osnl-20240617


Maryland	000-56536	88-1672312
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. o

As of June 3, 2024, Blue Owl Real Estate Net Lease Trust (the “Company”, “we”, or “us”) sold 4,320,786 shares of its Class I common shares (with the final number of shares being determined on June 17, 2024) to feeder vehicles primarily created to hold the Company’s Class I common shares for gross proceeds of approximately $43.9 million, based on net asset value (“NAV”) per share as of May 31, 2024. The offers and sales of these shares were exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2), Regulation D and/or Regulation S thereunder.

As of May 31, 2024, we had no Class N shares outstanding. The NAV per share for our Class N shares remains equal to the NAV per share for our Class I shares as of April 30, 2024 as previously reported.

A detailed calculation of the NAV per share is set forth below. We calculate NAV per share in accordance with the valuation guidelines that have been approved by our Board of Trustees. Our total NAV presented in the following tables includes the NAV of our Class S, Class D, and Class I common shares, as well as the partnership interests of Blue Owl NLT Operating Partnership LP (“NLT OP”) held by parties other than the Company. The following table provides a breakdown of the major components of our NAV as of May 31, 2024 ($ in thousands):


Components of NAV	May 31, 2024
Cash and cash equivalents	$	61,280
Restricted cash	72,278
Investments in real estate, net	2,863,805
Investment in leases - financing receivables	586,479
Investments in real estate debt	68,028
Intangible assets, net	155,146
Investments in unconsolidated real estate affiliates	1,542,650
Other assets	53,238
Mortgage notes and credit facility	(1,892,239)
Affiliate line of credit	(106,600)

Due to affiliates	(16,505)
Accounts payable and accrued expenses	(90,843)
Other liabilities	(58,929)
Net Asset Value	$	3,237,788
Number of outstanding shares/units	319,363,792

The following table provides a breakdown of our total NAV and NAV per share/unit by class as of May 31, 2024 ($ in thousands, except per share/unit data):


NAV per share	Class S Shares		Class D Shares		Class I Shares		Third - Party Operating Partnership Units (1)		Total
Monthly NAV	$	1,354,789	$	6,042	$	1,581,426	$	295,531	$	3,237,788
Number of outstanding shares/units	134,079,331		604,612		155,601,608		29,078,241		319,363,792
NAV Per Share/Unit as of May 31, 2024	$	10.1044	$	9.9935	$	10.1633	$	10.1633

(1)Includes the partnership interests of the NLT OP held by the Special Limited Partners and other NLT OP interests held by parties other than us.

On June 6, 2024, the Company repurchased 1,189,655 Class S shares and 1,182,854 Class I shares for an aggregate purchase price of approximately $24.1 million, before any applicable early repurchase deduction, which equaled approximately 0.95% of the Company’s NAV. The Company funded these repurchases using a portion of the $609.0 million net proceeds from the issuance of common shares on April 1, 2024, May 1, 2024 and June 3, 2024 through its continuous private offering of its common shares.

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 hereunto duly authorized.


	Blue Owl Real Estate Net Lease Trust

	By:	/s/ Kevin Halleran
		Name:	Kevin Halleran
		Title:	Chief Financial Officer

Date: June 20, 2024


30 N. LaSalle St., Suite 4140 Chicago, IL			60602
(Address of principal executive offices)			(Zip Code)


	NAV per share
Class S	$	10.1044
Class D	$	9.9935
Class I	$	10.1633
Class N	$	10.1813