $3.6 million in the comparative period. The comparative results included acre sales in Western Canada and condominium occupancies at Kanaal at Zibi with no comparable activity this quarter.

In the nine months ended September 30, 2021, revenue and net margins decreased by $131.6 million and $50.7 million, respectively, from the prior year due to the sale of our interest in 480 acres in Glacier Ridge in Calgary in the first quarter of 2020 and prior year condominium occupancies at Riverside Square, BT Towns and Kanaal.

Fair value gains on investment properties in the three and nine months ended September 30, 2021 of $2.3 million and $10.6 million, respectively, were primarily driven by our commercial buildings under construction at Zibi. Earnings from equity accounted investments in the three and nine months ended September 30, 2021 of $4.8 million and $4.9 million, respectively, primarily related to fair value gains on our equity accounted investment properties inclusive of our 16.5% interest in St. Clair Crossing, which we expect to sell in the fourth quarter.

We expect to commence occupancies at Canary Commons and Aalto Suites at Zibi in the fourth quarter of 2021. Our development team remains focused on building out our exceptional development pipeline, including Phase 2 of Riverside Square, Brightwater I and II and West Don Lands Block 8, which are expected to occupy between 2022 and 2023; however, as the development manager for our projects, we are able to adjust, in real time, should adverse changes to the market arise.

Active Projects

Zibi

In the three months ended September 30, 2021, vertical construction at Zibi continued on all active blocks. The project is a multi-phase development that includes over 4 million sf of density consisting of over 1,800 residential units (inclusive of purpose-built rental units), over 2 million sf of commercial space and 8 acres of riverfront parks and plazas. Zibi will be one of Canada's most sustainable communities and the country's first "One Planet Master-Planned Community". In partnership with Hydro Ottawa, we are developing the District Energy System, the first post-industrial waste heat recovery system in a master-planned community in North America, which will provide net-zero heating and cooling for all tenants, residents and visitors at Zibi.

Riverside Square

Riverside Square is a 5 acre, two-phase, mixed-use development located in Toronto’s downtown east end on the south side of Queen Street East and immediately east of the Don Valley Parkway. Dream has a 32.5% interest in the project alongside its partners. The first phase of the project consists of 688 residential condominium units, a state-of-the-art multi-level auto-plex and approximately 20,000 sf of retail GLA and is fully occupied. The second phase is planned to consist of approximately 36,000 sf of multi-tenant commercial space with a proposed grocery-anchored component together with 227 condominium units, with first occupancies expected in 2023.

Downtown Toronto's East End

The Canary District is developed in a 50/50 partnership with Kilmer Van Nostrand Co. Ltd. and is located in downtown Toronto’s east end. Construction is ongoing at Canary Commons (Block 12), a 401-unit condominium building, and Block 8, the first building in our purpose-built rental community in the West Don Lands neighbourhood. Block 8 will comprise 770 rental units, of which 30% are affordable, with first occupancies expected in 2023. Construction on West Don Lands Block 3/4/7 commenced this year, adding an additional 855 rental units (30% affordable), with initial occupancies planned for 2025. Construction has also commenced on Block 10, which comprises 206 condominium units, 237 purpose-built rentals, 26,000 sf of heritage retail and an Indigenous Hub. This area is a significant development hub for Dream, as it includes the 35 acre Canary District, the adjacent West Don Lands and Distillery District development assets, in addition to the future Lakeshore East site.

Brightwater

Brightwater is a 72 acre waterfront property in Mississauga's Port Credit area, with plans to transform the site into a complete, vibrant and diverse waterfront community. The site is expected to be redeveloped into a large master-planned residential/mixed-use community. Highlights of the draft

Dream Unlimited Corp. – September 30, 2021 | 12

master plan proposal include nearly 3,000 residential units and 350,000 sf of retail and commercial space. The source remediation program is complete and vertical construction has commenced on the project's first condominium buildings which are fully pre-sold.

Other Items

Interest Expense

In the three and nine months ended September 30, 2021, interest expense was $6.2 million and $17.0 million, compared to $6.2 million and $18.2 million, respectively, in the comparative periods. The impact of the decline in interest rates was partially offset by corporate debt drawings in the third quarter, inclusive of Dream Impact Trust's convertible debentures.

General and Administrative Expenses

In the three and nine months ended September 30, 2021, general and administrative expenses were $5.6 million and $13.9 million, respectively, compared to $3.3 million and $12.8 million in the comparative period. General and administrative expenses for the three month period increased due to government assistance received through the Canadian Emergency Wage Subsidy in the prior period, with no amounts received this quarter. General and administrative expenses for the nine month period increased for similar reasons in addition to an increase in Dream Impact Trust's deferred unit incentive plan liability, as a result of an increase in Dream Impact Trust's unit price from $6.03 as at December 31, 2020 to $6.17 as at September 30, 2021. Included in general and administrative expenses for the three and nine months ended September 30, 2021 was government assistance received of $nil and $1.7 million, respectively, in comparison to $1.5 million and $3.6 million in the comparative period.

Income Tax Expense

The Company's effective income tax rate was (1.1%) and 0.6%, respectively, for the three and nine months ended September 30, 2021 (three and nine months ended September 30, 2020 – (29.9%) and 16.1%, respectively). The effective income tax rate for the three and nine months ended September 30, 2021 is different than the statutory combined federal and provincial tax rate of 26.3% mainly due to the non-taxable portion of capital gains, partially offset by a combination of non-deductible expenses and other items.

We are subject to income taxes in Canada, both federally and provincially, and the United States. Significant judgments and estimates are required in the determination of the Company's tax balances. Our income tax expense and deferred tax liabilities reflect management's best estimate of current and future taxes to be paid. The Company is subject to tax audits from various government and regulatory agencies on an ongoing basis. As a result, from time to time, taxing authorities may disagree with the interpretation and application of tax laws taken by the Company in its tax filings.

Liquidity and Capital Resources

Our capital consists of debt facilities and shareholders’ equity. Our objectives in managing our capital are to ensure adequate operating funds are available to fund development costs, to cover leasing costs, overhead and capital expenditures for income generating assets, to provide for resources needed to fund capital calls for existing developments, to generate a target rate of return on investments and to cover dividend payments. There have been no material changes in future contractual obligations since September 30, 2021.

A summary of our working capital and financial assets and liabilities as at September 30, 2021 and December 31, 2020 is presented below. Project-specific inventory and debt balances are excluded from the table below as the sale of inventory funds the repayment of project-specific construction facilities and cash flow from investment properties is used to fund regular payments on mortgages and term debt.

	September 30, 2021 December 31, 2020
	Less than 12 months Greater than 12 months Non- determinable Total Less than 12 months Greater than 12 months Non- determinable Total
Cash and cash equivalents Accounts receivable Other financial assets(1) Lending portfolio Equity accounted investment in Dream Office REIT	$ 109,449 $ — $ —$ 109,449$ 185,121 $ — $ — $ 185,121 159,215 23,161 — 182,376 180,039 20,851 — 200,890 25,617 99,516 — 125,133 24,302 112,947 — 137,249 7,310 6,563 — 13,873 9,497 13,751 — 23,248 — — 511,027 511,027 — — 476,686 476,686
Subtotal assets	301,591 129,240 511,027 941,858 398,959 147,549 476,686 1,023,194
Accounts payable and accrued liabilities Income and other taxes payable Provision for real estate development costs Corporate debt facilities Dream Impact Trust units Dream Impact Fund units	139,903 26,738 49,107 215,748 120,480 35,531 42,824 198,835 57,583 — — 57,583 58,091 — — 58,091 31,762 — — 31,762 31,040 — — 31,040 — 243,446 — 243,446 — 202,452 — 202,452 — — 290,991 290,991 — — 289,330 289,330 — — 41,945 41,945 — — — —
Subtotal liabilities	229,248 270,184 382,043 881,475 209,611 237,983 332,154 779,748
Net excess(deficiency)	$ 72,343 $ (140,944) $ 128,984$ 60,383$ 189,348 $ (90,434) $ 144,532 $ 243,446

(1) Other financial assets as at September 30, 2021 excludes $38.1 million in project-specific investment holdings (December 31, 2020 – $40.0 million).

Dream Unlimited Corp. – September 30, 2021 | 13

As at September 30, 2021, there were adequate resources to address the Company’s short-term liquidity requirements. Certain financial instruments that are callable or due on demand are presented as due within 12 months, which is inconsistent with the repayment timing expected by management. Due to the nature of our development business, in addition to the above resources, the Company expects to fund a portion of our current liabilities through sales of housing, condominium and land inventories, which cannot be classified and accordingly are not presented above. Management continuously reviews the timing of expected debt repayments and actively pursues refinancing opportunities as they arise. As at September 30, 2021, we had $333.4 million in corporate-level cash and available credit under our revolving credit facilities.

Cash Requirements

The nature of the real estate business is such that we require capital to fund non-discretionary expenditures with respect to existing assets, as well as to fund growth through acquisitions and developments. As at September 30, 2021, on a consolidated basis, we had $109.4 million in cash and cash equivalents (December 31, 2020 – $185.1 million). Our intention is to meet short-term liquidity requirements through cash on hand, cash from operating activities, working capital reserves and operating debt facilities. As at September 30, 2021, our debt maturing in 2021 is project-specific and is expected to be funded through proceeds from condominium unit closings. In addition, we anticipate that cash from operations and recurring income will continue to provide the cash necessary to fund operating expenses and debt service requirements.

Debt

As at September 30, 2021, total debt was $1,160.6 million (December 31, 2020 – $755.9 million). A breakdown of project-specific and corporate debt facilities is detailed in the table below.

facilities is detailed in the table below.
(in thousands of Canadian dollars)	Balance Weighted average interest rate
	September 30, 2021 December 31, 2020 September 30, 2021 December 31, 2020
Operating line - Dream Impact Fund Operating line - Western Canada Construction loans Mortgages and term debt	$ 17,895 $ — 2.16% —% 48,694 — 2.95% 2.98% 261,584 221,952 2.79% 3.17% 588,940 331,472 3.35% 3.57%
Total project-specific debt Non-revolving term facility Convertible debenture (host instrument) - Dream Impact Trust Convertible debenture (conversion feature) - Dream Impact Trust	$ 917,113 $ 553,424 3.14% 3.41% 214,060 202,452 3.20% 2.99% 28,819 — 6.20% —% 567 — n/a n/a
Total corporate debt facilities	$ 243,446 $ 202,452 3.56% 2.99%
Total debt	$ 1,160,559 $ 755,876 3.23% 3.30%
Debt to total assets ratio(1)	35.6 % 26.6 %

(1) Debt to total assets ratio is a non-IFRS measure. Refer to the "Non-IFRS Measures" section of this MD&A for further details.

As at September 30, 2021, $477.9 million (December 31, 2020 – $285.9 million) of aggregate development loans and term debt were subject to a fixed, weighted average interest rate of 3.23% (December 31, 2020 – 3.47%) and will mature between 2021 and 2031. A further $684.2 million (December 31, 2020 – $470.0 million) of real estate debt was subject to a weighted average variable interest rate of 3.23% (December 31, 2020 – 3.19%) and will mature between 2021 and 2024. Included within total debt is $177.3 million of variable debt that the Company has hedged through fixed interest rate swaps.

Convertible Debentures

During the three and nine months ended September 30, 2021, Dream Impact Trust closed on a private placement offering of $30.0 million, before transaction costs. The private placement is in the form of impact convertible unsecured subordinated debentures (the "Debentures"), bearing a coupon interest rate of 5.50% per annum and an effective interest rate of 6.2% per annum, payable semi-annually on July 31 and January 31 of each year, commencing on January 31, 2022. The Debentures are convertible at the holder's option into units of Dream Impact Trust at a conversion price of $7.755/ unit, representing a conversion rate of 128.9491 units per $0.001 million principal amount of Debentures. The Debentures mature in July 2026 and are redeemable at the holders' option before the maturity date.

Contractual Obligations

Our liquidity is impacted by contractual debt commitments as follows:

							2026 and
		2021	2022	2023	2024	2025	thereafter	Total
Project-specific debt(1)	$	67,291 $	249,250 $	259,178 $	10,672 $	72,100 $	258,622 $	917,113
Corporate debt facilities(1)		—	—	—	214,060	—	29,386	243,446
	$	67,291$	249,250$	259,178$	224,732$	72,100$	288,008$	1,160,559

(1) The amounts presented are shown consistent with the contractual terms of repayment, which may be due on demand.

In addition to the commitments above, we may be required to fund capital to our development projects as part of the Company's normal course of operations.

Dream Unlimited Corp. – September 30, 2021 | 14

Shareholders’ Equity

Dream is authorized to issue an unlimited number of Subordinate Voting Shares and an unlimited number of Class B Shares. As at September 30, 2021, there were 41,869,044 Subordinate Voting Shares and 1,557,356 Class B Shares outstanding (December 31, 2020 - 43,454,572 Subordinate Voting Shares and 1,557,356 Class B Shares).

Including the Subordinate Voting Shares of Dream and Class B Shares held or controlled directly or indirectly, the President and Chief Responsible Officer ("CRO") owned an approximate 46% economic interest and 87% voting interest in the Company as at September 30, 2021.

Share Repurchases

The Company renewed its NCIB, which commenced on September 21, 2021, under which the Company has the ability to purchase for cancellation up to a maximum number of 2,336,326 Subordinate Voting Shares through the facilities of the TSX at prevailing market prices and in accordance with the rules and policies of the TSX. The actual number of Subordinate Voting Shares that may be purchased, and the timing of any such purchases as determined by the Company, are subject to a maximum daily purchase limitation of 19,623 shares, except where purchases are made in accordance with block purchase exemptions under applicable TSX rules.

In connection with the renewal of the NCIB, the Company has established an automatic securities purchase plan (the “Plan”) with its designated broker to facilitate the purchase of Subordinate Voting Shares under the NCIB at times when the Company would ordinarily not be permitted to purchase its Subordinate Voting Shares due to regulatory restrictions or self-imposed blackout periods. Purchases will be made by the Company's broker based on the parameters prescribed by the TSX and the terms of the parties’ written agreement. Outside of such restricted or blackout periods, the Subordinate Voting Shares may also be purchased in accordance with management’s discretion. The Plan was pre-cleared by the TSX and will terminate on September 20, 2022.

In the nine months ended September 30, 2021, 1.7 million Subordinate Voting Shares were purchased for cancellation by the Company under its NCIB at an average price of $22.88 (year ended December 31, 2020 – 2.7 million Subordinate Voting Shares at an average price of $19.45). In the prior year the Company completed a substantial issuer bid ("SIB") and purchased for cancellation 5.0 million Subordinate Voting Shares at a price of $23.50 per share for aggregate proceeds of $117.5 million.

Off-Balance Sheet Arrangements, Commitments and Contingencies

We conduct our real estate activities from time to time through joint arrangements with third-party partners. A discussion of our off-balance sheet arrangements, commitments and contingencies is included in Note 24 of the condensed consolidated financial statements for the three and nine months ended September 30, 2021.

Transactions with Related Parties

The Company has agreements for services and transactions with related parties, which are outlined in Note 25 of our condensed consolidated financial statements for the three and nine months ended September 30, 2021.

Critical Accounting Estimates

The preparation of the condensed consolidated financial statements in accordance with IFRS requires the Company to make judgments in applying its accounting policies, estimates and assumptions about the future. These judgments, estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and the related disclosure of contingent assets and liabilities included in the Company's condensed consolidated financial statements. The Company evaluates its estimates on an ongoing basis. Such estimates are based on historical experience and on various other assumptions that we believe are reasonable under the circumstances, and these estimates form the basis for making judgments about the carrying value of assets and liabilities and the reported amount of revenues and expenses that are not readily apparent from other sources. Actual results may differ from those estimates under different assumptions or conditions. A detailed summary of the most significant accounting judgments, estimates and assumptions made by management in the preparation and analysis of our financial results is included in our Annual Report for the year ended December 31, 2020.

Internal Control over Financial Reporting

As at September 30, 2021, the President and Chief Responsible Officer and the Chief Financial Officer (the "Certifying Officers"), along with the assistance of senior management, have designed disclosure controls and procedures to provide reasonable assurance that material information relating to Dream is made known to the Certifying Officers in a timely manner and information required to be disclosed by Dream is recorded, processed, summarized and reported within the time periods specified in securities legislation, and have designed internal controls over financial reporting to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the condensed consolidated financial statements in accordance with IFRS.

There were no changes in the Company’s internal control over financial reporting in the three and nine months ended September 30, 2021 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

Dream Unlimited Corp. – September 30, 2021 | 15

Accounting Standards Adopted During the Period

The condensed consolidated financial statements have been prepared using the same significant accounting policies and methods as those used in the Company's annual consolidated financial statements for the year ended December 31, 2020, except as described below.

Convertible Debentures - Dream Impact Trust

The convertible debentures are financial instruments that can be converted to units of Dream Impact Trust at the option of the holder. As Dream Impact Trust’s units are puttable instruments in accordance with IAS 32, "Financial Instruments: Presentation" ("IAS 32"), the convertible debentures are recognized as financial liabilities with embedded derivatives. The convertible debentures are financial liabilities that consist of the host instrument and the conversion feature.

At initial recognition, the host instrument is measured at fair value net of related transaction costs. At each subsequent reporting period, the host instrument is measured at amortized cost using the effective interest rate method. The conversion feature, classified as a financial derivative, is initially and subsequently measured at fair value through profit and loss ("FVTPL"). Interest expense, accretion expense and any fair value adjustments required on the conversion feature are recognized in the condensed consolidated statement of earnings (loss).

Risk Factors

We are exposed to various risks and uncertainties, many of which are beyond our control and could have an impact on our business, financial condition, operating results and prospects. Shareholders should consider those risks and uncertainties when assessing our outlook in terms of investment potential. For a discussion of the risks and uncertainties identified by the Company, please refer to our Annual Report for the year ended December 31, 2020 and our most recent Annual Information Form filed on SEDAR (www.sedar.com). For a discussion of the risks and uncertainties identified specific to Dream Impact Trust, please refer to the Dream Impact Trust Annual Report for the year ended December 31, 2020 and the most recent Annual Information Form filed by Dream Impact Trust on SEDAR.

Forward-Looking Information

Certain information herein contains or incorporates statements that constitute forward-looking information within the meaning of applicable securities legislation, including, but not limited to, statements regarding our objectives and strategies to achieve those objectives; our beliefs, plans, estimates, projections and intentions, and similar statements concerning anticipated future events, future growth, expected net proceeds from sales or transactions, results of operations, performance, business prospects and opportunities, acquisitions or divestitures, tenant base, future maintenance and development plans and costs, capital investments, financing, the availability of financing sources, income taxes, vacancy and leasing assumptions, litigation and the real estate industry in general; as well as specific statements in respect of: anticipated levels of development, asset management and other management fees in future periods; the expansion and growth of our asset management business and private asset management division; expectations that recurring income will increase over time and the future composition of our recurring income portfolio; our development and redevelopment plans and proposals for current and future projects, including projected sizes, density, timelines, uses and tenants; the redevelopment potential of our assets and the assets held by Dream Office REIT and Dream Impact Trust; anticipated current and future unit sales and occupancies of our condominium and mixed-use projects, including anticipated timing of closings of condominium unit sales, and resulting revenue; the contribution of our development segment to our earnings and income in future periods and our expectation that recurring income will increase in the future as urban development properties are completed and held for the long term; the supplementary information in relation to the development and redevelopment projects in our portfolio, including the projects that we expect to be completed and added to our recurring income over the next five years, total residential/hotel units at completion, residential GFA, commercial and retail GLA, occupancy/stabilization dates and future GLA under development; expectations of future profit and earnings contributions from our Western Canada development division; expected new investments in undeveloped land in Western Canada; our acquisition and development pipeline; the sustainability rating of Zibi upon completion and Zibi becoming the first One Planet community in Canada; the District Energy System providing net-zero heating and cooling for all tenants, residents and visitors at Zibi; expectations regarding the sale of assets; the creation of affordable housing in connection with our investments in 262 Jarvis and Weston Common; expectations regarding Alate’s future capital raising, our interest in the venture and for income to be earned in future periods; the anticipated sale of Dream Industrial REIT’s remaining U.S. assets to a U.S. industrial fund; our expected sources of funding of current liabilities, including the availability of green loans and debentures and sale of assets, and of short term liquidity requirements, operating expenses and debt service requirements; the application of proceeds of construction loans; the timing of our sustainability report; expectations regarding the reduction of greenhouse gas emissions; short-term liquidity requirements, operating expenses and debt service requirements; and our overall financial performance, profitability and liquidity for future periods and years.

Forward-looking statements generally can be identified by words such as "objective", "may", "will", "would", "expect", "intend", "estimate", "anticipate", "believe", "should", "could", "likely", "plan", "forecast", "project", "continue", "target" or similar expressions suggesting future outcomes or events. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results to differ materially from those disclosed in or implied by such forward-looking information. The assumptions, which may prove to be incorrect, include, but are not limited to, the various assumptions set forth herein as well as assumptions relating to: that no unforeseen changes in the legislative and operating framework for the respective businesses will occur; that we will meet our future objectives, priorities and growth targets; that we receive the licences, permits or approvals in necessary connection with our projects; that we will have access to adequate capital to fund our future projects, plans and any potential future acquisitions; that our future projects and plans will proceed as anticipated; that we are able to identify high-quality investment opportunities; that we find suitable partners with which to enter into joint ventures or partnerships; that we do not incur any material environmental liabilities and that future market, demographic and economic conditions will occur as expected; and the nature of development lands held and the development potential of such lands, our ability to bring new developments to market, anticipated positive general economic and business conditions, including low unemployment and interest rates, positive net migration, oil and gas commodity prices, our business strategy, including geographic focus, anticipated sales volumes, performance of our underlying business segments and conditions in the Western Canada land and housing markets.

Dream Unlimited Corp. – September 30, 2021 | 16

All the forward-looking statements contained in this MD&A are based on what we believe are reasonable assumptions; there can be no assurance that actual results will be consistent with these forward-looking statements. Factors or risks that could cause actual results to differ materially from those set forth in the forward-looking statements and information include, but are not limited to, adverse changes in general and local economic and business conditions, the impact of the COVID-19 pandemic on the Company and uncertainties surrounding the COVID-19 pandemic, including government measures to contain the COVID-19 pandemic, employment levels, regulatory risks, mortgage rates and regulations, environmental risks, consumer confidence, seasonality, adverse weather conditions, reliance on key clients and personnel and competition and other risks and factors described from time to time in the documents filed by the Company with the securities regulators.

All forward-looking information is as of November 9, 2021. Dream does not undertake to update any such forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law. Additional information about these assumptions and risks and uncertainties is contained in our filings with securities regulators. Certain filings are also available on our website at www.dream.ca.

Dream Unlimited Corp. – September 30, 2021 | 17

Additional Information - Consolidated Dream

Segmented Assets and Liabilities

Segmented Assets and Liabilities
												September 30, 2021
												Less:
												Consolidation
		Recurring income		Development	Corporate and other			Consolidated Dream		Less: Dream Impact Trust(1)		and fair value adjustments(1)		Dream standalone(1)
Assets
Cash and cash equivalents	$	25,312	$	17,183	$	66,954	$	109,449	$	44,980	$	809	$	63,660
Accounts receivable		20,764		155,842		5,770		182,376		1,394		(2,794)		183,776
Other financial assets(2)		39,355		123,908		—		163,263		65,525		(95,303)		193,041
Lending portfolio		13,873		—		—		13,873		13,873		—		—
Housing inventory		—		31,415		—		31,415		—		—		31,415
Condominium inventory		—		259,208		—		259,208		—		21,747		237,461
Land inventory		206		500,594		—		500,800		—		—		500,800
Investment properties		877,743		212,219		—		1,089,962		245,610		15,041		829,311
Recreational properties		61,835		—		—		61,835		—		—		61,835
Equity accounted investments		562,927		235,104		—		798,031		298,762		(128,341)		627,610
Capital and other operating assets		12,129		24,913		12,079		49,121		7,027		(1,591)		43,685
Intangible asset		—		—		—		—		—		(43,000)		43,000
Total assets	$	1,614,144	$	1,560,386	$	84,803	$	3,259,333	$	677,171	$	(233,432)	$	2,815,594
Liabilities
Accounts payable and other liabilities	$	43,509	$	145,739	$	26,500	$	215,748	$	21,508	$	29,309	$	164,931
Income and other taxes payable(3)		—		—		57,583		57,583		—		—		57,583
Provision for real estate development costs		—		31,762		—		31,762		—		—		31,762
Debt		575,573		341,540		243,446		1,160,559		133,862		—		1,026,697
Dream Impact Trust units(3)		—		—		290,991		290,991		—		290,991		—
Dream Impact Fund units(3)		—		—		41,945		41,945		—		—		41,945
Deferred income taxes(3)		—		—		95,192		95,192		6,175		6,458		82,559
Total liabilities	$	619,082	$	519,041	$	755,657	$	1,893,780	$	161,545	$	326,758	$	1,405,477
Non-controlling interest	$	—	$	—	$	—	$	—	$	—	$	(123,344)	$	123,344
Shareholders' equity		995,062		1,041,345		(670,854)		1,365,553		515,626		(436,846)		1,286,773
Total equity	$	995,062	$	1,041,345	$	(670,854)	$	1,365,553	$	515,626	$	(560,190)	$	1,410,117

(1) Refer to the "Non-IFRS Measures" section of this MD&A for the definition of Dream Impact Trust, consolidation and fair value adjustments and Dream standalone.

(2) Other financial assets on a Dream standalone basis includes the Company's investment in Dream Impact Trust of $94.7 million, which is eliminated on a consolidated basis.

(3) Certain liabilities are included in Corporate and other as balances are reviewed on a consolidated basis.

Dream Unlimited Corp. – September 30, 2021 | 18

												December 31, 2020	December 31, 2020	December 31, 2020
												Less:
												Consolidation
		Recurring income		Development	Corporate and other			Consolidated Dream		Less: Dream Impact Trust(1)		and fair value adjustments(1)		Dream standalone(1)
Assets
Cash and cash equivalents	$	13,136	$	21,630	$	150,355	$	185,121	$	110,671	$	3,840	$	70,610
Accounts receivable		15,205		179,257		6,428		200,890		1,306		(1,345)		200,929
Other financial assets(2)		41,240		135,989		—		177,229		73,662		(94,306)		197,873
Lending portfolio		23,248		—		—		23,248		23,248		—		—
Housing inventory		—		29,195		—		29,195		—		—		29,195
Condominium inventory		—		248,506		—		248,506		—		17,190		231,316
Land inventory		764		484,074		—		484,838		—		—		484,838
Investment properties		426,632		193,240		—		619,872		213,352		15,496		391,024
Recreational properties		60,560		—		—		60,560		—		—		60,560
Equity accounted investments		531,113		231,539		—		762,652		224,390		(59,738)		598,000
Capital and other operating assets		6,973		37,494		7,795		52,262		1,885		417		49,960
Intangible asset		—		—		—		—		—		(43,000)		43,000
Total assets	$	1,118,871	$	1,560,924	$	164,578	$	2,844,373	$	648,514	$	(161,446)	$	2,357,305
Liabilities
Accounts payable and other liabilities	$	39,879	$	141,031	$	17,925	$	198,835	$	12,055	$	30,905	$	155,875
Income and other taxes payable(3)		—		—		58,091		58,091		7		—		58,084
Provision for real estate development costs		—		31,040		—		31,040		—		—		31,040
Debt		273,395		280,029		202,452		755,876		88,195		—		667,681
Dream Impact Trust units(3)		—		—		289,330		289,330		—		289,330		—
Deferred income taxes(3)		—		—		104,589		104,589		8,380		17,077		79,132
Total liabilities	$	313,274	$	452,100	$	672,387	$	1,437,761	$	108,637	$	337,312	$	991,812
Non-controlling interest	$	—	$	14,966	$	—	$	14,966	$	—	$	(62,775)	$	77,741
Shareholders' equity		805,597		1,093,858		(507,809)		1,391,646		539,877		(435,983)		1,287,752
Total equity	$	805,597	$	1,108,824	$	(507,809)	$	1,406,612	$	539,877	$	(498,758)	$	1,365,493

(1) Refer to the "Non-IFRS Measures" section of this MD&A for the definition of Dream Impact Trust, consolidation and fair value adjustments and Dream standalone.

(2) Other financial assets on a Dream standalone basis includes the Company's investment in Dream Impact Trust of $93.8 million, which is eliminated on a consolidated basis.

(3) Certain liabilities are included in Corporate and other as balances are reviewed on a consolidated basis.

Dream Unlimited Corp. – September 30, 2021 | 19

Segmented Statement of Earnings (Loss)

Segmented Statement of Earnings (Loss)	Segmented Statement of Earnings (Loss)
For the three months ended September 30, 2021
Recurring income Development Corporate and other Consolidated Dream Less: Dream Impact Trust(1) Less: Consolidation and fair value adjustments(1) Dream standalone(1)
Revenue $ 21,176 $ 24,890 $ —$ 46,066$ 5,057 $ (2,487)$ 43,496 Direct operating costs (17,393) (19,152) — (36,545) (2,095) (404) (34,046)
Gross margin 3,783 5,738 — 9,521 2,962 (2,891) 9,450
Selling, marketing, depreciation and other operating costs (1,653) (5,717) — (7,370) — (2) (7,368)
Net margin 2,130 21 — 2,151 2,962 (2,893) 2,082
Fair value changes in investment properties (14,816) 2,258 — (12,558) (803) (65) (11,690) Investment and other income (64) 1,162 422 1,520 304 — 1,216 Interest expense (2,467) (1,069) (2,691) (6,227) (1,317) — (4,910) Fair value changes in financial instruments 8 1,406 314 1,728 1,720 — 8 Share of earnings (loss) from equity accounted investments 31,444 4,775 — 36,219 2,919 (1,185) 34,485
Net segment earnings (loss) 16,235 8,553 (1,955) 22,833 5,785 (4,143) 21,191
General and administrative expenses(2) — — (5,579) (5,579) (2,697) 1,842 Adjustments related to Dream Impact Trust units(2) — — 17,918 17,918 — 17,918 Adjustments related to Dream Impact Fund units(2) — — (983) (983) — — Income tax expense(2) — — 383 383 (934) 4,046	(4,724) —
	(983)
	(2,729)
Net earnings (loss)(3) $ 16,235 $ 8,553 $ 9,784$ 34,572$ 2,154 $ 19,663	$ 12,755

										For the three months ended September 30, 2020	For the three months ended September 30, 2020	For the three months ended September 30, 2020	For the three months ended September 30, 2020	For the three months ended September 30, 2020
												Less:
												Consolidation
		Recurring income		Development		Corporate and other		Consolidated Dream		Less: Dream Impact Trust(1)		and fair value adjustments(1)		Dream standalone(1)
Revenue	$	16,231	$	44,254	$	—	$	60,485	$	5,291	$	(1,391)	$	56,585
Direct operating costs		(15,726)		(34,341)		—		(50,067)		(2,333)		(316)		(47,418)
Gross margin		505		9,913		—		10,418		2,958		(1,707)		9,167
Selling, marketing, depreciation and other
operating costs		(1,912)		(6,311)		—		(8,223)		—		—		(8,223)
Net margin		(1,407)		3,602		—		2,195		2,958		(1,707)		944
Fair value changes in investment properties		(449)		2,483		—		2,034		25		(72)		2,081
Investment and other income		(243)		1,687		755		2,199		662		(45)		1,582
Interest expense		(2,807)		(755)		(2,621)		(6,183)		(833)		(21)		(5,329)
Fair value changes in financial instruments		14		(1,040)		—		(1,026)		(1,040)		—		14
Share of earnings (loss) from equity accounted
investments		8,515		(93)		—		8,422		303		(621)		8,740
Net segment earnings (loss)		3,623		5,884		(1,866)		7,641		2,075		(2,466)		8,032
General and administrative expenses(2)		—		—		(3,335)		(3,335)		(2,184)		1,267		(2,418)
Adjustments related to Dream Impact Trust units(2)		—		—		(10,946)		(10,946)		—		(10,946)		—
Income tax expense(2)		—		—		1,987		1,987		62		1,610		315
Net earnings (loss)(3)	$	3,623	$	5,884	$	(14,160)	$	(4,653)	$	(47)	$	(10,535)	$	5,929

(1) Refer to the "Non-IFRS Measures" section of this MD&A for the definition of Dream Impact Trust, consolidation and fair value adjustments and Dream standalone.

(2) Certain line items are included in Corporate and other as balances are reviewed on a consolidated basis.

(3) Includes earnings attributable to non-controlling interest.

Dream Unlimited Corp. – September 30, 2021 | 20

										For the nine months ended September 30, 2021	For the nine months ended September 30, 2021	For the nine months ended September 30, 2021	For the nine months ended September 30, 2021
												Less:
												Consolidation
		Recurring income		Development		Corporate and other		Consolidated Dream		Less: Dream Impact Trust(1)		and fair value adjustments(1)	Dream standalone(1)
Revenue	$	80,883	$	94,917	$	—	$	175,800	$	14,720	$	(6,305)$	167,385
Direct operating costs		(50,430)		(77,062)		—		(127,492)		(6,360)		(1,218)	(119,914)
Gross margin		30,453		17,855		—		48,308		8,360		(7,523)	47,471
Selling, marketing, depreciation and other
operating costs		(4,947)		(17,480)		—		(22,427)		—		(460)	(21,967)
Net margin		25,506		375		—		25,881		8,360		(7,983)	25,504
Fair value changes in investment properties		(14,550)		10,592		—		(3,958)		(2,990)		(194)	(774)
Investment and other income		351		3,818		951		5,120		722		1	4,397
Interest expense		(7,043)		(2,470)		(7,476)		(16,989)		(3,164)		—	(13,825)
Fair value changes in financial instruments		(1,049)		(6,207)		314		(6,942)		(6,971)		—	29
Share of earnings from equity accounted
investments		58,580		4,934		—		63,514		5,216		(4,103)	62,401
Net segment earnings (loss)		61,795		11,042		(6,211)		66,626		1,173		(12,279)	77,732
General and administrative expenses(2)		—		—		(13,880)		(13,880)		(8,894)		5,495	(10,481)
Adjustments related to Dream Impact Trust units(2)		—		—		(21,237)		(21,237)		—		(21,237)	—
Adjustments related to Dream Impact Fund units(2)		—		—		(983)		(983)		—		—	(983)
Income tax recovery (expense)(2)		—		—		(182)		(182)		2,212		10,603	(12,997)
Net earnings(3)	$	61,795	$	11,042	$	(42,493)	$	30,344	$	(5,509)	$	(17,418)$	53,271

For the nine months ended September 30, 2020	For the nine months ended September 30, 2020
Recurring income Development Corporate and other Consolidated Dream Less: Dream Impact Trust(1) Less: Consolidation and fair value adjustments(1) Dream standalone(1)
Revenue $ 72,471 $ 226,513 $ — $ 298,984 $ 16,642 $ (3,048) $ 285,390 Direct operating costs (51,516) (154,281) — (205,797) (7,229) (1,137) (197,431)
Gross margin 20,955 72,232 — 93,187 9,413 (4,185) 87,959
Selling, marketing, depreciation and other operating costs (4,915) (21,197) — (26,112) — (168) (25,944)
Net margin 16,040 51,035 — 67,075 9,413 (4,353) 62,015
Fair value changes in investment properties (6,017) 1,329 — (4,688) 157 (292) (4,553) Investment and other income 376 5,428 1,366 7,170 1,736 40 5,394 Interest expense (7,029) (2,999) (8,138) (18,166) (2,452) (62) (15,652) Fair value changes in financial instruments (2,963) 1,430 — (1,533) (1,452) — (81) Share of earnings from equity accounted investments 57,504 (3,606) — 53,898 (866) (8,914) 63,678
Net segment earnings (loss) 57,911 52,617 (6,772) 103,756 6,536 (13,581) 110,801
General and administrative expenses(2) — — (12,849) (12,849) (5,254) 3,618 (11,213) Adjustments related to Dream Impact Trust units(2) — — 137,894 137,894 — 137,894 — Income tax recovery (expense)(2) — — (36,848) (36,848) 189 (16,221) (20,816)
Net earnings(3) $ 57,911 $ 52,617 $ 81,425 $ 191,953 $ 1,471 $ 111,710	$ 78,772

(1) Refer to the "Non-IFRS Measures" section of this MD&A for the definition of Dream Impact Trust, consolidation and fair value adjustments and Dream standalone.

(2) Certain line items are included in Corporate and other as balances are reviewed on a consolidated basis.

(3) Includes earnings attributable to non-controlling interest.

Dream Unlimited Corp. – September 30, 2021 | 21

Condensed Consolidated Statements of Cash Flows

(in thousands of Canadian dollars)	For the three months ended September 30, For the nine months ended September 30,
	2021 2020 2021 2020
Operating activities Earnings (loss) for the period Adjustments for non-cash items: Depreciation and amortization Fair value changes in investment properties Share of earnings from equity accounted investments Deferred income tax expense (recovery) Other adjustments Changes in non-cash working capital Acquisition of condominium inventory, net of acquired cash and working capital Sale of housing inventory, net of development Development of condominium inventory, net of sales Advances on construction loans, net of repayments Acquisition of land inventory Fair value adjustment on Dream Impact Trust units Development of land inventory, net of sales	$ 34,572$ (4,653) $ 30,344$ 191,953 1,552 2,106 4,773 6,570 12,558 (2,034) 3,958 4,688 (36,219) (8,422) (63,514) (53,898) 946 (7,511) (9,932) 16,997 (675) 1,671 10,324 (8,223) 18,861 (8,991) 38,679 (164,777) (752) — (5,883) (5,300) (252) 6,426 3,556 11,299 (7,650) 1,864 (4,819) 30,359 22,522 25,501 39,515 24,250 — — (1,525) — (22,643) 6,094 6,978 (153,336) (12,641) 4,508 (18,675) (2,515)
Net cash flows provided by (used in) operating activities	10,179 16,559 33,779 (101,933)
Investing activities Acquisitions and additions to investment properties Acquisitions and additions to recreational properties Investments in equity accounted investments Contributions to equity accounted investments Distributions and disposals of equity accounted investments Advances to equity accounted investments Acquisitions of financial assets and other assets Distributions and disposals of financial assets and other assets Loans receivable advances, net of repayments Lending portfolio repayments, net of lender fees	(281,326) (17,719) (356,847) (50,496) (1,602) (3,822) (4,262) (13,253) — — — (23,720) (2,783) (14,223) (13,715) (27,563) 7,058 75,272 27,857 94,022 — (10,580) — (16,635) (2,935) 40,820 (5,122) (1,538) 2,517 — 6,565 — 1,065 4,511 11,365 (2,849) 1,073 (220) 9,293 28,524
Net cash flows used in investing activities	(276,933) 74,039 (324,866) (13,508)
Financing activities Borrowings from mortgages and term debt facilities Repayments of mortgages and term debt facilities Advances from operating lines, net of repayments Advances (repayments) pursuant to non-revolving term facility Issuance of convertible debentures, net of deferred financing costs Advances from equity accounted investments Dream Impact Trust units repurchased from other unitholders Dream Impact Fund contributions from other unitholders Dividends paid Repayments of lease obligations Buy-out of non-controlling interest Shares repurchased	121,219 12,851 152,796 120,634 (1,076) (12,350) (13,611) (17,130) 61,974 — 66,469 — 12,000 (12,000) 12,000 (22,000) 29,660 — 29,660 — — 6,220 — 6,220 (1,975) (20,800) (5,856) (23,516) 21,716 — 40,962 — (3,046) (2,759) (9,193) (8,447) (576) (926) (1,728) (2,779) — — (16,500) — (13,018) (25,411) (39,584) (151,095)
Net cash flows provided by (used in) financing activities	226,878 (55,175) 215,415 (98,113)
Change in cash and cash equivalents Cash and cash equivalents, beginning of period	(39,876) 35,423 (75,672) (213,554) 149,325 139,544 185,121 388,521
Cash and cash equivalents, end of period	$ 109,449$ 174,967 $ 109,449$ 174,967

Dream Unlimited Corp. – September 30, 2021 | 22

Revenue by Geographic Region

The Company’s revenue segmented by geographic region, net of eliminations, is as follows:

			For the three months	ended	September 30,		For the nine months ended	For the nine months ended	September 30,
			2021		2020		2021		2020
Western Canada
Alberta	**$ **	13,447	29.2%$	15,994	26.4%**$ **	23,009	13.1%$	108,214	36.2%
British Columbia		—	—%	280	0.5%	—	—%	983	0.3%
Saskatchewan		11,451	24.9%	17,181	28.4%	42,966	24.4%	41,173	13.8%
	**$ **	24,898	54.1%$	33,455	55.3%**$ **	65,975	37.5%$	150,370	50.3%
Ontario		11,178	24.3%	23,117	38.2%	58,555	33.3%	109,833	36.7%
Quebec		2,036	4.4%	35	0.1%	3,170	1.8%	946	0.3%
Canada		38,112	82.8%	56,607	93.6%	127,700	72.6%	261,149	87.3%
United States		2,469	5.4%	648	1.1%	26,247	14.9%	18,455	6.2%
Non-segmented (asset management)		5,485	11.8%	3,230	5.3%	21,853	12.5%	19,380	6.5%
Total	**$ **	46,066	100.0%$	60,485	100.0%**$ **	175,800	100.0%$	298,984	100.0%

Net Margin by Geographic Region

The Company’s net margin segmented by geographic region is as follows:

			For the three	months ended	September 30,		For the nine months	ended September 30,	ended September 30,
			2021		2020		2021		2020
Western Canada
Alberta	**$ **	3,796	176.5%$	2,924	133.2%**$ **	1,560	6.0%$	45,427	67.7%
British Columbia		—	—%	280	12.8%	—	—%	983	1.5%
Saskatchewan		254	11.8%	1,965	89.5%	2,863	11.1%	5,335	8.0%
	**$ **	4,050	188.3%$	5,169	235.5%**$ **	4,423	17.1%$	51,745	77.2%
Ontario		1,696	78.8%	4,370	199.1%	10,592	40.9%	15,302	22.8%
Quebec		—	—%	—	—%	195	0.8%	48	0.1%
Canada		5,746	267.1%	9,539	434.6%	15,210	58.8%	67,095	100.1%
United States		(3,343)	(155.4%)	(3,893)	(177.4%)	5,333	20.6%	(1,380)	(2.1%)
Non-segmented (asset management)		(252)	(11.7%)	(3,451)	(157.2%)	5,338	20.6%	1,360	2.0%
Total	**$ **	2,151	100.0%$	2,195	100.0%**$ **	25,881	100.0%$	67,075	100.0%

Quarterly Business Trends

A summary of revenue, earnings (loss), and basic and diluted earnings (loss) per share for the previous eight quarters is presented below.

(in thousands of dollars,		Sep 30,	Jun 30,	Mar 31,	Dec 31,	Sep 30,	Jun 30,	Mar 31,	Dec 31,
except per share amounts)		2021	2021	2021	2020	2020	2020	2020	2019
Revenue	**$ **	46,066$	79,660 $	50,074 $	48,639 $	60,485 $	62,044 $	176,455 $	383,360
Earnings (loss) for the period		34,572	(467)	(3,761)	(32,315)	(4,653)	10,776	185,830	349,191
Basic earnings (loss) per share		0.79	(0.01)	(0.10)	(0.70)	(0.11)	0.23	3.78	6.65
Diluted earnings(loss) per share		0.77	(0.01)	(0.10)	(0.70)	(0.11)	0.22	3.71	6.43

Non-IFRS Measures

In addition to using financial measures determined in accordance with IFRS, we believe that important measures of operating performance include certain financial measures that are not defined under IFRS and, as such, may not be comparable to similar measures used by other companies. Throughout this MD&A, there are references to certain non-IFRS measures, including those described below, which management believes are relevant in assessing the economics of the business of Dream. While these performance measures are not defined by IFRS, do not have a standardized meaning and may not be comparable with similar measures presented by other companies, we believe that they are informative and provide further insight as supplementary measures of earnings for the period and cash flows.

"Assets under management (“AUM”)" is the respective carrying value of gross assets managed by the Company on behalf of its clients, investors or partners under asset management agreements, development management agreements and/or management services agreements at 100% of the client's total assets. All other investments are reflected at the Company's proportionate share of the investment's total assets without duplication. Assets under management is a measure of success against the competition and consists of growth or decline due to asset appreciation, changes in fair market value, acquisitions and dispositions, operations gains and losses, and inflows and outflows of capital.

"Consolidation and fair value adjustments" represents certain IFRS adjustments required to reconcile Dream standalone and Dream Impact Trust results to the consolidated results as at and for the three and nine months ended September 30, 2021 and 2020. Consolidation and fair value adjustments relate to business combination adjustments on acquisition of Dream Impact Trust on January 1, 2018 and related amortization, elimination of intercompany balances including the investment in Dream Impact Trust units, adjustments for co-owned projects, fair value adjustments to the Dream Impact Trust units held by other unitholders, and deferred income taxes.

Dream Unlimited Corp. – September 30, 2021 | 23

"Debt to total assets ratio" represents the Company's financial leverage and is calculated as debt as a percentage of total assets per the condensed consolidated financial statements. A reconciliation of the debt to total assets ratio can be found below.

		September 30, 2021		December 31, 2020
Debt	$	1,160,559	$	755,876
Total assets		3,259,333		2,844,373
Debt to total assets ratio		35.6%		26.6%

"Dream standalone" represents the results of Dream, excluding the impact of Dream Impact Trust's consolidated results. Refer to the "Segmented Assets and Liabilities" and "Segmented Statement of Earnings" sections of this MD&A for a reconciliation of Dream excluding Dream Impact Trust results to the condensed consolidated financial statements.

“Fee earning assets under management” represents assets under management that are managed under contractual arrangements that entitle the Company to earn asset management revenue calculated as the total of: (i) 100% of the purchase price of client properties, assets and/or indirect investments subject to asset management agreements; (ii) 100% of the carrying value of gross assets of the underlying development project subject to development management agreements; and (iii) 100% of the carrying value of specific Dream Office REIT redevelopment properties subject to a development management addendum under the shared services agreement with Dream Office REIT, without duplication.

“Gross margin %” is an important measure of operating earnings in each business segment of Dream and represents gross margin as a percentage of revenue. Gross margin represents revenue, less direct operating costs, excluding selling, marketing, depreciation and other operating costs.

“Net margin %” is an important measure of operating earnings in each business segment of Dream and represents net margin as a percentage of revenue.

“Net operating income" represents revenue less direct operating costs. Net operating income less general, administrative and overhead expenses, and amortization, is equal to net margin as per Note 27 of the condensed consolidated financial statements. Net operating income for the recurring income segment for the three and nine months ended September 30, 2021 and 2020 is calculated as follows:

		For the three months ended	September 30,	For the nine months ended	September 30,
		2021	2020	2021	2020
Revenue	**$ **	21,176$	16,231**$ **	80,883$	72,471
Less: Direct operating costs		(17,393)	(15,726)	(50,430)	(51,516)
Less: Selling,marketing,depreciation and other indirect costs		(1,653)	(1,912)	(4,947)	(4,915)
Net margin	**$ **	2,130$	(1,407)**$ **	25,506$	16,040
Add: Depreciation		1,026	1,159	3,527	3,544
Add: General and administrative expenses		627	753	1,420	1,371
Net operating income	**$ **	3,783$	505**$ **	30,453$	20,955

Additional Information

Additional information relating to Dream, including the Company's annual information form and condensed consolidated financial statements and accompanying notes, is available on SEDAR at www.sedar.com. The Subordinate Voting Shares trade on the TSX under the symbol “DRM” .

Dream Unlimited Corp. – September 30, 2021 | 24

Appendix - Supplemental Segmented Information

Recurring Income

Recurring Income	Recurring Income
For the three months ended September 30, 2021
Asset management Stabilized properties Arapahoe Basin Dream Impact Trust & consolidation and fair value adjustments(1) Total recurring income - Dream consolidated
Revenue $ 8,509 $ 7,767 $ 2,168 $ 2,732$ 21,176 Net margin 2,494 3,047 (3,644) 233 2,130
	For the three months ended September 30,2020
Asset management Stabilized properties Arapahoe Basin	Dream Impact Trust & consolidation and fair value adjustments(1) Total recurring income - Dream consolidated
Revenue $ 4,865 $ 6,818 $ 648 $ 3,900 $ 16,231 Net margin (1,850) 3,270 (4,078) 1,251 (1,407)
	For the nine months ended September 30, 2021
Asset management Stabilized properties Arapahoe Basin	Dream Impact Trust & consolidation and fair value adjustments(1) Total recurring income - Dream consolidated
Revenue $ 29,177 $ 16,861 $ 25,946 Net margin 12,805 6,348 5,032	$ 8,899$ 80,883 1,321 25,506
	For the nine months ended September 30,2020
Asset management Stabilized properties Arapahoe Basin	Dream Impact Trust & consolidation and fair value adjustments(1) Total recurring income - Dream consolidated
Revenue $ 23,155 $ 17,267 $ 18,455 $ 13,594 $ 72,471 Net margin 5,488 6,704 (1,380) 5,228 16,040

(1) Dream Impact Trust, and consolidation and fair value adjustments are non-IFRS measures. Refer to the "Non-IFRS Measures" section of this MD&A for further details.

Development

Development
						For the three months ended		September 30, 2021
						Dream Impact Trust &
		Urban development		Western Canada community development		consolidation and fair value adjustments(1)		Total development - Dream consolidated
Revenue	$	3,550	$	21,502	$	(162)	$	24,890
Net margin		(1,597)		1,782		(164)		21
						For the three months ended		September 30,2020
						Dream Impact Trust &
		Urban development		Western Canada community development		consolidation and fair value adjustments(1)		Total development - Dream consolidated
Revenue	$	14,812	$	29,442	$	—	$	44,254
Net margin		596		3,006		—		3,602
						For the nine months ended		September 30, 2021
						Dream Impact Trust &
		Urban development		Western Canada community development		consolidation and fair value adjustments(1)		Total development - Dream consolidated
Revenue	$	36,232	$	59,169	$	(484)	$	94,917
Net margin		(277)		1,596		(944)		375
						For the nine months ended		September 30,2020
						Dream Impact Trust &
		Urban development		Western Canada community development		consolidation and fair value adjustments(1)		Total development - Dream consolidated
Revenue	$	85,628	$	140,885	$	—	$	226,513
Net margin		4,155		47,048		(168)		51,035

(1) Dream Impact Trust, and consolidation and fair value adjustments are non-IFRS measures. Refer to the "Non-IFRS Measures" section of this MD&A for further details.

Dream Unlimited Corp. – September 30, 2021 | 25