2. Disclaimer This presentation must be preceded or accompanied by a prospectus in order to understand fully all of the implications and risks of the offering of securities to which it relates. A copy of the prospectus must be made available to you in connection with this offering. This material is neither an offer to sell nor the solicitation of an offer to buy any security, which can be made only by the prospectus which has been filed or registered with appropriate state and federal regulatory agencies, and sold only by broker dealers authorized to do so. No regulatory agency has passed on or endorsed the merits of this offering. Any representation to the contrary is unlawful. The Inland Real Estate Group of Companies, Inc. is comprised of a group of independent legal entities some of which may be affiliates, share some common ownership or have been sponsored by Inland Real Estate Investment Corporation (“Inland Investments”) or managed by subsidiaries of Inland Investments. Inland Investments has sponsored four other REITs: Inland Real Estate Corporation (“IRC”), Inland Retail Real Estate Trust, Inc. (“Inland Retail”), Inland Western Retail Real Estate Trust, Inc. (“Inland Western”) and Inland American Real Estate Trust, Inc. (“Inland American”). When making an investment decision in Inland Diversified Real Estate Trust, Inc. (“Inland Diversified”), investors should not rely on past performance of the REITs or real estate programs sponsored by Inland Investments to predict future results. An investment in Inland Diversified will not entitle an investor to ownership in any other REIT or investment program sponsored by Inland Investments.
3. Disclaimer (continued) An investment in Inland Diversified's common stock involves significant risk and is suitable only for persons who have adequate financial means, desire a relatively long-term investment and who will not need immediate liquidity from their investment. There can be no assurance that Inland Diversified's investment objectives will be achieved. There is no guarantee investors will receive distributions or return of their capital. Consult the prospectus for a discussion of the specific risks. Inland Diversified can give no assurance that it will be able to pay or maintain distributions, or that distributions will increase over time. There are many factors that can affect distributions to stockholders. Please consult the prospectus for a complete discussion of risk factors which can affect distributions to stockholders. The Inland name and logo are registered trademarks being used under license. This material has been prepared by Inland Securities Corporation, dealer manager for Inland Diversified. Inland Securities Corporation is a member of the Financial Industry Regulatory Authority and Securities Investor Protection Corporation. Date First Published: 8/27/09 Current Publication Date: 8/27/09
6. Inland Diversified’s investment policies and strategies are very broad and permit it to invest in numerous types of commercial real estate
7. Inland Diversified may pay distributions from the proceeds generated by borrowings, including borrowings secured by assets, resulting in having less money available to invest in properties or other real estate assets.
8. Inland Diversified does not have employees and will rely on its business manager and real estate managers to manage its business and assets
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10. Inland Diversified’s charter limits a person from owning more than 9.8% in value of its outstanding stock or more than 9.8% in value or in number of shares, whichever is more restrictive, of its outstanding common stock without prior approval of its board
11. Inland Diversified will pay significant fees to its business manager, real estate managers and other affiliates of Inland Investments
12. Employees of its business manager and two of its directors are also employed by IREIC or its affiliates and will face competing demands for their time and service and may have conflicts in allocating their time to our business and assets
13. Inland Diversified may borrow up to 300% of its net assets, and principal and interest payments will reduce the funds available for distribution. As a matter of policy, the aggregate borrowings secured by all of its assets may not exceed 55% of the combined fair market value of its assets
14. Inland Diversified’s business manager could recommend investments in an attempt to increase its fees which are generally based on a percentage of its invested assets and, in certain cases, the purchase price for the assets
15. Inland Diversified does not have arm’s length agreements with its business manager, real estate managers or any other affiliates of its sponsor
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17. Allows individual investors to invest in a real estate portfolio under professional management through the purchase of interests, typically shares;
18. Must pay distributions to its stockholders equal to at least ninety percent (90%) of its “REIT Taxable Income”; and
19. Is not typically subject to federal corporate income taxes, thus eliminating the “double taxation” – taxation at both corporate and stockholder levels – generally applicable to a corporation.Prospectus page 1
20. Who is Inland? “Inland” refers to some or all of the entities that are part of the Inland Real Estate Group of Companies, Inc., which is comprised of a group of independent legal entities some of which may be affiliates, share some common ownership or have been sponsored by Inland Real Estate Investment Corporation (“Inland Investments”) or managed by subsidiaries of Inland Investments. Inland Investments is the sponsor of Inland Diversified. Prospectus pages 96-97
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22. Founders are still located in the Chicago metropolitan area.
23. Over the past 40 years, Inland has experienced significant growth and now makes up a fully-integrated group of legally and financially separate companies.
24. These companies have been engaged in diverse facets of real estate including property management, leasing, marketing, acquisition, disposition, development, redevelopment, renovation, construction, finance, investment products and other related services.Prospectus pages 82-95
29. No program has paid total distributions less than the total contributed capital*1*As of June 30, 2009 1 Inland has completed 406 programs, comprised of 400 public and private limited partnerships, five 1031 exchange programs and one public REIT. No program has paid total distributions less than the total contributed capital. For these purposes, we consider a program to be "completed" at the time that it no longer owns any assets. When making an investment decision, investors should keep in mind that prior performance is not indicative of future results. Inland Diversified can give no assurance that it will be able to pay or maintain distributions or that distributions will increase over time. There are many factors that can affect distributions to stockholders. Please consult the prospectus for a complete discussion of the risk factors. Prospectus pages 82-95
33. Inland American Real Estate Trust, Inc.When making an investment decision, investors should keep in mind that prior performance is not indicative of future results. An investment in Inland Diversified Real Estate Trust, Inc. will not entitle an investor to ownership in any of the previously sponsored REITs. Prospectus pages 82-95
34. Listed Inland Real Estate Corporation (“IRC”) IRC was formed in May 1994, started selling shares in October 1994 and began paying distributions in April 1995. On June 9, 2004, IRC listed its shares on the New York Stock Exchange (NYSE:IRC). Distribution History: $0.00 2 1 2 2 1For the year ended December 31, 2005, IRC declared distributions of $0.95 per diluted weighted average number of shares outstanding and distributed $0.87 per share for the eleven-month period February 17, 2005 through December 19, 2005. The distribution declared on December 20, 2005 with a record date of January 3, 2006 and payment date of January 17, 2006 is reportable for tax purposes in 2006 and is not reflected in the 2005 calculation. On May 6, 2009, IRC announced that the actual amount and timing of each dividend starting with the dividend to be paid in June 2009 will be determined by the board of directors at the time it authorizes the distribution. 2The December distribution declared on December 20 in each year, with a record date of January 2 in the following year and payment date of January 17 the following year, is reportable for tax purposes in the year in which the payment was made. Since IRC's shares are traded on the New York Stock Exchange, an individual investor's return may differ from the amount shown on this chart. IRC has not reviewed, commented upon or offered any opinion concerning this communication. Prospectus pages 82-95
35. Merged Inland Retail Real Estate Trust, Inc. (“Inland Retail”) Inland Retail was formed in February 1999 and began paying distributions in May 1999. On February 27, 2007, Inland Retail completed a merger with Developers Diversified (NYSE: DDR). DDR acquired Inland Retail for a total merger consideration of $14.00 per share. The transaction had a total enterprise value of approximately $6.2 billion. Distribution History: $0.00 1 2 1Inland Retail began paying monthly distributions in May 1999. This amount represents total distributions per share made during the period from May 1999 through December 1999. 2 For the year ended December 31, 2005, Inland Retail declared distributions of $0.83 per diluted weighted average number of shares outstanding and distributed $0.76 per share for the 11-month period February 7, 2005 through December 7, 2005. Developers Diversified has not reviewed, commented upon or offered any opinion concerning this communication. Prospectus pages 82-95
36. Self-Administered Inland Western Retail Real Estate Trust, Inc. (“Inland Western”) Inland Western was formed in March 2003, started selling shares in September 2003 and began paying distributions in November 2003. Inland Western became a self-administered REIT on November 15, 2007. Distribution History: $0.00 1 2 1 Inland Western sold shares from 2003 through 2005, and became self-administered on November 15, 2007. Inland Western began paying monthly distributions in November 2003. This amount represents total distributions per share paid during the period from November 2003 through December 2003. 2In December 2008, the board of directors of Inland Western amended the stockholder distribution policy so that beginning in 2009, distributions are paid quarterly as opposed to monthly. Inland Western has not reviewed, commented upon or offered any opinion concerning this communication. Prospectus pages 82-95
37. Closed Inland American Real Estate Trust, Inc. (“Inland American”) Inland American was formed in October 2004, started selling shares in August 2005 and began paying distributions in November 2005. Inland American was closed to new investments on April 6, 2009. Distribution History: $0.00 1 1Inland American began paying monthly distributions in November 2005. This amount represents total distributions per share paid during the period from November 2005 through December 2005. On January 20, 2009 the Inland American board of directors voted unanimously to determine each monthly distribution rate on an adjustable basis. Inland American has not reviewed, commented upon or offered any opinion concerning this communication. Prospectus pages 82-95
43. Distributions Expected to be Paid Monthly1 The share repurchase price is $9.00/share for stockholders who have owned shares continuously for at least one (1) year, but less than five (5) years; and $9.50/share for stockholders who have owned shares continuously for at least five (5) years. Please consult the prospectus for a complete discussion of risks. Front cover of the prospectus and pages 215-219
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45. An Investment in Inland Diversified May Be Appropriate for Investors Who Seek: Regular Distributions Inland Diversified intends to pay regular monthly cash distributions. A Hedge Against Inflation Inland Diversified intends to enter into leases with tenants that provide for scheduled rent escalations or participation in the growth of tenant sales. Preservation of Capital Inland Diversified intends to acquire a portfolio of diverse commercial real estate assets that offer appreciation potential. Prospectus pages 15 and 127
50. Will not need immediate liquidity*Excluding value of home, home furnishings and automobiles.Several states have established suitability requirements that are more stringent than the standards described above. Prospectus iii - iv
