Investments in Unconsolidated Real Estate Affiliates

6 Months Ended

Jun. 30, 2023

Equity Method Investments and Joint Ventures [Abstract]

Investments in Unconsolidated Real Estate Affiliates

Investments in Unconsolidated Real Estate Affiliates

The Company owns interests in unconsolidated real estate investments with third parties. As of June 30, 2023 and December 31, 2022, investments in unconsolidated real estate affiliates were $384,378 and $6,514, respectively.

STORE

On February 3, 2023, the Company made an indirect investment through Ivory OSREC OS Aggregator LLC (“OS Aggregator”) in STORE Capital, LLC (“STORE”), a publicly traded REIT invested in net-lease real estate, in an all-cash, take-private transaction. The Company has elected to account for the investment using the FVO under ASC 825.

In connection with closing of the initial investment, OS Aggregator signed a Forward Interest Purchase Agreement (the “FIPA”) pursuant to which it agreed to purchase additional indirect interests in STORE such that OS Aggregator owns, in aggregate, an indirect 25% membership interest in STORE prior to the first anniversary of the closing of the initial investment, representing an aggregate additional investment of approximately $1,063,000 as of the signing date. Pursuant to the FIPA, the Company agreed to use available fundraising proceeds, subject to certain deductions for Company operations and previously committed acquisitions, to make purchases under the FIPA, although the FIPA contains no mandatory fundraising minimums directly from the Company. As a result, the Company may purchase an additional $963,080 of interests as that represents the maximum commitment by OS Aggregator as of June 30, 2023. The Company guaranteed the foregoing obligations under the FIPA, and it agreed to pay an aggregate amount equal to $500,000 if it were to divert available proceeds in violation of the FIPA or fail to pursue fundraising in good faith.

On April 7, 2023 and May 5, 2023 the Company made incremental investments in OS Aggregator of $29,600 and $54,558, respectively, under the terms of the FIPA. The Company’s additional investment did not result in a change in control and therefore, no gain or loss was recognized in the Condensed Consolidated Statement of Operations. On June 14, 2023, a capital call of $27,474 was initiated by STORE to OS Aggregator, which was fully contributed by the Company.

As of June 30, 2023, the Company owns a 27.6% interest in OS Aggregator. The initial and incremental investments made by the Company and affiliates of the Company in OS Aggregator was $1,174,659, representing 13.7% ownership percentage of interest in STORE. As of June 30, 2023, the fair value of the Company’s investment in STORE was $334,792, representing a 3.8% ownership percentage of interest in STORE.

Oak Street NL Opportunity Credit REIT E LLC

On August 12, 2022, the Company formed Oak Street NL Opportunity Credit REIT E LLC (“Fleet Farm JV”), a joint venture which the Company holds a 49.1% ownership in and accounts for under the equity method of accounting. As such the Company recorded the equity method investment in Investments in unconsolidated real estate affiliates on our Condensed Consolidated Balance Sheet. The Company’s initial contribution into the joint venture was $6,986. The joint venture acquired two properties, which are leased on a triple net basis to the tenant.

Blue Owl NL Opportunity Credit Holdings REIT LLC

On June 5, 2023, the Company formed Blue Owl NL Opportunity Credit Holdings REIT LLC (“Tenneco JV”), a joint venture which the Company holds a 50.9% ownership in and accounts for under the equity method of accounting. As such the Company recorded the equity method investment in Investments in unconsolidated real estate affiliates on our Condensed Consolidated Balance Sheet. The Company has elected to account for the investment using the FVO under ASC 825. The Company’s initial contribution into the joint venture was $41,738. The joint venture acquired four properties, which are leased on a triple net basis to the tenant.