424B3 1 breit-424b3.htm 424B3 breit-424b3.htm

 

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-225566

BLACKSTONE REAL ESTATE INCOME TRUST, INC.

SUPPLEMENT NO. 7 DATED JUNE 14, 2019

TO THE PROSPECTUS DATED JANUARY 4, 2019

This prospectus supplement (“Supplement”) is part of and should be read in conjunction with the prospectus of Blackstone Real Estate Income Trust, Inc., dated January 4, 2019 (as supplemented to date, the “Prospectus”). Unless otherwise defined herein, capitalized terms used in this Supplement shall have the same meanings as in the Prospectus. References herein to the "Company," "we," "us," or "our" refer to Blackstone Real Estate Income Trust, Inc. and its subsidiaries unless the context specifically requires otherwise.

The purposes of this Supplement are as follows:

 

to disclose the transaction price for each class of our common stock as of July 1, 2019;

 

to disclose the calculation of our May 31, 2019 net asset value (“NAV”) per share for all share classes; and

 

to provide an update on the status of our current public offering (the “Offering”).

 

 

 

 

July 1, 2019 Transaction Price

The transaction price for each share class of our common stock for subscriptions accepted as of July 1, 2019 (and repurchases as of June 30, 2019) is as follows:

 

 

Transaction Price

(per share)

 

Class S

 

$

11.0625

 

Class T

 

$

10.8612

 

Class D

 

$

10.9146

 

Class I

 

$

11.0350

 

The July 1 transaction price for each of our share classes is equal to such class’s NAV per share as of May 31, 2019. A detailed calculation of the NAV per share is set forth below. No transactions or events have occurred since May 31, 2019 that would have a material impact on our NAV per share. The purchase price of our common stock for each share class equals the transaction price of such class, plus applicable upfront selling commissions and dealer manager fees.

May 31, 2019 NAV per Share

We calculate NAV per share in accordance with the valuation guidelines that have been approved by our board of directors. Our NAV per share, which is updated as of the last calendar day of each month, is posted on our website at www.breit.com and is made available on our toll-free, automated telephone line at (844) 702-1299. Please refer to “Net Asset Value Calculation and Valuation Guidelines” in the Prospectus for how our NAV is determined. The Adviser is ultimately responsible for determining our NAV. All our property investments are appraised annually by third party appraisal firms in accordance with our valuation guidelines and such appraisals are reviewed by our independent valuation advisor. We have included a breakdown of the components of total NAV and NAV per share for May 31, 2019 along with the immediately preceding month.


 


Our total NAV presented in the following tables includes the NAV of our Class S, Class T, Class D, and Class I common stockholders, as well as partnership interests of BREIT Operating Partnership held by parties other than the Company. The following table provides a breakdown of the major components of our total NAV as of May 31, 2019 ($ and shares in thousands):

 

Components of NAV

 

May 31, 2019

 

Investments in real properties

 

$

14,517,868

 

Investments in real estate related securities

 

 

2,984,171

 

Cash and cash equivalents

 

 

143,321

 

Restricted cash

 

 

515,669

 

Other assets

 

 

159,023

 

Mortgage notes, term loans, and revolving credit facilities, net

 

 

(8,279,571

)

Repurchase agreements

 

 

(1,875,194

)

Subscriptions received in advance

 

 

(447,652

)

Other liabilities

 

 

(411,026

)

Accrued performance participation allocation

 

 

(40,179

)

Management fee payable

 

 

(7,521

)

Accrued stockholder servicing fees (1)

 

 

(3,214

)

Non-controlling interests in joint ventures

 

 

(117,759

)

Net asset value

 

$

7,137,936

 

Number of outstanding shares/units

 

 

646,940

 

_______________

 

(1)

Stockholder servicing fees only apply to Class S, Class T and Class D shares. For purposes of NAV we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis as such fee is paid. Under accounting principles generally accepted in the United States of America (“GAAP”), we accrue the full cost of the stockholder servicing fee as an offering cost at the time we sell Class S, Class T and Class D shares. As of May 31, 2019, the Company has accrued under GAAP $311.7 million of stockholder servicing fees payable to the Dealer Manager related to the Class S, Class T and Class D shares sold. The Dealer Manager does not retain any of these fees, all of which are retained by, or reallowed (paid) to, participating broker-dealers.

The following table provides a breakdown of our total NAV and NAV per share/unit by class as of May 31, 2019 ($ and shares/units in thousands, except per share/unit data):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Third-party

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating

 

 

 

 

 

 

Class S

 

Class T

 

Class D

 

Class I

 

Partnership

 

 

 

 

NAV Per Share/Unit

 

Shares

 

Shares

 

Shares

 

Shares

 

Units(1)

 

Total

 

Net asset value

 

$

3,952,164

 

$

330,280

 

$

505,444

 

$

2,198,819

 

$

151,229

 

$

7,137,936

 

Number of outstanding shares/units

 

 

357,258

 

 

30,409

 

 

46,309

 

 

199,259

 

 

13,705

 

 

646,940

 

NAV Per Share/Unit as of May 31, 2019

 

$

11.0625

 

$

10.8612

 

$

10.9146

 

$

11.0350

 

$

11.0350

 

 

 

 

_______________

 

(1)

Includes the partnership interests of BREIT Operating Partnership held by BREIT Special Limited Partner, Class B unit holders, and other BREIT Operating Partnership interests held by parties other than the Company.

Set forth below are the weighted averages of the key assumptions in the discounted cash flow methodology used in the May 31, 2019 valuations, based on property types.

 

Property Type

 

Discount Rate

 

 

Exit Capitalization Rate

 

Multifamily*

 

7.8%

 

 

5.5%

 

Industrial

 

7.3%

 

 

6.2%

 

Hotel

 

9.7%

 

 

9.3%

 

Retail

 

7.7%

 

 

6.6%

 

_______________

 

*

Multifamily includes student housing and manufactured housing.


 


These assumptions are determined by the Adviser, and reviewed by our independent valuation advisor. A change in these assumptions would impact the calculation of the value of our property investments. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our investment values:

 

 

 

Hypothetical

 

Multifamily

 

 

Industrial

 

 

Hotel

 

 

Retail

 

Input

 

Change

 

Investment Values

 

 

Investment Values

 

 

Investment Values

 

 

Investment Values

 

Discount Rate

 

0.25% decrease

 

+1.9%

 

 

+1.9%

 

 

+1.0%

 

 

+1.8%

 

(weighted average)

 

0.25% increase

 

(1.8%)

 

 

(1.9%)

 

 

(1.0%)

 

 

(1.8%)

 

Exit Capitalization Rate

 

0.25% decrease

 

+2.9%

 

 

+2.7%

 

 

+2.4%

 

 

+2.3%

 

(weighted average)

 

0.25% increase

 

(2.7%)

 

 

(2.5%)

 

 

(2.2%)

 

 

(2.2%)

 

 

Our total NAV presented in the following tables includes the NAV of our Class S, Class T, Class D, and Class I common stockholders, as well as the partnership interests of BREIT Operating Partnership held by BREIT Special Limited Partner and Class B unit holders. The following table provides a breakdown of the major components of our total NAV as of April 30, 2019 ($ and shares in thousands):

 

Components of NAV

 

April 30, 2019

 

Investments in real properties

 

$

13,576,340

 

Investments in real estate related securities

 

 

2,493,995

 

Cash and cash equivalents

 

 

91,939

 

Restricted cash

 

 

638,460

 

Other assets

 

 

160,758

 

Mortgage notes, term loans, and revolving credit facilities, net

 

 

(7,700,713

)

Repurchase agreements

 

 

(1,801,573

)

Subscriptions received in advance

 

 

(577,105

)

Other liabilities

 

 

(370,002

)

Accrued performance participation allocation

 

 

(27,134

)

Management fee payable

 

 

(6,694

)

Accrued stockholder servicing fees (1)

 

 

(2,916

)

Non-controlling interests in joint ventures

 

 

(113,913

)

Net asset value

 

$

6,361,442

 

Number of outstanding shares/units

 

 

581,110

 

________________

 

(1)

Stockholder servicing fees only apply to Class S, Class T and Class D shares. For purposes of NAV we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis as such fee is paid. Under GAAP, we accrue the full cost of the stockholder servicing fee as an offering cost at the time we sell Class S, Class T and Class D shares. As of April 30, 2019, the Company has accrued under GAAP $293.5 million of stockholder servicing fees payable to the Dealer Manager related to the Class S, Class T and Class D shares sold. The Dealer Manager does not retain any of these fees, all of which are retained by, or reallowed (paid) to, participating broker-dealers.

The following table provides a breakdown of our total NAV and NAV per share/unit by class as of April 30, 2019 ($ and shares/units in thousands, except per share/unit data):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Third-party

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating

 

 

 

 

 

 

Class S

 

Class T

 

Class D

 

Class I

 

Partnership

 

 

 

 

NAV Per Share/Unit

 

Shares

 

Shares

 

Shares

 

Shares

 

Units(1)

 

Total

 

Net asset value

 

$

3,710,734

 

$

308,933

 

$

458,474

 

$

1,733,399

 

$

149,902

 

$

6,361,442

 

Number of outstanding shares/units

 

 

338,090

 

 

28,666

 

 

42,332

 

 

158,330

 

 

13,692

 

 

581,110

 

NAV Per Share/Unit as of April 30, 2019

 

$

10.9756

 

$

10.7769

 

$

10.8304

 

$

10.9480

 

$

10.9480

 

 

 

 

_______________

 

(1)

Includes the partnership interests of BREIT Operating Partnership held by BREIT Special Limited Partnership, Class B unit holders, and other BREIT Operating Partnership interests held by parties other than the Company.

 


 


Status of our Current Public Offering

As of the date hereof, we had issued and sold 172,227,765 shares of our common stock (consisting of 93,995,811 Class S shares, 8,106,012 Class T shares, 20,260,334 Class D shares, and 49,865,608 Class I shares) in the Offering. We intend to continue selling shares in the Offering on a monthly basis.