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Investments in Unconsolidated Real Estate Affiliates
 3 Months Ended
Mar. 31, 2024
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 March 31, 2024 and December 31, 2023, investments in unconsolidated real estate affiliates were $1,533,116 and $705,628, respectively.
STORE
On February 3, 2023, the Company made an indirect investment through Ivory OSREC OS Aggregator LLC (“OS Aggregator”) in 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. 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 February 6, 2024, subsidiaries of the Company entered into promissory notes with SuNNNy Days, LLC, an affiliate of GIC, to borrow $287,844 (the “FIPA Loan”) in exchange for assignment of ownership of the remaining units OS Aggregator was required to purchase under the FIPA. Such assignment resulted in OS Aggregator reaching an indirect 25% membership interest in STORE, and meeting the obligations of the FIPA. The FIPA Loan has an interest rate of 9.0% and a term of 18 months, with a maturity date of August 1, 2025. In March 2024, the Company repaid $134,450 of the FIPA Loan through the use of proceeds from the issuance of common shares. The remaining outstanding balance of $153,394 is included within Other borrowings in the Company’s Condensed Consolidated Balance Sheets.
During the three months ended March 31, 2024, the Company made incremental investments in OS Aggregator under the terms of the FIPA of $488,075, excluding the investments made using proceeds from the FIPA loan. During the three months ended March 31, 2024, the Company contributed an additional $37,500 to fund capital calls initiated by STORE to OS Aggregator. Additionally, OS Aggregator made distributions of $35,325 for the three months ended March 31, 2024, of which the Company received $18,514.
As of March 31, 2024, the Company owns a 63.8% interest in OS Aggregator. The initial and incremental investments made by the Company and affiliates of the Company in OS Aggregator were $2,350,407, representing 25.0% ownership percentage of interest in STORE. As of March 31, 2024, the fair value of the Company’s investment in STORE was $1,502,886, representing a 16.0% ownership percentage of interest in STORE.
The Company has determined that STORE is considered a significant subsidiary under SEC Regulation S-X Rule 10-01(b) as of March 31, 2024.
The following table provides summarized income statement information of STORE for the three months ended March 31, 2024 and March 31, 2023 (amounts in thousands):
Three Months Ended
March 31, 2024March 31, 2023
Total revenue$269,859 $163,832 
Net income $178,743 $102,697 
The following table details the Company’s investments in unconsolidated real estate affiliates:
Carrying Amount of InvestmentORENT's Share of Unconsolidated Entities' Income
InvestmentOwnership PercentageMarch 31, 2024December 31, 2023March 31, 2024March 31, 2023
STORE Capital LLC (1)
16.0 %$1,502,886 $675,944 $32,037 $3,679 
Blue Owl NL Opportunity Credit REIT E LLC ("Fleet Farm JV") (2)
49.1 %6,081 6,058 141 (85)
Blue Owl NL Opportunity Credit Holdings REIT LLC ("Tenneco JV") (3)
50.9 %24,149 23,626 1,122 — 
Total$1,533,116 $705,628 $33,300 $3,594 
(1)    The Company’s share of STORE’s net income includes our portion of STORE’s income and unrealized gains/losses based on our varying ownership percentage, which increased throughout the period, as well as our pro-rata share of OS Aggregator’s expenses.
(2) 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. 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. On September 18, 2023, Fleet Farm JV
changed its legal name to Blue Owl NL Opportunity Credit REIT E LLC pursuant to a certificate of amendment to its Certificate of Formation filed with the Secretary of State of Delaware on September 18, 2023.
(3)    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. 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. In July 2023, the Company contributed an additional $9,467 into the joint venture. The additional capital contributed pro rata by each partner was used to acquire two additional properties, which are leased on a triple net basis to the tenant. The Company received return of capital distributions of $999 and $30,487 in September and November 2023, respectively, primarily funded by a mortgage loan entered into by wholly owned subsidiaries of the Tenneco JV for its six assets in November 2023.