| PREDEX | |
| SCHEDULE OF INVESTMENTS | |
| June 30, 2024 (Unaudited) | |
| Shares | Value (Note 2) | |
| REAL ESTATE INVESTMENT FUNDS (107.8%) | ||
| Private Investment Funds (1)(2) (107.8%) | ||
| 5,332 | AEW Core Property (U.S.), LP | $ 5,583,643 |
| 40 | ARA Core Property Fund, LP | 4,861,599 |
| 36,901 | Barings Core Property Fund LP | 4,138,396 |
| 28,964 | BGO Daily Value Fund, LP | 354,503 |
| 2,208 | BGO Diversified US Property Fund LP | 5,316,430 |
| n/a | BlackRock US Core Property Fund, LP | 5,418,862 |
| 4,509,744 | CBRE U.S. Core Partners, LP | 7,202,284 |
| 4,030 | Clarion Lion Properties Fund, LP | 5,952,520 |
| n/a | GWL US Property Fund LP | 4,836,078 |
| 27 | Invesco Core Real Estate - U.S.A., LP | 4,921,077 |
| 1,954 | Invesco U.S. Income Fund, LP | 2,921,972 |
| 1,861 | Lion Industrial Trust | 6,735,051 |
| 299 | Prime Property Fund, LLC | 5,832,967 |
| 211,396 | Principal Enhanced Property Fund, LP | 2,704,937 |
| 2,343 | PRISA LP | 4,592,322 |
| 1,867 | Prologis Targeted U.S. Logistics Fund, LP | 5,130,991 |
| 39,721 | RREEF America II LP | 5,051,139 |
| 22,726 | RREEF Core Plus Industrial Fund LP | 4,894,503 |
| 57 | Sentinel Real Estate Fund, LP | 5,989,207 |
| 3,366 | Smart Markets Fund, LP | 5,736,561 |
| 4,263 | TA Realty Core Property Fund, LP | 5,406,176 |
| 546 | Trumbull Property Fund LP | 4,789,840 |
| n/a | US Government Building Fund | 5,744,571 |
| Total Private Investment Funds (Cost $109,373,948) | 114,115,629 | |
| SHORT-TERM INVESTMENTS (3) (1.2%) | ||
| 1,200,458 | Dreyfus Treasury Obligations Cash Management, Institutional Shares, 5.18% | 1,200,458 |
| 108,431 | Fidelity Investments Money Market Government Portfolio, Class I, 5.21% (1) | 108,431 |
| TOTAL SHORT-TERM INVESTMENTS (Cost $1,308,889) | 1,308,889 | |
| TOTAL INVESTMENTS (109.0%) (Cost $110,682,837) | 115,424,518 | |
| LIABILITIES IN EXCESS OF OTHER ASSETS (-9.0%) | (9,549,280) | |
| NET ASSETS (100.0%) | $105,875,238 |
(1) Pledged as collateral for borrowings under a line of credit.
(2) Securities have not been registered under the of Securities Act of 1933 and are subject to restrictions on resale.
(3) Money market funds; interest rate reflects seven-day effective yield on June 30, 2024.
| 1 |
| PREDEX | |
| SCHEDULE OF INVESTMENTS (Continued) | |
| June 30, 2024 (Unaudited) | |
Additional Information on Investments in Real Estate Investment Funds:
| Real Estate Investment Funds | Redemption Frequency | Unfunded Commitments | ||
| AEW Core Property (U.S.), LP | Quarterly | - | ||
| ARA Core Property Fund, LP | Quarterly | - | ||
| Barings Core Property Fund LP | Quarterly | - | ||
| BGO Daily Value Fund, LP | Daily | - | ||
| BGO Diversified US Property Fund LP | Quarterly | - | ||
| BlackRock US Core Property Fund, LP | Quarterly | - | ||
| CBRE U.S. Core Partners, LP | Quarterly | - | ||
| Clarion Lion Properties Fund, LP | Quarterly | - | ||
| GWL U.S. Property Fund LP | Quarterly | - | ||
| Invesco Core Real Estate - U.S.A., LP | Quarterly | - | ||
| Invesco U.S. Income Fund, LP | Quarterly | - | ||
| Lion Industrial Trust | Quarterly | - | ||
| Prime Property Fund, LLC | Quarterly | - | ||
| Principal Enhanced Property Fund, LP | Quarterly | - | ||
| PRISA LP | Quarterly | - | ||
| Prologis Targeted U.S. Logistics Fund, LP | Quarterly | - | ||
| RREEF America II LP | Quarterly | - | ||
| RREEF Core Plus Industrial Fund LP | Quarterly | - | ||
| Sentinel Real Estate Fund, LP | Daily | - | ||
| Smart Markets Fund, LP | Quarterly | - | ||
| TA Realty Core Property Fund, LP | Quarterly | - | ||
| Trumbull Property Fund LP | Quarterly | - | ||
| US Government Building Fund | Quarterly | - | ||
As of June 30, 2024, the Fund did not have any unfunded commitment amounts which had not yet been called for investment. While redemptions can be requested at the frequency listed in the above table, there is no guarantee the Fund will be paid all or any of a redemption amount at the time requested. Each of the above investment funds can suspend redemptions if the general partner or its respective Board deems it in the best interest of its shareholders.
| 2 |
| PREDEX | |
| NOTES TO SCHEDULE OF INVESTMENTS | |
| June 30, 2024 (Unaudited) | |
(1) ORGANIZATION
PREDEX (the "Fund") is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a closed-end management investment company. The Fund is non-diversified, engages in a continuous offering of shares and operates as an interval fund that offers to make quarterly repurchases of shares at net asset value. The primary investment objective of the Fund is to seek consistent current income while secondarily seeking long-term capital appreciation with moderate volatility. The Fund is a “fund of funds”, in that the Fund will generally invest in other investment funds.
The Fund was organized as a statutory trust on February 5, 2013 under the laws of the State of Delaware. On August 1, 2022, Union Square Capital Partners, LLC commenced service as the Fund's investment advisor (the "Advisor"). PREDEX Capital Management, LLC (the “Prior Advisor”) previously served as the investment advisor since the Fund’s inception.
The Fund currently offers Class I, Class T, and Class W shares. The Fund commenced operations July 1, 2016 with a single class of shares which was renamed Class I on March 1, 2018. Class T and Class W shares commenced operations on March 1, 2018. Class T shares are offered at net asset value plus a maximum sales charge of 4.25%. Class I and Class W shares are offered at net asset value. Each class represents an interest in the same assets of the Fund and classes are identical except for differences in their sales charge structures and ongoing service and distribution charges. All classes of shares have equal voting privileges except that each class has exclusive voting rights with respect to its service and/or distribution plans. The Fund’s income, expenses (other than class specific distribution fees), and realized and unrealized gains and losses are allocated proportionately each day based upon the relative net assets of each class.
In June 2024 the Board of Trustees and shareholders representing a majority of shares approved a reorganization of the Fund with and into USQ Core Real Estate Fund. See Note 3 for more information.
(2) SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed by the Fund in preparation of this schedule. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 946 “Financial Services Investment Companies” including FASB Accounting Standard Update ASU 2013-08.
Security Valuation – The Board of Trustees (the “Board”) has adopted procedures pursuant to which the Fund will value its portfolio investments (the “Valuation Procedures”). In accordance with the Valuation Procedures, the Fund’s securities for which market quotations are readily available are valued at market value. Other securities are valued at fair value as determined in good faith pursuant to Rule 2a-5 under the 1940 Act. As permitted by Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the Fund’s valuation designee to perform fair value determinations relating to all portfolio investments. The Fund uses fair valuation procedures to value a substantial portion of its assets. The Fund uses the fair value of a security to calculate its net asset value (“NAV”) when, for example (1) a portfolio security is not traded in a public market or the principal market in which the security trades is closed; (2) trading in a portfolio security is suspended and not resumed prior to the normal market close; (3) a portfolio security is not traded in significant volume for a substantial period; or (4) the Advisor determines that the quotation or price for a portfolio security provided by a broker-dealer or independent pricing service is inaccurate.
Valuation of Private Investment Funds – The Fund invests a significant portion of its assets in Private Investment Funds (each a “Private Fund”, and collectively, the “Private Funds”). The Private Funds measure their real estate investments at fair value, which is equivalent to investment company reporting, and report a NAV per share on typically a calendar quarter basis. Each day the Fund estimates the fair value of each Private Fund by adjusting the most recent NAV for each Private Fund by the change in a proprietary benchmark, based upon publicly available data that is not internally developed, that the
| 3 |
| PREDEX | |
| NOTES TO SCHEDULE OF INVESTMENTS (Continued) | |
| June 30, 2024 (Unaudited) | |
Fund has deemed to be representative of the entire Private Fund market. Further refinement may be made to the fair value of a Private Fund which either provides insight into its daily valuation or demonstrates persistently different performance. If an underlying fund manager reports the NAV per share (or its equivalent) to the Fund on a daily basis, then that unadjusted NAV per share is used to value the investment. Use of a NAV per share is commonly used as an acceptable valuation technique for investments in private investment companies, and is referred to as the "practical expedient" by ASC 820 Fair Value Measurement.
Commencing March 31, 2024, the Fund has elected to more broadly apply the practical expedient to value its investments in all Private Funds at their respective NAV per share (or its equivalent) for financial statement reporting purposes at each quarter-end.
Fair Value Process – The “fair value” of securities may be difficult to determine and thus judgment plays a greater role in the valuation process. The fair valuation methodology may include or consider the following guidelines, as appropriate: (1) evaluation of all relevant factors, including but not limited to, pricing history, current market level, supply and demand of the respective security; (2) comparison to the values and current pricing of securities that have comparable characteristics; (3) knowledge of historical market information with respect to the security; (4) other factors relevant to the security which would include, but not be limited to, duration, yield, fundamental analytical data, and credit quality.
The values assigned to fair valued investments will be based on available information and will not necessarily represent amounts that might ultimately be realized, since such amounts depend on future developments inherent in long-term investments. Changes in the fair valuation of portfolio securities may be less frequent and of greater magnitude than changes in the price of portfolio securities valued at their last sale price, by an independent pricing service, or based on market quotations. Imprecision in estimating fair value can also impact the amount of unrealized appreciation or depreciation recorded for a particular portfolio security and differences in the assumptions used could result in a different determination of fair value, and those differences could be material.
The Fund utilizes various methods to measure the fair value of its investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of input are:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access.
Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
| 4 |
| PREDEX | |
| NOTES TO SCHEDULE OF INVESTMENTS (Continued) | |
| June 30, 2024 (Unaudited) | |
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following tables summarize the inputs used as of June 30, 2024 for the Fund’s assets and liabilities measured at fair value. Private investment funds with a combined total value of $114,115,629 are valued using the NAV per share (or its equivalent) practical expedient and are listed in a separate column.
| Investments* | Level 1 | Level 2 | Level 3 | Investments Valued at Net Asset Value** | Total Value |
| Real Estate Investment Funds | $ - | $ - | $ - | $ 114,115,629 | $ 114,115,629 |
| Short-Term Investments | 1,308,889 | - | - | - | 1,308,889 |
| $ 1,308,889 | $ - | $ - | $ 114,115,629 | $ 115,424,518 |
* Refer to the Schedule of Investments for a more detailed account of the Fund’s holdings.
** Investments valued using the NAV per share practical expedient. In accordance with Topic 820, these investments are excluded from the fair value hierarchy.
Security Transactions – Investment security transactions are accounted for on a trade date basis. Cost is determined and gains and losses are based upon the specific identification method for both financial statement and federal income tax purposes.
(3) SUBSEQUENT EVENTS
In June 2024 the Board of Trustees and shareholders representing a majority of shares had approved a reorganization of the Fund with and into USQ Core Real Estate Fund. The Amended Registration Statement was declared effective in late July 2024 and contains additional information. The reorganization is subject to certain conditions and is expected to occur after the close of business on September 6, 2024, or such later date to be agreed upon by the funds.
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