XML 33 R19.htm IDEA: XBRL DOCUMENT v3.25.3
Redeemable Equity Instruments
 9 Months Ended
Sep. 30, 2025
Equity [Abstract]  
Redeemable Equity Instruments Redeemable Equity Instruments
Class N Redeemable Common Stock
The following table details the movement in our Class N redeemable common stock activity with MassMutual for the three and nine months ended September 30, 2025 and 2024:
Total
Balance at December 31, 202414,466,761 
Distribution reinvestment182,884 
Balance at March 31, 202514,649,645 
Distribution reinvestment187,401 
Balance at June 30, 202514,837,046 
Distribution reinvestment191,673 
Balance at September 30, 202515,028,719 
Balance at December 31, 202313,783,204 
Distribution reinvestment164,658 
Balance at March 31, 202413,947,862 
Distribution reinvestment169,005 
Balance at June 30, 202414,116,867 
Distribution reinvestment172,736 
Balance at September 30, 202414,289,603 
For the three and nine months ended September 30, 2025 and 2024, we did not record any adjustments to the value of the Class N shares held by MassMutual.
MassMutual committed to purchase $400.0 million of Class N common stock in our Class N Private Offering and fully met its commitment as of December 31, 2022.
Beginning January 1, 2026 and continuing until we have repurchased $200.0 million of MassMutual shares, we are required to repurchase MassMutual shares on a monthly basis, subject to thresholds based on monthly net offering proceeds. In any month, MassMutual may choose to waive our obligation to repurchase shares. We are required to limit repurchases to ensure that the aggregate NAV of MassMutual shares is at least $50.0 million.
Beginning January 1, 2026, MassMutual holds the right to request that we repurchase MassMutual shares on a monthly basis, subject to thresholds based on monthly net offering proceeds and the Company’s NAV. This right to request that we repurchase MassMutual shares is in addition to the requirement to repurchase MassMutual shares described in the preceding paragraph. We will not be required to repurchase (1) in any calendar year, more than $150.0 million of MassMutual shares or (2) in any calendar month, MassMutual shares with an aggregate repurchase price equal to more than 100% of the net proceeds to us from the sale of shares of our common stock during such month.
Exchange Rights and Registration Agreement
We have entered into an exchange rights and registration agreement with MassMutual (the “Registration Rights Agreement”). After September 28, 2025, MassMutual may require us to exchange all or a portion of its Class N shares for any class of shares of our common stock being sold in the Primary Offering and file and maintain an effective registration statement with the SEC (for no longer than three years) registering the offer and sale of the new shares issued in the exchange. As of September 30, 2025, MassMutual has not made a request to exchange its Class N shares. MassMutual's rights under the Registration Rights Agreement will terminate when its shares of our common stock have an aggregate NAV of less than $20.0 million.
Redeemable Non-controlling Interest in INREIT OP
In connection with its performance participation interest, Invesco REIT Special Limited Partner L.L.C. (the “Special Limited Partner”) holds Class E units in INREIT OP. See Note 18 — “Related Party Transactions” for further details of the Special Limited Partner’s performance participation interest. Because the Special Limited Partner has the ability to redeem its Class E units for cash at its sole discretion, we have classified these Class E units as redeemable non-controlling interest in INREIT OP on our condensed consolidated balance sheets. For the three months ended September 30, 2025, we did not record an adjustment to redeemable non-controlling interest in INREIT OP as the Class E units were fully repurchased during the three months ended September 30, 2025. For the nine months ended September 30, 2025, we recorded a decrease to redeemable non-controlling interest in INREIT OP and an increase to additional paid-in capital of approximately $35,000 to adjust the value of the Class E units in INREIT OP held by the Special Limited Partner to our September 30, 2025 NAV per Class E unit in INREIT OP. For the three and nine months ended September 30, 2024, we recorded an increase to redeemable non-controlling interest in INREIT OP and a decrease to additional paid-in capital of approximately $15,000 and $0.1 million, respectively, to adjust the value of the Class E units in INREIT OP held by the Special Limited Partner to our September 30, 2024 NAV per Class E unit in INREIT OP.
The following table details the non-controlling interest activity related to the Special Limited Partner:
Three Months Ended September 30,Nine Months Ended September 30,
in thousands2025202420252024
Net income (loss) allocated$— $(15)$55 $(57)
Distributions$— $47 $30 $177 
Adjustment to carrying value $— $15 $(35)$96 
As the Class E units were fully repurchased as of September 30, 2025 there is no distribution payable to the Special Limited Partner. As of December 31, 2024, distributions payable to the Special Limited Partner were approximately $10,000.