Robinhood Ventures Fund I (RVI) Risk Analysis

The Company's common shares are currently listed on the NYSE under the trading symbol "RVI." However, there can be no assurance that the Company's common shares will continue to be listed on the NYSE or that an active trading market for the Company's common shares will be maintained, especially as the Company executes on its strategy to sell its remaining property and make distributions to shareholders, which is expected to negatively impact the price of the Company's common shares and market capitalization. As the Company distributes property sale proceeds to shareholders, the price of its common shares and market capitalization could fall below the NYSE's minimum requirements, and the Company's common shares could be de-listed.  Additionally, the NYSE has discretionary authority to de-list the shares of companies which do not own operating assets.  As a result, the Company expects that the NYSE would immediately de-list the Company's common shares upon the sale of its remaining property, though the Company may choose to de-list from the NYSE on a voluntary basis prior to such date.  Similarly, the NYSE has discretionary authority to de-list the Company's common shares in the event it adopts a plan of liquidation.  Accordingly, no assurance can be given as to the ability of the Company's shareholders to sell their common shares or the price that shareholders may obtain for their common shares, particularly after the Company's common shares cease to be listed on the NYSE. Some of the factors that could negatively affect the market price of the Company's common shares include: - Changes in the valuation and capitalization rate applicable to the Company's remaining property;- The Company's ability to sell its remaining property on a timely basis and on attractive terms;- Increases in market interest rates, which may have a negative impact on the number of potential buyers for the Company's remaining property and the price such buyers are willing to pay;- The Company's actual or projected operating results, financial condition, cash flows and liquidity, or changes in business strategy or prospects;- The market's perception of the amount and timing of the Company's potential future cash distributions;- Natural disasters and environmental hazards affecting the area in which the Company's remaining property is located;- Actual or perceived conflicts of interest with SITE Centers and individuals, including the Company's executives, or any termination of the New Management Agreement;- Share sales by the Company's significant shareholders, or the perception that such sales may occur;- The publication of research reports about the Company or the real estate industry;- Additions to or departures of SITE Centers' key personnel or members of the Company's Board of Directors;- Speculation in the press or investment community;- The extent of institutional investor interest in the Company;- Ability to pay distributions to the Company's shareholders pursuant to its operating and disposition strategy;- The Company's continued qualification as a REIT;- The reputation of REITs generally and the reputation of REITs with similar strategies;- Price and volume fluctuations in the stock market generally and - General market and economic conditions, including the current state of the credit and capital markets and the market for sales and investments in properties similar to the remaining property owned by the Company. Additionally, in order to curtail expenses through any winding-up, the Company eventually expects to seek relief from the SEC from the reporting requirements under the Securities Exchange Act of 1934 (the "Exchange Act").  If such relief is granted, the Company may no longer be required to file annual, quarterly or other reports or proxy materials with the SEC.  If the Company is no longer required to file some or all of these reports and other materials with the SEC, shareholders will have access to substantially limited public information about the Company, which may affect the trading and liquidity of the Company's common shares, as well as shareholders' ability to make investment decisions with respect to the Company.

Any distributions the Company makes to its shareholders will be at the discretion of the Board of Directors and will depend upon, among other things, the Company's liquidity, which will be affected by various factors, including the income and sale proceeds from its remaining property, the collection of amounts owed to the Company by tenants and third parties, the Company's operating expenses (including management fees and other obligations owing to the Manager), and the amount of claims made against the Company during the winding up of its operations (including with respect to agreements governing the recent sales of the Company's properties). Distributions will also be impacted by the timing and success of the Company's efforts to sell its remaining property.  As a result, no assurance can be given regarding the level or timing of any distributions the Company may make in the future.  For more information see "Liquidity, Capital Resources and Financing Activities" in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II of this Annual Report on Form 10-K.

The Company's Board of Directors and management may change the Company's strategy to dispose of its remaining property, distribute available proceeds (less amounts held in reserve to satisfy known and contingent claims) to shareholders and wind up the Company's operations.  The Board of Directors and management may establish new strategies as deemed appropriate without a vote by the shareholders, and the Company may become a long-term real estate holder and begin to make acquisitions, particularly if it is unable to sell its remaining property on reasonable terms.  The results of decisions made by the Board of Directors and management could adversely affect the Company's financial condition or results of operations, including its ability to distribute cash to shareholders or qualify as a REIT.

The Company is subject to conflicts of interest arising out of its relationships with SITE Centers and the Manager. Specifically, all of the Company's executive officers and two of the Company's six directors are executives of SITE Centers. In the event the Company is able to sell its remaining property and de-list from the NYSE, several or all of the Company's independent directors may resign from the Company's Board of Directors, thereby leaving the Board of Directors composed solely of SITE Centers executives during the wind-up of the Company's operations.  SITE Centers and the Company's executive officers may have conflicts between their duties to the Company and their duties to, and interests in, SITE Centers. Conflicts with the Company's business and interests are most likely to arise from any amendment of the New Management Agreement, involvement in activities related to the allocation of SITE Centers' management's time and services between the Company and SITE Centers, the terms and timing of sale of the Company's remaining property and the lease of vacant space or renewal of existing leases at the Company's remaining property, which may be located near and compete with properties owned or managed by affiliates of SITE Centers. The Company will pay the Manager fees regardless of the performance of the Company's remaining property or the price at which the remaining property is sold. The Manager's entitlement to a management fee, which is not based upon performance metrics or goals, might reduce its incentive to devote its time and effort to seeking strategies that maximize total returns to the Company's shareholders. The Manager may also be motivated to increase or earn additional fees by taking or recommending certain leasing and disposition actions which may not be consistent with actions desired by the Company's shareholders. This, in turn, could hurt the Company's ability to make distributions to its shareholders, the value of the Company's remaining property and the market price of the Company's common shares. Pursuant to the New Management Agreement, the Manager will not assume any responsibility other than to render the services called for thereunder and will not be responsible for any action of the Board of Directors in following or declining to follow its advice or recommendations. The Manager maintains a contractual as opposed to a fiduciary relationship with the Company. Under the terms of the New Management Agreement, the Company will indemnify the Manager and its affiliates, as well as their respective officers (and persons serving as officers of the Company at the request of SITE Centers or the Company's Board of Directors), directors, equity holders, members, partners and employees, for all liability, claims, damages and losses arising out of the performance of their duties under the New Management Agreement, and related expenses, except to the extent arising from any act or omission on their part that is determined to constitute gross negligence or willful misconduct.

The Company is an "emerging growth company," as defined in the Jumpstart Our Business Startups Act of 2012 ("the JOBS Act"). For so long as the Company remains an emerging growth company, the Company is not required to comply with, among other things, the auditor attestation requirements of the Sarbanes-Oxley Act of 2002 ("the Sarbanes-Oxley Act"). Emerging growth companies are also exempt from the "say on pay" provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 ("the Dodd-Frank Act") and are permitted to omit the detailed compensation discussion and analysis and other compensation-related disclosures from proxy statements and reports filed under the Securities Exchange Act of 1934 (the "Exchange Act").  Investors may find the Company's common shares less attractive because the Company relies on these provisions. If investors find the Company's common shares less attractive as a result, there may be a less active trading market for the Company's shares, and the Company's share price may be more volatile. In addition, Section 107(b) of the JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. However, the Company has chosen to "opt out" of such extended transition period, and, as a result, the Company will comply with new or revised accounting standards on the relevant dates adoption of such standards is required for non-emerging growth companies. The Company's decision to opt out of the extended transition period for complying with new or revised accounting standards is irrevocable.

Ms. Katharina Otto-Bernstein is in a position to exert significant influence over the Company because of her considerable beneficial ownership of the Company's common shares.  As of February 18, 2022, the reported ownership of Ms. Otto-Bernstein was 17.7% of the Company's common shares and, therefore, Ms. Otto-Bernstein may exert influence with respect to matters that are brought to a vote of the holders of the Company's common shares.  Among others, these matters include the election of directors, certain corporate transactions and amendments to the Company's Articles of Incorporation and Code of Regulations. Furthermore, if the Company's significant shareholders sell substantial amounts of the Company's common shares in the public market to enhance the shareholders' liquidity positions, fund alternative investments or for other reasons, the trading price of the Company's common shares could decline significantly, and other shareholders may be unable to sell their common shares at favorable prices. The Company cannot predict or control how the Company's significant shareholders may use the influence they will have as a result of their common share holdings.