N-CSRS 1 d887577dncsrs.htm GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND Goldman Sachs Real Estate Diversified Income Fund
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-23499

 

 

Goldman Sachs Real Estate Diversified Income Fund

(Exact name of registrant as specified in charter)

 

 

200 West Street,

New York, New York 10282

(Address of principal executive offices) (Zip code)

Copies to:

 

Robert Griffith, Esq.

Goldman Sachs & Co. LLC

200 West Street

New York, NY 10282

  

Stephen H. Bier, Esq.

William J. Bielefeld, Esq.

Dechert LLP

1095 Avenue of the Americas

New York, NY 10036

 

 

(Name and address of agents for service)

Registrant’s telephone number, including area code: (212) 902-1000

 

 

Date of fiscal year end: September 30

 

 

Date of reporting period: March 31, 2025

 

ITEM 1.

REPORTS TO STOCKHOLDERS.

The Semi-Annual Report to Shareholders is filed herewith.

 

 
 


LOGO

Goldman Sachs Interval Fund Semi-Annual Report March 31, 2025 Real Estate Diversified Income Fund


 

Goldman Sachs Real Estate Diversified Income Fund

 

Table of Contents    Page  

Asset Class Allocation

     3  

Consolidated Schedule of Investments

  

Goldman Sachs Real Estate Diversified Income Fund

     4  

Consolidated Financial Statements

  

Consolidated Statement of Assets and Liabilities

     7  

Consolidated Statement of Operations

     8  

Consolidated Statements of Changes in Net Assets

     9  

Consolidated Statement of Cash Flows

     10  

Consolidated Financial Highlights

  

Goldman Sachs Real Estate Diversified Income Fund

     11  

Consolidated Notes to Financial Statements

     17  

 

 

 

     
NOT  FDIC-INSURED    May Lose Value    No Bank Guarantee   

 

  

 

 

 


ASSET CLASS ALLOCATION

Real Estate Diversified Income Fund

 

as of March 31, 2025 (Unaudited)

 

 ASSET CLASS ALLOCATION1

Percentage of Net Assets

 

 

 

LOGO

 

 

 

  1

The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall allocations may differ from percentages contained in the graph above. Figures in the above graph may not sum to 100% due to the exclusion of other assets and liabilities.

 

 

For more information about the Fund, please refer to am.gs.com. There, you can learn more about the Fund’s investment strategies, holdings, and performance.

 

  

 

 

  3


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Schedule of Investments

 

March 31, 2025 (Unaudited)

 

        

Description

  Value  
  Private Real Estate Investment Trusts & Private Investment Funds – 70.0%(a)

 

 

Ares Industrial Real Estate Fund, LP

  $ 18,233,100  
 

Ares US Real Estate Fund IX, LP

    5,179,367  
 

Bain Capital Real Estate Fund I-B, LP

    7,877,360  
 

Brookfield Premier Real Estate Partners, LP

    1,304,133  
 

Brookfield Real Estate Finance Fund V, LP

    3,373,239  
 

CBRE U.S. Core Partners, LP

       20,996,877  
 

Clarion Partners Debt Investment Fund, LP

    3,156,853  
 

Clarion Ventures 4, LP

    2,437,175  
 

Greystar Student Housing Growth and Income Fund

    19,946,598  
 

Harrison Street Core Property Fund, LP

    15,860,304  
 

Heitman Core Real Estate Debt Income Trust, LP

    3,673,537  
 

Manulife U.S. Real Estate Fund L.P.

    8,630,716  
 

Nuveen U.S. Core-Plus Real Estate Debt Fund, LP

    7,555,554  
 

Oaktree Real Estate Income Fund L.P.

    37,057,007  
 

Prologis Targeted U.S. Logistics Holdings II, LP

    9,392,942  
 

RealTerm Logistics Income Fund

    22,434,700  
 

Sculptor Real Estate Credit Fund, LP

    725,988  
 

Sentinel Real Estate Fund

    6,417,142  
 

TA Realty Core Property Fund, LP

    20,871,226  
 

The Trumbull Property Fund, LP

    3,466,299  
 

Wheelock Street Real Estate Long Term Value Fund

    20,459,063  
 

 

 
  TOTAL PRIVATE REAL ESTATE INVESTMENT TRUSTS & PRIVATE INVESTMENT FUNDS
(Cost $274,291,944)
    239,049,180  
 

 

 
    Shares           
      
  Common Stocks – 24.5%  
  Health Care REITs – 1.0%  
  35,292    Alexandria Real Estate Equities, Inc. REIT     3,264,863  
 

 

 
  Hotel & Resort REITs – 0.7%  
  25,857    Ryman Hospitality Properties, Inc. REIT     2,364,364  
 

 

 
  Industrial REITs – 3.7%  
  218,607    Americold Realty Trust, Inc. REIT     4,691,306  
  52,788    Prologis, Inc. REIT     5,901,170  
  53,659    Rexford Industrial Realty, Inc. REIT     2,100,750  
      

 

 

 
      12,693,226  
 

 

 
  Mortgage Real Estate Investment Trusts (REITs) – 0.8%

 

  253,504    Ladder Capital Corp. REIT     2,892,481  
 

 

 
  Residential REITs – 8.5%  
  188,192    American Homes 4 Rent, Class A REIT     7,115,539  
  33,876    AvalonBay Communities, Inc. REIT     7,270,467  
  113,138    Equity LifeStyle Properties, Inc. REIT     7,546,305  
     201,326    Invitation Homes, Inc. REIT     7,016,211  
      

 

 

 
      28,948,522  
 

 

 
    Shares   

Description

  Value  
  Common Stocks – (continued)  
  Retail REITs – 1.4%  
  28,671    Simon Property Group, Inc. REIT   $ 4,761,680  
 

 

 
  Specialized REITs – 8.4%  
  29,107    American Tower Corp. REIT     6,333,683  
  6,433    Equinix, Inc. REIT     5,245,146  
  24,991    Extra Space Storage, Inc. REIT     3,710,914  
  12,578    Public Storage REIT     3,764,470  
  18,821    SBA Communications Corp. REIT     4,140,808  
     171,956    VICI Properties, Inc. REIT     5,609,205  
      

 

 

 
            28,804,226  
 

 

 
  TOTAL COMMON STOCKS
(Cost $79,404,036)
    83,729,362  
 

 

 
    Shares    Description   Dividend Rate     Value  
        
  Preferred Stocks – 3.0%    
  Hotel & Resort REITs – 0.5%    
  88,458    Pebblebrook Hotel Trust, Series E     6.38%       1,517,055  
 

 

 
  Mortgage Real Estate Investment Trusts (REITs) – 2.5%

 

  77,545    MFA Financial, Inc., Series C     6.50%       1,923,116  
  71,214    PennyMac Mortgage Investment Trust, Series B     8.00         1,734,061  
  73,559    Two Harbors Investment Corp., Series B     7.63         1,723,487  
      128,562    Two Harbors Investment Corp., Series A     8.13         3,175,482  
        

 

 

 
           8,556,146  
 

 

 
  TOTAL PREFERRED STOCKS
(Cost $10,621,820)
         10,073,201  
 

 

 
    Shares    Dividend Rate   Value  
      
  Investment Company – 1.8%(b)  
 

Goldman Sachs Financial Square Government Fund - Institutional Shares

 
      6,059,639    4.259%     6,059,639  
  (Cost $6,059,639)  
 

 

 
  TOTAL INVESTMENTS – 99.3%
(Cost $370,377,439)
  $ 338,911,382  
 

 

 
 

OTHER ASSETS IN EXCESS OF LIABILITIES – 0.7%

    2,376,528  
 

 

 
 

NET ASSETS – 100.0%

  $   341,287,910  
 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.

 

  

 

 

4    The accompanying notes are an integral part of these consolidated financial statements.


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

 

(a)

Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on sale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered and the registration statement is effective. Disposal of these securities may involve time consuming negotiations and prompt sale at an acceptable price may be difficult. Total market value of restricted securities amounts to $239,049,180, which represents approximately 70.0% of net assets as of March 31, 2025. See additional details below:

 

Security   

Date(s) of

Purchase

     Cost  

 

 

Ares Industrial Real Estate Fund, LP

     12/21/22-01/19/23      $ 19,403,487  

Ares US Real Estate Fund IX, LP

     09/19/19-09/12/24        5,872,979  

Bain Capital Real Estate Fund I-B, LP

     12/18/19-08/12/24        6,222,362  

Brookfield Premier Real Estate Partners, LP

     10/01/19-12/20/21        1,432,283  

Brookfield Real Estate Finance Fund V, LP

     10/03/19-03/14/25        7,758,821  

CBRE U.S. Core Partners, LP

     03/30/22-01/19/24        26,489,411  

Clarion Partners Debt Investment Fund, LP

     02/14/17-08/01/22        2,531,142  

Clarion Ventures 4, LP

     07/01/16-07/10/19        6,923,743  

Greystar Student Housing Growth and Income Fund

     01/04/22-10/24/23        20,921,737  

Harrison Street Core Property Fund, LP

     09/15/21-10/26/23        18,051,478  

Heitman Core Real Estate Debt Income Trust, LP

     07/27/17-01/26/23        4,650,859  

Manulife U.S. Real Estate Fund L.P.

     04/08/22-01/24/25        13,129,786  

Nuveen U.S. Core-Plus Real Estate Debt Fund, LP

     10/01/19-10/31/23        11,213,608  

Oaktree Real Estate Income Fund L.P.

     10/07/21-12/27/23        41,636,787  

Prologis Targeted U.S. Logistics Holdings II, LP

     01/03/20-06/20/23        7,938,955  

RealTerm Logistics Income Fund

     04/18/22-11/06/23        25,532,304  

Sculptor Real Estate Credit Fund, LP

     01/21/20-03/27/25        1,578,552  

Sentinel Real Estate Fund

     05/04/22-01/16/24        7,471,340  

TA Realty Core Property Fund, LP

     01/04/22-11/07/23        21,436,113  

The Trumbull Property Fund, LP

     01/04/16-10/01/18        4,260,208  

Wheelock Street Real Estate Long Term Value Fund

     04/23/24-09/10/24        19,835,989  

 

 

Total

      $ 274,291,944  

 

 

 

(b)

Represents an affiliated issuer.

 

 

Investment Abbreviations:

LP

   —Limited Partnership

REIT

   —Real Estate Investment Trust

 

 

  

 

 

The accompanying notes are an integral part of these consolidated financial statements.   5


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Schedule of Investments (continued)

 

March 31, 2025 (Unaudited)

 

 ADDITIONAL INVESTMENT INFORMATION

Additional information on investments in private real estate investment funds:

 

Security    Value     Redemption
Frequency
    Redemption
Notice (Days)
    Unfunded
Commitments as of
March 31, 2025
 

Ares Industrial Real Estate Fund, LP

   $   18,233,100       Quarterly       90      $  

Ares US Real Estate Fund IX, LP

     5,179,367       N/R       N/R        1,168,908  

Bain Capital Real Estate Fund I-B, LP

     7,877,360       N/R       N/R       1,897,951  

Brookfield Premier Real Estate Partners, LP

     1,304,133       Quarterly       90        

Brookfield Real Estate Finance Fund V, LP

     3,373,239       N/R       N/R       7,507,777  

CBRE U.S. Core Partners, LP

     20,996,877       Quarterly       60        

Clarion Partners Debt Investment Fund, LP

     3,156,853       N/R       N/R       4,652,799  

Clarion Ventures 4, LP

     2,437,175       N/R       N/R       963,242  

Greystar Student Housing Growth and Income Fund

     19,946,598       Quarterly       90        

Harrison Street Core Property Fund, LP

     15,860,304       Quarterly       45        

Heitman Core Real Estate Debt Income Trust, LP

     3,673,537       Quarterly       90        

Manulife U.S. Real Estate Fund L.P.

     8,630,716       Quarterly       60        

Nuveen U.S. Core-Plus Real Estate Debt Fund, LP

     7,555,554       Quarterly       45        

Oaktree Real Estate Income Fund L.P.

     37,057,007       N/R       N/R        

Prologis Targeted U.S. Logistics Holdings II, LP

     9,392,942       Quarterly       90        

RealTerm Logistics Income Fund

     22,434,700       Quarterly       90        

Sculptor Real Estate Credit Fund, LP

     725,988       N/R       N/R       1,330,031  

Sentinel Real Estate Fund

     6,417,142       Quarterly       90        

TA Realty Core Property Fund, LP

     20,871,226       Quarterly       45        

The Trumbull Property Fund, LP

     3,466,299       Quarterly       60        

Wheelock Street Real Estate Long Term Value Fund

     20,459,063       Annually       90       5,164,011  

N/R - Not Redeemable

        

 

  

 

 

6    The accompanying notes are an integral part of these consolidated financial statements.


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Statement of Assets and Liabilities

 

March 31, 2025 (Unaudited)

 

         Real Estate Diversified
Income Fund(a)
   
  Assets:     
 

Investments in unaffiliated issuers, at value (cost $364,317,800)

   $ 332,851,743    
 

Investments in affiliated issuers, at value (cost $6,059,639)

     6,059,639    
 

Cash

     291,972    
 

Receivables:

    
 

Dividends

     1,936,256    
 

Fund shares sold

     383,853    
 

Reimbursement from investment adviser

     754    
 

Other assets

     260,000    
 

 

 

Total assets

     341,784,217    
 

 

  Liabilities:     
 

Payables:

    
 

Management fees

     176,957    
 

Distribution and Service fees and Transfer Agency fees

     33,819    
 

Fund shares redeemed

     23,275    
 

Accrued expenses

     262,256    
 

 

 

Total liabilities

     496,307    
 

 

 

Commitments and contingencies

    

 

  Net Assets:     
 

Paid-in capital

     377,030,678    
 

Total distributable loss

 

    

 

(35,742,768

 

 

 
 

 

 

NET ASSETS

   $ 341,287,910    
      
   

Net Assets:

            
   

Class A

   $ 54,485,337      
   

Class C

     13,846,370      
   

Class I

     84,312,533      
   

Class L

     3,265,283      
   

Class W

     16,844,166      
   

Class P

     168,534,221      
   

Total Net Assets

   $ 341,287,910      
   

Shares Outstanding $0.001 par value (unlimited number of shares authorized):

      
   

Class A

     6,929,576      
   

Class C

     1,760,964      
   

Class I

     10,124,519      
   

Class L

     414,839      
   

Class W

     2,098,618      
   

Class P

     20,218,517      
   

Net asset value, offering and repurchase price per share:(b)

      
   

Class A

   $ 7.86      
   

Class C

     7.86      
   

Class I

     8.33      
   

Class L

     7.87      
   

Class W

     8.03      
   

Class P

     8.34      

 

  (a) 

Statement of Assets and Liabilities for the Fund is consolidated and includes the balances of wholly owned subsidiaries DIF Investments LLC, DIF Investments II LLC, and DIF Investments III LLC. Accordingly, all interfund balances and transactions have been eliminated.

  (b) 

Maximum public offering price per share for Class A is $8.34 and Class L is $8.22. Upon repurchase, Class C Shares may be subject to a contingent deferred sales charge, assessed on the amount equal to the lesser of the current net asset value (“NAV”) or the original purchase price of the shares.

 

  

 

 

The accompanying notes are an integral part of these consolidated financial statements.   7


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Statement of Operations

 

For the Six Months Ended March 31, 2025 (Unaudited)

 

         Real Estate
Diversified Income
Fund(a)
   
  Investment income:     
 

Dividends — unaffiliated issuers

   $ 5,200,421    
 

Dividends — affiliated issuers

     109,032    
 

 

 

Total Investment Income

     5,309,453    
 

 

      
  Expenses:     
 

Management fees

     2,260,118    
 

Professional fees

     320,546    
 

Transfer Agency fees

     253,132    
 

Interest on borrowing

     218,291    
 

Distribution and/or Service (12b-1) fees(b)

     162,910    
 

Printing and mailing costs

     149,137    
 

Custody, accounting and administrative services

     148,595    
 

Registration fees

     41,733    
 

Shareholder Service fees(b)

     26,014    
 

Trustee fees

     13,622    
 

Other

     31,482    
 

 

 

Total expenses

     3,625,580    
 

 

 

Less — expense reductions

     (69,545  
 

 

 

Net expenses

     3,556,035    
 

 

 

NET INVESTMENT INCOME

     1,753,418    
 

 

      
  Realized and Unrealized gain (loss):     
 

Net realized gain (loss) from:

    
 

Investments — unaffiliated issuers

     (3,053,253  
 

Net change in unrealized gain (loss) on:

    
 

Investments — unaffiliated issuers

     (7,263,251  
 

 

 

Net realized and unrealized loss

     (10,316,504  
 

 

 

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS

   $ (8,563,086  
 

 

(a) Statement of Operations for the Fund is consolidated and includes the balances of wholly owned subsidiaries DIF Investments LLC, DIF Investments II LLC, and DIF Investments III LLC. Accordingly, all interfund balances and transactions have been eliminated.

(b) Class specific Distribution and/or Service and Shareholder Service fees were as follows:

 

Distribution and/or Service (12b-1) Fees      

Shareholder Service Fees

        

Class A

 

Class C

 

Class L

 

Class W

     

Class C

 

Class L

   
$70,660   $65,036   $4,335   $22,879     $21,679   $4,335  

 

  

 

 

8    The accompanying notes are an integral part of these consolidated financial statements.


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Statements of Changes in Net Assets

 

 

         Real Estate Diversified Income Fund(a)      
    

 

 

   
         

For the

Six Months Ended

March 31, 2025

(Unaudited)

   

For the Fiscal

Year Ended

September 30, 2024

     
     From operations:       
 

Net investment income

   $      1,753,418     $      4,256,376    
 

Net realized loss

     (3,053,253     (9,494,048  
 

Net change in unrealized gain (loss)

     (7,263,251     13,461,813    
 

 

 

Net increase (decrease) in net assets resulting from operations

     (8,563,086     8,224,141    
 

 

        
  Distributions to shareholders:       
 

From distributable earnings:

      
 

Class A Shares

     (2,103,246     (114,477  
 

Class C Shares

     (516,468     (41,719  
 

Class I Shares

     (3,144,651     (172,534  
 

Class L Shares

     (121,779     (7,078  
 

Class W Shares

     (646,868     (40,771  
 

Class P Shares

     (6,370,818     (360,104  
 

From return of capital:

      
 

Class A Shares

           (4,353,499  
 

Class C Shares

           (1,586,568  
 

Class I Shares

           (6,561,415  
 

Class L Shares

           (269,175  
 

Class W Shares

           (1,550,521  
 

Class P Shares

           (13,694,601  
 

 

 

Total distributions to shareholders

     (12,903,830     (28,752,462  
 

 

        
  From share transactions:       
 

Proceeds from sales of shares

     13,642,253       32,578,542    
 

Reinvestment of distributions

     5,551,624       14,309,375    
 

Cost of shares repurchased

     (49,800,620     (119,383,121  
 

 

 

Net decrease in net assets resulting from share transactions

     (30,606,743     (72,495,204  
 

 

 

TOTAL DECREASE

     (52,073,659     (93,023,525  
 

 

        
  Net Assets:       
 

Beginning of period

   $ 393,361,569     $ 486,385,094    
 

 

 

End of period

   $ 341,287,910     $ 393,361,569    
 

 

 

  (a) 

The Statements of Changes in Net Assets for the Fund is consolidated and includes the balances of wholly owned subsidiaries DIF Investments LLC, DIF Investments II LLC, and DIF Investments III LLC. Accordingly, all interfund balances and transactions have been eliminated.

 

  

 

 

The accompanying notes are an integral part of these consolidated financial statements.   9


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Statement of Cash Flows(a)

 

For the Six Months Period Ended March 31, 2025 (Unaudited)

 

     Increase (Decrease) in cash –     
  Cash flows provided by operating activities:     
 

Net decrease in net assets from operations

   $ (8,563,086  
 

Adjustments to reconcile net decrease in net assets from operations to net cash provided by (used in) operating activities:

    
 

Payments for purchases of investments

     (43,310,447  
 

Proceeds from sales of investments

     78,426,153    
 

Net (payments for purchase) proceeds from sales of short-term investment securities

     8,135,482    
 

(Increase) Decrease in assets:

    
 

Receivable for dividends

     62,224    
 

Collateral for credit facility

     48,166    
 

Reimbursement from investment adviser

     (754  
 

Increase (Decrease) in liabilities:

    
 

Distribution and Service fees and Transfer Agency fees

     (6,830  
 

Management fees

     (26,949  
 

Fund shares redeemed

     23,275    
 

Accrued expenses

     (49,831  
 

Net realized (gain) loss on:

    
 

Investments

     3,053,253    
 

Net change in unrealized (gain) loss on:

    
 

Investments

     7,263,251    
 

 

 

Net cash provided by operating activities

     45,053,907    
 

 

      
  Cash flows used in financing activities:     
 

Proceeds from sale of shares

     13,750,964    
 

Cost of shares repurchased

     (49,800,620  
 

Decrease in payable to custodian

     (1,360,073  
 

Distributions paid

     (7,352,206  
 

Drawdowns from line of credit

     10,000,000    
 

Repayment of line of credit

     (10,000,000  
 

 

 

Net cash used in financing activities

     (44,761,935  
 

 

      
 

 

 

NET INCREASE IN CASH

   $ 291,972    
 

 

                
  Cash (restricted and unrestricted):     
 

Beginning of period

   $    
 

 

 

End of period

   $     291,972    
 

 

 

Supplemental disclosure:

    
 

Cash paid for interest and related fees

     148,595    
 

Reinvestment of distributions

     5,551,624    
 

 

(a) Statement of Cash Flows for the Fund is consolidated and includes the balances of wholly owned subsidiaries DIF Investments LLC, DIF Investments II LLC, and DIF Investments III LLC. Accordingly, all interfund balances and transactions have been eliminated.

 

  

 

 

10    The accompanying notes are an integral part of these consolidated financial statements.


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Financial Highlights

 

Selected Data for a Share Outstanding Throughout Each Period

 

        Real Estate Diversified Income Fund
        Class A Shares
       

Six Months Ended

March 31, 2025

(Unaudited)

  Year Ended September 30,

 

        2024   2023   2022   2021   2020
  Per Share Data                        
 

Net asset value, beginning of period

    $ 8.36     $ 8.79     $ 9.91     $ 10.45     $ 9.38     $ 10.69    
 

 

 
 

Net investment income(a)

      0.03       0.08       0.14       0.21       0.20       0.29    
 

Net realized and unrealized gain (loss)

      (0.23 )       0.09       (0.61 )       (0.04 )       1.47       (0.89)   
 

 

 
 

Total from investment operations

      (0.20 )       0.17       (0.47 )       0.17       1.67       (0.60)   
 

 

 
 

Distributions to shareholders from net investment income

      (0.30 )       (0.01 )             (0.19 )       (0.34 )       (0.23)   
 

Distributions to shareholders from net realized gains

                  (0.15 )       (0.11 )       (0.26 )       (0.30)   
 

Distributions to shareholders from return of capital

            (0.59 )       (0.50 )       (0.41 )             (0.18)   
 

 

 
 

Total distributions

      (0.30 )       (0.60 )       (0.65 )       (0.71 )       (0.60 )       (0.71)   
 

 

 
 

Net asset value, end of period

    $ 7.86     $ 8.36     $ 8.79     $ 9.91     $ 10.45     $ 9.38    
 

 

 
 

Total Return(b)(c)

      (2.41 )%       1.97 %       (5.05 )%       1.43 %       18.24 %       (5.20)%  
 

 

 
 

Net assets, end of period (in 000’s)

    $   54,485     $   61,073     $   69,953     $   80,263     $   83,054     $   87,520    
 

Ratio of net expense to average net assets after interest expenses

      2.11 %(d)       2.09 %       2.17 %       2.05 %       2.10 %       2.19%   
 

Ratio of net expense to average net assets before interest expenses

      1.99 %(d)       1.99 %       1.99 %       1.98 %       1.99 %       1.99%   
 

Ratio of total expense to average net assets after interest expenses

      2.15 %(d)       2.13 %       2.22 %       2.06 %       2.34 %       2.28%   
 

Ratio of net investment income to average net assets

      0.83 %(d)       0.89 %       1.42 %       1.97 %       2.02 %       2.88%   
 

Portfolio turnover rate(e)

      7 %       17 %       46 %       56 %       73 %       53%   
 

 

 

 

  (a)

Calculated based on the average shares outstanding methodology.

  (b)

Assumes investment at the NAV at the beginning of the period, reinvestment of all dividends and distributions, a complete repurchase of the investment at the NAV at the end of the period and no sales or repurchase charges (if any). Total returns would be reduced if a sales or repurchase charge was taken into account. Returns do not reflect the impact of taxes to shareholders relating to Fund distributions or the repurchase of Fund shares. Total returns for periods less than one full year are not annualized.

  (c)

Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

  (d)

Annualized.

  (e)

The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

  

 

 

The accompanying notes are an integral part of these consolidated financial statements.   11


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Financial Highlights (continued)

 

Selected Data for a Share Outstanding Throughout Each Period

 

        Real Estate Diversified Income Fund
        Class C Shares
       

Six Months Ended

March 31, 2025

(Unaudited)

  Year Ended September 30,

 

        2024   2023   2022   2021   2020
  Per Share Data                        
 

Net asset value, beginning of period

    $ 8.36     $ 8.79     $ 9.91     $ 10.45     $ 9.38     $ 10.68    
 

 

 
 

Net investment income(a)

      (b)         0.01       0.06       0.12       0.13       0.20    
 

Net realized and unrealized gain (loss)

      (0.23 )       0.10       (0.60 )       (0.03 )       1.46       (0.87)   
 

 

 
 

Total from investment operations

      (0.23 )       0.11       (0.54 )       0.09       1.59       (0.67)   
 

 

 
 

Distributions to shareholders from net investment income

      (0.27 )       (0.06 )             (0.16 )       (0.26 )       (0.16)   
 

Distributions to shareholders from net realized gains

                  (0.16 )       (0.11 )       (0.26 )       (0.29)   
 

Distributions to shareholders from return of capital

            (0.48 )       (0.42 )       (0.36 )             (0.18)   
 

 

 
 

Total distributions

      (0.27 )       (0.54 )       (0.58 )       (0.63 )       (0.52 )       (0.63)   
 

 

 
 

Net asset value, end of period

    $ 7.86     $ 8.36     $ 8.79     $ 9.91     $ 10.45     $ 9.38    
 

 

 
 

Total Return(c)(d)

      (2.78 )%       1.23 %       (5.77 )%       0.67 %       17.37 %       (5.94)%  
 

 

 
 

Net assets, end of period (in 000’s)

    $   13,846     $   19,906     $   37,064     $   54,094     $   69,360     $    72,826    
 

Ratio of net expense to average net assets after interest expenses

      2.86 %(e)       2.83 %       2.91 %       2.81 %       2.84 %       2.94%   
 

Ratio of net expense to average net assets before interest expenses

      2.74 %(e)       2.74 %       2.73 %       2.74 %       2.74 %       2.74%   
 

Ratio of total expense to average net assets after interest expenses

      2.90 %(e)       2.87 %       2.95 %       2.82 %       3.09 %       3.04%   
 

Ratio of net investment income to average net assets

      0.03 %(e)       0.07 %       0.63 %       1.18 %       1.27 %       2.04%   
 

Portfolio turnover rate(f)

      7 %       17 %       46 %       56 %       73 %       53%   
 

 

 

 

  (a)

Calculated based on the average shares outstanding methodology.

  (b)

Amount is less than $0.005 per share.

  (c)

Assumes investment at the NAV at the beginning of the period, reinvestment of all dividends and distributions, a complete repurchase of the investment at the NAV at the end of the period and no sales or repurchase charges (if any). Total returns would be reduced if a sales or repurchase charge was taken into account. Returns do not reflect the impact of taxes to shareholders relating to Fund distributions or the repurchase of Fund shares. Total returns for periods less than one full year are not annualized.

  (d)

Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

  (e)

Annualized.

  (f)

The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

  

 

 

12    The accompanying notes are an integral part of these consolidated financial statements.


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Financial Highlights (continued)

 

Selected Data for a Share Outstanding Throughout Each Period

 

        Real Estate Diversified Income Fund
        Class I Shares
       

Six Months Ended

March 31, 2025

(Unaudited)

  Year Ended September 30,

 

        2024   2023   2022   2021   2020
  Per Share Data                        
 

Net asset value, beginning of period

    $ 8.84     $ 9.26     $ 10.40     $ 10.93     $ 9.78     $ 11.13    
 

 

 
 

Net investment income(a)

      0.05       0.10       0.17       0.26       0.24       0.33    
 

Net realized and unrealized gain (loss)

      (0.25 )       0.10       (0.64 )       (0.05 )       1.54       (0.93)   
 

 

 
 

Total from investment operations

      (0.20 )       0.20       (0.47 )       0.21       1.78       (0.60)   
 

 

 
 

Distributions to shareholders from net investment income

      (0.31 )       (0.02 )             (0.19 )       (0.37 )       (0.26)   
 

Distributions to shareholders from net realized gains

                  (0.16 )       (0.11 )       (0.26 )       (0.31)   
 

Distributions to shareholders from return of capital

            (0.60 )       (0.51 )       (0.44 )             (0.18)   
 

 

 
 

Total distributions

      (0.31 )       (0.62 )       (0.67 )       (0.74 )       (0.63 )       (0.75)   
 

 

 
 

Net asset value, end of period

    $ 8.33     $ 8.84     $ 9.26     $ 10.40     $ 10.93     $ 9.78    
 

 

 
 

Total Return(b)(c)

      (2.28 )%       2.22 %       (4.77 )%       1.70 %       18.59 %       (5.05)%  
 

 

 
 

Net assets, end of period (in 000’s)

    $   84,313     $    93,750     $   114,738     $   145,519     $    98,018     $    74,220    
 

Ratio of net expense to average net assets after interest expenses

      1.86 %(d)       1.84 %       1.92 %       1.76 %       1.84 %       1.94%   
 

Ratio of net expense to average net assets before interest expenses

      1.74 %(d)       1.74 %       1.74 %       1.70 %       1.74 %       1.74%   
 

Ratio of total expense to average net assets after interest expenses

      1.90 %(d)       1.88 %       1.96 %       1.77 %       2.12 %       2.03%   
 

Ratio of net investment income to average net assets

      1.08 %(d)       1.13 %       1.66 %       2.31 %       2.33 %       3.16%   
 

Portfolio turnover rate(e)

      7 %       17 %       46 %       56 %       73 %       53%   
 

 

 

 

  (a)

Calculated based on the average shares outstanding methodology.

  (b)

Assumes investment at the NAV at the beginning of the period, reinvestment of all dividends and distributions, a complete repurchase of the investment at the NAV at the end of the period and no sales or repurchase charges (if any). Total returns would be reduced if a sales or repurchase charge was taken into account. Returns do not reflect the impact of taxes to shareholders relating to Fund distributions or the repurchase of Fund shares. Total returns for periods less than one full year are not annualized.

  (c)

Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

  (d)

Annualized.

  (e)

The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

  

 

 

The accompanying notes are an integral part of these consolidated financial statements.   13


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Financial Highlights (continued)

 

Selected Data for a Share Outstanding Throughout Each Period

 

        Real Estate Diversified Income Fund
        Class L Shares
       

Six Months Ended

March 31, 2025

(Unaudited)

  Year Ended September 30,

 

        2024   2023   2022   2021   2020
  Per Share Data                        
 

Net asset value, beginning of period

    $ 8.37     $ 8.80     $ 9.92     $ 10.46     $ 9.39     $ 10.69    
 

 

 
 

Net investment income(a)

      0.02       0.05       0.11       0.18       0.18       0.27    
 

Net realized and unrealized gain (loss)

      (0.23 )       0.10       (0.61 )       (0.04 )       1.46       (0.89)   
 

 

 
 

Total from investment operations

      (0.21 )       0.15       (0.50 )       0.14       1.64       (0.62)   
 

 

 
 

Distributions to shareholders from net investment income

      (0.29 )       (0.02 )             (0.18 )       (0.31 )       (0.20)   
 

Distributions to shareholders from net realized gains

                  (0.15 )       (0.11 )       (0.26 )       (0.30)   
 

Distributions to shareholders from return of capital

            (0.56 )       (0.47 )       (0.39 )             (0.18)   
 

 

 
 

Total distributions

      (0.29 )       (0.58 )       (0.62 )       (0.68 )       (0.57 )       (0.68)   
 

 

 
 

Net asset value, end of period

    $ 7.87     $ 8.37     $ 8.80     $ 9.92     $ 10.46     $ 9.39    
 

 

 
 

Total Return(b)(c)

      (2.53 )%       1.72 %       (5.28 )%       1.17 %       17.93 %       (5.46)%  
 

 

 
 

Net assets, end of period (in 000’s)

    $   3,265     $    3,793     $    4,569     $    5,323     $    5,919     $    5,538    
 

Ratio of net expense to average net assets after interest expenses

      2.36 %(d)       2.34 %       2.42 %       2.30 %       2.34 %       2.44%   
 

Ratio of net expense to average net assets before interest expenses

      2.24 %(d)       2.24 %       2.24 %       2.23 %       2.24 %       2.24%   
 

Ratio of total expense to average net assets after interest expenses

      2.40 %(d)       2.38 %       2.46 %       2.31 %       2.59 %       2.54%   
 

Ratio of net investment income to average net assets

      0.57 %(d)       0.62 %       1.15 %       1.70 %       1.76 %       2.71%   
 

Portfolio turnover rate(e)

      7 %       17 %       46 %       56 %       73 %       53%   
 

 

 

 

  (a)

Calculated based on the average shares outstanding methodology.

  (b)

Assumes investment at the NAV at the beginning of the period, reinvestment of all dividends and distributions, a complete repurchase of the investment at the NAV at the end of the period and no sales or repurchase charges (if any). Total returns would be reduced if a sales or repurchase charge was taken into account. Returns do not reflect the impact of taxes to shareholders relating to Fund distributions or the repurchase of Fund shares. Total returns for periods less than one full year are not annualized.

  (c)

Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

  (d)

Annualized.

  (e)

The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

  

 

 

14    The accompanying notes are an integral part of these consolidated financial statements.


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Financial Highlights (continued)

 

Selected Data for a Share Outstanding Throughout Each Period

 

        Real Estate Diversified Income Fund
        Class W Shares
       

Six Months Ended

March 31, 2025

(Unaudited)

  Year Ended September 30,

 

        2024   2023   2022   2021   2020
  Per Share Data                        
 

Net asset value, beginning of period

    $ 8.53     $ 8.96     $ 10.08     $ 10.62     $ 9.52     $ 10.85    
 

 

 
 

Net investment income(a)

      0.03       0.08       0.14       0.21       0.21       0.31    
 

Net realized and unrealized gain (loss)

      (0.23 )       0.09       (0.61 )       (0.04 )       1.49       (0.92)   
 

 

 
 

Total from investment operations

      (0.20 )       0.17       (0.47 )       0.17       1.70       (0.61)   
 

 

 
 

Distributions to shareholders from net investment income

      (0.30 )       (0.03 )             (0.18 )       (0.34 )       (0.24)   
 

Distributions to shareholders from net realized gains

                  (0.16 )       (0.11 )       (0.26 )       (0.30)   
 

Distributions to shareholders from return of capital

            (0.57 )       (0.49 )       (0.42 )             (0.18)   
 

 

 
 

Total distributions

      (0.30 )       (0.60 )       (0.65 )       (0.71 )       (0.60 )       (0.72)   
 

 

 
 

Net asset value, end of period

    $ 8.03     $ 8.53     $ 8.96     $ 10.08     $ 10.62     $ 9.52    
 

 

 
 

Total Return(b)(c)

      (2.37 )%       1.93 %       (4.96 )%       1.40 %       18.28 %       (5.31)%  
 

 

 
 

Net assets, end of period (in 000’s)

    $   16,844     $    20,742     $    29,307     $     39,873     $    40,617     $    47,709    
 

Ratio of net expense to average net assets after interest expenses

      2.11 %(d)       2.08 %       2.16 %       2.04 %       2.10 %       2.19%   
 

Ratio of net expense to average net assets before interest expenses

      1.99 %(d)       1.99 %       1.98 %       1.98 %       1.99 %       1.99%   
 

Ratio of total expense to average net assets after interest expenses

      2.15 %(d)       2.12 %       2.20 %       2.05 %       2.33 %       2.23%   
 

Ratio of net investment income to average net assets

      0.82 %(d)       0.88 %       1.42 %       1.98 %       2.02 %       2.99%   
 

Portfolio turnover rate(e)

      7 %       17 %       46 %       56 %       73 %       53%   
 

 

 

 

  (a)

Calculated based on the average shares outstanding methodology.

  (b)

Assumes investment at the NAV at the beginning of the period, reinvestment of all dividends and distributions, a complete repurchase of the investment at the NAV at the end of the period and no sales or repurchase charges (if any). Total returns would be reduced if a sales or repurchase charge was taken into account. Returns do not reflect the impact of taxes to shareholders relating to Fund distributions or the repurchase of Fund shares. Total returns for periods less than one full year are not annualized.

  (c)

Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

  (d)

Annualized.

  (e)

The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

  

 

 

The accompanying notes are an integral part of these consolidated financial statements.   15


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Financial Highlights (continued)

 

Selected Data for a Share Outstanding Throughout Each Period

 

        Real Estate Diversified Income Fund
       

Class P Shares

 

       

Six Months Ended

March 31, 2025

(Unaudited)

  Year Ended September 30,

 

 

Period Ended

September 30, 2021(a)

        2024   2023   2022
  Per Share Data                    
 

Net asset value, beginning of period

    $ 8.84     $ 9.26     $ 10.41     $ 10.93     $ 10.63     
 

 

 
 

Net investment income(b)

      0.05       0.10       0.17       0.28       0.05     
 

Net realized and unrealized gain (loss)

      (0.24 )       0.10       (0.65 )       (0.06 )       0.41     
 

 

 
 

Total from investment operations

      (0.19 )       0.20       (0.48 )       0.22       0.46     
 

 

 
 

Distributions to shareholders from net investment income

      (0.31 )       (0.02 )             (0.18 )       (0.09)    
 

Distributions to shareholders from net realized gains

                  (0.16 )       (0.11 )       (0.07)    
 

Distributions to shareholders from return of capital

            (0.60 )       (0.51 )       (0.45 )       –     
 

 

 
 

Total distributions

      (0.31 )       (0.62 )       (0.67 )       (0.74 )       (0.16)    
 

 

 
 

Net asset value, end of period

    $ 8.34     $ 8.84     $ 9.26     $ 10.41     $ 10.93     
 

 

 
 

Total Return(c)(d)

      (2.17 )%       2.22 %       (4.87 )%       1.79 %       4.31%    
 

 

 
 

Net assets, end of period (in 000’s)

    $   168,534     $    194,097     $   230,754     $    253,957     $   54,212     
 

Ratio of net expense to average net assets after interest expenses

      1.86 %(e)       1.84 %       1.92 %       1.70 %       1.81%(e)  
 

Ratio of net expense to average net assets before interest expenses

      1.74 %(e)       1.74 %       1.74 %       1.63 %       1.74%(e)  
 

Ratio of total expense to average net assets after interest expenses

      1.90 %(e)       1.88 %       1.97 %       1.71 %       2.61%(e)  
 

Ratio of net investment income to average net assets

      1.07 %(e)       1.12 %       1.67 %       2.49 %       1.81%(e)  
 

Portfolio turnover rate(f)

      7 %       17 %       46 %       56 %       73%    
 

 

 

 

  (a)

Commenced operations on June 29, 2021.

  (b)

Calculated based on the average shares outstanding methodology.

  (c)

Assumes investment at the NAV at the beginning of the period, reinvestment of all dividends and distributions, a complete repurchase of the investment at the NAV at the end of the period and no sales or repurchase charges (if any). Total returns would be reduced if a sales or repurchase charge was taken into account. Returns do not reflect the impact of taxes to shareholders relating to Fund distributions or the repurchase of Fund shares. Total returns for periods less than one full year are not annualized.

  (d)

Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

  (e)

Annualized.

  (f)

The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.

 

  

 

 

16    The accompanying notes are an integral part of these consolidated financial statements.


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Notes to Financial Statements

 

March 31, 2025 (Unaudited)

 

  1.  ORGANIZATION

Goldman Sachs Real Estate Diversified Income Fund (the “Fund”), is a Delaware statutory trust registered under the Investment Company Act of 1940 (the “Act”), as amended, as a diversified, closed-end management investment company and is structured as an “interval fund,” a type of fund which, in order to provide some liquidity to shareholders, makes quarterly offers to repurchase a percentage of its outstanding shares at NAV, pursuant to Rule 23c-3 under the Act. The Fund was organized as a Delaware statutory trust on December 2, 2019. The Fund offers six classes of shares: Class A, Class C, Class I, Class L, Class W, and Class P Shares.

Class A and Class L Shares are sold with front-end sales charges of up to 5.75% and 4.25%, respectively. Class C Shares are sold with a contingent deferred sales charge (“CDSC”) of 1.00% which is imposed on repurchases made within 12 months of purchase. In addition, purchases of Class A Shares of $1 million or more may be subject to a maximum CDSC of 1.00% which is imposed on repurchases made within 18 months of purchase. Class I, Class W, and Class P Shares are not subject to a sales charge.

Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman Sachs & Co. LLC, serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Fund.

 

  2.  SIGNIFICANT ACCOUNTING POLICIES

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and require management to make estimates and assumptions that may affect the reported amounts and disclosures. Actual results may differ from those estimates and assumptions. The Fund is an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies.

A. Basis of Consolidation for the Fund — DIF Investments LLC, DIF Investments II LLC, and DIF Investments III LLC (each a “Subsidiary” and collectively, the “Subsidiaries”), limited liability companies, were incorporated on February 3, 2020, March 12, 2020, and June 30, 2021, respectively, and are currently wholly-owned subsidiaries of the Fund. The Subsidiaries act as investment vehicles for the Fund to enable the Fund to gain exposure to certain types of private real estate investments. Under the Amended and Restated Limited Liability Company Agreement of each Subsidiary, shares issued by the Subsidiary confer upon its member the right to participate in the profits or assets of the Subsidiary. All inter-fund balances and transactions have been eliminated in consolidation. As of March 31, 2025, the Fund’s net assets were $341,287,910, of which, $94,312,271, or 28%, are represented by DIF Investments LLC’s net assets; $143,742,461, or 42%, are represented by DIF Investments II LLC’s net assets; and $2,437,175, or 1%, are represented by DIF Investments III LLC’s net assets.

B. Investment Valuation — The Fund’s valuation policy is to value investments at fair value.

C. Investment Income and Investments — Investment income includes interest income, dividend income, and securities lending income, if any. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Non-cash dividends, if any, are recorded at the fair market value of the securities received. Investment transactions are reflected on trade date with the exception of capital calls, which are recorded on due date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Distributions received from the Fund’s investments in United States (“U.S.”) real estate investment trusts (“REITs”) may be characterized as ordinary income, net capital gain and/or a return of capital. A return of capital is recorded by the Fund as a reduction to the cost basis of the REIT.

The amounts shown in the accompanying financial statements include adjustments in accordance with accounting principles generally accepted in the United States of America and known through the date of issuance of these financial statements. As such, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transaction.

D. Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), if any, and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund. Expenses which may not specifically relate to the Fund, may be shared with other registered investment companies having management agreements with GSAM or its affiliates, as appropriate. These expenses are allocated to the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses and are accrued daily. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution, Service and Transfer Agency fees.

 

  

 

 

  17


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Notes to Financial Statements (continued)

 

March 31, 2025 (Unaudited)

 

  2.  SIGNIFICANT ACCOUNTING POLICIES (continued)

E. Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date.

The Fund currently intends to make regular quarterly cash distributions of all or a portion of its net investment income to shareholders. The Fund will pay shareholders at least annually all or substantially all of its net investment income after the payment of interest, fees or dividends, if any, owed with respect to any forms of leverage used by the Fund. The Fund intends to pay any capital gains distributions at least annually. In order to permit the Fund to maintain more stable quarterly distributions, the distributions paid by the Fund may be more or less than the amount of net distributable earnings actually earned by the Fund. These distributions could include a return of a shareholder’s invested capital which would reduce the Fund’s NAV. The Fund estimates that only a portion of the distributions paid to shareholders will be treated as dividend income. The remaining portion of the Fund’s distribution, which may be significant, is expected to be a return of capital. These estimates are based on the Fund’s operating results during the period, and their final federal income tax characterization that may differ. The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying consolidated financial statements as either from distributable earnings or capital.

 

  3.  INVESTMENTS AND FAIR VALUE MEASUREMENTS

U.S. GAAP defines the fair value of a financial instrument as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price); the Fund’s policy is to use the market approach. GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest level input that is significant to the fair value measurement in its entirety. The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2 — Quoted prices in markets that are not active or financial instruments for which significant inputs are observable (including, but not limited to, quoted prices for similar investments, interest rates, foreign exchange rates, volatility and credit spreads), either directly or indirectly;

Level 3 — Prices or valuations that require significant unobservable inputs (including GSAM’s assumptions in determining fair value measurement).

The Board of Trustees (“Trustees”) has approved Valuation Procedures that govern the valuation of the portfolio investments held by the Fund, including investments for which market quotations are not readily available. With respect to the Fund’s investments that do not have readily available market quotations, the Trustees have designated GSAM as the valuation designee to perform fair valuations pursuant to Rule 2a-5 under the Investment Company Act of 1940 (the “Valuation Designee”). GSAM has day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation of the Fund’s investments. To assess the continuing appropriateness of pricing sources and methodologies, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Valuation Procedures.

A. Level 1 and Level 2 Fair Value Investments — The valuation techniques and significant inputs used in determining the fair values for investments classified as Level 1 and Level 2 are as follows:

Equity Securities — Equity securities traded on a United States (“U.S.”) securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price

 

  

 

 

18  


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

 

  3.  INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

is believed by GSAM to not represent fair value, equity securities will be valued at the valid closing bid price for long positions and at the valid closing ask price for short positions (i.e. where there is sufficient volume, during normal exchange trading hours). If no valid bid/ask price is available, the equity security will be valued pursuant to the Valuation Procedures and consistent with applicable regulatory guidance. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2. Certain equity securities containing unique attributes may be classified as Level 2.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price for long positions or the last ask price for short positions, and are generally classified as Level 2.

Money Market Funds — Investments in the Goldman Sachs Financial Square Government Fund (“Underlying Money Market Fund”) are valued at the NAV per share on the day of valuation. These investments are generally classified as Level 1 of the fair value hierarchy. For information regarding an Underlying Money Market Fund’s accounting policies and investment holdings, please see the Underlying Money Market Fund’s shareholder report.

B. Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under the Valuation Procedures. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. To the extent investments are valued using single source broker quotations obtained directly from the broker or passed through from third party pricing vendors, such investments are classified as Level 3 investments.

C. Other Fair Valuation Investments — Prices or valuations that require significant unobservable inputs (including assumptions in determining fair value measurement).

The fair valuation technique depends on the investment characteristics and the availability of observable inputs. Investments are classified within the level of the lowest significant input considered in determining fair value. GSAM uses NAV as its measure of fair values for investments in LP/LLC interests when (i) the investment does not have a readily determinable fair value and (ii) the NAV of the investment is calculated in a manner consistent with the measurement principles of investment company accounting, including measurement of the underlying investments at fair value. In evaluating the level at which the investments have been classified, GSAM has assessed factors including, but not limited to, price transparency. An investment in LP/LLC interests using NAV as its measure of fair value is excluded from the fair value hierarchy.

The fair value technique and type of valuation input varies by investment type as follows:

Private REITs — Private Real Estate Investment Trusts (“Private REITs”) report their investment assets at fair value, and typically report a NAV per share on a calendar quarter basis. In accordance with Accounting Standards Codification (“ASC”) 820-10, the Fund has elected to apply the practical expedient methodology and to value its investments in Private REITs at their respective NAVs typically at each quarter. To determine the NAV of the Fund with respect to investments in Private REITs, GSAM relies on information that it receives periodically from the Private REITs, adjusted on a daily basis, based on a change in a relevant proxy that GSAM has deemed to be representative of the market.

Private Investment Funds — Private investment funds (“Private Investment Funds”) measure their investment assets at fair value, and typically report a NAV per share on a calendar quarterly basis. In accordance with ASC 820-10, the Fund has elected to apply the practical expedient methodology and to value its investments in Private Investment Funds at their respective NAVs typically at each quarter. To determine the NAV of the Fund with respect to investments in Private Investment Funds, GSAM relies on information that it receives periodically from the Private Investment Funds, adjusted on a daily basis, based on a change in a relevant proxy that GSAM has deemed to be representative of the market.

The amounts shown in the accompanying financial statements include adjustments in accordance with accounting principles generally accepted in the United States of America and known through the date of issuance of these financial statements. As such, the net asset values for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

 

  

 

 

  19


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Notes to Financial Statements (continued)

 

March 31, 2025 (Unaudited)

 

  3.  INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

D. Fair Value Hierarchy — The following is a summary of the Fund’s investments classified in the fair value hierarchy as of March 31, 2025:

REAL ESTATE DIVERSIFIED INCOME FUND

 

Investment Type    Level 1        Level 2        Level 3        Total  

 

 

Assets

                 

Common Stock and/or Other Equity Investments(a)

                 

  North America

   $ 83,729,362        $ 10,073,201        $        $ 93,802,563   

Investment Company

     6,059,639                            6,059,639   

 

 

Subtotal

   $   89,789,001        $   10,073,201        $     —        $ 99,862,202   

 

 

Investments measured at NAV

                    239,049,180   

 

 

Total

                  $   338,911,382   

 

 

 

  (a) 

Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table.

 

  4.  AGREEMENTS AND AFFILIATED TRANSACTIONS

A. Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of 1.25% of the Fund’s average daily net assets. For the six months ended March 31, 2025, the effective net management rate was 1.25% of the Fund’s average daily net assets.

The Fund invests in Institutional Shares of the Underlying Money Market Fund, which is an affiliated underlying fund. GSAM has agreed to waive a portion of its management fee payable by the Fund in an amount equal to the management fee it earns as an investment adviser to the affiliated underlying fund in which the Fund invests. For the six months ended March 31, 2025, GSAM waived $4,496 of the Fund’s management fee.

B. Distribution and Service (12b-1) Plan — The Fund, on behalf of its Class A, Class C, Class L and Class W Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service Plan, Goldman Sachs & Co. LLC, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by the Distributor to authorized dealers. These fees are equal to an annual percentage rate of the average daily net assets attributable to Class A, Class C, Class L and Class W Shares of the Fund, as set forth below:

 

Share Class   

Distribution

Services

      

Shareholder

Services

      

Maximum

Distribution-

Related and

Shareholder Services

 

 

 

Class A

     0.25%          0.25%          0.25%    

Class C

     0.75%          0.25%          1.00%    

Class L

     0.25%          0.25%          0.50%    

Class W

     0.25%          0.25%          0.25%    

 

 

C. Distribution Agreement — Goldman Sachs, as Distributor of the shares of the Fund pursuant to a Distribution Agreement, may retain a portion of the Class A and Class L Shares’ front end sales charge and Class A and Class C Shares’ CDSC. During the six months ended March 31, 2025, Goldman Sachs retained $0 and $0 for Class A and Class L Shares, respectively, and did not retain any portion of the CDSC for Class A or Class C Shares.

 

  

 

 

20  


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

 

  4.  AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

D. Transfer Agency Agreement — Goldman Sachs also serves as the transfer agent of the Fund for a fee pursuant to the Transfer Agency Agreement. The fees charged for such transfer agency and dividend disbursing services are accrued daily and paid monthly at an annual rate of 0.14% of the Fund’s average daily net assets.

E. Other Expense Agreements and Affiliated Transactions — GSAM has agreed to reduce or limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, distribution and service fees, as applicable, taxes, interest, credit facility commitment fees, brokerage fees, expenses of shareholder meetings, litigation and indemnification and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.354%. This Other Expense limitation will remain in place through at least January 28, 2026, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. In addition, the Fund has entered into certain offset arrangements with the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above. Such Other Expense reimbursements, if any, are accrued daily and paid monthly and are disclosed in the Consolidated Statement of Operations.

Goldman Sachs may voluntarily waive a portion of any payments under the Fund’s Distribution and Service Plan and Transfer Agency Agreement, and these waivers are in addition to what is stipulated in any contractual fee waiver arrangements (as applicable). These temporary waivers may be modified or terminated at any time at the option of Goldman Sachs without shareholder approval.

For the six months ended March 31, 2025, these expense reductions, including any fee waivers and Other Expense reimbursements, were as follows:

 

Fund   

Management

Fee Waiver

      

Other Expense

Reimbursements

      

Total Expense

Reductions

 

 

 

Real Estate Diversified Income Fund

   $  4,496        $  65,049        $  69,545  

 

 

F. Other Transactions with Affiliates — For the six months ended March 31, 2025, Goldman Sachs did not earn any brokerage commissions from portfolio transactions, on behalf of the Fund.

The following table provides information about the Fund’s investments in the Underlying Fund as of and for the six months ended March 31, 2025:

 

  Underlying Fund  

Beginning value

as of September

30, 2024  

  Purchases at Cost   Proceeds from Sales   

Ending value as of

March 31, 2025

    

Shares as of March

31, 2025

   Dividend Income  

 

 

Goldman Sachs Financial Square Government Fund - Institutional Shares

 

  $ 14,195,121   $   74,654,867     $    (82,790,349)    $   6,059,639      6,059,639    $   109,032  

 

 

G. Financing Agreements — The Fund has entered into secured revolving bank line of credit facilities (each a “Credit Facility” and collectively the “Credit Facilities”) with major U.S. financial institutions for the purpose of investment purchases subject to the limitations of the Act for borrowings. The current Credit Facilities provide for borrowings in an aggregate amount up to $95,000,000 for the Fund. Borrowings under the Credit Facilities, which are secured by certain assets of the Fund, bear interest. The interest rates are based on variable rates (i.e., the Secured Overnight Financing Rate (“SOFR”)) plus market spreads. The Fund currently pays unused commitment fees of 0.20%—0.75% per annum. Interest is accrued daily and paid quarterly. The Fund had an average outstanding balance and weighted average annual interest rate for the period of $10,000,000 and 5.49%, respectively. As of March 31, 2025, there were no outstanding borrowings under the Credit Facilities.

 

  5.  PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended March 31, 2025, were $24,903,500 and $74,653,445, respectively.

 

  

 

 

  21


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Notes to Financial Statements (continued)

 

March 31, 2025 (Unaudited)

 

  6.  TAX INFORMATION

As of the Fund’s most recent fiscal year end, September 30, 2024, the Funds’ capital loss carryforwards and certain timing differences on a tax basis were as follows:

 

    

Real Estate

Diversified

Income Fund

 

 

Capital loss carryforwards:

  

 Perpetual Short-Term

   $  (3,683,070)   

 Perpetual Long-Term

     (482,137)   

 

 

Total capital loss carryforwards

     (4,165,207)   

 

 

Timing differences — (Late Year Ordinary Loss Deferral/Post October Capital Loss Deferral)

     (3,114,544)   

 

 

As of March 31, 2025, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

    

Real Estate Diversified

Income Fund

 

 

 

Tax Cost

   $ 353,417,055    

 

 

Gross unrealized gain

     54,704,112    

Gross unrealized loss

     (69,209,785)   

 

 

Net unrealized gain (loss)

   $ (14,505,673)   

 

 

The difference between GAAP-basis and tax basis unrealized gains (losses) is attributable primarily to wash sales and differences in the tax treatment of partnership investments.

GSAM has reviewed the Fund’s tax positions for all open tax years (the current and prior three years, as applicable) and has concluded that no provision for income tax is required in the Fund’s consolidated financial statements other than for DIF Investments III LLC. Such open tax years remain subject to examination and adjustment by tax authorities.

 

  7.  REPURCHASE OFFERS

The Fund has adopted the following fundamental policies, which cannot be changed without the vote of a majority of Fund shareholders, in order to repurchase its Shares:

 

 

On a quarterly basis, in the months of March, June, September and December, the Fund will make an offer to repurchase a designated percentage of the outstanding shares from shareholders (a “Repurchase Offer”), pursuant to Rule 23c-3 under the Act, as it may be amended from time to time.

 

 

The Fund will repurchase only shares that are tendered by the deadline for such repurchase request (“Repurchase Request Deadline”). The Board will establish the Repurchase Request Deadline for each Repurchase Offer, but such date may be revised by the Fund’s officers, in their sole discretion, based on factors such as market conditions, the level of the Fund’s assets and shareholder servicing considerations provided that the Board is notified of this change and the reasons for it.

 

 

There will be a maximum 14 calendar day period (or the next business day if the 14th calendar day is not a business day) between the Repurchase Request Deadline and the day on which shares eligible for repurchase are priced.

The Fund may also make discretionary repurchase offers in addition to the quarterly Repurchase Offer period once every two years.

 

  

 

 

22  


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

 

7.  REPURCHASE OFFERS (continued)

Repurchase Offer Amounts. Each quarter, the Fund’s Board, in its sole discretion, will determine the number of shares that the Fund will offer to repurchase (the “Repurchase Offer Amount”) for a particular Repurchase Offer. The Repurchase Offer Amount will be at least 5% but not more than 25% of the total number of shares outstanding on the Repurchase Request Deadline. In connection with any given Repurchase Offer, it is possible that the Fund may offer to repurchase only the minimum amount of 5% of its outstanding Shares on the Repurchase Request Deadline. If shareholders tender more than the Repurchase Offer Amount for a particular Repurchase Offer, the Board may determine to increase the Repurchase Offer Amount by up to an additional 2% of the Shares outstanding on the Repurchase Request Deadline.

During the six months ended March 31, 2025, the Fund completed two quarterly repurchase offers. In these offers, the Fund offered to repurchase up to 5% of the number of its outstanding shares (up to 7% at the discretion of the officers of the Fund) for the repurchase offer commencing on September 18, 2024 and up to 7% of the number of its outstanding shares (up to 9% at the discretion of the officers of the Fund) for the repurchase offer commencing on December 18, 2024, each as of the Repurchase Pricing Dates. The result of those repurchase offers were as follows:

 

     Repurchase Offer #1      Repurchase Offer #2  
 Commencement Date    September 18, 2024      December 18, 2024  

 Repurchase Request Deadline

     October 16, 2024        January 15, 2025  

 Repurchase Pricing Date

     October 16, 2024        January 15, 2025  

 Shares Tendered for Repurchase

     5,397,748        5,867,125  

 Shares Repurchased

     2,259,717        3,064,182  

 

8. UNFUNDED COMMITMENTS

As of March 31, 2025, the Fund had no unfunded commitments other than the unfunded commitments for investments currently held as of the reporting date that are disclosed in the Consolidated Schedule of Investments footnote disclosures.

 

9. OTHER RISKS

The Fund’s risks include, but are not limited to, the following:

Credit/Default Risk — An issuer or guarantor of a security held by the Fund, or a bank or other financial institution that has entered into a repurchase agreement with the Fund, may default on its obligation to pay interest and repay principal or default on any other obligation. Additionally, the credit quality of securities may deteriorate rapidly, which may impair the Fund’s liquidity and cause significant deterioration in NAV.

Dividend-Paying Investments Risk — The Fund’s investments in dividend-paying securities could cause the Fund to underperform other funds. Securities that pay dividends, as a group, can fall out of favor with the market, causing such securities to underperform securities that do not pay dividends. Depending upon market conditions and political and legislative responses to such conditions, dividend-paying securities that meet the Fund’s investment criteria may not be widely available and/or may be highly concentrated in only a few market sectors. In addition, issuers that have paid regular dividends or distributions to shareholders may not continue to do so at the same level or at all in the future. This may limit the ability of the Fund to produce current income.

Industry Concentration Risk — The Fund concentrates its investments in the real estate industry, which has historically experienced substantial price volatility. Concentrating Fund investments in a limited number of issuers conducting business in the same industry or group of industries will subject the Fund to a greater risk of loss as a result of adverse economic, business, political, environmental or other developments than if their investments were diversified across different industries. The value of companies engaged in the real estate industry is affected by, among others, (i) changes in general economic and market conditions; (ii) changes in the value of (or income generated by) real estate properties; (iii) risks related to local economic conditions, overbuilding and increased competition; (iv) increases in property taxes and operating expenses; (v) changes in zoning laws; (vi) casualty and condemnation losses; (vii) variations in rental income, neighborhood values or the appeal of property to tenants; (viii) changes in the availability or terms of mortgages and other financing that may render the sale or refinancing of properties difficult or unattractive; (ix) fluctuations in occupancy levels and demand for properties or real estate-related services; and (x) changes in interest rates and leverage. There are also special risks associated with particular sub-industries, or real estate operations generally.

 

  

 

 

  23


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Notes to Financial Statements (continued)

 

March 31, 2025 (Unaudited)

 

9.  OTHER RISKS (continued)

Investments in Other Investment Companies Risk — As a shareholder of another investment company, the Fund will indirectly bear its proportionate share of any net management fees and other expenses paid by such other investment companies, in addition to the fees and expenses regularly borne by the Fund. In addition, the Fund will be affected by the investment policies, practices and performance of such investment companies in direct proportion to the amount of assets the Fund invests therein.

Leverage Risk — The Fund may use leverage to seek to achieve its investment objectives. The use of leverage creates an opportunity for increased net investment income dividends, but also creates risks for the investors. There is no assurance that the Fund’s intended leveraging strategy will be successful. Leverage involves risks and special considerations, including the likelihood of greater volatility of NAV, market price and dividend rate than a comparable portfolio without leverage; the risk that fluctuations in interest rates on borrowings and short-term debt or in the interest or dividend rates on any leverage that the Fund must pay will reduce the Fund’s return; the effect of leverage in a declining market, which is likely to cause a greater decline in the NAV than if the Fund were not leveraged, which may result in a greater decline in the market price; and that leverage may increase operating costs, which may reduce total return.

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value.

Market and Credit Risks — In the normal course of business, the Fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk). The value of the securities in which the Fund invests may go up or down in response to the prospects of individual companies, particular sectors or governments and/ or general economic conditions throughout the world due to increasingly interconnected global economies and financial markets. Events such as war, military conflict, geopolitical disputes, acts of terrorism, social or political unrest, natural disasters, recessions, inflation, rapid interest rate changes, supply chain disruptions, tariffs and other restrictions on trade, sanctions or the spread of infectious illness or other public health threats, or the threat or potential of one or more such events and developments, could also significantly impact the Fund and its investments. The Fund may utilize leverage, which magnifies the market risk.

Additionally, the Fund may also be exposed to credit risk in the event that an issuer or guarantor fails to perform or that an institution or entity with which the Fund has unsettled or open transactions defaults.

Private Real Estate Investment Funds Risk — The Fund’s performance depends in part upon the performance of the applicable private real estate investment fund managers and selected strategies, the adherence by such private real estate investment fund managers to such selected strategies, the instruments used by such private real estate investment fund managers and GSAM’s ability to select private real estate investment fund managers and strategies and effectively allocate Fund assets among them. Fund shareholders will bear two layers of fees and expenses: asset-based fees and expenses at the Fund level, and asset-based fees, incentive allocations or fees and expenses at the private real estate investment fund level.

The Fund’s investments in certain private real estate investment funds may be subject to lock-up periods, during which the Fund may not withdraw its investment. Many of the Fund’s assets will be priced in the absence of a readily available market and may be priced based on determinations of fair value, which may prove to be inaccurate. The Fund, upon its redemption of all or a portion of its interest in a private real estate investment fund, may receive an in-kind distribution of securities that are illiquid or difficult to value and difficult to dispose of. Private real estate investment funds are not publicly traded and therefore are not liquid investments. Private real estate investment funds may make significant use of leverage, which has the potential to magnify losses versus funds that do not employ leverage.

Private REIT Risk — In addition to the risks described in “Private Real Estate Investment Fund Risk” and “REIT Risk,” Private REITs are typically smaller and financially less stable than Public REITs. Private REITs are unlisted, making them hard to value and trade. Moreover, private REITs generally are exempt from Securities Act registration and, as such, are not subject to the same disclosure requirements as Public REITs, which makes private REITs more difficult to evaluate from an investment perspective.

REIT Risk — Investing in REITs involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. REITs whose underlying properties are concentrated in a particular industry or geographic region are also subject to risks affecting such industries and regions. The securities of REITs involve greater risks than those associated with larger, more established companies and may be subject to more abrupt or erratic price movements because of interest rate changes, economic conditions and other factors. For example, the value of these securities may decline when interest rates rise and will also be affected by the real estate market and by the management or development of the underlying properties. The underlying properties may be subject to mortgage loans, which may also be subject to the risks of default. REITs may also fail to qualify for tax free pass-through of income or may fail to maintain their exemptions from investment company registration. Securities of such issuers may lack sufficient market liquidity to enable the Fund to effect sales at an advantageous time or without a substantial drop in price.

 

  

 

 

24  


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

 

9.  OTHER RISKS (continued)

Repurchase Offers Risk — The Fund operates as an “interval fund,” and, in order to provide some liquidity to shareholders, will make quarterly offers to repurchase a percentage of its outstanding shares at NAV, pursuant to Rule 23c-3 under the Act. The repurchase of shares by the Fund would decrease the assets of the Fund and, therefore, may have the effect of increasing the Fund’s expense ratio. Repurchase offers and the need to fund repurchase obligations may also affect the ability of the Fund to be fully invested or force the Fund to maintain a higher percentage of its assets in liquid investments, which may harm the Fund’s investment performance. In addition, the Fund may be required to sell portfolio securities (including at inopportune times) to satisfy repurchase requests, resulting in increased transaction costs that must be borne by the Fund and its shareholders. This may result in higher short-term capital gains for taxable shareholders.

If a repurchase offer is oversubscribed and the Fund determines not to repurchase additional shares beyond the repurchase offer amount, or if shareholders tender an amount of shares greater than that which the Fund is entitled to purchase, the Fund will repurchase the shares tendered on a pro rata basis, and shareholders will have to wait until the next repurchase offer to make another repurchase request. Shareholders will be subject to the risk of NAV fluctuations during that period. Thus, there is also a risk that some shareholders, in anticipation of proration, may tender more shares than they wish to have repurchased in a particular quarter, thereby increasing the likelihood that proration will occur.

 

10. INDEMNIFICATIONS

Under the Fund’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act and state law, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, GSAM believes the risk of loss under these arrangements to be remote.

 

11. OTHER MATTERS

The Fund adopted Financial Accounting Standards Board Accounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures. The Fund operates in one segment. The segment derives its revenues from Fund investments made in accordance with the defined investment strategy of the Fund, as prescribed in the Fund’s prospectus. The Chief Operating Decision Maker (“CODM”) is the Investment Adviser. The CODM monitors and actively manages the operating results of the Fund. The financial information the CODM leverages to assess the segment’s performance and to make decisions for the Fund’s single segment, is consistent with that presented within the Fund’s financial statements.

 

  

 

 

  25


GOLDMAN SACHS REAL ESTATE DIVERSIFIED INCOME FUND

Consolidated Notes to Financial Statements (continued)

 

March 31, 2025 (Unaudited)

 

12. SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

     Real Estate Diversified Income Fund

 

 
    

For the Six Months Ended

March 31, 2025

(Unaudited)

   

For the Fiscal Year Ended

September 30, 2024

 
  

 

 

 
     Shares     Dollars     Shares     Dollars  
  

 

 

 

Class A Shares

        

Shares sold

          489,344     $ 3,991,381            1,119,593     $ 9,796,005  

Reinvestment of distributions

     81,153       648,104       180,603       1,545,026  

Shares repurchased

     (946,406     (7,733,969     (1,951,005     (16,815,967

 

 
     (375,909     (3,094,484     (650,809     (5,474,936

 

 

Class C Shares

        

Shares sold

     21,816       178,578       81,189       696,936  

Reinvestment of distributions

     21,946       175,515       67,775       579,554  

Shares repurchased

     (663,896     (5,418,964     (1,984,103     (17,237,504

 

 
     (620,134     (5,064,871     (1,835,139     (15,961,014

 

 

Class I Shares

        

Shares sold

     741,852       6,384,456       1,621,879       14,639,495  

Reinvestment of distributions

     70,291       594,130       151,115       1,365,294  

Shares repurchased

     (1,298,058     (11,249,490     (3,556,082     (32,225,659

 

 
     (485,915     (4,270,904     (1,783,088     (16,220,870

 

 

Class L Shares

        

Shares sold

     1,716       13,720       3,565       30,573  

Reinvestment of distributions

     6,116       48,895       13,291       113,685  

Shares repurchased

     (46,200     (379,978     (82,763     (706,027

 

 
     (38,368     (317,363     (65,907     (561,769

 

 

Class W Shares

        

Shares sold

     17,060       139,188       34,270       299,229  

Reinvestment of distributions

     37,313       304,154       84,804       738,624  

Shares repurchased

     (388,065     (3,251,550     (959,333     (8,389,743

 

 
     (333,692     (2,808,208     (840,259     (7,351,890

 

 

Class P Shares

        

Shares sold

     339,011       2,934,929       778,936       7,116,304  

Reinvestment of distributions

     446,519       3,780,826       1,103,111       9,967,192  

Shares repurchased

     (2,513,146     (21,766,669     (4,842,080     (44,008,221

 

 
     (1,727,616     (15,050,914     (2,960,033     (26,924,725

 

 

NET DECREASE IN SHARES

     (3,581,634   $   (30,606,743       (8,135,235   $   (72,495,204

 

 

 

13. SUBSEQUENT EVENTS

The Fund completed a quarterly repurchase offer on April 16, 2025, which resulted in 2,912,066 Fund Shares being repurchased for $23,760,383. There were 4,497,835 Fund Shares tendered for repurchase for this repurchase offer. Accordingly, the Fund repurchased 65% of the total number of shares tendered for repurchase.

Other than noted above, subsequent events after the Consolidated Statement of Assets and Liabilities date have been evaluated, and GSAM has concluded that there is no impact requiring adjustment or disclosure in the consolidated financial statements.

 

  

 

 

26  


 

LOGO

TRUSTEES TRUSTEES (continued) Gregory G. Weaver, Chair James A. McNamara Cheryl K. Beebe Lawrence W. Stranghoener Dwight L. Bush Kathryn A. Cassidy John G. Chou Joaquin Delgado OFFICERS Eileen H. Dowling James A. McNamara, President Lawrence Hughes Joseph F. DiMaria, Principal Financial Officer, John F. Killian Principal Accounting Officer and Treasurer Steven D. Krichmar Robert Griffith, Secretary Michael Latham GOLDMAN SACHS & CO. LLC GOLDMAN SACHS ASSET MANAGEMENT, L.P. Distributor and Transfer Agent Investment Adviser Visit our website at am.gs.com to obtain the most recent month end returns. Goldman Sachs Asset Management, L.P., 200 West Street, New York, New York 10282 Economic and market forecasts presented herein reflect our judgment as of the date of this presentation and are subject to change without notice. These forecasts do not take into account the specific investment objectives, restrictions, tax and financial situation or other needs of any specific client. Actual data will vary and may not be reflected here. These forecasts are subject to high levels of uncertainty that may affect actual performance. Accordingly, these forecasts should be viewed as merely representative of a broad range of possible outcomes. These forecasts are estimated, based on assumptions, and are subject to significant revision and may change materially as economic and market conditions change. Goldman Sachs has no obligation to provide updates or changes to these forecasts. Case studies and examples are for illustrative purposes only. The portfolio risk management process includes an effort to monitor and manage risk, but does not imply low risk. The report concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed. A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-526-7384 (for Retail Shareholders) or 1-800-621-2550 (for Institutional Shareholders); (ii) on the Fund’s website at dfinview.com/GoldmanSachs; and (iii) on the Securities and Exchange Commission (“SEC”) web site at http://www.sec.gov. The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages. The Fund will file portfolio holdings information for each month in a fiscal quarter within 60 days after the end of the relevant fiscal quarter on Form N-PORT. Portfolio holdings information for the third month of each fiscal quarter will be made available on the SEC’s web site at http://www.sec.gov. Portfolio holdings information may be obtained upon request and without charge by calling 1-800-526-7384 (for Retail Shareholders) or 1-800-621-2550 (for Institutional Shareholders). Holdings and allocations shown are as of March 31, 2025 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk. This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus or summary prospectus, if applicable. Investors should consider the Fund’s objective, risks, and charges and expenses, and read the summary prospectus, if available, and/or the prospectus carefully before investing or sending money. The summary prospectus, if available, and the prospectus contain this and other information about the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling (retail – 1-800-526-7384) (institutional –


ITEM 2.

CODE OF ETHICS.

 

  (a)

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party (the “Code of Ethics”).

 

  (b)

Not applicable.

 

  (c)

During the period covered by this report, no amendments were made to the provisions of the Code of Ethics.

 

  (d)

During the period covered by this report, the registrant did not grant any waivers, including an implicit waiver, from any provision of the Code of Ethics.

 

  (e)

Not applicable.

 

  (f)

A copy of the Code of Ethics is available as provided in Item 19(a)(1) of this report.

 

ITEM 3.

AUDIT COMMITTEE FINANCIAL EXPERT.

The registrant’s board of trustees has determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its audit committee. Michael Latham is the “audit committee financial expert” and “independent” (as each term is defined in Item 3 of Form N-CSR).

 

ITEM 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The information required by this Item is only required in an annual report on this Form N-CSR.

 

ITEM 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

 

ITEM 6.

INVESTMENTS.

Schedule of Investments is included in Item 1 of this report.

 

ITEM 7.

FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.


ITEM 8.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 9.

PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 10.

REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 11.

STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT.

Not applicable.

 

ITEM 12.

DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

The Fund has delegated the voting of portfolio securities to Goldman Sachs Asset Management L.P. (the “Investment Adviser”). For client accounts for which the Investment Adviser has voting discretion, the Investment Adviser has adopted policies and procedures (the “Proxy Voting Policy”) for the voting of proxies. Under the Proxy Voting Policy, the Investment Adviser’s guiding principles in performing proxy voting are to make decisions that favor proposals that in the Investment Adviser’s view tend to maximize a company’s shareholder value and are not influenced by conflicts of interest. To implement these guiding principles for investments in publicly-traded equities, the Investment Adviser has developed customized proxy voting guidelines (the “Guidelines”) that it generally applies when voting on behalf of client accounts. These Guidelines address a wide variety of individual topics, including, among other matters, shareholder voting rights, anti-takeover defenses, board structures, the election of directors, executive and director compensation, reorganizations, mergers, issues of corporate social responsibility and various shareholder proposals. The Guidelines embody the positions and factors the Investment Adviser generally considers important in casting proxy votes.

The Proxy Voting Policy, including the Guidelines, is reviewed periodically to ensure that it continues to be consistent with the Investment Adviser’s guiding principles.

The Investment Adviser has retained a third-party proxy voting service (“Proxy Service”), currently Institutional Shareholder Services, to assist in the implementation and administration of certain proxy voting-related functions, including, without limitation, operational, recordkeeping and reporting services. The Proxy Service also prepares a written analysis and recommendation (a “Recommendation”) of each proxy vote that reflects the Proxy Service’s application of the Guidelines to particular proxy issues. While it is the Investment Adviser’s policy generally to follow the Guidelines and Recommendations from the Proxy Service, the Investment Adviser’s portfolio management teams (“Portfolio Management Teams”) may on certain proxy votes seek approval to diverge from the Guidelines or a Recommendation by following an “override” process. Such decisions are subject to a review and approval process, including a determination that the decision is not influenced by any conflict of interest. A Portfolio Management Team that receives approval through the override process to cast a proxy vote that diverges from the Guidelines and/or a Recommendation may vote differently than other Portfolio Management Teams that did not seek to override that vote. In forming their views on particular matters, the Portfolio Management Teams are also permitted to consider applicable regional rules and practices, including codes of conduct and other guides, regarding proxy voting, in addition to the Guidelines and Recommendations. The Investment Adviser may hire other service providers to replace or supplement the Proxy Service with respect to any of the services the Investment Adviser currently receives from the Proxy Service.

The Investment Adviser conducts periodic due diligence meetings with the Proxy Service which include, but are not limited to, a review of the Proxy Service’s general organizational structure, new developments with respect to research and technology, work flow improvements and internal due diligence with respect to conflicts of interest.

From time to time, the Investment Adviser may face regulatory, compliance, legal or logistical limits with respect to voting securities that it may purchase or hold for client accounts, which can affect the Investment Adviser’s ability to vote such proxies, as well as the desirability of voting such proxies. Among other limits, federal, state and foreign regulatory restrictions or company specific ownership limits, as well as legal matters related to consolidated groups, may restrict the total percentage of an issuer’s voting securities that the Investment Adviser can hold for clients and the nature of the Investment Adviser’s voting in such securities. The Investment Adviser’s ability to vote proxies may also be affected by, among other things: (i) late receipt of meeting notices; (ii) requirements to vote proxies in person: (iii) restrictions on a foreigner’s ability to exercise votes; (iv) potential difficulties in translating the proxy; (v) requirements to provide local agents with unrestricted powers of attorney to facilitate voting instructions; and (vi) requirements that investors who exercise their voting rights surrender the right to dispose of their holdings for some specified period in proximity to the shareholder meeting.

The Investment Adviser has adopted policies and procedures designed to prevent conflicts of interest from influencing its proxy voting decisions that the Investment Adviser makes on behalf of a client account. These policies and procedures include the Investment Adviser’s use of the Guidelines and Recommendations from the Proxy Service, the override approval process previously discussed, and the establishment of information barriers between the Investment Adviser and other businesses within The Goldman Sachs Group, Inc. Notwithstanding such proxy voting policies and procedures, actual proxy voting decisions of the Investment Adviser may have the effect of benefitting the interests of other clients or businesses of other divisions or units of GS&Co. and/or its affiliates.

Voting decisions with respect to fixed income securities and the securities of privately held issuers generally will be made by the Fund’s portfolio managers based on their assessment of the particular transactions or other matters at issue.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, 2024 is available without charge on the Fund’s website at dfinview.com/GoldmanSachs and on the SEC’s website at www.sec.gov.

 

ITEM 13.

PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

  (a)

The information required by this Item is only required in an annual report on this Form N-CSR.

 

  (b)

There has been no change, as of the date of the filing of this N-CSR, to any of the portfolio managers identified in response to this item in the Registrant’s most recent annual report on Form N-CSR.

 

ITEM 14.

PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

 

ITEM 15.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.


ITEM 16.

CONTROLS AND PROCEDURES.

 

  (a)

The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934, as amended.

 

  (b)

There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

ITEM 17.

DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

The registrant did not engage in securities lending activities during the fiscal period reported on this Form N-CSR.

 

ITEM 18.

RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION.

 

  (a)

Not applicable.

 

  (b)

Not applicable.

 

ITEM 19.

EXHIBITS.

 

(a)(1)    Goldman Sachs Real Estate Diversified Income Fund’s Code of Ethics for Principal Executive and Senior Financial Officers is incorporated by reference to Exhibit 13(a)(1) of the registrant’s Form N-CSR filed on December 5, 2022.
(a)(2)    Not Applicable.
(a)(3)    Exhibit 99.CERT. Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 filed herewith.
(a)(4)    None.
(a)(5)    There was no change in the registrant’s independent public accountant for the period covered by this report.
(b)    Exhibit 99.906CERT. Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herewith.
(101)    Inline Interactive Data File - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    Goldman Sachs Real Estate Diversified Income Fund
By:     /s/ James A. McNamara
    James A. McNamara
    Principal Executive Officer
    Goldman Sachs Real Estate Diversified Income Fund
Date:     June 5, 2025

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:     /s/ James A. McNamara
    James A. McNamara
    Principal Executive Officer
    Goldman Sachs Real Estate Diversified Income Fund
Date:     June 5, 2025
By:     /s/ Joseph F. DiMaria
    Joseph F. DiMaria
    Principal Financial Officer
    Goldman Sachs Real Estate Diversified Income Fund
Date:     June 5, 2025