Ares Real Estate Income Trust (ZARE) grows revenue but posts H1 2026 loss
Rhea-AI Filing Summary
Ares Real Estate Income Trust Inc. reported higher revenue but continued losses for the six months ended June 30, 2026. Total revenues rose to $296.3 million from $234.7 million a year earlier, driven mainly by rental revenue of $278.0 million. Net loss attributable to common stockholders narrowed to $35.0 million, or $0.16 per share, compared with $40.6 million, or $0.23 per share, in the prior-year period.
Total assets increased to $7.68 billion, with net investment in real estate properties of $6.41 billion. The company acquired ten properties for $273.6 million and sold one retail property for $3.8 million, recording a $3.9 million impairment before sale. Investments in unconsolidated joint ventures rose to $532.9 million, generating $73.7 million of income. Debt, net, declined to $2.54 billion, while financing obligations tied to the DST program increased to $2.60 billion as DST Interests sold reached $676.5 million in the first half. The trust raised $171.2 million of common equity through continuous offerings and an additional $200.0 million via private Class B placements with affiliates, and it remained in compliance with all debt covenants.
Positive
- Total revenues increased to $296.3 million for the first half of 2026 from $234.7 million in 2025, reflecting growth in rental income and income from joint venture investments.
- Debt, net declined to $2.54 billion from $2.97 billion at year-end 2025, reducing balance-sheet leverage while the company remained in compliance with its debt covenants.
Negative
- The company still reported a net loss attributable to common stockholders of $35.0 million for the first half of 2026, continuing a pattern of negative earnings.
- Interest expense rose to $142.4 million for the first half of 2026 versus $114.3 million a year earlier, indicating a heavier interest burden despite lower net debt.
Filing Explained
At June 30, third-party OP units represented 47.4% of partnership interests, with an estimated maximum redemption value of $1.8 billion.
This Form 10-Q is an unaudited quarterly report covering the period ended
OP Unit holders may redeem their units for equivalent-class common shares, cash, or a combination, subject to the stated terms. If redeemed for shares, the common share count would increase; issuing additional shares reduces an existing holder’s percentage ownership absent offsetting changes.
Third-party investors held 47.4% of the Operating Partnership’s limited-partnership interests at
The relevant follow-up is the redemption treatment of these OP Units under the company’s stated program: cash redemptions create a cash requirement, while share redemptions would affect the common share count.
Key Figures
Total revenues H1 2026: $296,294 (in thousands)
Net loss to common H1 2026: $34,963 (in thousands)
Total assets: $7,677,545 (in thousands)
+5 more
8 metrics
Total revenues H1 2026
$296,294 (in thousands)
Total revenues for the six months ended June 30, 2026
Net loss to common H1 2026
$34,963 (in thousands)
Net loss attributable to common stockholders for the six months ended June 30, 2026
Total assets
$7,677,545 (in thousands)
Balance sheet total assets as of June 30, 2026
Debt, net
$2,542,960 (in thousands)
Net consolidated debt as of June 30, 2026
Financing obligations
$2,597,161 (in thousands)
DST-related financing obligations, net, as of June 30, 2026
2026 acquisitions
$273,585 (in thousands)
Total purchase price of properties acquired in the six months ended June 30, 2026
DST Interests sold H1 2026
$676,494 (in thousands)
DST Interests sold through the DST Program in the six months ended June 30, 2026
Unused line of credit
$890,900 (in thousands)
Unused portion under the line of credit as of June 30, 2026
Key Terms
current expected credit losses, cash flow hedges, UPREIT, Delaware statutory trusts, +1 more
5 terms
current expected credit losses financial
"As of both June 30, 2026 and December 31, 2025, there was no reserve for current expected credit losses"
An accounting rule that requires lenders and creditors to estimate and record expected loan losses up front, based on current information and reasonable forecasts, rather than waiting until losses actually occur. Think of it as a bank setting aside a rainy-day fund based on the weather report instead of only after storms hit; for investors this affects reported profits, reserves and capital levels and can change perceptions of a firm’s financial strength.
cash flow hedges financial
"For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss is recorded as a component of accumulated other comprehensive income"
A cash flow hedge is an accounting label companies use when they enter financial contracts—like currency or interest-rate agreements—to protect expected future cash payments or receipts from unpredictable moves. For investors, it signals that the company is trying to smooth out future cash variability (think of locking in a price to avoid surprises), which can reduce reported profit swings but also means the company has exposure to derivative instruments and their associated risks.
UPREIT financial
"we realized $5.5 million of cumulative gain upon settlement of financing obligations for which we had elected the fair value option in accordance with our Umbrella Partnership Real Estate Investment Trust"
Delaware statutory trusts financial
"We have a program to raise capital through private placement offerings by selling beneficial interests in specific Delaware statutory trusts"
A Delaware statutory trust is a legal ownership structure that lets multiple investors hold undivided shares in real estate or other income-producing assets without each person taking direct title. Think of it as a specialized container that owns property while investors own pieces of the container; it simplifies management, limits individual liability, and can enable tax-deferred strategies. Investors care because it offers a way to earn passive rental income and diversify holdings with less hands-on responsibility.
net operating income financial
"Our CODM relies on net operating income, among other factors, to make decisions about allocating resources and assessing segment performance"
Net operating income is the profit a business makes from its core operations after subtracting the costs directly related to running those operations, but before accounting for taxes, interest, or other expenses. It shows how efficiently a company is generating income from its main activities. Investors use this figure to assess the company's operational performance and profitability.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
How did Ares Real Estate Income Trust (ZARE) perform financially in the first half of 2026?
Ares Real Estate Income Trust generated $296.3 million of total revenues and a net loss attributable to common stockholders of $35.0 million for the six months ended June 30, 2026, improving from a $40.6 million loss a year earlier.
What is the debt profile of Ares Real Estate Income Trust (ZARE) as of June 30, 2026?
As of June 30, 2026, Ares Real Estate Income Trust had $2.57 billion of total debt principal and $2.54 billion of debt, net, with a weighted-average effective interest rate of 4.75% and a weighted-average remaining term of 2.2 years.
How much did Ares Real Estate Income Trust (ZARE) invest in property acquisitions in 2026?
During the six months ended June 30, 2026, Ares Real Estate Income Trust acquired ten properties for a total purchase price of $273.6 million, primarily self-storage and industrial assets, with no debt assumed in these transactions.
What was the scale of Ares Real Estate Income Trust’s (ZARE) DST program activity in early 2026?
For the six months ended June 30, 2026, the trust sold $676.5 million of DST Interests and earned $6.5 million of income from DST Program Loans, while related financing obligations measured at fair value reached $2.60 billion.
How much equity capital did Ares Real Estate Income Trust (ZARE) raise in the first half of 2026?
In the first half of 2026, the trust raised $171.2 million from continuous common stock offerings, including $17.2 million via its DRIP, and an additional $200.0 million through private placements of Class B shares to affiliates.
What distributions did Ares Real Estate Income Trust (ZARE) declare in 2026?
For the first half of 2026, the trust declared gross distributions totaling $86.6 million, or $0.2070 per common share on an aggregated basis, including cash payments, reinvested amounts, and distribution fees.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________________________________________________
FORM 10-Q
_______________________________________________________________
(Mark One)
For the quarterly period ended June 30, 2026
Or
For the transition period from _________ to _________ .
Commission File No. 000-52596
_______________________________________________________________
(Exact name of registrant as specified in its charter)
_______________________________________________________________
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | ||||
| (Address of principal executive offices) | (Zip Code) | ||||
Registrant’s telephone number, including area code: (303 ) 228-2200
_______________________________________________________________
Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☐ | Smaller reporting company | |||||||||||||
| ☒ | Emerging growth company | ||||||||||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Under the registrant's charter, shares of the registrant's Class S common stock are separated into a series called Class S-R and another series called Class S-PR; shares of the registrant's Class D common stock are separated into a series called Class D-R and another series called Class D-PR; shares of the registrant's Class I common stock are separated into a series called Class I-R and another series called Class I-PR. In order to mirror common industry terminology, in this Quarterly Report on Form 10-Q the registrant refers to these separate series of common stock as different “classes”.
As of August 6, 2026, there were 20,358,989 shares of the registrant’s Class T-R common stock, 32,386,718 shares of the registrant’s Class S-R common stock, 5,430,869 shares of the registrant’s Class D-R common stock, 65,208,154 shares of the registrant’s Class I-R common stock, 38,288,489 shares of the registrant’s Class E common stock, 49,907,527 shares of the registrant’s Class B common stock, 14,554,115 shares of the registrant’s Class S-PR common stock, 1,980,447 shares of the registrant’s Class D-PR common stock and 22,809,629 shares of the registrant’s Class I-PR common stock outstanding.
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ARES REAL ESTATE INCOME TRUST INC.
TABLE OF CONTENTS
| Page | ||||||||
PART I. FINANCIAL INFORMATION | ||||||||
Item 1. | Financial Statements: | |||||||
Condensed Consolidated Balance Sheets as of June 30, 2026 (unaudited) and December 31, 2025 | 3 | |||||||
Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2026 and 2025 (unaudited) | 4 | |||||||
Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2026 and 2025 (unaudited) | 5 | |||||||
Condensed Consolidated Statements of Equity for the Three and Six Months Ended June 30, 2026 and 2025 (unaudited) | 6 | |||||||
Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2026 and 2025 (unaudited) | 8 | |||||||
Notes to Condensed Consolidated Financial Statements (unaudited) | 9 | |||||||
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 35 | ||||||
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 57 | ||||||
Item 4. | Controls and Procedures | 58 | ||||||
PART II. OTHER INFORMATION | ||||||||
Item 1A. | Risk Factors | 58 | ||||||
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 58 | ||||||
Item 5. | Other Information | 61 | ||||||
Item 6. | Exhibits | 62 | ||||||
2
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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ARES REAL ESTATE INCOME TRUST INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
| As of | ||||||||||||||
| (in thousands, except per share data) | June 30, 2026 | December 31, 2025 | ||||||||||||
| (Unaudited) | ||||||||||||||
| ASSETS | ||||||||||||||
| Net investment in real estate properties | $ | $ | ||||||||||||
Investments in real estate debt and securities (includes $ | ||||||||||||||
Investments in unconsolidated joint venture partnerships (includes $ | ||||||||||||||
| Cash and cash equivalents | ||||||||||||||
| Restricted cash | ||||||||||||||
DST Program Loans (includes $ | ||||||||||||||
| Other assets | ||||||||||||||
| Total assets | $ | $ | ||||||||||||
| LIABILITIES AND EQUITY | ||||||||||||||
| Liabilities | ||||||||||||||
| Accounts payable and accrued expenses | $ | $ | ||||||||||||
| Debt, net | ||||||||||||||
| Intangible lease liabilities, net | ||||||||||||||
Financing obligations, net (includes $ | ||||||||||||||
| Distribution fees payable to affiliates | ||||||||||||||
| Other liabilities | ||||||||||||||
| Total liabilities | ||||||||||||||
| Commitments and contingencies (Note 15) | ||||||||||||||
| Redeemable equity (Notes 9 and 10) | ||||||||||||||
| Equity | ||||||||||||||
| Stockholders’ equity: | ||||||||||||||
Preferred stock, $ | ||||||||||||||
Common stock, $ | ||||||||||||||
| Additional paid-in capital | ||||||||||||||
| Distributions in excess of earnings | ( | ( | ||||||||||||
| Accumulated other comprehensive income (loss) | ( | |||||||||||||
| Total stockholders’ equity | ||||||||||||||
| Noncontrolling interests | ||||||||||||||
| Total equity | ||||||||||||||
| Total liabilities and equity | $ | $ | ||||||||||||
See accompanying Notes to Condensed Consolidated Financial Statements.
3
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ARES REAL ESTATE INCOME TRUST INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands, except per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Revenues: | ||||||||||||||||||||||||||
| Rental revenues | $ | $ | $ | $ | ||||||||||||||||||||||
| Debt-related income | ||||||||||||||||||||||||||
| Total revenues | ||||||||||||||||||||||||||
| Operating expenses: | ||||||||||||||||||||||||||
| Rental expenses | ||||||||||||||||||||||||||
| Real estate-related depreciation and amortization | ||||||||||||||||||||||||||
| General and administrative expenses | ||||||||||||||||||||||||||
| Advisory fees | ||||||||||||||||||||||||||
| Performance participation allocation | ||||||||||||||||||||||||||
| Acquisition costs and reimbursements | ||||||||||||||||||||||||||
| Impairment of real estate property | ||||||||||||||||||||||||||
| Total operating expenses | ||||||||||||||||||||||||||
| Other income (expenses): | ||||||||||||||||||||||||||
| Income from unconsolidated joint venture partnerships | ||||||||||||||||||||||||||
| Interest expense | ( | ( | ( | ( | ||||||||||||||||||||||
| Gain on sale of real estate property | ||||||||||||||||||||||||||
| Gain (loss) on financial assets | ( | |||||||||||||||||||||||||
| Loss on financing obligations | ( | ( | ( | ( | ||||||||||||||||||||||
| (Loss) gain on extinguishment of debt and financing obligations, net | ( | ( | ( | |||||||||||||||||||||||
| (Loss) gain on derivative instruments | ( | |||||||||||||||||||||||||
| Provision for current expected credit losses | ||||||||||||||||||||||||||
| Other income and expenses | ||||||||||||||||||||||||||
| Total other income (expenses) | ( | ( | ( | ( | ||||||||||||||||||||||
| Net loss before income tax expense | ( | ( | ( | ( | ||||||||||||||||||||||
| Income tax expense | ( | ( | ( | ( | ||||||||||||||||||||||
| Net loss | ( | ( | ( | ( | ||||||||||||||||||||||
| Net loss attributable to redeemable noncontrolling interests | ||||||||||||||||||||||||||
| Net loss attributable to noncontrolling interests | ||||||||||||||||||||||||||
| Net loss attributable to common stockholders | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Weighted-average shares outstanding—basic | ||||||||||||||||||||||||||
| Weighted-average shares outstanding—diluted | ||||||||||||||||||||||||||
| Net loss attributable to common stockholders per common share—basic and diluted | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
See accompanying Notes to Condensed Consolidated Financial Statements.
4
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ARES REAL ESTATE INCOME TRUST INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited)
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Net loss | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Change from cash flow hedging activities | ( | ( | ||||||||||||||||||||||||
| Change from activities related to available-for-sale debt securities | ( | ( | ||||||||||||||||||||||||
| Comprehensive loss | ( | ( | ( | ( | ||||||||||||||||||||||
| Comprehensive loss attributable to redeemable noncontrolling interests | ||||||||||||||||||||||||||
| Comprehensive loss attributable to noncontrolling interests | ||||||||||||||||||||||||||
| Comprehensive loss attributable to common stockholders | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
See accompanying Notes to Condensed Consolidated Financial Statements.
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ARES REAL ESTATE INCOME TRUST INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(Unaudited)
| Stockholders’ Equity | ||||||||||||||||||||||||||||||||||||||||||||
| Common Stock | Additional Paid-in Capital | Distributions in Excess of Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests | Total Equity | |||||||||||||||||||||||||||||||||||||||
| (in thousands) | Shares | Amount | ||||||||||||||||||||||||||||||||||||||||||
| FOR THE THREE MONTHS ENDED JUNE 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2025 | $ | $ | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
Net loss (excludes $ | — | — | — | ( | — | ( | ( | |||||||||||||||||||||||||||||||||||||
Change from securities and cash flow hedging activities (excludes $ | — | — | — | — | ( | ( | ( | |||||||||||||||||||||||||||||||||||||
| Issuance of common stock | — | — | — | |||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| Upfront offering costs, including selling commissions, dealer manager fees, and offering costs | — | — | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Trailing distribution fees | — | — | ( | — | ||||||||||||||||||||||||||||||||||||||||
| Redemptions of common stock | ( | ( | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Other noncontrolling interests net distributions | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||
Distributions declared (excludes $ | — | — | — | ( | — | ( | ( | |||||||||||||||||||||||||||||||||||||
| Redemption value allocation adjustment to redeemable noncontrolling interests | — | — | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Redemptions of noncontrolling interests | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||
| Reallocation of stockholders’ equity and noncontrolling interests | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2025 | $ | $ | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| FOR THE THREE MONTHS ENDED JUNE 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2026 | $ | $ | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
Net loss (excludes $ | — | — | — | ( | — | ( | ( | |||||||||||||||||||||||||||||||||||||
Change from securities and cash flow hedging activities (excludes $ | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||
Issuance of common stock (excludes $ | — | — | — | |||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| Upfront offering costs, including selling commissions, dealer manager fees, and offering costs | — | — | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Trailing distribution fees | — | — | ( | — | ( | ( | ||||||||||||||||||||||||||||||||||||||
| Redemptions of common stock | ( | ( | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Issuances of OP Units for DST Interests | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| Other noncontrolling interests net distributions | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||
Distributions declared (excludes $ | — | — | — | ( | — | ( | ( | |||||||||||||||||||||||||||||||||||||
| Redemption value allocation adjustment to redeemable equity | — | — | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Redemptions of noncontrolling interests | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||
| Reallocation of stockholders’ equity and noncontrolling interests | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | $ | $ | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
See accompanying Notes to Condensed Consolidated Financial Statements.
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ARES REAL ESTATE INCOME TRUST INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(Unaudited)
| Stockholders’ Equity | ||||||||||||||||||||||||||||||||||||||||||||
| Common Stock | Additional Paid-in Capital | Distributions in Excess of Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests | Total Equity | |||||||||||||||||||||||||||||||||||||||
| (in thousands) | Shares | Amount | ||||||||||||||||||||||||||||||||||||||||||
| FOR THE SIX MONTHS ENDED JUNE 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2024 | $ | $ | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
Net loss (excludes $ | — | — | — | ( | — | ( | ( | |||||||||||||||||||||||||||||||||||||
Change from securities and cash flow hedging activities (excludes $ | — | — | — | — | ( | ( | ( | |||||||||||||||||||||||||||||||||||||
| Issuance of common stock | — | — | — | |||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| Upfront offering costs, including selling commissions, dealer manager fees, and offering costs | — | — | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Trailing distribution fees | — | — | — | |||||||||||||||||||||||||||||||||||||||||
| Redemptions of common stock | ( | ( | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Other noncontrolling interests net contributions | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||
Distributions declared (excludes $ | — | — | — | ( | — | ( | ( | |||||||||||||||||||||||||||||||||||||
| Redemption value allocation adjustment to redeemable noncontrolling interests | — | — | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
Redemptions of noncontrolling interests (excludes $ | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||
| Reallocation of stockholders’ equity and noncontrolling interests | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2025 | $ | $ | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
| FOR THE SIX MONTHS ENDED JUNE 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2025 | $ | $ | $ | ( | $ | ( | $ | $ | ||||||||||||||||||||||||||||||||||||
Net loss (excludes $ | — | — | — | ( | — | ( | ( | |||||||||||||||||||||||||||||||||||||
Change from securities and cash flow hedging activities (excludes $ | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||
Issuance of common stock (excludes $ | — | — | — | |||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| Upfront offering costs, including selling commissions, dealer manager fees, and offering costs | — | — | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Trailing distribution fees | — | — | ( | — | ( | ( | ||||||||||||||||||||||||||||||||||||||
| Redemptions of common stock | ( | ( | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
| Issuances of OP Units for DST Interests | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||
| Other noncontrolling interests net distributions | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||
Distributions declared (excludes $ | — | — | — | ( | — | ( | ( | |||||||||||||||||||||||||||||||||||||
| Redemption value allocation adjustment to redeemable equity | — | — | ( | — | — | — | ( | |||||||||||||||||||||||||||||||||||||
Redemptions of noncontrolling interests (excludes $ | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||
| Reallocation of stockholders’ equity and noncontrolling interests | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | $ | $ | $ | ( | $ | $ | $ | |||||||||||||||||||||||||||||||||||||
See accompanying Notes to Condensed Consolidated Financial Statements.
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ARES REAL ESTATE INCOME TRUST INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| For the Six Months Ended June 30, | ||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||
| Operating activities: | ||||||||||||||
| Net loss | $ | ( | $ | ( | ||||||||||
| Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||||||||||
| Real estate-related depreciation and amortization | ||||||||||||||
| Straight-line rent and amortization of above- and below-market leases | ( | ( | ||||||||||||
| Gain on sale of real estate property | ( | |||||||||||||
| Impairment of real estate property | ||||||||||||||
| Gain on financial assets | ( | ( | ||||||||||||
| Performance participation allocation | ||||||||||||||
| Income from unconsolidated joint venture partnerships | ( | ( | ||||||||||||
| (Gain) loss on extinguishment of debt and financing obligations, net | ( | |||||||||||||
| Provision for current expected credit losses | ( | |||||||||||||
| Amortization of deferred financing costs | ||||||||||||||
| Unrealized loss on financing obligations | ||||||||||||||
| Unrealized gain on derivative instruments not designated as cash flow hedges | ( | |||||||||||||
| Paid-in-kind interest on investments in real estate debt and securities, net of repayments | ( | ( | ||||||||||||
| Distributions of earnings from unconsolidated joint venture partnerships | ||||||||||||||
| Amortization of interest rate cap premiums | ||||||||||||||
| Other | ||||||||||||||
| Changes in operating assets and liabilities | ||||||||||||||
| Other assets, accounts payable and accrued expenses and other liabilities | ||||||||||||||
| Debt-related investments, held for sale | ( | |||||||||||||
| Cash settlement of accrued performance participation allocation | ( | |||||||||||||
| Net cash provided by operating activities | ||||||||||||||
| Investing activities: | ||||||||||||||
| Real estate acquisitions | ( | ( | ||||||||||||
| Capital expenditures | ( | ( | ||||||||||||
| Proceeds from disposition of real estate property | ||||||||||||||
| Investments in debt-related investments | ( | ( | ||||||||||||
| Principal collections on debt-related investments | ||||||||||||||
| Investments in unconsolidated joint venture partnerships | ( | ( | ||||||||||||
| Distributions from joint venture partnerships | ||||||||||||||
| Principal collections on available-for-sale debt securities | ||||||||||||||
| Investment in equity securities | ( | |||||||||||||
| Other | ( | |||||||||||||
| Net cash used in investing activities | ( | ( | ||||||||||||
| Financing activities: | ||||||||||||||
| Proceeds from mortgage notes | ||||||||||||||
| Repayments of mortgage notes | ( | ( | ||||||||||||
| Proceeds from line of credit | ||||||||||||||
| Repayments of line of credit | ( | ( | ||||||||||||
| Proceeds from term loans | ||||||||||||||
| Repayments of term loans | ( | |||||||||||||
| Proceeds from secured borrowings | ||||||||||||||
| Repayments of secured borrowings | ( | |||||||||||||
| Redemptions of common stock | ( | ( | ||||||||||||
| Distributions paid to common stockholders, redeemable noncontrolling interest holders and noncontrolling interest holders | ( | ( | ||||||||||||
| Proceeds from issuance of common stock | ||||||||||||||
| Proceeds from financing obligations, net | ||||||||||||||
| Offering costs for issuance of common stock and private placements | ( | ( | ||||||||||||
| Cash payout of DST Interests | ( | |||||||||||||
| Redemption of redeemable noncontrolling interests and noncontrolling interests | ( | ( | ||||||||||||
| Debt issuance costs paid | ( | ( | ||||||||||||
| Interest rate cap premiums | ( | |||||||||||||
| Other | ( | ( | ||||||||||||
| Net cash provided by financing activities | ||||||||||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | ( | |||||||||||||
| Net increase in cash, cash equivalents and restricted cash | ||||||||||||||
| Cash, cash equivalents and restricted cash, at beginning of period | ||||||||||||||
| Cash, cash equivalents and restricted cash, at end of period | $ | $ | ||||||||||||
See accompanying Notes to Condensed Consolidated Financial Statements.
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ARES REAL ESTATE INCOME TRUST INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
Unless the context otherwise requires, the “Company,” “we,” “our” or “us” refers to Ares Real Estate Income Trust Inc. and its consolidated subsidiaries. We are externally managed by Ares Commercial Real Estate Management LLC (the “Advisor”).
The accompanying unaudited condensed consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, certain disclosures normally included in the annual audited financial statements prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) have been omitted. As such, the accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 6, 2026 (“2025 Form 10-K”).
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Global macroeconomic conditions, including heightened inflation, changes to fiscal, monetary and trade policy, higher interest rates and challenges in the supply chain, coupled with the conflicts in Ukraine and in the Middle East, have the potential to negatively impact us. These current macroeconomic conditions may continue or aggravate and could cause the United States to experience an economic slowdown or recession. We anticipate our business and operations could be materially adversely affected by a prolonged recession in the United States.
In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments and eliminations, consisting only of normal recurring adjustments necessary for a fair presentation in conformity with GAAP.
As used herein, the term “commercial” refers to our industrial, retail and office properties or customers, as applicable.
Reclassifications
Certain items in our condensed consolidated statements of operations for the three and six months ended June 30, 2025, and our condensed consolidated statements of cash flows for the six months ended June 30, 2025 have been reclassified to conform to the 2026 presentation.
2. INVESTMENTS IN REAL ESTATE PROPERTIES
The following table summarizes our consolidated investments in real estate properties:
| As of | ||||||||||||||
| (in thousands) | June 30, 2026 | December 31, 2025 | ||||||||||||
| Land | $ | $ | ||||||||||||
| Buildings and improvements | ||||||||||||||
| Intangible lease assets | ||||||||||||||
| Right of use asset | ||||||||||||||
| Investment in real estate properties | ||||||||||||||
| Accumulated depreciation and amortization | ( | ( | ||||||||||||
| Net investment in real estate properties | $ | $ | ||||||||||||
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Acquisitions
During the six months ended June 30, 2026, we acquired 100 % of the following properties through asset acquisitions:
| (in thousands) | Property Type | Acquisition Date | Total Purchase Price (1) | |||||||||||||||||
| 2026 Acquisitions: | ||||||||||||||||||||
| EXR Cary | Self-Storage | 1/29/2026 | $ | |||||||||||||||||
| Carson Federal | Self-Storage | 4/21/2026 | ||||||||||||||||||
| Cleveland Self Storage | Self-Storage | 5/15/2026 | ||||||||||||||||||
| Dallas Distribution Center I | Industrial | 5/22/2026 | ||||||||||||||||||
| Dallas Distribution Center II | Industrial | 5/22/2026 | ||||||||||||||||||
| Dallas Distribution Center III | Industrial | 5/22/2026 | ||||||||||||||||||
| Suwanee Logistics Center I | Industrial | 6/09/2026 | ||||||||||||||||||
| Suwanee Logistics Center II | Industrial | 6/09/2026 | ||||||||||||||||||
| Suwanee Logistics Center III | Industrial | 6/09/2026 | ||||||||||||||||||
| Suwanee Logistics Center IV | Industrial | 6/09/2026 | ||||||||||||||||||
| Total 2026 acquisitions | $ | |||||||||||||||||||
_______________________________________________________________
(1)Total purchase price is equal to the total consideration paid plus any debt assumed at fair value. There was no debt assumed in connection with the 2026 acquisitions.
During the six months ended June 30, 2026, we allocated the purchase price of our acquisitions to land, building and improvements and intangible lease assets and liabilities as follows:
| (in thousands) | For the Six Months Ended June 30, 2026 | |||||||
| Land | $ | |||||||
| Building and improvements | ||||||||
| Intangible lease assets | ||||||||
| Above-market lease assets | ||||||||
| Below-market lease liabilities | ( | |||||||
| Total purchase price (1) | $ | |||||||
_______________________________________________________________
(1)Total purchase price is equal to the total consideration paid plus any debt assumed at fair value. There was no debt assumed in connection with the 2026 acquisitions.
The weighted-average amortization period for the intangible lease assets and liabilities acquired in connection with our acquisitions during the six months ended June 30, 2026, as of the respective date of each acquisition, was 7.0 years.
Dispositions
During the six months ended June 30, 2026, we sold one retail property for net proceeds of $3.8 million. During the six months ended June 30, 2025, we sold four industrial properties for net proceeds of $33.5 million and recorded a net gain on sale of $10.5 million.
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Intangible Lease Assets and Liabilities
Intangible lease assets and liabilities as of June 30, 2026 and December 31, 2025 included the following:
| As of June 30, 2026 | As of December 31, 2025 | |||||||||||||||||||||||||||||||||||||
| (in thousands) | Gross | Accumulated Amortization | Net | Gross | Accumulated Amortization | Net | ||||||||||||||||||||||||||||||||
| Intangible lease assets (1) | $ | $ | ( | $ | $ | $ | ( | $ | ||||||||||||||||||||||||||||||
| Above-market lease assets (1) | ( | ( | ||||||||||||||||||||||||||||||||||||
| Below-market lease liabilities | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||
_______________________________________________________________
(1)Included in net investment in real estate properties on the condensed consolidated balance sheets.
Rental Revenue Adjustments and Depreciation and Amortization Expense
The following table summarizes straight-line rent adjustments, amortization recognized as an increase (decrease) to rental revenues from above- and below-market lease assets and liabilities and real estate-related depreciation and amortization expense:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Increase (decrease) to rental revenue: | ||||||||||||||||||||||||||
| Straight-line rent adjustments | $ | $ | $ | $ | ||||||||||||||||||||||
| Above-market lease amortization | ( | ( | ( | ( | ||||||||||||||||||||||
| Below-market lease amortization | ||||||||||||||||||||||||||
| Real estate-related depreciation and amortization: | ||||||||||||||||||||||||||
| Depreciation expense | $ | $ | $ | $ | ||||||||||||||||||||||
| Intangible lease asset amortization | ||||||||||||||||||||||||||
Real Estate Property Impairment
During the three and six months ended June 30, 2026, we recorded non-cash impairment charges of $3.9 no
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3. INVESTMENTS IN UNCONSOLIDATED JOINT VENTURE PARTNERSHIPS
The following table summarizes our investments in unconsolidated joint venture partnerships as of June 30, 2026 and December 31, 2025:
| Number of Joint Venture Partnerships as of | Ownership Percentage as of | Investments in Unconsolidated Joint Venture Partnerships as of | ||||||||||||||||||||||||||||||||||||
| ($ in thousands) | June 30, 2026 | December 31, 2025 | June 30, 2026 | December 31, 2025 | June 30, 2026 | December 31, 2025 | ||||||||||||||||||||||||||||||||
| Investments in unconsolidated joint venture partnerships, carried at cost: | ||||||||||||||||||||||||||||||||||||||
| Credit Lease joint venture partnerships | % | % | $ | $ | ||||||||||||||||||||||||||||||||||
| Data Center joint venture partnerships | ||||||||||||||||||||||||||||||||||||||
| Real Estate Debt joint venture partnerships (1) | ||||||||||||||||||||||||||||||||||||||
| Total investments in unconsolidated joint venture partnerships, carried at cost | ||||||||||||||||||||||||||||||||||||||
| Investments in unconsolidated joint venture partnerships, carried at fair value: | ||||||||||||||||||||||||||||||||||||||
| Industrial joint venture partnerships (1) | ||||||||||||||||||||||||||||||||||||||
| Total investments in unconsolidated joint venture partnerships, carried at fair value | ||||||||||||||||||||||||||||||||||||||
| Total | $ | $ | ||||||||||||||||||||||||||||||||||||
_______________________________________________________________
As of June 30, 2026, we had unfunded commitments of $382.5 million, in aggregate, related to our investments in unconsolidated joint venture partnerships.
The following table summarizes income (loss) in unconsolidated joint venture partnerships for the three and six months ended June 30, 2026 and 2025:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Income from unconsolidated joint venture partnerships, carried at cost: | ||||||||||||||||||||||||||
| Equity in income from unconsolidated joint venture partnerships | $ | $ | $ | $ | ||||||||||||||||||||||
| Total income from unconsolidated joint venture partnerships, carried at cost | ||||||||||||||||||||||||||
| Income from unconsolidated joint venture partnerships, carried at fair value: | ||||||||||||||||||||||||||
| Gain on investment | ||||||||||||||||||||||||||
| Foreign currency (loss) gain on investment | ( | ( | ||||||||||||||||||||||||
| Total income from unconsolidated joint venture partnerships, carried at fair value | ||||||||||||||||||||||||||
| Other foreign currency gain (loss): | ||||||||||||||||||||||||||
| Foreign currency gain (loss) on debt held in foreign currencies | ( | ( | ||||||||||||||||||||||||
| Foreign currency (loss) gain on remeasurement of cash and cash equivalents | ( | ( | ||||||||||||||||||||||||
| Total other foreign currency gain (loss) | ( | ( | ||||||||||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||||||||||||
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4. INVESTMENTS IN REAL ESTATE DEBT AND SECURITIES
Debt-Related Investments
The following table summarizes our debt-related investments as of June 30, 2026 and December 31, 2025:
| ($ in thousands) | Carrying Amount (1) | Outstanding Principal (1) | Weighted-Average Interest Rate | Weighted-Average Remaining Life (Years) | ||||||||||||||||||||||
| As of June 30, 2026 | ||||||||||||||||||||||||||
| Senior loans, carried at cost (2) | $ | $ | N/A | N/A | ||||||||||||||||||||||
| Senior loans, carried at fair value | % | |||||||||||||||||||||||||
| Mezzanine loans, carried at fair value | ||||||||||||||||||||||||||
| Total debt-related investments | $ | $ | % | |||||||||||||||||||||||
| As of December 31, 2025 | ||||||||||||||||||||||||||
| Senior loans, carried at cost (2) | $ | $ | N/A | N/A | ||||||||||||||||||||||
| Senior loans, carried at fair value | % | |||||||||||||||||||||||||
| Mezzanine loans, carried at fair value | ||||||||||||||||||||||||||
| Total debt-related investments | $ | $ | % | |||||||||||||||||||||||
_______________________________________________________________
(1)The difference between the carrying amount and the outstanding principal amount of our debt-related investments carried at cost consists of unamortized purchase discount, deferred financing costs, loan origination costs, and any recorded credit loss reserves, if applicable. For our debt-related investments carried at fair value, the difference between the carrying amount and the outstanding principal amount is cumulative unrealized gains or losses.
(2)As of June 30, 2026 and December 31, 2025, we had one 42.0 million and $44.4 million, respectively. During the six months ended June 30, 2026, we received $2.4 million in cash, which was applied to the principal balance. During the six months ended June 30, 2025, we did not receive any principal or interest payments in cash on this investment. Weighted-average interest rate and weighted-average remaining life exclude this senior loan from their calculations as of June 30, 2026 and December 31, 2025.
During the six months ended June 30, 2026 and 2025, we received $2.4 million and $47.4 million, respectively, of principal repayments on debt-related investments.
As of June 30, 2026, we had five debt-related investments for which we have elected the fair value option and which are carried at fair value. The aggregate outstanding principal was $192.3 million and the aggregate carrying amount was $192.1 million, with a total current commitment of $219.4 million as of June 30, 2026. During the three and six months ended June 30, 2026, we recognized $36 thousand and $67 thousand in unrealized gains on these investments, respectively, which are included in gain (loss) on financial assets in our condensed consolidated statements of operations. As of December 31, 2025, we had three debt-related investments for which we have elected the fair value option and which are carried at fair value. The aggregate outstanding principal was $138.0 million and the aggregate carrying amount was $137.9 million, with a total current commitment of $171.4 million as of December 31, 2025. During the three and six months ended June 30, 2025, we did not
Current Expected Credit Losses
As of both June 30, 2026 and December 31, 2025, there was no no
During both the three and six months ended June 30, 2026, we recognized no 0.1 million and $0.2 million, respectively. There have been no
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The following table summarizes activity related to our CECL Reserve on funded commitments for the six months ended June 30, 2026 and 2025:
| For the Six Months Ended June 30, | ||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||
| Balance at beginning of the year | $ | $ | ||||||||||||
| Provision for current expected credit losses | ( | |||||||||||||
| Ending balance (1) | $ | $ | ||||||||||||
_______________________________________________________________
(1)The CECL Reserve related to funded commitments is included in investments in real estate debt and securities on the condensed consolidated balance sheets.
The following table summarizes activity related to our CECL Reserve on unfunded commitments for the six months ended June 30, 2026 and 2025:
| For the Six Months Ended June 30, | ||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||
| Balance at beginning of the year | $ | $ | ||||||||||||
| Provision for current expected credit losses | ( | |||||||||||||
| Ending balance (1) | $ | $ | ||||||||||||
_______________________________________________________________
(1)The CECL Reserve related to unfunded commitments is included in other liabilities on the condensed consolidated balance sheets.
Debt-Related Investments, Held for Sale
As of June 30, 2026 and December 31, 2025, we had no debt-related investments classified as held for sale.
During the six months ended June 30, 2026, we originated five loans through our mortgage loan origination program, one of which was accounted for under the fair value option, with a total principal balance of $362.2 million. Additionally, during the six months ended June 30, 2026, we sold five loans for $359.3 million and recorded $459 thousand in realized losses on these investments. During the three and six months ended June 30, 2026, we recognized origination fee income related to this mortgage origination program of $1.1 million and $1.6 million, respectively. During the six months ended June 30, 2025, we originated three loans with a principal balance of $185.2 million. Additionally, during the six months ended June 30, 2025, we sold four loans, including one of which was held for sale as of December 31, 2024, totaling $377.2 million, equal to the carrying cost of the debt-related investments on the dates of sale. During the three and six months ended June 30, 2025, we recognized origination fee income related to our mortgage loan origination program of $0.8 million and $1.7 million, respectively.
Available-for-Sale Debt Securities
As of both June 30, 2026 and December 31, 2025, we had one preferred equity investment and one commercial mortgage-backed security (“CMBS”) designated as available-for-sale debt securities. As of June 30, 2026 and December 31, 2025, the weighted-average remaining term of CMBS, which is based on the estimated fully extended maturity dates of the underlying loans of the debt security, was 2.6 years and 3.1 years, respectively, and the remaining term of our preferred equity investment was 1.5 years and 2.0 years, respectively. We had no no
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sale debt securities as of June 30, 2026 or December 31, 2025. The following table summarizes our investments in available-for-sale debt securities as of June 30, 2026 and December 31, 2025:
| (in thousands) | Face Amount | Amortized Cost | Unamortized Discount | Unrealized Gain, Net (1) | Fair Value | |||||||||||||||||||||||||||
| As of June 30, 2026 | ||||||||||||||||||||||||||||||||
| CMBS | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Preferred equity | — | — | ||||||||||||||||||||||||||||||
| Total debt securities | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| As of December 31, 2025 | ||||||||||||||||||||||||||||||||
| CMBS | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Preferred equity | — | — | ||||||||||||||||||||||||||||||
| Total debt securities | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
_______________________________________________________________
(1)Represents cumulative unrealized gain beginning from acquisition date.
Equity Securities
5. DEBT AND SECURED FINANCINGS
A summary of our consolidated debt is as follows:
| Weighted-Average Effective Interest Rate as of | Balance as of | |||||||||||||||||||||||||||||||
| ($ in thousands) | June 30, 2026 | December 31, 2025 | Current Maturity Date | June 30, 2026 | December 31, 2025 | |||||||||||||||||||||||||||
| Line of credit (1) | % | % | June 2029 | $ | $ | |||||||||||||||||||||||||||
| Term loans (2) | June 2029 | |||||||||||||||||||||||||||||||
| Fixed-rate mortgage notes | January 2027 - May 2031 | |||||||||||||||||||||||||||||||
| Floating-rate mortgage notes (3) | October 2026 - January 2029 | |||||||||||||||||||||||||||||||
| Total principal amount / weighted-average (4) | % | % | $ | $ | ||||||||||||||||||||||||||||
| Less: unamortized debt issuance costs | $ | ( | $ | ( | ||||||||||||||||||||||||||||
| Add: unamortized mark-to-market adjustment on assumed debt | ||||||||||||||||||||||||||||||||
| Total debt, net | $ | $ | ||||||||||||||||||||||||||||||
| Gross book value of properties encumbered by debt | $ | $ | ||||||||||||||||||||||||||||||
_______________________________________________________________
(1)The effective interest rate for our borrowings in U.S. dollars, which was $20.0 million as of June 30, 2026, is calculated based on the term Secured Overnight Financing Rate (“Term SOFR”) plus a 10.0 basis point adjustment (“Adjusted Term SOFR”), plus a margin ranging from 1.25 % to 2.00 % depending on our consolidated leverage ratio. The effective interest rate for our borrowings in pound sterling, which was $41.1 million as of June 30, 2026 when converted to U.S. dollars, is calculated based on the Sterling Overnight Index Average Reference Rate (“SONIA”) plus a 3.26 basis point adjustment, plus a margin ranging from 1.25 % to 2.00 % depending on our consolidated leverage
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ratio. The effective interest rate for our borrowings in euro, which was $48.0 million as of June 30, 2026 when converted to U.S. dollars, is calculated based on the Euro Interbank Offered Rate (“EURIBOR”) plus a margin ranging from 1.25 % to 2.00 % depending on our consolidated leverage ratio. As of June 30, 2026, the unused and available portions under the line of credit were $890.9 million and $849.2 million, respectively. The weighted-average interest rate is the all-in interest rate, including the effects of interest rate cap agreements. The line of credit is available for general business purposes including, but not limited to, refinancing of existing indebtedness and financing the acquisition of permitted investments, including commercial properties and investments in unconsolidated joint venture partnerships.
(2)The effective interest rate is calculated based on Adjusted Term SOFR, plus a margin ranging from 1.20 % to 1.90 % depending on our consolidated leverage ratio. The total commitment for one term loan is $700.0 million, and the total commitment for the second term loan is $300.0 million. The weighted-average interest rate is the all-in interest rate, including the effects of interest rate swap agreements relating to $450.0 million in borrowings under the first term loan and $225.0 million in borrowings under the second term loan, as well as interest rate cap agreements relating to $250.0 million in borrowings under the first term loan.
(3)The effective interest rate is calculated based on Term SOFR plus a margin. As of June 30, 2026, our floating-rate mortgage notes were subject to interest rate spreads ranging from 1.65 % to 2.25 %. The weighted-average interest rate is the all-in interest rate, including the effects of interest rate cap agreements which capped the effective interest rates on three of our floating-rate mortgage notes ranging from 4.45 % to 5.90 %, respectively, as of June 30, 2026.
(4)The weighted-average remaining term of our consolidated borrowings was 2.2 years as of June 30, 2026, excluding the impact of certain extension options.
For the three months ended June 30, 2026 and 2025, the amount of interest incurred related to our consolidated indebtedness, excluding amortization of debt issuance costs, was $34.6 million and $34.3 million, respectively. For the three months ended June 30, 2026 and 2025, the amount of interest incurred related to our consolidated indebtedness includes $1.6 million and $2.6 million, respectively, related to the amortization of our interest rate cap premiums. For the six months ended June 30, 2026 and 2025, the amount of interest incurred related to our consolidated indebtedness, excluding amortization of debt issuance costs, was $72.2 million and $69.2 million, respectively. For the six months ended June 30, 2026 and 2025, the amount of interest incurred related to our consolidated indebtedness includes $3.4 million and $5.0 million, respectively, related to the amortization of our interest rate cap premiums. See “Note 6” for the amount of interest incurred related to the DST Program (as defined below).
As of June 30, 2026, the principal payments due on our consolidated debt during each of the next five years and thereafter were as follows:
| (in thousands) | Line of Credit (1) | Term Loans (2) | Mortgage Notes (3) | Total | ||||||||||||||||||||||
| Remainder of 2026 | $ | $ | $ | $ | ||||||||||||||||||||||
| 2027 | ||||||||||||||||||||||||||
| 2028 | ||||||||||||||||||||||||||
| 2029 | ||||||||||||||||||||||||||
| 2030 | ||||||||||||||||||||||||||
| Thereafter | ||||||||||||||||||||||||||
| Total principal payments | $ | $ | $ | $ | ||||||||||||||||||||||
_______________________________________________________________
(1)The term of the line of credit may be extended pursuant to a one-year extension option, subject to certain conditions.
(2)Both term loans may each be extended pursuant to a one-year extension option, subject to certain conditions.
Debt Covenants
Our line of credit, term loans and mortgage note agreements contain various property-level covenants, including customary affirmative and negative covenants. In addition, the line of credit and term loan agreements contain certain corporate-level
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financial covenants, including leverage ratio, fixed charge coverage ratio and tangible net worth thresholds. We were in compliance with our debt covenants as of June 30, 2026.
Master Repurchase Agreement
On July 10, 2025, we entered into a master repurchase agreement (the “Goldman Sachs MRA”) with Goldman Sachs Bank USA (“Goldman Sachs”), which allows us to borrow up to $500.0 million. Under the Goldman Sachs MRA, we are permitted to sell, and later repurchase, certain qualifying mortgage loans, senior notes, mezzanine loans and pari-passu participations in commercial mortgage loans and mezzanine loans approved by Goldman Sachs in its sole discretion. Borrowings under the Goldman Sachs MRA are recorded as secured financings on investments in debt-related investments on the condensed consolidated balance sheets. The Goldman Sachs MRA was originally scheduled to terminate in July 2026 with the potential to be extended pursuant to a one-year extension option, subject to certain conditions. In July 2026, we exercised the extension option and extended the termination date to July 2027. The interest rate on the Goldman Sachs MRA borrowings is determined based on prevailing rates corresponding to the terms of the borrowings.
As of both June 30, 2026 and December 31, 2025, we had no 2.9 million and $4.2 million, respectively. These amounts are recorded as a component of interest expense on the condensed consolidated statements of operations.
Derivative Instruments
To manage interest rate risk for certain of our variable-rate debt, we use interest rate derivative instruments as part of our risk management strategy. These derivatives are designed to mitigate the risk of future interest rate increases by either providing a fixed interest rate or capping the variable interest rate for a limited, pre-determined period of time. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for us making fixed-rate payments over the life of the interest rate swap agreements without exchange of the underlying notional amount. Interest rate caps involve the receipt of variable amounts from a counterparty at the end of each period in which the interest rate exceeds the agreed fixed price.
For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss is recorded as a component of accumulated other comprehensive income (loss) (“AOCI”) on the condensed consolidated balance sheets and is reclassified into earnings as interest expense for the same period that the hedged transaction affects earnings, which is when the interest expense is recognized on the related debt. During the next 12 months, we estimate that $4.2 million will be reclassified as a decrease to interest expense related to active effective hedges of existing floating-rate debt. For derivatives that are not designated and do not qualify as hedges, changes in fair value are recognized through income. As a result, in periods with high interest rate volatility, we may experience significant fluctuations in our net income (loss).
The following table summarizes the location and fair value of our consolidated derivative instruments on our condensed consolidated balance sheets:
| Number of Contracts | Current Notional Amount | Fair Value | ||||||||||||||||||||||||
| ($ in thousands) | Other Assets | Other Liabilities | ||||||||||||||||||||||||
| As of June 30, 2026 | ||||||||||||||||||||||||||
| Interest rate swaps designated as cash flow hedges | $ | $ | $ | |||||||||||||||||||||||
| Interest rate caps designated as cash flow hedges | ||||||||||||||||||||||||||
| Interest rate caps not designated as cash flow hedges, net (1) | ||||||||||||||||||||||||||
| Total derivative instruments | $ | $ | $ | |||||||||||||||||||||||
| As of December 31, 2025 | ||||||||||||||||||||||||||
| Interest rate swaps designated as cash flow hedges | $ | $ | $ | |||||||||||||||||||||||
| Interest rate caps designated as cash flow hedges | ||||||||||||||||||||||||||
| Interest rate caps not designated as cash flow hedges | ||||||||||||||||||||||||||
| Total derivative instruments | $ | $ | $ | |||||||||||||||||||||||
_______________________________________________________________
(1)Interest rate caps not designated as cash flow hedges, net, is inclusive of two interest rate caps not designated as cash flow hedges with an aggregate notional value of $295.0 million; partially offset by one sold interest rate cap not designated as a cash flow hedge with an aggregate notional value of $210.0 million.
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The following table presents the effect of our consolidated derivative instruments on our condensed consolidated financial statements:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Derivative instruments designated as cash flow hedges: | ||||||||||||||||||||||||||
| Gain (loss) recognized in AOCI | $ | $ | ( | $ | $ | ( | ||||||||||||||||||||
| Amount reclassified from AOCI as a decrease in interest expense | ( | ( | ( | ( | ||||||||||||||||||||||
| Total interest expense presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded | ||||||||||||||||||||||||||
| Derivative instruments not designated as cash flow hedges: | ||||||||||||||||||||||||||
| Unrealized (loss) gain on derivative instruments recognized in other income (expenses) (1) | ( | |||||||||||||||||||||||||
___________________________________________________
(1)Unrealized gain on changes in fair value of derivative instruments relates to mark-to-market changes on our derivatives not designated as cash flow hedges.
6. DST PROGRAM
We have a program to raise capital through private placement offerings by selling beneficial interests (“DST Interests”) in specific Delaware statutory trusts (each, a “DST,” or multiple “DSTs”) holding real properties (the “DST Program”). Under the DST Program, each private placement offers interests in one or more real properties placed into one or more DSTs by AREIT Operating Partnership LP (the “Operating Partnership”) or its affiliates (each, a “DST Property,” and collectively, the “DST Properties”). In order to facilitate additional capital raise through the DST Program, we have made and may continue to offer loans (“DST Program Loans”) to finance a portion of the sale of DST Interests to potential investors.
The following table summarizes our DST Program Loans as of June 30, 2026 and December 31, 2025:
| ($ in thousands) | Outstanding Principal | Unrealized Loss, Net (1) | Book Value | Weighted-Average Interest Rate | Weighted-Average Remaining Life (Years) | |||||||||||||||||||||||||||
| As of June 30, 2026 | ||||||||||||||||||||||||||||||||
| DST Program Loans, carried at fair value | $ | $ | ( | $ | % | |||||||||||||||||||||||||||
| Total | $ | $ | ( | $ | % | |||||||||||||||||||||||||||
| As of December 31, 2025 | ||||||||||||||||||||||||||||||||
| DST Program Loans, carried at cost | $ | N/A | $ | % | ||||||||||||||||||||||||||||
| DST Program Loans, carried at fair value | % | |||||||||||||||||||||||||||||||
| Total | $ | $ | $ | % | ||||||||||||||||||||||||||||
(1)Represents cumulative unrealized gain or loss on DST program loans carried at fair value.
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The following table summarizes our financing obligations, net as of June 30, 2026 and December 31, 2025:
| (in thousands) | DST Interests Sold, Net (1) | Unamortized Program Costs | Unrealized Loss, Net (2) | Book Value | ||||||||||||||||||||||
| As of June 30, 2026 | ||||||||||||||||||||||||||
| Financing obligations, carried at fair value | $ | N/A | $ | $ | ||||||||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||||||||||||
| As of December 31, 2025 | ||||||||||||||||||||||||||
| Financing obligations, carried at cost | $ | $ | ( | N/A | $ | |||||||||||||||||||||
| Financing obligations, carried at fair value | N/A | |||||||||||||||||||||||||
| Total | $ | $ | ( | $ | $ | |||||||||||||||||||||
_______________________________________________________________
(1)DST Interests sold are presented net of upfront fees.
(2)Represents cumulative unrealized gain or loss on financing obligations carried at fair value.
The following table presents our DST Program activity for the three and six months ended June 30, 2026 and 2025:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| DST Interests sold | $ | $ | $ | $ | ||||||||||||||||||||||
| DST Interests financed by DST Program Loans | ||||||||||||||||||||||||||
| Income earned from DST Program Loans (1) | ||||||||||||||||||||||||||
| Unrealized (loss) gain on DST Program Loans (2) | ( | ( | ( | |||||||||||||||||||||||
| Loss on financing obligations (3) | ( | ( | ( | ( | ||||||||||||||||||||||
| Gain on extinguishment of financing obligations (4) | ||||||||||||||||||||||||||
| Rent obligation incurred under master lease agreements (5) | ||||||||||||||||||||||||||
_______________________________________________________________
(1)Included in other income and expenses on the condensed consolidated statements of operations.
(2)Included in gain (loss) on financial assets on the condensed consolidated statements of operations.
(3)During the three and six months ended June 30, 2026, we realized $5.5 no
(4)Included in (loss) gain on extinguishment of debt and financing obligations, net on the condensed consolidated statements of operations and recorded upon extinguishment of our financing obligations in accordance with our UPREIT structure.
We record DST Interests as financing obligation liabilities for accounting purposes. If we exercise our option to reacquire a DST Property by issuing partnership units in the Operating Partnership (“OP Units”), cash or a combination of OP Units and cash in exchange for DST Interests, we extinguish the related financing obligation liability and DST Program Loans and record the issuance of the OP Units as an issuance of equity. During the six months ended June 30, 2026, 47.1 million OP Units were issued in exchange for DST Interests for a net investment of $383.2 million in accordance with our UPREIT structure. In addition, we paid $2.6 million in cash in exchange for DST Interests during the six months ended June 30, 2026. There were no OP Units issued in accordance with our UPREIT structure or cash paid in exchange for DST Interests during the six months ended June 30, 2025.
Refer to “Note 12” for detail relating to the fees paid to the Advisor, Ares Management Capital Markets LLC, the dealer manager for our securities offerings (the “Dealer Manager”) and their affiliates for raising capital through the DST Program.
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7. FAIR VALUE
We estimate the fair value of our financial assets and liabilities using available market information and valuation methodologies we believe to be appropriate for these purposes. Considerable judgment and a high degree of subjectivity are involved in developing these estimates and, accordingly, they are not necessarily indicative of amounts that we would realize upon disposition of our financial assets and liabilities.
Fair Value Measurements on a Recurring Basis
The following table presents our financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025:
| (in thousands) | Level 1 | Level 2 | Level 3 | Net Asset Value | Total Fair Value | |||||||||||||||||||||||||||
| As of June 30, 2026 | ||||||||||||||||||||||||||||||||
| Assets: | ||||||||||||||||||||||||||||||||
| Derivative instruments | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Investments in unconsolidated joint venture partnerships | ||||||||||||||||||||||||||||||||
| Debt-related investments | ||||||||||||||||||||||||||||||||
| Available-for-sale debt securities | ||||||||||||||||||||||||||||||||
| Equity securities | ||||||||||||||||||||||||||||||||
| DST Program Loans | ||||||||||||||||||||||||||||||||
| Total assets measured at fair value | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Liabilities: | ||||||||||||||||||||||||||||||||
| Derivative instruments | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Financing obligations | ||||||||||||||||||||||||||||||||
| Total liabilities measured at fair value | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| As of December 31, 2025 | ||||||||||||||||||||||||||||||||
| Assets: | ||||||||||||||||||||||||||||||||
| Derivative instruments | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Investments in unconsolidated joint venture partnerships | ||||||||||||||||||||||||||||||||
| Debt-related investments | ||||||||||||||||||||||||||||||||
| Available-for-sale debt securities | ||||||||||||||||||||||||||||||||
| Equity securities | ||||||||||||||||||||||||||||||||
| DST Program Loans | ||||||||||||||||||||||||||||||||
| Total assets measured at fair value | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Liabilities: | ||||||||||||||||||||||||||||||||
| Derivative instruments | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Financing obligations | ||||||||||||||||||||||||||||||||
| Total liabilities measured at fair value | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
The following methods and assumptions were used to estimate the fair value of each class of financial assets and liabilities:
Derivative Instruments. The derivative instruments are interest rate swaps and interest rate caps whose fair value is estimated using market-standard valuation models. Such models involve using market-based observable inputs, including interest rate curves. We incorporate credit valuation adjustments to appropriately reflect both our nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements, which we have concluded are not material to the valuation. Due to these derivative instruments being unique and not actively traded, the fair value is classified as Level 2. See “Note 5” above for further discussion of our derivative instruments.
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Investments in Unconsolidated Joint Venture Partnerships. We have elected the fair value option on certain investments in unconsolidated joint venture partnerships. We separately value the real estate assets held by the unconsolidated joint venture partnerships to arrive at a fair value for our investments in unconsolidated joint venture partnerships. The fair value of real estate assets held by the unconsolidated joint venture partnerships is estimated using a direct capitalization methodology that is based on applying a capitalization rate to the estimated rental income to be generated by the real estate assets of the unconsolidated joint venture partnerships. The capitalization rate used in estimating the fair value of these investments is considered Level 3.
Debt-Related Investments. Our debt-related investments are unlikely to have readily available market quotations. In such cases, we will generally determine the initial value based on the acquisition price of such investments, if we acquire the investment, or the par value of such investment, if we originate the investment. Following the initial measurement, fair value is estimated by utilizing or reviewing certain of the following: (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, debt-service coverage and/or loan-to-value ratios, and (vii) borrower financial condition and performance. These inputs are generally considered Level 3.
Available-for-Sale Debt Securities. The available-for-sale debt securities are either preferred equity investments in real estate properties, CRE CLOs or CMBS. The fair value for CRE CLOs and CMBS are estimated using third-party broker quotes, which provide valuation estimates based upon contractual cash flows, observable inputs comprising credit spreads and market liquidity. We incorporate credit valuation adjustments to appropriately reflect both our nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements, which we have concluded are not material to the valuation. Due to these CRE CLOs and CMBS being unique and not actively traded, the fair value is classified as Level 2. The preferred equity investments are unlikely to have readily available market quotations. In such cases, the initial value will generally be determined using the acquisition price of such investment if acquired, or the par value of such investment if originated. Following the initial measurement, fair value is estimated by utilizing or reviewing certain of the following: (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, debt-service coverage and/or loan-to-value ratios, and (vii) borrower financial condition and performance. The inputs used in estimating the fair value of these preferred equity investments are generally considered Level 3.
Equity Securities. We generally value our investments using the net asset value per share equivalent calculated by the investment manager as a practical expedient to determining an independent fair value or estimates based on various valuation models of third-party pricing services, as well as internal models. We do not categorize within the fair value hierarchy investments as Level 1, Level 2 or Level 3 where fair value is measured using the net asset value per share practical expedient.
As of June 30, 2026 and December 31, 2025, we held one
DST Program Loans. The estimate of fair value of DST Program Loans takes into consideration various factors including current market rates and conditions and similar agreements with comparable loan-to-value ratios and credit profiles, as applicable. DST Program Loans with near-term maturities are generally valued at par. The inputs used in estimating the fair value of these financial assets are generally considered Level 3.
Financing Obligations. The estimate of fair value of financing obligations takes into consideration various factors including current market rates and conditions, leasing and other activity at the underlying DST Program investments, remaining master lease payments to DST investors, and the current portion of DST Program offerings sold to DST investors. The inputs used in estimating the fair value of these financial liabilities are generally considered Level 3.
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The following table summarizes our financial assets measured at fair value on a recurring basis using Level 3 inputs as of June 30, 2026 and 2025:
| (in thousands) | Investments in Unconsolidated Joint Venture Partnerships | Debt-Related Investments | Available-for-Sale Debt Securities | DST Program Loans | Total | |||||||||||||||||||||||||||
| Balance as of December 31, 2024 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Purchases and contributions | ||||||||||||||||||||||||||||||||
| Paid-in-kind interest, net of repayments | ||||||||||||||||||||||||||||||||
| Distributions received | ( | ( | ||||||||||||||||||||||||||||||
| Gain on financial assets | ||||||||||||||||||||||||||||||||
| Gain on investments in joint venture partnerships | ||||||||||||||||||||||||||||||||
| Foreign currency gain on investment | ||||||||||||||||||||||||||||||||
| Amortization of loan origination fees (1) | ||||||||||||||||||||||||||||||||
| Balance as of June 30, 2025 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Balance as of December 31, 2025 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Purchases and contributions | ||||||||||||||||||||||||||||||||
| Paid-in-kind interest, net of repayments | ||||||||||||||||||||||||||||||||
| Distributions and principal collections received | ( | ( | ( | ( | ||||||||||||||||||||||||||||
| Loss on financial assets | ( | ( | ( | |||||||||||||||||||||||||||||
| Gain on investments in joint venture partnerships | ||||||||||||||||||||||||||||||||
| Foreign currency loss on investment | ( | ( | ||||||||||||||||||||||||||||||
| Amortization of loan origination fees (1) | ||||||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
_______________________________________________________________
The following table summarizes our financial liabilities measured at fair value on a recurring basis using Level 3 inputs as of June 30, 2026 and 2025:
| (in thousands) | Financing Obligations | |||||||
| Balance as of December 31, 2024 | $ | |||||||
| DST Interests sold, net of upfront fees | ||||||||
| Unrealized loss on financing obligations | ||||||||
| Balance as of June 30, 2025 | $ | |||||||
| Balance as of December 31, 2025 | $ | |||||||
| DST Interests sold, net of upfront fees | ||||||||
| Settlement of financing obligations | ( | |||||||
| Loss on financing obligations | ||||||||
| Balance as of June 30, 2026 | $ | |||||||
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The following table presents the quantitative inputs and assumptions used for items categorized in Level 3 of the fair value hierarchy as of June 30, 2026 and December 31, 2025:
| (in thousands) | Fair Value | Valuation Technique | Unobservable Inputs | Impact to Valuation from an Increase to Input | ||||||||||||||||||||||
| As of June 30, 2026 | ||||||||||||||||||||||||||
| Assets: | ||||||||||||||||||||||||||
| Investments in unconsolidated joint venture partnerships | $ | Direct Capitalization | Capitalization Rate | Decrease | ||||||||||||||||||||||
| Debt-related investments | Yield Method | Market Yield | Decrease | |||||||||||||||||||||||
| Available-for-sale debt securities (1) | Yield Method | Market Yield | Decrease | |||||||||||||||||||||||
| DST Program Loans | Yield Method | Market Yield | Decrease | |||||||||||||||||||||||
| Liabilities: | ||||||||||||||||||||||||||
| Financing obligations | $ | Discounted Cash Flow | Discount Rate Exit Capitalization Rate | Decrease Decrease | ||||||||||||||||||||||
| As of December 31, 2025 | ||||||||||||||||||||||||||
| Assets: | ||||||||||||||||||||||||||
| Investments in unconsolidated joint venture partnerships | $ | Direct Capitalization | Capitalization Rate | Decrease | ||||||||||||||||||||||
| Debt-related investments | Yield Method | Market Yield | Decrease | |||||||||||||||||||||||
| Available-for-sale debt securities (1) | Yield Method | Market Yield | Decrease | |||||||||||||||||||||||
| DST Program Loans | Yield Method | Market Yield | Decrease | |||||||||||||||||||||||
| Liabilities: | ||||||||||||||||||||||||||
| Financing obligations | $ | Discounted Cash Flow | Discount Rate Exit Capitalization Rate | Decrease Decrease | ||||||||||||||||||||||
_______________________________________________________________
(1)As of June 30, 2026 and December 31, 2025, the market yield used in determining the fair value of our available-for-sale debt security was 11.2 % and 11.0 %, respectively.
Financial Assets and Liabilities Not Measured at Fair Value
As of June 30, 2026 and December 31, 2025, the fair values of cash and cash equivalents, restricted cash, tenant receivables, accounts payable and accrued expenses and distribution fees payable approximate their carrying values because of the short-term nature of these instruments. The table below includes fair values for certain of our financial instruments for which it is practicable to estimate fair value. The carrying values and fair values of these financial instruments were as follows:
| Level in Fair Value Hierarchy | As of June 30, 2026 | As of December 31, 2025 | ||||||||||||||||||||||||||||||
| (in thousands) | Carrying Value (1) | Fair Value | Carrying Value (1) | Fair Value | ||||||||||||||||||||||||||||
| Assets: | ||||||||||||||||||||||||||||||||
| Debt-related investments (2) | 3 | $ | $ | $ | $ | |||||||||||||||||||||||||||
| DST Program Loans (2) | 3 | |||||||||||||||||||||||||||||||
| Liabilities: | ||||||||||||||||||||||||||||||||
| Line of credit | 3 | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Term loans | 3 | |||||||||||||||||||||||||||||||
| Mortgage notes | 3 | |||||||||||||||||||||||||||||||
_______________________________________________________________
(1)The carrying value reflects the principal amount outstanding.
(2)Only includes instruments for which we do not record at fair value on the condensed consolidated balance sheets.
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The initial value of debt-related investments will generally be determined using the acquisition price of such investment if acquired, or the par value of such investment if originated. Following the initial measurement, fair value is estimated by utilizing or reviewing certain of the following: (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, debt-service coverage and/or loan-to-value ratios, and (vii) borrower financial condition and performance. The estimate of fair value of DST Program Loans, line of credit, term loans, mortgage notes and secured financings on debt-related investments takes into consideration various factors including current market rates and conditions and similar agreements with comparable loan-to-value ratios and credit profiles, as applicable. Debt instruments with near-term maturities are generally valued at par.
8. STOCKHOLDERS’ EQUITY
Securities Offerings
During the six months ended June 30, 2026, we raised gross proceeds of $171.2 million from the sale of 21.1 million shares of our common stock in our continuous securities offerings, including proceeds from our distribution reinvestment plans (“DRIP”) of $17.2 million.
Common Stock
The following table describes the number of shares of each class of our common stock, excluding Class B Shares, authorized and issued and outstanding as of June 30, 2026 and December 31, 2025:
| As of | ||||||||||||||||||||||||||
| June 30, 2026 | December 31, 2025 | |||||||||||||||||||||||||
| (in thousands) | Shares Authorized | Shares Issued and Outstanding | Shares Authorized | Shares Issued and Outstanding | ||||||||||||||||||||||
Class T-R, $ | ||||||||||||||||||||||||||
Class S-R, $ | ||||||||||||||||||||||||||
Class D-R, $ | ||||||||||||||||||||||||||
Class I-R, $ | ||||||||||||||||||||||||||
Class E, $ | ||||||||||||||||||||||||||
Class S-PR, $ | ||||||||||||||||||||||||||
Class D-PR, $ | ||||||||||||||||||||||||||
Class I-PR, $ | ||||||||||||||||||||||||||
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The following table describes the changes in each class of common shares, excluding Class B shares, during the periods presented below:
| (in thousands) | Class T-R Shares | Class S-R Shares | Class D-R Shares | Class I-R Shares | Class E Shares | Class S-PR Shares | Class D-PR Shares | Class I-PR Shares | Total Shares | |||||||||||||||||||||||||||||||||||||||||||||||
| FOR THE THREE MONTHS ENDED JUNE 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Primary shares | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Distribution reinvestment plan | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Redemptions of common stock | ( | ( | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Conversions | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| FOR THE THREE MONTHS ENDED JUNE 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Primary shares | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Distribution reinvestment plan | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Redemptions of common stock | ( | ( | ( | ( | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Conversions | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| FOR THE SIX MONTHS ENDED JUNE 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Primary shares | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Distribution reinvestment plan | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Redemptions of common stock | ( | ( | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Conversions | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| FOR THE SIX MONTHS ENDED JUNE 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Primary shares | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Distribution reinvestment plan | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Redemptions of common stock | ( | ( | ( | ( | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Conversions | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Distributions
The following table summarizes our distribution activity (including distributions to redeemable equity and noncontrolling interests and distributions reinvested in shares of our common stock) for the periods below:
| Amount | ||||||||||||||||||||||||||||||||||||||
| (in thousands, except per share data) | Declared per Common Share (1) | Common Stock Distributions Paid in Cash | Other Cash Distributions (2) | Reinvested in Shares | Distribution Fees (3) | Gross Distributions (4) | ||||||||||||||||||||||||||||||||
| 2026 | ||||||||||||||||||||||||||||||||||||||
| June 30 | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
| March 31 | ||||||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
| 2025 | ||||||||||||||||||||||||||||||||||||||
| December 31 | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
| September 30 | $ | |||||||||||||||||||||||||||||||||||||
| June 30 | $ | |||||||||||||||||||||||||||||||||||||
| March 31 | ||||||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
_______________________________________________________________
(1)Amount reflects the total gross quarterly distribution rate authorized by our board of directors per Class T-R share, per Class S-R share, per Class D-R share, per Class I-R share, per Class E share, per Class S-PR share, per Class D-PR share, per Class I-PR share and per Class B share of common stock. Distributions were declared and paid as of monthly record dates. These monthly distributions have been aggregated and presented on a quarterly basis. The distributions on Class T-R shares, Class S-R shares, Class D-R shares, Class S-PR shares and Class D-PR shares of common stock are reduced by the respective distribution fees that are payable with respect to Class T-R shares, Class S-R shares, Class D-R shares, Class S-PR shares and Class D-PR shares.
(2)Consists of distribution fees paid to the Dealer Manager with respect to OP Units and distributions paid to holders of OP Units and other noncontrolling interest holders.
(3)Distribution fees are paid monthly to the Dealer Manager, with respect to Class T-R shares, Class S-R shares and Class D-R shares, Class S-PR shares and Class D-PR shares. All or a portion of these amounts will be retained by, or reallowed (paid) to, participating broker-dealers and servicing broker-dealers.
(4)Gross distributions are total distributions before the deduction of any distribution fees relating to Class T-R shares, Class S-R shares, Class D-R shares, Class S-PR shares and Class D-PR shares.
Redemptions and Repurchases
Below is a summary of redemptions and repurchases pursuant to our share redemption program for the six months ended June 30, 2026 and 2025. All eligible redemption requests were fulfilled for the periods presented. Eligible redemption requests are requests submitted in good order by the request submission deadline set forth in the share redemption program. Our board of directors may make exceptions to, modify or suspend our current share redemption programs if it deems such action to be in the best interest of our stockholders.
| For the Six Months Ended June 30, | ||||||||||||||
| (in thousands, except for per share data) | 2026 | 2025 | ||||||||||||
| Number of shares redeemed or repurchased | ||||||||||||||
| Aggregate dollar amount of shares redeemed or repurchased | $ | $ | ||||||||||||
| Average redemption or repurchase price per share | $ | $ | ||||||||||||
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9. REDEEMABLE COMMON STOCK
As of both June 30, 2026 and December 31, 2025, we were authorized to sell 300.0 49.9 25.4
On May 19, 2026, we entered into an amendment to the subscription agreement with Ares Apogee Finance HoldCo L.P. (“Apogee SPV”), an affiliate of the Advisor, pursuant to which we issued and sold 12.2 million Class B shares of our common stock to Apogee SPV in a private placement exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) for aggregate gross proceeds of $100.0 million.
On May 29, 2026, we entered into a subscription agreement with Apogee SPV and Ares Perigee Finance HoldCo L.P. (“Perigee SPV”), an affiliate of the Advisor, pursuant to which we issued and sold 12.2 million Class B shares of our common stock to Perigee SPV in a private placement exempt from registration under the Securities Act for aggregate gross proceeds of $100.0 million.
The following table summarizes the redeemable common stock activity for our Class B shares of common stock for the three and six months ended June 30, 2026 and 2025:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Balance at beginning of the period | $ | $ | $ | $ | ||||||||||||||||||||||
| Issuance of redeemable common stock | ||||||||||||||||||||||||||
| Distributions to redeemable common stock | ( | ( | ||||||||||||||||||||||||
| Net loss attributable to redeemable common stock | ( | ( | ||||||||||||||||||||||||
| Change from securities and cash flow hedging activities attributable to redeemable common stock | ||||||||||||||||||||||||||
| Redemption value allocation adjustment to redeemable common stock (1) | ||||||||||||||||||||||||||
| Ending balance | $ | $ | $ | $ | ||||||||||||||||||||||
____________________________________________
(1)Represents the adjustment recorded in order to mark to the redemption value, which is equivalent to fair value, at the end of the measurement period.
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10. REDEEMABLE NONCONTROLLING INTERESTS
The Operating Partnership’s net income and loss will generally be allocated to the general partner and the limited partners in accordance with the respective percentage interest in the OP Units issued by the Operating Partnership.
The following table summarizes the redeemable noncontrolling interests activity for the six months ended June 30, 2026 and 2025:
| For the Six Months Ended June 30, 2026 | For the Six Months Ended June 30, 2025 | |||||||||||||||||||||||||
| (in thousands) | $ | Units | $ | Units | ||||||||||||||||||||||
| Balance at beginning of the period | $ | $ | ||||||||||||||||||||||||
| Settlement of prior year performance participation allocation (1) | ||||||||||||||||||||||||||
| Distributions to redeemable noncontrolling interests | ( | — | ( | — | ||||||||||||||||||||||
| Redemptions of redeemable noncontrolling interests | ( | ( | ( | ( | ||||||||||||||||||||||
| Net loss attributable to redeemable noncontrolling interests | ( | — | ( | — | ||||||||||||||||||||||
| Change from securities and cash flow hedging activities attributable to redeemable noncontrolling interests | — | ( | — | |||||||||||||||||||||||
| Redemption value allocation adjustment to redeemable noncontrolling interests (2) | — | — | ||||||||||||||||||||||||
| Ending balance | $ | $ | ||||||||||||||||||||||||
_______________________________________________________________
(1)The 2025 performance participation allocation in the amount of $16.5 million became payable on December 31, 2025, and the Advisor elected to settle a portion of the amount owed in cash in the amount of $9.3 million in January 2026, and the remainder in Class I-R OP Units in February 2026.
(2)Represents the adjustment recorded in order to mark to the redemption value, which is equivalent to fair value, at the end of the measurement period.
11. NONCONTROLLING INTERESTS
Third Party Investor OP Units
As of June 30, 2026 and December 31, 2025, the Operating Partnership had issued OP Units to third-party investors (which excludes interests held by redeemable noncontrolling interest holders), representing 47.4 % and 46.4 %, respectively, of limited partnership interests. The following table summarizes the number of OP Units issued and outstanding to third-party investors:
| For the Six Months Ended June 30, | ||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||
| Balance at beginning of period | ||||||||||||||
| Issuance of units | ||||||||||||||
| Redemption of units | ( | ( | ||||||||||||
| Balance at end of period | ||||||||||||||
Subject to certain restrictions and limitations, the holders of OP Units may redeem all or a portion of their OP Units for either: shares of the equivalent class of common stock, cash or a combination of both. If we elect to redeem OP Units for shares of our common stock, we will generally deliver one share of our common stock for each such OP Unit redeemed (subject to any redemption fees withheld), and such shares may, subsequently, only be redeemed for cash in accordance with the terms of our share redemption program. If we elect to redeem OP Units for cash, the cash delivered per unit will equal the then-current net asset value (“NAV”) per unit of the applicable class of OP Units (subject to any redemption fees withheld), which will equal the then-current NAV per share of our corresponding class of shares. During the six months ended June 30, 2026 and 2025, the aggregate amount of OP Units redeemed was $24.3 million and $19.8 million, respectively. The estimated maximum redemption value of the aggregate outstanding OP Units issued to third-party investors as of June 30, 2026 and December 31, 2025 was $1.8 billion and $1.4 billion (unaudited), respectively.
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12. RELATED PARTY TRANSACTIONS
Summary of Fees and Expenses
The table below summarizes the fees and expenses incurred by us for services provided by the Advisor and its affiliates, and by the Dealer Manager related to the services the Dealer Manager provided in connection with our securities offerings and any related amounts payable:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | Payable as of | ||||||||||||||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | June 30, 2026 | December 31, 2025 | ||||||||||||||||||||||||||||||||
| Selling commissions and dealer manager fees (1) | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
| Ongoing distribution fees (1)(2) | ||||||||||||||||||||||||||||||||||||||
| Advisory fees—fixed component | ||||||||||||||||||||||||||||||||||||||
| Performance participation allocation (3) | ||||||||||||||||||||||||||||||||||||||
| Other fees and expense reimbursements—Advisor (4)(5) | ||||||||||||||||||||||||||||||||||||||
| Other expense reimbursements—Dealer Manager | ||||||||||||||||||||||||||||||||||||||
| Property management fee (6) | ||||||||||||||||||||||||||||||||||||||
| DST Program selling commissions, dealer manager and distribution fees (1) | ||||||||||||||||||||||||||||||||||||||
| Other DST Program related costs—Advisor (5) | ||||||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
_______________________________________________________________
(1)All or a portion of these amounts will be retained by, or reallowed (paid) to, participating broker-dealers and servicing broker-dealers.
(2)The distribution fees are payable monthly in arrears. Additionally, we accrue for future estimated amounts payable related to ongoing distribution fees. The future estimated amounts payable were approximately $104.6 million and $73.0 million as of June 30, 2026 and December 31, 2025, respectively.
(3)The 2025 performance participation allocation in the amount of $16.5 million became payable on December 31, 2025. At the election of the Advisor, $9.3 million was settled in cash in January 2026, and the remaining balance of $7.2 million was settled through the issuance of 0.9 million Class I-R OP Units in February 2026.
(4)Other expense reimbursements include certain expenses incurred for organization and offering, acquisition and general administrative services provided to us under the Advisory Agreement, including, but not limited to, certain expenses described below after footnote 6, allocated rent paid to both third parties and affiliates of our Advisor, equipment, utilities, insurance, travel and entertainment.
(5)Includes costs reimbursed to the Advisor related to the DST Program.
(6)The cost of the property management fee, including the property accounting and construction management fees, is generally borne by the tenant or tenants at each real property, either via a direct reimbursement to us or, in the case of tenants subject to a gross lease, as part of the lease cost. In certain circumstances, we may pay a portion of the property management fee, including the property accounting and construction management fees, without reimbursement from the tenant or tenants at a real property. For certain properties, an affiliate of the Advisor provides property management, construction management and property accounting services, and receives the full property management fee, including the property accounting and construction management fees.
Certain of the expense reimbursements described in the table above include a portion of the compensation expenses of officers and employees of the Advisor or its affiliates related to activities for which the Advisor did not otherwise receive a separate fee. Amounts incurred related to these compensation expenses for the three months ended June 30, 2026 and 2025 were approximately $3.0 million and $2.9 million, respectively. Amounts incurred related to these compensation expenses for the six months ended June 30, 2026 and 2025 were approximately $5.9 million and $5.5 million, respectively. No
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reimbursement is made for compensation of our named executive officers unless the named executive officer is providing stockholder services, as outlined in the Advisory Agreement.
Apogee SPV Investment
On May 19, 2026, we entered into an amendment to the subscription agreement with Apogee SPV, an affiliate of the Advisor, pursuant to which we issued and sold 12.2 million Class B shares of our common stock to Apogee SPV in a private placement exempt from registration under the Securities Act for aggregate gross proceeds of $100.0 million.
Perigee SPV Investment
On May 29, 2026, we entered into a subscription agreement with Apogee SPV and Perigee SPV, an affiliate of the Advisor, pursuant to which we issued and sold 12.2 million Class B shares of our common stock to Perigee SPV in a private placement exempt from registration under the Securities Act for aggregate gross proceeds of $100.0 million.
Mortgage Loan Origination Program
During the six months ended June 30, 2026 and 2025, we sold two loans for $205.2 million and four loans for $377.2 million, respectively, equal to the carrying cost of the debt-related investment on the date of sale, to a joint venture partnership in which we have an ownership interest.
13. NET INCOME (LOSS) PER COMMON SHARE
The computation of our basic and diluted net income (loss) per share attributable to common stockholders is as follows:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands, except per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Net loss attributable to common stockholders—basic | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Net loss attributable to redeemable noncontrolling interests | ( | ( | ( | ( | ||||||||||||||||||||||
| Net loss attributable to dilutive noncontrolling interests | ( | ( | ( | ( | ||||||||||||||||||||||
| Net loss attributable to common stockholders—diluted | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Weighted-average shares outstanding—basic | ||||||||||||||||||||||||||
| Incremental weighted-average shares effect of conversion of noncontrolling interests | ||||||||||||||||||||||||||
| Weighted-average shares outstanding—diluted | ||||||||||||||||||||||||||
| Net loss per share attributable to common stockholders: | ||||||||||||||||||||||||||
| Basic | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Diluted | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
14. SUPPLEMENTAL CASH FLOW INFORMATION
Supplemental cash flow information and disclosure of non-cash investing and financing activities is as follows:
| For the Six Months Ended June 30, | ||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||
| Supplemental disclosure of non-cash investing and financing activities: | ||||||||||||||
| Distributions reinvested in common stock | $ | $ | ||||||||||||
| Increase (decrease) in distribution fees payable to affiliates | ( | |||||||||||||
| Increase in DST Program Loans through sale of DST Interests | ||||||||||||||
| Redeemable noncontrolling interests issued as settlement of performance participation allocation | ||||||||||||||
| Issuances of OP Units for DST Interests | ||||||||||||||
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Restricted Cash
Restricted cash consists of lender, insurance, property, and debt-related investment escrow accounts, utility and financing deposits, as well as investor funds received related to pending DST Interest sales. The following table presents the components of the beginning of period and end of period cash, cash equivalents and restricted cash reported within the condensed consolidated statements of cash flows:
| For the Six Months Ended June 30, | ||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||
| Beginning of period: | ||||||||||||||
| Cash and cash equivalents | $ | $ | ||||||||||||
| Restricted cash | ||||||||||||||
| Cash, cash equivalents and restricted cash | $ | $ | ||||||||||||
| End of period: | ||||||||||||||
| Cash and cash equivalents | $ | $ | ||||||||||||
| Restricted cash | ||||||||||||||
| Cash, cash equivalents and restricted cash | $ | $ | ||||||||||||
15. COMMITMENTS AND CONTINGENCIES
Litigation
From time to time, we and our subsidiaries may be involved in various claims and legal actions arising in the ordinary course of business. As of June 30, 2026, we and our subsidiaries were not involved in any material legal proceedings.
Environmental Matters
A majority of the properties we acquire have been or will be subject to environmental reviews either by us or the previous owners. In addition, we may incur environmental remediation costs associated with certain land parcels we may acquire in connection with the development of land. We have acquired or may in the future acquire certain properties in urban and industrial areas that may have been leased to or previously owned by commercial and industrial companies that discharged hazardous materials. We may purchase various environmental insurance policies to mitigate our exposure to environmental liabilities. We are not aware of any unmitigated environmental liabilities that we believe would have a material adverse effect on our business, financial condition, or results of operations as of June 30, 2026.
Unfunded Commitments
As of June 30, 2026, we had unfunded commitments of $420.6 million to fund various investments in real estate debt and securities and investments in unconsolidated joint venture partnerships.
16. SEGMENT FINANCIAL INFORMATION
Our seven reportable segments are residential properties, industrial properties, retail properties, office properties, data center properties, other properties and investments in real estate debt and securities. Factors used to determine our reportable segments include the physical and economic characteristics of our properties and/or investments and the related operating activities. Our chief operating decision maker (“CODM”) is Jay W. Glaubach, Partner and Co-President.
Our CODM relies on net operating income, among other factors, to make decisions about allocating resources and assessing segment performance. Net operating income is the key performance metric that captures the unique operating characteristics of each segment. Net investment in real estate properties, investments in real estate debt and securities, restricted cash, tenant receivables, straight-line rent receivables and other assets directly assignable to a property or investment are allocated to the segment groupings. Corporate items that are not directly assignable to a property, such as investments in unconsolidated joint venture partnerships and DST Program Loans, are not allocated to segment groupings, but are reflected as reconciling items.
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The following table reflects our total consolidated assets by segment as of June 30, 2026 and December 31, 2025:
| As of | ||||||||||||||
| (in thousands) | June 30, 2026 | December 31, 2025 | ||||||||||||
| Assets: | ||||||||||||||
| Residential properties | $ | $ | ||||||||||||
| Industrial properties | ||||||||||||||
| Retail properties | ||||||||||||||
| Office properties | ||||||||||||||
| Data center properties | ||||||||||||||
| Other properties (1) | ||||||||||||||
| Investments in real estate debt and securities | ||||||||||||||
| Total segment assets | ||||||||||||||
| Corporate | ||||||||||||||
| Total assets | $ | $ | ||||||||||||
_______________________________________________________________
(1)Includes self-storage properties.
We consider net operating income, a non-GAAP financial measure, to be an appropriate supplemental performance measure and believe net operating income provides useful information regarding our financial condition and results of operations because net operating income reflects the operating performance of our investments and excludes certain items that are not considered to be controllable in connection with the management of the investments, such as real estate-related depreciation and amortization, general and administrative expenses, advisory fees, impairment charges, interest expense, gains on sale of properties, other income and expenses, gains and losses on the extinguishment of debt and noncontrolling interests. However, net operating income should not be viewed as an alternative measure of our financial performance since it excludes such items, which could materially impact our results of operations. Further, our net operating income may not be comparable to that of other real estate companies, as they may use different methodologies for calculating net operating income. Therefore, we believe net income, as defined by GAAP, to be the most appropriate measure to evaluate our overall financial performance.
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The following table is a reconciliation of our reported net income (loss) attributable to common stockholders to our net operating income for the three and six months ended June 30, 2026 and 2025:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Net loss attributable to common stockholders | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Real estate-related depreciation and amortization | ||||||||||||||||||||||||||
| General and administrative expenses | ||||||||||||||||||||||||||
| Advisory fees | ||||||||||||||||||||||||||
| Performance participation allocation | ||||||||||||||||||||||||||
| Acquisition costs and reimbursements | ||||||||||||||||||||||||||
| Impairment of real estate property | ||||||||||||||||||||||||||
| Income from unconsolidated joint venture partnerships | ( | ( | ( | ( | ||||||||||||||||||||||
| Interest expense | ||||||||||||||||||||||||||
| Gain on sale of real estate property | ( | ( | ||||||||||||||||||||||||
| (Gain) loss on financial assets | ( | ( | ( | |||||||||||||||||||||||
| Loss on financing obligations | ||||||||||||||||||||||||||
| Loss (gain) on extinguishment of debt and financing obligations, net | ( | |||||||||||||||||||||||||
| Loss (gain) on derivative instruments | ( | |||||||||||||||||||||||||
| Provision for current expected credit losses | ( | ( | ||||||||||||||||||||||||
| Other income and expenses | ( | ( | ( | ( | ||||||||||||||||||||||
| Income tax expense | ||||||||||||||||||||||||||
| Net loss attributable to redeemable noncontrolling interests | ( | ( | ( | ( | ||||||||||||||||||||||
| Net loss attributable to noncontrolling interests | ( | ( | ( | ( | ||||||||||||||||||||||
| Net operating income | $ | $ | $ | $ | ||||||||||||||||||||||
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The following table sets forth consolidated financial results by segment for the three and six months ended June 30, 2026 and 2025:
| (in thousands) | Residential | Industrial | Retail | Office | Data Center | Other Properties | Debt and Securities | Consolidated | ||||||||||||||||||||||||||||||||||||||||||
| For the Three Months Ended June 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental revenues | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Debt-related income | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental expenses | ( | ( | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| For the Three Months Ended June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental revenues | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Debt-related income | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental expenses | ( | ( | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| For the Six Months Ended June 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental revenues | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Debt-related income | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental expenses | ( | ( | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| For the Six Months Ended June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental revenues | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Debt-related income | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Rental expenses | ( | ( | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Net operating income | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
17. SUBSEQUENT EVENTS
Whitestone REIT Acquisition
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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
References to the terms “we,” “our” or “us” refer to Ares Real Estate Income Trust Inc. and its consolidated subsidiaries. The following discussion and analysis should be read together with our unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q includes certain statements that may be deemed to be “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, or the “Securities Act,” and Section 21E of the Securities Exchange Act of 1934, as amended, or the “Exchange Act.” Such forward-looking statements relate to, without limitation, our future capital expenditures, distributions, acquisitions and dispositions (including the amount and nature thereof), other developments and trends of the real estate industry, business strategies and the expansion and growth of our operations. These statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Exchange Act. Such statements are subject to a number of assumptions, risks and uncertainties which may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by these forward-looking statements. Forward-looking statements are generally identifiable by the use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” “project,” “continue,” or the negative of these words, or other similar words or terms. Readers are cautioned not to place undue reliance on these forward-looking statements.
Some of the risks and uncertainties that may cause our actual results, performance or achievements to differ materially from those expressed or implied by forward-looking statements include, among others, the following:
•the impact of macroeconomic trends, such as the unemployment rate, availability of credit, impact of inflation, changes in interest rates, uncertainties regarding actual and potential shifts in the U.S. and foreign trade, economic and other policies, including with respect to treaties and tariffs and the conflicts in Ukraine and in the Middle East, which may have a negative effect on the following, among other things:
•the fundamentals of our business, including overall market occupancy, space utilization for our tenants, who we refer to as customers from time-to-time herein, and rental rates;
•the financial condition of our customers, some of which are retail, financial, legal and other professional firms, our lenders, and institutions that hold our cash balances and short-term investments, which may expose us to increased risks of breach or default by these parties;
•customers’ ability to pay rent on their leases or our ability to re-lease space that is or becomes vacant; and
•the value of our real estate assets, which may limit our ability to dispose of assets at attractive prices or obtain or maintain debt financing secured by our properties or on an unsecured basis;
•general risks affecting the real estate industry (including, without limitation, the inability to enter into or renew leases, dependence on customers’ financial condition and competition from other developers, owners and operators of real estate);
•our ability to effectively raise and deploy proceeds from our ongoing securities offerings;
•risks associated with the demand for liquidity under our share redemption program and our ability to meet such demand;
•risks associated with the availability and terms of debt and equity financing and the use of debt to fund acquisitions and developments, including the risk associated with interest rates impacting the cost and/or availability of financing;
•the business opportunities that may be presented to and pursued by us, changes in laws or regulations (including changes to laws governing the taxation of real estate investment trusts (“REITs”));
•conflicts of interest arising out of our relationships with Ares real estate (the “Sponsor”), the Advisor and their affiliates;
•changes in accounting principles, policies and guidelines applicable to REITs;
•environmental, regulatory and/or safety requirements; and
•the availability and cost of comprehensive insurance, including coverage for terrorist acts.
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For further discussion of these and other factors, see Part I, Item 1A, “Risk Factors” in our 2025 Form 10-K. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of future events, new information or otherwise.
OVERVIEW
General
Ares Real Estate Income Trust Inc. is a NAV-based perpetual life REIT that was formed on April 11, 2005, as a Maryland corporation. We are primarily focused on investing in and operating a diverse portfolio of real property. As of June 30, 2026, our consolidated real property portfolio consisted of 152 properties, totaling approximately 32 million square feet located in 34 markets throughout the U.S. We also owned, either directly through our unconsolidated joint venture partnerships or indirectly through other entities owned by our unconsolidated joint venture partnerships, 154 credit lease properties, 31 industrial properties, 18 data center investments and 33 debt-related investments as of June 30, 2026. Unless otherwise noted, these unconsolidated properties and investments are excluded from the presentation of our portfolio data herein.
We have operated and elected to be treated as a REIT for U.S. federal income tax purposes, commencing with the taxable year ended December 31, 2006, and we intend to continue to operate in accordance with the requirements for qualification as a REIT. We utilize an UPREIT organizational structure to hold all or substantially all of our assets through the Operating Partnership.
We intend to offer shares of our common stock on a continuous basis, subject to continued compliance with the rules and regulations of the SEC and applicable state laws. We also intend to conduct an ongoing distribution reinvestment plan offering for our stockholders to reinvest distributions in our shares. During the six months ended June 30, 2026, we raised gross proceeds of approximately $371.2 million from the sale of 45.6 million shares of our common stock in our ongoing securities offerings, including proceeds from our distribution reinvestment plans of approximately $17.2 million. See “Note 8 to the Condensed Consolidated Financial Statements” for more information about our securities offerings.
Additionally, we have a program to raise capital through private placement offerings by selling DST Interests. During the six months ended June 30, 2026, we sold $676.5 million of gross interests related to the DST Program, $58.7 million of which were financed by DST Program Loans. See “Note 6 to the Condensed Consolidated Financial Statements” for additional detail regarding the DST Program.
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As of June 30, 2026, our total investment portfolio consisted of the following sector allocations:
Real Estate (1)
_______________________________________________________________
(1)Calculated using the fair value of our real property, investments in unconsolidated joint venture partnerships and investments in real estate debt and securities not associated with the DST Program, as determined in accordance with our valuation procedures. Includes our pro-rata share of fair value of real property and debt-related investments held through our unconsolidated joint venture partnerships, as determined in accordance with our valuation procedures.
As of June 30, 2026, we had six floating-rate debt-related investments with a weighted-average interest rate of 7.4% and a weighted-average remaining life of 1.6 years. As of June 30, 2026, the aggregate outstanding principal was $234.3 million, the aggregate carrying amount was $234.1 million and total aggregate current commitments were up to $261.4 million.
As of June 30, 2026, we had three investments in securities. As of June 30, 2026, the aggregate fair value of these investments was $128.6 million.
During the six months ended June 30, 2026, we originated five loans through our mortgage loan origination program with a total principal balance of $362.2 million. Additionally, during the six months ended June 30, 2026, we sold five loans for $359.3 million and recorded $459 thousand in realized losses on these investments. During the three and six months ended June 30, 2026, we recognized origination fee income related to our mortgage loan origination program of $1.1 million and $1.6 million, respectively.
We currently focus our investment activities primarily across the major U.S. property sectors (residential (which includes and/or may include multi-family and other types of rental housing such as manufactured, student and single-family rental housing), industrial, retail and office (which includes and/or may include medical office and life science laboratories)), data center properties and investments in real estate debt and securities. To a lesser extent, we strategically invest in and/or intend to invest in geographies outside of the U.S., which may include Canada, Mexico, the United Kingdom, Europe, Japan and other foreign jurisdictions, and in other sectors such as credit lease and self-storage, properties in sectors adjacent to our primary investment sectors and/or infrastructure, to create a diversified blend of current income and long-term value appreciation. Our near-term investment strategy is likely to prioritize new investments in the residential and industrial sectors due to relatively attractive fundamental conditions. We also intend to continue to hold an allocation of properties in the retail and office sectors, the former of which is largely grocery-anchored.
Net Asset Value
Our board of directors, including a majority of our independent directors, has adopted valuation procedures, as amended from time to time, that contain a comprehensive set of methodologies to be used in connection with the calculation of our NAV. With the approval of our board of directors, including a majority of our independent directors, we have engaged Altus Group U.S. Inc., a third-party valuation firm, to serve as our independent valuation advisor (“Altus Group” or the “Independent Valuation Advisor”) with respect to helping us administer the valuation and review process for the real properties in our portfolio, providing monthly real property appraisals and valuations for certain of our debt-related assets, reviewing annual third-party real property appraisals, reviewing the internal valuations of DST Program Loans and debt-related liabilities performed by our Advisor, providing quarterly valuations of our properties subject to master lease
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obligations associated with the DST Program, and assisting in the development and review of our valuation procedures. See Exhibit 99.2 of this Quarterly Report on Form 10-Q for a more detailed description of our valuation procedures, including important disclosure regarding real property valuations provided by the Independent Valuation Advisor.
Our valuation procedures, which address specifically each category of our assets and liabilities and are applied separately from the preparation of our financial statements in accordance with GAAP, involve adjustments from historical cost. There are certain factors which cause NAV to be different from total equity or stockholders’ equity on a GAAP basis. Most significantly, the valuation of our real assets, which is the largest component of our NAV calculation, is provided to us by the Independent Valuation Advisor. For GAAP purposes, these assets are generally recorded at depreciated or amortized cost. Another example that will cause our NAV to differ from our GAAP total equity or stockholders’ equity is the straight-lining of rent, which results in a receivable for GAAP purposes that is not included in the determination of our NAV. The fair values of our assets and certain liabilities are determined using widely accepted methodologies and, as appropriate, the GAAP principles within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification under Topic 820, Fair Value Measurements and Disclosures and are used by ALPS in calculating our NAV per share. However, our valuation procedures and our NAV are not subject to GAAP and will not be subject to independent audit. We did not develop our valuation procedures with the intention of complying with fair value concepts under GAAP and, therefore, there could be differences between our fair values and the fair values derived from the principal market or most advantageous market concepts of establishing fair value under GAAP. The aggregate real property valuation of $8.0 billion compares to a GAAP basis of real properties (net of intangible lease liabilities and before accumulated amortization and depreciation) of $7.3 billion, representing a difference of approximately $741.1 million, or 10.2%.
As used below, “Fund Interests” means our outstanding shares of common stock, along with OP Units, which may be or were held directly or indirectly by the Advisor, affiliates of the Sponsor and the Advisor, and third parties, and “Aggregate Fund NAV” means the NAV of all the Fund Interests.
The following table sets forth the components of Aggregate Fund NAV as of June 30, 2026 and December 31, 2025:
| (in thousands) | June 30, 2026 | December 31, 2025 | ||||||||||||
| Investments in residential properties | $ | 2,707,050 | $ | 2,671,600 | ||||||||||
| Investments in industrial properties | 3,331,200 | 3,004,700 | ||||||||||||
| Investments in retail properties | 730,700 | 728,250 | ||||||||||||
| Investments in office properties | 401,200 | 400,150 | ||||||||||||
| Investments in other properties (1) | 839,450 | 760,450 | ||||||||||||
| Total investment in real estate properties | 8,009,600 | 7,565,150 | ||||||||||||
| Investments in real estate debt and securities | 360,022 | 302,597 | ||||||||||||
| Investments in unconsolidated joint venture partnerships | 563,299 | 467,237 | ||||||||||||
| DST Program Loans | 208,776 | 191,502 | ||||||||||||
| Total investments | 9,141,697 | 8,526,486 | ||||||||||||
| Cash and cash equivalents | 41,129 | 40,059 | ||||||||||||
| Restricted cash | 14,697 | 5,693 | ||||||||||||
| Other assets | 78,485 | 69,452 | ||||||||||||
| Line of credit, term loans and mortgage notes | (2,575,384) | (3,005,732) | ||||||||||||
| Financing obligations associated with our DST Program | (2,597,161) | (2,331,517) | ||||||||||||
| Other liabilities | (173,223) | (141,264) | ||||||||||||
| Accrued performance participation allocation | (20,436) | (16,544) | ||||||||||||
| Accrued advisory fees | (5,885) | (4,984) | ||||||||||||
| Noncontrolling interests in consolidated joint venture partnerships | (15,417) | (19,149) | ||||||||||||
| Aggregate Fund NAV | $ | 3,888,502 | $ | 3,122,500 | ||||||||||
| Total Fund Interests outstanding | 472,887 | 388,599 | ||||||||||||
_______________________________________________________________
(1)Includes self-storage and data center properties.
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The following table sets forth the NAV per Fund Interest as of June 30, 2026:
| (in thousands, except | Class T-R | Class S-R | Class D-R | Class I-R | Class E | Class S-PR | Class D-PR | Class I-PR | Class B | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| per Fund Interest data) | Total | Shares | Shares | Shares | Shares | Shares | Shares | Shares | Shares | Shares | OP Units | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| As of June 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Monthly NAV | $ | 3,888,502 | $ | 169,429 | $ | 271,912 | $ | 45,384 | $ | 534,818 | $ | 318,386 | $ | 103,248 | $ | 13,245 | $ | 162,309 | $ | 410,384 | $ | 1,859,387 | ||||||||||||||||||||||||||||||||||||||||||||||
| Fund Interests outstanding | 472,887 | 20,605 | 33,068 | 5,519 | 65,039 | 38,719 | 12,556 | 1,611 | 19,739 | 49,908 | 226,123 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| NAV Per Fund Interest | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | $ | 8.2229 | ||||||||||||||||||||||||||||||||||||||||||||||
Under GAAP, we record liabilities for ongoing distribution fees that we estimate we may pay in future periods for the Fund Interests. As of June 30, 2026, we estimated approximately $104.6 million of ongoing distribution fees were potentially payable. We do not deduct the liability for estimated future distribution fees in our calculation of NAV since we intend for our NAV to reflect our estimated value on the date that we determine our NAV. Accordingly, our estimated NAV at any given time does not include consideration of any estimated future distribution fees that may become payable after such date.
Financing obligations associated with our DST Program, as reflected in our NAV table above, represent outstanding proceeds raised from our private placements under the DST Program due to the fact that we have an option (which may or may not be exercised) to purchase the interests in the DSTs and thereby acquire the real property owned by the trusts. We may acquire these properties using OP Units, cash, or a combination of both. See “Note 6 to the Condensed Consolidated Financial Statements” for additional details regarding our DST Program. We may use proceeds raised from our DST Program for the repayment of debt, acquisition of properties and other investments, distributions to our stockholders, payments under our debt obligations and master lease agreements related to properties in our DST Program, redemption payments, capital expenditures and other general corporate purposes. We pay our Advisor an annual, fixed component of our advisory fee of 1.10% of the consideration received for selling interests in DST Properties to third-party investors, net of upfront fees and expense reimbursements payable out of gross proceeds from the sale of such interests and DST Interests financed through DST Program Loans.
We include no discounts to our NAV for the illiquid nature of our shares, including the limitations on our stockholders’ ability to redeem shares under our share redemption program and our ability to make exceptions to, modify or suspend our share redemption program at any time. Our NAV generally does not reflect the potential impact of exit costs (e.g. selling costs and commissions related to the sale of a property) that would likely be incurred if our assets and liabilities were liquidated or sold today. While we may use market pricing concepts to value individual components of our NAV, our per share NAV is not derived from the market pricing information of open-end real estate funds listed on stock exchanges.
Our NAV is not a representation, warranty or guarantee that: (i) we would fully realize our NAV upon a sale of our assets; (ii) shares of our common stock would trade at our per share NAV on a national securities exchange; and (iii) a stockholder would be able to realize the per share NAV if such stockholder attempted to sell his or her shares to a third party.
The valuations of our real properties as of June 30, 2026, excluding certain newly acquired properties that are currently held at cost which we believe reflects the fair value of such properties, were provided by the Independent Valuation Advisor in accordance with our valuation procedures. Certain key assumptions that were used by the Independent Valuation Advisor in the discounted cash flow analysis are set forth in the following table based on weighted-averages by property type.
| Residential | Industrial | Retail | Office | Other (1) | Weighted-Average Basis | |||||||||||||||
| Exit capitalization rate | 5.1 | % | 5.7 | % | 6.4 | % | 7.3 | % | 6.1 | % | 5.7 | % | ||||||||
| Discount rate / internal rate of return | 7.0 | % | 7.3 | % | 7.2 | % | 8.7 | % | 7.7 | % | 7.3 | % | ||||||||
| Average holding period (years) | 10.0 | 10.1 | 10.0 | 10.0 | 14.2 | 10.5 | ||||||||||||||
_______________________________________________________________
(1)Includes self-storage and data center properties.
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A change in the exit capitalization and discount rates used would impact the calculation of the value of our real property. For example, assuming all other factors remain constant, the changes listed below would result in the following effects on the value of our real properties, excluding certain newly acquired properties that are currently held at cost which we believe reflects the fair value of such properties:
| Input | Hypothetical Change | Residential | Industrial | Retail | Office | Other (1) | Weighted-Average Values | ||||||||||||||||
| Exit capitalization rate (weighted-average) | 0.25% decrease | 3.3 | % | 3.1 | % | 2.3 | % | 2.5 | % | 2.3 | % | 3.0 | % | ||||||||||
| 0.25% increase | (3.0) | % | (2.7) | % | (2.2) | % | (2.3) | % | (2.1) | % | (2.7) | % | |||||||||||
| Discount rate (weighted-average) | 0.25% decrease | 2.0 | % | 2.1 | % | 1.9 | % | 2.1 | % | 2.5 | % | 2.1 | % | ||||||||||
| 0.25% increase | (1.9) | % | (1.9) | % | (1.8) | % | (2.0) | % | (2.4) | % | (1.9) | % | |||||||||||
___________________________________________________________
(1)Includes self-storage and data center properties.
From September 30, 2017 through November 30, 2019, we valued our debt-related investments and real estate-related liabilities generally in accordance with fair value standards under GAAP. Beginning with our valuation for December 31, 2019, our property-level mortgages, corporate-level credit facilities and other secured and unsecured debt that are intended to be held to maturity (which for fixed rate debt not subject to interest rate hedges may be the date near maturity at which time the debt will be eligible for prepayment at par for purposes herein), including those subject to interest rate hedges, were valued at par (i.e. at their respective outstanding balances). In addition, because we utilize interest rate hedges to stabilize interest payments (i.e. to fix all-in interest rates through interest rate swaps or to limit interest rate exposure through interest rate caps) on individual loans, each loan and associated interest rate hedge is treated as one financial instrument which is valued at par if intended to be held to maturity. This policy of valuing at par applies regardless of whether any given interest rate hedge is considered as an asset or liability for GAAP purposes. Notwithstanding, if we acquire an investment and assume associated in-place debt from the seller that is above- or below-market, then consistent with how we recognize assumed debt for GAAP purposes when acquiring an asset with pre-existing debt in place, the liabilities used in the determination of our NAV will include the market value of such debt based on market value as of the closing date. The associated premium or discount on such debt as of closing that is reflected in our liabilities will then be amortized through loan maturity. Per our valuation policy, the corresponding investment is valued on an unlevered basis for purposes of determining NAV. Accordingly, all else equal, we would not recognize an immediate gain or loss to our NAV upon acquisition of an investment whereby we assume associated pre-existing debt that is above- or below-market. As of June 30, 2026, we classified all of our debt as intended to be held to maturity, and our liabilities included mark-to-market adjustments for pre-existing debt that we assumed upon acquisition. We currently estimate the fair value of our debt (inclusive of associated interest rate hedges) that was intended to be held to maturity as of June 30, 2026 was $23.4 million lower than the carrying value used for purposes of calculating our NAV (as described above) for such debt in aggregate; meaning that if we used the fair value of our debt rather than the carrying value used for purposes of calculating our NAV (and treated the associated hedge as part of the same financial instrument), our NAV would have been higher by approximately $23.4 million, or $0.05 per share, not taking into account all of the other items that impact our monthly NAV, as of June 30, 2026.
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Reconciliation of Stockholders’ Equity and Noncontrolling Interests to NAV
The following table reconciles stockholders’ equity and noncontrolling interests per our condensed consolidated balance sheet to our NAV as of June 30, 2026:
| (in thousands) | As of June 30, 2026 | |||||||
Total stockholders’ equity | $ | 750,187 | ||||||
| Noncontrolling interests | 860,559 | |||||||
| Total equity under GAAP | 1,610,746 | |||||||
| Adjustments: | ||||||||
| Accrued distribution fee (1) | 104,618 | |||||||
| Redeemable equity (2) | 423,218 | |||||||
| Unrealized net appreciation (depreciation) on real estate and financial assets and liabilities (3) | 738,371 | |||||||
| Unrealized gain (loss) on investments in unconsolidated joint venture partnerships (4) | 30,399 | |||||||
| Accumulated depreciation and amortization (5) | 1,057,404 | |||||||
| Other adjustments (6) | (76,254) | |||||||
| Aggregate Fund NAV | $ | 3,888,502 | ||||||
_______________________________________________________________
(1)Accrued distribution fee represents the accrual for the full cost of the distribution fee for Class T-R shares, Class S-R shares, Class D-R shares, Class S-PR shares and Class D-PR shares and OP Units. Under GAAP, we accrued the full cost of the distribution fee payable over the life of each share (assuming such share remains outstanding the length of time required to pay the maximum distribution fee) as an offering cost at the time we sold the Class T-R shares, Class S-R shares, Class D-R shares, Class S-PR shares, Class D-PR shares and OP Units. Similarly, we accrued a liability for future distribution fees we expect will be paid based on our estimate of how long the Class T-R shares, Class S-R shares, Class D-R shares, Class S-PR shares, Class D-PR shares and OP Units will be outstanding, also as an offering cost. For purposes of calculating the NAV, we recognize the distribution fee as a reduction of NAV on a monthly basis when such fee is paid and do not deduct the liability for estimated future distribution fees that may become payable after the date as of which our NAV is calculated.
(2)Redeemable equity is related to our redeemable OP Units and our redeemable Class B shares of common stock, which are included in our determination of NAV but not included in total equity under GAAP.
(3)Our investments in real estate and certain of our financial assets and liabilities, including our debt, certain of our financing obligations, certain of our DST Program Loans, and certain of our investments in real estate debt and securities, are presented at their carrying value in our condensed consolidated financial statements. As such, any increases or decreases in the fair market value of our investments in real estate and certain of our financial assets and liabilities are not included in our GAAP results. For purposes of determining our NAV, our investments in real estate, investments in real estate debt and securities, financing obligations, and DST Program Loans are recorded at fair value. Notwithstanding, our property-level mortgages, corporate-level credit facilities and other secured and unsecured debt that are intended to be held to maturity are valued at par (i.e., at their respective outstanding balances).
(4)Certain of our investments in unconsolidated joint venture partnerships are presented using the equity method of accounting in our condensed consolidated financial statements. As such, certain increases or decreases in the fair market value of the underlying investments or debt instruments associated with those investments in unconsolidated joint venture partnerships are not included in our GAAP results. For purposes of determining our NAV, the investments in the underlying real estate and certain of the underlying debt instruments are recorded at fair value and reflected in our NAV at our proportional ownership interest.
(5)We depreciate our investments in real estate and amortize certain other assets and liabilities in accordance with GAAP. Such depreciation and amortization is not recorded for purposes of determining our NAV.
(6)Includes (i) straight-line rent receivables, which are recorded in accordance with GAAP but not recorded for purposes of determining our NAV, (ii) certain interest rate hedges, which are recorded at fair value in accordance with GAAP but are not included for purposes of determining our NAV if intended to be held to maturity, and (iii) other minor adjustments.
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Performance
Our NAV increased from $8.04 per share as of December 31, 2025 to $8.22 per share as of June 30, 2026. The increase in NAV was primarily driven by the performance of our real estate portfolio with strong leasing, continued rent growth, and stabilizing capital markets.
Effective December 31, 2019, our board of directors approved amendments to our valuation procedures which revised the way we value property-level mortgages, corporate-level credit facilities, other secured and unsecured debt and associated interest rate hedges when loans, including associated interest rate hedges, are intended to be held to maturity, effectively eliminating all mark-to-market adjustments for such loans and hedges from the calculation of our NAV. The following table summarizes the impact of interest rate movements on our share class returns assuming we continued to include the mark-to-market adjustments for all borrowing-related interest rate hedge and debt instruments beginning with the December 31, 2019 NAV:
| One-Year | ||||||||||||||||||||||||||||||||||||||||||||
| Trailing | (Trailing | Three-Year | Five-Year | Ten-Year | Since Inception | |||||||||||||||||||||||||||||||||||||||
| As of June 30, 2026 (1) | Three-Months | Year-to-Date | 12-Months) | Annualized | Annualized | Annualized | Annualized (2) | |||||||||||||||||||||||||||||||||||||
| Class T-R Share Total Return (with upfront selling commissions and dealer manager fees) (3) | (1.45) | % | 0.99 | % | 7.38 | % | 2.49 | % | 4.85 | % | 4.93 | % | 6.04 | % | ||||||||||||||||||||||||||||||
| Adjusted Class T-R Share Total Return (with upfront selling commissions and dealer manager fees) (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | (1.27) | % | 1.28 | % | 8.02 | % | 1.71 | % | 5.13 | % | 4.97 | % | 6.07 | % | ||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.29) | % | (0.64) | % | 0.78 | % | (0.28) | % | (0.04) | % | (0.03) | % | ||||||||||||||||||||||||||||||
| Class T-R Share Total Return (without upfront selling commissions and dealer manager fees) (3) | 2.00 | % | 4.53 | % | 11.13 | % | 3.67 | % | 5.57 | % | 5.25 | % | 6.14 | % | ||||||||||||||||||||||||||||||
| Adjusted Class T-R Share Total Return (without upfront selling commissions and dealer manager fees) (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.19 | % | 4.82 | % | 11.80 | % | 2.88 | % | 5.85 | % | 5.29 | % | 6.17 | % | ||||||||||||||||||||||||||||||
| Difference | (0.19) | % | (0.29) | % | (0.67) | % | 0.79 | % | (0.28) | % | (0.04) | % | (0.03) | % | ||||||||||||||||||||||||||||||
| Class S-R Share Total Return (with upfront selling commissions and dealer manager fees) (3) | (1.45) | % | 0.99 | % | 7.38 | % | 2.49 | % | 4.85 | % | 4.93 | % | 6.04 | % | ||||||||||||||||||||||||||||||
| Adjusted Class S-R Share Total Return (with upfront selling commissions and dealer manager fees) (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | (1.27) | % | 1.28 | % | 8.02 | % | 1.71 | % | 5.13 | % | 4.97 | % | 6.07 | % | ||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.29) | % | (0.64) | % | 0.78 | % | (0.28) | % | (0.04) | % | (0.03) | % | ||||||||||||||||||||||||||||||
| Class S-R Share Total Return (without upfront selling commissions and dealer manager fees) (3) | 2.00 | % | 4.53 | % | 11.13 | % | 3.67 | % | 5.57 | % | 5.25 | % | 6.14 | % | ||||||||||||||||||||||||||||||
| Adjusted Class S-R Share Total Return (without upfront selling commissions and dealer manager fees) (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.19 | % | 4.82 | % | 11.80 | % | 2.88 | % | 5.85 | % | 5.29 | % | 6.17 | % | ||||||||||||||||||||||||||||||
| Difference | (0.19) | % | (0.29) | % | (0.67) | % | 0.79 | % | (0.28) | % | (0.04) | % | (0.03) | % | ||||||||||||||||||||||||||||||
| Class D-R Share Total Return (3) | 2.16 | % | 4.84 | % | 11.80 | % | 4.29 | % | 6.21 | % | 5.86 | % | 6.29 | % | ||||||||||||||||||||||||||||||
| Adjusted Class D-R Share Total Return (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.34 | % | 5.14 | % | 12.47 | % | 3.50 | % | 6.49 | % | 5.91 | % | 6.32 | % | ||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.30) | % | (0.67) | % | 0.79 | % | (0.28) | % | (0.05) | % | (0.03) | % | ||||||||||||||||||||||||||||||
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| One-Year | ||||||||||||||||||||||||||||||||||||||||||||
| Trailing | (Trailing | Three-Year | Five-Year | Ten-Year | Since Inception | |||||||||||||||||||||||||||||||||||||||
| As of June 30, 2026 (1) | Three-Months | Year-to-Date | 12-Months) | Annualized | Annualized | Annualized | Annualized (2) | |||||||||||||||||||||||||||||||||||||
| Class I-R Share Total Return (3) | 2.22 | % | 4.97 | % | 12.08 | % | 4.55 | % | 6.47 | % | 6.16 | % | 6.64 | % | ||||||||||||||||||||||||||||||
| Adjusted Class I-R Share Total Return (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.40 | % | 5.27 | % | 12.75 | % | 3.76 | % | 6.75 | % | 6.21 | % | 6.67 | % | ||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.30) | % | (0.67) | % | 0.79 | % | (0.28) | % | (0.05) | % | (0.03) | % | ||||||||||||||||||||||||||||||
| Class E Share Return Total Return (3) | 2.22 | % | 4.97 | % | 12.08 | % | 4.55 | % | 6.47 | % | 6.17 | % | 6.68 | % | ||||||||||||||||||||||||||||||
| Adjusted Class E Share Total Return (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.40 | % | 5.27 | % | 12.75 | % | 3.76 | % | 6.75 | % | 6.22 | % | 6.71 | % | ||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.30) | % | (0.67) | % | 0.79 | % | (0.28) | % | (0.05) | % | (0.03) | % | ||||||||||||||||||||||||||||||
| Class S-PR Share Total Return (with upfront selling commissions and dealer manager fees) (3) | (1.57) | % | 0.87 | % | 7.24 | % | n/a | n/a | n/a | 8.05 | % | |||||||||||||||||||||||||||||||||
| Adjusted Class S-PR Share Total Return (with upfront selling commissions and dealer manager fees) (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | (1.39) | % | 1.16 | % | 7.89 | % | n/a | n/a | n/a | 7.95 | % | |||||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.29) | % | (0.65) | % | n/a | n/a | n/a | 0.10 | % | |||||||||||||||||||||||||||||||||
| Class S-PR Share Total Return (without upfront selling commissions and dealer manager fees) (3) | 2.00 | % | 4.53 | % | 11.13 | % | n/a | n/a | n/a | 10.18 | % | |||||||||||||||||||||||||||||||||
| Adjusted Class S-PR Share Total Return (without upfront selling commissions and dealer manager fees) (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.19 | % | 4.82 | % | 11.80 | % | n/a | n/a | n/a | 10.08 | % | |||||||||||||||||||||||||||||||||
| Difference | (0.19) | % | (0.29) | % | (0.67) | % | n/a | n/a | n/a | 0.10 | % | |||||||||||||||||||||||||||||||||
| Class D-PR Share Total Return (with upfront selling commissions) (3) | 0.62 | % | 3.27 | % | 10.12 | % | n/a | n/a | n/a | 9.99 | % | |||||||||||||||||||||||||||||||||
| Adjusted Class D-PR Share Total Return (with upfront selling commissions) (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 0.80 | % | 3.56 | % | 10.78 | % | n/a | n/a | n/a | 9.79 | % | |||||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.29) | % | (0.66) | % | n/a | n/a | n/a | 0.20 | % | |||||||||||||||||||||||||||||||||
| Class D-PR Share Total Return (without upfront selling commissions) (3) | 2.16 | % | 4.84 | % | 11.80 | % | n/a | n/a | n/a | 11.05 | % | |||||||||||||||||||||||||||||||||
| Adjusted Class D-PR Share Total Return (without upfront selling commissions) (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.34 | % | 5.14 | % | 12.47 | % | n/a | n/a | n/a | 10.84 | % | |||||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.30) | % | (0.67) | % | n/a | n/a | n/a | 0.21 | % | |||||||||||||||||||||||||||||||||
| Class I-PR Share Total Return (3) | 2.22 | % | 4.97 | % | 12.08 | % | n/a | n/a | n/a | 11.12 | % | |||||||||||||||||||||||||||||||||
| Adjusted Class I-PR Share Total Return (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.40 | % | 5.27 | % | 12.75 | % | n/a | n/a | n/a | 10.97 | % | |||||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.30) | % | (0.67) | % | n/a | n/a | n/a | 0.15 | % | |||||||||||||||||||||||||||||||||
| Class B Share Total Return (3) | 2.22 | % | 4.97 | % | n/a | n/a | n/a | n/a | 7.15 | % | ||||||||||||||||||||||||||||||||||
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| One-Year | ||||||||||||||||||||||||||||||||||||||||||||
| Trailing | (Trailing | Three-Year | Five-Year | Ten-Year | Since Inception | |||||||||||||||||||||||||||||||||||||||
| As of June 30, 2026 (1) | Three-Months | Year-to-Date | 12-Months) | Annualized | Annualized | Annualized | Annualized (2) | |||||||||||||||||||||||||||||||||||||
| Adjusted Class B Share Total Return (continued inclusion of mark-to-market adjustments for borrowing-related interest rate hedge and debt instruments) (4) | 2.40 | % | 5.27 | % | n/a | n/a | n/a | n/a | 7.81 | % | ||||||||||||||||||||||||||||||||||
| Difference | (0.18) | % | (0.30) | % | n/a | n/a | n/a | n/a | (0.66) | % | ||||||||||||||||||||||||||||||||||
_______________________________________________________________
(1)Performance is measured by total return, which includes income and appreciation (i.e., distributions and changes in NAV) and is a compound rate of return that assumes reinvestment of all distributions for the respective time period, and excludes upfront selling commissions and dealer manager fees paid by investors, except for returns noted “with upfront selling commissions and dealer manager fees” (“Total Return”). Partial period returns are not calculated. Past performance is not a guarantee of future results. Current performance may be higher or lower than the performance data quoted.
(2)NAV inception date for Class T-R shares, Class S-R shares, Class D-R shares, Class I-R shares (formerly known as Class T shares, Class S shares, Class D shares and Class I shares, respectively) and Class E shares was September 30, 2012, which is when we first sold shares of our common stock after converting to an NAV-based REIT on July 12, 2012. Investors in our fixed price offerings prior to NAV inception on September 30, 2012 are likely to have a lower return. The inception date for Class I-PR shares and Class S-PR shares was September 3, 2024, the inception date for Class D-PR shares was December 2, 2024, and the inception date for Class B shares was November 3, 2025, which is when we first sold shares of such share classes of our common stock. Since inception returns are not annualized for shared classes outstanding less than one year.
(3)The Total Returns presented are based on the actual NAVs at which stockholders transacted, calculated pursuant to our valuation procedures. From NAV inception to November 30, 2019, these NAVs reflected mark-to-market adjustments on our borrowing-related interest rate hedge positions; and from September 1, 2017 to November 30, 2019, these NAVs also reflected mark-to-market adjustments on our borrowing-related debt instruments. Prior to September 1, 2017, our valuation policies dictated marking borrowing-related debt instruments to par except in certain circumstances; therefore, we did not formally track mark-to-market adjustments on our borrowing-related debt instruments during such time.
(4)The Adjusted Total Returns presented are based on adjusted NAVs calculated as if we had continued to mark our hedge and debt instruments to market following a policy change to largely exclude borrowing-related interest rate hedge and debt marks to market from our NAV calculations (except in certain circumstances pursuant to our valuation procedures), beginning with our NAV calculated as of December 31, 2019 NAV. Therefore, the NAVs used in the calculation are identical to those presented per Note (3) above from NAV inception through November 30, 2019. The adjusted NAVs include the incremental impacts to advisory fees and performance fees; however, the adjusted NAVs are not assumed to have impacted any share purchase or redemption. For calculation purposes, transactions were assumed to occur at the adjusted NAVs.
Trends Affecting Our Business
Our results of operations are affected by a variety of factors, including conditions in both the U.S. and global financial markets as well as economic and political environments.
During the second quarter of 2026, the U.S. economy continued to expand, supported by continued consumer spending with moderating expectations for U.S. gross domestic product growth and low levels of unemployment amidst heightened geopolitical tensions. During this time, the commercial real estate market exhibited stable to moderating conditions. Specifically, individual property transaction volumes slowed in the second quarter while broad market indices demonstrated flat to increasing commercial real estate values.
Aiding valuations, new construction starts remained near or at 10-year lows across multifamily, industrial, retail and office property types and lending markets remained supportive given increased activity from capital markets and banks.
During the quarter, the Federal Reserve held interest rates steady and restated its commitment towards its inflation goals, which may result in future monetary policy actions. There is no certainty that there will be a change in interest rates or of the magnitude or pace of potential changes.
Rising operating costs placed pressure on cash flow performance across many real estate property types. Triple net leases within the commercial sector help offset some of these impacts. Although certain markets are showing a recovery, office
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properties nationally continue to experience challenges driven by remote work and elevated costs to operate, improve or repurpose these office properties. These factors have largely resulted in lower demand for office space and have driven elevated levels of vacancy rates and default rates. Additionally, the real estate sector experienced significant new supply coming out of the pandemic which has caused vacancy rates to rise off historical lows and rent growth to moderate. Offsetting new deliveries has been a significant decline in new construction starts driven by higher interest rates. Ultimately, this lack of new future inventory may result in a shortage of contemporary, in-demand properties in the years to come, furthering the disparity between supply and demand dynamics. In addition, there is a significant amount of unspent capital targeting commercial real estate properties that could support values and elevate transaction activities. Property valuations and capitalization rates remained steady and we believe certain of these market trends will be offset by continued strong operating fundamentals, such as occupancy and rental rates, in property types that include multifamily and industrial.
Uncertainty around U.S. economic and foreign policies, international relations and their potential impact to the U.S. economy has increased risk. Should the risks from these factors become more acute, the commercial real estate market may be adversely impacted.
We believe our portfolio is well-positioned in this market environment. However, there is no guarantee that our outlook will remain positive for the long-term, especially if leasing fundamentals weaken in the future.
RESULTS OF OPERATIONS
Summary of 2026 Activities
During the six months ended June 30, 2026, we completed the following activities:
•We acquired three self-storage properties and seven industrial properties for an aggregate contractual purchase price of $273.1 million. We also invested an aggregate of $99.2 million in our unconsolidated joint venture partnerships and our investments in real estate debt and securities.
•We leased approximately 1.3 million square feet of our commercial properties, which included 0.5 million square feet of new leases and 0.8 million square feet of renewals.
•We decreased our leverage ratio from 36% as of December 31, 2025, to 28% as of June 30, 2026. Our leverage ratio for reporting purposes is calculated as outstanding principal balance of our borrowings, including secured financings on debt-related investments, less cash and cash equivalents, divided by the fair value of our real property, net investments in unconsolidated joint venture partnerships and investments in real estate debt and securities not associated with the DST Program (determined in accordance with our valuation procedures).
•We raised gross proceeds of $1.0 billion from the sale of our common stock and DST Interests. This includes $371.2 million from the sale of 45.6 million shares of our common stock in our securities offerings, including proceeds from our distribution reinvestment plans of $17.2 million, and $676.5 million of gross capital through private placement offerings by selling DST Interests, $58.7 million of which were financed by DST Program Loans.
•We redeemed 6.1 million shares of common stock at a weighted-average purchase price of $8.10 per share for an aggregate amount of $49.4 million. Additionally, we redeemed a combined 3.2 million OP Units of redeemable noncontrolling interests and noncontrolling interests for an aggregate dollar amount of $25.8 million.
•We issued 47.1 million OP Units in exchange for DST Interests for a net investment of $383.2 million. In addition, we paid $2.6 million in cash in exchange for DST Interests.
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Results for the Three and Six Months Ended June 30, 2026 Compared to Prior Periods
The following table sets forth information regarding our consolidated results of operations for the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, and for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025:
| For the Three Months Ended | Change | For the Six Months Ended | Change | ||||||||||||||||||||||||||||||||||||||||||||
| ($ in thousands, except per share data) | June 30, 2026 | March 31, 2026 | $ | % | June 30, 2026 | June 30, 2025 | $ | % | |||||||||||||||||||||||||||||||||||||||
| Revenues: | |||||||||||||||||||||||||||||||||||||||||||||||
| Rental revenues | $ | 140,642 | $ | 137,368 | $ | 3,274 | 2.4 | % | $ | 278,010 | $ | 215,614 | $ | 62,396 | 28.9 | % | |||||||||||||||||||||||||||||||
| Debt-related income | 10,517 | 7,767 | 2,750 | 35.4 | 18,284 | 19,054 | (770) | (4.0) | |||||||||||||||||||||||||||||||||||||||
| Total revenues | 151,159 | 145,135 | 6,024 | 4.2 | 296,294 | 234,668 | 61,626 | 26.3 | |||||||||||||||||||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||||||||||||||||||||||||||
| Rental expenses | 45,074 | 45,110 | (36) | (0.1) | 90,184 | 79,863 | 10,321 | 12.9 | |||||||||||||||||||||||||||||||||||||||
| Real estate-related depreciation and amortization | 59,498 | 58,372 | 1,126 | 1.9 | 117,870 | 92,729 | 25,141 | 27.1 | |||||||||||||||||||||||||||||||||||||||
| General and administrative expenses | 3,469 | 3,154 | 315 | 10.0 | 6,623 | 6,054 | 569 | 9.4 | |||||||||||||||||||||||||||||||||||||||
| Advisory fees | 16,894 | 15,684 | 1,210 | 7.7 | 32,578 | 23,592 | 8,986 | 38.1 | |||||||||||||||||||||||||||||||||||||||
| Performance participation allocation | 9,790 | 10,646 | (856) | (8.0) | 20,436 | — | 20,436 | NM | |||||||||||||||||||||||||||||||||||||||
| Acquisition costs and reimbursements | 1,526 | 1,865 | (339) | (18.2) | 3,391 | 2,775 | 616 | 22.2 | |||||||||||||||||||||||||||||||||||||||
| Impairment of real estate property | 3,851 | — | 3,851 | NM | 3,851 | — | 3,851 | NM | |||||||||||||||||||||||||||||||||||||||
| Total operating expenses | 140,102 | 134,831 | 5,271 | 3.9 | 274,933 | 205,013 | 69,920 | 34.1 | |||||||||||||||||||||||||||||||||||||||
| Other income (expenses): | |||||||||||||||||||||||||||||||||||||||||||||||
| Income from unconsolidated joint venture partnerships | 51,077 | 22,609 | 28,468 | NM | 73,686 | 19,155 | 54,531 | NM | |||||||||||||||||||||||||||||||||||||||
| Interest expense | (71,316) | (71,085) | (231) | (0.3) | (142,401) | (114,347) | (28,054) | (24.5) | |||||||||||||||||||||||||||||||||||||||
| Gain on sale of real estate property | — | — | — | — | — | 10,489 | (10,489) | (100.0) | |||||||||||||||||||||||||||||||||||||||
| Gain on financial assets | 396 | 161 | 235 | NM | 557 | 14 | 543 | NM | |||||||||||||||||||||||||||||||||||||||
| Loss on financing obligations | (9,738) | (20,471) | 10,733 | 52.4 | (30,209) | (18,491) | (11,718) | 63.4 | |||||||||||||||||||||||||||||||||||||||
| (Loss) gain on extinguishment of debt and financing obligations, net | (120) | 18,400 | (18,520) | NM | 18,280 | (791) | 19,071 | NM | |||||||||||||||||||||||||||||||||||||||
| (Loss) gain on derivative instruments | (110) | 167 | (277) | NM | 57 | — | 57 | NM | |||||||||||||||||||||||||||||||||||||||
| Provision for current expected credit losses | — | — | — | — | — | 156 | (156) | (100.0) | |||||||||||||||||||||||||||||||||||||||
| Other income and expenses | 3,486 | 3,283 | 203 | 6.2 | 6,769 | 3,865 | 2,904 | 75.1 | |||||||||||||||||||||||||||||||||||||||
| Total other income (expenses) | (26,325) | (46,936) | 20,611 | 43.9 | (73,261) | (99,950) | 26,689 | 26.7 | |||||||||||||||||||||||||||||||||||||||
| Net loss before income tax expense | (15,268) | (36,632) | 21,364 | 58.3 | (51,900) | (70,295) | 18,395 | 26.2 | |||||||||||||||||||||||||||||||||||||||
| Income tax expense | (10,841) | (3,966) | (6,875) | NM | (14,807) | (6,296) | (8,511) | NM | |||||||||||||||||||||||||||||||||||||||
| Net loss | (26,109) | (40,598) | 14,489 | 35.7 | (66,707) | (76,591) | 9,884 | 12.9 | |||||||||||||||||||||||||||||||||||||||
| Net loss attributable to redeemable noncontrolling interests | 106 | 159 | (53) | (33.3) | 265 | 275 | (10) | (3.6) | |||||||||||||||||||||||||||||||||||||||
| Net loss attributable to noncontrolling interests | 12,350 | 19,129 | (6,779) | (35.4) | 31,479 | 35,716 | (4,237) | (11.9) | |||||||||||||||||||||||||||||||||||||||
| Net loss attributable to common stockholders | $ | (13,653) | $ | (21,310) | $ | 7,657 | 35.9 | % | $ | (34,963) | $ | (40,600) | $ | 5,637 | 13.9 | % | |||||||||||||||||||||||||||||||
| Weighted-average shares outstanding—basic | 227,061 | 211,070 | 15,991 | 7.6 | % | 219,110 | 178,511 | 40,599 | 22.7 | % | |||||||||||||||||||||||||||||||||||||
| Weighted-average shares outstanding—diluted | 437,263 | 399,853 | 37,410 | 9.4 | % | 418,642 | 336,450 | 82,192 | 24.4 | % | |||||||||||||||||||||||||||||||||||||
| Net loss attributable to common stockholders per common share—basic and diluted | $ | (0.06) | $ | (0.10) | $ | 0.04 | 40.0 | % | $ | (0.16) | $ | (0.23) | $ | 0.07 | 30.4 | % | |||||||||||||||||||||||||||||||
_______________________________________________________________
NM = Not meaningful
Total Revenues. Total revenues for the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, in aggregate, increased by $6.0 million and for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 total revenues increased by $61.6 million, primarily due to the factors described below.
Rental Revenues. Rental revenues are comprised of rental income, straight-line rent, and amortization of above- and below-market lease assets and liabilities. For the three months ended June 30, 2026 as compared to the three months ended March 31, 2026 in aggregate, total rental revenues increased by $3.3 million primarily due to revenue from the early termination fee with the disposition of our retail property. For the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 in aggregate, total rental revenues increased by $62.4 million, primarily due to the increase in
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non-same store revenues resulting from net growth in our portfolio. See “Same Store Portfolio Results of Operations” below for further details of the same store revenues.
Debt-Related Income. Debt-related income is comprised of interest income and amortization related to our debt-related investments and debt securities. For the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, in aggregate, total debt-related income increased by $2.8 million, primarily due to increased origination fees earned and activity in the mortgage loan origination program for the three months ended June 30, 2026, as compared to the three months ended March 31, 2026. For the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, in aggregate, total debt-related income decreased by $0.8 million, primarily due to lower average principal outstanding on our debt-related investments during the six months ended June 30, 2026, as compared to the six months ended June 30, 2025.
Total Operating Expenses. For the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, in aggregate, total operating expenses increased by $5.3 million, and for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, total operating expenses increased by $69.9 million, primarily due to the factors described below.
Rental Expenses. Rental expenses include certain property operating expenses typically reimbursed by our customers at our commercial properties, such as real estate taxes, property insurance, property management fees, repair and maintenance, and include certain non-recoverable expenses, such as consulting services and tenant leasing costs. Commercial leases that are structured on a “triple net basis”, in which customers pay their proportionate share of real estate taxes, insurance, common area maintenance, and certain other operating costs, account for 90.2% of our total leased commercial portfolio, based on number of commercial leases as of June 30, 2026. For the three months ended June 30, 2026, total rental expenses remained consistent as compared to the three months ended March 31, 2026. For the six months ended June 30, 2026, total rental expenses increased by $10.3 million, as compared to the six months ended June 30, 2025, primarily due to increase in non-same store rental expenses resulting from significant net growth in our portfolio. See “Same Store Portfolio Results of Operations” below for further details of the same store expenses.
Real Estate-Related Depreciation and Amortization. For the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, in aggregate, real estate-related depreciation and amortization expense increased by $1.1 million, primarily due to net growth in our portfolio. For the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, in aggregate, real estate-related depreciation and amortization expense increased by $25.1 million, primarily due to net growth in our portfolio.
Other Remaining Operating Expenses. In aggregate, the remaining operating expenses increased by $4.2 million for the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, primarily due to an increase of $3.9 million in impairment of real estate property during the three months ended June 30, 2026, and an increase of $1.2 million of advisory fees primarily driven by the sale of common stock and gross interests related to the DST Program. In aggregate, the remaining operating expenses increased by $34.5 million for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, primarily due to an increase of $20.4 million in performance participation allocation driven by the positive performance of our portfolio and an increase in advisory fees of $9.0 million primarily driven by the sale of common stock and gross interests related to the DST Program.
Other Income and Expenses. In aggregate, the remaining items that comprise our net income (loss) had a $13.7 million impact on our net income (loss) for the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, primarily due to the following:
•an increase in income from unconsolidated joint venture partnerships of $28.5 million primarily driven by positive performance, including the increase in fair value of certain assets, of our investments in unconsolidated joint venture partnerships; and
•an increase in loss on financing obligations of $10.7 million driven by changes in valuations of properties in our DST Program.
Partially offset by:
•a decrease in gain (loss) on extinguishment of debt and financing obligations, net of $18.5 million driven by the recognition of an $18.4 million gain on our financing obligations upon extinguishment when we exercised a purchase option for certain properties in our DST Program during the three months ended March 31, 2026, with no comparable extinguishment during the three months ended June 30, 2026; and
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•an increase in income tax expense of $6.9 million, primarily driven by activities of our taxable REIT subsidiaries associated with our DST Program and our investments in unconsolidated joint venture partnerships, which resulted in taxable income for the period.
In aggregate, the remaining items that comprise our net income (loss) had a $18.2 million impact on our net income (loss) for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, primarily due to the following:
•an increase in income from unconsolidated joint venture partnerships of $54.5 million primarily driven by positive performance, including the increase in fair value of certain assets, of our investments in unconsolidated joint venture partnerships; and
•an increase in gain (loss) on extinguishment of debt and financing obligations, net of $19.1 million driven by the recognition of a gain on our financing obligations upon extinguishment when we exercised a purchase option for certain properties in our DST Program during the six months ended June 30, 2026, with no comparable activity during the six months ended June 30, 2025.
Partially offset by:
•an increase in interest expense of $28.1 million driven primarily by an increase in average outstanding borrowings and financing obligations during the period;
•an increase in loss on financing obligations of $11.7 million driven by changes in valuations of properties in our DST Program;
•a gain on sale of real estate property of $10.5 million during the six months ended June 30, 2025 driven by the sale of four industrial properties during the period, with no comparative sale during the six months ended June 30, 2026; and
•an increase in income tax expense of $8.5 million, primarily driven by activities of our taxable REIT subsidiaries associated with our DST Program and our investments in unconsolidated joint venture partnerships, which resulted in taxable income for the period.
Same Store Portfolio Results of Operations
Property net operating income (“NOI”) is a supplemental non-GAAP measure of our property operating results. We define property NOI as rental revenues less operating expenses. While we believe our net income (loss), as defined by GAAP, to be the most appropriate measure to evaluate our overall performance, we consider property NOI to be an appropriate supplemental performance measure. We believe property NOI provides useful information to our investors regarding our results of operations because property NOI reflects the operating performance of our properties and excludes certain items that are not considered to be controllable in connection with the management of properties, such as real estate-related depreciation and amortization, general and administrative expenses, advisory fees, impairment charges, interest expense, gains on sale of properties, other income and expenses, gains and losses on the extinguishment of debt and noncontrolling interests. However, property NOI should not be viewed as an alternative measure of our financial performance since it excludes such items, which could materially impact our results of operations. Further, our property NOI may not be comparable to that of other real estate companies, as they may use different methodologies for calculating property NOI, therefore, our investors should consider net income (loss) as the primary indicator of our overall financial performance.
We evaluate the performance of consolidated operating properties we own and manage using a same store analysis because the population of properties in this analysis is consistent from period to period, thereby eliminating the effects of any material changes in the composition of the aggregate portfolio on performance measures. We have defined the same store portfolio to include consolidated operating properties owned for the entirety of both the current and prior reporting periods for which the operations had been stabilized. Unconsolidated properties are excluded from the same store portfolio because we account for our interest in our joint venture partnership using the equity method of accounting; therefore, our proportionate share of income and loss is recognized in income (loss) of our unconsolidated joint venture partnerships on the condensed consolidated statements of operations. Other operating properties not meeting the same store criteria are reflected in the non-same store portfolio. Our same store analysis may not be comparable to that of other real estate companies and should not be considered to be more relevant or accurate in evaluating our operating performance than current GAAP methodology.
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The same store operating portfolio for the three months ended June 30, 2026 as compared to the three months ended March 31, 2026 presented below includes 142 properties totaling 31 million square feet owned as of January 1, 2026, which represented 94% of total rentable square feet as of June 30, 2026. The same store operating portfolio for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 presented below includes 118 properties totaling approximately 24 million square feet owned as of January 1, 2025, which represented 74% of total rentable square feet as of June 30, 2026.
The following table reconciles GAAP net income (loss) to same store portfolio property NOI for the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, and for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025:
| For the Three Months Ended | For the Six Months Ended | |||||||||||||||||||||||||
| (in thousands) | June 30, 2026 | March 31, 2026 | June 30, 2026 | June 30, 2025 | ||||||||||||||||||||||
| Net loss attributable to common stockholders | $ | (13,653) | $ | (21,310) | $ | (34,963) | $ | (40,600) | ||||||||||||||||||
| Debt-related income | (10,517) | (7,767) | (18,284) | (19,054) | ||||||||||||||||||||||
| Real estate-related depreciation and amortization | 59,498 | 58,372 | 117,870 | 92,729 | ||||||||||||||||||||||
| General and administrative expenses | 3,469 | 3,154 | 6,623 | 6,054 | ||||||||||||||||||||||
| Advisory fees | 16,894 | 15,684 | 32,578 | 23,592 | ||||||||||||||||||||||
| Performance participation allocation | 9,790 | 10,646 | 20,436 | — | ||||||||||||||||||||||
| Acquisition costs and reimbursements | 1,526 | 1,865 | 3,391 | 2,775 | ||||||||||||||||||||||
| Impairment of real estate property | 3,851 | — | 3,851 | — | ||||||||||||||||||||||
| Income from unconsolidated joint venture partnerships | (51,077) | (22,609) | (73,686) | (19,155) | ||||||||||||||||||||||
| Interest expense | 71,316 | 71,085 | 142,401 | 114,347 | ||||||||||||||||||||||
| Gain on sale of real estate property | — | — | — | (10,489) | ||||||||||||||||||||||
| Gain on financial assets | (396) | (161) | (557) | (14) | ||||||||||||||||||||||
| Loss on financing obligations | 9,738 | 20,471 | 30,209 | 18,491 | ||||||||||||||||||||||
| Loss (gain) on extinguishment of debt and financing obligations, net | 120 | (18,400) | (18,280) | 791 | ||||||||||||||||||||||
| Loss (gain) on derivative instruments | 110 | (167) | (57) | — | ||||||||||||||||||||||
| Provision for current expected credit losses | — | — | — | (156) | ||||||||||||||||||||||
| Other income and expenses | (3,486) | (3,283) | (6,769) | (3,865) | ||||||||||||||||||||||
| Income tax expense | 10,841 | 3,966 | 14,807 | 6,296 | ||||||||||||||||||||||
| Net loss attributable to redeemable noncontrolling interests | (106) | (159) | (265) | (275) | ||||||||||||||||||||||
| Net loss attributable to noncontrolling interests | (12,350) | (19,129) | (31,479) | (35,716) | ||||||||||||||||||||||
| Property net operating income | $ | 95,568 | $ | 92,258 | $ | 187,826 | $ | 135,751 | ||||||||||||||||||
| Less: Non-same store property NOI | 5,845 | 301 | 55,558 | 5,990 | ||||||||||||||||||||||
| Same store property NOI | $ | 89,723 | $ | 91,957 | $ | 132,268 | $ | 129,761 | ||||||||||||||||||
Our real property markets are aggregated into six reportable property segments: residential, industrial, retail, office, data center and other. Our property segments are based on our internal reporting of operating results used to assess performance based on the type of our properties. These property segments are comprised of the markets by which management and its operating teams conduct and monitor business. See “Note 16 to the Condensed Consolidated Financial Statements” for further information on our segments. Management considers rental revenues and property NOI aggregated by property segment to be an appropriate way to analyze performance.
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The following table includes a breakout of results for our same store portfolio by property segment for rental revenues, rental expenses and property NOI for the three months ended June 30, 2026, as compared to the three months ended March 31, 2026, and the six months ended June 30, 2026, as compared to the six months ended June 30, 2025:
| For the Three Months Ended | Change | For the Six Months Ended June 30, | Change | |||||||||||||||||||||||||||||||||||||||||||||||
| ($ in thousands, except per square foot data) | June 30, 2026 | March 31, 2026 | $ | % | 2026 | 2025 | $ | % | ||||||||||||||||||||||||||||||||||||||||||
| Rental revenues: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Residential | $ | 46,463 | $ | 46,287 | $ | 176 | 0.4 | % | $ | 84,838 | $ | 84,365 | $ | 473 | 0.6 | % | ||||||||||||||||||||||||||||||||||
| Industrial | 47,840 | 48,404 | (564) | (1.2) | 67,218 | 65,605 | 1,613 | 2.5 | ||||||||||||||||||||||||||||||||||||||||||
| Retail | 15,146 | 16,500 | (1,354) | (8.2) | 31,646 | 29,717 | 1,929 | 6.5 | ||||||||||||||||||||||||||||||||||||||||||
| Office | 10,157 | 10,336 | (179) | (1.7) | 20,493 | 21,481 | (988) | (4.6) | ||||||||||||||||||||||||||||||||||||||||||
| Data center | 11,154 | 11,899 | (745) | (6.3) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||
| Other | 3,532 | 3,497 | 35 | 1.0 | 5,966 | 5,822 | 144 | 2.5 | ||||||||||||||||||||||||||||||||||||||||||
| Total same store rental revenues | 134,292 | 136,923 | (2,631) | (1.9) | 210,161 | 206,990 | 3,171 | 1.5 | ||||||||||||||||||||||||||||||||||||||||||
| Non-same store properties | 6,350 | 445 | 5,905 | NM | 67,849 | 8,624 | 59,225 | NM | ||||||||||||||||||||||||||||||||||||||||||
| Total rental revenues | $ | 140,642 | $ | 137,368 | $ | 3,274 | 2.4 | % | $ | 278,010 | $ | 215,614 | $ | 62,396 | 28.9 | % | ||||||||||||||||||||||||||||||||||
| Rental expenses: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Residential | $ | (22,553) | $ | (20,615) | $ | (1,938) | (9.4) | % | $ | (40,077) | $ | (40,963) | $ | 886 | 2.2 | % | ||||||||||||||||||||||||||||||||||
| Industrial | (10,940) | (11,653) | 713 | 6.1 | (16,222) | (15,633) | (589) | (3.8) | ||||||||||||||||||||||||||||||||||||||||||
| Retail | (4,005) | (4,873) | 868 | 17.8 | (8,877) | (7,990) | (887) | (11.1) | ||||||||||||||||||||||||||||||||||||||||||
| Office | (5,065) | (5,164) | 99 | 1.9 | (10,229) | (10,262) | 33 | 0.3 | ||||||||||||||||||||||||||||||||||||||||||
| Data center | (452) | (1,195) | 743 | 62.2 | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||
| Other | (1,554) | (1,466) | (88) | (6.0) | (2,488) | (2,381) | (107) | (4.5) | ||||||||||||||||||||||||||||||||||||||||||
| Total same store rental expenses | (44,569) | (44,966) | 397 | 0.9 | (77,893) | (77,229) | (664) | (0.9) | ||||||||||||||||||||||||||||||||||||||||||
| Non-same store properties | (505) | (144) | (361) | NM | (12,291) | (2,634) | (9,657) | NM | ||||||||||||||||||||||||||||||||||||||||||
| Total rental expenses | $ | (45,074) | $ | (45,110) | $ | 36 | 0.1 | % | $ | (90,184) | $ | (79,863) | $ | (10,321) | (12.9) | % | ||||||||||||||||||||||||||||||||||
| Property NOI: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Residential | $ | 23,910 | $ | 25,672 | $ | (1,762) | (6.9) | % | $ | 44,761 | $ | 43,402 | $ | 1,359 | 3.1 | % | ||||||||||||||||||||||||||||||||||
| Industrial | 36,900 | 36,751 | 149 | 0.4 | 50,996 | 49,972 | 1,024 | 2.0 | ||||||||||||||||||||||||||||||||||||||||||
| Retail | 11,141 | 11,627 | (486) | (4.2) | 22,769 | 21,727 | 1,042 | 4.8 | ||||||||||||||||||||||||||||||||||||||||||
| Office | 5,092 | 5,172 | (80) | (1.5) | 10,264 | 11,219 | (955) | (8.5) | ||||||||||||||||||||||||||||||||||||||||||
| Data center | 10,702 | 10,704 | (2) | NM | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||
| Other | 1,978 | 2,031 | (53) | (2.6) | 3,478 | 3,441 | 37 | 1.1 | ||||||||||||||||||||||||||||||||||||||||||
| Total same store property NOI | 89,723 | 91,957 | (2,234) | (2.4) | 132,268 | 129,761 | 2,507 | 1.9 | ||||||||||||||||||||||||||||||||||||||||||
| Non-same store properties | 5,845 | 301 | 5,544 | NM | 55,558 | 5,990 | 49,568 | NM | ||||||||||||||||||||||||||||||||||||||||||
| Total property NOI | $ | 95,568 | $ | 92,258 | $ | 3,310 | 3.6 | % | $ | 187,826 | $ | 135,751 | $ | 52,075 | 38.4 | % | ||||||||||||||||||||||||||||||||||
| Same store average percentage leased: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Residential | 93.5 | % | 93.3 | % | 93.4 | % | 92.1 | % | ||||||||||||||||||||||||||||||||||||||||||
| Industrial | 95.9 | % | 97.0 | % | 95.8 | % | 97.4 | % | ||||||||||||||||||||||||||||||||||||||||||
| Retail | 97.1 | % | 96.9 | % | 97.0 | % | 95.7 | % | ||||||||||||||||||||||||||||||||||||||||||
| Office | 74.4 | % | 74.9 | % | 74.7 | % | 78.7 | % | ||||||||||||||||||||||||||||||||||||||||||
| Data center | 100.0 | % | 100.0 | % | — | % | — | % | ||||||||||||||||||||||||||||||||||||||||||
| Other | 85.5 | % | 84.8 | % | 86.1 | % | 84.3 | % | ||||||||||||||||||||||||||||||||||||||||||
| Same store average annualized base rent per square foot: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Residential | $ | 28.32 | $ | 28.35 | $ | 28.64 | $ | 28.84 | ||||||||||||||||||||||||||||||||||||||||||
| Industrial | 7.71 | 7.59 | 7.55 | 7.24 | ||||||||||||||||||||||||||||||||||||||||||||||
| Retail | 21.21 | 21.33 | 21.21 | 20.92 | ||||||||||||||||||||||||||||||||||||||||||||||
| Office | 38.94 | 38.71 | 38.94 | 38.33 | ||||||||||||||||||||||||||||||||||||||||||||||
| Data center | 37.67 | 37.20 | — | — | ||||||||||||||||||||||||||||||||||||||||||||||
| Other | 18.57 | 18.31 | 19.99 | 19.89 | ||||||||||||||||||||||||||||||||||||||||||||||
_______________________________________________________________
NM = Not meaningful
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Residential Segment. For the three months ended June 30, 2026, our residential segment same store property NOI decreased by $1.8 million, as compared to the three months ended March 31, 2026, primarily due to increased operating expenses at various properties. For the six months ended June 30, 2026, our residential segment same store property NOI increased by $1.4 million, as compared to the six months ended June 30, 2025, primarily due to reduced operating expenses, reduced bad debt and reduced vacancies at various properties.
Industrial Segment. For the three months ended June 30, 2026, our industrial segment same store property NOI remained consistent as compared to the three months ended March 31, 2026. For the six months ended June 30, 2026, our industrial segment same store property NOI increased by $1.0 million as compared to the six months ended June 30, 2025, primarily due to increased renewal rates at various properties.
Retail Segment. For the three months ended June 30, 2026, our retail segment same store property NOI decreased by $0.5 million as compared to the three months ended March 31, 2026, primarily due to reduced percentage rent at various properties. For the six months ended June 30, 2026, our retail segment same store property NOI increased by $1.0 million, as compared to the six months ended June 30, 2025, primarily due to increased percentage rent at various properties and increased rental renewal rates at two of our properties.
Office Segment. For the three months ended June 30, 2026, our office segment same store property NOI remained consistent as compared to the three months ended March 31, 2026. Our office segment same store property NOI decreased by $1.0 million for six months ended June 30, 2026 as compared to the six months ended June 30, 2025, primarily due to reduced occupancy at one of our properties.
Data Center Segment. For the three months ended June 30, 2026, our data center segment same store property NOI remained consistent as compared to the three months ended March 31, 2026. We did not have data center segment same store property NOI for the six months ended June 30, 2026 and six months ended June 30, 2025.
Other Segment. For the three months ended June 30, 2026, our other segment same store property NOI remained consistent as compared to the three months ended March 31, 2026. For the six months ended June 30, 2026, our other segment same store property NOI remained consistent as compared to the six months ended June 30, 2025.
ADDITIONAL MEASURES OF PERFORMANCE
Funds From Operations (“FFO”) and Adjusted Funds From Operations (“AFFO”)
We believe that FFO and AFFO, in addition to net income (loss) and cash flows from operating activities as defined by GAAP, are useful supplemental performance measures that our management uses to evaluate our consolidated operating performance. However, these supplemental, non-GAAP measures should not be considered as alternatives to net income (loss) or to cash flows from operating activities as indications of our performance and are not intended to be used as liquidity measures indicative of cash flow available to fund our cash needs, including our ability to make distributions to our stockholders. No single measure can provide users of financial information with sufficient information and only our disclosures read as a whole can be relied upon to adequately portray our financial position, liquidity and results of operations. In addition, other REITs may define FFO, AFFO and similar measures differently and choose to treat certain accounting line items in a manner different from us due to specific differences in investment and operating strategy or for other reasons.
FFO. As defined by the National Association of Real Estate Investment Trusts (“NAREIT”), FFO is a non-GAAP measure that excludes certain items such as real estate-related depreciation and amortization. We believe FFO is a meaningful supplemental measure of our operating performance that is useful to investors because depreciation and amortization in accordance with GAAP implicitly assumes that the value of real estate assets diminishes predictably over time. By excluding gains or losses on the sale of assets, we believe FFO provides a helpful additional measure of our consolidated operating performance on a comparative basis. We use FFO as an indication of our consolidated operating performance and as a guide to making decisions about future investments.
AFFO. AFFO further adjusts FFO to reflect the performance of our portfolio by adjusting for items we believe are not directly attributable to our operations. Our adjustments to FFO to arrive at AFFO include removing the impact of (i) our performance participation allocation, (ii) unrealized (gain) loss from changes in fair value of financial instruments and (iii) increase (decrease) in financing obligation liability appreciation, as applicable.
Although some REITs may present certain performance measures differently, we believe FFO and AFFO generally facilitate a comparison to other REITs that have similar operating characteristics to us. We believe investors are best served if the information that is made available to them allows them to align their analyses and evaluation with the same performance metrics used by management in planning and executing our business strategy. Neither the SEC, NAREIT, nor any regulatory body has passed judgment on the acceptability of the adjustments used to calculate AFFO. In the future, the
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SEC, NAREIT, or a regulatory body may decide to standardize the allowable adjustments across the non-traded REIT industry at which point we may adjust our calculations and characterizations of AFFO.
The following unaudited table presents a reconciliation of GAAP net income (loss) to FFO and AFFO:
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||||||||||||||||
| (in thousands, except per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| GAAP net loss | $ | (26,109) | $ | (42,496) | $ | (66,707) | $ | (76,591) | ||||||||||||||||||
| Weighted-average shares outstanding—diluted | 437,263 | 335,463 | 418,642 | 336,450 | ||||||||||||||||||||||
| GAAP net loss per common share—diluted | $ | (0.06) | $ | (0.13) | $ | (0.16) | $ | (0.23) | ||||||||||||||||||
| Adjustments to arrive at FFO: | ||||||||||||||||||||||||||
| Real estate-related depreciation and amortization | 59,498 | 46,856 | 117,870 | 92,729 | ||||||||||||||||||||||
| Impairment of real estate property | 3,851 | — | 3,851 | — | ||||||||||||||||||||||
| Gain on sale of real estate property | — | (506) | — | (10,489) | ||||||||||||||||||||||
| Our share of adjustments from joint venture partnerships | 770 | 361 | (6,536) | 1,214 | ||||||||||||||||||||||
| FFO | $ | 38,010 | $ | 4,215 | $ | 48,478 | $ | 6,863 | ||||||||||||||||||
| FFO per common share—diluted | $ | 0.09 | $ | 0.01 | $ | 0.12 | $ | 0.02 | ||||||||||||||||||
| Adjustments to arrive at AFFO: | ||||||||||||||||||||||||||
| Performance participation allocation | 9,790 | — | 20,436 | — | ||||||||||||||||||||||
| Unrealized loss on financial instruments (1) | 8,993 | 14,297 | 10,736 | 18,321 | ||||||||||||||||||||||
| Our share of adjustments from joint venture partnerships | (42,237) | (10,241) | (47,878) | (11,200) | ||||||||||||||||||||||
| AFFO | $ | 14,556 | $ | 8,271 | $ | 31,772 | $ | 13,984 | ||||||||||||||||||
_______________________________________________________________
(1)Unrealized loss on financial instruments primarily relates to mark-to-market changes on our derivatives not designated as cash flow hedges, mark-to-market changes on our equity securities and on our debt-related investments and DST Program Loans for which we have elected the fair value option, valuation allowances and changes to our provision for current expected credit losses on our debt-related investments and gains or losses on our financing obligations.
LIQUIDITY AND CAPITAL RESOURCES
Liquidity
Our primary sources of capital for meeting our cash requirements include debt financings, cash generated from operating activities, net proceeds from our securities offerings, asset sales and repayments from investments in real estate debt and securities. Our principal uses of funds are distributions to our stockholders, payments under our debt obligations and payments pursuant to the master lease agreements related to properties in our DST Program, redemption payments, acquisition of properties and other investments and capital expenditures. Over time, we intend to fund a majority of our cash needs, including the repayment of debt and capital expenditures, from operating cash flows and refinancings. As of June 30, 2026, we had $849.2 million available under our line of credit. Additionally, we plan to continue utilizing our $500.0 million Goldman Sachs MRA to originate mortgage loans through our mortgage loan origination program and to continue to execute secured financings to increase overall cash proceeds available. As of June 30, 2026, we had approximately $702.8 million of borrowings, including scheduled amortization payments, becoming payable within the next 12 months, though the terms of the associated loan agreements for $115.0 million of these borrowings can be extended pursuant to two one-year extension options, and $475.0 million of these borrowings can be extended pursuant to three one-year extension options, subject to certain conditions. As of June 30, 2026, we had approximately $123.6 million of future minimum lease payments related to the properties in our DST Program coming due in the next 12 months. In addition, we have $420.6 million in unfunded commitments related to our investments in unconsolidated joint venture partnerships and our investments in real estate debt and securities as of June 30, 2026. We expect to be able to repay our principal and interest obligations and fund our capital commitments over the next 12 months and beyond through operating cash flows, refinancings, borrowings under our line of credit, proceeds from capital raise and/or disposition proceeds.
Our Advisor, subject to the oversight of our board of directors and, under certain circumstances, the investment committee or other committees established by our board of directors, will evaluate potential acquisitions or dispositions and will engage in negotiations with buyers, sellers and lenders on our behalf. Pending investment in property, debt, or other
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investments, we may decide to temporarily invest any unused proceeds from our securities offerings in certain investments that are expected to yield lower returns than those earned on real estate assets. These lower returns may affect our NAV and our ability to make distributions to our stockholders. Potential future sources of capital include proceeds from secured or unsecured financings from banks or other lenders, proceeds from our securities offerings, proceeds from the sale of assets and undistributed funds from operations.
As of June 30, 2026, our financial position was strong with 28% leverage, calculated as outstanding principal balance of our borrowings, including secured financings on debt-related investments, less cash and cash equivalents, divided by the fair value of our real property, net investments in unconsolidated joint venture partnerships and investments in real estate debt and securities not associated with the DST Program (determined in accordance with our valuation procedures). In addition, our consolidated portfolio was 94% occupied (94% leased) as of June 30, 2026 and is diversified across 152 properties totaling 32 million square feet across 34 geographic markets. Our properties contain a diverse roster of 454 commercial customers, large and small.
We believe that our cash on-hand, anticipated net offering proceeds, proceeds from our line of credit, and other financing and disposition activities should be sufficient to meet our anticipated future acquisition, operating, debt service, distribution and redemption requirements.
Cash Flows. The following table summarizes our cash flows for the following periods:
| For the Six Months Ended June 30, | ||||||||||||||||||||
| (in thousands) | 2026 | 2025 | $ Change | |||||||||||||||||
| Total cash provided by (used in): | ||||||||||||||||||||
| Operating activities | $ | 26,786 | $ | 218,395 | $ | (191,609) | ||||||||||||||
| Investing activities | (388,408) | (298,824) | (89,584) | |||||||||||||||||
| Financing activities | 371,764 | 103,926 | 267,838 | |||||||||||||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | (68) | 197 | (265) | |||||||||||||||||
| Net increase in cash, cash equivalents and restricted cash | $ | 10,074 | $ | 23,694 | $ | (13,620) | ||||||||||||||
Net cash provided by operating activities decreased by $191.6 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to $194.5 million in proceeds received in January 2025 from the sale of a debt-related investment that was held for sale as of December 31, 2024, with no comparable sale in 2026 related to debt-related investments held for sale as of December 31, 2025.
Net cash used in investing activities increased by $89.6 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to: (i) an increase in debt-related investments of $47.9 million; (ii) $44.9 million fewer principal collections on debt related investments; and (iii) a decrease of proceeds from disposition of real estate property of $29.7 million. These were partially offset by a decrease in investment in unconsolidated joint venture partnerships of $45.9 million.
Net cash provided by financing activities increased by $267.8 million for the six months ended June 30, 2026, compared to the same period in 2025, primarily due to an increase in net offering activity of $451.2 million, partially offset by a decrease in net borrowing activity of $187.9 million.
Capital Resources and Uses of Liquidity
In addition to our cash and cash equivalents balances available, our capital resources and uses of liquidity are as follows:
Line of Credit and Term Loans. As of June 30, 2026, we had an aggregate of $2.0 billion of commitments under our unsecured credit agreement, including $1.0 billion under our line of credit and $1.0 billion under our two term loans. As of that date, we had: (i) $109.1 million outstanding under our line of credit; and (ii) $1.0 billion outstanding under our term loans. The weighted-average effective interest rate across all of our unsecured borrowings is 4.55%, which includes the effect of the interest rate swap and cap agreements related to $925.0 million in borrowings under our line of credit and our term loans.
As of June 30, 2026, the unused and available portions under our line of credit were $890.9 million and $849.2 million, respectively. Our $1.0 billion line of credit matures in June 2029, and may be extended pursuant to a one-year extension option, subject to certain conditions, including the payment of extension fees. One $700.0 million term loan matures in June 2029, and may be extended pursuant to a one-year extension option. Our other $300.0 million term loan matures in
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June 2029, and may be extended pursuant to a one-year extension option. Our line of credit borrowings are available for general corporate purposes, including but not limited to the refinancing of other debt, payment of redemptions, acquisition and operation of permitted investments. Refer to “Note 5 to the Condensed Consolidated Financial Statements” for additional information regarding our line of credit and term loans.
Mortgage Notes. As of June 30, 2026, we had property-level borrowings of $1.5 billion outstanding with a weighted-average remaining term of approximately 1.6 years. These borrowings are secured by mortgages or deeds of trust and related assignments and security interests in the collateralized properties, and had a weighted-average interest rate of 5.16%. Refer to “Note 5 to the Condensed Consolidated Financial Statements” for additional information regarding the mortgage notes.
Debt Covenants. Our line of credit, term loan and mortgage note agreements contain various property-level covenants, including customary affirmative and negative covenants. In addition, our line of credit and term loan agreements contain certain corporate level financial covenants, including leverage ratio, fixed charge coverage ratio and tangible net worth thresholds. These covenants may limit our ability to incur additional debt, or to pay distributions. We were in compliance with our debt covenants as of June 30, 2026.
Leverage. We use financial leverage to provide additional funds to support our investment activities. We may finance a portion of the purchase price of any real estate asset that we acquire with borrowings on a short or long-term basis from banks, life insurance companies and other lenders. We calculate our leverage for reporting purposes as the outstanding principal balance of our borrowings, including secured financings on debt-related investments, less cash and cash equivalents, divided by the fair value of our real property, net investments in unconsolidated joint venture partnerships and investments in real estate debt and securities not associated with the DST Program (determined in accordance with our valuation procedures). We had leverage of 28% as of June 30, 2026. Our current target leverage ratio is between 40-60%. Although we will generally work to maintain our targeted leverage ratio, there are no assurances that we will maintain the targeted range disclosed above or achieve any other leverage ratio that we may target in the future. Due to changes in interest rates and increased market volatility, the cost of financing or refinancing our assets may affect returns generated by our investments. Additionally, these factors may cause our borrowing capacity to be reduced, which could similarly delay or reduce benefits to our stockholders.
Future Minimum Lease Payments Related to the DST Program. As of June 30, 2026, we had $2.5 billion of future minimum lease payments related to the DST Program. The underlying interests of each property that is sold to investors pursuant to the DST Program are leased back by an indirect wholly-owned subsidiary of the Operating Partnership on a long-term basis of up to 29 years.
Offering Proceeds. For the six months ended June 30, 2026, the amount of aggregate gross proceeds raised from our securities offerings (including shares issued pursuant to the distribution reinvestment plans) was $371.2 million ($369.2 million net of direct selling costs).
Distributions. To obtain the favorable tax treatment accorded to REITs, we normally will be required each year to distribute to our stockholders at least 90% of our real estate investment trust taxable income, determined without regard to the deduction for distributions paid and by excluding net capital gains. The payment of distributions is determined by our board of directors and may be adjusted at its discretion at any time. Distribution levels are set by our board of directors at a level it believes to be appropriate and sustainable based upon a review of a variety of factors including the current and anticipated market conditions, current and anticipated future performance and make-up of our investments, our overall financial projections and expected future cash needs. We intend to continue to make distributions on a monthly basis.
For the third quarter of 2026, our board of directors authorized monthly distributions to all common stockholders of record as of the close of business on the last business day of each month, or July 31, 2026, August 31, 2026 and September 30, 2026 (each a “Distribution Record Date”). Our board of directors authorized an increase to the amount of monthly gross distributions for each class of our common stock beginning with the month of August 2026, such that distributions were authorized at a monthly rate of $0.03450 per share for each class of our common stock for the month of July 2026 and distributions were authorized at a monthly rate of $0.03583 per share for each class of our common stock for the months of August 2026 and September 2026, in each case, less the respective distribution fees that are payable monthly with respect to Class T-R shares, Class S-R shares, Class D-R shares, Class S-PR shares and Class D-PR shares. This new monthly gross distribution per share reflects an increase to the amount of the previous monthly gross distribution of $0.03450 per share that had been paid since July 31, 2025. Distributions for each month of the third quarter of 2026 have been or will be paid in cash or reinvested in shares of our common stock for those electing to participate in our DRIP following the close of business on the respective Distribution Record Date applicable to such monthly distributions. There can be no assurances that the current distribution rate will be maintained in future periods.
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The following table outlines sources used, as determined on a GAAP basis, to pay total gross distributions (which are paid in cash or reinvested in shares of our common stock through our DRIP) for the periods indicated below:
| For the Six Months Ended June 30, 2026 | For the Six Months Ended June 30, 2025 | |||||||||||||||||||||||||
| ($ in thousands) | Amount | Percentage | Amount | Percentage | ||||||||||||||||||||||
| Distributions: | ||||||||||||||||||||||||||
| Paid in cash (1) | $ | 69,199 | 79.9 | % | $ | 51,851 | 77.1 | % | ||||||||||||||||||
| Reinvested in shares | 17,433 | 20.1 | 15,437 | 22.9 | % | |||||||||||||||||||||
| Total (2) | $ | 86,632 | 100.0 | % | $ | 67,288 | 100.0 | % | ||||||||||||||||||
| Sources of Distributions: | ||||||||||||||||||||||||||
| Cash flows from operating activities (3) | $ | 26,786 | 30.9 | % | $ | 51,851 | 77.1 | % | ||||||||||||||||||
| Other sources (4) | 42,413 | 49.0 | — | — | ||||||||||||||||||||||
| DRIP (5) | 17,433 | 20.1 | 15,437 | 22.9 | ||||||||||||||||||||||
| Total (2) | $ | 86,632 | 100.0 | % | $ | 67,288 | 100.0 | % | ||||||||||||||||||
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(1)Includes other cash distributions consisting of: (i) distributions paid to noncontrolling interest holders; and (ii) ongoing distribution fees paid to the Dealer Manager with respect to Class T-R shares, Class S-R shares, Class D-R shares, Class S-PR shares, Class D-PR shares and OP Units.
(2)Includes distributions paid to holders of OP Units for redeemable noncontrolling interests.
(3)In January 2025, we sold a debt-related investment for a cash sale price of $194.5 million, which was a cash inflow from operating activities in the first quarter of 2025.
(4)Other sources may include cash flows from investing activities, such as proceeds from the sale of assets and repayments from debt investments, or cash flows from financing activities, such as proceeds raised from our offerings, including our DST Program, and proceeds from our debt financings.
(5)Stockholders may elect to have their distributions reinvested in shares of our common stock through our DRIP.
For the six months ended June 30, 2026 and 2025, our FFO was $48.5 million, or 56.0% of our total distributions, and $6.9 million, or 10.2% of our total distributions, respectively. FFO is a non-GAAP operating metric and should not be used as a liquidity measure. However, management believes the relationship between FFO and distributions may be meaningful for investors to better understand the sustainability of our operating performance compared to distributions made. Refer to “Additional Measures of Performance” above for the definition of FFO, as well as a detailed reconciliation of our GAAP net income (loss) to FFO.
Redemptions. Below is a summary of redemptions and repurchases pursuant to our share redemption program for the six months ended June 30, 2026 and 2025. All eligible redemption requests were fulfilled for the periods presented. Eligible redemption requests are requests submitted in good order by the request submission deadline set forth in the share redemption program. Our board of directors may make exceptions to, modify or suspend our current share redemption programs if it deems such action to be in the best interest of our stockholders. Refer to Part II, Item 2. “Unregistered Sales of Equity Securities and Use of Proceeds—Share Redemption Program” for detail regarding our share redemption program.
| For the Six Months Ended June 30, | ||||||||||||||
| (in thousands, except for per share data) | 2026 | 2025 | ||||||||||||
| Number of shares redeemed or repurchased | 6,099 | 8,720 | ||||||||||||
| Aggregate dollar amount of shares redeemed or repurchased | $ | 49,400 | $ | 66,344 | ||||||||||
| Average redemption or repurchase price per share | $ | 8.10 | $ | 7.61 | ||||||||||
For the six months ended June 30, 2026 and 2025, we received and redeemed 100% of eligible redemption requests for an aggregate amount of $49.4 million and $66.3 million, respectively, which we redeemed using cash flows from operating activities in excess of our distributions paid in cash, cash on hand, proceeds from our securities offerings, proceeds from the disposition of properties, and borrowings under our line of credit. We generally repay funds borrowed from our line of credit from a variety of sources including: cash flows from operating activities in excess of our distributions; proceeds from our securities offerings; proceeds from the disposition of properties and other longer-term borrowings.
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For purposes of the share redemption program, redemption requests received in a month are included on the last day of such month because that is the last day the stockholders have rights in the Company. We record these redemptions in our financial statements as having occurred on the first day of the next month following receipt of the redemption request because shares redeemed in a given month are considered outstanding through the last day of the month.
CRITICAL ACCOUNTING ESTIMATES
Our unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and in conjunction with the rules and regulations of the SEC. The preparation of our unaudited condensed consolidated financial statements requires significant management judgments, assumptions and estimates about matters that are inherently uncertain. These judgments affect the reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the condensed consolidated 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 condensed consolidated financial statements. Additionally, other companies may utilize different estimates that may impact the comparability of our results of operations to those of companies in similar businesses. For a detailed description of our critical accounting estimates, see Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2025 Form 10-K. As of June 30, 2026, our critical accounting estimates have not changed from those described in our 2025 Form 10-K.
SUBSEQUENT EVENTS
See “Note 17 to the Condensed Consolidated Financial Statements” for information regarding subsequent events.
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Interest Rate Risk
We have been and may continue to be exposed to the impact of interest rate changes. Our interest rate risk management objectives are to limit the impact of interest rate changes on earnings and cash flows, and optimize overall borrowing costs. To achieve these objectives, we plan to borrow on a fixed interest rate basis and utilize interest rate swap and cap agreements on certain variable interest rate debt in order to limit the effects of changes in interest rates on our results of operations. As of June 30, 2026, our consolidated debt outstanding consisted of borrowings under our line of credit, term loans and mortgage notes. In addition, we plan to purchase or originate variable rate debt investments, which can offset interest rate risk associated with our variable interest rate consolidated debt.
Fixed Interest Rate Debt. As of June 30, 2026, our fixed interest rate debt consisted of $640.4 million under our mortgage notes and $675.0 million of borrowings under our term loans that were effectively fixed through the use of interest rate swaps. In total, our fixed interest rate debt represented 51.2% of our total consolidated debt as of June 30, 2026. Interest rate fluctuations will generally not affect our future earnings or cash flows on our fixed interest rate debt unless such instruments mature or are otherwise terminated. However, interest rate changes could affect the fair value of our fixed interest rate debt. As of June 30, 2026, the fair value and the carrying value of our consolidated fixed interest rate debt, excluding the values of any associated hedges, was $1.2 billion and $1.3 billion, respectively. The fair value estimate of this debt was estimated using a discounted cash flow analysis utilizing rates we would expect to pay for debt of a similar type and remaining maturity if the loans were originated on June 30, 2026. Given we generally expect to hold our fixed interest rate debt instruments to maturity or when they otherwise open up for prepayment at par, and the amounts due under such debt instruments should be limited to the outstanding principal balance and any accrued and unpaid interest at such time, we do not expect that the resulting change in fair value of our fixed interest rate debt instruments due to market fluctuations in interest rates would have a significant impact on our operating cash flows.
Variable Interest Rate Debt. As of June 30, 2026, our consolidated variable interest rate debt consisted of $109.1 million of borrowings under our line of credit, $325.0 million of borrowings under our term loans and $821.3 million under our mortgage notes, which represented 48.8% of our total consolidated debt. Interest rate changes on the variable portion of our consolidated variable-rate debt could impact our future earnings and cash flows, but would not necessarily affect the fair value of such debt. As of June 30, 2026, we were exposed to market risks related to fluctuations in interest rates on $1.3 billion of consolidated borrowings; however, $861.3 million of these borrowings are capped through the use of ten interest rate cap agreements. A hypothetical 25 basis points increase in the all-in rate on the outstanding balance of our consolidated variable interest rate debt as of June 30, 2026, would increase our annual interest expense by approximately $2.4 million, including the effects of our interest rate cap agreements. In addition, we have originated and/or purchased variable rate debt-related investments with aggregate current commitments of $219.4 million and aggregate outstanding principal of $192.3 million on accrual status as of June 30, 2026, which can offset the interest rate risk associated with our variable interest rate borrowings.
Derivative Instruments. As of June 30, 2026, we had 20 outstanding derivative instruments, with a total current notional amount of $1.5 billion outstanding and effective. These derivative instruments were comprised of interest rate swaps and interest rate caps that were designed to mitigate the risk of future interest rate increases by either providing a fixed interest rate or capping the variable interest rate for a limited, pre-determined period of time. See “Note 5 to the Condensed Consolidated Financial Statements” for further detail on our derivative instruments. We are exposed to credit risk of the counterparty to our interest rate cap and swap agreements in the event of non-performance under the terms of the agreements. If we were not able to replace these caps or swaps in the event of non-performance by the counterparty, we would be subject to variability of the interest rate on the amount outstanding under our debt that is fixed or capped through the use of the swaps or caps, respectively.
Variable Interest Rate Debt Investments. In the case of a significant increase in interest rates, additional debt service payments due from our borrowers may strain the operating cash flows of the real estate assets underlying our mortgages and, potentially, contribute to non-performance or, in severe cases, default, which may be mitigated by borrower purchased interest rate caps. Alternatively, in the case of a significant decrease in interest rates, our debt-related investments could be adversely impacted and interest income from our debt-related investments could decrease substantially, which could reduce the effectiveness of our interest rate risk strategy, described above.
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Foreign Currency Risk
We currently have investments in unconsolidated joint venture partnerships that invest in assets and properties located in countries outside of the U.S. that are subject to the effects of exchange rate movements between the foreign currency of each real estate investment and the U.S. dollar, which may affect future costs and cash flows as well as amounts remeasured into U.S. dollars for inclusion in our condensed consolidated financial statements. We execute borrowings in the same foreign currencies as our foreign investments to protect against the foreign currency exchange rate risk inherent in transactions denominated in foreign currencies. We estimate that as of June 30, 2026, a hypothetical 10% decline in the exchange rates of foreign currencies against the U.S. dollar would not result in a material change to our investment balances and would be largely offset by the currency conversions of our borrowings in the same foreign currencies.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Under the direction of our principal executive officer and principal financial officer, we evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of June 30, 2026. Based on this evaluation, our principal executive officer and principal financial officer have concluded that, as of June 30, 2026, our disclosure controls and procedures were effective.
Internal Control Over Financial Reporting
There have not been any changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1A. RISK FACTORS
In addition to the other information set forth in this report, you should carefully consider the risk factors discussed in Part I, Item 1A, “Risk Factors” of our 2025 Form 10-K, which could materially affect our business, financial condition and/or future results. The risks described in our 2025 Form 10-K, are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.
There have been no material changes to the risk factors disclosed in our 2025 Form 10-K.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Unregistered Sales of Equity Securities
On August 2, 2024, we commenced a private offering, which is exempt from the registration provisions of the Securities Act pursuant to Section 4(a)(2), Regulation D and/or Regulation S thereunder. Each purchaser of the shares of our common stock sold in the private offering is required to represent that it is an “accredited investor” as that term is defined in Rule 501 of Regulation D or a non-U.S. person and is acquiring shares for investment purposes only and not with a view to resale or distribution.
During the three months ended June 30, 2026, we issued and sold 4.1 million Class S-PR shares, 1.1 million Class D-PR shares and 6.2 million Class I-PR shares and generated gross aggregate proceeds of $93.1 million in connection with the private offering. During the three months ended June 30, 2026, aggregate upfront selling commissions and dealer manager fees of $257 thousand were paid in connection with the private offering.
On May 19, 2026, we entered into an amendment to the subscription agreement with Apogee SPV, an affiliate of the Advisor, pursuant to which we issued and sold 12.2 million Class B shares of our common stock to Apogee SPV in a private placement exempt from registration under the Securities Act for aggregate gross proceeds of $100.0 million.
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On May 29, 2026, we entered into a subscription agreement with Apogee SPV and Perigee SPV, an affiliate of the Advisor, pursuant to which we issued and sold 12.2 million Class B shares of our common stock to Perigee SPV in a private placement exempt from registration under the Securities Act for aggregate gross proceeds of $100.0 million.
Share Redemption Program
While stockholders may request on a monthly basis that we redeem all or any portion of their shares pursuant to our share redemption program, we are not obligated to redeem any shares and may choose to redeem only some, or even none, of the shares that have been requested to be redeemed in any particular month, in our discretion. In addition, our ability to fulfill redemption requests is subject to a number of limitations. As a result, share redemptions may not be available each month. Under our share redemption program, to the extent we choose to redeem shares in any particular month, we will only redeem shares as of the last calendar day of that month (each such date, a “Redemption Date”). Shares redeemed on the Redemption Date remain outstanding on the Redemption Date and are no longer outstanding on the day following the Redemption Date. Redemptions will be made at the transaction price in effect on the Redemption Date, except that shares that have not been outstanding for at least one year will be redeemed at 95% of the transaction price (an “Early Redemption Deduction”). The Early Redemption Deduction may be waived in certain circumstances including: (i) in the case of redemption requests arising from the death or qualified disability of the holder; (ii) with respect to shares purchased through our distribution reinvestment plan or (iii) with respect to redemption requests submitted by discretionary model portfolio management programs (and similar arrangements) or (iv) with respect to redemption requests submitted by feeder vehicles (or similar vehicles) primarily created to hold shares of our common stock, which are offered to non-U.S. persons, where such vehicles seek to avoid imposing such a deduction because of administrative or systems limitations. To have his or her shares redeemed, a stockholder’s redemption request and required documentation must be received in good order by 4:00 p.m. (Eastern time) on the second to last business day of the applicable month. Settlements of share redemptions will be made within three business days of the Redemption Date. An investor may withdraw its redemption request by notifying the transfer agent before 4:00 p.m. (Eastern time) on the last business day of the applicable month.
The total amount of aggregate redemptions of shares (based on the price at which the shares are redeemed) will be limited during each calendar month to 2% of the aggregate NAV of all shares as of the last calendar day of the previous quarter and in each calendar quarter will be limited to 5% of the aggregate NAV of all shares as of the last calendar day of the previous calendar quarter. In the event that we determine to redeem some but not all of the shares submitted for redemption during any month, shares redeemed at the end of the month will be redeemed on a pro rata basis. All unsatisfied redemption requests must be resubmitted after the start of the next month or quarter, or upon the recommencement of the share redemption program, as applicable.
For the allocations described above, (i) provided that the share redemption program has been operating and not suspended for the first month of a given quarter and that all properly submitted redemption requests were satisfied, any unused capacity for that month will carry over to the second month and (ii) provided that the share redemption program has been operating and not suspended for the first two months of a given quarter and that all properly submitted redemption requests were satisfied, any unused capacity for those two months will carry over to the third month. In no event will such carry-over capacity permit the redemption of shares with aggregate value (based on the redemption price per share for the month the redemption is effected) in excess of 5% of the combined NAV of all shares as of the last calendar day of the previous calendar quarter (provided that for these purposes redemptions may be measured on a net basis as described in the paragraph below).
We currently measure the foregoing redemption allocations and limitations based on net redemptions during a month or quarter, as applicable. The term “net redemptions” means, during the applicable period, the excess of our share redemptions (capital outflows) over the proceeds from the sale of our shares (capital inflows). For purposes of measuring our redemption capacity pursuant to our share redemption program, proceeds from new subscriptions in a month are included in capital inflows on the first day of the next month because that is the first day on which such stockholders have rights in the Company. Also for purposes of measuring our redemption capacity pursuant to our share redemption program, redemption requests received in a month are included in capital outflows on the last day of such month because that is the last day stockholders have rights in the Company. We record these redemptions in our financial statements as having occurred on the first day of the next month following receipt of the redemption request because shares redeemed in a given month are outstanding through the last day of the month. Thus, for any given calendar quarter, the maximum amount of redemptions during that quarter will be equal to (i) 5% of the combined NAV of all shares as of the last calendar day of the previous calendar quarter, plus (ii) proceeds from sales of new shares in our ongoing securities offerings (including purchases pursuant to our distribution reinvestment plan) since the beginning of the current calendar quarter. The same would apply for a given month, except that redemptions in a month would be subject to the 2% limit described above (subject to potential carry-over capacity), and netting would be measured on a monthly basis. With respect to future periods, our board of directors may choose whether the allocations and limitations will be applied to “gross redemptions,” i.e., without netting against capital inflows, rather than to net redemptions. If redemptions for a
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given month or quarter are measured on a gross basis rather than on a net basis, the redemption limitations could limit the amount of shares redeemed in a given month or quarter despite our receiving a net capital inflow for that month or quarter. In order for our board of directors to change the application of the allocations and limitations from net redemptions to gross redemptions or vice versa, we will provide notice to stockholders in a memorandum supplement or special or periodic report filed by us, as well as in a press release or on our website, at least 10 days before the first business day of the quarter for which the new test will apply. The determination to measure redemptions on a gross basis, or vice versa, will only be made for an entire quarter, and not particular months within a quarter. Although the vast majority of our assets consist of properties that cannot generally be readily liquidated on short notice without impacting our ability to realize full value upon their disposition, we intend to maintain a number of sources of liquidity including (i) cash equivalents (e.g. money market funds), other short-term investments, U.S. government securities, agency securities and liquid real estate-related securities and (ii) one or more borrowing facilities. We may fund redemptions from any available source of funds, including operating cash flows, borrowings, proceeds from our offerings and our sale of DST Interests and/or sales of our assets.
Should redemption requests, in our judgment, place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on the Company as a whole, or should we otherwise determine that investing our liquid assets in real properties or other illiquid investments rather than redeeming our shares is in the best interests of the Company as a whole, then we may choose to redeem fewer shares than have been requested to be redeemed, or none at all. Further, our board of directors may make exceptions to, modify or suspend our share redemption program if it deems such action to be in our best interest and the best interest of our stockholders. If the transaction price for the applicable month is not made available by the tenth business day prior to the last business day of the month (or is changed after such date), then no redemption requests will be accepted for such month and stockholders who wish to have their shares redeemed the following month must resubmit their redemption requests. The above description of the share redemption program is a summary of certain of the terms of the share redemption program. Please see the full text of the share redemption program, which is incorporated by reference as Exhibit 4.3 to this Quarterly Report on Form 10-Q, for all the terms and conditions.
The table below summarizes the redemption activity for the three months ended June 30, 2026, for which all eligible redemption requests were redeemed in full:
| (shares in thousands) | Total Number of Shares | Maximum Number of | ||||||||||||||||||||||||
| Redeemed as Part of | Shares That May Yet Be | |||||||||||||||||||||||||
| Total Number of | Average Price | Publicly Announced | Redeemed Pursuant | |||||||||||||||||||||||
| Shares Redeemed | Paid Per Share (1) | Plans or Programs | to the Program (2) | |||||||||||||||||||||||
| For the Month Ended: | ||||||||||||||||||||||||||
| April 30, 2026 | 1,117 | $ | 8.12 | 1,117 | — | |||||||||||||||||||||
| May 31, 2026 | 984 | 8.15 | 984 | — | ||||||||||||||||||||||
| June 30, 2026 (3) | 1,118 | 8.16 | 1,118 | — | ||||||||||||||||||||||
| Total | 3,219 | $ | 8.14 | 3,219 | — | |||||||||||||||||||||
_______________________________________________________________
(1)Amount represents the average price paid to investors upon redemption.
(2)We limit the number of shares that may be redeemed under the share redemption program as described above.
(3)Redemption requests accepted in June 2026 are considered redeemed on July 1, 2026 for accounting purposes and, as a result, are not included in the table above. This differs from how we treat capital outflows for purposes of the limitations of our share redemption program. For purposes of measuring our redemption capacity pursuant to our share redemption program, redemption requests received in a month are included in capital outflows on the last day of such month because that is the last day stockholders have rights in the Company and we redeemed $27.2 million of shares of common stock for the three months ended June 30, 2026.
Effective October 17, 2025, our board of directors amended our share redemption program to remove class-specific redemption limits. Aggregate limits that are not class-specific were retained. Therefore, our share redemption program provides that the total amount of aggregate redemptions of shares of our common stock (based on the price at which the shares are redeemed) will be limited during each calendar month to 2% of the aggregate NAV of all shares as of the last calendar day of the previous quarter and in each calendar quarter will be limited to 5% of the aggregate NAV of all shares as of the last calendar day of the previous calendar quarter.
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ITEM 5. OTHER INFORMATION
Distribution Reinvestment Plan Suitability Requirement
Pursuant to the terms of our distribution reinvestment plans (“DRIP”), participants in the DRIP must promptly notify us if at any time they fail to meet the current suitability requirements for making an investment in us.
The current suitability standards for Class E stockholders participating in the DRIP are listed in the section entitled “Suitability Standards” in our current Class E prospectus on file at www.sec.gov.
The current suitability standards for Class T-R, Class S-R, Class D-R and Class I-R stockholders participating in the DRIP are listed in the section entitled “Suitability Standards” in our current Class T-R, Class S-R, Class D-R and Class I-R DRIP only fourth public offering prospectus on file at www.sec.gov.
Stockholders can notify us of any changes to their ability to meet the suitability requirements or change their DRIP election by contacting us at Ares Real Estate Income Trust Inc., Investor Relations, One Tabor Center, 1200 Seventeenth Street, Suite 2900, Denver, Colorado 80202, Telephone: (303) 228-2200.
Rule 10b5-1 Trading Plans
During the three months ended June 30, 2026, none of the Company’s directors or executive officers adopted terminated
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ITEM 6. EXHIBITS
| Exhibit Number | Description | |||||||
| 3.1 | Second Articles of Restatement. Incorporated by reference to Exhibit 3.3 to the Current Report on Form 8-K filed with the SEC on August 6, 2024. | |||||||
| 3.2 | Tenth Amended and Restated Bylaws. Incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on March 3, 2023. | |||||||
| 3.3 | Articles of Amendment, filed October 14, 2025. Incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC on October 17, 2025. | |||||||
| 3.4 | Articles Supplementary, filed October 14, 2025. Incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K filed with the SEC on October 17, 2025. | |||||||
| 4.1 | Sixth Amended and Restated Distribution Reinvestment Plan. Incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K filed with the SEC on August 6, 2024. | |||||||
| 4.2 | Private Distribution Reinvestment Plan. Incorporated by reference to Exhibit 4.2 to the Quarterly Report on Form 10-Q filed with the SEC on November 12, 2024. | |||||||
| 4.3 | Sixth Amended and Restated Share Redemption Program effective as of July 29, 2026. Incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed with the SEC on August 7, 2026. | |||||||
| 4.4 | Statement regarding transfer restrictions, preferences, limitations and rights of holders of shares of common stock (to appear on stock certificate or to be sent upon request and without charge to stockholders issued shares without certificates). Incorporated by reference to Exhibit 4.3 to the Post-Effective Amendment No. 30 to Registration Statement on Form S-11 (File No. 333-252212) filed with the SEC on August 22, 2024. | |||||||
| 4.5 | Multiple Class Plan. Incorporated by reference to Exhibit 99.3 to the Current Report on Form 8-K filed with the SEC on October 17, 2025. | |||||||
| 10.1 | Amended and Restated Advisory Agreement (2026), dated as of April 30, 2026, by and among Ares Real Estate Income Trust Inc., AREIT Operating Partnership LP and Ares Commercial Real Estate Management LLC. Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on May 6, 2026. | |||||||
| 10.2 | Amendment, dated May 19, 2026, to Subscription Agreement dated October 17, 2025, by and between Ares Real Estate Income Trust Inc. and Ares Apogee Finance HoldCo L.P. Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on May 22, 2026. | |||||||
| 10.3 | Subscription Agreement by and among Ares Real Estate Income Trust Inc., Ares Apogee Finance HoldCo, L.P. and Ares Perigee Finance HoldCo, L.P., dated May 29, 2026. Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on June 4, 2026. | |||||||
| 31.1* | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||
| 31.2* | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |||||||
| 32.1* | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |||||||
| 99.1* | Consent of Altus Group U.S. Inc. | |||||||
| 99.2 | Net Asset Value Calculation and Valuation Procedures. Incorporated by reference to Exhibit 99.2 to the Current Report on Form 8-K filed with the SEC on December 15, 2025. | |||||||
| 101 | The following materials from Ares Real Estate Income Trust Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed on August 12, 2026, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Income (Loss), (iv) Condensed Consolidated Statements of Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to the Condensed Consolidated Financial Statements. | |||||||
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| Exhibit Number | Description | |||||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | |||||||
_______________________________________________________________
*Filed or furnished herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| ARES REAL ESTATE INCOME TRUST INC. | ||||||||
| August 12, 2026 | By: | /s/ JEFFREY W. TAYLOR | ||||||
Jeffrey W. Taylor Partner, Co-President (Principal Executive Officer) | ||||||||
| August 12, 2026 | By: | /s/ TAYLOR M. PAUL | ||||||
Taylor M. Paul Managing Director, Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer) | ||||||||
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