http://fasb.org/us-gaap/2025#AccountingStandardsUpdate202307Memberhttp://fasb.org/us-gaap/2025#RealEstateInvestmentPropertyNethttp://fasb.org/us-gaap/2025#RealEstateInvestmentPropertyNethttp://fasb.org/us-gaap/2025#SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMemberhttp://fasb.org/us-gaap/2025#SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMemberhttp://fasb.org/us-gaap/2025#SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMemberhttp://fasb.org/us-gaap/2025#SecuredOvernightFinancingRateSofrMemberhttp://fasb.org/us-gaap/2025#RevenueFromContractWithCustomerExcludingAssessedTaxhttp://fasb.org/us-gaap/2025#RevenueFromContractWithCustomerExcludingAssessedTaxhttp://fasb.org/us-gaap/2025#OtherLiabilitieshttp://fasb.org/us-gaap/2025#OtherLiabilitieshttp://fasb.org/srt/2025#ChiefExecutiveOfficerMember2019-12-312019-12-312019-12-312019-12-312019-12-312019-12-312019-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312020-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312022-12-312020-12-312020-12-312021-12-312021-12-312021-12-312021-12-312021-12-312022-12-312021-12-312022-12-312022-12-312022-12-312022-12-312019-12-312019-12-312020-12-312020-12-312021-12-312021-12-312022-12-312019-12-312019-12-312019-12-312020-12-312021-12-312021-12-312022-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312022-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-312021-12-31

Exhibit 99.1

EXPLANATORY NOTE

 

Starwood Real Estate Income Trust, Inc. is filing this exhibit (this “Exhibit”) to the Current Report on Form 8-K/A (this “Form 8-K/A”) solely to recast reportable segment financial information and related disclosures included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the Securities and Exchange Commission on March 21, 2025 (the “2024 Form 10-K”), to reflect changes implemented during the first quarter of 2025, as described in the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2025 (the “2025 Form 10-Q”). The information in this Exhibit is not an amendment to or restatement of the 2024 Form 10-K.

ITEM 1. BUSINESS

References herein to “Starwood Real Estate Income Trust,” “Company,” “we,” “us,” or “our” refer to Starwood Real Estate Income Trust, Inc., a Maryland corporation, and its subsidiaries unless the context specifically requires otherwise.

General Description of Business and Operations

We were formed on June 22, 2017 as a Maryland corporation and elected to be taxed as a real estate investment trust (“REIT”) for U.S. federal income tax purposes commencing with our taxable year ended December 31, 2019. We are organized to invest primarily in stabilized, income-oriented commercial real estate and debt secured by commercial real estate. Our portfolio is principally comprised of properties located in the United States and is diversified on a global basis through investments in properties outside of the United States, with a focus on Europe. To a lesser extent, we also invest in real estate debt, which could include loans secured by real estate and real estate-related securities. We are the sole general partner of Starwood REIT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). Starwood REIT Special Limited Partner, L.L.C. (the “Special Limited Partner”), a wholly owned subsidiary of Starwood Capital Group Holdings, L.P. (the “Sponsor”), owns a special limited partner interest in the Operating Partnership. Substantially all of our business is conducted through the Operating Partnership. We and the Operating Partnership are externally managed by the Advisor, an affiliate of the Sponsor.

Our board of directors has at all times had oversight and policy-making authority over us, including responsibility for governance, financial controls, compliance and disclosure with respect to the Operating Partnership. Pursuant to an advisory agreement among the Advisor, the Operating Partnership and us (the “Advisory Agreement”), we have delegated to the Advisor the authority to source, evaluate and monitor our investment opportunities and make decisions related to the acquisition, management, financing and disposition of our assets, in accordance with our investment objectives, guidelines, policies and limitations, subject to oversight by our board of directors.

As of December 31, 2024, we owned 461 consolidated real estate properties, 933 single-family rental units, two investments in unconsolidated real-estate ventures and one real estate debt investment. As of January 1, 2025, we operate in five reportable segments: Multifamily, Industrial, Office, Other and Investments in Real Estate Debt. Effective January 1, 2022, the Hospitality and Medical Office segments were combined within the Other segment and previous amounts have been recasted to conform with current period presentation. Effective January 1, 2025, the Single-Family Rental properties and Self-Storage properties segments were combined within the Other properties segment and previous amounts have been recasted to conform with current period presentation.

On December 27, 2017, we commenced our initial public offering of up to $5.0 billion in shares of common stock. On June 2, 2021, our initial public offering terminated and we commenced a follow-on public offering of up to $10.0 billion in shares of common stock. On August 10, 2022, our follow-on public offering terminated and we commenced our third public offering of up to $18.0 billion in shares of common stock, consisting of up to $16.0 billion in shares in our primary offering and up to $2.0 billion in shares pursuant to our distribution reinvestment plan. We intend to continue selling shares in our third public offering on a monthly basis.

As of March 21, 2025, we had received net proceeds of $14.1 billion from the sale of our common stock through our public offerings. We have contributed the net proceeds from our public offerings to the Operating Partnership in exchange for a corresponding number of Class T, Class S, Class D and Class I units. The Operating Partnership has primarily used the net proceeds to make investments in real estate, real estate debt and real estate-related securities.

In April 2024, we launched a program (the “DST Program”) to raise capital, through the Operating Partnership, through private placement offerings exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), by selling beneficial interests (the “DST Interests”) in specific Delaware statutory trusts (“DSTs”) holding real properties (the “DST Properties”). We expect that the DST Program will give us the opportunity to expand and diversify our capital-raising strategies by offering what we believe to be an attractive investment product for investors that may be seeking like-kind replacement properties to

1


complete tax-deferred exchange transactions under Section 1031 of the Internal Revenue Code (the “Code”). Affiliates of the Advisor will receive fees in connection with the sale of the DST Interests and the management of the DSTs. We intend to use the net offering proceeds from the DST Program to make investments in accordance with our investment strategy and policies, reduce our borrowings, repay indebtedness, fund the repurchase of shares under our share repurchase plan and for other corporate purposes. As of March 21, 2025, we have raised approximately $37.0 million in gross offering proceeds through the DST Program.

Investment Objectives

Our investment objectives are to invest in assets that will enable us to:

provide current income in the form of regular, stable cash distributions to achieve an attractive distribution yield;
preserve and protect invested capital;
realize appreciation in NAV from proactive investment management and asset management; and
provide an investment alternative for stockholders seeking to allocate a portion of their long-term investment portfolios to commercial real estate with lower volatility than public real estate companies.

We cannot assure you that we will achieve our investment objectives. See Item 1A. — “Risk Factors” section of this Annual Report on Form 10-K.

Review of our Policies

Our independent directors have reviewed our policies and determined that they are in the best interests of our stockholders. Set forth below is a discussion of the basis for such determination. In addition, our board of directors, including our independent directors, has examined the material terms, factors and circumstances surrounding any related party transactions or arrangements described herein. On the basis of such examination, our board of directors, including our independent directors, has determined that such transactions occurring in the year ended December 31, 2024 are fair and reasonable to us and on terms and conditions not less favorable to us than those available from unaffiliated third parties.

Investment Strategy

Our investment strategy seeks to capitalize on Starwood Capital’s scale and the real-time information provided by its real estate holdings to identify and acquire our target investments at attractive pricing. We also seek to benefit from Starwood Capital’s reputation and ability to transact in scale with speed and certainty, and its long-standing and extensive relationships in the real estate industry. Starwood Capital is a private investment firm with a primary focus on global real estate. Since its inception in 1991, Starwood Capital has raised over $80 billion of capital and currently has approximately $115 billion of assets under management. Our objective is to bring Starwood Capital’s leading real estate investment platform to income-focused investors.

Our investment strategy is primarily to acquire stabilized, income-oriented commercial real estate. Our portfolio is principally comprised of properties located in the United States and is diversified on a global basis through investments in properties outside of the United States, with a focus on Europe. To a lesser extent, and subject to the investment limitations described herein, we may also invest in real estate debt, including loans secured by real estate and real estate-related debt securities, and real estate-related equity securities. Our investments in real estate-related debt and equity securities provide us with current income, a source of liquidity for our share repurchase plan, cash management and other purposes.

We believe that our structure as a perpetual-life REIT will allow us to acquire and manage our investment portfolio in a more active and flexible manner. We do not have a pre-determined operational period or the need to provide a “liquidity” event, potentially in an unfavorable market, at the end of that period.

Investments in Properties

To execute our investment strategy, we invest primarily in stabilized, income-oriented commercial real estate. Our portfolio is principally comprised of properties located in the United States and is diversified on a global basis through investments in properties outside of the United States, with a focus on Europe. These may include multifamily, industrial, and office assets, as well as other property types, including, without limitation, single-family rental, self-storage, retail, medical office, student housing, senior living, data centers, and manufactured housing properties. We may also acquire assets that require some amount of capital investment in order to be renovated or repositioned. We generally will limit investment in new developments on a standalone basis, but we may consider development that is ancillary to an overall investment.

2


We do not designate specific sector allocations for the portfolio; rather we invest in markets or asset classes where we see the best opportunities that support our investment objectives.

Investments in Real Estate Debt

While our portfolio is principally comprised of properties, to a lesser extent, we may also invest in real estate debt, including loans secured by real estate and real estate-related debt securities. An allocation of our overall portfolio to real estate debt may allow us to add sources of income and further diversify our portfolio.

Our investments in loans secured by real estate may include first mortgages, subordinated mortgages and mezzanine loans, participations in such loans and other debt secured by or relating to the types of commercial real estate that are the focus of our real estate strategy. The type of real estate debt investments we seek to acquire are obligations backed principally by real estate of the type that generally meets our criteria for direct investment. Mortgage loans are typically secured by multifamily or commercial property and are subject to risks of delinquency and foreclosure. The ability of a borrower to repay a loan secured by an income-producing property typically is dependent primarily upon the successful operation of such property rather than upon the existence of independent income or assets of the borrower. Mezzanine loans may take the form of subordinated loans secured by a pledge of the ownership interests of either the entity owning the real property or an entity that owns (directly or indirectly) the interest in the entity owning the real property. These types of investments may involve a higher degree of risk than mortgage lending because the investment may become unsecured because of foreclosure by the senior lender. We do not intend to make loans to other persons or to engage in the purchase and sale of any types of investments other than those related to real estate.

We may also invest in real estate-related debt securities to provide us with current income and an additional source of liquidity for cash management, satisfying any stock repurchases we chose to make in any particular month and for other purposes. Our real estate-related debt securities investments may focus on investments in commercial mortgage-backed securities (“CMBS”) and, to a lesser extent, agency and non-agency residential mortgage-backed securities (“RMBS”) and collateralized loan obligations (“CLOs”).

Investments in Real Estate-Related Equity Securities

We also may invest in real estate-related equity securities investments, with a focus on non-controlling equity positions of public real estate-related companies, including preferred equity. We believe that investments in real estate-related equity securities may also provide an additional source of liquidity for cash management, satisfying any stock repurchases we chose to make in any particular month and for other purposes.

We do not intend that our investments in real estate-related debt and equity securities will require us to register as an investment company under the Investment Company Act, and we intend to generally divest appropriate securities before any such registration would be required. We may also invest, without limitation, in securities that are unregistered (but are eligible for purchase and sale by certain qualified institutional buyers) or are held by control persons of the issuer and securities that are subject to contractual restrictions on their resale.

Borrowing Policies

We use financial leverage to provide additional funds to support our investment activities. This allows us to make more investments than would otherwise be possible, resulting in a broader portfolio of investments. Subject to the limitation on indebtedness for money borrowed in our charter described below, our target leverage ratio is 50% to 65%. Our leverage ratio is measured by dividing (i) property-level and entity-level debt net of cash and loan-related restricted cash, by (ii) our gross real estate assets (measured using the greater of fair market value or cost) plus the equity in our real estate debt and real estate-related equity securities portfolios. For purposes of determining our gross real estate assets, we will include the asset values of the DST Properties due to the master lease structure, including the Operating Partnership’s fair market value option (the “FMV Option”). Our leverage ratio calculation does not include (i) indebtedness incurred in connection with funding a deposit in advance of the closing of an investment, (ii) indebtedness incurred as other working capital advances or (iii) the financing liability resulting from the sale of DST Properties included in our NAV calculation. Furthermore, the refinancing of any amount of existing indebtedness is not deemed to constitute incurrence of new indebtedness so long as no additional amount of net indebtedness is incurred in connection therewith (excluding the amount of transaction expenses associated with such refinancing).

Our real estate-related debt portfolio may have embedded leverage through the use of repurchase agreements. We may also have embedded leverage through the use of derivatives, including, but not limited to, total return swaps, securities lending arrangements and credit default swaps.

During times of increased investment and capital market activity, but subject to the limitation on indebtedness for money borrowed in our charter described below, we may employ greater leverage in order to quickly build a broader portfolio of assets. We may leverage

3


our portfolio by assuming or incurring secured or unsecured property-level or entity-level debt. An example of property-level debt is a mortgage loan secured by an individual property or portfolio of properties incurred or assumed in connection with our acquisition of such property or portfolio of properties. An example of entity-level debt is a line of credit obtained by us or our Operating Partnership. We may decide to seek to obtain additional lines of credit under which we would reserve borrowing capacity. Borrowings under our current lines of credit or any future lines of credit may be used not only to repurchase shares, but also to fund acquisitions or for any other corporate purpose.

Our actual leverage level is affected by a number of factors, some of which are outside our control. Significant inflows of proceeds from the sale of shares of our common stock generally cause our leverage as a percentage of our net assets, or our leverage ratio, to decrease, at least temporarily. Significant outflows of equity as a result of repurchases of shares of our common stock generally cause our leverage ratio to increase, at least temporarily. Our leverage ratio also increases or decreases with decreases or increases, respectively, in the value of our portfolio. If we borrow under a line of credit to fund repurchases of shares of our common stock or for other purposes, our leverage would increase and may exceed our target leverage. In such cases, our leverage may remain at the higher level until we receive additional net proceeds from our continuous offering or sell some of our assets to repay outstanding indebtedness.

Our board of directors reviews our aggregate borrowings at least quarterly. In connection with such review, our board of directors may determine to modify our target leverage ratio in light of then-current economic conditions, relative costs of debt and equity capital, fair values of our properties, general conditions in the market for debt and equity securities, growth and investment opportunities or other factors. We may exceed our targeted leverage ratio at times if the Advisor deems it advisable for us. For example, if we fund a repurchase under a line of credit, we will consider actual borrowings when determining whether we are at our leverage target, but not unused borrowing capacity. If, therefore, we are at a leverage ratio in the range of 50% to 65% of our gross real estate assets and we borrow additional amounts under a line of credit, or if the value of our portfolio decreases, our leverage could exceed the range of 50% to 65%. In the event that our leverage ratio exceeds our target, regardless of the reason, we will thereafter endeavor to manage our leverage back down to our target.

There is no limit on the amount we may borrow with respect to any individual property or portfolio. However, under our charter we may not incur indebtedness for money borrowed in an amount exceeding 300% of the cost of our net assets, which approximates borrowing 75% of the cost of our investments. “Net assets” is defined as our total assets other than intangibles valued at cost (prior to deducting depreciation, reserves for bad debts and other non-cash reserves) less total liabilities. However, we may borrow in excess of this amount if such excess is approved by a majority of our independent directors, and disclosed to stockholders in our next quarterly report, along with justification for such excess.

Our charter prohibits us from obtaining loans from any of our directors, Starwood Capital or any of their affiliates, unless approved by a majority of our board of directors (including a majority of our independent directors) not otherwise interested in the transaction as fair, competitive and commercially reasonable and on terms and conditions not less favorable than comparable loans between unaffiliated parties under the same circumstances.

Our Taxation as a REIT

We believe we have operated in a manner that has allowed us to be taxed as a REIT under Sections 856 through 860 of the Code, for federal income tax purposes, beginning with our taxable year ended December 31, 2019 and intend to continue to operate in a manner that will allow us to continue to qualify as a REIT. As long as we qualify for taxation as a REIT, we generally will not be subject to U.S. federal corporate income tax on our net taxable income (determined without regard to our net capital gain and dividends paid deduction) that we timely distribute to our stockholders. Even if we qualify for taxation as a REIT, we may be subject to certain state and local taxes, taxes imposed by foreign jurisdictions attributed to certain non-U.S. investments, taxes on our income and property, and federal income and excise taxes in certain circumstances, including on our undistributed taxable income.

We have formed certain subsidiaries to function as taxable REIT subsidiaries (“TRSs”). In general, a TRS may perform additional services for our tenants and generally may engage in any real estate or non-real estate-related business other than management or operation of a lodging facility or a health care facility. The TRSs are subject to taxation at the federal, state, local and foreign levels, as applicable. We will account for applicable income taxes by utilizing the asset and liability method. As such, we will record deferred tax assets and liabilities for the future tax consequences resulting from the difference between the carrying value of existing assets and liabilities and their respective tax basis. A valuation allowance for deferred tax assets is provided if we believe it is more likely than not that some or all of the deferred tax asset may not be realized.

Governmental Regulations

As an owner of real estate, our operations are subject, in certain instances, to supervision and regulation by U.S. and other governmental authorities, and may be subject to various laws and judicial and administrative decisions imposing various requirements

4


and restrictions, which, include among other things: (i) federal and state securities laws and regulations; (ii) federal, state and local tax laws and regulations; (iii) state and local laws relating to real property; (iv) federal, state and local environmental laws, ordinances, and regulations; and (v) various laws relating to housing, including permanent and temporary rent control and stabilization laws, the Americans with Disabilities Act of 1990 and the Fair Housing Amendment Act of 1988, among others.

Compliance with the federal, state and local laws described above has not had a material, adverse effect on our business, assets, results of operations, financial condition and ability to pay distributions, and we do not believe that our existing portfolio will require us to incur material expenditures to comply with these laws and regulations.

Competition

We face competition from various entities for investment opportunities in properties, including other REITs, pension funds, insurance companies, investment funds and companies, partnerships and developers. In addition to third-party competitors, other programs sponsored by the Advisor and its affiliates, particularly those with investment strategies that overlap with ours, may seek investment opportunities under Starwood Capital’s prevailing policies and procedures. Many of these entities may have greater access to capital to acquire properties than we have.

In the face of this competition, we have access to our Advisor’s and Sponsor’s professionals and their industry expertise and relationships, which we believe provide us with a competitive advantage and help us source, evaluate and compete for potential investments. We believe these relationships will enable us to compete more effectively for attractive investment opportunities. However, we may not be able to achieve our business goals or expectations due to the competitive risks that we face. For additional information concerning these competitive risks, see Item 1A. “Risk Factors—General Risks Related to Investments in Real Estate.”

Human Capital

We have no employees. Our operations are conducted by the Advisor. Our executive officers serve as officers of the Advisor, and are employed by an affiliate of the Advisor. See Item 13. “Certain Relationships and Related Transactions, and Director Independence—Our Relationship with Our Advisor and Starwood Capital.”

Conflicts of Interest

We are subject to conflicts of interest arising out of our relationship with Starwood Capital, including the Advisor and its affiliates. See Item 1A “Risk Factors—Risks Related to Conflicts of Interest.”

Available Information

Stockholders may obtain copies of our filings with the U.S. Securities and Exchange Commission (the “SEC”), free of charge from the website maintained by the SEC at www.sec.gov or from our website at www.starwoodnav.reit.

We are providing the address to our website solely for the information of investors. The information on our website is not a part of, nor is it incorporated by reference into this report. From time to time, we may use our website as a distribution channel for information about our Company. The information we post through this channel may be deemed material. Accordingly, investors should monitor this channel, in addition to following our press releases and SEC filings.

5


ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

References herein to “Starwood Real Estate Income Trust, Inc.,” “Company,” “we,” “us,” or “our” refer to Starwood Real Estate Income Trust, Inc. and its subsidiaries unless the context specifically requires otherwise.

The following discussion should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Annual Report on Form 10-K. In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Our actual results may differ materially from those in this discussion as a result of various factors, including but not limited to those discussed under Item 1A. “Risk Factors” in this Annual Report on Form 10-K.

Overview

We were formed on June 22, 2017 as a Maryland corporation to invest primarily in stabilized, income-oriented commercial real estate and debt secured by commercial real estate. Our portfolio is principally comprised of properties located in the United States and is diversified on a global basis through investments in properties outside of the United States, with a focus on Europe. To a lesser extent, we also invest in real estate debt, including loans secured by real estate and real estate-related securities. We are an externally advised, perpetual-life REIT. We own all or substantially all of our assets through the Operating Partnership, of which we are the sole general partner. We and the Operating Partnership are externally managed by the Advisor.

Our board of directors has at all times oversight and policy-making authority over us, including responsibility for governance, financial controls, compliance and disclosure. Pursuant to an advisory agreement among the Advisor, the Operating Partnership and us (the “Advisory Agreement”), we have delegated to the Advisor the authority to source, evaluate and monitor our investment opportunities and make decisions related to the acquisition, management, financing and disposition of our assets, in accordance with our investment objectives, guidelines, policies and limitations, subject to oversight by our board of directors.

We have elected to be taxed as a REIT under the Code for U.S. federal income tax purposes, commencing with our taxable year ended December 31, 2019. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent we annually distribute all of our net taxable income (determined without regard to our net capital gain and dividends-paid deduction) to stockholders and maintain our qualification as a REIT.

 

Public Offerings

 

On December 27, 2017, we commenced our initial public offering of up to $5.0 billion in shares of our common stock. On June 2, 2021, our initial public offering terminated and we commenced our follow-on public offering of up to $10.0 billion in shares of common stock. On August 10, 2022, the follow-on public offering terminated and we commenced our third public offering of up to $18.0 billion in shares of common stock, consisting of up to $16.0 billion in shares in our primary offering and up to $2.0 billion in shares pursuant to our distribution reinvestment plan. We intend to continue selling shares in our third public offering on a monthly basis.

 

As of March 21, 2025, we had received net proceeds of $14.1 billion from the sale of our common stock through our public offerings. We have contributed the net proceeds from our public offerings to the Operating Partnership in exchange for a corresponding number of Class T, Class S, Class D and Class I units. The Operating Partnership has primarily used the net proceeds to make investments in real estate and real estate debt as further described below under “Portfolio”.

 

DST Program

 

In April 2024, we, through the Operating Partnership, commenced the DST Program to issue and sell up to a maximum aggregate offering amount of $1.0 billion of DST Interests in specific DSTs holding one or more DST Properties. These DST Interests will be issued and sold to “accredited investors,” as that term is defined under Regulation D promulgated by the SEC under the Securities Act, in private placements exempt from registration pursuant to Section 4(a)(2) of the Securities Act (the “DST Offerings”).

 

Under the DST Program, each DST Property may be sourced from our real properties or from third parties, which will be held in a DST are leased-back to a wholly owned subsidiary of the Operating Partnership on a long-term basis through January 2, 2031, unless sooner terminated pursuant to master lease agreements. Each master lease agreement will be guaranteed by the Operating Partnership, which will retain a FMV Option, giving it the right, but not the obligation, to acquire the DST Interests in the applicable DST from the investors in exchange for Operating Partnership units or cash, at the Operating Partnership’s discretion. Such FMV Option shall be exercisable any time after two years from the closing of the applicable DST Offering. The Operating Partnership, in its sole and absolute discretion, may assign its rights in the FMV Option to a subsidiary, an affiliate, a successor entity to the Operating

6


Partnership or the acquiror of a majority of the Operating Partnership’s assets. After a one-year holding period, investors who acquire Operating Partnership units pursuant to the FMV Option generally have the right to cause the Operating Partnership to redeem all or a portion of their Operating Partnership units for, at our sole discretion, shares of our common stock, cash, or a combination of both.

 

We expect that the DST Program will give us the opportunity to expand and diversify our capital-raising strategies by offering what we believe to be an attractive investment product for investors that may be seeking like-kind replacement properties to complete tax-deferred exchange transactions under Section 1031 of the Code. Affiliates of the Advisor are expected to receive fees in connection with the sale of the DST Interests and the management of the DSTs. We intend to use the net offering proceeds from the DST Program to make investments in accordance with our investment strategy and policies, reduce our borrowings, repay indebtedness, fund the repurchase of shares of all classes of our common stock under our share repurchase plan and for other corporate purposes.

 

As of December 31, 2024, we have raised approximately $25.8 million in gross offering proceeds through the DST Program.

Investment Objectives

Our investment objectives are to invest in assets that will enable us to:

provide current income in the form of regular, stable cash distributions to achieve an attractive distribution yield;
preserve and protect invested capital;
realize appreciation in NAV from proactive investment management and asset management; and
provide an investment alternative for stockholders seeking to allocate a portion of their long-term investment portfolios to commercial real estate with lower volatility than publicly traded real estate companies.

 

We cannot assure you that we will achieve our investment objectives. See Item 1A.“Risk Factors” section of this Annual Report on Form 10-K.

Recent Developments

 

2024 Performance

Through year-end 2024, our Class I shares delivered an inception-to-date annualized return of +6.8%. For the year ended December 31, 2024, performance for the Class I shares was +0.2%. For the fifth consecutive year, 100% of our distributions during the year ended December 31, 2024 were characterized as a Return of Capital (“ROC”) for federal income tax purposes. Our annualized distribution rate is 5.7% and equates to approximately 9.7% on a tax-equivalent basis for investors in the highest income tax bracket.

Performance for the year was impacted by interest rates, both positively and negatively. Short-term interest rates declined with the Federal Reserve’s three rate cuts beginning in September 2024. Lower rates, combined with a sense that the worst is behind us, led to lower credit spreads and overall borrowing costs. This helped to stabilize asset values. The offset to lower short-term rates was a negative impact to the mark-to-market value of our interest rate hedges, which are in-place to protect distributable cash flow. Excluding these hedges, our total net return for the year ended December 31, 2024, would have been +2.4%, underscoring the positive direction of real estate values.

 

Portfolio Update

 

While rent growth slowed throughout the year due to elevated supply deliveries, fundamentals in our portfolio remained solid. Revenue growth in our two largest reporting segments (rental housing and industrial) outperformed the top 50 markets average by nearly 3% on a combined basis. This outperformance was primarily driven by our unique affordable housing portfolio within rental residential (which benefits from inflation and wage indexed rents) and allocation to in-fill, last mile and infrastructure centric industrial investments (which experienced lower levels of new supply growth). Bigger picture, supply and demand fundamentals for rental housing continue to benefit from an estimated four to five million unit shortfall and industrial continues to benefit from the growth in e-commerce and the need to deliver products to consumers faster.

We believe our portfolio is strategically positioned, with 92% allocated to asset classes with strong long-term fundamentals, including rental housing, industrial, and a floating-rate real estate term loan. In addition, our assets are approximately 80% located in the sunbelt markets, which benefit from outsized long-term demand drivers including population growth, job growth, and superior affordability. Another 8% is invested internationally for diversification and high barriers to new supply.

7


Across our Consolidated Balance Sheet, we have emphasized downside protection with approximately 88% of our secured property debt currently being fixed-rate or hedged, and having three-and-a-half years of duration remaining. Due to an improving capital markets environment, we are looking to be opportunistic in extending loan maturities and, in several cases, reducing credit spreads. For example, we recently successfully refinanced the $1.2 billion loan on our Extended Stay portfolio with a spread that is 110 bps inside previous levels, generating meaningful interest savings and increasing cash-on-cash yields. At present, our portfolio has an average cost of debt of approximately 3.8% with limited near-term loan maturities. The major challenge for most investors in this environment has maturing debt or unhedged interest rates, and we are well positioned from this perspective.

Outlook

As we look to 2025 and beyond, we expect to see continued cash flow growth due to several factors. Supply and demand fundamentals should continue to improve as new supply starts have declined 60-70% in multifamily and industrial. The realization of lower deliveries should begin to take hold in late 2025 and into early 2026. In the meantime, demand for multifamily apartments remains robust with national absorption levels near 20-year highs. Affordability continues to play a key factor in driving demand. Our average multifamily rent is nearly half that of the median U.S. mortgage payment. Wage growth has also outpaced rent growth, which has improved the rent-to-income of our portfolio and now stands at a very healthy 21%, providing room for future rent increases. Since affordable housing rents are formulaic (tied to inflation and wage growth) and a portion of our historical allowable rent increases have been deferred into the future, we have good visibility into continued mid-single-digit rent growth in 2025. Similarly, within our industrial portfolio, our releasing spreads were a positive 50% throughout 2024 and rents remain approximately 20% below market, which should also allow for continued cash flow growth as leases roll over the next several years.

Liquidity

We continue to prioritize generating liquidity for stockholders submitting share repurchase requests, while also staying focused on protecting and maximizing value for our stockholders who remain fully invested. This requires picking the right spots to generate liquidity as the markets continue to improve.

Our current liquidity stands at approximately $0.6 billion, representing approximately 6.8% of NAV. Through the end of February 2025, we have successfully executed select asset sales totaling approximately $0.8 billion on a gross basis. From a timing standpoint, our decision to wait for the first Fed rate cuts proved to be the right one. The capital markets between September 2024 and November 2024 provided an optimal three-month window for asset sales, as short-term rates declined and investor demand was strong. Fortunately, nearly all of our asset sales were either closed or were under contract before interest rate volatility and before the uncertainty of the new administration’s fiscal and trade policy took shape. Once these asset sales are finalized, we expect total liquidity to increase to approximately $0.9 billion, or approximately 10% of our NAV. We will continue to evaluate additional select asset sales and other strategic initiatives to strengthen liquidity throughout the year.

 

Please refer to Item 1A. “Risk Factors” in this Annual Report on Form 10-K for additional disclosure relating to material trends or uncertainties that may impact our business.

 

8


2024 Highlights

 

Operating Results:

 

Declared monthly net distributions totaling $494.3 million for the year ended December 31, 2024. The details of the average annualized distribution rates and total returns are shown in the following table:

 

 

Class T

Class S

Class D

Class I

 

Shares

Shares

Shares

Shares

Average Annualized Distribution Rate

4.8%

4.8%

5.6%

5.7%

Year-to-Date Total Return, without upfront selling commissions and dealer manager fees

(0.6%)

(0.7%)

(0.1%)

0.2%

Annualized Inception-to-Date Total Return, without upfront selling commissions and dealer manager fees

6.1%

6.0%

6.4%

6.8%

Annualized Inception-to-Date Total Return, assuming full upfront selling commissions and dealer manager fees

5.5%

5.4%

6.1%

N/A

 

 

Disposition Activity:

Sold seven industrial properties, two hotel properties, one net-lease property, and 83 single-family rental units for total net proceeds of $204.9 million during the year ended December 31, 2024.

Financing Activity:

 

Received net borrowings of $454.5 million from our unsecured line of credit during the year ended December 31, 2024.
Entered into a senior secured revolving credit facility agreement with a total borrowing capacity of $150.0 million during the year ended December 31, 2024. The senior secured revolving credit facility agreement matures in January 2026, at which time we may request an additional one-year extension thereafter. Interest under the senior secured revolving credit facility is determined based on one-month U.S. dollar denominated Secured Overnight Financing Rate (“SOFR”) plus 2.5%. During the year ended December 31, 2024, no amounts were borrowed under this senior secured revolving credit facility.

 

9


Portfolio

 

Summary of Portfolio

 

The following chart outlines the percentage of our assets across investments in real estate and our investment in a real estate loan based on fair value as of December 31, 2024:

 

img192232499_0.jpg

 

 

The following charts further describe the composition of our investments in real estate and our investment in a real estate loan based on fair value as of December 31, 2024:

 

 

 

 

 

 

 

img192232499_1.jpg

img192232499_2.jpg

 

 

(1)
Investments in real estate includes our direct property investments and our unconsolidated investments. Our investment in a real estate loan includes our term loan.
(2)
Includes our direct property investments, our unconsolidated investments and our investment in a term loan.
(3)
Geography weighting includes our term loan. Geography weighting is measured as the asset value of real estate properties, unconsolidated real estate ventures, and our investment in a real estate loan for each geographical category against the total value of all (i) real estate properties, (ii) unconsolidated real estate ventures, and (iii) our investment in a real estate loan.

10


 

 

Investments in Real Estate

The following table provides a summary of our portfolio as of December 31, 2024 ($ in thousands):

 

Segment

 

Number of
Consolidated
Properties

 

Sq. Feet
(in millions)
/ Number of
Units/Keys

 

Occupancy
Rate
 (1)

 

Gross Asset Value (2)

 

 

Segment
Revenue for the year ended December 31, 2024

 

 

Percentage of
Segment
Revenue

Multifamily

 

284

 

66,919 units

 

95%

 

$

16,065,200

 

 

$

1,233,802

 

 

73%

Industrial

 

124

 

17.18 sq. ft.

 

96%

 

 

2,833,370

 

 

 

183,907

 

 

11%

Office

 

20

 

3.90 sq. ft.

 

90%

 

 

1,530,364

 

 

 

166,798

 

 

10%

Other Properties(3) (4)

 

33

 

N/A (5)

 

N/A

 

 

1,121,867

 

 

 

103,278

 

 

6%

Total

 

461

 

 

 

 

 

$

21,550,801

 

 

$

1,687,785

 

 

100%

 

(1)
The occupancy rate for our multifamily investments is defined as the number of leased units divided by the total unit count as of December 31, 2024. The occupancy rate for our industrial and office investments is defined as all leased square footage divided by the total available square footage as of December 31, 2024.
(2)
Based on fair value as of December 31, 2024.
(3)
Includes a 100% interest in a subsidiary with 24 single-family rental units and a 95% interest in a consolidated joint venture with 909 single-family rental units.
(4)
Excludes our investments in unconsolidated real estate ventures.
(5)
Includes approximately 2.6 million sq. ft. across our self-storage, medical office and retail properties, 431 keys at our consolidated hospitality properties and 933 single-family rental units.

 

 

 

 

11


Average Effective Annual Base Rents

 

The following table provides a summary of the average effective annual base rents across our portfolio as of December 31, 2024:

 

Property Type

 

Average Effective Annual
Base Rent per Leased
Square Foot / Units

 

Multifamily(1)

 

 $

 

18,082

 

Industrial(2)

 

 $

 

7.42

 

Office(2)

 

 $

 

34.20

 

 

(1)
For multifamily properties, average effective annual base rent per leased unit represents the annualized base rent for the year ended December 31, 2024. The average effective annual base rent includes the effects of rent concessions and abatements and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization.
(2)
For industrial and office properties, average effective annual base rent represents the annualized base rent per leased square foot for the year ended December 31, 2024. The average effective annual base rent includes the effects of rent concessions and abatements and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization.

 

 

12


The following table provides information regarding our portfolio of real estate properties as of December 31, 2024:

Segment and Investment

 

Number of
Properties

 

Location

 

Acquisition
Date

 

Ownership
Interest
(1)

 

Sq. Feet
(in millions)
/ Number of
Units/Keys

 

 

Occupancy(2)

Multifamily:

 

 

 

 

 

 

 

 

 

 

 

 

 

Florida Multifamily Portfolio

 

4

 

Jacksonville/Naples, FL

 

January 2019

 

100%

 

 

1,150

 

 

100%

Phoenix Property

 

1

 

Mesa, AZ

 

January 2019

 

100%

 

 

256

 

 

96%

Columbus Multifamily

 

3

 

Columbus, OH

 

September/October 2019

 

96%

 

 

690

 

 

96%

Cascades Apartments(3)

 

1

 

Charlotte, NC

 

October 2019

 

79%

 

 

570

 

 

87%

Exchange on Erwin

 

1

 

Durham, NC

 

November 2019

 

100%

 

 

265

 

 

87%

Avida Apartments

 

1

 

Salt Lake City, UT

 

December 2019

 

100%

 

 

400

 

 

94%

Southeast Affordable Housing Portfolio

 

22

 

Various

 

Various 2020

 

100%

 

 

4,384

 

 

95%

Florida Affordable Housing Portfolio II

 

4

 

Jacksonville, FL

 

October 2020

 

100%

 

 

958

 

 

93%

Mid-Atlantic Affordable Housing Portfolio

 

28

 

Various

 

October 2020

 

100%

 

 

3,660

 

 

96%

Kalina Way(3)

 

1

 

Salt Lake City, UT

 

December 2020

 

79%

 

 

264

 

 

98%

Southeast Affordable Housing Portfolio II

 

9

 

DC, FL, GA, MD, SC, VA

 

May 2021

 

100%

 

 

1,642

 

 

98%

Azalea Multifamily Portfolio

 

17

 

TX, FL, NC, MD, TN, GA

 

June/July 2021

 

100%

 

 

5,620

 

 

95%

Keystone Castle Hills

 

1

 

Dallas, TX

 

July 2021

 

100%

 

 

690

 

 

96%

Greater Boston Affordable Portfolio

 

5

 

Boston, MA

 

August/September 2021

 

98%

 

 

842

 

 

97%

Columbus Preferred Portfolio

 

2

 

Columbus, OH

 

September 2021

 

96%

 

 

400

 

 

96%

The Palmer Dadeland

 

1

 

Dadeland, FL

 

September 2021

 

100%

 

 

844

 

 

95%

Seven Springs Apartments

 

1

 

Burlington, MA

 

September 2021

 

100%

 

 

331

 

 

95%

Maison’s Landing

 

1

 

Taylorsville, UT

 

September 2021

 

100%

 

 

492

 

 

95%

Sawyer Flats

 

1

 

Gaithersburg, MD

 

October 2021

 

100%

 

 

648

 

 

95%

Raleigh Multifamily Portfolio

 

6

 

Raleigh, NC

 

November 2021

 

95%

 

 

2,291

 

 

93%

SEG Multifamily Portfolio

 

62

 

Various

 

November 2021

 

100%

 

 

15,461

 

 

93%

South Florida Multifamily Portfolio

 

3

 

Various

 

November 2021

 

95%

 

 

1,150

 

 

95%

Florida Affordable Housing Portfolio III

 

16

 

Various

 

November 2021

 

100%

 

 

2,660

 

 

96%

Central Park Portfolio

 

9

 

Denver, CO

 

December 2021

 

100%

 

 

1,445

 

 

93%

National Affordable Housing Portfolio

 

17

 

Various

 

December 2021

 

100%

 

 

3,264

 

 

95%

Phoenix Affordable Housing Portfolio

 

7

 

Phoenix, AZ

 

April/May 2022

 

100%

 

 

1,462

 

 

96%

Mid-Atlantic Affordable Housing Portfolio II

 

8

 

DC, GA

 

April 2022

 

100%

 

 

1,449

 

 

96%

Texas and North Carolina Multifamily Portfolio

 

5

 

TX, NC

 

April/June 2022

 

95%

 

 

1,601

 

 

94%

Summit Multifamily Portfolio

 

34

 

Various

 

May/June 2022

 

100%

 

 

8,812

 

 

94%

Florida Affordable Housing Portfolio IV

 

9

 

Various, FL

 

June/July 2022

 

100%

 

 

2,054

 

 

98%

Blue Multifamily Portfolio

 

4

 

Various

 

August 2022

 

100%

 

 

1,164

 

 

95%

Total Multifamily

 

284

 

 

 

 

 

 

 

 

66,919

 

 

 

Industrial:

 

 

 

 

 

 

 

 

 

 

 

 

 

Airport Logistics Park

 

6

 

Nashville, TN

 

September 2020

 

100%

 

 

0.40

 

 

100%

Marshfield Industrial Portfolio

 

4

 

Baltimore, MD

 

October 2020

 

100%

 

 

1.33

 

 

100%

Denver/Boulder Industrial Portfolio

 

16

 

Denver, CO

 

April 2021

 

100%

 

 

1.68

 

 

92%

Reno Logistics Portfolio

 

18

 

Reno, NV

 

May 2021

 

100%

 

 

3.04

 

 

96%

Northern Italy Industrial Portfolio

 

4

 

Northern Italy

 

August 2021

 

100%

 

 

0.75

 

 

100%

Southwest Light Industrial Portfolio

 

15

 

AZ, NV

 

September 2021

 

100%

 

 

2.48

 

 

93%

Norway Logistics Portfolio

 

2

 

Oslo, Norway

 

February 2022

 

100%

 

 

0.37

 

 

100%

American Industrial Center

 

25

 

Orlando, FL

 

April 2022

 

100%

 

 

0.82

 

 

94%

Middlebrook Crossroads

 

18

 

Bridgewater, NJ

 

May 2022

 

95%

 

 

0.58

 

 

93%

Verona Oppeano

 

5

 

Verona, Italy

 

June 2022

 

100%

 

 

2.64

 

 

100%

Denmark Logistics Portfolio

 

10

 

Eastern Denmark

 

June 2022

 

100%

 

 

1.97

 

 

100%

Belgioioso Logistics

 

1

 

Greater Milan, Italy

 

August 2022

 

100%

 

 

1.12

 

 

100%

Total Industrial

 

124

 

 

 

 

 

 

 

 

17.18

 

 

 

Office:

 

 

 

 

 

 

 

 

 

 

 

 

 

Florida Office Portfolio

 

11

 

Jacksonville, FL

 

May 2019

 

97%

 

 

1.27

 

 

76%

Columbus Office Portfolio

 

1

 

Columbus, OH

 

October 2019

 

96%

 

 

0.32

 

 

100%

Nashville Office

 

1

 

Nashville, TN

 

February 2020

 

100%

 

 

0.36

 

 

100%

60 State Street

 

1

 

Boston, MA

 

March 2020

 

100%

 

 

0.91

 

 

95%

Stonebridge

 

3

 

Atlanta, GA

 

February 2021

 

100%

 

 

0.46

 

 

100%

M Campus

 

2

 

Paris, France

 

December 2021

 

100%

 

 

0.24

 

 

99%

Barcelona Mediacomplex

 

1

 

Barcelona, Spain

 

June 2022

 

100%

 

 

0.34

 

 

100%

Total Office

 

20

 

 

 

 

 

 

 

 

3.90

 

 

 

 

13


 

Segment and Investment

 

Number of
Properties

 

Location

 

Acquisition
Date

 

Ownership
Interest
(1)

 

Sq. Feet
(in millions)
/ Number of
Units/Keys

 

 

Occupancy(2)

Other Properties:

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Select Service Portfolio

 

3

 

CO, OH, AR

 

January 2019

 

100%

 

 

431

 

 

74%

Fort Lauderdale Hotel (5)

 

1

 

Fort Lauderdale, FL

 

March 2019

 

43%

 

 

236

 

 

64%

Exchange on Erwin - Commercial

 

2

 

Durham, NC

 

November 2019

 

100%

 

 

0.10

 

 

93%

Barlow

 

1

 

Chevy Chase, MD

 

March 2020

 

100%

 

 

0.29

 

 

80%

Marketplace at the Outlets

 

1

 

West Palm Beach, FL

 

December 2021

 

100%

 

 

0.30

 

 

100%

Single-Family Rental Joint Venture

 

          N/A

 

Various

 

Various

 

95%

 

 

909

 

 

88%

Sun Belt Single-Family Rental Portfolio

 

          N/A

 

Various

 

December 2021

 

100%

 

 

24

 

 

58%

Morningstar Self-Storage Joint Venture

 

26

 

Various

 

December 2021/March 2022

 

95%

 

 

1.90

 

 

84%

Extended Stay Portfolio (5)

 

196

 

Various

 

July 2022

 

45%

 

 

24,935

 

 

78%

Total Other Properties

 

230

 

 

 

 

 

 

 

N/A (4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Investment Properties

 

658

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)
Certain of the joint venture agreements entered into by us provide the other partner a profits interest based on certain internal rate of return hurdles being achieved. Such investments are consolidated by us and any profits interest due to the other partner will be reported within non-controlling interests in consolidated joint ventures on our Consolidated Balance Sheets. The table also includes two investments (197 total properties) owned by two unconsolidated real estate ventures.
(2)
The occupancy rate for our multifamily and certain other properties, including single-family rental investments, is defined as the number of leased units divided by the total unit count as of December 31, 2024. The occupancy rate for our industrial and office properties is defined as all leased square footage divided by the total available square footage as of December 31, 2024. The occupancy rate for our other investments, including self-storage investments, is defined as all leased square footage divided by the total available square footage as well as the trailing 12 month average occupancy for hospitality and extended stay investments for the period ended December 31, 2024.
(3)
Held through our DST Program as of December 31, 2024. These properties have been consolidated on our Consolidated Balance Sheets. Any profits interest due to the third-party investors in the DST Program are reported within non-controlling interests in consolidated joint ventures on our Consolidated Balance Sheets.
(4)
Includes 2.6 million sq. ft. across our self-storage, medical office and retail properties and 25,602 keys at our hospitality and extended stay properties.
(5)
Investment in unconsolidated real estate ventures.

Impairment of Investments in Real Estate

 

Management reviews its consolidated real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. If the carrying amount of the real estate investment is no longer recoverable and exceeds the fair value of such investment, an impairment loss is recognized. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Since cash flows on real estate properties are considered on an undiscounted basis to determine whether an asset has been impaired, our strategy of holding properties over the long term directly decreases the likelihood of recording an impairment loss. If our strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized, and such loss could be material to our results. If we determine that an impairment has occurred, the affected assets must be reduced to their fair value.

 

During the year ended December 31, 2024, we recognized an aggregate $150.4 million of impairment charges related predominantly to multifamily properties and, to a lesser extent, one hospitality property and one industrial property. During the year ended December 31, 2023, we recognized an aggregate of $188.8 million of impairment charges related predominantly to single-family rental properties and, to a lesser extent, two hospitality properties, in the Consolidated Statements of Operations and Comprehensive Loss. During the year ended December 31, 2022, we did not recognize any impairment charges on investments in real estate. The estimated fair values of the impaired properties held as of December 31, 2024, were primarily based on recently completed sales transactions, letters of intent, or non-binding purchase and sales contracts. These inputs are considered Level 2 inputs for purposes of the fair value hierarchy. There are inherent uncertainties in making these estimates such as current and future macroeconomic conditions.

 

Impairment of Investments in Unconsolidated Real Estate Ventures

Management reviews our investments in unconsolidated joint ventures for impairment each quarter and will record impairment charges when events or circumstances change indicating that a decline in the fair values below the carrying values has occurred and such decline is other-than-temporary. The ultimate realization of the investment in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions.

During the years ended December 31, 2024, 2023, and 2022, we did not recognize any impairments on our investments in unconsolidated real estate ventures.

14


Investments in Real Estate Debt

 

The following table details our investment in real estate debt as of December 31, 2024 ($ in thousands):

 

 

 

 

 

December 31, 2024

 

Type of Loan

 

Number of Positions

 

Coupon (1)

 

Maturity Date

 

Cost Basis

 

 

Fair Value

 

Term loan

 

1

 

B + 4.75%

 

June 2027

 

$

956,877

 

 

$

852,461

 

 

(1)
The symbol “B” refers to the relevant benchmark rate, which is the three-month Bank Bill Swap Bid Rate (“BBSY”).

 

During June 2022, we provided financing in the form of a term loan to an unaffiliated entity in connection with its acquisition of Australia’s largest hotel and casino company. The loan is in the amount of AUD 1,377 million and has an initial term of five years, with a two-year extension option. The loan is pre-payable at the option of the borrower at any time.

 

Lease Expirations

 

The following table details the expiring leases at our industrial, office and other properties by annualized base rent as of December 31, 2024 ($ in thousands). The table below excludes our multifamily and certain other properties, including single-family rental and self-storage properties, as substantially all leases at such properties expire within 12 months:

 

 

 

Industrial

 

Office

 

Other Properties

 

Total

Year

 

Annualized
Base Rent
 (1)

 

 

% of Total
Annualized
Base
Rent
Expiring

 

Annualized
Base Rent
 (1)

 

 

% of Total
Annualized
Base
Rent
Expiring

 

Annualized
Base Rent
 (1)

 

 

% of Total
Annualized
Base
Rent
Expiring

 

Annualized
Base Rent
 (1)

 

 

% of Total
Annualized
Base
Rent
Expiring

2025

 

$

 

19,706

 

 

 

7%

 

$

 

6,839

 

 

 

2%

 

$

 

1,636

 

 

 

1%

 

$

 

28,181

 

 

 

10%

2026

 

 

 

22,884

 

 

 

8%

 

 

 

13,125

 

 

 

4%

 

 

 

2,978

 

 

 

1%

 

 

 

38,987

 

 

 

13%

2027

 

 

 

27,197

 

 

 

9%

 

 

 

13,264

 

 

 

4%

 

 

 

1,841

 

 

 

1%

 

 

 

42,302

 

 

 

14%

2028

 

 

 

14,982

 

 

 

5%

 

 

 

11,619

 

 

 

4%

 

 

 

4,757

 

 

 

1%

 

 

 

31,358

 

 

 

10%

2029

 

 

 

14,452

 

 

 

5%

 

 

 

7,860

 

 

 

3%

 

 

 

3,143

 

 

 

1%

 

 

 

25,455

 

 

 

9%

2030

 

 

 

12,690

 

 

 

4%

 

 

 

18,129

 

 

 

6%

 

 

 

2,159

 

 

 

1%

 

 

 

32,978

 

 

 

11%

2031

 

 

 

5,562

 

 

 

2%

 

 

 

24,888

 

 

 

8%

 

 

 

1,957

 

 

 

1%

 

 

 

32,407

 

 

 

11%

2032

 

 

 

2,924

 

 

 

1%

 

 

 

9,115

 

 

 

3%

 

 

 

1,234

 

 

 

0%

 

 

 

13,273

 

 

 

4%

2033

 

 

 

6,819

 

 

 

2%

 

 

 

29,234

 

 

 

10%

 

 

 

2,104

 

 

 

1%

 

 

 

38,157

 

 

 

13%

2034

 

 

 

1,305

 

 

 

0%

 

 

 

6,017

 

 

 

2%

 

 

 

1,259

 

 

 

0%

 

 

 

8,581

 

 

 

2%

Thereafter

 

 

 

2,278

 

 

 

1%

 

 

 

3,062

 

 

 

1%

 

 

 

4,166

 

 

 

1%

 

 

 

9,506

 

 

 

3%

Total

 

$

 

130,799

 

 

 

44%

 

$

 

143,152

 

 

 

47%

 

$

 

27,234

 

 

 

9%

 

$

 

301,185

 

 

 

100%

 

(1)
Annualized base rent is determined from the annualized base rent per leased square foot of the applicable year and excludes tenant recoveries, straight-line rent and above-market and below-market lease amortization.

 

Certain operating leases contain early termination options that require advance notification and may include payment of penalty, which, in most cases, is substantial enough to be deemed economically disadvantageous by a tenant to exercise. As of December 31, 2024, approximately 1% of our industrial portfolio square footage and approximately 21% of our office portfolio square footage is subject to early termination provisions. Approximately 4% of our office portfolio that is subject to these early termination provisions have early termination dates prior to January 1, 2028.

During the year ended December 31, 2024, two tenants exercised early lease termination provisions, impacting 56,747 square feet across our industrial and office properties, which represents 0.3% of our combined square footage owned across our industrial and office properties. During the year ended December 31, 2023, two tenants exercised early lease termination provisions, impacting 64,122 square feet across our industrial and office properties, which represents 0.3% of our combined square footage owned across our industrial and office properties.

 

15


Results of Operations

The following table sets forth information regarding our consolidated results of operations ($ in thousands):

 

 

For the Year Ended December 31,

 

 

2024 vs. 2023

 

 

 

2024

 

 

2023

 

 

$

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

 

1,649,291

 

 

$

 

1,695,917

 

 

$

 

(46,626

)

Other revenue

 

 

 

38,494

 

 

 

 

58,401

 

 

 

 

(19,907

)

Total revenues

 

 

 

1,687,785

 

 

 

 

1,754,318

 

 

 

 

(66,533

)

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Property operating

 

 

 

714,991

 

 

 

 

748,522

 

 

 

 

(33,531

)

General and administrative

 

 

 

47,048

 

 

 

 

45,144

 

 

 

 

1,904

 

Management fees

 

 

 

105,356

 

 

 

 

153,411

 

 

 

 

(48,055

)

Performance participation allocation

 

 

 

 

 

 

 

 

 

 

 

 

Impairment of investments in real estate

 

 

 

150,392

 

 

 

 

188,804

 

 

 

 

(38,412

)

Depreciation and amortization

 

 

 

742,220

 

 

 

 

811,788

 

 

 

 

(69,568

)

Total expenses

 

 

 

1,760,007

 

 

 

 

1,947,669

 

 

 

 

(187,662

)

Other (expense) income

 

 

 

 

 

 

 

 

 

 

 

 

Loss from unconsolidated real estate ventures

 

 

 

(13,435

)

 

 

 

(11,624

)

 

 

 

(1,811

)

Income from investments in real estate debt, net

 

 

 

95,755

 

 

 

 

123,138

 

 

 

 

(27,383

)

Net gain on dispositions of real estate

 

 

 

87,108

 

 

 

 

289,818

 

 

 

 

(202,710

)

Interest expense

 

 

 

(641,420

)

 

 

 

(583,476

)

 

 

 

(57,944

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

(93

)

 

 

 

93

 

Other expense, net

 

 

 

(179,994

)

 

 

 

(299,930

)

 

 

 

119,936

 

Total other expense

 

 

 

(651,986

)

 

 

 

(482,167

)

 

 

 

(169,819

)

Net loss

 

 

 

(724,208

)

 

 

 

(675,518

)

 

 

 

(48,690

)

Net loss (income) attributable to non-controlling interests in consolidated joint ventures

 

 

 

3,228

 

 

 

 

(3,350

)

 

 

 

6,578

 

Net loss attributable to non-controlling
 interests in Operating Partnership

 

 

 

36,097

 

 

 

 

29,165

 

 

 

 

6,932

 

Net loss attributable to stockholders

 

$

 

(684,883

)

 

$

 

(649,703

)

 

$

 

(35,180

)

 

Revenues

 

Rental revenue primarily consists of base rent arising from tenant leases at our multifamily, industrial, office, and other properties. Rental revenue is recognized on a straight-line basis over the life of the lease, including any rent steps or abatement provisions. During the years ended December 31, 2024 and 2023, rental revenue was $1.6 billion and $1.7 billion, respectively. The decrease in rental revenue was driven by a lower average investment in real estate balance as a result of asset dispositions, slightly offset by an increase in average rental rates for multifamily and industrial assets for the year ended December 31, 2024 compared to the year ended December 31, 2023.

 

Other revenue primarily consists of revenue generated by our hospitality properties. Hospitality revenue consists primarily of room revenue. During the years ended December 31, 2024 and 2023, other revenue was $38.5 million and $58.4 million, respectively, resulting in a year over year decrease of $19.9 million as a result of dispositions of hospitality properties.

 

Expenses

 

Property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of property operating expenses include real estate taxes, insurance, utilities and repair and maintenance expenses. Property operating expenses also include general and administrative expenses unrelated to the operations of the properties. During the years ended December 31, 2024 and 2023, property operating expenses were $715.0 million and $748.5 million, respectively. The decrease was driven primarily by a lower average investment in real estate balance as a result of asset dispositions, offset by an increase in insurance and real estate tax expenses.

General and administrative expenses are corporate-level expenses that relate mainly to our compliance and administration costs and consist primarily of legal fees, accounting fees, transfer agent fees and other professional fees. During the year ended December 31,

16


2024, general and administrative expenses increased approximately $1.9 million compared to the year ended December 31, 2023 and was primarily driven by an increase in professional fees.

 

Management fees are earned by our Advisor for providing services pursuant to the Advisory Agreement. During the years ended December 31, 2024 and 2023, management fees were $105.4 million and $153.4 million, respectively. The decrease was primarily due to the reduction in our average NAV from December 31, 2023 to December 31, 2024. The decrease was also driven by the 20% waiver of the Advisor’s management fee effective in May 2024, thereby reducing fees from 1.25% of NAV to 1% of NAV, until our share repurchase plan has been reinstated to the monthly repurchase limit of 2% of NAV and quarterly repurchase limit of 5% of NAV.

 

Performance participation allocation relates to allocations from the Operating Partnership to the Special Limited Partner based on the total return of the Operating Partnership. Total return is defined as distributions paid or accrued plus the change in NAV. The performance participation allocation is measured annually and any amount earned by the Special Limited Partner becomes payable as of December 31 of the applicable year. During the years ended December 31, 2024 and 2023, there was no performance participation allocation as the return hurdle was not achieved.

 

During the year ended December 31, 2024, the Company recognized an aggregate of $150.4 million of impairment charges related predominantly to multifamily properties and, to a lesser extent, one hospitality and one industrial property. During the year ended December 31, 2023, the Company recognized an aggregate of $188.8 million of impairment charges related primarily to single-family rental properties.

 

Depreciation and amortization expenses are impacted by the values assigned to buildings, personal property and in-place lease assets as part of the initial purchase price allocation. During the years ended December 31, 2024 and 2023, depreciation and amortization expenses were $742.2 million and $811.8 million, respectively. The decrease was driven by a lower average investment in real estate balance as a result of asset dispositions during the year ended December 31, 2024 and throughout the year ended December 31, 2023.

Other Expense

During the years ended December 31, 2024 and 2023, income from investments in real estate debt was $95.8 million and $123.1 million, respectively, which consisted of interest income, unrealized gains/(losses) and realized gains/(losses) resulting from changes in the fair value of our real estate debt investments and related hedges. The decrease was primarily driven by the disposition of our investments in real estate debt securities and the disposition of our GBP-denominated term loan investment.

 

During the year ended December 31, 2024, we recorded $87.1 million of net gains from the disposition of seven industrial properties, two hotel properties, one net lease property, and 83 single-family rental units. During the year ended December 31, 2023, we recorded $289.8 million of net gains from the disposition of 10 multifamily properties, 33 industrial properties, three hotel properties, 2,199 single-family rental units, and one net-lease property.

 

During the years ended December 31, 2024 and 2023, interest expense was $641.4 million and $583.5 million, respectively, which primarily consisted of interest expense incurred on our mortgage notes, credit facilities, unsecured revolving credit facility and borrowings under our secured financings on investments in real estate debt. The increase was primarily driven by an increase in borrowings on our unsecured line of credit.

During the years ended December 31, 2024 and 2023, other expense was ($180.0) million and ($299.9) million, respectively. These results were primarily driven by unrealized losses of ($221.7) million during the year ended December 31, 2024, compared to unrealized losses of ($332.2) million during the year ended December 31, 2023, relating to the change in the fair value of our interest rate caps and interest rate swaps. The interest rate caps and swaps are used primarily to limit our interest rate payments on certain of our variable rate borrowings.

Refer to Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2023 for discussion of our consolidated results of operations for the year ended December 31, 2023 compared to the year ended December 31, 2022, which specific discussion is incorporated herein by reference.

17


Liquidity and Capital Resources

 

Our primary sources of liquidity include cash and cash equivalents and available borrowings under our unsecured line of credit and senior secured revolving credit facility. The following table summarizes amounts available under these sources as of December 31, 2024 ($ in thousands):

 

 

 

December 31, 2024

 

 

Cash and cash equivalents

 

$

281,512

 

 

Available borrowings on undrawn unsecured line of credit

 

 

188,000

 

 

Available borrowings on undrawn senior secured revolving credit facility

 

 

150,000

 

 

Total available liquidity and capital resources

 

$

619,512

 

 

 

Our primary needs for liquidity and capital resources are to fund our investments, to make distributions to our stockholders, to repurchase shares of our common stock pursuant to our share repurchase plan, to pay our offering and operating expenses and capital expenditures and to pay debt service on the outstanding indebtedness we incur. Our operating expenses include, among other things, fees and expenses related to managing our properties and other investments, the management fee we pay to the Advisor (to the extent the Advisor elects to receive the management fee in cash), the performance participation allocation that the Operating Partnership will pay to the Special Limited Partner (to the extent that the Special Limited Partner elects to receive the performance participation allocation in cash) and general corporate expenses.

 

Our cash needs for acquisitions and other investments will be funded primarily from the sale of shares of our common stock and through the assumption or incurrence of debt. For the year ended December 31, 2024, we raised $0.2 billion of gross proceeds in our public offering. In addition, for the year ended December 31, 2024, we have repurchased $1.1 billion in shares of our common stock under our share repurchase plan.

 

Other potential future sources of capital include secured or unsecured financings from banks or other lenders and proceeds from the sale of assets and investments in real estate-related debt securities. If necessary, we may use financings or other sources of capital in the event of unforeseen significant capital expenditures. From inception through December 31, 2024, our distributions have been entirely funded from cash flow from operating activities.

18


The following table is a summary of our indebtedness as of December 31, 2024 and 2023 ($ in thousands):

 

 

 

 

 

 

 

 

 

 

Principal Balance Outstanding(3)(4)

 

Indebtedness

 

Weighted
Average
Interest Rate
(1)

 

Weighted
Average
Maturity Date
(2)

 

Maximum
Facility
Size

 

 

December 31,
2024

 

 

December 31,
2023

 

Fixed rate loans

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate mortgages

 

3.09%

 

April 2031

 

N/A

 

 

$

2,978,914

 

 

$

3,049,322

 

Total fixed rate loans

 

 

 

 

 

 

 

 

 

2,978,914

 

 

 

3,049,322

 

Variable rate loans

 

 

 

 

 

 

 

 

 

 

 

 

 

Floating rate mortgages

 

B + 1.83%

 

September 2027

 

N/A

 

 

 

9,658,934

 

 

 

9,893,894

 

Variable rate secured credit facility(5)

 

B + 2.25%

 

December 2025

 

$164,152

 

 

 

164,152

 

 

 

165,000

 

Senior secured revolving credit facility(6)

 

B + 2.50%

 

January 2027

 

$150,000

 

 

 

 

 

 

 

Total variable rate loans

 

 

 

 

 

 

 

 

 

9,823,086

 

 

 

10,058,894

 

Total loans secured by the Company’s
    properties

 

 

 

 

 

 

 

 

 

12,802,000

 

 

 

13,108,216

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Secured financings on investments in real estate debt

 

B + 2.82%

 

June 2027

 

$

468,082

 

 

 

468,082

 

 

 

763,579

 

Unsecured line of credit(7)

 

B + 2.50%

 

May 2027

 

$

1,550,000

 

 

 

1,362,000

 

 

 

907,500

 

Total Indebtedness

 

 

 

 

 

 

 

 

$

14,632,082

 

 

$

14,779,295

 

 

(1)
The symbol “B” refers to the relevant floating benchmark rates, which includes one-month SOFR, NYFED 30 day SOFR, three-month EURIBOR and three-month CIBOR, as applicable to each loan.
(2)
For loans where we, at our own discretion, have extension options, the maximum maturity date has been assumed.
(3)
The majority of our mortgages contain prepayment provisions including (but not limited to) lockout periods, yield or spread maintenance provisions and fixed penalties.
(4)
Excludes a $12.6 million mortgage loan on a property classified as held-for-sale as of December 31, 2024. As of December 31, 2023, there were no properties, and their related mortgage loans, that met the criteria to be classified as held-for-sale.
(5)
The repayment of the variable rate secured credit facility is guaranteed by the Operating Partnership.
(6)
The repayment of the senior secured revolving credit facility is secured by pledges of ownership interests in holding companies that are directly under the Operating Partnership.
(7)
The repayment of the line of credit facility is guaranteed by us.

 

During the period from January 1, 2025 through March 21, 2025, we repurchased $0.1 billion of common stock under our share repurchase plan.

 

In January 2025, we received repurchase requests in excess of the 0.33% monthly limit. As per the terms of our share repurchase plan, we honored all repurchase requests for January 2025 on a pro rata basis up to the 0.33% monthly limitation. As such, approximately 4% of each stockholder’s January repurchase request was satisfied.

 

In February 2025, we received repurchase requests in excess of the 0.33% monthly limit. As per the terms of our share repurchase plan, we honored all repurchase requests for February 2025 on a pro rata basis up to the 0.33% monthly limitation. As such, approximately 4% of each stockholder’s February repurchase request was satisfied.

 

During the period from January 1, 2025 through March 21, 2025, we repaid $0.3 billion of net borrowings on our unsecured line of credit.

 

Asset Dispositions

 

During the period from January 1, 2025 through March 21, 2025, we received $0.2 billion of net proceeds from sales of investments in real estate.

 

 

19


Cash Flows

The following table provides a breakdown of the net change in our cash and cash equivalents and restricted cash ($ in thousands):

 

For the Year Ended

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

Cash flows provided by operating activities

$

 

429,191

 

 

$

 

556,567

 

 

$

 

594,911

 

Cash flows provided by (used in) investing activities

 

 

914,537

 

 

 

 

2,231,720

 

 

 

 

(6,486,694

)

Cash flows (used in) provided by financing activities

 

 

(1,365,034

)

 

 

 

(3,193,911

)

 

 

 

5,911,019

 

Effect of exchange rate changes

 

 

3,605

 

 

 

 

(10,350

)

 

 

 

(3,182

)

Net (decrease) increase in cash and cash equivalents and restricted cash

$

 

(17,701

)

 

$

 

(415,974

)

 

$

 

16,054

 

 

Cash flows provided by operating activities decreased $127.4 million during the year ended December 31, 2024 compared to the year ended December 31, 2023. This decrease is primarily attributable to an increase in net interest expense during the period and a reduction in property operating income as a result of asset sales during the year ended December 31, 2023. Cash flows provided by operating activities decreased $38.3 million during the year ended December 31, 2023 compared to the year ended December 31, 2022, primarily due to an increase in interest expense on our borrowings, offset by an increase in net operating income (defined as rental revenue less property operating expenses) on our investments in real estate.

 

Cash flows provided by investing activities decreased by approximately $1.3 billion during the year December 31, 2024 compared to the year ended December 31, 2023. The decrease was primarily due to a reduction of approximately $1.7 billion in proceeds from dispositions of real estate, offset by an increase of approximately $0.5 billion in proceeds from the dispositions of real estate debt investments and real estate debt securities. Cash flows provided by investing activities increased $8.7 billion during the year ended December 31, 2023 primarily due to a $5.1 billion decrease in real estate acquisitions, $2.2 billion in dispositions of real estate investments, a decrease in term loan originations of $1.1 billion, a $0.5 billion decrease in investment in unconsolidated real estate ventures compared to the year ended December 31, 2022.

 

Cash flows used in financing activities decreased by approximately $1.8 billion during the year ended December 31, 2024 compared to the year ended December 31, 2023. The decrease was primarily driven by an approximate $1.5 billion decrease in repurchases of our common stock, an approximate $0.7 billion decrease in net borrowings on our mortgage notes, credit facilities and unsecured line of credit, and was offset by approximately $0.2 billion in repayments under secured financings on investments in real estate debt and an approximate $0.2 billion decrease in net proceeds from the issuance of our common stock. Cash flows from financing activities decreased by approximately $9.1 billion during the year ended December 31, 2023. The decrease was primarily due to a $4.5 billion decrease in net proceeds from the issuance of our common stock, a $1.3 billion increase in repurchases of common stock, and a decrease of $2.8 billion of net debt borrowings.

 

 

Critical Accounting Policies

The preparation of the financial statements in accordance with GAAP involves significant judgments and assumptions and requires estimates about matters that are inherently uncertain. These judgments will affect our reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our financial statements. We consider our accounting policies over investments in real estate and lease intangibles, investments in real estate debt, and revenue recognition to be our critical accounting policies. Refer to Note 2 — “Summary of Significant Accounting Policies” to our consolidated financial statements for further descriptions of such accounting policies.

Recent Accounting Pronouncements

See Note 2 — “Summary of Significant Accounting Policies” to our consolidated financial statements for a discussion concerning recent accounting pronouncements.

 

Off-Balance Sheet Arrangements

 

We have no existing off-balance sheet arrangements.

 

20


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

For the financial statements required by this item and the reports of the independent accountants thereon required by Item 14(a)(2), see the accompanying Consolidated Financial Statements beginning on page 22.

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

 

Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)

 

22

Consolidated Balance Sheets as of December 31, 2024 and 2023

 

24

Consolidated Statements of Operations and Comprehensive Loss for the Years Ended December 31, 2024, 2023 and 2022

 

25

Consolidated Statements of Changes in Equity for the Years Ended December 31, 2024, 2023 and 2022

 

26

Consolidated Statements of Cash Flows for the Years Ended December 31, 2024, 2023 and 2022

 

27

Notes to Consolidated Financial Statements

 

28

 

21


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of Starwood Real Estate Income Trust, Inc.

 

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Starwood Real Estate Income Trust, Inc. and subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of operations and comprehensive loss, changes in equity, and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

 

Impairment of Investments in Real Estate — Refer to Note 2 to the financial statements

 

Critical Audit Matter Description

The Company’s management reviews its real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements. Since cash flows on real estate properties considered to be “long-lived assets to be held and used” are considered on an undiscounted basis to determine whether an asset has been impaired, the Company’s strategy of holding real estate properties over the long term decreases the likelihood of recording an impairment loss. The Company uses significant judgment in assessing events or circumstances which may indicate impairment, including but not limited to management’s intended holding periods. If the Company’s strategy changes or market conditions otherwise dictate an earlier sale date, such changes may have a significant impact on the estimates of recoverability and an impairment loss may be recognized.

We identified the estimated holding periods used in determining the recoverability of certain real estate properties as a critical audit matter because of the subjective judgment made by management to determine the holding periods for real estate properties as part of their impairment analysis. This required a higher degree of auditor judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of management’s assumption, given the inherent unpredictability involved in the timing of sales of real estate properties.

 

22


 

 

How the Critical Audit Matter Was Addressed in the Audit

 

Our audit procedures related to the assessment of the Company’s intended holding periods included the following, among others:

We held discussions with the Company’s management and evaluated the reasonableness of management’s assertions regarding the intended holding periods of its real estate properties, more specifically by performing the following:
o
Engaged in discussions with senior management, including legal and compliance and asset management, and inspected Management Investment Committee and Board of Director meeting minutes regarding the assumption utilized in determining the intended holding periods.
o
Evaluated audit evidence (e.g., hindsight analyses and disposition forecast) to determine whether it supported or contradicted the conclusions reached by management.

 

/s/ Deloitte & Touche LLP

New York, New York
March 21, 2025 (June 13, 2025, as to the effects of the change in reportable segments described in Note 15)

We have served as the Company’s auditor since 2017.

 

 

23


Starwood Real Estate Income Trust, Inc.

Consolidated Balance Sheets

(in thousands, except share and per share data)

 

 

 

December 31, 2024

 

 

December 31, 2023

 

Assets

 

 

 

 

 

 

Investments in real estate, net

 

$

17,830,254

 

 

$

19,580,358

 

Investments in real estate debt

 

 

852,461

 

 

 

1,589,350

 

Investments in unconsolidated real estate ventures

 

 

420,861

 

 

 

456,002

 

Cash and cash equivalents

 

 

281,512

 

 

 

294,984

 

Restricted cash

 

 

241,422

 

 

 

245,651

 

Other assets

 

 

1,365,479

 

 

 

947,629

 

Total assets

 

$

20,991,989

 

 

$

23,113,974

 

Liabilities and Equity

 

 

 

 

 

 

Mortgage notes and secured credit facilities, net

 

$

12,744,587

 

 

$

13,028,910

 

Secured financings on investments in real estate debt, net

 

 

467,988

 

 

 

762,352

 

Unsecured line of credit

 

 

1,362,000

 

 

 

907,500

 

Other liabilities

 

 

447,095

 

 

 

484,358

 

Subscriptions received in advance

 

 

1,113

 

 

 

13,225

 

Due to affiliates

 

 

275,601

 

 

 

320,957

 

Total liabilities

 

 

15,298,384

 

 

 

15,517,302

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

Redeemable non-controlling interests

 

 

434,878

 

 

 

459,862

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

Preferred stock, $0.01 par value per share, 100,000,000 shares authorized;
   
none issued and outstanding as of December 31, 2024 and December 31, 2023

 

 

 

 

 

 

Common stock — Class T shares, $0.01 par value per share, 500,000,000 shares
   authorized;
5,055,645 and 5,282,025 shares issued and outstanding as of
   December 31, 2024 and December 31, 2023, respectively

 

 

51

 

 

 

53

 

Common stock — Class S shares, $0.01 par value per share, 1,000,000,000 shares
   authorized;
181,391,241 and 195,023,616 shares issued and outstanding as of
   December 31, 2024 and December 31, 2023, respectively

 

 

1,814

 

 

 

1,950

 

Common stock — Class D shares, $0.01 par value per share, 500,000,000 shares
   authorized;
25,928,114 and 27,512,551 shares issued and outstanding as of
  December 31, 2024 and December 31, 2023, respectively

 

 

259

 

 

 

275

 

Common stock — Class I shares, $0.01 par value per share, 1,000,000,000 shares
   authorized;
189,397,713 and 202,990,052 shares issued and outstanding as of
  December 31, 2024 and December 31, 2023, respectively

 

 

1,894

 

 

 

2,030

 

Additional paid-in capital

 

 

8,932,123

 

 

 

9,641,219

 

Accumulated other comprehensive loss

 

 

(50,756

)

 

 

(15,729

)

Accumulated deficit and cumulative distributions

 

 

(3,691,379

)

 

 

(2,537,302

)

Total stockholders’ equity

 

 

5,194,006

 

 

 

7,092,496

 

Non-controlling interests in consolidated joint ventures

 

 

64,721

 

 

 

44,314

 

Total equity

 

 

5,258,727

 

 

 

7,136,810

 

Total liabilities and equity

 

$

20,991,989

 

 

$

23,113,974

 

See accompanying notes to consolidated financial statements.

24


Starwood Real Estate Income Trust, Inc.

Consolidated Statements of Operations and Comprehensive Loss

(in thousands, except share and per share data)

 

 

For the Year Ended December 31,

 

 

 

2024

 

 

2023

 

 

2022

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

 

1,649,291

 

 

$

 

1,695,917

 

 

$

 

1,520,655

 

Other revenue

 

 

 

38,494

 

 

 

 

58,401

 

 

 

 

58,693

 

Total revenues

 

 

 

1,687,785

 

 

 

 

1,754,318

 

 

 

 

1,579,348

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Property operating

 

 

 

714,991

 

 

 

 

748,522

 

 

 

 

650,594

 

General and administrative

 

 

 

47,048

 

 

 

 

45,144

 

 

 

 

44,708

 

Management fees

 

 

 

105,356

 

 

 

 

153,411

 

 

 

 

167,100

 

Performance participation allocation

 

 

 

 

 

 

 

 

 

 

 

102,348

 

Impairment of investments in real estate

 

 

 

150,392

 

 

 

 

188,804

 

 

 

 

 

Depreciation and amortization

 

 

 

742,220

 

 

 

 

811,788

 

 

 

 

848,943

 

Total expenses

 

 

 

1,760,007

 

 

 

 

1,947,669

 

 

 

 

1,813,693

 

Other (expense) income

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) income from unconsolidated real estate ventures

 

 

 

(13,435

)

 

 

 

(11,624

)

 

 

 

12,189

 

Income from investments in real estate debt, net

 

 

 

95,755

 

 

 

 

123,138

 

 

 

 

99,787

 

Net gain on dispositions of real estate

 

 

 

87,108

 

 

 

 

289,818

 

 

 

 

 

Interest expense

 

 

 

(641,420

)

 

 

 

(583,476

)

 

 

 

(428,853

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

(93

)

 

 

 

(313

)

Other (expense) income, net

 

 

 

(179,994

)

 

 

 

(299,930

)

 

 

 

485,608

 

Total other (expense) income

 

 

 

(651,986

)

 

 

 

(482,167

)

 

 

 

168,418

 

Net loss

 

$

 

(724,208

)

 

$

 

(675,518

)

 

$

 

(65,927

)

Net loss (income) attributable to non-controlling
  interests in consolidated joint ventures

 

$

 

3,228

 

 

$

 

(3,350

)

 

$

 

(1,927

)

Net loss attributable to non-controlling
  interests in Operating Partnership

 

 

 

36,097

 

 

 

 

29,165

 

 

 

 

2,146

 

Net loss attributable to stockholders

 

$

 

(684,883

)

 

$

 

(649,703

)

 

$

 

(65,708

)

Net loss per share of common stock, basic and diluted

 

$

 

(1.68

)

 

$

 

(1.39

)

 

$

 

(0.14

)

Weighted-average shares of common stock
   outstanding, basic and diluted

 

 

 

408,242,726

 

 

 

 

467,332,784

 

 

 

 

469,864,983

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive loss:

 

 

 

 

 

 

 

 

 

 

 

 

      Net loss

 

$

 

(724,208

)

 

$

 

(675,518

)

 

$

 

(65,927

)

Other comprehensive (loss) income item:

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

 

 

(35,027

)

 

 

 

8,578

 

 

 

 

(23,777

)

Other comprehensive (loss) income

 

$

 

(35,027

)

 

$

 

8,578

 

 

$

 

(23,777

)

      Comprehensive loss

 

$

 

(759,235

)

 

$

 

(666,940

)

 

$

 

(89,704

)

See accompanying notes to consolidated financial statements.

 

 

25


 

Starwood Real Estate Income Trust, Inc.

Consolidated Statements of Changes in Equity

(in thousands)

 

Par Value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common
Stock
Class T

 

 

Common
Stock
Class S

 

 

Common
Stock
Class D

 

 

Common
Stock
Class I

 

 

Additional
Paid-in
Capital

 

 

Accumulated
Other
Comprehensive
Loss

 

 

Accumulated
Deficit and
Cumulative
Distributions

 

 

Total
Stockholders’
Equity

 

 

Non-
controlling
Interests

 

 

Total
Equity

 

Balance at December 31, 2021

$

 

46

 

 

$

 

1,544

 

 

$

 

221

 

 

$

 

1,636

 

 

$

 

7,388,885

 

 

$

 

(530

)

 

$

 

(757,575

)

 

$

 

6,634,227

 

 

$

 

39,491

 

 

$

 

6,673,718

 

Common stock issued, net

 

 

11

 

 

 

 

809

 

 

 

 

105

 

 

 

 

1,093

 

 

 

 

5,419,639

 

 

 

 

 

 

 

 

 

 

 

 

5,421,657

 

 

 

 

 

 

 

 

5,421,657

 

Offering costs, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(195,642

)

 

 

 

 

 

 

 

 

 

 

 

(195,642

)

 

 

 

 

 

 

 

(195,642

)

Distribution reinvestments

 

 

1

 

 

 

 

37

 

 

 

 

7

 

 

 

 

37

 

 

 

 

221,011

 

 

 

 

 

 

 

 

 

 

 

 

221,093

 

 

 

 

 

 

 

 

221,093

 

Amortization of restricted stock grants

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

894

 

 

 

 

 

 

 

 

 

 

 

 

894

 

 

 

 

 

 

 

 

894

 

Common stock repurchased

 

 

(1

)

 

 

 

(144

)

 

 

 

(23

)

 

 

 

(321

)

 

 

 

(1,346,819

)

 

 

 

 

 

 

 

 

 

 

 

(1,347,308

)

 

 

 

 

 

 

 

(1,347,308

)

Net loss ($2,146 allocated to redeemable
   non-controlling interest)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(65,708

)

 

 

 

(65,708

)

 

 

 

1,927

 

 

 

 

(63,781

)

Contributions from non-controlling
   interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14,899

 

 

 

 

14,899

 

Distributions to non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,291

)

 

 

 

(2,291

)

Distributions declared on common stock
   (see Note 11)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(531,973

)

 

 

 

(531,973

)

 

 

 

 

 

 

 

(531,973

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(23,777

)

 

 

 

 

 

 

 

(23,777

)

 

 

 

 

 

 

 

(23,777

)

Allocation to redeemable non-controlling
   interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(21,698

)

 

 

 

 

 

 

 

 

 

 

 

(21,698

)

 

 

 

 

 

 

 

(21,698

)

Balance at December 31, 2022

$

 

57

 

 

$

 

2,246

 

 

$

 

310

 

 

$

 

2,445

 

 

$

 

11,466,270

 

 

$

 

(24,307

)

 

$

 

(1,355,256

)

 

$

 

10,091,765

 

 

$

 

54,026

 

 

$

 

10,145,791

 

Common stock issued (transferred)

$

 

(1

)

 

$

 

49

 

 

$

 

(2

)

 

$

 

148

 

 

$

 

502,396

 

 

$

 

 

 

$

 

 

 

$

 

502,590

 

 

$

 

 

 

$

 

502,590

 

Offering costs, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

59,039

 

 

 

 

 

 

 

 

 

 

 

 

59,039

 

 

 

 

 

 

 

 

59,039

 

Distribution reinvestments

 

 

1

 

 

 

 

37

 

 

 

 

3

 

 

 

 

38

 

 

 

 

207,306

 

 

 

 

 

 

 

 

 

 

 

 

207,385

 

 

 

 

 

 

 

 

207,385

 

Amortization of restricted stock grants

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

840

 

 

 

 

 

 

 

 

 

 

 

 

840

 

 

 

 

 

 

 

 

840

 

Common stock repurchased

 

 

(4

)

 

 

 

(382

)

 

 

 

(36

)

 

 

 

(601

)

 

 

 

(2,609,472

)

 

 

 

 

 

 

 

 

 

 

 

(2,610,495

)

 

 

 

 

 

 

 

(2,610,495

)

Net loss ($29,165 allocated to redeemable
   non-controlling interest)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(649,703

)

 

 

 

(649,703

)

 

 

 

3,350

 

 

 

 

(646,353

)

Contributions from non-controlling
   interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

510

 

 

 

 

510

 

Distributions to non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(13,572

)

 

 

 

(13,572

)

Distributions declared on common stock
   (see Note 11)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(532,343

)

 

 

 

(532,343

)

 

 

 

 

 

 

 

(532,343

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,578

 

 

 

 

 

 

 

 

8,578

 

 

 

 

 

 

 

 

8,578

 

Allocation to redeemable non-controlling
   interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14,840

 

 

 

 

 

 

 

 

 

 

 

 

14,840

 

 

 

 

 

 

 

 

14,840

 

Balance at December 31, 2023

$

 

53

 

 

$

 

1,950

 

 

$

 

275

 

 

$

 

2,030

 

 

$

 

9,641,219

 

 

$

 

(15,729

)

 

$

 

(2,537,302

)

 

$

 

7,092,496

 

 

$

 

44,314

 

 

$

 

7,136,810

 

Common stock issued (transferred)

$

 

(2

)

 

$

 

2

 

 

$

 

3

 

 

$

 

95

 

 

$

 

222,752

 

 

$

 

 

 

$

 

 

 

$

 

222,850

 

 

$

 

 

 

$

 

222,850

 

Offering costs, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,156

)

 

 

 

 

 

 

 

 

 

 

 

(1,156

)

 

 

 

(622

)

 

 

 

(1,778

)

Distribution reinvestments

 

 

1

 

 

 

 

37

 

 

 

 

5

 

 

 

 

32

 

 

 

 

171,003

 

 

 

 

 

 

 

 

 

 

 

 

171,078

 

 

 

 

 

 

 

 

171,078

 

Amortization of restricted stock grants

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

840

 

 

 

 

 

 

 

 

 

 

 

 

840

 

 

 

 

 

 

 

 

840

 

Common stock repurchased

 

 

(1

)

 

 

 

(175

)

 

 

 

(24

)

 

 

 

(263

)

 

 

 

(1,065,378

)

 

 

 

 

 

 

 

 

 

 

 

(1,065,841

)

 

 

 

 

 

 

 

(1,065,841

)

Net loss ($36,097 allocated to redeemable
   non-controlling interest)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(684,883

)

 

 

 

(684,883

)

 

 

 

(3,228

)

 

 

 

(688,111

)

Contributions from non-controlling
   interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

26,567

 

 

 

 

26,567

 

Distributions to non-controlling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,310

)

 

 

 

(2,310

)

Distributions declared on common stock
   (see Note 11)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(469,194

)

 

 

 

(469,194

)

 

 

 

 

 

 

 

(469,194

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(35,027

)

 

 

 

 

 

 

 

(35,027

)

 

 

 

 

 

 

 

(35,027

)

Allocation to redeemable non-controlling
   interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(37,157

)

 

 

 

 

 

 

 

 

 

 

 

(37,157

)

 

 

 

 

 

 

 

(37,157

)

Balance at December 31, 2024

$

 

51

 

 

$

 

1,814

 

 

$

 

259

 

 

$

 

1,894

 

 

$

 

8,932,123

 

 

$

 

(50,756

)

 

$

 

(3,691,379

)

 

$

 

5,194,006

 

 

$

 

64,721

 

 

$

 

5,258,727

 

See accompanying notes to consolidated financial statements.

 

26


 

Starwood Real Estate Income Trust, Inc.

Consolidated Statements of Cash Flows

(in thousands)

 

 

 

For the Year Ended December 31,

 

 

 

2024

 

 

2023

 

 

2022

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

Net loss

 

$

(724,208

)

 

$

(675,518

)

 

$

(65,927

)

Adjustments to reconcile net loss to net cash provided by operating activities

 

 

 

 

 

 

 

 

 

Management fees

 

 

105,356

 

 

 

153,411

 

 

 

167,100

 

Performance participation allocation

 

 

 

 

 

 

 

 

102,348

 

Impairment of investments in real estate

 

 

150,392

 

 

 

188,804

 

 

 

 

Depreciation and amortization

 

 

742,220

 

 

 

811,788

 

 

 

848,943

 

Amortization of deferred financing costs

 

 

22,252

 

 

 

35,111

 

 

 

37,573

 

Straight-line rent amortization

 

 

(10,213

)

 

 

(13,181

)

 

 

(12,098

)

Deferred income amortization

 

 

(22,572

)

 

 

(19,796

)

 

 

(13,295

)

Unrealized loss (gain) on changes in fair value of financial instruments

 

 

153,827

 

 

 

349,941

 

 

 

(505,658

)

Foreign currency (gain) loss

 

 

41,062

 

 

 

(14,786

)

 

 

49,536

 

Loss on extinguishment of debt

 

 

 

 

 

93

 

 

 

313

 

Amortization of restricted stock grants

 

 

840

 

 

 

840

 

 

 

894

 

Net gain on dispositions of investments in real estate

 

 

(87,108

)

 

 

(289,818

)

 

 

 

Realized loss on sale of investments in real estate debt

 

 

7,563

 

 

 

4,445

 

 

 

13,162

 

Realized loss on sale of real estate-related equity securities

 

 

 

 

 

49,181

 

 

 

22,021

 

Loss from unconsolidated real estate ventures

 

 

13,435

 

 

 

11,624

 

 

 

(12,189

)

Distributions of earnings from unconsolidated real estate ventures

 

 

21,819

 

 

 

14,132

 

 

 

11,161

 

Other items

 

 

(26,947

)

 

 

(71,584

)

 

 

4,136

 

Change in assets and liabilities

 

 

 

 

 

 

 

 

 

Decrease (increase) in other assets

 

 

26,022

 

 

 

8,707

 

 

 

(105,356

)

(Increase) decrease in due to affiliates

 

 

(1,994

)

 

 

3,340

 

 

 

715

 

Increase in other liabilities

 

 

17,445

 

 

 

9,833

 

 

 

51,532

 

Net cash provided by operating activities

 

 

429,191

 

 

 

556,567

 

 

 

594,911

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

Acquisitions of real estate

 

 

 

 

 

 

 

 

(5,126,079

)

Proceeds from dispositions of real estate

 

 

443,158

 

 

 

2,179,605

 

 

 

 

Capital improvements to real estate

 

 

(185,536

)

 

 

(180,182

)

 

 

(143,326

)

Contributions to investments in unconsolidated real estate ventures

 

 

(113

)

 

 

(126

)

 

 

(470,181

)

Origination and purchase of investments in real estate debt

 

 

 

 

 

 

 

 

(1,091,605

)

Purchase of real estate-related debt and equity securities

 

 

 

 

 

 

 

 

(85,653

)

Proceeds from paydown of principal and settlement of investments in real estate debt and equity securities

 

 

641,299

 

 

 

180,195

 

 

 

372,974

 

Purchase of derivative instruments

 

 

(19,392

)

 

 

(18,628

)

 

 

 

Proceeds from derivative contracts

 

 

35,121

 

 

 

70,856

 

 

 

57,176

 

Net cash provided by (used in) investing activities

 

 

914,537

 

 

 

2,231,720

 

 

 

(6,486,694

)

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

Proceeds from issuance of common stock, net

 

 

100,127

 

 

 

305,275

 

 

 

4,762,264

 

Offering costs paid

 

 

(42,143

)

 

 

(54,404

)

 

 

(75,639

)

Subscriptions received in advance

 

 

1,113

 

 

 

13,225

 

 

 

40,221

 

Repurchases of common stock

 

 

(1,065,841

)

 

 

(2,611,115

)

 

 

(1,347,308

)

Borrowings from mortgage notes, secured credit facilities and unsecured line of credit

 

 

1,257,514

 

 

 

2,371,482

 

 

 

4,017,869

 

Repayments of mortgage notes, secured credit facilities and unsecured line of credit

 

 

(1,053,477

)

 

 

(2,841,975

)

 

 

(1,638,583

)

Repayments under secured financings on investments in real estate debt, short term, net

 

 

 

 

 

(5,469

)

 

 

 

Borrowings under secured financings on investments in real estate debt

 

 

 

 

 

 

 

 

644,128

 

Repayments under secured financings on investments in real estate debt

 

 

(243,384

)

 

 

 

 

 

(128,380

)

Payment of deferred financing costs

 

 

(17,752

)

 

 

(1,688

)

 

 

(64,252

)

Contributions from non-controlling interests

 

 

26,567

 

 

 

510

 

 

 

14,899

 

Distributions to non-controlling interests

 

 

(2,310

)

 

 

(13,572

)

 

 

(2,291

)

Distributions

 

 

(325,448

)

 

 

(356,180

)

 

 

(311,909

)

Net cash (used in) provided by financing activities

 

 

(1,365,034

)

 

 

(3,193,911

)

 

 

5,911,019

 

Effect of exchange rate changes

 

 

3,605

 

 

 

(10,350

)

 

 

(3,182

)

Net change in cash and cash equivalents and restricted cash

 

 

(17,701

)

 

 

(415,974

)

 

 

16,054

 

Cash and cash equivalents and restricted cash, beginning of the year

 

 

540,635

 

 

 

956,609

 

 

 

940,555

 

Cash and cash equivalents and restricted cash, end of the year

 

$

522,934

 

 

$

540,635

 

 

$

956,609

 

Reconciliation of cash and cash equivalents and restricted cash to the consolidated balance sheets:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

281,512

 

 

$

294,984

 

 

$

643,516

 

Restricted cash

 

 

241,422

 

 

 

245,651

 

 

 

313,093

 

Total cash and cash equivalents and restricted cash

 

$

522,934

 

 

$

540,635

 

 

$

956,609

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

965,385

 

 

$

913,268

 

 

$

442,971

 

Non-cash investing and financing activities:

 

 

 

 

 

 

 

 

 

Accrued stockholder servicing fees due to affiliate

 

$

(114

)

 

$

(62,323

)

 

$

171,464

 

Assumption of mortgage notes in conjunction with acquisitions of real estate

 

$

 

 

$

 

 

$

267,030

 

Issuance of Operating Partnership units as consideration for acquisitions of real estate

 

$

 

 

$

 

 

$

190,459

 

Issuance of Class I shares for payment of management fee

 

$

108,503

 

 

$

157,094

 

 

$

162,190

 

Exchange of redeemable non-controlling interest for Class I shares

 

$

1,144

 

 

$

 

 

$

 

Redeemable non-controlling interest issued as settlement for performance participation allocation

 

$

 

 

$

102,348

 

 

$

204,225

 

Accrued distributions

 

$

40,612

 

 

$

43,044

 

 

$

49,306

 

Distribution reinvestment

 

$

171,078

 

 

$

207,385

 

 

$

221,093

 

Allocation to redeemable non-controlling interests

 

$

37,157

 

 

$

14,840

 

 

$

21,698

 

Accrued capital expenditures

 

$

1,616

 

 

$

6,045

 

 

$

14,802

 

 

See accompanying notes to consolidated financial statements.

27


 

Starwood Real Estate Income Trust, Inc.

Notes to Consolidated Financial Statements

1.
Organization and Business Purpose

Starwood Real Estate Income Trust, Inc. (the “Company”) was formed on June 22, 2017 as a Maryland corporation and has elected to be taxed as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. The Company is organized to invest primarily in stabilized, income-oriented commercial real estate and debt secured by commercial real estate. The Company’s portfolio is principally comprised of properties located in the United States. The Company has diversified its portfolio on a global basis through the acquisition of properties outside of the United States, with a focus on Europe. To a lesser extent, the Company has invested in debt secured by commercial real estate and real estate-related securities. The Company is the sole general partner of Starwood REIT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). Starwood REIT Special Limited Partner, L.L.C. (the “Special Limited Partner”), a wholly owned subsidiary of Starwood Capital Group Holdings, L.P. (the “Sponsor” and together with any entity that is controlled by, controls or is under common control with the Sponsor, and any of their respective predecessor entities, “Starwood Capital”), owns a special limited partner interest in the Operating Partnership. Substantially all of the Company’s business is conducted through the Operating Partnership. The Company and the Operating Partnership are externally managed by Starwood REIT Advisors, L.L.C. (the “Advisor”), an affiliate of the Sponsor.

On December 27, 2017, the Company commenced its initial public offering of up to $5.0 billion in shares of common stock. On June 2, 2021, the initial public offering terminated and the Company commenced a follow-on public offering of up to $10.0 billion in shares of common stock. On August 10, 2022, the follow-on public offering terminated and the Company commenced its third public offering of up to $18.0 billion in shares of common stock, consisting of up to $16.0 billion in shares in its primary offering and up to $2.0 billion in shares pursuant to its distribution reinvestment plan. As of December 31, 2024, the Company had received aggregate net proceeds of $14.1 billion from the sale of shares of its common stock through its public offerings.

In April 2024, the Company launched a program (the “DST Program”) to raise capital, through its Operating Partnership, through private placement offerings exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), by selling beneficial interests in specific Delaware statutory trusts (“DSTs”) holding real properties (the “DST Properties”). As of December 31, 2024, the Company has raised approximately $25.8 million in gross offering proceeds through the DST Program.

As of December 31, 2024, the Company owned 461 consolidated real estate properties, 933 single-family rental units, two investments in unconsolidated real estate ventures and one real estate debt investment. As of January 1, 2025, the Company operates in five reportable segments: Multifamily, Industrial, Office, Other, and Investments in Real Estate Debt. As of January 1, 2025, the Single-Family Rental properties and Self-Storage properties segments were combined within the Other properties segment and previous amounts have been recasted to conform with current period presentation. Financial results by segment are reported in Note 15.

 

 

2.
Summary of Significant Accounting Policies

Principles of Consolidation and Basis of Presentation

The accompanying audited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All significant intercompany balances and transactions have been eliminated in consolidation.

The accompanying consolidated financial statements include the accounts of the Company, the Company’s subsidiaries and joint ventures in which the Company has a controlling interest. For consolidated joint ventures, the non-controlling partner’s share of the assets, liabilities and operations of the joint ventures is included in non-controlling interests as equity of the Company. The non-controlling partner’s interest is generally computed as the joint venture partner’s ownership percentage. Certain of the joint ventures formed by the Company provide the other partner a profits interest based on certain return hurdles being achieved. Any profits interest due to the other partner is reported within non-controlling interests.

 

28


 

In determining whether the Company has a controlling financial interest in a partially owned entity and the requirement to consolidate the accounts of that entity, the Company considers whether the entity is a variable interest entity (“VIE”) and whether it is the primary beneficiary. The Company is the primary beneficiary of a VIE when it has (i) the power to direct the most significant activities impacting the economic performance of the VIE and (ii) the obligation to absorb losses or receive benefits significant to the VIE. The Operating Partnership is considered to be a VIE. The Company consolidates the Operating Partnership because it has the ability to direct the most significant activities of the entity such as purchases, dispositions, financings, budgets, and overall operating plans. The Company meets the VIE disclosure exemption criteria, as the Company’s interest in the Operating Partnership is considered a majority voting interest. Where the Company does not have the power to direct the activities of the VIE that most significantly impact its economic performance, the Company’s interest for those partially owned entities are accounted for using the equity method of accounting.

The Company has a DST Program to raise capital through private placement offerings by selling beneficial interests (the “DST Interests”) in specific DSTs holding real properties. Under the DST Program, each private placement offers interest in one or more DST Properties. DST Properties may be sourced from properties currently owned by the Operating Partnership or newly acquired properties. The underlying interest of real properties sold to investors pursuant to such private placements are leased-back to a wholly owned subsidiary of the Operating Partnership on a long-term basis through January 2, 2031, unless sooner terminated pursuant to master lease agreements. These master lease agreements are fully guaranteed by the Operating Partnership in the form of demand notes capitalizing the lessee. Additionally, the Operating Partnership retains a fair market value purchase option giving it the right, but not the obligation, to acquire the interests in the DSTs from the investors at a later time in exchange for Operating Partnership units.

Under the master lease agreements, a wholly owned indirect subsidiary of the Operating Partnership is responsible for subleasing the property to occupying tenants and all underlying costs associated with operating the property and is responsible for paying rent to the DST that owns such property. For financial reporting purposes (and not for income tax purposes), the sale of the DST Properties is accounted for as a failed sale-leaseback transaction and, as a result, the DST Properties are included in the Company’s consolidated balance sheet. The master lease agreements are absolute leases, pursuant to which the master tenant will pay the stated rent and will be responsible for paying leasing costs, operating expenses, real estate taxes, special assessments, sales and use taxes, utilities, insurance and repairs for maintenance related to the DST Properties.

As of December 31, 2024, the Company held two properties through the DST Program and the total investments in real estate, net associated with the DST Properties was $163.0 million. There were no properties held through the DST Program as of December 31, 2023.

The Company has determined that the DST entities are VIEs. The Company has determined that it is the primary beneficiary of these VIEs. As a result, these DST entities are included in the Company’s consolidated financial statements. As of December 31, 2024, the total liabilities of the Company’s consolidated VIEs, excluding the Operating Partnership, were $0.1 billion. Such amounts are included on the Company’s Consolidated Balance Sheets. There were no assets of the Company’s consolidated VIEs as of December 31, 2024, due to certain intercompany eliminations upon consolidation. There were no assets or liabilities in the consolidated VIEs, excluding the Operating Partnership, as of December 31, 2023.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the balance sheet. Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash and cash equivalents represent cash held in banks, cash on hand, and liquid investments with original maturities of three months or less. The Company may have bank balances in excess of federally insured amounts; however, the Company deposits its cash and cash equivalents with high credit-quality institutions to minimize credit risk exposure.

Restricted Cash

Restricted cash consists of cash received for subscriptions prior to the date in which the subscriptions are effective, amounts in escrow related to real estate taxes and insurance in connection with mortgages at certain of the Company’s properties, and tenant security deposits. The Company’s restricted cash pertaining to subscriptions received in advance is held primarily in a bank account controlled by the Company’s transfer agent but in the name of the Company.

Investments in Real Estate

In accordance with the guidance for business combinations, the Company determines whether the acquisition of a property qualifies as a business combination, which requires that the assets acquired and liabilities assumed constitute a business. If the property acquired is not a business, the Company accounts for the transaction as an asset acquisition. All property acquisitions to date have been accounted for as asset acquisitions.

 

29


 

Upon the acquisition of a property, the Company assesses the fair value of acquired tangible and intangible assets (including land, buildings, tenant improvements, “above-market” and “below-market” leases, acquired in-place leases, other identified intangible assets and assumed liabilities) and allocates the purchase price to the acquired assets and assumed liabilities. The Company assesses and considers fair value based on estimated cash flow projections that utilize discount and/or capitalization rates that it deems appropriate, as well as other available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known and anticipated trends and market and economic conditions. The Company capitalizes acquisition-related costs associated with asset acquisitions.

The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant. The Company also considers an allocation of purchase price of other acquired intangibles, including acquired in-place leases that may have a customer relationship intangible value, including (but not limited to) the nature and extent of the existing relationship with the tenants, the tenants’ credit quality and expectations of lease renewals. Based on its acquisitions to date, the Company’s allocation to customer relationship intangible assets has not been material.

The cost of buildings and improvements includes the purchase price of the Company’s properties and any acquisition-related costs, along with any subsequent improvements to such properties.

The Company’s investments in real estate are stated at cost and are generally depreciated on a straight-line basis over the estimated useful lives of the assets as follows:

 

Description

 

Depreciable Life

Building

 

30 - 42 years

Building and land improvements

 

5 - 30 years

Furniture, fixtures and equipment

 

1 - 10 years

Lease intangibles and leasehold improvements

 

Shorter of useful life or lease term

 

Repairs and maintenance are expensed to operations as incurred and are included in Property operating expenses on the Company’s Consolidated Statements of Operations and Comprehensive Loss. Significant improvements to properties are capitalized. When assets are sold or retired, their costs and related accumulated depreciation are removed from the accounts with the resulting gains or losses reflected in net income or loss for the period.

The Company records acquired above-market and below-market leases at their fair values (using a discount rate which reflects the risks associated with the leases acquired) equal to the difference between (1) the contractual amounts to be received pursuant to each in-place lease and (2) management’s estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the term of any below-market fixed rate renewal options for below-market leases. Other intangible assets acquired include amounts for in-place lease values that are based on the Company’s evaluation of the specific characteristics of each tenant’s lease. Factors to be considered include estimates of carrying costs during hypothetical expected lease-up periods considering current market conditions, and costs to execute similar leases. In estimating carrying costs, the Company includes real estate taxes, insurance and other operating expenses and estimates of lost rentals at market rates during the expected lease-up periods, depending on local market conditions. In estimating costs to execute similar leases, the Company considers leasing commissions, legal and other related expenses.

The amortization of acquired above-market and below-market leases is recorded as an adjustment to Rental revenue on the Company’s Consolidated Statements of Operations and Comprehensive Loss. The amortization of in-place leases is recorded as an adjustment to Depreciation and amortization expense on the Company’s Consolidated Statements of Operations and Comprehensive Loss.

Certain of the Company’s investments in real estate are subject to a ground lease, for which a lease liability and corresponding right-of-use (“ROU”) asset were recognized. The Company calculates the amount of the lease liability and ROU asset by taking the present value of the remaining lease payments, and adjusting the ROU asset for any existing straight-line ground rent liability and acquired ground lease intangibles. The Company’s estimated incremental borrowing rate of a loan with a similar term as the ground lease was used as the discount rate. The lease liability is included as a component of Other liabilities and the related ROU asset is recorded as a component of Investments in real estate, net on the Company’s Consolidated Balance Sheets.

Impairment of Investments in Real Estate

 

30


 

The Company’s management reviews its real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value. If the carrying amount of the real estate investment is no longer recoverable and exceeds the fair value of such investment, an impairment loss is recognized. The impairment loss is recognized based on the excess of the carrying amount of the asset over its fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates and capital requirements that could differ materially from actual results. Since cash flows on real estate properties considered to be “long-lived assets to be held and used” are considered on an undiscounted basis to determine whether an asset has been impaired, the Company’s strategy of holding properties over the long term decreases the likelihood of recording an impairment loss. If the Company’s strategy changes or market conditions otherwise dictate an earlier sale date, an impairment loss may be recognized and such loss could be material to the Company’s results. If the Company determines that an impairment has occurred, the affected assets must be reduced to their fair value. Impairment charges are recorded in the Consolidated Statements of Operations and Comprehensive Loss.

During the year ended December 31, 2024, the Company recognized an aggregate $150.4 million of impairment charges related predominantly to multifamily properties and, to a lesser extent, one hospitality property and one industrial property. During the year ended December 31, 2023, the Company recognized an aggregate of $188.8 million of impairment charges related predominantly to single-family rental properties and, to a lesser extent, two hospitality properties, in the Consolidated Statements of Operations and Comprehensive Loss. The estimated fair values of the impaired properties held as of December 31, 2024 and 2023, were primarily based on recently completed sales transactions, letters of intent, or non-binding purchase and sales contracts. During the year ended December 31, 2022, the Company did not recognize any impairment charges on investments in real estate.

Properties Held-for-Sale

The Company classifies the assets and liabilities related to its investments in real estate as held-for-sale when a sale is probable to occur within one year. The Company considers a sale to be probable when a binding contract has been executed, the buyer has posted a non-refundable deposit, and there are limited contingencies to closing. The Company records held-for-sale investments in real estate at the lower of depreciated cost or fair value, less estimated closing costs. Held-for-sale assets and liabilities are presented within Other assets and Other liabilities on the Company’s Consolidated Balance Sheets. As of December 31, 2024, 11 multifamily properties and one hospitality property met the criteria to be classified as held-for-sale. As of December 31, 2023, there were no real estate investments that met the criteria to be classified as held-for-sale.

Investments in Unconsolidated Real Estate Ventures

Investments in unconsolidated joint ventures are initially recorded at cost, and subsequently adjusted for equity in earnings and cash contributions and distributions. Under the equity method of accounting, the net equity investment of the Company is reflected within the Consolidated Balance Sheets, and the Company’s share of net income or loss from the joint ventures is included within the Company’s Consolidated Statements of Operations and Comprehensive Loss. The joint venture agreements may designate different percentage allocations among investors for profits and losses; however, the Company’s recognition of joint venture income or loss generally follows the joint venture’s distribution priorities, which may change upon the achievement of certain investment return thresholds. The Company’s investments in unconsolidated joint ventures are reviewed for impairment quarterly and the Company records impairment charges when events or circumstances change indicating that a decline in the fair values below the carrying values has occurred and such decline is other-than-temporary. The ultimate realization of the investment in unconsolidated joint ventures is dependent on a number of factors, including the performance of each investment and market conditions. During the periods presented, no such impairment occurred.

Investments in Real Estate Debt

The Company’s investments in real estate debt consists of loans secured by real estate and real estate-related securities. The Company classifies its real estate-related securities as trading securities and record such investments at fair value. As such, the resulting unrealized gains and losses of such securities are recorded as a component of Income from investments in real estate debt, net on the Company’s Consolidated Statements of Operations and Comprehensive Loss. During the year ended December 31, 2024, the Company’s real estate-related debt securities portfolio was completely disposed of.

The Company elected the fair value option (“FVO”) for its loans secured by real estate. As such, the resulting unrealized gains and losses of such loans are recorded as a component of Income from investments in real estate debt, net on the Company’s Consolidated Statements of Operations and Comprehensive Loss.

Interest income from the Company’s investments in real estate-related debt securities is recognized over the life of each investment using the effective interest method and is recorded on the accrual basis. Recognition of premiums and discounts associated with these investments is deferred and recorded over the term of the investment as an adjustment to yield. Upfront costs and fees related to items for which the FVO is elected shall be recognized in earnings as incurred and not deferred. Such items are recorded as components of Income from investments in real estate debt on the Company’s Consolidated Statements of Operations and Comprehensive Loss.

Derivative Instruments

The Company uses derivative financial instruments such as interest rate caps, interest rate swaps and foreign currency swaps to manage risks from fluctuations in exchange rates and interest rates.

31


 

The Company records its derivatives on its Consolidated Balance Sheets at fair value and such amounts are included as a component of Other assets or Other liabilities. Any changes in the fair value of these derivatives are recorded as components of Other (expense) income, net on the Company’s Consolidated Statements of Operations and Comprehensive Loss.

Foreign Currency

The Company’s functional currency is the U.S. dollar. Nonmonetary assets and liabilities are translated at historical rates and monetary assets and liabilities are translated at exchange rates in effect at the end of the reporting period. Income statement accounts are translated at average rates for the reporting period. Gains and losses from translation of foreign denominated transactions into U.S. dollars are included in current results of operations. Gains and losses resulting from foreign currency transactions are also included in current results of operations. The effects of translating the assets, liabilities and income of the Company’s foreign investments held by entities with functional currencies other than the U.S. dollar are included in the Company’s Consolidated Statements of Operations and Comprehensive Loss. Aggregate foreign currency transaction gains (losses) included in operations totaled ($41.1) million, $14.8 million and ($49.5) million for the years ended December 31, 2024, 2023 and 2022, respectively. These amounts are recorded as a component of Other (expense) income, net in the Company’s Consolidated Statements of Operations and Comprehensive Loss. Cumulative translation adjustments arising from the translation of non-U.S. dollar denominated assets and liabilities are recorded in Other comprehensive (loss) income.

Fair Value Measurements

Under normal market conditions, the fair value of an investment is the amount that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). Additionally, there is a hierarchal framework that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment and the state of the market place, including the existence and transparency of transactions between market participants. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value are classified and disclosed in one of the following levels within the fair value hierarchy:

Level 1 — quoted prices are available in active markets for identical investments as of the measurement date. The Company does not adjust the quoted price for these investments.

Level 2 — quoted prices are available in markets that are not active or model inputs are based on inputs that are either directly or indirectly observable as of the measurement date.

Level 3 — pricing inputs are unobservable and include instances where there is minimal, if any, market activity for the investment. These inputs require significant judgment or estimation by management or third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed.

Valuation of assets and liabilities measured at fair value

The Company’s investments in real estate debt are reported at fair value. The Company’s investments in real estate debt include commercial mortgage-backed securities (“CMBS”). The Company generally determines the fair value of its CMBS investments by utilizing third-party pricing service providers. In determining the value of a particular investment, the pricing service providers may use broker-dealer quotations, reported trades or valuation estimates from their internal pricing models to determine the reported price. The pricing service providers’ internal models for real estate-related securities usually consider the attributes applicable to a particular class of security (e.g., credit rating or seniority), current market data, and estimated cash flows for each class and incorporate deal collateral performance such as prepayment speeds and default rates, as available.

 

32


 

Certain of the Company’s investments in real estate debt include loans secured by real estate, such as its term loans, which may not have readily available market quotations. In such cases, the Company will generally determine the initial value based on the origination amount or acquisition price of such investment if acquired by the Company or the par value of such investment if originated by the Company. Following the initial measurement, the Company will determine fair value by utilizing or reviewing certain of the following inputs (i) market yield data, (ii) discounted cash flow modeling, (iii) collateral asset performance, (iv) local or macro real estate performance, (v) capital market conditions, (vi) debt yield or loan-to-value ratios, and (vii) borrower financial condition and performance.

During the years ended December 31, 2024, 2023, and 2022, the Company recorded net unrealized gains (losses) on its investments in real estate debt securities of $5.3 million, $10.0 million, and ($18.3) million, respectively. The Company’s securities portfolio was completely disposed of by June 30, 2024. Such amounts are recorded as a component of Income from investments in real estate debt, net on the Company’s Consolidated Statements of Operations and Comprehensive Loss.

The Company’s derivative financial instruments are reported at fair value. The Company’s interest rate swap agreements are valued using a discounted cash flow analysis based on the terms of the contract and the forward interest rate curve adjusted for the Company’s non-performance risk. The Company’s interest rate cap positions are valued using models developed by the respective counterparty as well as third party pricing service providers that use as their basis readily observable market parameters (such as forward yield curves and credit default swap data).

The fair values of the Company’s foreign currency forward contracts are determined by comparing the contracted forward exchange rate to the current market exchange rate. The current market exchange rates are determined by using market spot rates, forward rates and interest rate curves for the underlying instruments.

The fair values of the Company’s financial instruments (other than investments in real estate debt, mortgage notes, credit facilities, unsecured line of credit and derivative instruments), including cash and cash equivalents, restricted cash and other financial instruments, approximate their carrying or contract value. The Company utilizes a discounted cash flow model to value its loans secured by real estate (considering loan features, credit quality of the loans and includes a review of market yield data, collateral asset performance, local and macro real estate performance, capital market conditions, debt yield, loan-to-value ratios, borrower financial condition and performance, among other factors). The Company continuously monitors and assesses the credit quality of individual loans including the review of delinquency and loan-to-value ratios on its loans secured by real estate. Such loans have floating interest rates with market terms and there are no underlying credit quality issues as of December 31, 2024.

The following table details the Company’s assets and liabilities measured at fair value on a recurring basis ($ in thousands):

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments in real estate debt

 

$

 

 

$

 

 

$

852,461

 

 

$

852,461

 

 

$

 

 

$

201,070

 

 

$

1,388,280

 

 

$

1,589,350

 

Derivatives

 

 

 

 

 

368,871

 

 

 

 

 

 

368,871

 

 

 

 

 

 

554,263

 

 

 

 

 

 

554,263

 

Total

 

$

 

 

$

368,871

 

 

$

852,461

 

 

$

1,221,332

 

 

$

 

 

$

755,333

 

 

$

1,388,280

 

 

$

2,143,613

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives

 

$

 

 

$

9,505

 

 

$

 

 

$

9,505

 

 

$

 

 

$

46,178

 

 

$

 

 

$

46,178

 

Total

 

$

 

 

$

9,505

 

 

$

 

 

$

9,505

 

 

$

 

 

$

46,178

 

 

$

 

 

$

46,178

 

 

The following table details the Company’s assets measured at fair value on a recurring basis using Level 3 inputs ($ in thousands):

 

 

 

Investments in
Real Estate Debt

 

Balance as of December 31, 2023

 

$

1,388,280

 

          Dispositions

 

 

(438,092

)

Included in net loss

 

 

 

      Foreign currency exchange

 

 

(93,260

)

          Realized losses on dispositions

 

 

(4,418

)

          Unrealized loss

 

 

(49

)

Balance as of December 31, 2024

 

$

852,461

 

 

33


 

The following table contains the quantitative inputs and assumptions used for items categorized in Level 3 of the fair value hierarchy ($ in thousands):

 

 

 

December 31, 2024

 

 

Fair Value

 

 

Valuation Technique

 

Unobservable Inputs

 

Weighted Average

 

Impact to Valuation from an Increase in Input

Investments in real estate debt

 

$

852,461

 

 

Discounted Cash Flow

 

Discount Rate

 

9.5%

 

Decrease

 

 

 

December 31, 2023

 

 

Fair Value

 

 

Valuation Technique

 

Unobservable Inputs

 

Weighted Average

 

Impact to Valuation from an Increase in Input

Investments in real estate debt

 

$

1,388,280

 

 

Discounted Cash Flow

 

Discount Rate

 

9.7%

 

Decrease

 

Valuation of assets measured at fair value on a nonrecurring basis

Certain of the Company’s assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments, such as when there is evidence of impairment, and therefore measured at fair value on a nonrecurring basis. The Company reviews its real estate properties for impairment each quarter or when there is an event or change in circumstances that indicates an impaired value.

During the year ended December 31, 2024, the Company recognized an aggregate $150.4 million of impairment charges related predominantly to multifamily properties and, to a lesser extent, one hospitality property and one industrial property. During the year ended December 31, 2023, the Company recognized an aggregate of $188.8 million of impairment charges related predominantly to single-family rental properties and, to a lesser extent, two hospitality properties, in the Consolidated Statements of Operations and Comprehensive Loss. During the year ended December 31, 2022, the Company did not recognize any impairment charges on investments in real estate.

As of December 31, 2024 and 2023, the estimated fair value of the Company’s remaining impaired assets was $856.1 million and $53.8 million, respectively. As of December 31, 2024 and 2023, the carrying value of the Company’s remaining impaired assets was $855.6 million and $53.0 million, respectively. The estimated fair values of the impaired properties held as of December 31, 2024 and 2023, were primarily based on recently completed sales transactions, letters of intent, or non-binding purchase and sales contracts. These inputs are considered Level 2 inputs for purposes of the fair value hierarchy. There are inherent uncertainties in making these estimates such as current and future macroeconomic conditions.

 

Valuation of liabilities not measured at fair value

Fair value of the Company’s indebtedness is estimated by modeling the cash flows required by the Company’s debt agreements and discounting them back to the present value using an appropriate discount rate. Additionally, the Company considers current market rates and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The inputs used in determining the fair value of the Company’s indebtedness are considered Level 3. As of December 31, 2024 and 2023, the fair value of the Company’s mortgage notes, secured credit facilities, and secured financings on investments in real estate debt was approximately $423.3 million and $390.9 million below the outstanding principal balance, respectively.

Deferred Charges

The Company’s deferred charges include financing and leasing costs. Deferred financing costs include legal, structuring and other loan costs incurred by the Company for its financing agreements. Deferred financing costs related to the Company’s mortgage notes are recorded as an offset to the related liability and amortized over the term of the applicable financing instruments as interest expense. Deferred financing costs related to the Company’s credit facilities and its unsecured line of credit are recorded as a component of Other assets on the Company’s Consolidated Balance Sheets and amortized over the term of the applicable financing agreement. Deferred leasing costs incurred in connection with new leases, which consist primarily of brokerage commissions, are recorded as a component of Other assets on the Company’s Consolidated Balance Sheets and amortized over the life of the related lease.

Revenue Recognition

 

34


 

The Company commences revenue recognition on its leases based on a number of factors, including the initial determination that the contract is or contains a lease. Generally, all of the Company’s contracts are, or contain leases, and therefore revenue is recognized when the lessee takes possession of or controls the physical use of the leased assets. In most instances this occurs on the lease commencement date. At the inception or acquisition of a lease, including new leases that arise from amendments, the Company assesses the terms and conditions of the lease to determine the proper lease classification.

A lease is classified as an operating lease if none of the following criteria are met: (i) ownership transfers to the lessee at the end of the lease term, (ii) the lessee has a purchase option that is reasonably expected to be exercised, (iii) the lease term is for a major part of the economic life of the leased property, (iv) the present value of the future lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments equals or exceeds substantially all of the fair value of the leased property, and (v) the leased property is of such a specialized nature that it is expected to have no future alternative use to the Company at the end of the lease term. If one or more of these criteria are met, the lease will generally be classified as a sales-type lease, unless the lease contains a residual value guarantee from a third party other than the lessee, in which case it would be classified as a direct financing lease under certain circumstances in accordance with ASC 842, Leases.

The Company’s rental revenue primarily consists of fixed contractual base rent arising from tenant leases at the Company’s properties under operating leases. Revenue under operating leases that are deemed probable of collection, is recognized as revenue on a straight-line basis over the non-cancelable terms of the related leases. For leases that have fixed and measurable rent escalations, the difference between such rental income earned and the cash rent due under the provisions of the lease is recorded on the Company’s Consolidated Balance Sheets. The Company’s Hospitality revenue consists of room revenue and food and beverage revenue. Room revenue is recognized when the related room is occupied and other hospitality revenue is recognized when the service is rendered. For leases that are deemed not probable of collection, revenue is recorded as the lesser of (i) the amount which would be recognized on a straight-line basis or (ii) cash that has been received from the tenant, with any tenant and deferred rent receivable balances charged as a direct write-off against rental income in the period of the change in the collectability determination.

Certain of the Company’s contracts contain nonlease components (e.g., charges for management fees, common area maintenance, and reimbursement of third-party maintenance expenses) in addition to lease components (i.e., monthly rental charges). Services related to nonlease components are provided over the same period of time as, and billed in the same manner as, monthly rental charges. The Company elected to apply the practical expedient available under ASC 842, for all classes of assets, not to segregate the lease components from the nonlease components when accounting for operating leases. Since the lease component is the predominant component under each of these leases, combined revenues from both the lease and nonlease components are accounted for in accordance with ASC 842 and reported as Rental revenues in the Company’s Consolidated Statements of Operations and Comprehensive Loss.

In connection with its investments, the Company has utilized loan programs designed to encourage housing development. The proceeds from these loans are governed by restrictive covenants. For certain housing development loans, so long as the Company remains in compliance with the covenants and program requirements, the loans will be forgiven in equal annual installments until the loans are discharged in full. The Company treats these loans as deferred income and records them as a component of Other liabilities on the Company’s Consolidated Balance Sheets. As of December 31, 2024 and 2023, deferred income related to these loans amounted to $3.4 million and $3.4 million, respectively. As the loan balances are reduced during the compliance period, the Company will record income associated with the discharge of the loans as a component of Other revenue in the Company’s Consolidated Statements of Operations and Comprehensive Loss. For each of the years ended December 31, 2024, 2023 and 2022, Other revenue related to these loans amounted to $0.8 million.

Other revenues and interest income are recorded on an accrual basis.

Organization and Offering Expenses

Organization costs are expensed as incurred and recorded as a component of General and administrative expenses in the Company’s Consolidated Statements of Operations and Comprehensive Loss and offering costs are charged to equity as such amounts are incurred.

The Advisor advanced $7.3 million of organization and offering expenses on behalf of the Company (including legal, accounting, and other expenses attributable to the organization, but excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) through December 21, 2019, the first anniversary of the date on which the proceeds from escrow were released. The Company reimbursed the Advisor for all such advanced expenses ratably over a 60 month period, which commenced in January 2020, and these amounts were fully reimbursed as of December 31, 2024. These organization and offering costs were recorded as a component of Due to affiliates on the Company’s Consolidated Balance Sheets as of December 31, 2023.

 

35


 

Starwood Capital, L.L.C. (the “Dealer Manager”), a registered broker-dealer affiliated with the Advisor, serves as the dealer manager for the Company’s public offering. The Dealer Manager is entitled to receive selling commissions and dealer manager fees based on the transaction price of each applicable class of shares sold in the primary offering. The Dealer Manager is also entitled to receive a stockholder servicing fee based on the aggregate net asset value (“NAV”) of the Company’s outstanding Class T shares, Class S shares and Class D shares.

The following table details the selling commissions, dealer manager fees, and stockholder servicing fees for each applicable share class as of December 31, 2024:

 

 

 

Common
Stock
Class T

 

Common
Stock
Class S

 

Common
Stock
Class D

 

Common
Stock
Class I

Selling commissions and dealer manager fees
   (% of transaction price)

 

up to 3.5%

 

up to 3.5%

 

up to 1.5%

 

Stockholder servicing fee (% of NAV)

 

0.85%

 

0.85%

 

0.25%

 

 

For Class T shares sold in the primary offering, investors will pay upfront selling commissions of up to 3.0% of the transaction price and upfront dealer manager fees of 0.5% of the transaction price, however such amounts may vary at certain participating broker-dealers, provided that the sum will not exceed 3.5% of the transaction price. For Class S shares sold in the primary offering, investors will pay upfront selling commissions of up to 3.5% of the transaction price. For Class D shares sold in the primary offering, investors will pay upfront selling commissions of up to 1.5% of the transaction price.

The Dealer Manager is entitled to receive stockholder servicing fees of 0.85% per annum of the aggregate NAV for Class S shares and Class T shares. For Class T shares such stockholder servicing fee includes, a representative stockholder servicing fee of 0.65% per annum, and a dealer stockholder servicing fee of 0.20% per annum, of the aggregate NAV for the Class T shares, however, with respect to Class T shares sold through certain participating broker-dealers, the representative stockholder servicing fee and the dealer stockholder servicing fee may be other amounts, provided that the sum of such fees will always equal 0.85% per annum of the NAV of such shares. For Class D shares the Dealer Manager is entitled to a stockholder servicing fee equal to 0.25% per annum of the aggregate NAV for the Class D shares. There is no stockholder servicing fee with respect to Class I shares.

The Dealer Manager has entered into agreements with the selected dealers distributing the Company’s shares in the Company’s public offering, which provide, among other things, for the re-allowance of the full amount of the selling commissions and dealer manager fees received and all or a portion of the stockholder servicing fees to such selected dealers. The Company will cease paying the stockholder servicing fee with respect to any Class T share, Class S share or Class D share sold in the primary offering at the end of the month in which the total selling commissions, dealer manager fees and stockholder servicing fees paid with respect to the shares held by such stockholder within such account would exceed 8.75% (or, in the case of Class T shares sold through certain participating broker-dealers, a lower limit as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer) of the gross proceeds from the sale of such share (including the gross proceeds of any shares issued under the Company’s distribution reinvestment plan with respect thereto). The Company will accrue the full cost of the stockholder servicing fee as an offering cost at the time each Class T, Class S and Class D share is sold during the offering. As of December 31, 2024 and 2023, the Company had accrued $262.3 million and $301.0 million, respectively, of stockholder servicing fees related to shares sold and recorded such amount as a component of Due to affiliates on the Company’s Consolidated Balance Sheets.

Income Taxes

The Company elected to be taxed as a REIT under the Internal Revenue Code (the “Code”), for federal income tax purposes, beginning with its taxable year ended December 31, 2019. As long as the Company qualifies for taxation as a REIT, it generally will not be subject to U.S. federal corporate income tax on its net taxable income that is currently distributed to its stockholders. A REIT is subject to a number of organizational and operational requirements, including a requirement that it currently distributes at least 90% of its REIT taxable income (subject to certain adjustments) to its stockholders. If the Company fails to qualify as a REIT in a taxable year, without the benefit of certain relief provisions, it will be subject to federal and state income tax on its taxable income at regular corporate tax rates. Even if the Company qualifies for taxation as a REIT, it may also be subject to certain federal, state, local, and foreign taxes on its income and assets, including (i) taxes on any undistributed income, (ii) taxes related to its taxable REIT subsidiaries (TRSs), and (iii) certain state or local income taxes. The Company and the Operating Partnership’s tax returns for three years from the date filed are subject to examination.

 

36


 

The Company has formed wholly-owned subsidiaries to function as TRSs and filed TRS elections, together with such subsidiaries, with the Internal Revenue Service. In general, a TRS may perform additional services for the Company’s tenants and generally may engage in any real estate or non-real estate-related business other than management or operation of a lodging facility or a health care facility. The TRSs are subject to taxation at the federal, state, local, and foreign levels, as applicable, at regular corporate tax rates. The Company accounts for applicable income taxes by utilizing the asset and liability method. As such, the Company records deferred tax assets and liabilities for the future tax consequences resulting from the difference between the carrying value of existing assets and liabilities and their respective tax basis. A valuation allowance for deferred tax assets is provided if the Company believes all or some portion of the deferred tax asset may not be realized.

The Organization for Economic Co-operation and Development (OECD) has a framework to implement a global minimum corporate tax of 15% for companies with global revenues and profits above certain thresholds (referred to as “Pillar 2”), with certain aspects of Pillar 2 effective January 1, 2024 and other aspects effective January 1, 2025. While it is uncertain whether the United States will enact legislation to adopt Pillar 2, certain foreign jurisdictions where the Company owns real estate assets has adopted legislation. The Company does not expect Pillar 2 to have a material impact on the Company’s effective tax rate or the Company’s Consolidated Statements of Operations and Comprehensive Loss.

For the years ended December 31, 2024, 2023 and 2022, the Company recognized an income tax expense of ($10.1) million, ($5.0) million and ($2.1) million, respectively, within Other (expense) income, net in the Company’s Consolidated Statements of Operations and Comprehensive Loss. As of December 31, 2024 and 2023, the Company recorded a net deferred tax liability of $35.5 million and $30.7 million, respectively, primarily due to assumed capital gains from three European investments, within Other liabilities on the Company’s Consolidated Balance Sheets.

As of December 31, 2024, net operating loss (“NOL”) carryforwards for federal, state and foreign income tax purposes totaled $93.2 million, and are primarily driven by dispositions of residential rental units within one of the Company’s TRSs and valuation adjustments in certain foreign jurisdictions. Although the federal NOL carryforwards do not expire, the Company has recorded full valuation allowances against certain deferred tax assets for which the Company believes it is more likely than not that the Company will not realize a benefit from these in future taxable years.

Net Loss per Share

Basic net loss per share is computed by dividing net loss attributable to stockholders for the period by the weighted average number of common shares outstanding during the period. All classes of common stock are allocated net loss at the same rate per share and receive the same gross distribution per share. Diluted loss per share is computed by dividing net loss attributable to stockholders for the period by the weighted average number of common shares and common share equivalents outstanding (unless their effect is antidilutive) for the period. There are no common share equivalents outstanding that would have a dilutive effect as a result of the net loss, and accordingly, the weighted average number of common shares outstanding is identical for both basic and diluted shares for the years ended December 31, 2024, 2023 and 2022.

The restricted stock grants of Class I shares held by the Company’s independent directors are not considered to be participating securities because they do not contain non-forfeitable rights to distributions. As a result, there is no impact of these restricted stock grants on basic and diluted net loss per common share until the restricted stock grants have fully vested.

Recent Accounting Pronouncements

 

In November 2023, the Financial Accounting Standards Board issued Accounting Standards Update 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”). The amendments are intended to increase reportable segment disclosure requirements primarily through enhanced disclosures of significant segment expenses that are readily provided to the chief operating decision maker (“CODM”) and included in segment profit or loss and disclosure of the title and position of the CODM and how the CODM uses the reported segment measures in assessing segment performance and deciding how to allocate resources. ASU 2023-07 is effective on a retrospective basis for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company adopted ASU 2023-07 retrospectively as of January 1, 2024. Refer to Note 15 “Segment Reporting” for the impact of the adoption of this standard. The adoption of ASU 2023-07 did not have a material impact on the consolidated financial statements.

 

In November 2024, the FASB issued Accounting Standards Update No. 2024-03, “Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”), which requires disclosure of certain costs and expenses on an interim and annual basis in the notes to the consolidated financial statements. The guidance is effective for annual reporting periods beginning after December 15, 2026 and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The guidance is to be applied either (1) prospectively to financial statements issued for reporting periods after the effective date or (2) retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the potential impact of adopting this standard on the consolidated financial statements and related disclosures.

 

37


 

3.
Investments

Investments in Real Estate

Investments in real estate, net consisted of the following ($ in thousands):

 

 

 

December 31, 2024

 

 

December 31, 2023

 

Building and building improvements

 

$

16,614,464

 

 

$

17,612,162

 

Land and land improvements

 

 

2,965,720

 

 

 

3,144,932

 

Furniture, fixtures and equipment

 

 

272,521

 

 

 

304,650

 

Right-of-use asset - operating lease(1)

 

 

105,230

 

 

 

105,230

 

Total

 

 

19,957,935

 

 

 

21,166,974

 

Accumulated depreciation and amortization

 

 

(2,127,681

)

 

 

(1,586,616

)

Investments in real estate, net

 

$

17,830,254

 

 

$

19,580,358

 

 

(1)
Refer to Note 14 for additional details on the Company’s leases.

Asset Acquisitions

The Company did not acquire any investments in real estate during the years ended December 31, 2024, 2023 and 2022.

 

Asset Dispositions

 

During the year ended December 31, 2024, the Company sold an aggregate of $0.3 billion of investments in real estate, net, generating total net cash proceeds, net of mortgage repayments, of approximately $0.2 billion. During the year ended December 31, 2024, the Company recorded $87.1 million of net gains from the disposition of seven industrial properties, two hospitality properties, one net lease property, and 83 single-family rental units.

 

During the year ended December 31, 2023, the Company sold an aggregate of $1.9 billion of investments in real estate, net, generating total net cash proceeds, net of mortgage repayments, of approximately $775.9 million. During the year ended December 31, 2023, the Company recorded $289.8 million of net gains from the disposition of 10 multifamily properties, 33 industrial properties, three hospitality properties, 2,199 single-family rental units, and one net-lease property.

 

During the year ended December 31, 2022, there were no dispositions of investments in real estate.

 

38


 

Investments in Real Estate - Held-for-sale

 

As of December 31, 2024, 11 multifamily properties and one hospitality property met the criteria to be classified as held-for-sale. As of December 31, 2023, there were no real estate investments that met the criteria to be classified as held-for-sale. The held-for-sale assets and liabilities associated with assets held-for-sale are included as components of Other assets and Other liabilities, respectively, on the Company’s Consolidated Balance Sheets.

 

The following table details the assets and liabilities of the Company’s investments in real estate classified as held-for-sale ($ in thousands):

 

 

December 31, 2024

 

 

December 31, 2023

 

Assets:

 

 

 

 

 

 

  Investments in real estate, net

 

$

679,121

 

 

$

 

  Other assets

 

 

6,553

 

 

 

 

    Total assets

 

$

685,674

 

 

$

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

  Mortgage notes, net

 

$

12,602

 

 

$

 

  Other liabilities

 

 

5,655

 

 

 

 

Total liabilities

 

$

18,257

 

 

$

 

 

Investments in Unconsolidated Real Estate Ventures

 

The following table details the Company’s equity investments in unconsolidated real estate ventures ($ in thousands):

 

Investments in Unconsolidated
Real Estate Ventures

 

Segment

 

Date
Acquired

 

Number of Properties

 

Ownership Interest

 

December 31, 2024

 

 

December 31, 2023

 

  Extended Stay Portfolio

 

Other

 

July 2022

 

196

 

45%

 

$

411,309

 

 

$

446,424

 

  Fort Lauderdale Hotel

 

Other

 

March 2019

 

1

 

43%

 

 

9,552

 

 

 

9,578

 

    Total investments in unconsolidated real estate ventures

 

 

 

 

 

$

420,861

 

 

$

456,002

 

 

The following table details the Company’s (loss) income from equity investments in unconsolidated real estate ventures ($ in thousands):

 

 

 

 

 

 

Year Ended December 31,

 

Investments in Unconsolidated Real Estate Ventures

 

Segment

 

2024

 

 

2023

 

 

2022

 

  Extended Stay Portfolio

 

Other

 

$

(13,790

)

 

$

(11,266

)

 

$

11,915

 

  Fort Lauderdale Hotel

 

Other

 

 

355

 

 

 

(358

)

 

 

274

 

    Total (loss) income from unconsolidated real estate ventures

$

(13,435

)

 

$

(11,624

)

 

$

12,189

 

 

39


 

4.
Intangibles

The gross carrying amount and accumulated amortization of the Company’s intangible assets and liabilities consisted of the following ($ in thousands):

 

 

December 31, 2024

 

 

December 31, 2023

 

Intangible assets: (1)

 

 

 

 

 

 

 

In-place lease intangibles

$

 

226,714

 

 

$

 

292,348

 

Above-market lease intangibles

 

 

35,344

 

 

 

 

44,463

 

Other

 

 

35,345

 

 

 

 

41,823

 

Total intangible assets

 

 

297,403

 

 

 

 

378,634

 

Accumulated amortization:

 

 

 

 

 

 

 

In-place lease amortization

 

 

(106,980

)

 

 

 

(127,185

)

Above-market lease amortization

 

 

(16,348

)

 

 

 

(18,913

)

Other

 

 

(12,130

)

 

 

 

(12,500

)

Total accumulated amortization

 

 

(135,458

)

 

 

 

(158,598

)

Intangible assets, net

$

 

161,945

 

 

$

 

220,036

 

Intangible liabilities: (2)

 

 

 

 

 

 

 

Below-market lease intangibles

$

 

74,189

 

 

$

 

87,173

 

Total intangible liabilities

 

 

74,189

 

 

 

 

87,173

 

Accumulated amortization:

 

 

 

 

 

 

 

Below-market lease amortization

 

 

(26,588

)

 

 

 

(27,606

)

Total accumulated amortization

 

 

(26,588

)

 

 

 

(27,606

)

Intangible liabilities, net

$

 

47,601

 

 

$

 

59,567

 

 

(1)
Included in Other assets on the Company’s Consolidated Balance Sheets.
(2)
Included in Other liabilities on the Company’s Consolidated Balance Sheets.

 

The estimated future amortization on the Company’s intangibles for each of the next five years and thereafter as of December 31, 2024 is as follows ($ in thousands):

 

 

 

In-place
Lease Intangibles

 

 

Above-market
Lease Intangibles

 

 

Other

 

 

Below-market
Lease Intangibles

 

2025

 

$

24,511

 

 

$

3,778

 

 

$

2,694

 

 

$

(6,211

)

2026

 

 

20,119

 

 

 

3,528

 

 

 

2,694

 

 

 

(5,602

)

2027

 

 

16,661

 

 

 

2,990

 

 

 

2,694

 

 

 

(4,716

)

2028

 

 

13,373

 

 

 

2,432

 

 

 

2,693

 

 

 

(4,654

)

2029

 

 

10,931

 

 

 

2,342

 

 

 

3,399

 

 

 

(3,869

)

Thereafter

 

 

34,139

 

 

 

3,926

 

 

 

9,041

 

 

 

(22,549

)

 

$

119,734

 

 

$

18,996

 

 

$

23,215

 

 

$

(47,601

)

 

40


 

5.
Investments in Real Estate Debt

The following tables detail the Company’s investments in real estate debt as of December 31, 2024 and 2023 ($ in thousands):

 

 

 

 

 

December 31, 2024

 

Type of Security/Loan

 

Number of Positions

 

Coupon (1)

 

Maturity Date

 

Cost Basis

 

 

Fair Value

 

Term loan

 

1

 

B + 4.75%

 

June 2027

 

$

956,877

 

 

$

852,461

 

Total investments in real estate debt

 

1

 

B + 4.75%

 

June 2027

 

$

956,877

 

 

$

852,461

 

 

 

 

 

 

December 31, 2023

 

Type of Security/Loan

 

Number of
Positions

 

Weighted
Average
Coupon
(1)

 

Weighted Average
Maturity Date
(2)

 

Cost Basis

 

 

Fair Value

 

CMBS - floating

 

6

 

B + 4.69%

 

October 2036

 

$

206,252

 

 

$

201,070

 

Term loans

 

2

 

B + 4.95%

 

January 2027

 

 

1,451,462

 

 

 

1,388,280

 

Total investments in real estate debt

 

8

 

B + 4.92%

 

March 2028

 

$

1,657,714

 

 

$

1,589,350

 

__________

(1)
The symbol “B” refers to the relevant benchmark rates, which includes one-month Secured Overnight Financing Rate (“SOFR”), three-month Bank Bill Swap Bid Rate (“BBSY”) and Sterling Overnight Index Average (“SONIA”) as applicable to each security and loan.
(2)
Weighted average maturity date is based on the fully extended maturity date of the underlying collateral.

 

During June 2022, the Company provided financing in the form of a term loan to an unaffiliated entity in connection with its acquisition of Australia’s largest hotel and casino company. The loan is in the amount of AUD 1,377 million and has an initial term of five years, with a two-year extension option. The loan is pre-payable at the option of the borrower at any time.

 

During February 2021, the Company provided financing in the form of a term loan to an unaffiliated entity in connection with its acquisition of a premier United Kingdom holiday company. The original loan was in the amount of £360 million and has an initial term of five years, with a two-year extension option. The loan was pre-payable at the option of the borrower at any time. In November 2023, the borrower partially prepaid £8.0 million of the original loan amount.

 

In June 2024, the Company disposed of the remaining £352.0 million of the original loan amount. In connection with the disposition, the Company repaid all related borrowings under secured financing agreements of £193.6 million. During the year ended December 31, 2024, the Company recorded $4.4 million of net realized losses from the disposition of this investment in real estate debt, which is included in Income from investments in real estate debt, net in the Consolidated Statements of Operations and Comprehensive Loss.

During the year ended December 31, 2024, the Company disposed of $201.1 million of investments in real estate-related debt securities and recorded net realized losses resulting from these dispositions of $3.1 million. Such amounts are recorded as a component of Income from investments in real estate debt, net on the Company’s Consolidated Statements of Operations and Comprehensive Loss.

During the year ended December 31, 2023, the Company recorded net realized losses on its investments in real estate-related debt securities of $4.4 million. During the year ended December 31, 2022, the Company recorded net realized losses on its investments in real estate debt securities of $13.2 million. Such amounts are recorded as a component of Income from investments in real estate debt, net in the Company’s Consolidated Statements of Operations and Comprehensive Loss.

 

41


 

6.
Mortgage Notes and Secured Credit Facilities

The following table is a summary of the mortgage notes and credit facilities secured by the Company’s properties as of December 31, 2024 and 2023 ($ in thousands):

 

 

 

 

 

 

 

 

 

Principal Balance Outstanding(3)(4)

 

Indebtedness

 

Weighted
Average
Interest Rate
(1)

 

Weighted
Average
Maturity Date
(2)

 

Maximum
Facility
Size

 

December 31, 2024

 

 

December 31, 2023

 

Fixed rate loans

 

 

 

 

 

 

 

 

 

 

 

 

Fixed rate mortgages

 

3.09%

 

April 2031

 

N/A

 

$

2,978,914

 

 

$

3,049,322

 

Total fixed rate loans

 

 

 

 

 

 

 

 

2,978,914

 

 

 

3,049,322

 

Variable rate loans

 

 

 

 

 

 

 

 

 

 

 

 

Floating rate mortgages

 

B + 1.83%

 

September 2027

 

N/A

 

 

9,658,934

 

 

 

9,893,894

 

Variable rate secured credit facility(5)

 

B + 2.25%

 

December 2025

 

$164,152

 

 

164,152

 

 

 

165,000

 

Senior secured revolving credit facility(6)

 

B + 2.50%

 

January 2027

 

$150,000

 

 

 

 

 

 

Total variable rate loans

 

 

 

 

 

 

 

 

9,823,086

 

 

 

10,058,894

 

Total loans secured by the Company’s properties

 

 

 

 

 

 

 

 

12,802,000

 

 

 

13,108,216

 

Deferred financing costs, net

 

 

 

 

 

 

 

 

(51,246

)

 

 

(73,066

)

Discount on assumed debt, net

 

 

 

 

 

 

 

 

(6,167

)

 

 

(6,240

)

Mortgage notes and secured credit facilities, net

 

 

 

$

12,744,587

 

 

$

13,028,910

 

__________

(1)
The symbol “B” refers to the relevant floating benchmark rates, which includes one-month SOFR, Federal Reserve Bank of New York (“NYFED”) 30 day SOFR, three-month Euro Interbank Offered Rate (“EURIBOR”) and three-month Norwegian Interbank Offered Rate (“NIBOR”), as applicable to each loan.
(2)
For loans where the Company, at its own discretion, has extension options, the maximum maturity date has been assumed.
(3)
The majority of the Company’s mortgages contain prepayment provisions including (but not limited to) lockout periods, yield or spread maintenance provisions and fixed penalties.
(4)
Excludes a $12.6 million mortgage loan on a property classified as held-for-sale as of December 31, 2024. As of December 31, 2023, there were no properties, and their related mortgage loans, that met the criteria to be classified as held-for-sale.
(5)
The repayment of the variable rate secured credit facility is guaranteed by the Operating Partnership.
(6)
The repayment of the senior secured revolving credit facility is secured by pledges of ownership interests in holding companies that are directly under the Operating Partnership.

 

In July 2024, the Company entered into a senior secured revolving credit facility agreement with a total borrowing capacity of $150.0 million. The senior secured revolving credit facility agreement matures in January 2026, at which time the Company may request an additional one-year extension thereafter. Interest under the senior secured revolving credit facility is determined based on one-month U.S. dollar denominated SOFR plus 2.5%.

 

The following table presents the future principal payments under the Company’s mortgage notes and secured credit facilities as of December 31, 2024 ($ in thousands):

 

Year

 

Amount

 

2025

 

$

 

1,370,609

 

2026

 

 

 

4,835,910

 

2027

 

 

 

2,116,753

 

2028

 

 

 

223,462

 

2029

 

 

 

194,100

 

Thereafter

 

 

 

4,061,166

 

Total

 

$

 

12,802,000

 

 

Pursuant to lender agreements for certain of the Company’s mortgages, the Company has the ability to draw $50.9 million for leasing commissions, and tenant and building improvements.

 

The Company’s mortgage notes and secured credit facilities may contain customary events of default and covenants, including limitations on liens and indebtedness and maintenance of certain financial ratios. The Company was in compliance with all corporate and all property level financial covenants with no events of default as of December 31, 2024 and 2023, respectively.

 

42


 

7.
Secured Financings on Investments in Real Estate Debt

 

Secured financings on investments in real estate debt are treated as collateralized financing transactions and are carried at their contractual amounts, including accrued interest, as specified in the respective agreements. Although structured as a sale and repurchase obligation, a secured financing on investments in real estate debt operates as a financing under which securities are pledged as collateral to secure a short-term loan equal in value to a specified percentage of the market value of the pledged collateral. While used as collateral, the Company retains beneficial ownership of the pledged collateral, including the right to distributions. At the maturity of a secured financing on investments in real estate debt, the Company is required to repay the loan and concurrently receive the pledged collateral from the lender or, with the consent of the lender, renew such agreement at the then-prevailing financing rate.

 

Interest rates on these borrowings are determined based on prevailing rates corresponding to the terms of the borrowings, and interest is paid at the termination of the borrowing at which time the Company may enter into a new borrowing arrangement at prevailing market rates with the same counterparty or repay that counterparty and negotiate financing with a different counterparty.

 

The fair value of financial instruments pledged as collateral on the Company’s secured financings on investments in real estate debt disclosed in the tables below represents the Company’s fair value of such instruments, which may differ from the fair value assigned to the collateral by its counterparties.

 

During June 2022, the Company entered into a repurchase agreement with Morgan Stanley Bank, N.A. (“Morgan Stanley”), Guardians of New Zealand Superannuation as manager and administrator of the New Zealand Superannuation Fund (“NZ Super”), and BAWAG P.S.K. Bank für Arbeit und Wirtschaft und Osterreichische Postsparkasse Aktiengesellschaft (“BAWAG”) in order to finance its term loan investment (the “Syndicated RA”) to an unaffiliated entity in connection with its acquisition of three Australian hospitality and leisure resorts.

 

During February 2021, the Company entered into a repurchase agreement with Barclays Bank PLC in order to finance its term loan investment (the “Barclays RA”) to an unaffiliated entity in connection with its acquisition of a premier United Kingdom holiday company. Effective February 15, 2022, the reference rate for the calculation of interest transitioned from the three–month U.S. dollar-denominated LIBOR to SONIA. The Barclays RA interest rate was equal to the SONIA daily non-cumulative EFR rate plus a spread. During the year ended December 31, 2024, in connection with the disposition of this term loan investment, the Company repaid all related borrowings under secured financing agreements of £193.6 million.

 

For financial statement purposes, the Company does not offset its secured financings on investments in real estate debt and securities lending transactions because the conditions for netting as specified by GAAP are not met. Although not offset on the Company’s Consolidated Balance Sheets, these transactions are summarized in the following tables ($ in thousands):

 

 

 

 

 

 

 

December 31, 2024

 

Indebtedness

 

Maturity Date

 

Coupon

 

Collateral
Assets
(1)

 

 

Outstanding
Balance

 

Syndicated RA(2)

 

June 2027

 

BBSY + 2.82%

 

$

852,461

 

 

$

467,988

 

 

 

 

 

 

 

$

852,461

 

 

$

467,988

 

 

 

 

 

 

 

 

 

December 31, 2023

 

Indebtedness

 

Maturity Date

 

Coupon

 

Collateral
Assets
(1)

 

 

Outstanding
Balance

 

Barclays RA

 

February 2026

 

SONIA + 2.55%

 

$

448,729

 

 

$

246,801

 

Syndicated RA(2)

 

June 2027

 

BBSY + 2.82%

 

 

939,551

 

 

 

515,551

 

 

 

 

 

 

 

$

1,388,280

 

 

$

762,352

 

__________

(1)
Represents the fair value of the Company’s real estate-related term loan investments.
(2)
Outstanding balance is reflected net of $0.9 million and $1.2 million of unamortized deferred financing costs as of December 31, 2024 and 2023, respectively.

 

 

 

43


 

8.
Unsecured Line of Credit

 

During May 2022, the Company increased its unsecured line of credit by $1.1 billion with additional banks for a total borrowing capacity of approximately $1.6 billion. In May 2024, the Company entered into an amendment to extend its unsecured line of credit for two years, at which time the Company may request an additional one-year extension thereafter. Interest under the unsecured line of credit is determined based on one-month U.S. dollar-denominated SOFR plus 2.5%. The repayment of the unsecured line of credit is guaranteed by the Company. As of December 31, 2024 and 2023, there were approximately $1.4 billion and $0.9 billion of borrowings outstanding on the unsecured line of credit, respectively.

 

9.
Other Assets and Other Liabilities

 

The following table summarizes the components of Other assets ($ in thousands):

 

 

December 31, 2024

 

 

December 31, 2023

 

Held-for-sale assets

 

$

685,674

 

 

$

 

Derivative instruments

 

 

368,871

 

 

 

554,263

 

Intangible assets, net

 

 

161,945

 

 

 

220,036

 

Receivables

 

 

106,545

 

 

 

127,573

 

Prepaid expenses

 

 

23,920

 

 

 

24,022

 

Deferred financing costs, net

 

 

14,671

 

 

 

6,006

 

Interest receivable

 

 

216

 

 

 

7,929

 

Deferred tax assets

 

 

 

 

 

5,043

 

Other

 

 

3,637

 

 

 

2,757

 

Total other assets

 

$

1,365,479

 

 

$

947,629

 

 

The following table summarizes the components of Other liabilities ($ in thousands):

 

 

 

December 31, 2024

 

 

December 31, 2023

 

Accounts payable and accrued expenses

 

$

74,097

 

 

$

75,809

 

Real estate taxes payable

 

 

68,784

 

 

 

73,145

 

Accrued interest expense

 

 

58,650

 

 

 

69,642

 

Intangible liabilities, net

 

 

47,601

 

 

 

59,567

 

Tenant security deposits

 

 

41,880

 

 

 

44,374

 

Distributions payable

 

 

40,612

 

 

 

43,044

 

Deferred tax liabilities

 

 

35,485

 

 

 

35,792

 

Held-for-sale liabilities

 

 

18,257

 

 

 

 

Deposits received on pending sales

 

 

14,790

 

 

 

 

Right-of-use liability - operating leases

 

 

12,328

 

 

 

12,402

 

Derivative instruments

 

 

9,505

 

 

 

46,178

 

Deferred income

 

 

8,430

 

 

 

11,894

 

Other taxes payable

 

 

10,267

 

 

 

5,005

 

Other

 

 

6,409

 

 

 

7,506

 

Total other liabilities

 

$

447,095

 

 

$

484,358

 

 

10.
Derivatives

 

The Company uses derivative financial instruments to minimize the risks and/or costs associated with the Company’s investments and financing transactions. The Company has not designated any of its derivative financial instruments as hedges as defined under GAAP. Although not designated as hedging instruments under GAAP, the Company’s derivatives are not speculative and are used to manage the Company’s exposure to interest rate movements, fluctuations in foreign exchange rates, and other identified risks.

 

The use of derivative financial instruments involves certain risks, including the risk that the counterparties to these contractual arrangements do not perform as agreed. To mitigate this risk, the Company enters into derivative financial instruments with counterparties it believes to have appropriate credit ratings and that are major financial institutions with which the Company and its affiliates may also have other financial relationships.

 

44


 

Interest Rate Contracts

 

Certain of the Company’s transactions expose the Company to interest rate risks, which include exposure to variable interest rates on certain loans secured by the Company’s real estate in addition to its secured financings of investments in real estate debt. The Company uses derivative financial instruments, which includes interest rate caps and swaps, and may also include options, floors, and other interest rate derivative contracts, to limit the Company’s exposure to the future variability of interest rates.

 

The following tables detail the Company’s outstanding interest rate derivatives that were non-designated hedges of interest rate risk (notional amounts in thousands):

 

 

December 31, 2024

Interest Rate Derivatives

 

Number of Instruments

 

Notional Amount

 

 

Weighted Average Strike Rate

 

Index

 

Weighted Average Maturity (Years)

Interest Rate Caps - Property debt

 

69

 

 $

 

9,401,374

 

 

2.1%

 

SOFR

 

1.3

Interest Rate Caps - Property debt

 

3

 

 €

 

109,905

 

 

1.0%

 

EURIBOR

 

0.4

Interest Rate Swaps - Property debt

 

1

 

 $

 

120,061

 

 

0.8%

 

SOFR

 

0.2

Interest Rate Swaps - Property debt

 

3

 

 €

 

207,721

 

 

1.9%

 

EURIBOR

 

2.6

Interest Rate Swaps - Property debt

 

2

 

 NOK

 

520,000

 

 

2.5%

 

NIBOR

 

3.1

  Total interest rate derivatives

 

78

 

 

 

 

 

2.1%

 

 

 

1.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2023

Interest Rate Derivatives

 

Number of Instruments

 

Notional Amount

 

 

Weighted Average Strike Rate

 

Index

 

Weighted Average Maturity (Years)

Interest Rate Caps - Property debt

 

70

 

 $

 

9,567,541

 

 

1.6%

 

SOFR

 

2.1

Interest Rate Caps - Property debt

 

4

 

 €

 

175,468

 

 

1.1%

 

EURIBOR

 

1.0

Interest Rate Swaps - Property debt

 

1

 

 $

 

117,863

 

 

0.8%

 

SOFR

 

1.2

Interest Rate Swaps - Property debt

 

3

 

 €

 

213,458

 

 

1.9%

 

EURIBOR

 

3.6

Interest Rate Swaps - Property debt

 

2

 

 NOK

 

520,000

 

 

2.5%

 

NIBOR

 

4.1

  Total interest rate derivatives

 

80

 

 

 

 

 

1.6%

 

 

 

2.1

 

Foreign Currency Forward Contracts

 

Certain of the Company’s international investments expose it to fluctuations in foreign currency exchange rates and interest rates. These fluctuations may impact the value of the Company’s cash receipts and payments in terms of its functional currency, the U.S. dollar. The Company uses foreign currency forward contracts to protect the value or fix the amount of certain investments or cash flows in terms of the U.S. dollar.

 

The following table details the Company’s outstanding foreign currency forward contracts that were non-designated hedges of foreign currency risk (notional amounts in thousands):

 

 

December 31, 2024

 

 

December 31, 2023

 

Foreign Currency Forward Contracts

 

Number of Instruments

 

Notional Amount

 

 

Number of Instruments

 

Notional Amount

 

Buy USD/Sell EUR Forward

 

40

 

 €

 

528,759

 

 

60

 

 €

 

577,283

 

Buy USD/Sell DKK Forward

 

8

 

 DKK

 

1,210,016

 

 

12

 

 DKK

 

1,301,016

 

Buy USD/Sell AUD Forward

 

5

 

 AUD

 

621,759

 

 

5

 

 AUD

 

621,759

 

Buy USD/Sell NOK Forward

 

12

 

 NOK

 

412,700

 

 

9

 

 NOK

 

1,160,941

 

Buy USD/Sell GBP Forward

 

 

 £

 

 

 

4

 

 £

 

142,858

 

 

Valuation and Financial Statement Impact

 

The following table details the fair value of the Company’s derivative financial instruments ($ in thousands):

 

 

 

Fair Value of Derivatives in an Asset (1) Position

 

 

Fair Value of Derivatives in a Liability (2) Position

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2024

 

 

December 31, 2023

 

Interest rate derivatives

 

$

325,991

 

 

$

537,390

 

 

$

 

 

$

 

Foreign currency forward contracts

 

 

42,880

 

 

 

16,873

 

 

 

9,505

 

 

 

46,178

 

Total derivatives

 

$

368,871

 

 

$

554,263

 

 

$

9,505

 

 

$

46,178

 

 

(1)
Included in Other assets on the Company’s Consolidated Balance Sheets.

45


 

(2)
Included in Other liabilities on the Company’s Consolidated Balance Sheets.

The following table details the effect of the Company’s derivative financial instruments in the Consolidated Statements of Operations and Comprehensive Loss ($ in thousands):

 

 

 

 

For the Year Ended December 31,

 

Type of Derivative

 

Net Realized/Unrealized (Loss) Gain

 

2024

 

 

2023

 

 

2022

 

Interest Rate Caps - Property debt

 

Unrealized (loss) gain(1)

 

$

(212,711

)

 

$

(305,693

)

 

$

498,696

 

Interest Rate Swaps - Property debt

 

Unrealized (loss) gain(1)

 

 

(9,031

)

 

 

(26,468

)

 

 

32,972

 

Foreign Currency Forward Contracts

 

Unrealized gain (loss) (2)

 

 

62,680

 

 

 

(67,466

)

 

 

30,556

 

Foreign Currency Forward Contracts

 

Realized gain(1)

 

 

14,034

 

 

 

26,112

 

 

 

57,176

 

Interest Rate Caps - Property debt

 

Realized gain(1)

 

 

1,831

 

 

 

26,778

 

 

 

 

Interest Rate Swaps - Property debt

 

Realized gain(1)

 

 

179

 

 

 

12,088

 

 

 

 

     Total

 

 

 

$

(143,018

)

 

$

(334,649

)

 

$

619,400

 

 

(1) Included in Other (expense) income, net in the Company’s Consolidated Statements of Operations and Comprehensive Loss.

(2) A portion of this amount is included in Income from investments in real estate debt, net and the remaining amount is included in Other (expense) income, net in the Company’s Consolidated Statements of Operations and Comprehensive Loss.

 

11.
Equity and Redeemable Non-controlling Interests

Authorized Capital

The Company is authorized to issue preferred stock and four classes of common stock consisting of Class T shares, Class S shares, Class D shares, and Class I shares. The Company’s board of directors has the ability to establish the preferences and rights of each class or series of preferred stock, without stockholder approval, and as such, it may afford the holders of any series or class of preferred stock preferences, powers and rights senior to the rights of holders of common stock. The differences among the common share classes relate to upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees. See Note 2 for a further description of such items. Other than the differences in upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees, each class of common stock is subject to the same economic and voting rights.

As of December 31, 2024, the Company had the authority to issue 3,100,000,000 shares of capital stock, consisting of the following:

 

Classification

 

Number of
Shares

 

 

Par Value

 

Preferred Stock

 

 

100,000,000

 

 

$

 

0.01

 

Class T Shares

 

 

500,000,000

 

 

$

 

0.01

 

Class S Shares

 

 

1,000,000,000

 

 

$

 

0.01

 

Class D Shares

 

 

500,000,000

 

 

$

 

0.01

 

Class I Shares

 

 

1,000,000,000

 

 

$

 

0.01

 

Total

 

 

3,100,000,000

 

 

 

 

 

 

46


 

 

Common Stock

 

The following table details the movement in the Company’s outstanding shares of common stock:

 

 

 

Class T

 

 

Class S

 

 

Class D

 

 

Class I

 

 

Total

 

January 1, 2022

 

 

4,648,436

 

 

 

154,381,036

 

 

 

22,142,299

 

 

 

163,624,500

 

 

 

344,796,271

 

Common stock shares issued (1)

 

 

1,112,055

 

 

 

80,943,605

 

 

 

10,500,831

 

 

 

109,276,249

 

 

 

201,832,740

 

Distribution reinvestment plan shares issued

 

 

125,187

 

 

 

3,647,656

 

 

 

720,473

 

 

 

3,664,723

 

 

 

8,158,039

 

Common stock shares repurchased

 

 

(164,182

)

 

 

(14,415,387

)

 

 

(2,389,430

)

 

 

(32,146,156

)

 

 

(49,115,155

)

Independent directors’ restricted stock grant(2)

 

 

 

 

 

 

 

 

 

 

 

35,697

 

 

 

35,697

 

December 31, 2022

 

 

5,721,496

 

 

 

224,556,910

 

 

 

30,974,173

 

 

 

244,455,013

 

 

 

505,707,592

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock shares issued (1)

 

 

(98,898

)

 

 

4,915,057

 

 

 

(153,390

)

 

 

14,803,271

 

 

 

19,466,040

 

Distribution reinvestment plan shares issued

 

 

141,944

 

 

 

3,788,883

 

 

 

335,712

 

 

 

3,849,211

 

 

 

8,115,750

 

Common stock shares repurchased

 

 

(482,517

)

 

 

(38,237,234

)

 

 

(3,643,944

)

 

 

(60,147,804

)

 

 

(102,511,499

)

Independent directors’ restricted stock grant(2)

 

 

 

 

 

 

 

 

 

 

 

30,361

 

 

 

30,361

 

December 31, 2023

 

 

5,282,025

 

 

 

195,023,616

 

 

 

27,512,551

 

 

 

202,990,052

 

 

 

430,808,244

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock shares issued (1)

 

 

(230,764

)

 

 

209,158

 

 

 

293,126

 

 

 

9,457,765

 

 

 

9,729,285

 

Distribution reinvestment plan shares issued

 

 

142,951

 

 

 

3,660,648

 

 

 

500,536

 

 

 

3,204,529

 

 

 

7,508,664

 

Common stock shares repurchased

 

 

(138,567

)

 

 

(17,502,181

)

 

 

(2,378,099

)

 

 

(26,288,430

)

 

 

(46,307,277

)

Independent directors’ restricted stock grant(2)

 

 

 

 

 

 

 

 

 

 

 

33,797

 

 

 

33,797

 

December 31, 2024

 

 

5,055,645

 

 

 

181,391,241

 

 

 

25,928,114

 

 

 

189,397,713

 

 

 

401,772,713

 

__________

(1)
Includes exchanges between share classes.
(2)
The independent directors’ restricted stock grant represents $0.8 million, $0.8 million and $0.8 million of the annual compensation paid to the independent directors for the years ended December 31, 2024, 2023 and 2022, respectively. Each grant is amortized over the one-year service period of such grant.

Share Repurchases

The Company has adopted a share repurchase plan whereby, subject to certain limitations, stockholders may request on a monthly basis that the Company repurchases all or any portion of their shares. Should repurchase requests, in the Company’s judgment, place an undue burden on its liquidity, adversely affect its operations or risk having an adverse impact on the Company as a whole, or should the Company otherwise determine that investing its liquid assets in real properties or other illiquid investments rather than repurchasing its shares is in the best interests of the Company as a whole, then the Company may choose to repurchase fewer shares than have been requested to be repurchased, or none at all. Further, the Company’s board of directors may modify or suspend the Company’s share repurchase plan if it deems such action to be in the Company’s best interest and in the best interest of its stockholders. In addition, the total amount of shares that the Company may repurchase is limited. From the Companys inception until its share repurchase plan was amended as described below, the total amount of shares that the Company could repurchase was limited, in any calendar month, to shares whose aggregate value (based on the repurchase price per share on the date of the repurchase) was no more than 2% of its aggregate NAV per month (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month) and no more than 5% of its aggregate NAV per calendar quarter (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding quarter). In the event that the Company determines to repurchase some but not all of the shares submitted for repurchase during any month, shares repurchased at the end of the month will be repurchased on a pro rata basis.

On May 23, 2024, the Company amended its share repurchase plan such that, beginning with repurchases during the month of May 2024, the Company limits share repurchases to 0.33% of NAV per month (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month) and, beginning on July 1, 2024, the Company limits share repurchases to 1% of NAV per quarter (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding quarter).

For the years ended December 31, 2024, 2023 and 2022, the Company repurchased 46.3 million, 102.5 million and 49.1 million shares of common stock representing a total of $1.1 billion, $2.6 billion and $1.3 billion, respectively.

47


 

Distributions

The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Code.

Each class of common stock receives the same gross distribution per share. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and is paid directly to the applicable distributor.

The following table details the aggregate distributions declared for each applicable class of common stock:

 

 

Year Ended December 31, 2024

 

 

 

Class T

 

 

Class S

 

 

Class D

 

 

Class I

 

Aggregate gross distributions declared per share of common stock

 

$

 

1.2420

 

 

$

 

1.2420

 

 

$

 

1.2420

 

 

$

 

1.2420

 

Stockholder servicing fee per share of common stock

 

 

 

(0.1923

)

 

 

 

(0.1929

)

 

 

 

(0.0556

)

 

 

 

 

Net distributions declared per share of common stock

 

$

 

1.0497

 

 

$

 

1.0491

 

 

$

 

1.1864

 

 

$

 

1.2420

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31, 2023

 

 

 

Class T

 

 

Class S

 

 

Class D

 

 

Class I

 

Aggregate gross distributions declared per share of common stock

 

$

 

1.2420

 

 

$

 

1.2420

 

 

$

 

1.2420

 

 

$

 

1.2420

 

Stockholder servicing fee per share of common stock

 

 

 

(0.2157

)

 

 

 

(0.2158

)

 

 

 

(0.0622

)

 

 

 

 

Net distributions declared per share of common stock

 

$

 

1.0263

 

 

$

 

1.0262

 

 

$

 

1.1798

 

 

$

 

1.2420

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31, 2022

 

 

 

Class T

 

 

Class S

 

 

Class D

 

 

Class I

 

Aggregate gross distributions declared per share of common stock

 

$

 

1.2420

 

 

$

 

1.2420

 

 

$

 

1.2420

 

 

$

 

1.2420

 

Stockholder servicing fee per share of common stock

 

 

 

(0.2320

)

 

 

 

(0.2318

)

 

 

 

(0.0672

)

 

 

 

 

Net distributions declared per share of common stock

 

$

 

1.0100

 

 

$

 

1.0102

 

 

$

 

1.1748

 

 

$

 

1.2420

 

 

Redeemable Non-controlling Interests

In connection with its performance participation interest, the Special Limited Partner holds Class I units in the Operating Partnership. See Note 12 for further details of the Special Limited Partner’s performance participation interest. Because the Special Limited Partner has the ability to redeem its Class I units for cash, at its election, the Company has classified these Class I units as Redeemable non-controlling interest in mezzanine equity on the Company’s Consolidated Balance Sheets. The redeemable non-controlling interest is recorded at the greater of the carrying amount, adjusted for its share of the allocation of income or loss and distributions, or the redemption value, which is equivalent to fair value, of such units at the end of each measurement period. In addition to the Special Limited Partner’s interest noted above, certain third parties also have a redeemable non-controlling interest.

The following table details the redeemable non-controlling interests activity related to the Special Limited Partner and third-party Operating Partnership unitholders for the years ended December 31, 2024 and 2023 ($ in thousands):

 

 

 

Special Limited Partner(1)

 

 

Third-party Operating Partnership unitholders

 

 

Total

 

Balance at December 31, 2022

 

$

238,322

 

 

$

188,777

 

 

$

427,099

 

  Settlement of performance participation allocation

 

 

102,348

 

 

 

 

 

 

102,348

 

  Repurchases

 

 

 

 

 

(620

)

 

 

(620

)

  GAAP loss allocation

 

 

(18,753

)

 

 

(10,412

)

 

 

(29,165

)

  Distributions

 

 

(16,065

)

 

 

(8,895

)

 

 

(24,960

)

  Fair value allocation

 

 

(10,160

)

 

 

(4,680

)

 

 

(14,840

)

Balance at December 31, 2023

 

$

295,692

 

 

$

164,170

 

 

$

459,862

 

  Settlement of performance participation allocation

 

 

 

 

 

 

 

 

 

  Conversion to Class I shares

 

 

 

 

 

(1,144

)

 

 

(1,144

)

  GAAP loss allocation

 

 

(23,306

)

 

 

(12,791

)

 

 

(36,097

)

  Distributions

 

 

(16,065

)

 

 

(8,835

)

 

 

(24,900

)

  Fair value allocation

 

 

24,551

 

 

 

12,606

 

 

 

37,157

 

Balance at December 31, 2024

 

$

280,872

 

 

$

154,006

 

 

$

434,878

 

 

48


 

(1)
Includes units transferred to Barry S. Sternlicht, which are deemed to be beneficially owned by Mr. Sternlicht.

49


 

12.
Related Party Transactions

Management Fee and Performance Participation Allocation

Prior to May 2024, the Advisor was entitled to an annual management fee equal to (i) 1.25% of the Company’s NAV per annum payable monthly, before giving effect to any accruals for the management fee, the stockholder servicing fee, the performance participation interest or any distributions, plus (ii) 1.25% per annum of the aggregate DST Property consideration for all DST Properties subject to the fair market value option held by the Operating Partnership. For avoidance of doubt, the Advisor does not receive a duplicative management fee with respect to any DST Property. Additionally, to the extent the Operating Partnership issues Operating Partnership units to parties other than the Company, the Operating Partnership will pay the Advisor an annual management fee equal to 1.25% of the Operating Partnership’s NAV attributable to such Operating Partnership units not held by the Company, payable monthly. The management fee can be paid, at the Advisor’s election, in cash, shares of common stock, or Operating Partnership units.

In connection with the share repurchase plan amendment, the Advisor has agreed, commencing with the month of May 2024, to waive 20% of its management fee, thereby reducing it from 1.25% of NAV to 1% of NAV, until the Company’s share repurchase plan has been reinstated to the monthly repurchase limit of 2% of NAV (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding month) and quarterly repurchase limit of 5% of NAV (measured using the aggregate NAV attributable to stockholders as of the end of the immediately preceding quarter).

During the years ended December 31, 2024, 2023, and 2022, the Company incurred management fees of $105.4 million, $153.4 million, and $167.1 million, respectively.

To date, the Advisor has elected to receive the management fee in shares of the Company’s common stock. The Company issued 4,336,544 and 5,673,483 unregistered Class I shares to the Advisor as payment for the 2024 and 2023 management fees, respectively, and also had a payable of $7.7 million and $10.9 million related to the management fees as of December 31, 2024 and 2023, respectively, which are included in Due to affiliates on the Company’s Consolidated Balance Sheets. During January 2025, the Advisor was issued 354,652 unregistered Class I shares as payment for the $7.7 million management fee accrued as of December 31, 2024. During January 2024, the Advisor was issued 473,622 unregistered Class I shares to the Advisor as payment for the $10.9 million management fee accrued as of December 31, 2023. The shares issued to the Advisor for payment of the management fee were issued at the applicable NAV per share at the end of each month for which the fee was earned.

Additionally, the Special Limited Partner, an affiliate of the Advisor, holds a performance participation interest in the Operating Partnership that entitles it to receive an allocation of the Operating Partnership’s total return to its capital account. Total return is defined as distributions paid or accrued plus the change in NAV. Under the Operating Partnership’s limited partnership agreement, the annual total return will be allocated solely to the Special Limited Partner after the other unit holders have received a total return of 5% (after recouping any loss carryforward amount) and such allocation will continue until the allocation between the Special Limited Partner and all other unit holders is equal to 12.5% and 87.5%, respectively. Thereafter, the Special Limited Partner will receive an allocation of 12.5% of the annual total return. The annual distribution of the performance participation interest will be paid in cash or Class I units of the Operating Partnership, at the election of the Special Limited Partner. During the years ended December 31, 2024 and 2023, the Company did not recognize a performance participation allocation as certain thresholds were not achieved. During the year ended December 31, 2022, the Company recognized $102.3 million of performance participation interest in the Company’s consolidated financial statements.

The performance participation interest for 2022 became payable on December 31, 2022 and, in January 2023, the Company caused the Operating Partnership to issue 3,886,034 Class I units in the Operating Partnership to the Special Limited Partner as payment for the performance participation interest for 2022. Such Class I units were issued at the NAV per unit as of December 31, 2022.

 

Investment in Real Estate Debt - Dispositions

During the year ended December 31, 2024, the Company disposed of its £352.0 million GBP term loan investment through a series of disposition transactions, as follows: (i) £176.0 million was sold to an affiliate of the Advisor for a net purchase price of £174.2 million; and (ii) £176.0 million was sold to an affiliate of the Advisor and an unaffiliated third-party, who co-invested in the transaction, for an aggregate purchase price of £174.2 million. The purchase price was determined by the unaffiliated and independent third-party. In connection with the disposition, the Company repaid all related borrowings under secured financing agreements of £193.6 million.

50


 

 

Related Party Share Ownership

 

As of December 31, 2024, the Advisor, its employees, and its affiliates, including the Company’s executive officers, hold an aggregate of $526.9 million in the Company, across shares of common stock of the Company and Class I units in the Operating Partnership. During the year ended December 31, 2024, the Company repurchased 2.1 million Class I shares held by the Advisor and certain directors for total consideration of $46.3 million. During the year ended December 31, 2023, the Company repurchased 3.2 million Class I shares held by the Advisor and certain directors for total consideration of $80.6 million. The Advisor repurchases were used primarily to settle tax obligations incurred by the Advisor.

Due to Affiliates

The following table details the components of Due to affiliates ($ in thousands):

 

 

 

December 31, 2024

 

 

December 31, 2023

 

Accrued stockholder servicing fee

 

$

262,264

 

 

$

301,017

 

Performance participation allocation

 

 

 

 

 

 

Accrued management fee

 

 

7,701

 

 

 

10,853

 

Advanced operating expenses

 

 

1,844

 

 

 

4,458

 

Accrued affiliate service provider expenses

 

 

3,792

 

 

 

3,068

 

Advanced organization and offering costs

 

 

 

 

 

1,561

 

Total

 

$

275,601

 

 

$

320,957

 

 

Accrued stockholder servicing fee

 

The Company accrues the full amount of the future stockholder servicing fees payable to the Dealer Manager for Class T shares, Class S shares, and Class D shares up to the 8.75% limit at the time such shares are sold. The Dealer Manager has entered into agreements with the participating broker dealers distributing the Company’s shares in the public offerings, which provide, among other things, for the re-allowance of the full amount of the selling commissions and dealer manager fees and all or a portion of the stockholder servicing fees received by the Dealer Manager to such participating broker dealers.

Advanced organization and offering costs

The Advisor and its affiliates incurred $7.3 million of organization and offering costs (excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) on behalf of the Company through December 21, 2019. Such amount was being reimbursed to the Advisor ratably over 60 months, which commenced in January 2020 and were fully reimbursed as of December 31, 2024.

Accrued affiliate service provider expenses

The Company has engaged and expects to continue to engage Highmark Residential (formerly Milestone Management), a portfolio company owned by an affiliate of the Sponsor, to provide day-to-day operational and management services (including leasing, construction management, revenue management, accounting, legal and contract management, expense management, and capital expenditure projects and transaction support services) for a portion of the Company’s multifamily properties. The cost for such services is a percentage of the gross receipts and project costs, respectively, (which will be reviewed periodically and adjusted if appropriate), plus actual costs allocated for transaction support services. During the years ended December 31, 2024, 2023 and 2022, the Company incurred approximately $31.6 million, $25.8 million and $17.3 million of expenses due to Highmark Residential in connection with its operational and management services, respectively. These amounts are included in Property operating expenses on the Company’s Consolidated Statements of Operations and Comprehensive Loss.

The Company has engaged Rinaldi, Finkelstein & Franklin L.L.C. (“RFF”), a law firm owned and controlled by Ellis F. Rinaldi, Co-General Counsel and Senior Managing Director of the Sponsor and certain of its affiliates, to provide corporate legal support services to the Company. During the years ended December 31, 2024, 2023 and 2022, the amounts incurred for services provided by RFF were $0.5 million, $0.3 million and $0.5 million, respectively.

 

The Company has engaged Essex Title, LLC (“Essex”), a title agent company majority owned by Starwood Capital. Essex acts as an agent for one or more underwriters in issuing title policies and/or providing support services in connection with investments by the Company, Starwood Capital and its affiliates and third parties. Essex focuses on transactions in rate-regulated states where the cost of title insurance is non-negotiable. Essex will not perform services in non-regulated states for the Company, unless (i) in the context of a

51


 

portfolio transaction that includes properties in rate-regulated states, (ii) as part of a syndicate of title insurance companies where the rate is negotiated by other insurers or their agents, (iii) when a third party is paying all or a material portion of the premium or (iv) when providing only support services to the underwriter. Essex earns fees, which would have otherwise been paid to third parties, by providing title agency services and facilitating placement of title insurance with underwriters. Starwood Capital receives distributions from Essex in connection with investments by the Company based on its equity interest in Essex. In each case, there will be no related offset to the Company. During the years ended December 31, 2024, 2023 and 2022 the Company incurred $0.5 million, $1.5 million, and $4.3 million of expenses for services provided by Essex, respectively.

 

The Company has engaged Starwood Retail Partners to provide leasing and legal services for any retail and certain industrial and other properties the Company acquires. During the years ended December 31, 2024 and 2023, the Company incurred approximately $0.4 million and $0.2 million of expenses from Starwood Retail Partners, respectively. During the year ended December 31, 2022, the Company incurred an insignificant amount of expenses from Starwood Retail Partners.

 

The Company has incurred legal expenses from third party law firms whose lawyers have been seconded to affiliates of Starwood Capital for the purpose of providing legal services in Europe to investment vehicles sponsored by Starwood Capital. During the year ended December 31, 2024, the Company incurred an insignificant amount of expenses relating to these services provided. During the years ended December 31, 2023 and 2022, the amounts incurred for services provided were $0.2 million and $0.4 million, respectively.

 

The Company has engaged STR Management Co, LLC, an affiliate of the Advisor, to provide property management services to certain of the Company’s residential units that function as short term rental assets. The costs for such services is a percentage of gross revenue produced by the short-term rentals on a monthly basis. During the years ended December 31, 2024, 2023 and 2022, the Company incurred approximately $1.6 million, $0.8 million and $0.2 million of expenses for services provided from SCG STR Management Co, LLC, respectively.

The Company has entered into an agreement with an affiliate of Starwood Global Opportunity Fund XI to assist with property management of the Company’s assets in Spain and Italy. The Starwood Capital Group (“SCG”) Southern Europe Team charges market fees for such property management services. During the years ended December 31, 2024, 2023 and 2022, the amounts incurred for services provided by the SCG Southern Europe Team were $0.3 million, respectively.

 

Advanced operating expenses

As of December 31, 2023, the Advisor had advanced an insignificant amount of expenses on the Company’s behalf for general corporate expenses provided by unaffiliated third parties. Such amounts (incurred prior to 2019) were being reimbursed to the Advisor ratably over a 60 month period, which commenced in January 2020 and were fully reimbursed as of December 31, 2024.

As of December 31, 2024, 2023 and 2022, the Advisor had incurred approximately $12.9 million, $14.5 million and $15.8 million, respectively, of expenses on the Company’s behalf for general corporate expenses. Such amounts are being reimbursed to the Advisor one month in arrears.

 

DST Program expenses

During the year ended December 31, 2024, the Company incurred approximately $2.0 million of expenses in connection with the DST Program. No expenses were incurred by the Company in connection with the DST Program during the years ended December 31, 2023 and 2022, respectively.

 

13.
Commitments and Contingencies

As of December 31, 2024 and 2023, the Company is not subject to any material litigation nor is the Company aware of any material litigation threatened against it.

14.
Leases

Lessee

 

Certain of the Company’s investments in real estate are subject to a ground lease. The Company’s ground leases are classified as right of use liability – operating leases based on the characteristics of the respective lease. Right-of-use liabilities are presented within Other liabilities on the Company’s Consolidated Balance Sheets. The ground leases were acquired as part of the acquisition of real estate and

52


 

no incremental costs were incurred for such ground leases. The Company’s ground leases are non-cancelable and do not contain any additional renewal options.

The following table presents the future lease payments due under the Company’s ground leases as of December 31, 2024 ($ in thousands):

Year

 

Operating
Leases

 

2025

 

$

 

714

 

2026

 

 

 

714

 

2027

 

 

 

714

 

2028

 

 

 

714

 

2029

 

 

 

714

 

Thereafter

 

 

 

24,351

 

Total undiscounted future lease payments

 

 

 

27,921

 

Difference between undiscounted cash flows and discounted cash flows

 

 

 

(15,593

)

Total lease liability

 

$

 

12,328

 

 

The Company utilized its incremental borrowing rate, which was between 4.5% and 6%, to determine its lease liabilities. As of December 31, 2024, the weighted average remaining lease term of the Company’s operating leases was 35 years.

 

Payments under the Company’s ground leases contain fixed payment components. The Company’s ground leases contained escalations prior to the Company’s hold period.

Lessor

 

The Company’s rental revenue primarily consists of rent earned from operating leases at the Company’s multifamily, industrial, office, and other properties. Leases at the Company’s industrial, office and other properties generally include a fixed base rent and certain leases also contain a variable component. The variable component of the Company’s operating leases at its industrial, office and other properties primarily consist of the reimbursement of operating expenses such as real estate taxes, insurance, and common area maintenance costs.

 

Leases at the Company’s industrial, office and other properties are generally longer term and may contain extension and termination options at the lessee’s election. The Company’s rental revenue earned from leases at the Company’s multifamily and certain other properties, including single-family rental and self-storage properties, primarily consists of a fixed base rent and certain leases contain a variable component that allows for the pass-through of certain operating expenses such as utilities. Leases at the Company’s multifamily and certain other properties including single-family rental and self-storage properties, are short term in nature, generally not greater than 12 months in length.

The following table summarizes the fixed and variable components of the Company’s operating leases ($ in thousands):

 

 

For the Year Ended December 31,

 

 

 

2024

 

 

2023

 

 

2022

 

Fixed lease payments

 

$

 

1,498,556

 

 

$

 

1,540,130

 

 

$

 

1,376,577

 

Variable lease payments

 

 

 

150,735

 

 

 

 

155,787

 

 

 

 

144,078

 

Rental revenue

 

$

 

1,649,291

 

 

$

 

1,695,917

 

 

$

 

1,520,655

 

The following table presents the undiscounted future minimum rents the Company expects to receive for its industrial, office, and other properties as of December 31, 2024 ($ in thousands). Leases at the Company’s multifamily and certain other properties, including single-family and self-storage properties, are short term, generally 12 months or less, and are therefore not included.

 

Year

 

Future Minimum Rents

 

2025

 

$

 

268,710

 

2026

 

 

 

243,312

 

2027

 

 

 

214,445

 

2028

 

 

 

176,798

 

2029

 

 

 

151,733

 

Thereafter

 

 

 

357,324

 

Total

 

$

 

1,412,322

 

 

 

53


 

15.
Segment Reporting

 

As of January 1, 2025, the Company operates in five reportable segments: Multifamily properties, Industrial properties, Office properties, Other properties, and Investments in real estate debt. Effective January 1, 2025, the Single-Family Rental properties and Self-Storage properties segments were combined within the Other properties segment and previous amounts have been recasted to conform with current period presentation. The CODM is the Company’s Chief Executive Officer, who manages the Company, including allocating resources and evaluating results based on the performance of each segment individually. The Company believes that segment net operating income is the key performance metric that captures the unique operating characteristics of each segment. The Company allocates resources and evaluates results based on the performance of each segment individually. All property revenue and property operating expenses are disaggregated by operating segment. The CODM does not evaluate general and administrative expenses, management fee expenses, depreciation and amortization expense, interest expense, other expense, net, impairment of investments in real estate, net gains on dispositions of real estate, or losses on extinguishment of debt, by segment.

The following table sets forth the total assets by segment ($ in thousands):

 

 

December 31, 2024

 

 

December 31, 2023

 

Multifamily

$

 

14,451,751

 

 

$

 

15,161,836

 

Industrial

 

 

2,442,951

 

 

 

 

2,820,658

 

Office

 

 

1,571,229

 

 

 

 

1,651,347

 

Other properties(1)

 

 

1,519,640

 

 

 

 

1,788,105

 

Investments in real estate debt

 

 

852,461

 

 

 

 

1,589,350

 

Other (Corporate)

 

 

153,957

 

 

 

 

102,678

 

Total assets

$

 

20,991,989

 

 

$

 

23,113,974

 

 

(1)
Other properties includes hospitality, single-family rental, self-storage, medical office and retail properties and two investments in unconsolidated real estate ventures.

54


 

The following table sets forth the financial results by segment for the year ended December 31, 2024 ($ in thousands):

 

 

Multifamily

 

 

Industrial

 

 

Office

 

 

Other

 

 

Investments
in Real
Estate Debt

 

 

Total

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

$

 

1,218,669

 

 

$

 

183,244

 

 

$

 

166,586

 

 

$

 

80,792

 

 

$

 

 

 

$

 

1,649,291

 

Other revenue

 

 

15,133

 

 

 

 

663

 

 

 

 

212

 

 

 

 

22,486

 

 

 

 

 

 

 

 

38,494

 

Total revenues

 

 

1,233,802

 

 

 

 

183,907

 

 

 

 

166,798

 

 

 

 

103,278

 

 

 

 

 

 

 

 

1,687,785

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property operating

 

 

559,566

 

 

 

 

46,071

 

 

 

 

60,784

 

 

 

 

48,570

 

 

 

 

 

 

 

 

714,991

 

Total segment expenses

 

 

559,566

 

 

 

 

46,071

 

 

 

 

60,784

 

 

 

 

48,570

 

 

 

 

 

 

 

 

714,991

 

Loss from unconsolidated
   real estate ventures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(13,435

)

 

 

 

 

 

 

 

(13,435

)

Income from investments in
   real estate debt, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

95,755

 

 

 

 

95,755

 

Segment net operating income

$

 

674,236

 

 

$

 

137,836

 

 

$

 

106,014

 

 

$

 

41,273

 

 

$

 

95,755

 

 

$

 

1,055,114

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(47,048

)

Management fees

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(105,356

)

Impairment of investments in real estate

 

 

 

 

 

 

 

 

 

 

(150,392

)

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(742,220

)

Net gain on dispositions of real estate

 

 

 

 

 

 

 

 

 

 

 

 

87,108

 

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(641,420

)

Other expense, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(179,994

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

 

(724,208

)

  Net loss attributable to non-controlling interests in consolidated joint ventures

 

 

 

 

 

 

 

 

 

 

3,228

 

  Net loss attributable to non-controlling interests in Operating Partnership

 

 

 

 

 

 

 

 

 

 

 

 

36,097

 

Net loss attributable to stockholders

 

 

 

 

 

 

 

 

 

 

$

 

(684,883

)

 

55


 

The following table sets forth the financial results by segment for the year ended December 31, 2023 ($ in thousands):

 

 

Multifamily

 

 

Industrial

 

 

Office

 

 

Other

 

 

Investments
in Real
Estate Debt

 

 

Total

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

$

 

1,215,981

 

 

$

 

203,419

 

 

$

 

157,463

 

 

$

 

119,054

 

 

$

 

 

 

$

 

1,695,917

 

Other revenue

 

 

10,394

 

 

 

 

4

 

 

 

 

285

 

 

 

 

47,718

 

 

 

 

 

 

 

 

58,401

 

Total revenues

 

 

1,226,375

 

 

 

 

203,423

 

 

 

 

157,748

 

 

 

 

166,772

 

 

 

 

 

 

 

 

1,754,318

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property operating

 

 

552,760

 

 

 

 

51,163

 

 

 

 

59,668

 

 

 

 

84,931

 

 

 

 

 

 

 

 

748,522

 

Total segment expenses

 

 

552,760

 

 

 

 

51,163

 

 

 

 

59,668

 

 

 

 

84,931

 

 

 

 

 

 

 

 

748,522

 

Loss from unconsolidated
   real estate ventures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(11,624

)

 

 

 

 

 

 

 

(11,624

)

Income from investments in real
   estate debt, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

123,138

 

 

 

 

123,138

 

Segment net operating income

$

 

673,615

 

 

$

 

152,260

 

 

$

 

98,080

 

 

$

 

70,217

 

 

$

 

123,138

 

 

$

 

1,117,310

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(45,144

)

Management fees

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(153,411

)

Impairment of investments in real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(188,804

)

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(811,788

)

Net gain on dispositions of real estate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

289,818

 

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(583,476

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(93

)

Other expense, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(299,930

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

 

(675,518

)

Net income attributable to non-controlling interests in consolidated joint ventures

 

 

 

 

 

 

 

 

 

 

 

 

(3,350

)

Net loss attributable to non-controlling interests in Operating Partnership

 

 

 

 

 

 

 

 

 

 

 

 

29,165

 

Net loss attributable to stockholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

 

(649,703

)

 

56


 

The following table sets forth the financial results by segment for the year ended December 31, 2022 ($ in thousands):

 

 

Multifamily

 

 

Industrial

 

 

Office

 

 

Other

 

 

Investments
in Real
Estate Debt

 

 

Total

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

$

 

1,068,277

 

 

$

 

177,998

 

 

$

 

136,185

 

 

$

 

138,195

 

 

$

 

 

 

$

 

1,520,655

 

Other revenue

 

 

11,114

 

 

 

 

42

 

 

 

 

416

 

 

 

 

47,121

 

 

 

 

 

 

 

 

58,693

 

Total revenues

 

 

1,079,391

 

 

 

 

178,040

 

 

 

 

136,601

 

 

 

 

185,316

 

 

 

 

 

 

 

 

1,579,348

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property operating

 

 

467,413

 

 

 

 

44,983

 

 

 

 

52,972

 

 

 

 

85,226

 

 

 

 

 

 

 

 

650,594

 

Total segment expenses

 

 

467,413

 

 

 

 

44,983

 

 

 

 

52,972

 

 

 

 

85,226

 

 

 

 

 

 

 

 

650,594

 

Income from unconsolidated
   real estate ventures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,189

 

 

 

 

 

 

 

 

12,189

 

Income from investments in real
   estate debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

99,787

 

 

 

 

99,787

 

Segment net operating income

$

 

611,978

 

 

$

 

133,057

 

 

$

 

83,629

 

 

$

 

112,279

 

 

$

 

99,787

 

 

$

 

1,040,730

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(44,708

)

Management fees

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(167,100

)

Performance participation allocation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(102,348

)

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(848,943

)

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(428,853

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(313

)

Other income, net

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

485,608

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

 

(65,927

)

Net income attributable to non-controlling interests in consolidated joint ventures

 

 

 

 

 

 

 

 

 

 

 

 

(1,927

)

Net loss attributable to non-controlling interests in Operating Partnership

 

 

 

 

 

 

 

 

 

 

 

 

2,146

 

Net loss attributable to stockholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

 

(65,708

)

 

16.
Subsequent Events

 

Financing and Capital Activity

During the period from January 1, 2025 through March 21, 2025, the Company repurchased $0.1 billion of common stock through its share repurchase plan.

During the period from January 1, 2025 through March 21, 2025, the Company repaid $0.3 billion of net borrowings on its unsecured line of credit.

 

Asset Dispositions

 

During the period from January 1, 2025 through March 21, 2025, the Company received $0.2 billion of net proceeds from sales of investments in real estate.

 

Reportable Segment Changes

 

As of January 1, 2025, the Company operates in five reportable segments: Multifamily, Industrial, Office, Other, and Investments in Real Estate Debt. As of January 1, 2025, the Single-Family Rental properties and Self-Storage properties segments were combined within the Other properties segment and previous amounts have been recasted to conform with current period presentation.

 

 

57


 

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

 

(a)
List of documents filed:

 

(1)
The consolidated financial statements of the Company.

 

(2)
Financial Statement Schedules:

 

The following financial statement schedule for the year ended December 31, 2024 is submitted herewith:

 

 

 

 

Page

 

 

 

 

 

Real Estate and Accumulated Depreciation (Schedule III)

 

60

 

The agreements and other documents filed as exhibits to the 2024 Form 10-K are omitted and have not been amended or restated as part of this Form 8-K/A. This Form 8-K/A does not reflect events occurring after the Company filed the 2024 Form 10-K and does not modify or update the disclosures therein in any way, other than to illustrate the impact of the segment changes as described above. For developments subsequent to the filing of the 2024 Form 10-K, refer to the 2025 Form 10-Q. This Form 8-K/A should be read in conjunction with the 2024 Form 10-K and the 2025 Form 10-Q.

 

 

58


 

Schedule III – Real Estate and Accumulated Depreciation as of December 31, 2024 ($ in thousands)

 

 

 

 

 

 

 

 

 

 

Initial Cost

 

 

Costs Capitalized
Subsequent
to Acquisition

 

 

Gross Amounts at which
Carried at the Close of
Period
(2)

 

 

 

 

 

 

 

 

 

Description

 

Location

 

Encumbrances(1)

 

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Total

 

Accumulated
Depreciation
(1)

 

 

Year
Acquired

Multifamily properties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Phoenix Property

 

Mesa, AZ

 

 $

 

43,542

 

 

 $

 

9,472

 

 $

 

35,909

 

 $

 

(2,757

)

 $

 

1,910

 

 $

 

6,715

 

 $

 

37,819

 

 $

 

44,534

 

 $

 

(6,436

)

 

2019

Florida Multifamily Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Various Properties (2)

 

Jacksonville, FL

 

 

 

36,455

 

 

 

 

11,574

 

 

 

37,920

 

 

 

(2,449

)

 

 

4,678

 

 

 

9,125

 

 

 

42,598

 

 

 

51,723

 

 

 

(6,925

)

 

2019

Various Properties (2)

 

Naples FL

 

 

 

36,112

 

 

 

 

14,045

 

 

 

37,025

 

 

 

(2,256

)

 

 

3,166

 

 

 

11,789

 

 

 

40,191

 

 

 

51,980

 

 

 

(6,593

)

 

2019

Columbus Multifamily (2 properties)

 

Columbus, OH

 

 

 

68,326

 

 

 

 

6,093

 

 

 

96,153

 

 

 

946

 

 

 

6,968

 

 

 

7,039

 

 

 

103,121

 

 

 

110,160

 

 

 

(12,900

)

 

2019

Cascades Apartments

 

Charlotte, NC

 

 

 

72,195

 

 

 

 

12,711

 

 

 

92,689

 

 

 

(2,060

)

 

 

2,411

 

 

 

10,651

 

 

 

95,100

 

 

 

105,751

 

 

 

(14,279

)

 

2019

Exchange on Erwin

 

Durham, NC

 

 

 

50,542

 

 

 

 

18,313

 

 

 

54,839

 

 

 

(541

)

 

 

275

 

 

 

17,772

 

 

 

55,114

 

 

 

72,886

 

 

 

(8,469

)

 

2019

Avida Apartments

 

Salt Lake City, UT

 

 

 

56,355

 

 

 

 

8,018

 

 

 

73,763

 

 

 

196

 

 

 

1,865

 

 

 

8,214

 

 

 

75,628

 

 

 

83,842

 

 

 

(11,221

)

 

2019

Kalina Way

 

Salt Lake City, UT

 

 

 

57,928

 

 

 

 

7,101

 

 

 

74,739

 

 

 

500

 

 

 

503

 

 

 

7,601

 

 

 

75,242

 

 

 

82,843

 

 

 

(10,895

)

 

2020

Southeast Affordable Housing Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Riverwalk

 

Brighton, CO

 

 

 

19,015

 

 

 

 

3,280

 

 

 

20,932

 

 

 

332

 

 

 

1,261

 

 

 

3,612

 

 

 

22,193

 

 

 

25,805

 

 

 

(3,723

)

 

2020

Patriots Pointe

 

Concord, NC

 

 

 

7,760

 

 

 

 

1,564

 

 

 

7,904

 

 

 

217

 

 

 

536

 

 

 

1,781

 

 

 

8,440

 

 

 

10,221

 

 

 

(1,632

)

 

2020

Willow Ridge

 

Greensboro, NC

 

 

 

5,200

 

 

 

 

2,157

 

 

 

4,656

 

 

 

108

 

 

 

466

 

 

 

2,265

 

 

 

5,122

 

 

 

7,387

 

 

 

(1,232

)

 

2020

Creekside at Bellemeade

 

High Point, NC

 

 

 

4,640

 

 

 

 

2,031

 

 

 

4,415

 

 

 

109

 

 

 

336

 

 

 

2,140

 

 

 

4,751

 

 

 

6,891

 

 

 

(1,535

)

 

2020

Villa Biscayne

 

Homestead, FL

 

 

 

20,339

 

 

 

 

4,575

 

 

 

23,600

 

 

 

106

 

 

 

549

 

 

 

4,681

 

 

 

24,149

 

 

 

28,830

 

 

 

(4,243

)

 

2020

Various Properties (3)

 

Jacksonville, FL

 

 

 

82,042

 

 

 

 

24,178

 

 

 

90,108

 

 

 

798

 

 

 

7,220

 

 

 

24,976

 

 

 

97,328

 

 

 

122,304

 

 

 

(17,862

)

 

2020

Oak Crest

 

Kannapolis, NC

 

 

 

9,373

 

 

 

 

2,137

 

 

 

10,411

 

 

 

245

 

 

 

966

 

 

 

2,382

 

 

 

11,377

 

 

 

13,759

 

 

 

(2,280

)

 

2020

Stone Creek

 

Morrisville, NC

 

 

 

8,364

 

 

 

 

1,844

 

 

 

7,492

 

 

 

133

 

 

 

836

 

 

 

1,977

 

 

 

8,328

 

 

 

10,305

 

 

 

(1,715

)

 

2020

Various Properties (3)

 

Newport News, VA

 

 

 

43,333

 

 

 

 

11,169

 

 

 

50,997

 

 

 

429

 

 

 

3,698

 

 

 

11,598

 

 

 

54,695

 

 

 

66,293

 

 

 

(8,996

)

 

2020

Various Properties (2)

 

Orlando, FL

 

 

 

72,451

 

 

 

 

19,513

 

 

 

75,364

 

 

 

476

 

 

 

2,101

 

 

 

19,989

 

 

 

77,465

 

 

 

97,454

 

 

 

(13,655

)

 

2020

Overlook at Simms Creek

 

Raleigh, NC

 

 

 

25,691

 

 

 

 

7,189

 

 

 

23,030

 

 

 

160

 

 

 

1,315

 

 

 

7,349

 

 

 

24,345

 

 

 

31,694

 

 

 

(4,924

)

 

2020

Various Properties (2)

 

Sanford, FL

 

 

 

65,853

 

 

 

 

14,916

 

 

 

75,253

 

 

 

362

 

 

 

2,520

 

 

 

15,278

 

 

 

77,773

 

 

 

93,051

 

 

 

(13,123

)

 

2020

Ponce Harbor

 

St. Augustine, FL

 

 

 

15,601

 

 

 

 

3,294

 

 

 

18,870

 

 

 

144

 

 

 

613

 

 

 

3,438

 

 

 

19,483

 

 

 

22,921

 

 

 

(3,587

)

 

2020

Las Villas de Kino

 

Tucson, AZ

 

 

 

26,255

 

 

 

 

9,513

 

 

 

24,278

 

 

 

971

 

 

 

2,793

 

 

 

10,484

 

 

 

27,071

 

 

 

37,555

 

 

 

(5,273

)

 

2020

Lexington Club

 

Vero Beach, FL

 

 

 

14,738

 

 

 

 

2,972

 

 

 

19,583

 

 

 

147

 

 

 

957

 

 

 

3,119

 

 

 

20,540

 

 

 

23,659

 

 

 

(3,781

)

 

2020

Parkside Royal Poinciana

 

West Palm Beach, FL

 

 

 

10,045

 

 

 

 

4,624

 

 

 

8,889

 

 

 

339

 

 

 

1,803

 

 

 

4,963

 

 

 

10,692

 

 

 

15,655

 

 

 

(2,238

)

 

2020

Mid-Atlantic Affordable Housing Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Various Properties (2)

 

Chesapeake, VA

 

 

 

26,880

 

 

 

 

6,467

 

 

 

28,766

 

 

 

212

 

 

 

1,219

 

 

 

6,679

 

 

 

29,985

 

 

 

36,664

 

 

 

(4,477

)

 

2020

Columbia Hills

 

Columbia, TN

 

 

 

9,740

 

 

 

 

2,871

 

 

 

9,816

 

 

 

200

 

 

 

920

 

 

 

3,071

 

 

 

10,736

 

 

 

13,807

 

 

 

(1,998

)

 

2020

Foxridge

 

Durham, NC

 

 

 

10,333

 

 

 

 

2,524

 

 

 

10,986

 

 

 

129

 

 

 

679

 

 

 

2,653

 

 

 

11,665

 

 

 

14,318

 

 

 

(1,948

)

 

2020

Crestview

 

Fredericksburg, VA

 

 

 

26,720

 

 

 

 

4,358

 

 

 

30,470

 

 

 

101

 

 

 

850

 

 

 

4,459

 

 

 

31,320

 

 

 

35,779

 

 

 

(4,649

)

 

2020

Bridgeport

 

Hampton, VA

 

 

 

17,130

 

 

 

 

4,285

 

 

 

18,075

 

 

 

118

 

 

 

826

 

 

 

4,403

 

 

 

18,901

 

 

 

23,304

 

 

 

(2,831

)

 

2020

Various Properties (2)

 

Harrisonburg, VA

 

 

 

11,760

 

 

 

 

4,022

 

 

 

11,222

 

 

 

131

 

 

 

569

 

 

 

4,153

 

 

 

11,791

 

 

 

15,944

 

 

 

(2,318

)

 

2020

Cascade Village

 

Holland, MI

 

 

 

13,680

 

 

 

 

3,389

 

 

 

14,530

 

 

 

585

 

 

 

1,053

 

 

 

3,974

 

 

 

15,583

 

 

 

19,557

 

 

 

(2,610

)

 

2020

Parkview

 

Huntersville, NC

 

 

 

11,191

 

 

 

 

1,876

 

 

 

12,739

 

 

 

45

 

 

 

192

 

 

 

1,921

 

 

 

12,931

 

 

 

14,852

 

 

 

(1,955

)

 

2020

Various Properties (4)

 

Manassas, VA

 

 

 

70,695

 

 

 

 

10,637

 

 

 

81,855

 

 

 

419

 

 

 

1,328

 

 

 

11,056

 

 

 

83,183

 

 

 

94,239

 

 

 

(12,031

)

 

2020

Autumn Ridge

 

Memphis, TN

 

 

 

7,547

 

 

 

 

2,591

 

 

 

7,180

 

 

 

149

 

 

 

470

 

 

 

2,740

 

 

 

7,650

 

 

 

10,390

 

 

 

(1,338

)

 

2020

Genito Glen

 

Midlothian, VA

 

 

 

10,960

 

 

 

 

2,703

 

 

 

11,559

 

 

 

96

 

 

 

374

 

 

 

2,799

 

 

 

11,933

 

 

 

14,732

 

 

 

(1,989

)

 

2020

Kings Ridge

 

Newport News, VA

 

 

 

15,572

 

 

 

 

4,729

 

 

 

15,539

 

 

 

352

 

 

 

1,047

 

 

 

5,081

 

 

 

16,586

 

 

 

21,667

 

 

 

(2,877

)

 

2020

River Birch

 

Raleigh, NC

 

 

 

19,411

 

 

 

 

4,168

 

 

 

21,150

 

 

 

147

 

 

 

905

 

 

 

4,315

 

 

 

22,055

 

 

 

26,370

 

 

 

(3,155

)

 

2020

Falcon Pointe

 

Rosenberg, TX

 

 

 

9,440

 

 

 

 

1,876

 

 

 

10,461

 

 

 

120

 

 

 

461

 

 

 

1,996

 

 

 

10,922

 

 

 

12,918

 

 

 

(1,967

)

 

2020

Sterling Crest

 

Saginaw, MI

 

 

 

8,800

 

 

 

 

4,176

 

 

 

7,229

 

 

 

386

 

 

 

862

 

 

 

4,562

 

 

 

8,091

 

 

 

12,653

 

 

 

(1,699

)

 

2020

Las Villas de Leon

 

San Antonio, TX

 

 

 

7,560

 

 

 

 

2,347

 

 

 

7,458

 

 

 

324

 

 

 

990

 

 

 

2,671

 

 

 

8,448

 

 

 

11,119

 

 

 

(1,597

)

 

2020

Stonegate

 

Stafford, VA

 

 

 

28,880

 

 

 

 

3,963

 

 

 

33,721

 

 

 

92

 

 

 

584

 

 

 

4,055

 

 

 

34,305

 

 

 

38,360

 

 

 

(4,727

)

 

2020

River Park Place

 

Vero Beach, FL

 

 

 

8,538

 

 

 

 

2,661

 

 

 

8,425

 

 

 

161

 

 

 

553

 

 

 

2,822

 

 

 

8,978

 

 

 

11,800

 

 

 

(1,613

)

 

2020

Ocean Gate

 

Virginia Beach, VA

 

 

 

20,080

 

 

 

 

4,347

 

 

 

21,957

 

 

 

169

 

 

 

645

 

 

 

4,516

 

 

 

22,602

 

 

 

27,118

 

 

 

(3,438

)

 

2020

Autumn Wind

 

Winchester, VA

 

 

 

9,840

 

 

 

 

2,724

 

 

 

10,005

 

 

 

161

 

 

 

351

 

 

 

2,885

 

 

 

10,356

 

 

 

13,241

 

 

 

(1,975

)

 

2020

Various Properties (3)

 

Woodbridge, VA

 

 

 

55,243

 

 

 

 

8,617

 

 

 

63,627

 

 

 

349

 

 

 

1,710

 

 

 

8,966

 

 

 

65,337

 

 

 

74,303

 

 

 

(9,506

)

 

2020

 

 

59


 

 

 

 

 

 

 

 

 

 

Initial Cost

 

 

Costs Capitalized
Subsequent
to Acquisition

 

 

Gross Amounts at which
Carried at the Close of
Period
(2)

 

 

 

 

 

 

 

 

 

Description

 

Location

 

Encumbrances

 

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Total

 

Accumulated
Depreciation
(1)

 

 

Year
Acquired

Florida Affordable Housing Portfolio II (4 properties)

 

Jacksonville, FL

 

 $

 

85,840

 

 

 $

 

16,599

 

 $

 

95,453

 

 $

 

459

 

 $

 

12,442

 

 $

 

17,058

 

 $

 

107,895

 

 $

 

124,953

 

 $

 

(16,011

)

 

2021

Southeast Affordable Housing Portfolio II

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Culpeper Commons

 

Culpeper, VA

 

 

 

12,483

 

 

 

 

4,058

 

 

 

13,749

 

 

 

123

 

 

 

848

 

 

 

4,181

 

 

 

14,597

 

 

 

18,778

 

 

 

(2,673

)

 

2021

Magnolia Creste

 

Dallas, GA

 

 

 

16,438

 

 

 

 

2,650

 

 

 

21,475

 

 

 

239

 

 

 

503

 

 

 

2,889

 

 

 

21,978

 

 

 

24,867

 

 

 

(3,248

)

 

2021

Glen Creek

 

Elkton, MD

 

 

 

15,263

 

 

 

 

5,985

 

 

 

16,353

 

 

 

218

 

 

 

875

 

 

 

6,203

 

 

 

17,228

 

 

 

23,431

 

 

 

(3,412

)

 

2021

England Run

 

Fredericksburg, VA

 

 

 

18,812

 

 

 

 

3,857

 

 

 

23,614

 

 

 

188

 

 

 

694

 

 

 

4,045

 

 

 

24,308

 

 

 

28,353

 

 

 

(3,491

)

 

2021

Rocky Creek

 

Greenville, SC

 

 

 

14,395

 

 

 

 

3,030

 

 

 

17,079

 

 

 

198

 

 

 

868

 

 

 

3,228

 

 

 

17,947

 

 

 

21,175

 

 

 

(2,735

)

 

2021

Grande Court Boggy

 

Kissimmee, FL

 

 

 

34,904

 

 

 

 

9,361

 

 

 

41,265

 

 

 

200

 

 

 

744

 

 

 

9,561

 

 

 

42,009

 

 

 

51,570

 

 

 

(6,723

)

 

2021

Magnolia Village

 

Lawrenceville, GA

 

 

 

15,783

 

 

 

 

5,107

 

 

 

16,645

 

 

 

215

 

 

 

657

 

 

 

5,322

 

 

 

17,302

 

 

 

22,624

 

 

 

(3,244

)

 

2021

Park Ridge

 

Stafford, VA

 

 

 

20,255

 

 

 

 

3,778

 

 

 

25,689

 

 

 

101

 

 

 

449

 

 

 

3,879

 

 

 

26,138

 

 

 

30,017

 

 

 

(3,480

)

 

2021

Glen Ridge

 

Woodbridge, VA

 

 

 

21,667

 

 

 

 

4,159

 

 

 

27,218

 

 

 

200

 

 

 

725

 

 

 

4,359

 

 

 

27,943

 

 

 

32,302

 

 

 

(3,595

)

 

2021

Azalea Multifamily Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Luxe

 

Aubrey, TX

 

 

 

52,290

 

 

 

 

10,084

 

 

 

78,835

 

 

 

(1,428

)

 

 

(12,665

)

 

 

8,656

 

 

 

66,170

 

 

 

74,826

 

 

 

(8,048

)

 

2021

Travesia

 

Austin, TX

 

 

 

75,460

 

 

 

 

13,787

 

 

 

79,703

 

 

 

293

 

 

 

1,087

 

 

 

14,080

 

 

 

80,790

 

 

 

94,870

 

 

 

(8,084

)

 

2021

Afton Ridge

 

Concord, NC

 

 

 

54,062

 

 

 

 

9,516

 

 

 

62,919

 

 

 

104

 

 

 

125

 

 

 

9,620

 

 

 

63,044

 

 

 

72,664

 

 

 

(6,524

)

 

2021

Various Properties (2)

 

Dallas, TX

 

 

 

84,140

 

 

 

 

13,031

 

 

 

125,670

 

 

 

375

 

 

 

2,184

 

 

 

13,406

 

 

 

127,854

 

 

 

141,260

 

 

 

(12,620

)

 

2021

Clearbrook

 

Frederick, MD

 

 

 

62,090

 

 

 

 

12,564

 

 

 

51,451

 

 

 

63

 

 

 

246

 

 

 

12,627

 

 

 

51,697

 

 

 

64,324

 

 

 

(5,171

)

 

2021

Thornton Park

 

Jacksonville, FL

 

 

 

66,616

 

 

 

 

9,950

 

 

 

91,924

 

 

 

369

 

 

 

324

 

 

 

10,319

 

 

 

92,248

 

 

 

102,567

 

 

 

(9,043

)

 

2021

Gwinnett Stadium

 

Lawrenceville, GA

 

 

 

41,090

 

 

 

 

5,199

 

 

 

48,131

 

 

 

170

 

 

 

221

 

 

 

5,369

 

 

 

48,352

 

 

 

53,721

 

 

 

(4,538

)

 

2021

Park Place

 

Morrisville, NC

 

 

 

52,920

 

 

 

 

9,295

 

 

 

57,281

 

 

 

107

 

 

 

541

 

 

 

9,402

 

 

 

57,822

 

 

 

67,224

 

 

 

(6,188

)

 

2021

Autumn Wood

 

Murfreesboro, TN

 

 

 

42,490

 

 

 

 

6,114

 

 

 

54,974

 

 

 

185

 

 

 

(44

)

 

 

6,299

 

 

 

54,930

 

 

 

61,229

 

 

 

(5,862

)

 

2021

Millenia

 

Orlando, FL

 

 

 

36,890

 

 

 

 

6,305

 

 

 

47,647

 

 

 

98

 

 

 

1,101

 

 

 

6,403

 

 

 

48,748

 

 

 

55,151

 

 

 

(4,858

)

 

2021

Various Properties (2)

 

Pflugerville, TX

 

 

 

107,590

 

 

 

 

24,606

 

 

 

142,875

 

 

 

580

 

 

 

2,586

 

 

 

25,186

 

 

 

145,461

 

 

 

170,647

 

 

 

(14,461

)

 

2021

Lakehouse

 

Plant City, FL

 

 

 

16,940

 

 

 

 

3,334

 

 

 

23,339

 

 

 

37

 

 

 

195

 

 

 

3,371

 

 

 

23,534

 

 

 

26,905

 

 

 

(2,544

)

 

2021

Victoria Grand

 

Tallahassee, FL

 

 

 

47,390

 

 

 

 

7,002

 

 

 

61,768

 

 

 

120

 

 

 

580

 

 

 

7,122

 

 

 

62,348

 

 

 

69,470

 

 

 

(6,338

)

 

2021

Keystone Castle Hills

 

Dallas, TX

 

 

 

89,922

 

 

 

 

23,122

 

 

 

99,118

 

 

 

990

 

 

 

2,033

 

 

 

24,112

 

 

 

101,151

 

 

 

125,263

 

 

 

(16,660

)

 

2021

Greater Boston Affordable Portfolio (5 properties)

 

Boston, MA

 

 

 

142,059

 

 

 

 

60,313

 

 

 

176,849

 

 

 

449

 

 

 

(85

)

 

 

60,762

 

 

 

176,764

 

 

 

237,526

 

 

 

(16,946

)

 

2021

Columbus Preferred Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5188 Baxter Park

 

Westerville, OH

 

 

 

21,700

 

 

 

 

6,795

 

 

 

23,058

 

 

 

(1,253

)

 

 

1,234

 

 

 

5,542

 

 

 

24,292

 

 

 

29,834

 

 

 

(2,225

)

 

2021

1025 Luxe Avenue

 

Columbus, OH

 

 

 

45,500

 

 

 

 

7,955

 

 

 

43,178

 

 

 

(27

)

 

 

176

 

 

 

7,928

 

 

 

43,354

 

 

 

51,282

 

 

 

(3,902

)

 

2021

The Palmer Dadeland

 

Miami, FL

 

 

 

259,800

 

 

 

 

56,854

 

 

 

304,585

 

 

 

723

 

 

 

2,187

 

 

 

57,577

 

 

 

306,772

 

 

 

364,349

 

 

 

(30,985

)

 

2021

Seven Springs Apartments

 

Burlington, MA

 

 

 

117,110

 

 

 

 

27,104

 

 

 

164,679

 

 

 

30

 

 

 

697

 

 

 

27,134

 

 

 

165,376

 

 

 

192,510

 

 

 

(16,375

)

 

2021

Maison’s Landing

 

Salt Lake City, UT

 

 

 

102,120

 

 

 

 

14,890

 

 

 

152,592

 

 

 

343

 

 

 

1,736

 

 

 

15,233

 

 

 

154,328

 

 

 

169,561

 

 

 

(17,038

)

 

2021

Sawyer Flats

 

Gaithersburg, MD

 

 

 

144,060

 

 

 

 

32,701

 

 

 

168,846

 

 

 

1,385

 

 

 

2,929

 

 

 

34,086

 

 

 

171,775

 

 

 

205,861

 

 

 

(18,127

)

 

2021

Florida Affordable Housing Portfolio III

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Various Properties (2)

 

Bradenton, FL

 

 

 

75,290

 

 

 

 

20,960

 

 

 

101,049

 

 

 

631

 

 

 

2,186

 

 

 

21,591

 

 

 

103,235

 

 

 

124,826

 

 

 

(15,593

)

 

2021

Enclave on Woodbridge

 

Fernandina Beach, FL

 

 

 

25,690

 

 

 

 

6,407

 

 

 

36,228

 

 

 

56

 

 

 

783

 

 

 

6,463

 

 

 

37,011

 

 

 

43,474

 

 

 

(5,544

)

 

2021

Charleston Place

 

Holly Hill, FL

 

 

 

17,520

 

 

 

 

5,930

 

 

 

21,309

 

 

 

91

 

 

 

935

 

 

 

6,021

 

 

 

22,244

 

 

 

28,265

 

 

 

(3,626

)

 

2021

Brookwood Forest

 

Jacksonville, FL

 

 

 

23,560

 

 

 

 

4,250

 

 

 

35,025

 

 

 

223

 

 

 

948

 

 

 

4,473

 

 

 

35,973

 

 

 

40,446

 

 

 

(4,404

)

 

2021

Various Properties (2)

 

Lakeland, FL

 

 

 

37,080

 

 

 

 

7,112

 

 

 

57,801

 

 

 

601

 

 

 

779

 

 

 

7,713

 

 

 

58,580

 

 

 

66,293

 

 

 

(7,927

)

 

2021

Club at Sugar Mill

 

Port Orange, FL

 

 

 

14,260

 

 

 

 

4,449

 

 

 

15,946

 

 

 

114

 

 

 

669

 

 

 

4,563

 

 

 

16,615

 

 

 

21,178

 

 

 

(2,678

)

 

2021

Nantucket Cove

 

Springhill, FL

 

 

 

15,800

 

 

 

 

4,592

 

 

 

20,167

 

 

 

99

 

 

 

425

 

 

 

4,691

 

 

 

20,592

 

 

 

25,283

 

 

 

(3,495

)

 

2021

Various Properties (5)

 

Tampa, FL

 

 

 

73,610

 

 

 

 

26,276

 

 

 

96,632

 

 

 

621

 

 

 

1,211

 

 

 

26,897

 

 

 

97,843

 

 

 

124,740

 

 

 

(14,547

)

 

2021

Savannah Bay

 

Tarpon Springs, FL

 

 

 

12,610

 

 

 

 

5,374

 

 

 

9,640

 

 

 

129

 

 

 

456

 

 

 

5,503

 

 

 

10,096

 

 

 

15,599

 

 

 

(2,066

)

 

2021

Nantucket Bay

 

Temple Terrace, FL

 

 

 

15,150

 

 

 

 

6,364

 

 

 

18,782

 

 

 

147

 

 

 

239

 

 

 

6,511

 

 

 

19,021

 

 

 

25,532

 

 

 

(2,731

)

 

2021

Raleigh Multifamily Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2600 Harvest Creek Place

 

Cary, NC

 

 

 

60,900

 

 

 

 

16,094

 

 

 

77,575

 

 

 

(11

)

 

 

1,583

 

 

 

16,083

 

 

 

79,158

 

 

 

95,241

 

 

 

(7,496

)

 

2021

5140 Copper Ridge Drive

 

Durham, NC

 

 

 

41,900

 

 

 

 

8,733

 

 

 

53,561

 

 

 

(6

)

 

 

1,484

 

 

 

8,727

 

 

 

55,045

 

 

 

63,772

 

 

 

(5,388

)

 

2021

1000 Henrico Lane

 

Morrisville, NC

 

 

 

68,600

 

 

 

 

12,383

 

 

 

86,037

 

 

 

(9

)

 

 

1,680

 

 

 

12,374

 

 

 

87,717

 

 

 

100,091

 

 

 

(8,162

)

 

2021

Various Properties (3)

 

Raleigh, NC

 

 

 

196,000

 

 

 

 

40,491

 

 

 

252,991

 

 

 

(28

)

 

 

7,052

 

 

 

40,463

 

 

 

260,043

 

 

 

300,506

 

 

 

(21,174

)

 

2021

 

60


 

 

 

 

 

 

 

 

 

 

 

Initial Cost

 

 

Costs Capitalized
Subsequent
to Acquisition

 

 

Gross Amounts at which
Carried at the Close of
Period
(2)

 

 

 

 

 

 

 

 

 

Description

 

Location

 

Encumbrances

 

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Total

 

Accumulated
Depreciation
(1)

 

 

Year
Acquired

South Florida Multifamily Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bella Vista

 

Boca Raton, FL

 

 $

 

95,500

 

 

 $

 

13,144

 

 $

 

125,094

 

 $

 

3,987

 

 $

 

(2,954

)

 $

 

17,131

 

 $

 

122,140

 

 $

 

139,271

 

 $

 

(11,030

)

 

2021

Stonybrook

 

Boynton Beach, FL

 

 

 

67,600

 

 

 

 

12,346

 

 

 

81,036

 

 

 

740

 

 

 

1,659

 

 

 

13,086

 

 

 

82,695

 

 

 

95,781

 

 

 

(7,961

)

 

2021

Centro Sunforest

 

Davie, FL

 

 

 

103,300

 

 

 

 

25,015

 

 

 

152,738

 

 

 

(3,584

)

 

 

1,636

 

 

 

21,431

 

 

 

154,374

 

 

 

175,805

 

 

 

(14,614

)

 

2021

SEG Multifamily Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Alta Mill Apartments

 

Austell, GA

 

 

 

62,965

 

 

 

 

13,213

 

 

 

82,343

 

 

 

(799

)

 

 

13,236

 

 

 

12,414

 

 

 

95,579

 

 

 

107,993

 

 

 

(11,110

)

 

2021

Estate on Quarry Lake Apartments

 

Austin, TX

 

 

 

45,403

 

 

 

 

9,565

 

 

 

59,725

 

 

 

(2,444

)

 

 

12,857

 

 

 

7,121

 

 

 

72,582

 

 

 

79,703

 

 

 

(8,135

)

 

2021

Various Properties (2)

 

Brunswick, GA

 

 

 

35,823

 

 

 

 

7,529

 

 

 

47,011

 

 

 

974

 

 

 

5,952

 

 

 

8,503

 

 

 

52,963

 

 

 

61,466

 

 

 

(8,105

)

 

2021

Lodge at Mallard Creek

 

Charlotte, NC

 

 

 

35,524

 

 

 

 

7,816

 

 

 

48,785

 

 

 

(1,257

)

 

 

9,644

 

 

 

6,559

 

 

 

58,429

 

 

 

64,988

 

 

 

(7,014

)

 

2021

Brook Valley Apartments

 

Douglasville, GA

 

 

 

22,951

 

 

 

 

4,837

 

 

 

30,158

 

 

 

600

 

 

 

4,178

 

 

 

5,437

 

 

 

34,336

 

 

 

39,773

 

 

 

(4,509

)

 

2021

Various Properties (4)

 

Everett, WA

 

 

 

137,405

 

 

 

 

31,576

 

 

 

198,984

 

 

 

(1,960

)

 

 

28,693

 

 

 

29,616

 

 

 

227,677

 

 

 

257,293

 

 

 

(22,939

)

 

2021

Towne Creek

 

Gainesville, GA

 

 

 

15,766

 

 

 

 

3,307

 

 

 

20,549

 

 

 

1,331

 

 

 

2,306

 

 

 

4,638

 

 

 

22,855

 

 

 

27,493

 

 

 

(2,973

)

 

2021

Icon on the Greenway

 

Gastonia, NC

 

 

 

24,747

 

 

 

 

5,110

 

 

 

31,932

 

 

 

(1,696

)

 

 

6,808

 

 

 

3,414

 

 

 

38,740

 

 

 

42,154

 

 

 

(4,954

)

 

2021

Woodland Park Apartments

 

Greensboro, NC

 

 

 

18,173

 

 

 

 

3,484

 

 

 

27,201

 

 

 

1,557

 

 

 

(2,668

)

 

 

5,041

 

 

 

24,533

 

 

 

29,574

 

 

 

(3,856

)

 

2021

Estates at Bellwood Apartments

 

Greenville, SC

 

 

 

15,267

 

 

 

 

3,266

 

 

 

20,401

 

 

 

585

 

 

 

2,371

 

 

 

3,851

 

 

 

22,772

 

 

 

26,623

 

 

 

(3,558

)

 

2021

Audubon Park Apartments

 

Hanahan, SC

 

 

 

26,144

 

 

 

 

5,397

 

 

 

33,706

 

 

 

(207

)

 

 

5,415

 

 

 

5,190

 

 

 

39,121

 

 

 

44,311

 

 

 

(4,860

)

 

2021

Waterford Landing Apartments

 

Hermitage, TN

 

 

 

25,745

 

 

 

 

5,616

 

 

 

64,899

 

 

 

(1,067

)

 

 

(22,753

)

 

 

4,549

 

 

 

42,146

 

 

 

46,695

 

 

 

(5,072

)

 

2021

Various Properties (2)

 

High Point, NC

 

 

 

33,187

 

 

 

 

5,848

 

 

 

36,515

 

 

 

(517

)

 

 

5,473

 

 

 

5,331

 

 

 

41,988

 

 

 

47,319

 

 

 

(5,980

)

 

2021

Northtowne Village Apartments

 

Hixson, TN

 

 

 

17,463

 

 

 

 

3,621

 

 

 

41,985

 

 

 

(304

)

 

 

(15,473

)

 

 

3,317

 

 

 

26,512

 

 

 

29,829

 

 

 

(3,363

)

 

2021

Revival on Main

 

Kennesaw, GA

 

 

 

47,897

 

 

 

 

9,920

 

 

 

61,794

 

 

 

(2,263

)

 

 

11,819

 

 

 

7,657

 

 

 

73,613

 

 

 

81,270

 

 

 

(7,026

)

 

2021

Various Properties (2)

 

Knoxville, TN

 

 

 

138,503

 

 

 

 

29,131

 

 

 

337,357

 

 

 

6,268

 

 

 

(132,374

)

 

 

35,399

 

 

 

204,983

 

 

 

240,382

 

 

 

(31,339

)

 

2021

Lee's Crossing

 

La Grange, GA

 

 

 

28,738

 

 

 

 

6,053

 

 

 

37,698

 

 

 

882

 

 

 

6,095

 

 

 

6,935

 

 

 

43,793

 

 

 

50,728

 

 

 

(6,218

)

 

2021

Durant at Sugarloaf Apartments

 

Lawrenceville, GA

 

 

 

39,914

 

 

 

 

8,390

 

 

 

52,333

 

 

 

4,520

 

 

 

2,844

 

 

 

12,910

 

 

 

55,177

 

 

 

68,087

 

 

 

(7,708

)

 

2021

Racquet Club

 

Lexington, KY

 

 

 

34,027

 

 

 

 

8,663

 

 

 

53,959

 

 

 

2,563

 

 

 

7,435

 

 

 

11,226

 

 

 

61,394

 

 

 

72,620

 

 

 

(8,005

)

 

2021

Nickel Creek

 

Lynnwood, WA

 

 

 

33,229

 

 

 

 

8,062

 

 

 

50,855

 

 

 

(558

)

 

 

9,433

 

 

 

7,504

 

 

 

60,288

 

 

 

67,792

 

 

 

(5,995

)

 

2021

Northwood Apartments

 

Macon, GA

 

 

 

20,955

 

 

 

 

4,400

 

 

 

27,497

 

 

 

321

 

 

 

3,710

 

 

 

4,721

 

 

 

31,207

 

 

 

35,928

 

 

 

(4,587

)

 

2021

Falls at Sope Creek

 

Marietta, GA

 

 

 

60,171

 

 

 

 

12,667

 

 

 

78,943

 

 

 

(98

)

 

 

13,088

 

 

 

12,569

 

 

 

92,031

 

 

 

104,600

 

 

 

(10,049

)

 

2021

Ashmore Bridge Estates Apartments

 

Mauldin, SC

 

 

 

27,341

 

 

 

 

5,548

 

 

 

42,280

 

 

 

679

 

 

 

(2,808

)

 

 

6,227

 

 

 

39,472

 

 

 

45,699

 

 

 

(5,937

)

 

2021

Waterstone at Murietta Apartments

 

Murieta, CA

 

 

 

83,122

 

 

 

 

18,884

 

 

 

117,823

 

 

 

(897

)

 

 

18,780

 

 

 

17,987

 

 

 

136,603

 

 

 

154,590

 

 

 

(15,472

)

 

2021

Wyndchase Bellevue Apartments

 

Nashville, TN

 

 

 

31,233

 

 

 

 

6,531

 

 

 

75,691

 

 

 

(2,562

)

 

 

(25,067

)

 

 

3,969

 

 

 

50,624

 

 

 

54,593

 

 

 

(5,498

)

 

2021

Woodland Crossing Apartments

 

New Bern, NC

 

 

 

23,849

 

 

 

 

5,261

 

 

 

32,819

 

 

 

(1,846

)

 

 

7,085

 

 

 

3,415

 

 

 

39,904

 

 

 

43,319

 

 

 

(5,198

)

 

2021

Ranchstone

 

Parker, CO

 

 

 

74,540

 

 

 

 

17,012

 

 

 

126,989

 

 

 

(7,748

)

 

 

5,133

 

 

 

9,264

 

 

 

132,122

 

 

 

141,386

 

 

 

(14,700

)

 

2021

Gio Apartments

 

Plano, TX

 

 

 

86,714

 

 

 

 

22,546

 

 

 

140,590

 

 

 

(7,861

)

 

 

(5,254

)

 

 

14,685

 

 

 

135,336

 

 

 

150,021

 

 

 

(19,470

)

 

2021

Grande Oaks

 

Roswell, GA

 

 

 

44,504

 

 

 

 

9,373

 

 

 

58,394

 

 

 

243

 

 

 

934

 

 

 

9,616

 

 

 

59,328

 

 

 

68,944

 

 

 

(7,635

)

 

2021

Brandemere

 

Salem, NC

 

 

 

29,425

 

 

 

 

5,274

 

 

 

32,967

 

 

 

764

 

 

 

4,315

 

 

 

6,038

 

 

 

37,282

 

 

 

43,320

 

 

 

(5,641

)

 

2021

Various Properties (2)

 

Savannah, GA

 

 

 

57,876

 

 

 

 

11,943

 

 

 

82,787

 

 

 

(1,529

)

 

 

3,800

 

 

 

10,414

 

 

 

86,587

 

 

 

97,001

 

 

 

(11,194

)

 

2021

Smoky Crossing Apartments

 

Seymour, TN

 

 

 

50,591

 

 

 

 

10,371

 

 

 

120,337

 

 

 

(68

)

 

 

(44,553

)

 

 

10,303

 

 

 

75,784

 

 

 

86,087

 

 

 

(10,419

)

 

2021

Grove Veridian

 

Spartanburg, NC

 

 

 

12,074

 

 

 

 

2,555

 

 

 

15,966

 

 

 

363

 

 

 

1,847

 

 

 

2,918

 

 

 

17,813

 

 

 

20,731

 

 

 

(2,718

)

 

2021

Patriot Point

 

Spring Lake, NC

 

 

 

18,886

 

 

 

 

3,238

 

 

 

20,253

 

 

 

275

 

 

 

2,626

 

 

 

3,513

 

 

 

22,879

 

 

 

26,392

 

 

 

(3,441

)

 

2021

Retreat at Hidden Bay

 

St. Marys, GA

 

 

 

15,167

 

 

 

 

3,170

 

 

 

19,810

 

 

 

(295

)

 

 

3,223

 

 

 

2,875

 

 

 

23,033

 

 

 

25,908

 

 

 

(3,146

)

 

2021

Various Properties (11)

 

Waldorf, MD

 

 

 

259,942

 

 

 

 

57,581

 

 

 

359,089

 

 

 

37,208

 

 

 

22,343

 

 

 

94,789

 

 

 

381,432

 

 

 

476,221

 

 

 

(52,346

)

 

2021

Various Properties (2)

 

Warner Robins, GA

 

 

 

38,916

 

 

 

 

8,171

 

 

 

51,003

 

 

 

2,705

 

 

 

4,828

 

 

 

10,876

 

 

 

55,831

 

 

 

66,707

 

 

 

(9,125

)

 

2021

Various Properties (3)

 

Wilmington, NC

 

 

 

69,351

 

 

 

 

14,485

 

 

 

90,475

 

 

 

(85

)

 

 

13,704

 

 

 

14,400

 

 

 

104,179

 

 

 

118,579

 

 

 

(13,044

)

 

2021

 

 

61


 

 

 

 

 

 

 

 

 

 

Initial Cost

 

 

Costs Capitalized
Subsequent
to Acquisition

 

 

Gross Amounts at which
Carried at the Close of
Period
(2)

 

 

 

 

 

 

 

 

 

Description

 

Location

 

Encumbrances

 

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Total

 

Accumulated
Depreciation
(1)

 

 

Year
Acquired

National Affordable Housing Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Various Properties (3)

 

Austin, TX

 

 $

 

103,128

 

 

 $

 

18,627

 

 $

 

135,799

 

 $

 

(2,036

)

 $

 

7,001

 

 $

 

16,591

 

 $

 

142,800

 

 $

 

159,391

 

 $

 

(16,690

)

 

2021

Centre Court

 

Bradenton, FL

 

 

 

20,787

 

 

 

 

5,335

 

 

 

29,299

 

 

 

478

 

 

 

867

 

 

 

5,813

 

 

 

30,166

 

 

 

35,979

 

 

 

(4,903

)

 

2021

Forest Glen

 

Durham, NC

 

 

 

13,345

 

 

 

 

2,975

 

 

 

10,821

 

 

 

1,073

 

 

 

(287

)

 

 

4,048

 

 

 

10,534

 

 

 

14,582

 

 

 

(1,571

)

 

2021

Rose Cove SLC

 

Farmington, UT

 

 

 

14,420

 

 

 

 

4,649

 

 

 

16,909

 

 

 

985

 

 

 

(16

)

 

 

5,634

 

 

 

16,893

 

 

 

22,527

 

 

 

(2,102

)

 

2021

Venice Cove FLL

 

Ft Lauderdale, FL

 

 

 

18,934

 

 

 

 

5,878

 

 

 

21,379

 

 

 

3,148

 

 

 

(2,533

)

 

 

9,026

 

 

 

18,846

 

 

 

27,872

 

 

 

(2,484

)

 

2021

Chelsea Commons

 

Greenacres, FL

 

 

 

30,349

 

 

 

 

12,348

 

 

 

44,910

 

 

 

(499

)

 

 

1,823

 

 

 

11,849

 

 

 

46,733

 

 

 

58,582

 

 

 

(6,842

)

 

2021

Hampton Ridge Jax

 

Jacksonville, FL

 

 

 

11,104

 

 

 

 

2,476

 

 

 

9,005

 

 

 

90

 

 

 

2,904

 

 

 

2,566

 

 

 

11,909

 

 

 

14,475

 

 

 

(1,708

)

 

2021

San Marcos Villas

 

Lake Park, FL

 

 

 

50,042

 

 

 

 

18,054

 

 

 

65,663

 

 

 

(4,002

)

 

 

6,220

 

 

 

14,052

 

 

 

71,883

 

 

 

85,935

 

 

 

(9,296

)

 

2021

Mayflower Harbor

 

Lehi, UT

 

 

 

30,820

 

 

 

 

9,050

 

 

 

32,915

 

 

 

(526

)

 

 

2,012

 

 

 

8,524

 

 

 

34,927

 

 

 

43,451

 

 

 

(4,359

)

 

2021

Grande Court Sarasota

 

North Port, FL

 

 

 

16,087

 

 

 

 

5,010

 

 

 

18,221

 

 

 

991

 

 

 

(247

)

 

 

6,001

 

 

 

17,974

 

 

 

23,975

 

 

 

(3,275

)

 

2021

Commander Place

 

Orlando, FL

 

 

 

28,586

 

 

 

 

5,713

 

 

 

31,374

 

 

 

(1,072

)

 

 

2,578

 

 

 

4,641

 

 

 

33,952

 

 

 

38,593

 

 

 

(4,018

)

 

2021

Villas Shaver

 

Pasadena, TX

 

 

 

25,594

 

 

 

 

3,182

 

 

 

23,197

 

 

 

3,292

 

 

 

(2,742

)

 

 

6,474

 

 

 

20,455

 

 

 

26,929

 

 

 

(3,611

)

 

2021

Pemberly Palms

 

Vero Beach, FL

 

 

 

21,563

 

 

 

 

4,645

 

 

 

25,507

 

 

 

1,142

 

 

 

248

 

 

 

5,787

 

 

 

25,755

 

 

 

31,542

 

 

 

(3,888

)

 

2021

Pasco Woods

 

Wesley Chapel, FL

 

 

 

21,146

 

 

 

 

4,511

 

 

 

24,772

 

 

 

53

 

 

 

728

 

 

 

4,564

 

 

 

25,500

 

 

 

30,064

 

 

 

(3,734

)

 

2021

Colony Park

 

West Palm Beach, FL

 

 

 

21,214

 

 

 

 

6,626

 

 

 

24,101

 

 

 

862

 

 

 

216

 

 

 

7,488

 

 

 

24,317

 

 

 

31,805

 

 

 

(3,830

)

 

2021

Central Park Portfolio (9 properties)

 

Denver, CO

 

 

 

329,898

 

 

 

 

74,722

 

 

 

532,982

 

 

 

1,466

 

 

 

7,588

 

 

 

76,188

 

 

 

540,570

 

 

 

616,758

 

 

 

(52,562

)

 

2021

Mid-Atlantic Affordable Housing Portfolio II

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lakewood Villas ATL

 

Atlanta, GA

 

 

 

19,937

 

 

 

 

5,659

 

 

 

19,470

 

 

 

227

 

 

 

647

 

 

 

5,886

 

 

 

20,117

 

 

 

26,003

 

 

 

(3,014

)

 

2022

Ivy Creek Buford

 

Buford, GS

 

 

 

30,731

 

 

 

 

6,784

 

 

 

36,309

 

 

 

524

 

 

 

647

 

 

 

7,308

 

 

 

36,956

 

 

 

44,264

 

 

 

(4,315

)

 

2022

Various Properties (2)

 

Fredericksburg, VA

 

 

 

67,101

 

 

 

 

18,748

 

 

 

86,640

 

 

 

379

 

 

 

1,309

 

 

 

19,127

 

 

 

87,949

 

 

 

107,076

 

 

 

(8,983

)

 

2022

Cobblestone Kennesaw

 

Kennesaw, GA

 

 

 

19,311

 

 

 

 

6,818

 

 

 

20,700

 

 

 

216

 

 

 

392

 

 

 

7,034

 

 

 

21,092

 

 

 

28,126

 

 

 

(2,834

)

 

2022

Galaxy Silver Spring

 

Silver Springs, MD

 

 

 

36,418

 

 

 

 

9,832

 

 

 

54,956

 

 

 

323

 

 

 

783

 

 

 

10,155

 

 

 

55,739

 

 

 

65,894

 

 

 

(4,398

)

 

2022

Sky Terrace

 

Stafford, VA

 

 

 

37,257

 

 

 

 

7,836

 

 

 

52,382

 

 

 

231

 

 

 

621

 

 

 

8,067

 

 

 

53,003

 

 

 

61,070

 

 

 

(5,197

)

 

2022

Highland Warranton

 

Warranton, VA

 

 

 

18,211

 

 

 

 

6,136

 

 

 

17,652

 

 

 

378

 

 

 

256

 

 

 

6,514

 

 

 

17,908

 

 

 

24,422

 

 

 

(2,141

)

 

2022

Texas and North Carolina Multifamily Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Watervue

 

Fort Worth, TX

 

 

 

69,831

 

 

 

 

12,114

 

 

 

81,045

 

 

 

327

 

 

 

490

 

 

 

12,441

 

 

 

81,535

 

 

 

93,976

 

 

 

(9,171

)

 

2022

Bunker Hill

 

Houston, TX

 

 

 

64,451

 

 

 

 

5,855

 

 

 

79,938

 

 

 

134

 

 

 

502

 

 

 

5,989

 

 

 

80,440

 

 

 

86,429

 

 

 

(7,057

)

 

2022

Regalia

 

Mansfield, TX

 

 

 

57,707

 

 

 

 

8,595

 

 

 

68,599

 

 

 

195

 

 

 

419

 

 

 

8,790

 

 

 

69,018

 

 

 

77,808

 

 

 

(7,174

)

 

2022

Litchford

 

Raleigh, NC

 

 

 

53,535

 

 

 

 

11,588

 

 

 

70,431

 

 

 

99

 

 

 

339

 

 

 

11,687

 

 

 

70,770

 

 

 

82,457

 

 

 

(6,730

)

 

2022

Whispering Creek

 

San Antonio, TX

 

 

 

35,229

 

 

 

 

5,025

 

 

 

42,064

 

 

 

333

 

 

 

468

 

 

 

5,358

 

 

 

42,532

 

 

 

47,890

 

 

 

(4,426

)

 

2022

Phoenix Affordable Housing Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Desert Eagle

 

Glendale, AZ

 

 

 

28,171

 

 

 

 

8,420

 

 

 

37,708

 

 

 

255

 

 

 

1,220

 

 

 

8,675

 

 

 

38,928

 

 

 

47,603

 

 

 

(4,118

)

 

2022

Various Properties (3)

 

Mesa, AZ

 

 

 

101,114

 

 

 

 

25,347

 

 

 

142,096

 

 

 

855

 

 

 

3,828

 

 

 

26,202

 

 

 

145,924

 

 

 

172,126

 

 

 

(14,889

)

 

2022

Lake Pleasant Village

 

Peoria, AZ

 

 

 

23,579

 

 

 

 

7,346

 

 

 

31,972

 

 

 

316

 

 

 

610

 

 

 

7,662

 

 

 

32,582

 

 

 

40,244

 

 

 

(3,545

)

 

2022

Various Properties (2)

 

Phoenix, AZ

 

 

 

59,683

 

 

 

 

13,992

 

 

 

73,080

 

 

 

682

 

 

 

1,935

 

 

 

14,674

 

 

 

75,015

 

 

 

89,689

 

 

 

(6,960

)

 

2022

Summit Multifamily Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vintage Amelia

 

Amelia Island, FL

 

 

 

37,759

 

 

 

 

8,015

 

 

 

57,141

 

 

 

252

 

 

 

(2,887

)

 

 

8,267

 

 

 

54,254

 

 

 

62,521

 

 

 

(6,347

)

 

2022

Vantage Ashland

 

Ashland City, TN

 

 

 

33,279

 

 

 

 

5,712

 

 

 

56,903

 

 

 

196

 

 

 

555

 

 

 

5,908

 

 

 

57,458

 

 

 

63,366

 

 

 

(5,880

)

 

2022

Ethos Austin

 

Austin, TX

 

 

 

46,823

 

 

 

 

11,085

 

 

 

72,024

 

 

 

340

 

 

 

2,141

 

 

 

11,425

 

 

 

74,165

 

 

 

85,590

 

 

 

(7,681

)

 

2022

Walnut Bastrop

 

Bastrop, TX

 

 

 

27,479

 

 

 

 

5,643

 

 

 

44,116

 

 

 

258

 

 

 

604

 

 

 

5,901

 

 

 

44,720

 

 

 

50,621

 

 

 

(4,534

)

 

2022

Various Properties (2)

 

Burleson, TX

 

 

 

81,272

 

 

 

 

12,479

 

 

 

139,515

 

 

 

205

 

 

 

664

 

 

 

12,684

 

 

 

140,179

 

 

 

152,863

 

 

 

(12,959

)

 

2022

Ethan Pointe

 

Burlington, NC

 

 

 

38,879

 

 

 

 

5,884

 

 

 

61,163

 

 

 

273

 

 

 

449

 

 

 

6,157

 

 

 

61,612

 

 

 

67,769

 

 

 

(6,400

)

 

2022

Stonebriar Frisco

 

Frisco, TX

 

 

 

63,679

 

 

 

 

8,210

 

 

 

107,353

 

 

 

492

 

 

 

457

 

 

 

8,702

 

 

 

107,810

 

 

 

116,512

 

 

 

(9,052

)

 

2022

Darby Holly Springs

 

Holly Springs, GA

 

 

 

50,693

 

 

 

 

11,933

 

 

 

82,863

 

 

 

199

 

 

 

284

 

 

 

12,132

 

 

 

83,147

 

 

 

95,279

 

 

 

(8,157

)

 

2022

Various Properties (2)

 

Indianapolis, IN

 

 

 

80,786

 

 

 

 

10,047

 

 

 

135,908

 

 

 

753

 

 

 

2,316

 

 

 

10,800

 

 

 

138,224

 

 

 

149,024

 

 

 

(12,924

)

 

2022

Orchard Hills

 

Jeffersonville, IN

 

 

 

36,393

 

 

 

 

5,720

 

 

 

52,149

 

 

 

167

 

 

 

1,396

 

 

 

5,887

 

 

 

53,545

 

 

 

59,432

 

 

 

(5,674

)

 

2022

Various Properties (2)

 

Knoxville, TN

 

 

 

89,686

 

 

 

 

8,278

 

 

 

145,987

 

 

 

563

 

 

 

971

 

 

 

8,841

 

 

 

146,958

 

 

 

155,799

 

 

 

(12,530

)

 

2022

Woodland Lakes Lansing

 

Lansing, MI

 

 

 

43,093

 

 

 

 

8,179

 

 

 

61,911

 

 

 

301

 

 

 

1,512

 

 

 

8,480

 

 

 

63,423

 

 

 

71,903

 

 

 

(8,022

)

 

2022

 

62


 

 

 

 

 

 

 

 

 

 

 

Initial Cost

 

 

Costs Capitalized
Subsequent
to Acquisition

 

 

Gross Amounts at which
Carried at the Close of
Period
(2)

 

 

 

 

 

 

 

 

 

Description

 

Location

 

Encumbrances

 

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Total

 

Accumulated
Depreciation
(1)

 

 

Year
Acquired

Various Properties (4)

 

Louisville, KY

 

 $

 

121,345

 

 

 $

 

17,123

 

 $

 

178,426

 

 $

 

722

 

 $

 

(2,134

)

 $

 

17,845

 

 $

 

176,292

 

 $

 

194,137

 

 $

 

(17,560

)

 

2022

Lakeside Marietta

 

Marietta, GA

 

 

 

70,893

 

 

 

 

14,659

 

 

 

124,095

 

 

 

339

 

 

 

1,141

 

 

 

14,998

 

 

 

125,236

 

 

 

140,234

 

 

 

(11,596

)

 

2022

Reserve Maryville

 

Maryville, TN

 

 

 

29,093

 

 

 

 

6,455

 

 

 

37,771

 

 

 

181

 

 

 

2,529

 

 

 

6,636

 

 

 

40,300

 

 

 

46,936

 

 

 

(4,712

)

 

2022

Vintage Juliet

 

Mt. Juliet, TN

 

 

 

54,311

 

 

 

 

4,981

 

 

 

84,725

 

 

 

97

 

 

 

331

 

 

 

5,078

 

 

 

85,056

 

 

 

90,134

 

 

 

(7,003

)

 

2022

Various Properties (2)

 

Murfreesboro, TN

 

 

 

82,058

 

 

 

 

9,480

 

 

 

138,701

 

 

 

221

 

 

 

814

 

 

 

9,701

 

 

 

139,515

 

 

 

149,216

 

 

 

(12,463

)

 

2022

Hickory Point Nashville

 

Nashville, TN

 

 

 

49,479

 

 

 

 

7,534

 

 

 

81,694

 

 

 

402

 

 

 

571

 

 

 

7,936

 

 

 

82,265

 

 

 

90,201

 

 

 

(8,133

)

 

2022

Emerson Pflugerville

 

Pflugerville, TX

 

 

 

53,679

 

 

 

 

11,087

 

 

 

83,771

 

 

 

242

 

 

 

693

 

 

 

11,329

 

 

 

84,464

 

 

 

95,793

 

 

 

(8,657

)

 

2022

Prinwood Place

 

Portage, MI

 

 

 

12,993

 

 

 

 

1,672

 

 

 

19,257

 

 

 

93

 

 

 

507

 

 

 

1,765

 

 

 

19,764

 

 

 

21,529

 

 

 

(2,114

)

 

2022

Foxwood Raleigh

 

Raleigh, NC

 

 

 

94,380

 

 

 

 

20,149

 

 

 

142,196

 

 

 

182

 

 

 

1,021

 

 

 

20,331

 

 

 

143,217

 

 

 

163,548

 

 

 

(14,054

)

 

2022

Sugar Flats SLC

 

Salt Lake City, UT

 

 

 

32,148

 

 

 

 

6,265

 

 

 

51,531

 

 

 

143

 

 

 

787

 

 

 

6,408

 

 

 

52,318

 

 

 

58,726

 

 

 

(4,082

)

 

2022

Ranch 123 Apartments

 

Seguin, TX

 

 

 

20,993

 

 

 

 

4,347

 

 

 

43,170

 

 

 

158

 

 

 

222

 

 

 

4,505

 

 

 

43,392

 

 

 

47,897

 

 

 

(4,299

)

 

2022

Vintage Tollgate

 

Thompson’s Station, TN

 

 

 

41,879

 

 

 

 

4,392

 

 

 

70,715

 

 

 

151

 

 

 

421

 

 

 

4,543

 

 

 

71,136

 

 

 

75,679

 

 

 

(6,262

)

 

2022

Reserve Tuscaloosa

 

Tuscaloosa, AL

 

 

 

31,393

 

 

 

 

5,878

 

 

 

47,916

 

 

 

367

 

 

 

921

 

 

 

6,245

 

 

 

48,837

 

 

 

55,082

 

 

 

(4,984

)

 

2022

Stonebrook Tyler

 

Tyler, TX

 

 

 

27,393

 

 

 

 

5,048

 

 

 

47,359

 

 

 

209

 

 

 

435

 

 

 

5,257

 

 

 

47,794

 

 

 

53,051

 

 

 

(4,701

)

 

2022

Blue Multifamily Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Grand Dominion

 

San Antonio, TX

 

 

 

37,958

 

 

 

 

8,110

 

 

 

61,274

 

 

 

422

 

 

 

497

 

 

 

8,532

 

 

 

61,771

 

 

 

70,303

 

 

 

(6,009

)

 

2022

Florida Affordable Housing Portfolio IV

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sonrise Villas

 

Fellsmere, FL

 

 

 

23,301

 

 

 

 

5,733

 

 

 

24,605

 

 

 

56

 

 

 

325

 

 

 

5,789

 

 

 

24,930

 

 

 

30,719

 

 

 

(3,160

)

 

2022

Various Properties (2)

 

Lakeland, FL

 

 

 

19,778

 

 

 

 

6,864

 

 

 

21,559

 

 

 

135

 

 

 

429

 

 

 

6,999

 

 

 

21,988

 

 

 

28,987

 

 

 

(2,245

)

 

2022

Overlook at Monroe

 

Sanford, FL

 

 

 

21,146

 

 

 

 

4,502

 

 

 

25,665

 

 

 

118

 

 

 

1,236

 

 

 

4,620

 

 

 

26,901

 

 

 

31,521

 

 

 

(2,933

)

 

2022

Raintree Apartments

 

Clermont, FL

 

 

 

42,249

 

 

 

 

6,481

 

 

 

54,591

 

 

 

106

 

 

 

706

 

 

 

6,587

 

 

 

55,297

 

 

 

61,884

 

 

 

(4,275

)

 

2022

Madison Cove

 

Gainesville, FL

 

 

 

9,080

 

 

 

 

2,409

 

 

 

8,111

 

 

 

20

 

 

 

267

 

 

 

2,429

 

 

 

8,378

 

 

 

10,807

 

 

 

(942

)

 

2022

Various Properties (2)

 

Kissimmee, FL

 

 

 

92,897

 

 

 

 

16,861

 

 

 

110,587

 

 

 

(527

)

 

 

934

 

 

 

16,334

 

 

 

111,521

 

 

 

127,855

 

 

 

(9,277

)

 

2022

Mystic Pointe II

 

Orlando, FL

 

 

 

39,717

 

 

 

 

5,221

 

 

 

52,249

 

 

 

34

 

 

 

231

 

 

 

5,255

 

 

 

52,480

 

 

 

57,735

 

 

 

(3,861

)

 

2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Multifamily Properties

 

 

 

 $

 

9,075,399

 

 

 $

 

1,946,385

 

 $

 

12,325,962

 

 $

 

55,322

 

 $

 

164,495

 

 $

 

2,001,707

 

 $

 

12,490,457

 

 $

 

14,492,164

 

 $

 

(1,467,446

)

 

 

 

63


 

 

 

 

 

 

 

 

 

 

 

Initial Cost

 

 

Costs Capitalized
Subsequent
to Acquisition

 

 

Gross Amounts at which
Carried at the Close of
Period
(2)

 

 

 

 

 

 

 

 

 

Description

 

Location

 

Encumbrances

 

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Total

 

Accumulated
Depreciation
(1)

 

 

Year
Acquired

Industrial Properties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marshfield Industrial Portfolio (4 properties)

 

Baltimore, MD

 

 $

 

106,698

 

 

 $

 

21,720

 

 $

 

139,433

 

 $

 

188

 

 $

 

122

 

 $

 

21,908

 

 $

 

139,555

 

 $

 

161,463

 

 $

 

(18,109

)

 

2020

Airport Logistics Park (6 properties)

 

Nashville, TN

 

 

 

35,000

 

 

 

 

7,031

 

 

 

53,728

 

 

 

1

 

 

 

96

 

 

 

7,032

 

 

 

53,824

 

 

 

60,856

 

 

 

(7,431

)

 

2020

Denver/Boulder Industrial Portfolio (16 properties)

 

Louisville, CO

 

 

 

268,064

 

 

 

 

67,951

 

 

 

311,651

 

 

 

207

 

 

 

521

 

 

 

68,158

 

 

 

312,172

 

 

 

380,330

 

 

 

(36,242

)

 

2021

Reno Logistics Portfolio (18 properties)

 

Sparks, NV

 

 

 

262,740

 

 

 

 

60,235

 

 

 

316,742

 

 

 

164

 

 

 

1,540

 

 

 

60,399

 

 

 

318,282

 

 

 

378,681

 

 

 

(40,050

)

 

2021

Southwest Light Industrial Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Various Properties (4)

 

Las Vegas, NV

 

 

 

58,142

 

 

 

 

23,537

 

 

 

54,203

 

 

 

56

 

 

 

89

 

 

 

23,593

 

 

 

54,292

 

 

 

77,885

 

 

 

(6,261

)

 

2021

Various Properties (11)

 

Phoenix, AZ

 

 

 

283,042

 

 

 

 

66,229

 

 

 

333,663

 

 

 

287

 

 

 

249

 

 

 

66,516

 

 

 

333,912

 

 

 

400,428

 

 

 

(32,685

)

 

2021

American Industrial Center (25 properties)

 

Longwood, FL

 

 

 

83,700

 

 

 

 

47,553

 

 

 

90,772

 

 

 

(1,613

)

 

 

(2,617

)

 

 

45,940

 

 

 

88,155

 

 

 

134,095

 

 

 

(9,956

)

 

2022

Middlebrook Crossroads (18 properties)

 

Bridgewood, NJ

 

 

 

66,566

 

 

 

 

49,370

 

 

 

62,650

 

 

 

686

 

 

 

641

 

 

 

50,056

 

 

 

63,291

 

 

 

113,347

 

 

 

(6,598

)

 

2022

Northern Italy Industrial Portfolio (4 properties)

 

Various Provinces, Italy

 

 

 

40,488

 

 

 

 

14,509

 

 

 

65,804

 

 

 

(677

)

 

 

(6,425

)

 

 

13,832

 

 

 

59,379

 

 

 

73,211

 

 

 

(5,886

)

 

2021

Norway Logistics Portfolio (2 properties)

 

Oslo, Norway

 

 

 

45,785

 

 

 

 

31,971

 

 

 

63,541

 

 

 

(5,466

)

 

 

(9,430

)

 

 

26,505

 

 

 

54,111

 

 

 

80,616

 

 

 

(3,883

)

 

2022

Verona Oppeano (5 properties)

 

Oppeano VR, Italy

 

 

 

145,385

 

 

 

 

47,225

 

 

 

243,541

 

 

 

(1,396

)

 

 

(7,214

)

 

 

45,829

 

 

 

236,327

 

 

 

282,156

 

 

 

(15,682

)

 

2022

Denmark Logistics Portfolio (10 properties)

 

Denmark

 

 

 

93,868

 

 

 

 

42,311

 

 

 

166,314

 

 

 

2,328

 

 

 

9,195

 

 

 

44,639

 

 

 

175,509

 

 

 

220,148

 

 

 

(13,451

)

 

2022

Belgioioso Logistics

 

Greater Milan, Italy

 

 

 

56,366

 

 

 

 

18,857

 

 

 

72,460

 

 

 

1,723

 

 

 

6,717

 

 

 

20,580

 

 

 

79,177

 

 

 

99,757

 

 

 

(5,057

)

 

2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Industrial Properties

 

 

 

 $

 

1,545,844

 

 

 $

 

498,499

 

 $

 

1,974,502

 

 $

 

(3,512

)

 $

 

(6,516

)

 $

 

494,987

 

 $

 

1,967,986

 

 $

 

2,462,973

 

 $

 

(201,291

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Office Properties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Florida Office Portfolio (11 properties)

 

Jacksonville, FL

 

 $

 

121,010

 

 

 $

 

53,465

 

 $

 

153,163

 

 $

 

4

 

 $

 

18,198

 

 $

 

53,469

 

 $

 

171,361

 

 $

 

224,830

 

 $

 

(38,816

)

 

2019

Columbus Office Portfolio

 

Columbus, OH

 

 

 

53,024

 

 

 

 

3,013

 

 

 

50,064

 

 

 

118

 

 

 

3,099

 

 

 

3,131

 

 

 

53,163

 

 

 

56,294

 

 

 

(12,085

)

 

2019

60 State Street

 

Boston, MA

 

 

 

418,073

 

 

 

 

-

 

 

 

478,150

 

 

 

472

 

 

 

25,203

 

 

 

472

 

 

 

503,353

 

 

 

503,825

 

 

 

(74,230

)

 

2020

Nashville Office

 

Nashville, TN

 

 

 

164,152

 

 

 

 

21,647

 

 

 

229,183

 

 

 

-

 

 

 

899

 

 

 

21,647

 

 

 

230,082

 

 

 

251,729

 

 

 

(33,986

)

 

2020

Stonebridge (3 properties)

 

Alpharetta, GA

 

 

 

64,500

 

 

 

 

15,205

 

 

 

101,624

 

 

 

-

 

 

 

4,351

 

 

 

15,205

 

 

 

105,975

 

 

 

121,180

 

 

 

(17,071

)

 

2021

M Campus (2 properties)

 

Meudon, France

 

 

 

115,792

 

 

 

 

40,964

 

 

 

184,078

 

 

 

(1,996

)

 

 

(19,082

)

 

 

38,968

 

 

 

164,996

 

 

 

203,964

 

 

 

(12,585

)

 

2021

Barcelona Mediacomplex

 

Barcelona, Spain

 

 

 

65,237

 

 

 

 

29,780

 

 

 

120,082

 

 

 

(658

)

 

 

(1

)

 

 

29,122

 

 

 

120,081

 

 

 

149,203

 

 

 

(7,628

)

 

2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Office Properties

 

 

 

 $

 

1,001,788

 

 

 $

 

164,074

 

 $

 

1,316,344

 

 $

 

(2,060

)

 $

 

32,667

 

 $

 

162,014

 

 $

 

1,349,011

 

 $

 

1,511,025

 

 $

 

(196,401

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

64


 

 

 

 

 

 

 

 

 

 

Initial Cost

 

 

Costs Capitalized
Subsequent
to Acquisition

 

 

Gross Amounts at which
Carried at the Close of
Period
(2)

 

 

 

 

 

 

 

 

 

Description

 

Location

 

Encumbrances

 

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Land and
Land
Improvements

 

Building and
Building
Improvements

 

Total

 

Accumulated
Depreciation
(1)

 

 

Year
Acquired

Other Properties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Select Service Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hyatt Place Boulder

 

Boulder, CO

 

 $

 

23,833

 

 

 $

 

13,890

 

 $

 

33,673

 

 $

 

6

 

 $

 

2,320

 

 $

 

13,896

 

 $

 

35,993

 

 $

 

49,889

 

 $

 

(5,615

)

 

2019

Residence Inn Cleveland

 

Cleveland, OH

 

 

 

11,615

 

 

 

 

2,867

 

 

 

19,944

 

 

 

344

 

 

 

2,938

 

 

 

3,211

 

 

 

22,882

 

 

 

26,093

 

 

 

(3,536

)

 

2019

Exchange on Erwin - Commercial (2 properties)

 

Durham, NC

 

 

 

24,908

 

 

 

 

13,492

 

 

 

20,157

 

 

 

1

 

 

 

347

 

 

 

13,493

 

 

 

20,504

 

 

 

33,997

 

 

 

(4,061

)

 

2019

Barlow

 

Chevy Chase, MD

 

 

 

108,160

 

 

 

 

31,902

 

 

 

112,291

 

 

 

208

 

 

 

5,355

 

 

 

32,110

 

 

 

117,646

 

 

 

149,756

 

 

 

(17,159

)

 

2020

Marketplace at the Outlets

 

West Palm Beach, FL

 

 

 

79,000

 

 

 

 

41,833

 

 

 

83,890

 

 

 

6

 

 

 

795

 

 

 

41,839

 

 

 

84,685

 

 

 

126,524

 

 

 

(12,852

)

 

2021

Amherst Single Family Residential Portfolio

 

Various

 

 $

 

239,756

 

 

 $

 

126,917

 

 $

 

202,836

 

 $

 

3,095

 

 $

 

17,460

 

 $

 

130,012

 

 $

 

220,296

 

 $

 

350,308

 

 $

 

(27,382

)

 

2021 - 2022

Sunbelt Single-Family Rental Portfolio

 

Various

 

 

 

 

 

 

 

2,379

 

 

 

6,794

 

 

 

 

 

 

424

 

 

 

2,379

 

 

 

7,218

 

 

 

9,597

 

 

 

(1,020

)

 

2021

Morningstar Self-Storage Joint Venture

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Alabaster

 

Alabaster, AL

 

 $

 

14,861

 

 

 $

 

2,313

 

 $

 

15,843

 

 $

 

(1,209

)

 $

 

1,253

 

 $

 

1,104

 

 $

 

17,096

 

 $

 

18,200

 

 $

 

(1,338

)

 

2021

OKC Bethany

 

Bethany, OK

 

 

 

4,160

 

 

 

 

1,688

 

 

 

5,486

 

 

 

1,849

 

 

 

(1,209

)

 

 

3,537

 

 

 

4,277

 

 

 

7,814

 

 

 

(464

)

 

2021

Mountain Brook

 

Birmingham, AL

 

 

 

15,056

 

 

 

 

5,723

 

 

 

14,463

 

 

 

(3,228

)

 

 

3,280

 

 

 

2,495

 

 

 

17,743

 

 

 

20,238

 

 

 

(1,456

)

 

2021

Ladson

 

Charleston, SC

 

 

 

7,965

 

 

 

 

2,044

 

 

 

7,688

 

 

 

(1,642

)

 

 

1,688

 

 

 

402

 

 

 

9,376

 

 

 

9,778

 

 

 

(725

)

 

2021

Various Properties (3)

 

Charlotte, NC

 

 

 

30,811

 

 

 

 

9,140

 

 

 

40,818

 

 

 

(2,028

)

 

 

5,712

 

 

 

7,112

 

 

 

46,530

 

 

 

53,642

 

 

 

(3,608

)

 

2021

Bryan/College Station

 

College Station, TX

 

 

 

9,921

 

 

 

 

3,036

 

 

 

17,786

 

 

 

(118

)

 

 

370

 

 

 

2,918

 

 

 

18,156

 

 

 

21,074

 

 

 

(1,505

)

 

2021

Cornelius

 

Cornelius, NC

 

 

 

8,663

 

 

 

 

3,217

 

 

 

13,736

 

 

 

(272

)

 

 

472

 

 

 

2,945

 

 

 

14,208

 

 

 

17,153

 

 

 

(1,204

)

 

2021

OKC Edmond

 

Edmond, OK

 

 

 

4,217

 

 

 

 

2,550

 

 

 

5,282

 

 

 

2,793

 

 

 

(1,164

)

 

 

5,343

 

 

 

4,118

 

 

 

9,461

 

 

 

(464

)

 

2021

Flagler Village

 

Ft Lauderdale, FL

 

 

 

-

 

 

 

 

6,979

 

 

 

34,644

 

 

 

8

 

 

 

131

 

 

 

6,987

 

 

 

34,775

 

 

 

41,762

 

 

 

(2,431

)

 

2022

Lake Wylie

 

Lake Wylie, SC

 

 

 

7,476

 

 

 

 

2,928

 

 

 

5,947

 

 

 

(1,066

)

 

 

1,070

 

 

 

1,862

 

 

 

7,017

 

 

 

8,879

 

 

 

(580

)

 

2021

OKC Midwest City

 

Midwest City, OK

 

 

 

7,236

 

 

 

 

1,968

 

 

 

9,874

 

 

 

2,154

 

 

 

(2,176

)

 

 

4,122

 

 

 

7,698

 

 

 

11,820

 

 

 

(813

)

 

2021

Mooresville

 

Mooresville, NC

 

 

 

7,825

 

 

 

 

2,602

 

 

 

13,388

 

 

 

(50

)

 

 

128

 

 

 

2,552

 

 

 

13,516

 

 

 

16,068

 

 

 

(1,115

)

 

2021

Campbell Station

 

Nashville, TN

 

 

 

11,388

 

 

 

 

4,563

 

 

 

12,615

 

 

 

1,059

 

 

 

(1,060

)

 

 

5,622

 

 

 

11,555

 

 

 

17,177

 

 

 

(1,053

)

 

2021

OKC Norman

 

Norman, OK

 

 

 

6,250

 

 

 

 

1,342

 

 

 

8,634

 

 

 

1,469

 

 

 

(1,903

)

 

 

2,811

 

 

 

6,731

 

 

 

9,542

 

 

 

(697

)

 

2021

Various Properties (5)

 

Oklahoma City, OK

 

 

 

19,967

 

 

 

 

4,977

 

 

 

27,249

 

 

 

5,662

 

 

 

(6,171

)

 

 

10,639

 

 

 

21,078

 

 

 

31,717

 

 

 

(2,272

)

 

2021

FL Mall

 

Orlando, FL

 

 

 

7,881

 

 

 

 

1,949

 

 

 

6,803

 

 

 

(103

)

 

 

190

 

 

 

1,846

 

 

 

6,993

 

 

 

8,839

 

 

 

(574

)

 

2021

Various Properties (2)

 

San Antonio, TX

 

 

 

13,694

 

 

 

 

4,380

 

 

 

17,399

 

 

 

(1,507

)

 

 

1,640

 

 

 

2,873

 

 

 

19,039

 

 

 

21,912

 

 

 

(1,562

)

 

2021

Rea

 

Waxhaw, NC

 

 

 

15,999

 

 

 

 

4,661

 

 

 

24,139

 

 

 

(1,888

)

 

 

1,962

 

 

 

2,773

 

 

 

26,101

 

 

 

28,874

 

 

 

(2,052

)

 

2021

Highway 78

 

Wylie, TX

 

 

 

7,392

 

 

 

 

3,098

 

 

 

10,714

 

 

 

(969

)

 

 

1,065

 

 

 

2,129

 

 

 

11,779

 

 

 

13,908

 

 

 

(971

)

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Other Properties

 

 

 

 $

 

688,034

 

 

 $

 

302,438

 

 $

 

772,093

 

 $

 

4,574

 

 $

 

34,917

 

 $

 

307,012

 

 $

 

807,010

 

 $

 

1,114,022

 

 $

 

(96,509

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Portfolio Total

 

 

 

 $

 

12,311,065

 

 

 $

 

2,911,396

 

 $

 

16,388,901

 

 $

 

54,324

 

 $

 

225,563

 

 $

 

2,965,720

 

 $

 

16,614,464

 

 $

 

19,580,184

 

 $

 

(1,961,647

)

 

 

__________

(1)
Encumbrances excludes approximately $0.5 billion of outstanding mortgage notes held as of December 31, 2024, associated with properties classified as held-for-sale.
(2)
Refer to Note 2 to the Company’s consolidated financial statements for details of depreciable lives.
(3)
As of December 31, 2024, the aggregate cost basis for tax purposes was $20.1 billion.

 

 

The total included on Schedule III above does not include furniture, fixtures and equipment totaling $272.5 million and right-of-use operating lease assets of $105.2 million. Accumulated Depreciation does not include $156.1 million of accumulated depreciation related to furniture, fixtures and equipment assets. The total included on Schedule III above also does not include assets that are held-for-sale.

 

65


 

The following table summarizes activity for real estate and accumulated depreciation for the years ended December 31, 2024 and 2023 ($ in thousands):

 

 

 

December 31, 2024

 

 

December 31, 2023

 

Real Estate(1):

 

 

 

 

 

 

 

 

Balance at the beginning of year

 

$

 

21,061,744

 

 

$

 

23,161,692

 

Additions during the year:

 

 

 

 

 

 

 

 

Building and building improvements

 

 

 

137,879

 

 

 

 

152,709

 

Land and land improvements

 

 

 

24,272

 

 

 

 

29,205

 

Furniture, fixtures and equipment

 

 

 

5,534

 

 

 

 

10,579

 

Dispositions during the year:

 

 

 

 

 

 

 

 

Building and building improvements

 

 

 

(261,465

)

 

 

 

(1,649,905

)

Land and land improvements

 

 

 

(91,188

)

 

 

 

(416,215

)

Furniture, fixtures and equipment

 

 

 

(18,605

)

 

 

 

(37,517

)

Impairment of investments in real estate

 

 

 

(150,392

)

 

 

 

(188,804

)

Assets held-for-sale

 

 

 

(855,074

)

 

 

 

 

Balance at the end of the year

 

$

 

19,852,705

 

 

$

 

21,061,744

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation(2):

 

 

 

 

 

 

 

 

Balance at the beginning of the year

 

$

 

(1,578,637

)

 

$

 

(1,013,703

)

Accumulated depreciation, net of dispositions

 

 

 

(630,327

)

 

 

 

(564,934

)

Accumulated depreciation on assets held-for-sale

 

 

 

91,200

 

 

 

 

 

Balance at the end of the year

 

$

 

(2,117,764

)

 

$

 

(1,578,637

)

__________

(1)
Real estate includes furniture, fixtures and equipment totaling $272.5 million and $304.7 million for the years ended December 31, 2024 and 2023, respectively. Real estate excludes right-of-use operating lease assets of $105.2 million for the years ended December 31, 2024 and 2023.
(2)
Accumulated depreciation excludes amortization on right-of-use operating lease assets of $9.9 million and $8.0 million for the years ended December 31, 2024 and 2023.

 

66