Blackstone Real Estate Income Trust (BSTT) 10-Q 2022 Q1 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2022

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM                 TO                 

Commission File Number: 000-55931

 

Blackstone Real Estate Income Trust, Inc.

(Exact name of Registrant as specified in its charter)

Maryland			81-0696966
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
345 Park Avenue
New York	,	NY	10154
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (212) 583-5000

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class Trading
Symbol(s) Name of each exchange on which registered

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

As of May 13, 2022, the issuer had the following shares outstanding: 1,522,783,259 shares of Class S common stock, 2,475,212,606 shares of Class I common stock, 72,033,216 shares of Class T common stock, and 378,459,720 shares of Class D common stock.

TABLE OF CONTENTS

PART I.	FINANCIAL INFORMATION	1
ITEM 1.	FINANCIAL STATEMENTS	1
	Condensed Consolidated Financial Statements (Unaudited):
	Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021	1
	Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2022 and 2021	2
	Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2022 and 2021	3
	Condensed Consolidated Statements of Changes in Equity for the Three Months Ended March 31, 2022 and 2021	4
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2022 and 2021	5
	Notes to Condensed Consolidated Financial Statements	7
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	32
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	61
ITEM 4.	CONTROLS AND PROCEDURES	62
PART II.	OTHER INFORMATION	63
ITEM 1.	LEGAL PROCEEDINGS	63
ITEM 1A.	RISK FACTORS	63
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	64
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	65
ITEM 4.	MINE SAFETY DISCLOSURES	65
ITEM 5.	OTHER INFORMATION	65
ITEM 6.	EXHIBITS	66
	SIGNATURES	67

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Blackstone Real Estate Income Trust, Inc.

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands, except per share data)

	March 31, 2022		December 31, 2021
Assets
Investments in real estate, net	$	68,803,749	$	66,941,653
Investments in unconsolidated entities (includes $2,340,473 and $1,613,646 at fair value    as of March 31, 2022 and December 31, 2021, respectively)	6,126,887		5,501,305
Investments in real estate debt	9,888,596		8,995,939
Cash and cash equivalents	3,824,779		989,674
Restricted cash	2,779,440		2,428,907
Other assets	6,899,249		6,450,733
Total assets	$	98,322,700	$	91,308,211
Liabilities and Equity
Mortgage notes, term loans, and secured revolving credit facilities, net	$	41,395,221	$	41,327,388
Secured financings of investments in real estate debt	4,558,781		4,706,632
Due to affiliates	1,951,472		1,309,447
Other liabilities	4,687,576		4,184,148
Total liabilities	52,593,050		51,527,615
Commitments and contingencies	—		—
Redeemable non-controlling interests	219,572		750,670
Equity
Common stock — Class S shares, $0.01 par value per share, 3,000,000 shares authorized; 1,426,428 and 1,254,348 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively	14,264		12,543
Common stock — Class I shares, $0.01 par value per share, 6,000,000 shares authorized; 2,350,144 and 2,086,631 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively	23,493		20,865
Common stock — Class T shares, $0.01 par value per share, 500,000 shares authorized; 65,057 and 57,287 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively	651		573
Common stock — Class D shares, $0.01 par value per share, 500,000 shares authorized; 339,949 and 291,087 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively	3,399		2,911
Additional paid-in capital	48,981,309		42,249,094
Accumulated other comprehensive loss	(32,161)		(9,569)
Accumulated deficit and cumulative distributions	(6,300,159)		(5,631,014)
Total stockholders’ equity	42,690,796		36,645,403
Non-controlling interests attributable to third party joint ventures	1,680,507		1,744,256
Non-controlling interests attributable to BREIT OP unitholders	1,138,775		640,267
Total equity	45,510,078		39,029,926
Total liabilities and equity	$	98,322,700	$	91,308,211

See accompanying notes to condensed consolidated financial statements.

1

Blackstone Real Estate Income Trust, Inc.

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands, except per share data)

	Three Months Ended March 31,
	2022		2021
Revenues
Rental revenue	$	1,303,720	$	652,916
Hospitality revenue	147,245		58,143
Other revenue	68,100		22,396
Total revenues	1,519,065		733,455
Expenses
Rental property operating	566,987		237,705
Hospitality operating	103,463		55,680
General and administrative	13,106		6,960
Management fee	189,150		73,095
Performance participation allocation	411,569		143,215
Depreciation and amortization	915,051		400,387
Total expenses	2,199,326		917,042
Other income (expense)
Income from unconsolidated entities	184,225		34,682
(Loss) income from investments in real estate debt	(34,044)		239,361
Net gain on dispositions of real estate	205,262		15,430
Interest expense	(306,459)		(181,532)
Gain (loss) on extinguishment of debt	1,395		(3,416)
Other income	533,303		107,946
Total other income	583,682		212,471
Net (loss) income	$	(96,579)	$	28,884
Net loss (income) attributable to non-controlling interests in third party joint ventures	$	44,255	$	(59)
Net loss (income) attributable to non-controlling interests in BREIT OP	656		(353)
Net (loss) income attributable to BREIT stockholders	$	(51,668)	$	28,472
Net (loss) income per share of common stock — basic and diluted	$	(0.01)	$	0.01
Weighted-average shares of common stock outstanding, basic and diluted	4,001,087		1,938,486

See accompanying notes to condensed consolidated financial statements.

2

Blackstone Real Estate Income Trust, Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

(in thousands)

	Three Months Ended March 31,
		2022		2021
Net (loss) income		$	(96,579)	$	28,884
Other comprehensive (loss) income:
Foreign currency translation losses, net		(6,592)		—
Unrealized loss on derivatives from unconsolidated entities		(16,000)		—
Other comprehensive (loss) income		(22,592)		—
Comprehensive (loss) income		(119,171)		28,884
Comprehensive loss (income) attributable to non-controlling interests in third party joint ventures		44,255		(59)
Comprehensive loss (income) attributable to non-controlling interests in BREIT OP		656		(353)
Comprehensive (loss) income attributable to BREIT stockholders		$	(74,260)	$	28,472

See accompanying notes to condensed consolidated financial statements.

3

Blackstone Real Estate Income Trust, Inc.

Condensed Consolidated Statements of Changes in Equity (Unaudited)

(in thousands, except per share data)

	Par Value										Accumulated Other Comprehensive Loss		Accumulated Deficit and Cumulative Distributions				Non- controlling Interests Attributable to Third Party Joint Ventures		Non- controlling Interests Attributable to BREIT OP Unitholders
	Common Stock Class S		Common Stock Class I		Common Stock Class T		Common Stock Class D		Additional Paid-in Capital						Total Stockholders’ Equity						Total Equity
Balance at December 31, 2021	$	12,543	$	20,865	$	573	$	2,911	$	42,249,094	$	(9,569)	$	(5,631,014)	$	36,645,403	$	1,744,256	$	640,267	$	39,029,926
Common stock issued	1,699		3,279		78		479		8,000,740		—		—		8,006,275		—		—		8,006,275
Offering costs	—		—		—		—		(285,297)		—		—		(285,297)		—		—		(285,297)
Distribution reinvestment	74		116		4		18		307,088		—		—		307,300		—		—		307,300
Common stock/units repurchased	(52)		(807)		(4)		(9)		(1,254,562)		—		—		(1,255,434)		—		(8,172)		(1,263,606)
Amortization of compensation awards	—		40		—		—		3,977		—		—		4,017		—		5,768		9,785
Net loss ($1,195 allocated to redeemable non‑controlling interests)	—		—		—		—		—		—		(51,668)		(51,668)		(39,947)		(3,769)		(95,384)
Other comprehensive loss	—		—		—		—		—		(22,592)		—		(22,592)		—		—		(22,592)
Distributions declared on common stock ($0.1662 gross per share)	—		—		—		—		—		—		(617,477)		(617,477)		—		—		(617,477)
Contributions from non-controlling interests	—		—		—		—		—		—		—		—		836		520,160		520,996
Distributions to and redemptions of non-controlling interests	—		—		—		—		(4,029)		—		—		(4,029)		(24,638)		(15,479)		(44,146)
Allocation to redeemable non-controlling interests	—		—		—		—		(35,702)		—		—		(35,702)		—		—		(35,702)
Balance at March 31, 2022	$	14,264	$	23,493	$	651	$	3,399	$	48,981,309	$	(32,161)	$	(6,300,159)	$	42,690,796	$	1,680,507	$	1,138,775	$	45,510,078

	Par Value										Accumulated Other Comprehensive Loss		Accumulated Deficit and Cumulative Distributions				Non- controlling Interests Attributable to Third Party Joint Ventures		Non- controlling Interests Attributable to BREIT OP Unitholders
	Common Stock Class S		Common Stock Class I		Common Stock Class T		Common Stock Class D		Additional Paid-in Capital						Total Stockholders’ Equity						Total Equity
Balance at December 31, 2020	$	7,029	$	9,270	$	459	$	1,241	$	19,059,045	$	—	$	(3,224,318)	$	15,852,726	$	143,253	$	187,972	$	16,183,951
Common stock issued	817		1,452		14		227		2,915,914		—		—		2,918,424		—		—		2,918,424
Offering costs	—		—		—		—		(107,294)		—		—		(107,294)		—		—		(107,294)
Distribution reinvestment	57		58		3		10		150,046		—		—		150,174		—		—		150,174
Common stock/units repurchased	(68)		(354)		(5)		(8)		(507,896)		—		—		(508,331)		(129)		(1,290)		(509,750)
Amortization of compensation awards	—		1		—		—		120		—		—		121		—		1,177		1,298
Net income ($343 loss allocated to redeemable  non‑controlling interests)	—		—		—		—		—		—		28,472		28,472		402		353		29,227
Distributions declared on common stock ($0.1600 gross per share)	—		—		—		—		—		—		(289,405)		(289,405)		—		—		(289,405)
Contributions from non-controlling interests	—		—		—		—		—		—		—		—		2,229		70,316		72,545
Distributions to and redemptions of non-controlling interests	—		—		—		—		—		—		—		—		(2,823)		(4,456)		(7,279)
Allocation to redeemable non-controlling interests	—		—		—		—		(2,775)		—		—		(2,775)		—		—		(2,775)
Balance at March 31, 2021	$	7,835	$	10,427	$	471	$	1,470	$	21,507,160	$	—	$	(3,485,251)	$	18,042,112	$	142,932	$	254,072	$	18,439,116

See accompanying notes to condensed consolidated financial statements.

4

Blackstone Real Estate Income Trust, Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

	Three Months Ended March 31,
	2022		2021
Cash flows from operating activities:
Net (loss) income	$	(96,579)	$	28,884
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Management fee	189,150		73,095
Performance participation allocation	411,569		143,215
Depreciation and amortization	915,051		400,387
Net gain on dispositions of real estate	(205,262)		(15,430)
(Gain) loss on extinguishment of debt	(1,395)		3,416
Unrealized gain on changes in fair value of financial instruments	(175,457)		(316,617)
Realized (gain) loss on sale of real estate-related equity securities	(240,694)		20,363
Income from unconsolidated entities	(184,225)		(34,682)
Distributions of earnings from unconsolidated entities	69,570		15,101
Other items	17,000		(5,945)
Change in assets and liabilities:
Increase in other assets	(79,263)		(20,726)
Increase in due to affiliates	3,281		4,804
Increase (decrease) in other liabilities	77		(4,229)
Net cash provided by operating activities	622,823		291,636
Cash flows from investing activities:
Acquisitions of real estate	(2,221,780)		(362,345)
Capital improvements to real estate	(196,224)		(61,713)
Proceeds from disposition of real estate	571,225		73,922
Refunds, (pre-acquisition costs/deposits)	37,692		(6,322)
Investment in unconsolidated entities	(551,580)		(364,758)
Return of capital from unconsolidated entities	15,954		—
Purchase of investments in real estate debt	(1,483,788)		(300,888)
Proceeds from sale/repayment of investments in real estate debt	452,950		126,388
Purchase of real estate-related equity securities	(1,045,329)		(336,845)
Proceeds from sale of real estate-related equity securities	967,347		—
Net cash used in investing activities	(3,453,533)		(1,232,561)
Cash flows from financing activities:
Proceeds from issuance of common stock	5,952,091		2,327,903
Offering costs paid	(72,157)		(30,430)
Subscriptions received in advance	1,843,583		1,230,294
Repurchase of common stock	(965,715)		(323,611)
Repurchase of management fee shares	—		(124,335)
Borrowings under mortgage notes, term loans, and secured revolving credit facilities	2,442,063		614,085
Repayments of mortgage notes, term loans, and secured revolving credit facilities	(2,699,283)		(957,247)
Borrowings under secured financings of investments in real estate debt	541,821		—
Repayments of secured financings of investments in real estate debt	(674,264)		(635,805)
Borrowings under affiliate unsecured revolving credit facility	—		60,000
Repayments of affiliate unsecured revolving credit facility	—		(60,000)
Payment of deferred financing costs	(26,514)		(13,640)
Redemption of redeemable non-controlling interest	(26,639)		(111,949)
Redemption of affiliate service provider incentive compensation awards	—		(923)
Contributions from non-controlling interests	30,644		825
Distributions to and redemptions of non-controlling interests	(47,060)		(6,623)
Distributions	(280,278)		(127,578)
Net cash provided by financing activities	6,018,292		1,840,966
Net change in cash and cash equivalents and restricted cash	3,187,582		900,041
Cash and cash equivalents and restricted cash, beginning of year	3,418,581		1,044,523
Effects of currency translation on cash, cash equivalents and restricted cash	(1,944)		—
Cash and cash equivalents and restricted cash, end of year	$	6,604,219	$	1,944,564
Reconciliation of cash and cash equivalents and restricted cash to the consolidated balance sheets:
Cash and cash equivalents	$	3,824,779	$	574,130
Restricted cash	2,779,440		1,370,434
Total cash and cash equivalents and restricted cash	$	6,604,219	$	1,944,564

5

Non-cash investing and financing activities:
Assumption of mortgage notes in conjunction with acquisitions of real estate	$	235,772	$	—
Assumption of other liabilities in conjunction with acquisitions of real estate	$	32,676	$	2,945
Issuance of BREIT OP units as consideration for acquisitions of real estate	$	79,577	$	—
Assumption of other liabilities in conjunction with acquisitions of investments in unconsolidated entities	$	—	$	9,249
Accrued pre-acquisition costs	$	15	$	—
Accrued capital expenditures and acquisition related costs	$	6,326	$	7,009
Accrued distributions	$	31,865	$	11,914
Accrued stockholder servicing fee due to affiliate	$	217,595	$	78,094
Redeemable non-controlling interest issued as settlement of performance participation allocation	$	67,233	$	192,648
Exchange of redeemable non-controlling interest for Class I shares	$	128,205	$	12,246
Exchange of redeemable non-controlling interest for Class I or Class B units	$	434,717	$	68,453
Allocation to redeemable non-controlling interest	$	35,702	$	2,775
Distribution reinvestment	$	307,300	$	150,174
Accrued common stock repurchases	$	393,509	$	87,350
Accrued common stock repurchases due to affiliate	$	—	$	27,387
Payable for unsettled investments in real estate debt	$	78,115	$	22,974

See accompanying notes to condensed consolidated financial statements.

6

Blackstone Real Estate Income Trust, Inc.

Notes to Condensed Consolidated Financial Statements

(Unaudited)

1. Organization and Business Purpose

Blackstone Real Estate Income Trust, Inc. (“BREIT” or the “Company”) invests primarily in stabilized income-generating commercial real estate in the United States. To a lesser extent, the Company invests outside the U.S. and in real estate debt. The Company is the sole general partner and majority limited partner of BREIT Operating Partnership, L.P., a Delaware limited partnership (“BREIT OP”). BREIT Special Limited Partner L.P. (the “Special Limited Partner”), a wholly-owned subsidiary of Blackstone Inc. (together with its affiliates, “Blackstone”), owns a special limited partner interest in BREIT OP. Substantially all of the Company’s business is conducted through BREIT OP. The Company and BREIT OP are externally managed by BX REIT Advisors L.L.C. (the “Adviser”). The Adviser is part of the real estate group of Blackstone, a leading global investment manager. The Company was formed on November 16, 2015 as a Maryland corporation and qualifies as a real estate investment trust (“REIT”) for U.S. federal income tax purposes.

The Company registered an offering with the Securities and Exchange Commission (the “SEC”) of up to $60.0 billion in shares of common stock, consisting of up to $48.0 billion in shares in its primary offering and up to $12.0 billion in shares pursuant to its distribution reinvestment plan, which the Company began using to offer shares of its common stock in March 2022 (the “Current Offering”). As of March 31, 2022, the Company had received aggregate net proceeds of $53.3 billion from selling shares of the Company’s common stock through the Current Offering, prior offerings registered with the SEC, and in unregistered sales. The Company intends to sell any combination of 4 classes of shares of its common stock, with a dollar value up to the maximum aggregate amount of the Current Offering. The share classes have different upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees. The Company intends to continue selling shares on a monthly basis.

As of March 31, 2022, the Company owned 3,097 properties and 23,724 single family rental homes. The Company currently operates in 9 reportable segments: Residential, Industrial, Net Lease, Data Centers, Hospitality, Self Storage, Retail, and Office properties, and Investments in Real Estate Debt. Residential includes multifamily and other types of rental housing such as manufactured, student, affordable and single family rental housing, as well as senior living. Net Lease includes the real estate assets of The Bellagio Las Vegas (the “Bellagio”) and the unconsolidated interest in the MGM Grand and Mandalay Bay joint venture. Any additional unconsolidated interests are included in the respective property segment as further described in Note 4 — Investments in Unconsolidated Entities. Financial results by segment are reported in Note 15 — Segment Reporting.

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The condensed consolidated financial statements, including the condensed notes thereto, are unaudited and exclude some of the disclosures required in audited financial statements. Management believes it has made all necessary adjustments, consisting of only normal recurring items, so that the condensed consolidated financial statements are presented fairly and that estimates made in preparing the Company’s condensed consolidated financial statements are reasonable and prudent. The accompanying unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed with the SEC.

The accompanying condensed consolidated financial statements include the accounts of the Company, the Company’s subsidiaries, and joint ventures in which the Company has a controlling interest. All intercompany balances and transactions have been eliminated in consolidation.

Principles of Consolidation

The Company consolidates all entities in which it has a controlling financial interest through majority ownership or voting rights and variable interest entities whereby the Company is the primary beneficiary. In determining whether the Company has a controlling financial interest in a partially owned entity and the requirement to consolidate the accounts of that entity, the Company considers whether the entity is a variable interest entity (“VIE”) and whether it is the primary beneficiary. The Company is the primary beneficiary of a VIE when it has (i) the power to direct the most significant activities impacting the economic performance of the VIE and (ii) the obligation to absorb losses or receive benefits significant to the VIE. Entities that do not qualify as VIEs are generally considered voting interest entities (“VOEs”) and are evaluated for consolidation under the voting interest model.

7

VOEs are consolidated when the Company controls the entity through a majority voting interest or other means. When the requirements for consolidation are not met and the Company has significant influence over the operations of the entity, the investment is accounted for under the equity method of accounting. Equity method investments for which the Company has not elected a fair value option are initially recorded at cost and subsequently adjusted for the Company’s pro-rata share of net income, contributions and distributions. When the Company elects the fair value option (“FVO”), the Company records its share of net asset value of the entity and any related unrealized gains and losses.

BREIT OP and each of the Company’s joint ventures are considered to be a VIE or VOE. The Company consolidates these entities, excluding certain equity method investments, because it has the ability to direct the most significant activities of the entities such as purchases, dispositions, financings, budgets, and overall operating plans.

For consolidated joint ventures, the non-controlling partner’s share of the assets, liabilities, and operations of each joint venture is included in non-controlling interests as equity of the Company. The non-controlling partner’s interest is generally computed as the joint venture partner’s ownership percentage. Certain of the joint ventures formed by the Company provide the other partner a profits interest based on certain internal rate of return hurdles being achieved. Any profits interest due to the other partner is reported within non-controlling interests.

As of March 31, 2022, the total assets and liabilities of the Company’s consolidated VIEs, excluding BREIT OP, were $30.2 billion and $18.6 billion, respectively, compared to $28.7 billion and $17.6 billion as of December 31, 2021. Such amounts are included on the Company’s Condensed Consolidated Balance Sheets.

Certain of the Company’s joint ventures are accounted for under the equity method of accounting as the requirements for consolidation are not met. The Company has elected the FVO for certain of its equity method investments while the remaining investments are presented at historical cost. Refer to Note 4 — Investments in Unconsolidated Entities for additional details on the Company’s investments in unconsolidated entities.

Use of Estimates

The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the balance sheet date. As the novel coronavirus (“COVID-19”) pandemic has evolved from its emergence in early 2020, so has its global impact. Many countries have re-instituted, or strongly encouraged, varying levels of quarantines and restrictions on travel and in some cases have at times limited operations of certain businesses and taken other restrictive measures designed to help slow the spread of COVID-19 and its variants. Governments and businesses have also instituted vaccine mandates and testing requirements for employees. While vaccine availability and uptake has increased, the longer-term macro-economic effects on global supply chains, inflation, labor shortages and wage increases continue to impact many industries. Moreover, with the potential for new strains of COVID-19 to emerge, governments and businesses may re-impose aggressive measures to help slow its spread in the future. For this reason, among others, as the COVID-19 pandemic continues, the potential global impacts are uncertain and difficult to assess. The Company believes the estimates and assumptions underlying these condensed consolidated financial statements are reasonable and supportable based on the information available as of March 31, 2022, however uncertainty over the ultimate impact COVID-19 will have on the global economy generally, and the Company’s business in particular, makes any estimates and assumptions as of March 31, 2022 inherently less certain than they would be absent the current and potential impacts of COVID-19. Actual results may ultimately differ materially from those estimates.

Fair Value Measurements

Under normal market conditions, the fair value of an investment is the amount that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). The Company uses a hierarchical framework that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment, and the state of the marketplace, including the existence and transparency of transactions between market participants. Investments with readily available actively quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value are classified and disclosed in one of the following levels within the fair value hierarchy:

Level 1 — quoted prices are available in active markets for identical investments as of the measurement date. The Company does not adjust the quoted price for these investments.

8

Level 2 — quoted prices are available in markets that are not active or model inputs are based on inputs that are either directly or indirectly observable as of the measurement date.

Level 3 — pricing inputs are unobservable and include instances where there is minimal, if any, market activity for the investment. These inputs require significant judgment or estimation by management or third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed.

Valuation of assets and liabilities measured at fair value

The Company’s investments in real estate debt are reported at fair value. As of March 31, 2022 and December 31, 2021, the Company’s investments in real estate debt, directly or indirectly, consisted of commercial mortgage-backed securities (“CMBS”) and residential mortgage-backed securities (“RMBS”), which are securities backed by one or more mortgage loans secured by real estate assets, as well as corporate bonds, term loans, mezzanine loans, and other investments in debt issued by real estate-related companies or secured by real estate assets. The Company generally determines the fair value of its investments in real estate debt by utilizing third-party pricing service providers whenever available.

In determining the fair value of a particular investment, pricing service providers may use broker-dealer quotations, reported trades or valuation estimates from their internal pricing models to determine the reported price. The pricing service providers’ internal models for securities such as real estate debt generally consider the attributes applicable to a particular class of the security (e.g., credit rating, seniority), current market data, and estimated cash flows for each security, and incorporate specific collateral performance, as applicable.

Certain of the Company’s investments in real estate debt, such as mezzanine loans and other investments, are unlikely to have readily available market quotations. In such cases, the Company will generally determine the initial value based on the acquisition price of such investment if acquired by the Company or the par value of such investment if originated by the Company. Following the initial measurement, the Company will determine fair value by utilizing or reviewing certain of the following (i) market yield data, (ii) discounted cash flow modeling, (iii) collateral asset performance, (iv) local or macro real estate performance, (v) capital market conditions, (vi) debt yield or loan-to-value ratios, and (vii) borrower financial condition and performance. Refer to Note 5 for additional details on the Company’s investments in real estate debt.

The Company’s investments in equity securities of public and private real estate-related companies are reported at fair value. In determining the fair value of public equity securities, the Company utilizes the closing price of such securities in the principal market in which the security trades (Level 1 inputs). The Company’s investment in a preferred equity security is reflected at its fair value as of March 31, 2022 (Level 2 inputs). In determining the fair value, the Company utilizes inputs such as stock volatility, discount rate, and risk-free interest rate. The Company’s investment in a private real estate company is reflected at its fair value as of March 31, 2022 (Level 3 inputs). To determine the fair value, the Company utilizes inputs such as the multiples of comparable companies and select financial statement metrics. The Company’s equity securities are recorded as a component of Other Assets on the Company’s Condensed Consolidated Balance Sheets.

The resulting unrealized gains and losses from public and private real estate-related companies are recorded as a component of Other Income (Expense) on the Company’s Condensed Consolidated Statements of Operations. During the three months ended March 31, 2022, the Company recognized $334.7 million of unrealized losses, which includes the realization of $209.3 million of unrealized gains recognized in prior periods on its investments in equity securities. During the three months ended March 31, 2021, the Company recognized $82.3 million of unrealized gains on its investments in equity securities.

The Company has elected the FVO for 8 of its equity method investments and therefore, reports these investments at fair value. The Company separately values the assets and liabilities of the equity method investments. To determine the fair value of the real estate assets of the equity method investments, the Company utilizes a discounted cash flow methodology, taking into consideration various factors including discount rate and exit capitalization rate. The Company determines the fair value of the indebtedness of the equity method investment by modeling the cash flows required by the debt agreements and discounting them back to the present value using an estimated market yield. Additionally, the Company considers current market rates and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. After the fair value of the assets and liabilities are determined, the Company applies its ownership interest to the net asset value and reflects this amount as its equity method investment at fair value. The inputs used in determining the Company’s equity method investments carried at fair value are considered Level 3.

The Company’s derivative financial instruments are reported at fair value and consist of foreign currency and interest rate contracts. The fair values of the Company’s foreign currency and interest rate contracts were estimated using a third-party derivative specialist, based on contractual cash flows and observable inputs comprising yield curves, foreign currency rates and credit spreads (Level 2 inputs).

9

The following table details the Company’s assets and liabilities measured at fair value on a recurring basis ($ in thousands):

	March 31, 2022								December 31, 2021
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Investments in real estate debt	$	—	$	8,655,731	$	1,232,865	$	9,888,596	$	—	$	7,755,602	$	1,240,337	$	8,995,939
Equity securities	2,535,019		439,871		242,836		3,217,726		2,558,952		442,300		224,408		3,225,660
Investments in unconsolidated entities	—		—		2,340,473		2,340,473		—		—		1,613,646		1,613,646
Derivatives	—		839,707		—		839,707		—		41,453		—		41,453
Total	$	2,535,019	$	9,935,309	$	3,816,174	$	16,286,502	$	2,558,952	$	8,239,355	$	3,078,391	$	13,876,698
Liabilities:
Derivatives	$	—	$	99,859	$	—	$	99,859	$	—	$	45,597	$	—	$	45,597
Total	$	—	$	99,859	$	—	$	99,859	$	—	$	45,597	$	—	$	45,597

The following table details the Company’s assets measured at fair value on a recurring basis using Level 3 inputs ($ in thousands):

	Investments in Real Estate Debt		Equity Securities		Investments in Unconsolidated Entities		Total
Balance as of December 31, 2021	$	1,240,337	$	224,408	$	1,613,646	$	3,078,391
Purchases	1,233		—		528,862		530,095
Sales and repayments	(3,430)		—		—		(3,430)
Distributions received	—		—		(8,894)		(8,894)
Included in net income
Income from unconsolidated entities measured at fair value	—		—		206,859		206,859
Realized gain included in income (loss) from investments in real estate debt	437		—		—		437
Unrealized loss included in income (loss) from investments in real estate debt	(5,712)		—		—		(5,712)
Unrealized gain included in other income (expense)	—		18,428		—		18,428
Balance as of March 31, 2022	$	1,232,865	$	242,836	$	2,340,473	$	3,816,174

The following tables contain the quantitative inputs and assumptions used for items categorized in Level 3 of the fair value hierarchy ($ in thousands):

	March 31, 2022
	Fair Value		Valuation Technique	Unobservable Inputs	Weighted Average	Impact to Valuation from an Increase in Input
Investments in real estate debt	$	1,232,865	Discounted cash flow	Market Yield	5.2%	Decrease
Investments in unconsolidated entities	$	1,803,051	Discounted cash flow	Discount Rate	6.2%	Decrease
				Exit Capitalization Rate	5.0%	Decrease
				Weighted Average Cost of Capital	7.1%	Decrease
	$	537,422	Market comparable	LTM EBITDA Multiple	14.4x	Increase
Equity securities	$	242,836	Market comparable	Enterprise Value/ Forward EBITDA Multiple	21.1x	Increase
	December 31, 2021
	Fair Value		Valuation Technique	Unobservable Input	Rate	Impact to Valuation from an Increase in Input
Investments in real estate debt	$	1,240,337	Discounted cash flow	Market Yield	5.2%	Decrease
Investments in unconsolidated entities	$	1,613,646	Discounted cash flow	Discount Rate	5.9%	Decrease
				Exit Capitalization Rate	4.6%	Decrease
				Weighted Average Cost of Capital	9.1%	Decrease
Equity securities	$	224,408	Market comparable	Enterprise Value/ Forward EBITDA Multiple	21.1x	Increase

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Valuation of assets measured at fair value on a nonrecurring basis

Certain of the Company’s assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments, such as when there is evidence of impairment, and therefore such assets are measured at fair value on a nonrecurring basis. The Company reviews its real estate properties for impairment each quarter and when there is an event or change in circumstances that could indicate the carrying amount of the real estate value may not be recoverable.

Valuation of liabilities not measured at fair value

As of March 31, 2022, the fair value of the Company’s mortgage notes, term loans, and secured revolving credit facilities, secured financings on investments in real estate debt, and unsecured revolving credit facilities was $181.1 million below carrying value. As of December 31, 2021, the fair value of the Company’s mortgage notes, term loans, and secured revolving credit facilities, secured financings on investments in real estate debt, and unsecured revolving credit facilities was $108.6 million above carrying value. Fair value of the Company’s indebtedness is estimated by modeling the cash flows required by the Company’s debt agreements and discounting them back to the present value using an estimated market yield. Additionally, the Company considers current market rates and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The inputs used in determining the fair value of the Company’s indebtedness are considered Level 3.

Stock-Based Compensation

The Company’s stock-based compensation consists of incentive compensation awards issued to certain employees of affiliate portfolio company service providers and certain employees of Simply Self Storage and Home Partners of America (“HPA”), both of which are indirect, wholly-owned subsidiaries of BREIT. Such awards vest over the life of the awards and stock-based compensation expense is recognized for these awards on a straight-line basis over the applicable vesting period of each award, based on the value of the awards on their grant date, as adjusted for forfeitures. The awards are subject to service periods ranging from three to four years. The vesting conditions that are based on the Company achieving of certain returns over a stated hurdle amount are considered market conditions. The achievement of returns over the stated hurdle amounts, which affect the quantity of awards that vest, is considered a performance condition. If the Company determines it is probable that the performance conditions will be met, the value of the award will be amortized over the service periods, as adjusted for forfeitures. The number of awards expected to vest is evaluated each reporting period and compensation expense is recognized for those awards for which achievement of the performance criteria is considered probable. Refer to Note 9 for additional information on the awards issued to certain employees of the affiliate portfolio companies.

The following table details the incentive compensation awards issued to certain employees of Simply Self Storage and HPA ($ in thousands):

							March 31, 2022
Plan Year	Unrecognized Compensation Cost as of December 31, 2021		Value of Awards Issued		Amortization of Compensation Cost for the Three Months Ended March 31, 2022		Unrecognized Compensation Cost		Remaining Amortization Period
2021	$	3,425	$	—	$	(520)	$	2,905	2.8 years
2022	—		33,173		(4,132)		29,041		2.7 years
Total	$	3,425	$	33,173	$	(4,652)	$	31,946

Recent Accounting Pronouncements

In March 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-04 “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional expedients and exceptions to GAAP requirements for modifications on debt instruments, leases, derivatives, and other contracts, related to the expected market transition from LIBOR, and certain other floating rate benchmark indices (collectively, “IBORs”) to alternative reference rates. ASU 2020-04 generally considers contract modifications related to reference rate reform to be an event that does not require contract remeasurement at the modification date nor a reassessment of a previous accounting determination. In January 2021, the FASB issued ASU 2021-01 “Reference Rate Reform (Topic 848): Scope,” or ASU 2021-01. ASU 2021-01 clarifies that the practical expedients in ASU 2020-04 apply to derivatives impacted by changes in the interest rate used for margining, discounting, or contract price alignment. The guidance in ASU 2020-04 is optional and may be elected over time, through December 31, 2022, as reference rate reform activities occur. Once ASU 2020-04 is elected, the guidance must be applied prospectively for all eligible contract modifications. The Company has not adopted any of the optional expedients or exceptions as of March 31, 2022, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve.

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3. Investments in Real Estate

Investments in real estate, net consisted of the following ($ in thousands):

	March 31, 2022		December 31, 2021
Building and building improvements	$	55,849,587	$	53,954,920
Land and land improvements	15,044,365		14,652,913
Furniture, fixtures and equipment	1,097,968		963,686
Right of use asset - operating leases(1)	474,841		461,186
Right of use asset - financing leases(1)	72,862		72,862
Total	72,539,623		70,105,567
Accumulated depreciation and amortization	(3,735,874)		(3,163,914)
Investments in real estate, net	$	68,803,749	$	66,941,653

(1)Refer to Note 14 for additional details on the Company’s leases.

Acquisitions

During the three months ended March 31, 2022, the Company acquired interests in 9 real estate investments for $2.5 billion, including 16 residential properties, 3 office properties, 11 industrial properties, and 2 self storage properties.

The following table details the properties acquired during the year ended March 31, 2022 ($ in thousands):

Segments	Purchase Price(1)		Number of Transactions	Number of Properties	Sq. Ft. (in thousands)/Units/Keys
Residential properties(2)	$	1,662,228	4	16	3,731 units
Office properties	699,457		2	3	808 sq. ft.
Industrial properties(3)	152,897		1	11	1,280 sq. ft.
Self storage properties	30,968		2	2	123 sq. ft.
	$	2,545,550	9	32

(1)Purchase price is inclusive of acquisition-related costs.

(2)Purchase price includes 1,035 wholly-owned single family rental homes, that are not included in the number of properties.

(3)Purchase price includes three properties classified as held for sale as of March 31, 2022.

The following table details the purchase price allocation for the properties acquired during the three months ended March 31, 2022 ($ in thousands):

	Amount
Building and building improvements	$	1,912,760
Land and land improvements	457,729
Furniture, fixtures and equipment	62,397
In-place lease intangibles	134,684
Above-market lease intangibles	1,570
Below-market lease intangibles	(30,707)
Other	7,117
Total purchase price	2,545,550
Assumed debt(1)	235,772
Net purchase price	$	2,309,778

(1)Refer to Note 6 for additional details on the Company’s debt, which includes mortgage notes, term loans, and secured revolving credit facilities.

The weighted-average amortization periods for the acquired in-place lease intangibles, above-market lease intangibles, and below-market lease intangibles of the properties acquired during the three months ended March 31, 2022 were six, six, and 14 years, respectively.

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Dispositions

The following table details the dispositions during the periods set forth below ($ in thousands):

	Three Months Ended March 31, 2022					Three Months Ended March 31, 2021
Segments	Number of Properties	Net Proceeds		Net Gain			Number of Properties	Net Proceeds		Net Gain
Residential properties(1)	7	$	445,419	$	184,031		4	$	73,922	$	15,430
Industrial properties	9	125,806		21,231			—	—		—
	16	$	571,225	$	205,262		4	$	73,922	$	15,430

(1)Net proceeds and net gain include 123 single family rental homes sold during the three months ended March 31, 2022 that are not included in the number of properties.

 Properties Held for Sale

As of March 31, 2022, one property in the Residential segment and 3 properties in the Industrial segment were classified as held for sale. The held for sale assets and liabilities are included as components of Other Assets and Other Liabilities, respectively, on the Company’s Condensed Consolidated Balance Sheets.

The following table details the assets and liabilities of the Company’s properties classified as held for sale ($ in thousands):

Assets:	March 31, 2022
Investments in real estate, net	$	27,583
Other assets	368
Total assets	$	27,951
Liabilities:
Mortgage notes, net	$	20,844
Other liabilities	643
Total liabilities	$	21,487

 Impairment

The Company reviews its real estate investments for impairment each quarter and when there is an event or change in circumstances that indicates an impaired value. If the GAAP depreciated cost basis of a real estate investment exceeds the expected undiscounted future cash flows of such real estate investment, the investment is considered impaired and the GAAP depreciated cost basis is reduced to the estimated fair value of the investment. During the three months ended March 31, 2022 and 2021, the Company did not recognize any impairment charge.

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4. Investments in Unconsolidated Entities

The Company holds investments in joint ventures that it accounts for under the equity method of accounting, as the Company’s ownership interest in each joint venture does not meet the requirements for consolidation. The joint ventures include 10,009 single family rental properties, 124 affordable housing rental properties, 533 industrial properties, 53 data center properties, 6 retail properties, 2 net lease properties and 1 office property. Refer to Note 2 for additional details.

The following table details the Company’s equity investments in unconsolidated entities ($ in thousands):

Investment in Joint Venture	Segment	Number of Joint Ventures	Ownership Interest	March 31, 2022		December 31, 2021
Unconsolidated entities at historical cost:
QTS Data Centers(1)	Data Centers	1	35.7%	$	1,338,874	$	1,394,359
MGM Grand & Mandalay Bay	Net Lease	1	49.9%	823,991		822,736
Residential investments	Residential	130	12.2% - 52.0%	1,024,821		1,074,832
Industrial investments(2)	Industrial	7	10.0% - 55.0%	502,290		497,491
Retail investments	Retail	1	50.0%	96,438		98,241
Total unconsolidated entities at historical cost		140		3,786,414		3,887,659
Unconsolidated entities at fair value:
Industrial investments(3)	Industrial	7	7.9% - 85.0%	1,810,230		1,613,646
Office investments	Office	1	49.0%	530,243		—
Total unconsolidated entities at fair value		8		2,340,473		1,613,646
Total		148		$	6,126,887	$	5,501,305

(1)The Company along with certain Blackstone-managed investment vehicles formed a joint venture (“QTS Data Centers”) and acquired all outstanding shares of common stock of QTS Realty Trust (“QTS”).

(2)Includes $266.1 million from investments in 3 joint ventures formed by the Company and certain Blackstone-managed investment vehicles.

(3)Includes $1.1 billion from investments in 3 joint ventures formed by the Company and certain Blackstone-managed investment vehicles.

The following table details the Company’s income from unconsolidated entities ($ in thousands):

			For the Three Months Ended March 31,
BREIT Income (Loss) from Unconsolidated Entities	Segment	Ownership Interest	2022		2021
Unconsolidated entities at historical cost:
QTS Data Centers	Data Centers	35.7%	$	(38,469)	$	—
MGM Grand & Mandalay Bay	Net Lease	49.9%	25,273		25,346
Residential investments	Residential	12.2% - 52.0%	(28,800)		—
Industrial investments	Industrial	10.0% - 55.0%	19,551		—
Retail investments	Retail	50.0%	(189)		—
Total unconsolidated entities at historical cost			(22,634)		25,346
Unconsolidated entities at fair value:
Industrial investments	Industrial	7.9% - 85.0%	205,169		9,336
Office investments	Office	49.0%	1,690		—
Total unconsolidated entities at fair value			206,859		9,336
Total			$	184,225	$	34,682

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5. Investments in Real Estate Debt

The following tables detail the Company’s investments in real estate debt ($ in thousands):

	March 31, 2022
Type of Security/Loan	Weighted Average Coupon(1)	Weighted Average Maturity Date(2)	Face Amount		Cost Basis		Fair Value
CMBS(3)	L+3.7%	6/3/2034	$	8,084,396	$	7,928,752	$	7,713,748
RMBS	4.3%	8/27/2054	373,111		363,353		343,440
Corporate bonds	4.9%	3/29/2030	236,215		235,385		226,137
Total real estate securities	4.0%	2/23/2035	8,693,722		8,527,490		8,283,325
Commercial real estate loans	L+4.4%	2/8/2025	1,411,685		1,438,183		1,402,175
Other investments(4)	3.7%	7/25/2029	224,528		195,916		203,096
Total investments in real estate debt	4.1%	8/10/2033	$	10,329,935	$	10,161,589	$	9,888,596

	December 31, 2021
Type of Security/Loan	Weighted Average Coupon(1)	Weighted Average Maturity Date(2)	Face Amount		Cost Basis		Fair Value
CMBS(3)	L+3.6%	11/13/2033	$	7,176,097	$	7,090,490	$	7,055,276
RMBS	3.9%	5/24/2061	147,170		146,023		144,691
Corporate bonds	4.8%	12/10/2028	135,950		135,952		136,469
Total real estate securities	3.7%	4/27/2034	7,459,217		7,372,465		7,336,436
Commercial real estate loans	L+4.4%	1/19/2025	1,474,617		1,473,807		1,460,716
Other investments(4)	3.7%	7/25/2029	227,958		198,909		198,787
Total investments in real estate debt	3.8%	9/16/2032	$	9,161,792	$	9,045,181	$	8,995,939

(1)The term “L” refers to the relevant floating benchmark rates, which include USD LIBOR, GBP LIBOR, EURIBOR, SOFR and SONIA, as applicable to each security and loan. Fixed rate CMBS and Commercial Real Estate Loans are reflected as a spread over the relevant floating benchmark rates, as of March 31, 2022 and December 31, 2021, respectively, for purposes of the weighted-averages. Weighted Average Coupon for CMBS does not include zero-coupon securities. As of March 31, 2022 and December 31, 2021, we had interest rate swaps outstanding with a notional value of $1.5 billion and $1.1 billion, respectively, that effectively converts a portion of our fixed rate investments in real estate debt to floating rates.

(2)Weighted average maturity date is based on the fully extended maturity date of the instrument.

(3)Face amount excludes interest-only securities with a notional amount of $3.4 billion as of both March 31, 2022 and December 31, 2021. In addition, CMBS includes zero-coupon securities of $215.1 million and $208.8 million as of March 31, 2022 and December 31, 2021, respectively.

(4)Includes an interest in an unconsolidated joint venture that holds investments in real estate debt.

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The following table details the collateral type of the properties securing the Company’s investments in real estate debt ($ in thousands):

	March 31, 2022					December 31, 2021
Collateral(1)	Cost Basis		Fair Value		Percentage Based on Fair Value	Cost Basis		Fair Value		Percentage Based on Fair Value
Industrial	$	3,359,594	$	3,268,452	33%	$	3,058,410	$	3,032,995	34%
Residential	2,678,131		2,639,971		27%	2,328,762		2,358,734		26%
Hospitality	2,560,293		2,466,372		25%	2,233,289		2,200,285		24%
Office	724,459		684,979		7%	640,145		620,512		7%
Other	450,972		439,489		4%	354,579		352,105		4%
Diversified	379,254		381,451		4%	403,737		405,569		5%
Net Lease	8,886		7,882		—%	8,885		8,779		—%
Retail	—		—		—%	17,374		16,960		—%
Total	$	10,161,589	$	9,888,596	100%	$	9,045,181	$	8,995,939	100%

(1)Residential investments in real estate debt are collateralized by various forms of rental housing including apartments and single family homes.

The following table details the credit rating of the Company’s investments in real estate debt ($ in thousands):

	March 31, 2022					December 31, 2021
Credit Rating	Cost Basis		Fair Value		Percentage Based on Fair Value	Cost Basis		Fair Value		Percentage Based on Fair Value
AAA	$	26,304	$	22,750	—%	$	26,192	$	24,274	—%
AA	628		1,325		—%	710		1,749		—%
A	125,884		123,191		1%	127,118		125,420		1%
BBB	549,911		537,270		5%	373,061		369,111		4%
BB	2,122,421		2,045,884		21%	1,678,565		1,670,560		19%
B	2,306,004		2,225,230		23%	1,971,282		1,940,328		22%
CCC	24,338		22,728		—%	24,338		24,242		—%
Private Commercial Real Estate Loans	1,538,922		1,511,111		15%	1,598,701		1,585,738		18%
Not Rated (1)	3,467,177		3,399,107		35%	3,245,214		3,254,517		36%
Total	$	10,161,589	$	9,888,596	100%	$	9,045,181	$	8,995,939	100%

(1)As of March 31, 2022, Not Rated positions represent a weighted average LTV at origination of 67.5% and are comprised primarily of 54.2% industrial and 36.7% multifamily assets.

The following table details the amounts recognized for the Company’s investments in real estate debt ($ in thousands):

	Three Months Ended March 31,
	2022		2021
Interest income	$	97,599	$	43,197
Unrealized (loss) gain	(224,147)		129,883
Realized gain	2,384		2,594
Total	(124,164)		175,674
Income from interest rate swaps and other derivatives	83,975		50,579
Income from secured financings of investments in real estate debt(1)	15,408		13,461
Other loss	(9,263)		(353)
Total (loss) income from investments in real estate debt	$	(34,044)	$	239,361

(1)Represents unrealized and realized gains.

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The Company’s investments in real estate debt included certain CMBS and loans collateralized by properties owned by Blackstone-advised investment vehicles. The following table details the Company’s investments in affiliated real estate debt ($ in thousands):

	Fair Value					Income (Loss)
					Three Months Ended March 31,
	March 31, 2022		December 31, 2021			2022		2021
CMBS	$	2,794,020	$	3,099,694		$	(22,627)	$	69,343
Commercial real estate loans	489,388		556,571			(1,139)		(18,572)
Total	$	3,283,408	$	3,656,265		$	(23,766)	$	50,771

For additional information regarding the Company’s investments in affiliated real estate debt, see Note 5 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. The terms and conditions of such affiliated real estate debt held as of March 31, 2022 are consistent with the terms described in such Note.

Each investment in such CMBS by Blackstone and its affiliates (including the Company) represented a minority participation in any individual tranche. The Company acquired its minority participation interests from third-parties on market terms negotiated by the majority third-party investors. Blackstone and its affiliates (including the Company) will forgo all non-economic rights (including voting rights) in such CMBS as long as the Blackstone-advised investment vehicles either own the properties collateralizing, loans underlying, or have an interest in a different part of the capital structure related to such CMBS.

As of March 31, 2022 and December 31, 2021, the Company’s investments in real estate debt also included $2.0 billion and $1.4 billion, respectively, of CMBS collateralized, in part, by certain of the Company’s mortgage notes. During the three months ended March 31, 2022 and 2021, the Company recognized $28.7 million of loss and $7.0 million of income, respectively, related to such CMBS.

6. Mortgage Notes, Term Loans, and Secured Revolving Credit Facilities

The following table details the mortgage notes, term loans, and secured revolving credit facilities secured by the Company’s real estate ($ in thousands):

	March 31, 2022				Principal Balance Outstanding
Indebtedness	Weighted Average Interest Rate(1)	Weighted Average Maturity Date (2)(3)	Maximum Facility Size		March 31, 2022		December 31, 2021
Fixed rate loans:
Fixed rate mortgages(4)	3.6%	9/25/2028	N/A		$	19,387,718	$	19,086,525
Variable rate loans:
Variable rate mortgages and term loans	L+2.0%	7/13/2026	N/A		21,107,149		20,004,365
Variable rate secured revolving credit facilities	N/A	N/A	$	2,963,290	—		1,614,550
Variable rate warehouse facilities	L+1.6%	8/6/2027	$	1,562,500	1,075,929		794,141
Variable rate mezzanine loans	L+3.5%	3/9/2025	N/A		71,100		71,100
Total variable rate loans	L+1.9%	7/31/2026			22,254,178		22,484,156
Total loans secured by real estate	3.0%	8/1/2027			41,641,896		41,570,681
Premium on assumed debt, net					65,437		68,706
Deferred financing costs, net					(312,112)		(311,999)
Mortgage notes, term loans, and secured revolving credit facilities, net					$	41,395,221	$	41,327,388

(1)The term “L” refers to the relevant floating benchmark rates, which include one-month LIBOR, three-month LIBOR, 30-day SOFR, and one-month CDOR as applicable to each loan. As of March 31, 2022, we have outstanding interest rate swaps with an aggregate notional balance of $16.6 billion that mitigate our exposure to potential future interest rates increase under our floating-rate debt.

(2)Weighted average maturity assumes maximum maturity date (including any extensions), where the Company, at its sole discretion, has one or more extension options.

(3)The majority of the Company’s mortgages contain yield or spread maintenance provisions.

(4)Includes $382.9 million and $396.3 million of loans related to our investment in affordable housing properties as of March 31, 2022 and December 31, 2021, respectively. Such loans are generally with municipalities, housing authorities, and other third parties administered through government sponsored affordable housing programs. Certain of these loans may be forgiven if specific affordable housing conditions are maintained.

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The following table details the future principal payments due under the Company’s mortgage notes, term loans, and secured revolving credit facilities as of March 31, 2022 ($ in thousands):

Year	Amount
2022 (remaining)	$	320,648
2023	593,693
2024	3,217,858
2025	6,510,837
2026	14,534,786
2027	6,428,977
Thereafter	10,035,097
Total	$	41,641,896

The Company repaid certain of its loans in conjunction with the sale of the underlying property or a refinancing during the three months ended March 31, 2022. As such, the Company incurred a realized gain on extinguishment of debt of $1.4 million and loss of $3.4 million for the three months ended March 31, 2022 and 2021, respectively. Such gains resulted primarily from the acceleration of mortgage premiums and such losses resulted from the acceleration of related deferred financing costs, prepayment penalties, and transaction costs. Both are recorded on the Company’s Condensed Consolidated Statements of Operations.

The Company is subject to various financial and operational covenants under certain of its mortgage notes, term loans, and secured revolving credit facility agreements. These covenants require the Company to maintain certain financial ratios, which include leverage, debt yield, and debt service coverage, among others. As of March 31, 2022, the Company believes it was in compliance with all of its loan covenants that could result in a default under such agreements, and with respect to the other financial ratio-based covenants, the Company has provided limited guarantees to allow the applicable collateral real estate to continue to distribute their cash flow to the Company.

7. Secured Financings of Investments in Real Estate Debt

The Company has entered into master repurchase agreements and other financing agreements with lenders to provide additional financing capacity secured by certain of its investments in real estate debt. The terms of the master repurchase agreements and other financing agreements provide the lenders the ability to determine the size and terms of the financing provided based upon the particular collateral pledged by the Company from time-to-time, and may require the Company to provide additional collateral in the form of cash, securities, or other assets if the market value of the financed investments decline. 

The following tables detail the Company’s secured financings of investments in real estate debt ($ in thousands):

	March 31, 2022
Collateral Type	Borrowings Outstanding		Collateral Assets(1)		Weighted Average Interest Rate (2)	Weighted Average Maturity Date
CMBS	$	4,212,985	$	6,702,854	L+1.0%	3/21/2023
Commercial real estate loans	180,859		278,244		L+1.8%	4/2/2024
Corporate bonds	86,585		126,560		L+0.9%	2/2/2023
RMBS	78,352		115,836		L+1.0%	3/20/2023
	$	4,558,781	$	7,223,494	L+1.0%

	December 31, 2021
Collateral Type	Borrowings Outstanding		Collateral Assets(1)		Weighted Average Interest Rate (2)	Weighted Average Maturity Date
CMBS	$	4,308,015	$	6,604,524	L+0.9%	1/20/2023
Commercial real estate loans	224,510		345,400		L+1.8%	4/2/2022
Corporate bonds	90,578		135,355		L+0.8%	11/17/2022
RMBS	83,529		125,967		L+0.9%	12/31/2022
	$	4,706,632	$	7,211,246	L+1.0%

(1)Represents the fair value of the Company’s investments in real estate debt that serve as collateral.

(2)The term “L” refers to the relevant floating benchmark rates, which include USD LIBOR, EURIBOR, SOFR and SONIA, as applicable to each secured financing. 

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8. Unsecured Revolving Credit Facilities

The Company is party to an unsecured line of credit with multiple banks. The credit facility expires on February 22, 2024 and may be extended for one year. Interest under the credit facility is determined based on LIBOR plus 2.5%. As of March 31, 2022, the capacity of the unsecured line of credit was $2.0 billion. As of March 31, 2022, the Company had a $10.0 million letter of credit outstanding, which reduced the line of credit capacity of the unsecured credit facility. No such letter of credit was outstanding as of December 31, 2021. There were no outstanding borrowings on the line of credit as of March 31, 2022 and December 31, 2021.

The Company is party to an unsecured, uncommitted line of credit (the “Line of Credit”) up to a maximum amount of $75.0 million with an affiliate of Blackstone (“Lender”). The Line of Credit expires on January 22, 2023, and may be extended for up to 12 months, subject to Lender approval. The interest rate is equivalent to the then-current rate offered to the Company by a third-party lender, or, if no such rate is available, LIBOR plus 2.5%. Each advance under the Line of Credit is repayable on the earliest of (i) the expiration of the Line of Credit, (ii) Lender’s demand and (iii) the date on which the Adviser no longer acts as the Company’s investment adviser, provided that the Company will have 180 days to make such repayment in the cases of clauses (i) and (ii) and 45 days to make such repayment in the case of clause (iii). As of March 31, 2022 and December 31, 2021, the Company had no outstanding balance under the Line of Credit.

9. Related Party Transactions

Due to Affiliates

The following table details the components of due to affiliates ($ in thousands): 

	March 31, 2022		December 31, 2021
Accrued stockholder servicing fee	$	1,453,187	$	1,235,592
Performance participation allocation	411,569		—
Accrued management fee	66,688		56,607
Accrued affiliate service provider expenses	15,856		12,880
Advanced organization and offering costs	1,534		2,045
Other	2,638		2,323
Total	$	1,951,472	$	1,309,447

Accrued Stockholder Servicing Fee

The Company accrues the full amount of the future stockholder servicing fees payable to Blackstone Securities Partners L.P. (the “Dealer Manager”), a registered broker dealer affiliated with the Adviser, for Class S, Class T, and Class D shares, up to the 8.75% of gross proceeds limit, at the time such shares are sold. The Dealer Manager has entered into agreements with the selected dealers distributing the Company’s share as part of its continuous public offering, that provide, among other things, for the re-allowance of the full amount of the selling commissions and dealer manager fee, and all or a portion of the stockholder servicing fees received by the Dealer Manager to such selected dealers.

Performance Participation Allocation

The Special Limited Partner holds a performance participation interest in BREIT OP that entitles it to receive an allocation of BREIT OP’s total return. Total return is defined as distributions paid or accrued plus the change in the Company’s Net Asset Value (“NAV”), adjusted for subscriptions and repurchases. Under the BREIT OP agreement, the annual total return will be allocated solely to the Special Limited Partner only after the other unit holders have received a total return of 5% (after recouping any loss carryforward amount) and such allocation will continue until the allocation between the Special Limited Partner and all other BREIT OP unit holders is equal to 12.5% and 87.5%, respectively. Thereafter, the Special Limited Partner will receive an allocation of 12.5% of the annual total return. The allocation of the performance participation interest is ultimately measured on a calendar year basis and will be paid quarterly in Class I or Class B units of BREIT OP or cash, at the election of the Special Limited Partner.

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Effective March 4, 2022, following the end of each calendar quarter that is not also the end of a calendar year, the Special Limited Partner will be entitled to a performance participation allocation as described above calculated in respect of the portion of the year to date, less any performance participation allocation received with respect to prior quarters in that year (the “Quarterly Allocation”). The performance participation allocation that the Special Limited Partner is entitled to receive at the end of each calendar year will be reduced by the cumulative amount of Quarterly Allocations that year. If a Quarterly Allocation is made and at the end of a subsequent calendar quarter in the same calendar year the Special Limited Partner is entitled to less than the previously received Quarterly Allocation(s) (a “Quarterly Shortfall”), then subsequent distributions of any Quarterly Allocations or year-end Performance Allocations in that calendar year will be reduced by an amount equal to such Quarterly Shortfall, until such time as no Quarterly Shortfall remains. If all or any portion of a Quarterly Shortfall remains at the end of a calendar year following the application described in the previous sentence, distributions of any Quarterly Allocations and year-end Performance Allocations in the subsequent four calendar years will be reduced by (i) the remaining Quarterly Shortfall plus (ii) an annual rate of 5% on the remaining Quarterly Shortfall measured from the first day of the calendar year following the year in which the Quarterly Shortfall arose and compounded quarterly (collectively, the “Quarterly Shortfall Obligation”) until such time as no Quarterly Shortfall Obligation remains; provided, that the Special Limited Partner (or its affiliate) may make a full or partial cash payment to reduce the Quarterly Shortfall Obligation at any time; provided, further, that if any Quarterly Shortfall Obligation remains following such subsequent four calendar years, then the Special Limited Partner (or its affiliate) will promptly pay BREIT OP the remaining Quarterly Shortfall Obligation in cash. During the three months ended March 31, 2022, the Company recognized $411.6 million of performance participation allocation expense in the Company’s Condensed Consolidated Statements of Operations. In April 2022, the Company issued 16.1 million Class I units in BREIT OP to the Special Limited Partner as payment for $237.9 million of the performance participation allocation. The remaining amount of the performance participation allocation expense is recorded as a liability within Due to Affiliates on the Condensed Consolidated Balance Sheets. At the election of the Special Limited Partner, each Class I unit is redeemable for cash or Class I shares (on a one-for-one basis). Immediately following the issuance, upon request by the Special Limited Partner, we exchanged 16.1 million Class I units for 16.1 million Class I shares.

On December 31, 2021, the Company issued 96.4 million Class I units in BREIT OP to the Special Limited Partner as payment of the 2021 performance participation allocation. Such units were issued at the NAV per unit as of December 31, 2021. Also on December 31, 2021, and immediately following (i) the issuance of the Class I units and (ii) the record time for the December 2021 distributions on the Company’s Class I shares, 55.2 million Class I units in BREIT OP were exchanged for 55.2 million unregistered Class I shares in the Company. In January 2022, subsequent to the issuance of the Class I shares and Class I units, 4.7 million of such Class I units were exchanged for 4.7 million Class B units, 37.8 million of such Class I shares and 1.9 million of such Class I units were redeemed for $566.6 million, and 9.0 million of such units were exchanged for 9.0 million unregistered Class I shares in the Company.

In January 2021, the Company issued 15.5 million Class I units and 1.1 million Class B units in BREIT OP to the Special Limited Partner as payment of the 2020 performance participation allocation. Such units were issued at the NAV per unit as of December 31, 2021. Subsequent to the issuance of the Class I units and Class B units, 9.7 million of such units were redeemed for $111.9 million, and 1.1 million of such units were exchanged for unregistered Class I shares in the Company.

As of May 13, 2022, Blackstone and its employees, including the Company’s executive officers, owned shares of common stock of the Company and Class I and Class B units of BREIT OP in an aggregate amount of $1.5 billion (based on the NAV per share/unit as of March 31, 2022).

Accrued Management Fee

The Adviser is entitled to an annual management fee equal to 1.25% of the Company’s NAV, payable monthly, as compensation for the services it provides to the Company. The management fee can be paid, at the Adviser’s election, in cash, shares of the Company’s common stock, or BREIT OP units. To date, the Adviser has elected to receive the management fee in shares of the Company’s common stock. During the three months ended March 31, 2022 and 2021, the Company incurred management fees of $189.2 million and $73.1 million, respectively.

During the three months ended March 31, 2022 and 2021, the Company issued 8.4 million and 4.0 million unregistered Class I shares, respectively, to the Adviser as payment for management fees. The Company also had a payable of $66.7 million and $56.6 million related to the management fees as of March 31, 2022 and December 31, 2021, respectively. During April 2022, the Adviser was issued 4.5 million unregistered Class I shares as payment for the management fees accrued as of March 31, 2022. The shares issued to the Adviser for payment of the management fee were issued at the applicable NAV per share at the end of each month for which the fee was earned. During the three months ended March 31, 2021, the Adviser submitted 8.3 million Class I shares for repurchase by the Company, for a total repurchase amount of $96.9 million. The Advisor did not submit any shares for repurchase during the three months ended March 31, 2022.

20

Accrued affiliate service provider expenses and incentive compensation awards

For further details on the Company’s relationships with its affiliated service providers, see Note 9 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. The Company issues incentive compensation awards to certain employees of affiliate portfolio company service providers that entitles them to receive an allocation of the Company’s total return over a certain hurdle amount, as determined by the Company. The vesting condition that is based on the Company achieving of certain returns over a hurdle amount is considered a market condition. The achievement of total returns over the hurdle amount, which affects the quantity of awards that vest, is considered a performance condition. If it is considered probable that the performance condition will be met, these awards are amortized over the four-year service period, as adjusted for forfeitures. As of March 31, 2022, the Company has determined it is probable that the performance condition will be met and has amortized the value of such awards over the applicable service period. None of Blackstone, the Adviser, or the affiliate portfolio company service providers receive any incentive compensation from the aforementioned arrangements.

The following table details the incentive compensation awards ($ in thousands):

							March 31, 2022
Plan Year	Unrecognized Compensation Cost as of December 31, 2021		Value of Awards Issued		Amortization of Compensation Cost for the Three Months Ended March 31, 2022		Unrecognized Compensation Cost		Remaining Amortization Period
2019	$	1,520	$	—	$	(380)	$	1,140	0.8 years
2020	—		—		—		—		—
2021	37,201		—		(3,010)		34,191		2.8 years
2022	—		25,000		(1,562)		23,438		3.8 years
	$	38,721	$	25,000	$	(4,952)	$	58,769

The following table details the amounts incurred for affiliate service providers ($ in thousands):

	Affiliate Service Provider Expenses Three Months Ended March 31,				Amortization of Affiliate Service Provider Incentive Compensation Awards Three Months Ended March 31,				Transaction Support Services(1) Three Months Ended March 31,
	2022		2021		2022		2021		2022		2021
Link Industrial Properties L.L.C.	$	19,133	$	16,128	$	2,344	$	417	$	1,032	$	243
LivCor, L.L.C.	13,978		10,725		2,218		382		1,691		879
BRE Hotels and Resorts LLC	3,484		2,681		191		132		—		—
ShopCore Properties TRS Management LLC	1,857		1,424		125		16		—		40
Revantage Corporate Services, L.L.C.	4,832		653		—		—		5		—
Equity Office Management, L.L.C.	422		612		74		8		—		—
Longview Senior Housing Advisors, LLC	428		—		—		—		—		—
Total	$	44,134	$	32,223	$	4,952	$	955	$	2,728	$	1,162

(1)During the three months ended March 31, 2022 and 2021, the Company paid the affiliate service providers $2.7 million and $1.2 million, respectively, for transaction support fees relating to acquisitions and dispositions, and such costs were either (i) capitalized to Investments in Real Estate or (ii) included as part of the gain (loss) on sale.

Affiliate service provider expenses and incentive compensation awards are included as a component of Rental Property Operating and Hospitality Operating expense, as applicable, in the Company’s Condensed Consolidated Statements of Operations. Transaction support service fees were capitalized to Investments in Real Estate on the Company’s Condensed Consolidated Balance Sheets. Neither Blackstone nor the Adviser receives any fees from these arrangements.

Other

As of March 31, 2022 and December 31, 2021, the Adviser had advanced $2.6 million and $2.3 million, respectively, of expenses on the Company’s behalf for general corporate expenses provided by unaffiliated third parties. 

21

Affiliate Title Service Provider

During the three months ended March 31, 2022, the Company paid Lexington National Land Services $6.9 million for title services related to 20 investments and such costs were either (i) capitalized to Investments in Real Estate or (ii) recorded as deferred financing costs, which is a reduction to Mortgage Notes, Term Loans, and Secured Revolving Credit Facilities on the Condensed Consolidated Balance Sheets. For additional information regarding this affiliate relationship, see Note 9 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Captive Insurance Company

During the three months ended March 31, 2022, the Company contributed $4.4 million of capital to the captive insurance company for insurance premiums and its pro rata share of other expenses. Of these amounts, $0.1 million was attributable to the fee paid to a Blackstone affiliate to provide oversight and management services of the captive insurance company. The capital contributed and fees paid are in place of insurance premiums and fees that would otherwise be paid to third party insurance companies. The Company contributed $0.3 million of capital to the captive insurance company during the three months ended March 31, 2021. Of these amounts, $5 thousand was attributable to the fee paid to a Blackstone affiliate to provide oversight and management services of the captive insurance company.

Other

As of March 31, 2022 and December 31, 2021, the Company had a receivable of $3.0 million and $3.9 million from LivCor, L.L.C. and such amounts are included in Other Assets on the Company’s Condensed Consolidated Balance Sheets.

10. Other Assets and Other Liabilities

The following table details the components of other assets ($ in thousands):

	March 31, 2022		December 31, 2021
Equity securities	$	3,217,726	$	3,225,660
Real estate intangibles, net	1,303,510		1,487,436
Derivatives	839,707		41,453
Receivables, net	473,421		381,201
Straight-line rent receivable	307,270		275,200
Single family rental homes risk retention securities	183,646		233,525
Prepaid expenses	117,356		151,188
Pre-acquisition costs	115,952		153,659
Deferred leasing costs, net	98,054		84,990
Deferred financing costs, net	52,060		51,535
Held for sale assets	27,951		196,244
Other	162,596		168,642
Total	$	6,899,249	$	6,450,733

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The following table details the components of other liabilities ($ in thousands): 

	March 31, 2022		December 31, 2021
Subscriptions received in advance	$	1,843,583	$	1,746,910
Stock repurchases payable	393,594		100,540
Intangible liabilities, net	301,669		288,643
Accounts payable and accrued expenses	295,641		265,754
Distribution payable	222,007		190,143
Accrued interest expense	217,129		215,757
Real estate taxes payable	204,560		211,063
Securitized debt obligations, net	199,164		200,953
Right of use lease liability - operating leases	190,500		180,453
Tenant security deposits	183,948		172,308
Derivatives	99,859		45,597
Payable for unsettled investments in real estate debt	99,541		21,426
Prepaid rental income	92,279		125,250
Right of use lease liability - financing leases	76,054		75,730
Held for sale liabilities	21,487		114,377
Other	246,561		229,244
Total	$	4,687,576	$	4,184,148

11. Intangibles

The gross carrying amount and accumulated amortization of the Company’s intangible assets and liabilities consisted of the following ($ in thousands):

	March 31, 2022		December 31, 2021
Intangible assets
In-place lease intangibles	$	1,950,226	$	1,920,331
Indefinite life intangibles	104,182		104,182
Above-market lease intangibles	61,302		60,383
Other intangibles	75,818		69,634
Total intangible assets	2,191,528		2,154,530
Accumulated amortization
In-place lease amortization	(844,626)		(628,163)
Above-market lease amortization	(25,602)		(22,993)
Other intangibles amortization	(17,790)		(15,938)
Total accumulated amortization	(888,018)		(667,094)
Intangible assets, net	$	1,303,510	$	1,487,436
Intangible liabilities
Below-market lease intangibles	$	406,162	$	377,132
Total intangible liabilities	406,162		377,132
Accumulated amortization
Below-market lease amortization	(104,493)		(88,489)
Total accumulated amortization	(104,493)		(88,489)
Intangible liabilities, net	$	301,669	$	288,643

23

The estimated future amortization on the Company’s intangibles for each of the next five years and thereafter as of March 31, 2022 is as follows ($ in thousands):

	In-place Lease Intangibles		Above-market Lease Intangibles		Other Intangibles		Below-market Lease Intangibles
2022 (remaining)	$	401,019	$	8,370	$	5,947	$	(49,468)
2023	203,366		7,106		7,435		(58,529)
2024	140,136		5,128		7,149		(49,031)
2025	103,841		3,964		7,145		(40,928)
2026	79,127		3,210		7,012		(31,825)
2027	55,812		2,268		6,610		(21,021)
Thereafter	122,299		5,654		16,730		(50,867)
	$	1,105,600	$	35,700	$	58,028	$	(301,669)

12. Derivatives

The Company uses derivative financial instruments to minimize the risks and/or costs associated with the Company’s investments and financing transactions. The Company has not designated any of its derivative financial instruments as hedges as defined within ASC 815 – “Derivatives and Hedging”. Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements, fluctuations in foreign exchange rates, and other identified risks.

The use of derivative financial instruments involves certain risks, including the risk that the counterparties to these contractual arrangements do not perform as agreed. To mitigate this risk, the Company enters into derivative financial instruments with counterparties it believes to have appropriate credit ratings and that are major financial institutions with which the Company and its affiliates may also have other financial relationships.

Interest Rate Contracts

Certain of the Company’s transactions expose the Company to interest rate risks, which include exposure to variable interest rates on certain loans secured by the Company’s real estate in addition to its secured financings of investments in real estate debt. The Company uses derivative financial instruments, which includes interest rate swaps, and may also include interest rate caps, options, floors, and other interest rate derivative contracts, to limit the Company’s exposure to the future variability of interest rates.

The following tables detail the Company’s outstanding interest rate derivatives that were non-designated hedges of interest rate risk (notional amount in thousands):

	March 31, 2022
Interest Rate Derivatives	Number of Instruments	Notional Amount		Strike	Index	Weighted Average Maturity (Years)
Interest Rate Swaps - Property debt	31	$	15,050,000	2.2%	LIBOR, SOFR	7.9
Interest Rate Caps - Property debt	33	$	14,370,196	2.0%	LIBOR, SOFR	1.3
Interest Rate Swaps - Investments in real estate debt	75	$	1,513,710	1.2%	LIBOR, SOFR	4.8
	December 31, 2021
Interest Rate Derivatives	Number of Instruments	Notional Amount		Strike	Index	Weighted Average Maturity (Years)
Interest Rate Swaps - Property debt	22	$	9,500,000	1.3%	LIBOR	7.0
Interest Rate Swaps - Investments in real estate debt	54	$	1,076,210	1.0%	LIBOR	4.8

Foreign Currency Forward Contracts

Certain of the Company’s international investments expose it to fluctuations in foreign currency exchange rates and interest rates. These fluctuations may impact the value of the Company’s cash receipts and payments in terms of its functional currency, the U.S. dollar. The Company uses foreign currency forward contracts to protect the value or fix the amount of certain investments or cash flows in terms of the U.S. dollar. 

24

The following table details the Company’s outstanding foreign currency forward contracts that were non-designated hedges of foreign currency risk (notional amount in thousands):

	March 31, 2022			December 31, 2021
Foreign Currency Forward Contracts	Number of Instruments	Notional Amount		Number of Instruments	Notional Amount
Buy USD / Sell EUR Forward	10	€	550,463	10	€	552,513
Buy USD / Sell GBP Forward	14	£	269,462	7	£	267,368
Buy EUR / Sell USD Forward	1	€	13,768	1	€	5,978
Buy GBP / Sell USD Forward	—	£	—	3	£	15,396

Valuation and Financial Statement Impact

The following table details the fair value of the Company’s derivative financial instruments ($ in thousands):

	Fair Value of Derivatives in an Asset(1) Position				Fair Value of Derivatives in a Liability(2) Position
	March 31, 2022		December 31, 2021		March 31, 2022		December 31, 2021
Interest rate derivatives	$	826,499	$	41,123	$	82,405	$	38,062
Foreign currency forward contracts	13,208		330		17,454		7,535
Total Derivatives	$	839,707	$	41,453	$	99,859	$	45,597

(1)Included in Other Assets in the Company’s Condensed Consolidated Balance Sheets.

(2)Included in Other Liabilities in the Company’s Condensed Consolidated Balance Sheets.

The following table details the effect of the Company’s derivative financial instruments on the Condensed Consolidated Statements of Operations ($ in thousands):

Type of Derivative	Realized/Unrealized Gain (Loss)	Location of Gain (Loss) Recognized in Net Income	Three Months Ended March 31,
			2022		2021
Interest Rate Swap – Property debt	Unrealized gain	(1)	$	635,984	$	17,201
Interest Rate Swap – Investments in real estate debt	Realized loss	(2)	—		(14,691)
Interest Rate Swap – Investments in real estate debt	Unrealized gain	(2)	59,709		54,422
Foreign Currency Forward Contract	Realized gain (loss)	(2)	21,344		(4,478)
Foreign Currency Forward Contract	Unrealized gain	(2)	2,922		15,326
Interest Rate Caps - Property debt	Unrealized gain	(3)	45,339		—
			$	765,298	$	67,780

(1)Included in Other Income in the Company's Condensed Consolidated Statements of Operations.

(2)Included in (Loss) Income from Investments in Real Estate Debt in the Company’s Condensed Consolidated Statements of Operations.

(3)Included in Interest Expense in the Company's Condensed Consolidated Statements of Operations.

Credit-Risk Related Contingent Features

The Company has entered into agreements with certain of its derivative counterparties that contain provisions whereby if the Company were to default on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, the Company may also be declared in default under its derivative obligations. In addition, certain of the Company’s agreements with its derivative counterparties require the Company to post collateral based on a percentage of derivative notional amounts and/or to secure net liability positions.

As of March 31, 2022, the Company was in a net liability position with 3 of its derivative counterparties and posted collateral of $41.6 million under the derivative contracts. As of December 31, 2021, the Company was in a net liability position with 1 of its derivative counterparties and posted collateral of $5.1 million under the derivative contract.

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13. Equity and Redeemable Non-controlling Interest

Authorized Capital

As of March 31, 2022, the Company had the authority to issue 10,100,000,000 shares, consisting of the following:

	Number of Shares (in thousands)	Par Value
Preferred Stock	100,000	$	0.01
Class S Shares	3,000,000	$	0.01
Class I Shares	6,000,000	$	0.01
Class T Shares	500,000	$	0.01
Class D Shares	500,000	$	0.01
Total	10,100,000

Common Stock

The following table details the movement in the Company’s outstanding shares of common stock (in thousands):

	Three Months Ended March 31, 2022
	Class S	Class I	Class T	Class D	Total
December 31, 2021	1,254,348	2,086,631	57,287	291,087	3,689,353
Common stock issued	169,867	332,604	7,751	47,904	558,126
Distribution reinvestment	7,434	11,560	365	1,853	21,212
Common stock repurchased	(5,221)	(80,651)	(346)	(895)	(87,113)
March 31, 2022	1,426,428	2,350,144	65,057	339,949	4,181,578

Share and Unit Repurchases

For the three months ended March 31, 2022, the Company repurchased shares and OP units for a total of $1.3 billion. The Company had no unfulfilled repurchase requests during the three months ended March 31, 2022.

Distributions

The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Internal Revenue Code.

Each class of common stock receives the same gross distribution per share. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the applicable distributor.

The following table details the aggregate distributions declared for each applicable class of common stock:

	Three Months Ended March 31, 2022
	Class S		Class I		Class T		Class D
Aggregate gross distributions declared per share of common stock	$	0.1662	$	0.1662	$	0.1662	$	0.1662
Stockholder servicing fee per share of common stock	(0.0309)		—		(0.0304)		(0.0089)
Net distributions declared per share of common stock	$	0.1353	$	0.1662	$	0.1358	$	0.1573

Redeemable Non-controlling Interest

In connection with its performance participation interest, the Special Limited Partner holds Class I units in BREIT OP. See Note 9 for further details of the Special Limited Partner’s performance participation interest. Because the Special Limited Partner has the ability to redeem its Class I units for Class I shares in the Company or cash, at the election of the Special Limited Partner, the Company has classified these Class I units as Redeemable Non-controlling Interest in mezzanine equity on the Company’s Condensed Consolidated Balance Sheets.

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The following table details the redeemable non-controlling interest activity related to the Special Limited Partner for the three months ended March 31, 2022 and 2021 ($ in thousands):

 

	March 31,
	2022		2021
Balance at the beginning of the year	$	589,900	$	274
Settlement of prior year performance participation allocation	—		192,648
Repurchases	(26,639)		(111,949)
Conversion to Class I and Class B units	(434,717)		(68,453)
Conversion to Class I shares	(128,205)		(12,246)
GAAP income allocation	(1)		—
Distributions	(4)		(4)
Fair value allocation	18		14
Ending balance	$	352	$	284

In addition to the Special Limited Partner’s interest noted above, certain of the Company’s third party joint ventures also have a redeemable non-controlling interest in such joint ventures. As of March 31, 2022 and December 31, 2021, $219.2 million and $160.8 million, respectively, related to such third party joint ventures was included in Redeemable Non-controlling Interests on the Company’s Condensed Consolidated Balance Sheets.

The Redeemable Non-controlling Interests are recorded at the greater of (i) their carrying amount, adjusted for their share of the allocation of GAAP net income (loss) and distributions, or (ii) their redemption value, which is equivalent to the fair value of such interests at the end of each measurement period. Accordingly, the Company recorded an allocation adjustment of $35.7 million and $2.8 million, during the three months ended March 31, 2022 and 2021, respectively, between Additional Paid-in Capital and Redeemable Non-controlling Interest.

14. Leases

Lessor

The Company’s rental revenue primarily consists of rent earned from operating leases at the Company’s residential, industrial, net lease, data centers, self storage, retail, and office properties. Leases at the Company’s industrial, data centers, retail, and office properties generally include a fixed base rent, and certain leases also contain a variable rent component. The variable component of the Company’s operating leases at its industrial, data centers, retail, and office properties primarily consist of the reimbursement of operating expenses such as real estate taxes, insurance, and common area maintenance costs. Rental revenue earned from leases at the Company’s residential properties primarily consist of a fixed base rent, and certain leases contain a variable component that allows for the pass-through of certain operating expenses such as utilities. Rental revenue earned from leases at the Company’s self storage properties primarily consist of a fixed base rent only.

Rental revenue from the Company’s lease at the Bellagio consists of a fixed annual rent that escalates annually throughout the term of the lease, and the tenant is generally responsible for all property-related expenses, including taxes, insurance, and maintenance. The Company assessed the classification of the Bellagio lease and determined the lease was an operating lease. The Company’s assessment included the consideration of the present value of the lease payments over the lease term and the residual value of the leased assets.

Leases at the Company’s industrial, net lease, data centers, retail, and office properties are generally longer term (greater than 12 months in length), and may contain extension and termination options at the lessee’s election. Often, these leases have annual escalations that are tied to the CPI index. Leases at the Company’s residential and self storage properties are short term in nature, generally not greater than 12 months in length.

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The following table details the components of operating lease income from leases in which the Company is the lessor ($ in thousands):

 

	Three Months Ended March 31,
	2022		2021
Fixed lease payments	$	1,212,538	$	591,040
Variable lease payments	91,182		61,876
Rental revenue	$	1,303,720	$	652,916

The following table presents the undiscounted future minimum rents the Company expects to receive for its industrial, net lease, data centers, retail, and office properties as of March 31, 2022 ($ in thousands). Leases at the Company’s residential and self storage properties are short term, generally 12 months or less, and are therefore not included.

Year	Future Minimum Rents
2022 (remaining)	$	1,055,157
2023	1,332,820
2024	1,183,141
2025	1,045,161
2026	924,148
2027	748,108
Thereafter	9,001,328
Total	$	15,289,863

Lessee

Certain of the Company’s investments in real estate are subject to ground leases. The Company’s ground leases are classified as either operating leases or financing leases based on the characteristics of each lease. As of March 31, 2022, the Company had 57 ground leases classified as operating and 3 ground leases classified as financing. Each of the Company’s ground leases were acquired as part of the acquisition of real estate, and no incremental costs were incurred for such ground leases. The Company’s ground leases are non-cancelable, and 2 of the Company’s operating leases contain renewal options, one for an additional 99 year term and the other for an additional 10 year term.

The following table details the future lease payments due under the Company’s ground leases as of March 31, 2022 ($ in thousands): 

	Operating Leases		Financing Leases
2022 (remaining)	$	6,940	$	3,041
2023	9,420		4,150
2024	9,528		4,266
2025	9,780		4,385
2026	9,899		4,507
2027	10,285		4,633
Thereafter	1,038,666		564,142
Total undiscounted future lease payments	1,094,518		589,124
Difference between undiscounted cash flows and discounted cash flows	(904,018)		(513,070)
Total lease liability	$	190,500	$	76,054

The Company utilized its incremental borrowing rate, which was between 5% and 7%, to determine its lease liabilities. As of March 31, 2022, the weighted average remaining lease term of the Company’s operating leases and financing leases was 66 years and 79 years, respectively.

Payments under the Company’s ground leases primarily contain fixed payment components that may include periodic increases based on an index or periodic fixed percentage escalations. NaN of the Company’s ground leases contains a variable component based on a percentage of revenue.

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The following table details the fixed and variable components of the Company’s operating leases ($ in thousands):

 

	Three Months Ended March 31,
	2022		2021
Fixed ground rent expense	$	2,269	$	1,021
Variable ground rent expense	5		—
Total cash portion of ground rent expense	2,274		1,021
Straight-line ground rent expense	2,853		1,647
Total operating lease costs	$	5,127	$	2,668

 The following table details the fixed and variable components of the Company’s financing leases ($ in thousands):

	Three Months Ended March 31,
	2022		2021
Interest on lease liabilities	$	996	$	759
Amortization of right-of-use assets	324		247
Total financing lease costs	$	1,320	$	1,006

15. Segment Reporting

The Company operates in 9 reportable segments: Residential, Industrial, Net Lease, Data Centers, Hospitality, Self Storage, Retail, Office properties, and Investments in Real Estate Debt. The Company allocates resources and evaluates results based on the performance of each segment individually. The Company believes that Segment Net Operating Income is the key performance metric that captures the unique operating characteristics of each segment.

The following table details the total assets by segment ($ in thousands):

	March 31, 2022		December 31, 2021
Residential	$	44,541,991	$	44,167,486
Industrial	21,284,316		20,898,801
Net Lease	5,411,744		5,219,519
Hospitality	3,080,965		3,084,271
Office	2,688,429		1,232,392
Self Storage	1,883,733		1,886,376
Data Centers	1,847,478		1,905,660
Retail	1,653,409		1,689,575
Investments in Real Estate Debt	10,349,761		9,190,352
Other (Corporate)	5,580,874		2,033,779
Total assets	$	98,322,700	$	91,308,211

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The following table details the financial results by segment for the three months ended March 31, 2022 ($ in thousands):

	Residential		Industrial		Net Lease		Data Centers		Hospitality		Self Storage		Retail		Office		Investments in Real Estate Debt		Total
Revenues:
Rental revenue	$	779,236	$	340,768	$	82,795	$	8,181	$	—	$	45,207	$	31,374	$	16,159	$	—	$	1,303,720
Hospitality revenue	—		—		—		—		147,245		—		—		—		—		147,245
Other revenue	54,651		6,135		—		—		2,658		3,138		507		1,011		—		68,100
Total revenues	833,887		346,903		82,795		8,181		149,903		48,345		31,881		17,170		—		1,519,065
Expenses:
Rental property operating	419,550		110,528		297		1,272		—		21,030		9,919		4,391		—		566,987
Hospitality operating	—		—		—		—		103,463		—		—		—		—		103,463
Total expenses	419,550		110,528		297		1,272		103,463		21,030		9,919		4,391		—		670,450
(Loss) income from unconsolidated entities	(28,800)		224,720		25,273		(38,469)		—		—		(189)		1,690		—		184,225
Loss from investments in real estate debt	—		—		—		—		—		—		—		—		(34,044)		(34,044)
Loss from investments in equity securities(1)	(75,501)		(7,496)		(3,694)		—		—		—		—		(14,470)		—		(101,161)
Segment net operating income (loss)	$	310,036	$	453,599	$	104,077	$	(31,560)	$	46,440	$	27,315	$	21,773	$	(1)	$	(34,044)	$	897,635
Depreciation and amortization	$	(572,968)	$	(208,366)	$	(28,637)	$	(3,557)	$	(27,076)	$	(31,332)	$	(35,281)	$	(7,834)	$	—	$	(915,051)
General and administrative																			$	(13,106)
Management fee																			(189,150)
Performance participation allocation																			(411,569)
Net gain on dispositions of real estate																			205,262
Interest expense																			(306,459)
Gain on extinguishment of debt																			1,395
Other income																			634,464
Net loss																			$	(96,579)
Net loss attributable to non-controlling interests in third party joint ventures																			$	44,255
Net loss attributable to non-controlling interests in BREIT OP																			656
Net loss attributable to BREIT stockholders																			$	(51,668)

(1) Included within other income on the Condensed Consolidated Statements of Operations.

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The following table details the financial results by segment for the three months ended March 31, 2021 ($ in thousands):

	Residential		Industrial		Net Lease		Data Centers(1)		Hospitality		Self Storage		Retail		Office		Investments in Real Estate Debt		Total
Revenues:
Rental revenue	$	288,453	$	220,743	$	82,795	$	6,017	$	—	$	30,975	$	14,430	$	9,503	$	—	$	652,916
Hospitality revenue	—		—		—		—		58,143		—		—		—		—		58,143
Other revenue	14,064		3,850		—		—		1,676		1,996		757		53		—		22,396
Total revenues	302,517		224,593		82,795		6,017		59,819		32,971		15,187		9,556		—		733,455
Expenses:
Rental property operating	139,941		72,823		221		1,049		—		15,708		4,909		3,054		—		237,705
Hospitality operating	—		—		—		—		55,680		—		—		—		—		55,680
Total expenses	139,941		72,823		221		1,049		55,680		15,708		4,909		3,054		—		293,385
Income from unconsolidated entities	—		9,335		25,347		—		—		—		—		—		—		34,682
Income from investments in real estate debt	—		—		—		—		—		—		—		—		239,361		239,361
Income from investments in equity securities(2)	56,053		21,642		8,878		—		—		—		—		4,538		—		91,111
Segment net operating income	$	218,629	$	182,747	$	116,799	$	4,968	$	4,139	$	17,263	$	10,278	$	11,040	$	239,361	$	805,224
Depreciation and amortization	$	(168,043)	$	(129,370)	$	(28,499)	$	(2,525)	$	(22,706)	$	(37,751)	$	(7,610)	$	(3,883)	$	—	$	(400,387)
General and administrative																			$	(6,960)
Management fee																			(73,095)
Performance participation allocation																			(143,215)
Net gain on dispositions of real estate																			15,430
Interest expense																			(181,532)
Loss on extinguishment of debt																			(3,416)
Other income																			16,835
Net income																			$	28,884
Net income attributable to non-controlling interests in third party joint ventures																			$	(59)
Net income attributable to non-controlling interests in BREIT OP																			(353)
Net income attributable to BREIT stockholders																			$	28,472

(1) Previously included within the Industrial segment.

(2) Included within other income on the Condensed Consolidated Statements of Operations.

16. Commitments and Contingencies

Litigation  

From time to time, the Company may be involved in various claims and legal actions arising in the ordinary course of business. As of March 31, 2022 and December 31, 2021, the Company was not involved in any material legal proceedings.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

References herein to “Blackstone Real Estate Income Trust,” “BREIT,” the “Company,” “we,” “us,” or “our” refer to Blackstone Real Estate Income Trust, Inc. and its subsidiaries unless the context specifically requires otherwise.

The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and notes thereto appearing elsewhere in this quarterly report on Form 10-Q.

Forward-Looking Statements

This quarterly report on Form 10-Q contains forward-looking statements within the meaning of the federal securities laws and the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” “identified” or other similar words or the negatives thereof. These may include our financial projections and estimates and their underlying assumptions, statements about plans, objectives and expectations with respect to future operations, statements with respect to acquisitions, statements regarding future performance and statements regarding identified but not yet closed acquisitions. Such forward-looking statements are inherently uncertain and there are or may be important factors that could cause actual outcomes or results to differ materially from those indicated in such statements. We believe these factors also include but are not limited to those described under the section entitled “Risk Factors” in our prospectus and our Annual Report on form 10-K for the year ended December 31, 2021, and any such updated factors included in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document (or our prospectus and other filings). Except as otherwise required by federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Overview

BREIT invests primarily in stabilized income-generating commercial real estate in the United States. To a lesser extent, we may invest in real estate outside the U.S. and in real estate debt. We are the sole general partner and majority limited partner of BREIT Operating Partnership L.P. (“BREIT OP”), a Delaware limited partnership, and we own substantially all of our assets through BREIT OP. We are externally managed by BX REIT Advisors L.L.C. (the “Adviser”). The Adviser is part of the real estate group of Blackstone Inc. (“Blackstone”), a leading investment manager. We currently operate our business in nine reportable segments: Residential, Industrial, Net Lease, Data Centers, Hospitality, Self Storage, Retail, and Office Properties, and Investments in Real Estate Debt. Residential includes multifamily and other types of rental housing such as manufactured, student, affordable, and single family rental housing, as well as senior living. Net Lease includes the real estate assets of The Bellagio Las Vegas (the “Bellagio”) and the Company's unconsolidated interest in the MGM Grand and Mandalay Bay joint venture. Additional unconsolidated interests are included in the respective property segment.

BREIT is a non-listed, perpetual life real estate investment trust (“REIT”) that qualifies as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”) for U.S. federal income tax. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent we annually distribute all of our net taxable income to stockholders and maintain our qualification as a REIT.

As of May 13, 2022, we had received net proceeds of $58.0 billion from the sale of 4.7 billion shares of our common stock in our continuous public offering and private offerings. We contributed the net proceeds to BREIT OP in exchange for a corresponding number of Class S, Class I, Class T, and Class D units. BREIT OP has primarily used the net proceeds to make investments in real estate and real estate debt and for other general corporate purposes (including to fund repurchase requests under our share repurchase plan from time to time) as further described below under “Investment Portfolio.” We intend to continue selling shares of our common stock on a monthly basis through our continuous public offering and private offerings.

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Recent Developments

As the novel coronavirus, or COVID-19, pandemic has evolved from its emergence in early 2020, so has its global impact. Many countries have from time to time re-instituted, or strongly encouraged, varying levels of quarantines and restrictions on travel and in some cases have at times limited operations of certain businesses and taken other restrictive measures designed to help slow the spread of COVID-19 and its variants. Governments and businesses have also instituted vaccine mandates and testing requirements for employees. While vaccine availability and uptake has increased, the longer-term macro-economic effects on global supply chains, inflation, labor shortages and wage increases continue to impact many industries. Moreover, with the potential for new strains of COVID-19 to emerge, governments and businesses may re-impose aggressive measures to help slow its spread in the future. For this reason, among others, as the COVID-19 pandemic continues, the potential global impacts are uncertain and difficult to assess.

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Q1 2022 Highlights

Operating Results:

•Declared monthly net distributions totaling $617.5 million for the three months ended March 31, 2022. The details of the average annualized distribution rates and total returns are shown in the following table:

	Class S	Class I	Class T	Class D
Average Annualized Distribution Rate(1)	3.7%	4.6%	3.8%	4.4%
Year-to-Date Total Return, without upfront selling commissions(2)	4.6%	4.8%	4.6%	4.7%
Year-to-Date Total Return, assuming maximum upfront selling commissions(2)	1.1%	N/A	1.0%	3.2%
Inception-to-Date Total Return, without upfront selling commissions(2)	12.8%	13.7%	13.4%	13.8%
Inception-to-Date Total Return, assuming maximum upfront selling commissions(2)	12.0%	N/A	12.6%	13.5%

Investment Activity:

•Acquired 16 residential, 11 industrial, three office, and two self storage properties across nine transactions as well as 1,035 wholly-owned single family homes for a total purchase price of $2.5 billion during the three months ended March 31, 2022. The acquisitions are consistent with our strategy of acquiring diversified, income-producing real estate assets concentrated in high growth markets.

•Invested $1.6 billion in real estate debt, consisting of commercial mortgage-backed securities (“CMBS”), residential mortgage-backed securities (“RMBS”), corporate bonds, term loans, and other real estate-related investments in debt during the three months ended March 31, 2022.

Capital and Financing Activity:

•Raised $8.0 billion from the sale of shares of our common stock during the three months ended March 31, 2022. Repurchased shares of our common stock from third party investors with an aggregate NAV of $0.7 billion during the three months ended March 31, 2022. We also repurchased shares of our common stock from the Special Limited Partner with an aggregate NAV of $0.6 billion.

•Increased property-level financings by $71.2 million and reduced the financings secured by our investments in real estate debt by $147.9 million during the three months ended March 31, 2022.

Current Portfolio:

•Our portfolio as of March 31, 2022 consisted of investments in real estate (91% based on fair value) and investments in real estate debt (9%).

•Our 3,097 properties(3) as of March 31, 2022 consisted primarily of Residential (51% based on fair value), Industrial (29%), and Net Lease (7%), and our portfolio of real estate was concentrated in the following regions: South (38%), West (34%), East (16%), and Midwest (11%).

•Our investments in real estate debt as of March 31, 2022 consisted of a diversified portfolio of CMBS, RMBS, and other real estate-related debt. For further details on credit rating and underlying real estate collateral, refer to “Investment Portfolio – Investments in Real Estate Debt.”

(1)The annualized distribution rate is calculated by averaging each of the three months' annualized distribution, divided by the prior month’s net asset value, which is inclusive of all fees and expenses. The Company believes the annualized distribution rate is a useful measure of our overall investment performance.

(2)Total return is calculated as the change in NAV per share during the respective periods plus any distributions per share declared in the period, and assumes any distributions are reinvested in accordance with our distribution reinvestment plan. Total return for periods greater than one year are annualized. The Company believes total return is a useful measure of the overall investment performance of our shares.

(3)Excludes 23,724 single family rental homes. Such single family rental homes are included in the fair value amounts.

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Investment Portfolio

Portfolio Summary

The following chart allocates our investments in real estate and real estate debt based on fair value as of March 31, 2022:

 Real Estate Investments

The following charts further describe the diversification of our investments in real estate based on fair value as of March 31, 2022:

1     Geographic weighting is measured as the asset value of real estate properties, excluding the value of any third-party interests in such real estate properties, and unconsolidated investments for each geographical category against the total asset value of (i) all real estate properties, excluding the value of any third-party interests in such real estate properties, and (ii) unconsolidated investments. Property type weighting is measured as the asset value of our real estate investments for each sector category against the total asset value of all real estate investments, excluding the value of any third party interests in such real estate investments. “Real estate investments” includes our direct property investments, unconsolidated investments, and equity in public and private real estate-related companies.

35

The following map identifies the top markets of our real estate portfolio composition based on fair value as of March 31, 2022:

The select markets that are named represent all metropolitan statistical areas (“MSAs”) in the U.S. in which BREIT has at least a 2% portfolio concentration. BREIT is invested in additional MSAs that are not named above. Shading reflects the concentration of all real estate properties and unconsolidated investments in each state. Other Markets includes 2% of BREIT's portfolio invested in non-U.S. assets, including in Europe and Canada. Weighting is measured as the asset value of real estate properties, excluding the value of any third-party interests in such real estate properties, and unconsolidated investments for each market against the total asset value of all (i) real estate properties, excluding the value of any third-party interests in such real estate properties, and (ii) unconsolidated investments.

As of March 31, 2022, we owned a diversified portfolio of 3,097 properties and 23,724 single family rental homes concentrated in growth markets consisting of income producing assets primarily focused in Residential, Industrial, and Net Lease properties, and to a lesser extent Hospitality, Self Storage, Office, Data Centers, and Retail properties.

36

The following table provides a summary of our portfolio by segment as of March 31, 2022:

Segment	Number of Properties(1)	Sq. Feet (in thousands)/ Units/Keys	Occupancy Rate(2)	Average Effective Annual Base Rent Per Leased Square Foot/Units/Keys(3)	Gross Asset Value(4) ($ in thousands)		Segment Revenue(5)		Percentage of Total Revenues
Residential(6)	1,079	228,218 units	94%	$14,616	$	49,549,479	$	840,043	45%
Industrial	1,660	305,034 sq. ft.	98%	$5.25	26,661,573		575,040		32%
Net lease	3	24,748 sq. ft.	100%	N/A	6,118,426		118,566		7%
Data Centers	64	11,255 sq. ft.	100%	13.61	2,422,490		27,434		2%
Hospitality	66	11,147 keys	66%	$158.71/$104.44	2,898,592		149,903		8%
Self Storage	183	14,135 sq. ft.	92%	$14.51	2,740,346		48,345		3%
Office	10	4,167 sq. ft.	97%	$37.10	2,171,720		18,860		1%
Retail	32	5,695 sq. ft.	95%	$22.78	1,834,074		34,028		2%
Total	3,097				$	94,396,700	$	1,812,219	100%

(1)Residential, Industrial, Net Lease, Data Centers, Office, and Retail, include properties owned by unconsolidated entities. Single family rental homes are accounted for in residential units and are not reflected in the number of properties.

(2)For our industrial, net lease, data center, retail and office investments, occupancy includes all leased square footage as of March 31, 2022. For our multifamily, student housing and affordable housing investments, occupancy is defined as the percentage of actual rent divided by gross potential rent (defined as actual rent for occupied units and market rent for vacant units) for the three months ended March 31, 2022. For our single family rental investments, the occupancy rate includes occupied homes for the three months ended March 31, 2022. For our self storage, manufactured housing and senior living investments, the occupancy rate includes occupied square footage, occupied sites and occupied units, respectively, as of March 31, 2022. The occupancy rate for our hospitality investments includes paid occupied rooms for the 12 months ended March 31, 2022. Hospitality investments owned less than 12 months are excluded. Unconsolidated investments are excluded from occupancy calculations.

(3)For industrial, data centers, net lease, manufactured housing, self storage, retail, and office properties, average effective annual base rent represents the annualized March 31, 2022 base rent per leased square foot or unit and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization. For multifamily and residential properties other than manufactured housing, average effective annual base rent represents the base rent for the three months ended March 31, 2022 per leased unit, and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization. For hospitality properties, average effective annual base rent represents Average Daily Rate (“ADR”) and Revenue Per Available Room (“RevPAR”), respectively, for the 12 months ended March 31, 2022. Hospitality investments owned less than 12 months are excluded from the ADR and RevPAR calculations. 

(4)Based on fair value as of March 31, 2022.

(5)Segment revenue is presented for the three months ended March 31, 2022. Residential, Industrial, Net Lease, Data Centers, Office, and Retail segment revenue includes income from unconsolidated entities, excluding our share of depreciation expense from the unconsolidated entities.

(6)Residential includes multifamily and other types of rental housing such as manufactured, student, affordable, and single family rental housing, as well as senior living. Residential units include multifamily units, affordable housing units, manufactured housing sites, student housing units, single family rental homes and senior living units.

37

Real Estate

The following table provides information regarding our real estate portfolio as of March 31, 2022:

Segment and Investment	Number of Properties(1)	Location	Acquisition Date	Ownership Interest(2)	Sq. Feet (in thousands)/Units/Keys(1)	Occupancy Rate(3)
Residential:
TA Multifamily Portfolio	5	Various	April 2017	100%	2,053 units	93%
Emory Point	1	Atlanta, GA	May 2017	100%	750 units	95%
Nevada West Multifamily	3	Las Vegas, NV	May 2017	100%	972 units	92%
Mountain Gate & Trails Multifamily	2	Las Vegas, NV	June 2017	100%	539 units	94%
Elysian West Multifamily	1	Las Vegas, NV	July 2017	100%	466 units	96%
Gilbert Multifamily	2	Gilbert, AZ	Sept. 2017	90%	748 units	95%
Domain & GreenVue Multifamily	2	Dallas, TX	Sept. 2017	100%	803 units	94%
ACG II Multifamily	3	Various	Sept. 2017	94%	740 units	94%
Olympus Multifamily	3	Jacksonville, FL	Nov. 2017	95%	1,032 units	92%
Amberglen West Multifamily	1	Hillsboro, OR	Nov. 2017	100%	396 units	94%
Aston Multifamily Portfolio	17	Various	Various	100%	3,731 units	94%
Talavera and Flamingo Multifamily	2	Las Vegas, NV	Dec. 2017	100%	674 units	93%
Walden Pond & Montair Multifamily Portfolio	2	Everett, WA & Thornton, CO	Dec. 2017	95%	636 units	93%
Signature at Kendall Multifamily	1	Miami, FL	Dec. 2017	100%	546 units	93%
Blue Hills Multifamily	1	Boston, MA	May 2018	100%	472 units	94%
Wave Multifamily Portfolio	6	Various	May 2018	100%	2,199 units	94%
ACG III Multifamily	2	Gresham, OR & Turlock, CA	May 2018	95%	475 units	93%
Carroll Florida Multifamily	2	Jacksonville & Orlando, FL	May 2018	100%	716 units	92%
Solis at Flamingo	1	Las Vegas, NV	June 2018	95%	524 units	91%
Velaire at Aspera	1	Phoenix, AZ	July 2018	100%	286 units	95%
Coyote Multifamily Portfolio	6	Phoenix, AZ	Aug. 2018	100%	1,752 units	94%
Avanti Apartments	1	Las Vegas, NV	Dec. 2018	100%	414 units	96%
Gilbert Heritage Apartments	1	Phoenix, AZ	Feb. 2019	90%	256 units	94%
Roman Multifamily Portfolio	14	Various	Feb. 2019	100%	3,743 units	94%
Elevation Plaza Del Rio	1	Phoenix, AZ	April 2019	90%	333 units	96%
Courtney at Universal Multifamily	1	Orlando, FL	April 2019	100%	355 units	92%
Citymark Multifamily 2-Pack	2	Las Vegas, NV & Lithia Springs, GA	April 2019	95%	608 units	93%
Tri-Cities Multifamily 2-Pack	2	Richland & Kennewick, WA	April 2019	95%	428 units	92%
Raider Multifamily Portfolio	4	Las Vegas, NV	Various	100%	1,514 units	94%
Bridge II Multifamily Portfolio	6	Various	Various	100%	2,363 units	93%
Miami Doral 2-Pack	2	Miami, FL	May 2019	100%	720 units	96%
Davis Multifamily 2-Pack	2	Raleigh, NC & Jacksonville, FL	May 2019	100%	454 units	93%
Slate Savannah	1	Savannah, GA	May 2019	90%	272 units	98%
Amara at MetroWest	1	Orlando, FL	May 2019	95%	411 units	94%
Colorado 3-Pack	3	Denver & Fort Collins, CO	May 2019	100%	855 units	94%
Edge Las Vegas	1	Las Vegas, NV	June 2019	95%	296 units	96%
ACG IV Multifamily	2	Woodland, CA & Puyallup, WA	June 2019	95%	606 units	95%
Perimeter Multifamily 3-Pack	3	Atlanta, GA	June 2019	100%	691 units	94%
Anson at the Lakes	1	Charlotte, NC	June 2019	100%	694 units	94%
San Valiente Multifamily	1	Phoenix, AZ	July 2019	95%	604 units	94%
Edgewater at the Cove	1	Oregon City, OR	Aug. 2019	100%	244 units	91%
Haven 124 Multifamily	1	Denver, CO	Sept. 2019	100%	562 units	92%
Villages at McCullers Walk Multifamily	1	Raleigh, NC	Oct. 2019	100%	412 units	95%
Canopy at Citrus Park Multifamily	1	Largo, FL	Oct. 2019	90%	318 units	93%
Ridge Multifamily Portfolio	4	Las Vegas, NV	Oct. 2019	90%	1,220 units	93%
Charleston on 66th Multifamily	1	Tampa, FL	Nov. 2019	95%	258 units	93%
Evolve at Timber Creek Multifamily	1	Garner, NC	Nov. 2019	100%	304 units	95%
Solis at Towne Center Multifamily	1	Glendale, AZ	Nov. 2019	100%	240 units	95%
Arches at Hidden Creek Multifamily	1	Chandler, AZ	Nov. 2019	98%	432 units	91%
Terra Multifamily	1	Austin, TX	Dec. 2019	100%	372 units	94%
Arium Multifamily Portfolio	5	Various	Dec. 2019	100%	1,684 units	93%
Easton Gardens Multifamily	1	Columbus, OH	Feb. 2020	95%	1,064 units	95%
Acorn Multifamily Portfolio	21	Various	Feb. & May 2020	98%	8,309 units	94%
Indigo West Multifamily	1	Orlando, FL	March 2020	100%	456 units	93%
The Sixes Multifamily	1	Holly Springs, GA	Sept. 2020	100%	340 units	95%
Park & Market Multifamily	1	Raleigh, NC	Oct. 2020	100%	409 units	94%
Cortland Lex Multifamily	1	Alpharetta, GA	Oct. 2020	100%	360 units	96%

38

Segment and Investment	Number of Properties(1)	Location	Acquisition Date	Ownership Interest(2)	Sq. Feet (in thousands)/Units/Keys(1)	Occupancy Rate(3)
The Palmer Multifamily	1	Charlotte, NC	Oct. 2020	90%	318 units	95%
Grizzly Multifamily Portfolio	2	Atlanta, GA & Nashville, TN	Oct. & Nov. 2020	100%	767 units	94%
Jaguar Multifamily Portfolio	11	Various	Nov. & Dec. 2020	100%	3,788 units	94%
Kansas City Multifamily Portfolio	2	Overland Park & Olathe, KS	Dec. 2020	100%	620 units	93%
The View at Woodstock Multifamily	1	Woodstock, GA	Jan. 2021	100%	320 units	97%
Southeast Multifamily Portfolio	2	Lebanon, TN & Sanford, FL	Feb. 2021	98%	330 units	94%
Cortona South Tampa Multifamily	1	Tampa, FL	April 2021	100%	300 units	93%
Crest at Park Central Multifamily	1	Dallas, TX	April 2021	100%	387 units	96%
Archer & Rosery Multifamily Portfolio	2	Acworth, GA & Largo, FL	April & May 2021	100%	539 units	92%
Encore Tessera Multifamily	1	Phoenix, AZ	May 2021	80%	240 units	94%
Acorn 2.0 Multifamily Portfolio	18	Various	Various	98%	6,997 units	85%
Vue at Centennial Multifamily	1	Las Vegas, NV	June 2021	100%	372 units	95%
Charlotte Multifamily Portfolio	3	Various	June & Aug. 2021	100%	876 units	92%
Haven by Watermark Multifamily	1	Denver, CO	June 2021	100%	206 units	94%
Legacy North Multifamily	1	Plano, TX	Aug. 2021	100%	1,675 units	93%
The Brooke Multifamily	1	Atlanta, GA	Aug. 2021	100%	537 units	91%
One Boynton Multifamily	1	Boynton Beach, FL	Aug. 2021	100%	494 units	92%
Falcon Landing Multifamily	1	Katy, TX	Aug. 2021	90%	386 units	94%
Town Lantana Multifamily	1	Lantana, FL	Sept. 2021	90%	360 units	94%
Ring Multifamily Portfolio	12	Various	Sept. 2021	100%	3,030 units	94%
Villages at Pecan Grove Multifamily	1	Holly Springs, NC	Nov. 2021	100%	336 units	94%
Cielo Morrison Multifamily Portfolio	2	Charlotte, NC	Nov. 2021	90%	419 units	91%
FiveTwo at Highland Multifamily	1	Austin, TX	Nov. 2021	90%	390 units	95%
Roman 2.0 Multifamily Portfolio	20	Various	Dec. 2021 & Jan. 2022	100%	6,341 units	95%
Kapilina Beach Homes Multifamily	1	Ewa Beach, HI	Dec. 2021	100%	1,459 units	87%
SeaTac Multifamily Portfolio	2	Edgewood & Everett, WA	Dec. 2021	90%	480 units	93%
Villages at Raleigh Beach Multifamily	1	Raleigh, NC	Jan. 2022	100%	392 units	94%
Raider 2.0 Multifamily Portfolio	1	Las Vegas, NV	March 2022	100%	492 units	92%
Highroads MH	3	Phoenix, AZ	April 2018	99.6%	265 units	97%
Evergreen Minari MH	2	Phoenix, AZ	June 2018	99.6%	115 units	96%
Southwest MH	12	Various	June 2018	99.6%	2,568 units	90%
Hidden Springs MH	1	Desert Hot Springs, CA	July 2018	99.6%	317 units	85%
SVPAC MH	2	Phoenix, AZ	July 2018	99.6%	233 units	99%
Riverest MH	1	Tavares, FL	Dec. 2018	99.6%	130 units	95%
Angler MH Portfolio	4	Phoenix, AZ	April 2019	99.6%	770 units	93%
Florida MH 4-Pack	4	Various	April & July 2019	99.6%	799 units	95%
Impala MH	3	Phoenix & Chandler, AZ	July 2019	99.6%	333 units	99%
Clearwater MHC 2-Pack	2	Clearwater, FL	March & Aug. 2020	99.6%	207 units	97%
Legacy MH Portfolio	7	Various	April 2020	99.6%	1,896 units	91%
May Manor MH	1	Lakeland, FL	June 2020	99.6%	297 units	79%
Royal Oaks MH	1	Petaluma, CA	Nov. 2020	99.6%	94 units	99%
Southeast MH Portfolio	34	Various	Dec. 2020	99.6%	7,442 units	86%
Redwood Village MH	1	Santa Rosa, CA	July 2021	99.6%	67 units	100%
Courtly Manor MH	1	Hialeah, FL	Oct. 2021	99.6%	525 units	100%
Crescent Valley MH	1	Newhall, CA	Nov. 2021	99.6%	85 units	93%
EdR Student Housing Portfolio	20	Various	Sept. 2018	95%	3,460 units	97%
Mercury 3100 Student Housing	1	Orlando, FL	Feb. 2021	100%	228 units	99%
Signal Student Housing Portfolio	8	Various	Aug. 2021	96%	1,749 units	94%
Standard at Fort Collins Student Housing	1	Fort Collins, CO	Nov. 2021	97%	237 units	97%
Intel Student Housing Portfolio	4	Reno, NV	Various	98%	805 units	99%
Signal 2.0 Student Housing Portfolio	2	Buffalo, NY & Athens, GA	Dec. 2021	97%	366 units	98%
Cardinal Student Housing Portfolio	8	Various	March 2022	98%	1,703 units	95%
Legacy on Rio Student Housing	1	Austin, TX	March 2022	97%	149 units	99%
Home Partners of America(4)	N/A(1)	Various	Various	Various(4)	23,724 units	97%
Quebec Independent Living Portfolio	10	Quebec, Canada	Aug. 2021	95%	2,877 units	81%
Ace Affordable Housing Portfolio(5)	650	Various	Dec. 2021	Various(6)	79,658 units	96%
Florida Affordable Housing Portfolio	44	Various	Various	100%	11,157 units	98%
Total Residential	1,079				228,218 units
Industrial:
Stockton Industrial Park	1	Stockton, CA	Feb. 2017	100%	878 sq. ft.	100%

39

Segment and Investment	Number of Properties(1)	Location	Acquisition Date	Ownership Interest(2)	Sq. Feet (in thousands)/Units/Keys(1)	Occupancy Rate(3)
HS Industrial Portfolio	36	Various	April 2017	100%	5,838 sq. ft.	97%
Fairfield Industrial Portfolio	11	Fairfield, NJ	Sept. 2017	100%	578 sq. ft.	99%
Southeast Industrial Portfolio	5	Various	Nov. 2017	100%	1,927 sq. ft.	100%
Kraft Chicago Industrial Portfolio	3	Aurora, IL	Jan. 2018	100%	1,693 sq. ft.	100%
Canyon Industrial Portfolio	145	Various	March 2018	100%	20,954 sq. ft.	98%
HP Cold Storage Industrial Portfolio	6	Various	May 2018	100%	2,259 sq. ft.	100%
Meridian Industrial Portfolio	106	Various	Nov. 2018	99%	14,014 sq. ft.	98%
Stockton Distribution Center	1	Stockton, CA	Dec. 2018	100%	987 sq. ft.	100%
Summit Industrial Portfolio	8	Atlanta, GA	Dec. 2018	100%	631 sq. ft.	95%
4500 Westport Drive	1	Harrisburg, PA	Jan. 2019	100%	179 sq. ft.	100%
Morgan Savannah	1	Savannah, GA	April 2019	100%	357 sq. ft.	100%
Minneapolis Industrial Portfolio	34	Minneapolis, MN	April 2019	100%	2,459 sq. ft.	96%
Atlanta Industrial Portfolio	61	Atlanta, GA	May 2019	100%	3,779 sq. ft.	92%
Patriot Park Industrial Portfolio	2	Durham, NC	Sept. 2019	100%	323 sq. ft.	100%
Denali Industrial Portfolio	18	Various	Sept. 2019	100%	4,098 sq. ft.	100%
Jupiter 12 Industrial Portfolio	306	Various	Sept. 2019	100%	62,145 sq. ft.	98%
2201 Main Street	1	San Diego, CA	Oct. 2019	100%	260 sq. ft.	NA
Triangle Industrial Portfolio	37	Greensboro, NC	Jan. 2020	100%	2,783 sq. ft.	90%
Midwest Industrial Portfolio	27	Various	Feb. 2020	100%	5,940 sq. ft.	95%
Pancal Industrial Portfolio	12	Various	Feb. & April 2020	100%	2,109 sq. ft.	99%
Grainger Distribution Center	1	Jacksonville, FL	March 2020	100%	297 sq. ft.	100%
Diamond Industrial	1	Pico Rivera, CA	Aug. 2020	100%	243 sq. ft.	100%
Inland Empire Industrial Portfolio	2	Etiwanda & Fontana, CA	Sept. 2020	100%	404 sq. ft.	100%
Shield Industrial Portfolio	13	Various	Dec. 2020	100%	2,079 sq. ft.	100%
7520 Georgetown Industrial	1	Indianapolis, IN	Dec. 2020	100%	425 sq. ft.	100%
WC Infill Industrial Portfolio(6)	19	Various	Jan. & Aug. 2021	85%	2,927 sq. ft.	N/A
Vault Industrial Portfolio(6)	35	Various	Jan. 2021	46%	6,587 sq. ft.	N/A
Chicago Infill Industrial Portfolio	7	Various	Feb. 2021	100%	1,058 sq. ft.	100%
Greensboro Industrial Portfolio	19	Various	April 2021	100%	2,068 sq. ft.	95%
NW Corporate Center	3	El Paso, TX	July 2021	100%	692 sq. ft.	100%
I-85 Southeast Industrial Portfolio	4	Various	July & Aug. 2021	100%	739 sq. ft.	100%
Alaska Industrial Portfolio(6)	27	Various UK	July & Oct. 2021	22%	8,720 sq. ft.	N/A
Stephanie Industrial Portfolio	2	Henderson, NV	Sept. 2021	100%	338 sq. ft.	100%
Capstone Industrial Portfolio	2	Brooklyn Park, MN	Sept. 2021	100%	219 sq. ft.	86%
Winston Industrial Portfolio	133	Various	Oct. 2021	Various	32,113 sq. ft.	98%
Tempe Industrial Center	1	Tempe, AZ	Oct. 2021	100%	175 sq. ft.	100%
Procyon Distribution Center Industrial	1	Las Vegas, NV	Oct. 2021	100%	122 sq. ft.	100%
Northborough Industrial Portfolio	2	Malborough, MA	Oct. 2021	100%	600 sq. ft.	100%
Coldplay Logistics Portfolio(6)	13	Various Germany	Oct. 2021	10%	1,153 sq. ft.	N/A
Canyon 2.0 Industrial Portfolio	102	Various	Nov. 2021	99%	15,218 sq. ft.	98%
Tropical Sloane Las Vegas Industrial	1	Las Vegas, NV	Nov. 2021	100%	171 sq. ft.	100%
Explorer Industrial Portfolio(6)	328	Various	Nov. 2021	12%	70,499 sq. ft.	N/A
Carrix Ports Portfolio(7)	0	Various	Nov. 2021	8%	0 sq. ft.	N/A
Evergreen Industrial Portfolio(6)	12	Various	Dec. 2021	10%	6,068 sq. ft.	N/A
Maplewood Industrial	14	Various	Dec. 2021	100%	3,169 sq. ft.	99%
Meadowland Industrial Portfolio	3	Las Vegas, NV	Dec. 2021	100%	1,138 sq. ft.	100%
Bulldog Industrial Portfolio	7	Suwanee, GA	Dec. 2021	100%	512 sq. ft.	99%
SLC NW Commerce Industrial	3	Salt Lake City, UT	Dec. 2021	100%	529 sq. ft.	52%
Bluefin Industrial Portfolio(6)	70	Various	Dec. 2021	23%	10,922 sq. ft.	N/A
73 Business Center Industrial Portfolio	1	Greensboro, NC	Dec. 2021	100%	218 sq. ft.	100%
Amhurst Industrial Portfolio	11	Waukegan, IL	March 2022	100%	1,440 sq. ft.	83%
Total Industrial	1,660				305,034 sq. ft.
Net Lease:
Bellagio Net Lease	1	Las Vegas, NV	Nov. 2019	95%	8,507 sq. ft.	100%
MGM Grand Net Lease(6)	1	Las Vegas, NV	Feb. 2020	49.9%	6,917 sq. ft.	N/A
Mandalay Bay Net Lease(6)	1	Las Vegas, NV	Feb. 2020	49.9%	9,324 sq. ft.	N/A
Total Net Lease	3				24,748 sq. ft.
Data Centers:
D.C. Powered Shell Warehouse Portfolio	9	Ashburn & Manassas, VA	June & Dec. 2019	90%	1,471 sq. ft.	100%
Highpoint Powered Shell Portfolio	2	Sterling, VA	June 2021	100%	430 sq. ft.	100%

40

Segment and Investment	Number of Properties(1)	Location	Acquisition Date	Ownership Interest(2)	Sq. Feet (in thousands)/Units/Keys(1)	Occupancy Rate(3)
QTS Data Centers(6)	53	Various	Aug. 2021	33.1%	9,354 sq. ft.	N/A
Total Data Centers	64				11,255 sq. ft.
Hospitality:
Hyatt Place UC Davis	1	Davis, CA	Jan. 2017	100%	127 keys	67%
Hyatt Place San Jose Downtown	1	San Jose, CA	June 2017	100%	240 keys	47%
Florida Select-Service 4-Pack	4	Tampa & Orlando, FL	July 2017	100%	476 keys	76%
Hyatt House Downtown Atlanta	1	Atlanta, GA	Aug. 2017	100%	150 keys	68%
Boston/Worcester Select-Service 3-Pack	3	Boston & Worcester, MA	Oct. 2017	100%	374 keys	64%
Henderson Select-Service 2-Pack	2	Henderson, NV	May 2018	100%	228 keys	79%
Orlando Select-Service 2-Pack	2	Orlando, FL	May 2018	100%	254 keys	87%
Corporex Select Service Portfolio	5	Various	Aug. 2018	100%	601 keys	74%
JW Marriott San Antonio Hill Country Resort	1	San Antonio, TX	Aug. 2018	100%	1,002 keys	54%
Hampton Inn & Suites Federal Way	1	Seattle, WA	Oct. 2018	100%	142 keys	67%
Staybridge Suites Reno	1	Reno, NV	Nov. 2018	100%	94 keys	80%
Salt Lake City Select Service 3 Pack	3	Salt Lake City, UT	Nov. 2018	60%	454 keys	78%
Courtyard Kona	1	Kailua-Kona, HI	March 2019	100%	455 keys	76%
Raven Select Service Portfolio	21	Various	June 2019	100%	2,555 keys	68%
Urban 2-Pack	1	Chicago, IL	July 2019	100%	337 keys	39%
Hyatt Regency Atlanta	1	Atlanta, GA	Sept. 2019	100%	1,260 keys	49%
RHW Select Service Portfolio	9	Various	Nov. 2019	100%	923 keys	73%
Key West Select Service Portfolio	4	Key West, FL	Oct. 2021	100%	545 keys	93%
Sunbelt Select Service Portfolio	3	Various	Dec. 2021	100%	716 keys	64%
HGI Austin University Select Service	1	Austin, TX	Dec. 2021	100%	214 keys	40%
Total Hospitality	66				11,147 keys
Self Storage:
East Coast Storage Portfolio	21	Various	Aug. 2019	98%	1,446 sq. ft.	92%
Phoenix Storage 2-Pack	2	Phoenix, AZ	March 2020	98%	111 sq. ft.	93%
Cactus Storage Portfolio	18	Various	Sept. & Oct. 2020	98%	1,109 sq. ft.	89%
Caltex Storage Portfolio	4	Various	Nov. & Dec. 2020	98%	241 sq. ft.	87%
Simply Self Storage	102	Various	Dec. 2020	100%	8,586 sq. ft.	92%
Florida Self Storage Portfolio	2	Cocoa & Rockledge, FL	Dec. 2020	98%	159 sq. ft.	95%
Pace Storage Portfolio	1	Pace, FL	Dec. 2020	98%	72 sq. ft.	92%
American Harbor Self Storage	1	Dallas, TX	Aug. 2021	100%	67 sq. ft.	94%
Flamingo Self Storage Portfolio	6	Various	Various	98%	396 sq. ft.	92%
Houston Self Storage Portfolio	7	Various	Oct. 2021	100%	455 sq. ft.	89%
Lone Star Self Storage Portfolio	15	Various	Nov. 2021	100%	1,210 sq. ft.	91%
Richmond Self Storage	1	Richmond, TX	Dec. 2021	100%	86 sq. ft.	90%
CubeWise Self Storage	1	Fort Worth, TX	Dec. 2021	100%	74 sq. ft.	91%
Benbrook Self Storage	1	Benbrook, TX	March 2022	100%	77 sq. ft.	95%
The Park Self Storage	1	Arlington, WA	March 2022	100%	46 sq. ft.	90%
Total Self Storage	183				14,135 sq. ft.
Retail:
Bakers Centre	1	Philadelphia, PA	March 2017	100%	236 sq. ft.	100%
Plaza Del Sol Retail	1	Burbank, CA	Oct. 2017	100%	166 sq. ft.	83%
Vista Center	1	Miami, FL	Aug. 2018	100%	89 sq. ft.	100%
El Paseo Simi Valley	1	Simi Valley, CA	June 2019	100%	197 sq. ft.	78%
Towne Center East	1	Signal Hill, CA	Sept. 2019	100%	163 sq. ft.	99%
Plaza Pacoima	1	Pacoima, CA	Oct. 2019	100%	204 sq. ft.	100%
Canarsie Plaza	1	Brooklyn, NY	Dec. 2019	100%	274 sq. ft.	100%
SoCal Grocery Portfolio	6	Various	Jan. 2020	100%	689 sq. ft.	95%
Northeast Tower Center	1	Philadelphia, PA	Aug. 2021	100%	301 sq. ft.	100%
Southeast Retail Portfolio(6)	6	Various	Oct. 2021	50%(5)	1,227 sq. ft.	N/A
Bingo Retail Portfolio	12	Various	Dec 2021	100%	2,149 sq. ft.	96%
Total Retail	32				5,695 sq. ft.
Office:
EmeryTech Office	1	Emeryville, CA	Oct. 2019	100%	228 sq. ft.	95%
Coleman Highline Office	1	San Jose, CA	Oct. 2020	100%	357 sq. ft.	100%
Atlanta Tech Center Office	1	Atlanta, GA	May 2021	100%	361 sq. ft.	100%

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Segment and Investment	Number of Properties(1)	Location	Acquisition Date	Ownership Interest(2)	Sq. Feet (in thousands)/Units/Keys(1)	Occupancy Rate(3)
Atlantic Complex Office	3	Toronto, Canada	Nov 2021	97%	259 sq. ft.	94%
One Manhattan West(6)	1	New York, NY	March 2022	49%	2,081 sq. ft.	N/A
One Culver Office	1	Culver City, CA	March 2022	90%	395 sq. ft.	99%
Montreal Office Portfolio	2	Various	March 2022	98%	486 sq. ft.	95%
Total Office	10				4,167 sq. ft.
Total Investments in Real Estate	3,097

(1)Residential includes multifamily and other types of rental housing such as manufactured, student, affordable, and single family rental housing, as well as senior living. Residential units include multifamily units, affordable housing units, manufactured housing sites, student housing units, single family rental homes and senior living units. Single family rental homes are accounted for in residential units and are not reflected in the number of properties.

(2)Certain of our joint venture agreements provide the seller or the other partner a profits interest based on achieving certain internal rate of return hurdles. Such investments are consolidated by us and any profits interest due to the other partners is reported within non-controlling interests. The table above also includes properties owned by unconsolidated entities.

(3)For our industrial, net leases, data center, retail and office investments, occupancy includes all leased square footage as of March 31, 2022. For our multifamily, student housing and affordable housing investments, occupancy is defined as the percentage of actual rent divided by gross potential rent (defined as actual rent for occupied units and market rent for vacant units) for the three months ended March 31, 2022. For our single family rental investments, the occupancy rate includes occupied homes for the three months ended March 31, 2022. For our self storage, manufactured housing and senior living investments, the occupancy rate includes occupied square footage, occupied sites and occupied units, respectively, as of March 31, 2022. The occupancy rate for our hospitality investments includes paid occupied rooms for the 12 months ended March 31, 2022. Hospitality investments owned less than 12 months are excluded. Occupancy is excluded for unconsolidated investments.

(4)Includes a 100% interest in 13,715 consolidated single family rental homes, a 27.8% interest in 9,060 unconsolidated single family rental homes, and a 12.2% interest in 949 unconsolidated single family rental homes.

(5)Includes various ownership interests in 526 consolidated affordable housing units and 124 unconsolidated affordable housing units.

(6)Investment is unconsolidated.

(7)Consists of an unconsolidated joint venture formed by the Company and certain Blackstone-managed investment vehicles invested in a logistics business.

Lease Expirations

The following schedule details the expiring leases at our consolidated industrial, net lease, data centers, retail, and office properties by annualized base rent and square footage as of March 31, 2022 ($ and square feet data in thousands). The table below excludes our residential and self-storage properties as substantially all leases at such properties expire within 12 months:

Year	Number of Expiring Leases	Annualized Base Rent(1)		% of Total Annualized Base Rent Expiring	Square Feet	% of Total Square Feet Expiring
2022 (remaining)	475	$	92,807	6%	16,422	8%
2023	615	156,697		11%	28,296	14%
2024	689	179,218		12%	32,351	16%
2025	488	119,929		8%	20,262	10%
2026	524	162,655		11%	30,180	15%
2027	383	140,247		10%	24,870	12%
2028	175	81,246		6%	13,090	6%
2029	116	76,245		5%	9,521	5%
2030	102	86,045		6%	9,708	5%
2031	61	25,997		2%	3,266	2%
2032	44	34,239		2%	3,274	2%
Thereafter	59	301,240		21%	10,590	5%
Total	3,731	$	1,456,565	100%	201,830	100%

(1)Annualized base rent is determined from the annualized base rent per leased square foot as of March 31, 2022 and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization.

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Investments in Real Estate Debt

The following charts further describe the diversification of our investments in real estate debt by credit rating and collateral type, based on fair value as of March 31, 2022:

(1)Not Rated positions represent a weighted average LTV at origination of 67.5% and are comprised primarily of 54.2% industrial and 36.7% multifamily assets.

The following table details our investments in real estate debt as of March 31, 2022 ($ in thousands):

	March 31, 2022
Type of Security/Loan	Weighted Average Coupon(1)	Weighted Average Maturity Date(2)	Face Amount		Cost Basis		Fair Value
CMBS(3)	L+3.7%	6/3/2034	$	8,084,396	$	7,928,752	$	7,713,748
Corporate bonds	4.9%	3/29/2030	236,215		235,385		226,137
RMBS	4.3%	8/27/2054	373,111		363,353		343,440
Total real estate securities	4.0%	2/23/2035	8,693,722		8,527,490		8,283,325
Commercial real estate loans	L+4.4%	2/8/2025	1,411,685		1,438,183		1,402,175
Other investments(4)	3.7%	7/25/2029	224,528		195,916		203,096
Total investments in real estate debt	4.1%	8/10/2033	$	10,329,935	$	10,161,589	$	9,888,596

(1)The term “L” refers to the relevant floating benchmark rates, which include USD LIBOR, EURIBOR, SOFR and SONIA, as applicable to each security and loan. Fixed rate CMBS and Commercial real estate loans are reflected as a spread over the relevant floating benchmark rates as of March 31, 2022 for purposes of the weighted-averages. Weighted Average Coupon for CMBS does not include zero-coupon securities. As of March 31, 2022, we have interest rate swaps outstanding with a notional value of $1.5 billion that effectively converts a portion of our fixed rate investments in real estate debt to floating rates.

(2)Weighted average maturity date assumes maximum maturity date (including any extensions), where the Company, at its sole discretion, has one or more extension options.

(3)Face amount excludes interest-only securities with a notional amount of $3.4 billion as of March 31, 2022. In addition, CMBS includes zero-coupon securities of $215.1 million as of March 31, 2022.

(4)Includes an interest in an unconsolidated joint venture that holds investments in real estate securities.

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Results of Operations

In the first quarter of 2022, we elected to update the consolidated results of operations disclosure to compare the operating results for the current quarter to that of the same quarter in the prior year. We believe this comparison provides a more relevant and informative representation of the changes to our results of operations, as the impacts of the COVID-19 pandemic have begun to subside, and over time as it better reflects the seasonality of our business. The following table sets forth information regarding our consolidated results of operations ($ in thousands):

	For the Three Months Ended March 31,				2022 vs. 2021
	2022		2021		$
Revenues
Rental revenue	$	1,303,720	$	652,916	$	650,804
Hospitality revenue	147,245		58,143		89,102
Other revenue	68,100		22,396		45,704
Total revenues	1,519,065		733,455		785,610
Expenses
Rental property operating	566,987		237,705		329,282
Hospitality operating	103,463		55,680		47,783
General and administrative	13,106		6,960		6,146
Management fee	189,150		73,095		116,055
Performance participation allocation	411,569		143,215		268,354
Depreciation and amortization	915,051		400,387		514,664
Total expenses	2,199,326		917,042		1,282,284
Other income (expense)
Income from unconsolidated entities	184,225		34,682		149,543
(Loss) income from investments in real estate debt	(34,044)		239,361		(273,405)
Net gain on dispositions of real estate	205,262		15,430		189,832
Interest expense	(306,459)		(181,532)		(124,927)
Gain (loss) on extinguishment of debt	1,395		(3,416)		4,811
Other income	533,303		107,946		425,357
Total other income	583,682		212,471		371,211
Net (loss) income	$	(96,579)	$	28,884	$	(125,463)
Net loss (income) attributable to non-controlling interests in third party joint ventures	$	44,255	$	(59)	$	44,314
Net loss (income) attributable to non-controlling interests in BREIT OP	656		(353)		1,009
Net (loss) income attributable to BREIT stockholders	$	(51,668)	$	28,472	$	(80,140)
Net (loss) income per share of common stock — basic and diluted	$	(0.01)	$	0.01	$	(0.02)

Rental Revenue

During the three months ended March 31, 2022, rental revenue increased $650.8 million as compared to the three months ended March 31, 2021. The increase can primarily be attributed to a $49.5 million increase in same property revenues and a $601.3 million increase in non-same property revenues due to the real estate acquisitions we made from January 1, 2021 to March 31, 2021. See Same Property Results of Operations section for further details of the increase in same property revenues.

Hospitality Revenue

During the three months ended March 31, 2022, hospitality revenue increased $89.1 million as compared to the three months ended March 31, 2021. As the economy continues to reopen and travel restrictions ease relating to the COVID-19 pandemic, we continue to see a recovery in our hospitality assets. ADR for the hotels in our same property portfolio increased from $113 to $164, while occupancy increased 26% and RevPAR increased from $56 to $102 during the three months ended March 31, 2022 compared to the three months ended March 31, 2021. See Same Property Results of Operations section for further details of the increase in same property revenues.

Other Revenue

During the three months ended March 31, 2022, other revenue increased $45.7 million as compared to the three months ended March 31, 2021. The increase can primarily be attributed to ancillary income from our affordable housing properties and asset management, property management, and acquisition fee revenue earned by us as part of managing HPA’s joint ventures during the three months ended March 31, 2022.

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Rental Property Operating Expenses

During the three months ended March 31, 2022, rental property operating expenses increased $329.3 million as compared to the three months ended March 31, 2021. The increase can primarily be attributed to an $8.4 million increase in same property operating expenses and a $320.9 million increase in non-same property operating expenses. The non-same property operating expense increase is due to the real estate acquisitions we made from January 1, 2021 to March 31, 2022. See Same Property Results of Operations section for further details of the increase in same property operating expenses.

Hospitality Operating Expenses

During the three months ended March 31, 2022, hospitality operating expenses increased $47.8 million as compared to the three months ended March 31, 2021. The increase in hospitality operating expenses was primarily the result of increased occupancy and the resulting increased operating expenses at our hotels during the three months ended March 31, 2022.

General and Administrative Expenses

During the three months ended March 31, 2022, general and administrative expenses increased $6.1 million compared to the corresponding period in 2021. The increase was primarily due to various corporate level expenses related to the increased size of our portfolio.

Management Fee

During the three months ended March 31, 2022, the management fee increased $116.1 million compared to the corresponding period in 2021. The increase was primarily due to the $38.9 billion increase in our NAV from March 31, 2021 to March 31, 2022.

Performance Participation Allocation

During the three months ended March 31, 2022, the performance participation allocation expense increased $268.4 million compared to the corresponding period in 2021. The increase was primarily the result of our increased NAV and a higher total return for the three months ended March 31, 2022 compared to the corresponding period in 2021.

Depreciation and Amortization

During the three months ended March 31, 2022, depreciation and amortization increased $514.7 million compared to the corresponding period in 2021. The increase was primarily driven by the impact of acquisitions we made from January 1, 2021 through March 31, 2022, partially offset by (i) the impact of disposition activity as well as (ii) the full amortization of certain intangible assets.

Income from Unconsolidated Entities

During the three months ended March 31, 2022, income from unconsolidated entities increased $149.5 million compared to the corresponding period in 2021. The increase is primarily attributable to our increased acquisition activity in 2022 and an increase in the fair value of our investments in the WC Infill Industrial Portfolio and Vault Industrial Portfolio.

(Loss) Income from Investments in Real Estate Debt

During the three months ended March 31, 2022, (loss) income from investments in real estate debt decreased $273.4 million compared to the corresponding period in 2021. The decrease was primarily attributable to $354.0 million of unrealized losses on real estate debt securities, partially offset by an increase of $54.4 million in interest income from additional investments and $40.5 million of unrealized gains from derivatives.

Net Gain on Dispositions of Real Estate

During the three months ended March 31, 2022, net gain on dispositions of real estate increased $189.8 million compared to the corresponding period in 2021. During the three months ended March 31, 2022, we recorded $205.3 million of net gains from the sale of 130 residential properties, which included 123 single family rental homes, and nine industrial properties, compared to a $15.4 million net gain from the disposition of four residential properties during the corresponding period in 2021.

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Interest Expense

During the three months ended March 31, 2022, interest expense increased $124.9 million compared to the corresponding period in 2021. The increase was primarily due to the growth in our real estate portfolio and investments in real estate debt and the related financing of such investments.

Other Income

During the three months ended March 31, 2022, other income increased $425.4 million compared to the corresponding period in 2021. The increase was primarily due to $636.0 million of unrealized gains on our interest rate swaps, $209.3 million of realized gains on our investments in equity securities, and $26.5 million of dividend income from our investments in equity securities, partially offset by $334.7 million of unrealized losses on our investments in equity securities during the three months ended March 31, 2022. During the three months ended March 31, 2021, other income primarily included $82.3 million of unrealized gains on our investments in equity securities, $17.2 million of unrealized gains on our interest rate swaps, and $8.8 million of dividend income from our investments in equity securities.

Reimbursement by the Adviser

Pursuant to the advisory agreement between us, the Adviser and BREIT OP, the Adviser will reimburse us for any expenses that cause our Total Operating Expenses in any four consecutive fiscal quarters to exceed the greater of: (i) 2% of our Average Invested Assets or (ii) 25% of our Net Income (each as defined in our charter) (the “2%/25% Limitation”).

Notwithstanding the foregoing, to the extent that our Total Operating Expenses exceed these limits and the independent directors determine that the excess expenses were justified based on unusual and nonrecurring factors that they deem sufficient, the Adviser would not be required to reimburse us.

For the three months ended March 31, 2022, our Total Operating Expenses exceeded the 2%/25% Limitation. Based upon a review of unusual and non-recurring factors, including but not limited to our unusually strong performance in 2021 and the trailing nature of the calculation, our independent directors determined that the excess expenses were justified.

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The following table sets forth information regarding our consolidated results of operations ($ in thousands, except per share data):

	For the Three Months Ended				Change
	March 31, 2022		December 31, 2021		$
Revenues
Rental revenue	$	1,303,720	$	998,705	$	305,015
Hospitality revenue	147,245		124,028		23,217
Other revenue	68,100		50,991		17,109
Total revenues	1,519,065		1,173,724		345,341
Expenses
Rental property operating	566,987		392,864		174,123
Hospitality operating	103,463		93,091		10,372
General and administrative	13,106		10,191		2,915
Management fee	189,150		157,147		32,003
Performance participation allocation	411,569		486,549		(74,980)
Depreciation and amortization	915,051		637,879		277,172
Total expenses	2,199,326		1,777,721		421,605
Other income (expense)
Income from unconsolidated entities	184,225		22,825		161,400
(Loss) income from investments in real estate debt	(34,044)		59,121		(93,165)
Net gain (loss) on dispositions of real estate	205,262		(5,335)		210,597
Interest expense	(306,459)		(267,734)		(38,725)
Gain (loss) on extinguishment of debt	1,395		(6,786)		8,181
Other income	533,303		480,594		52,709
Total other income	583,682		282,685		300,997
Net loss	$	(96,579)	$	(321,312)	$	224,733
Net loss attributable to non-controlling interests in third party joint ventures	$	44,255	$	16,940	$	27,315
Net loss attributable to non-controlling interests in BREIT OP	656		3,163		(2,507)
Net loss attributable to BREIT stockholders	$	(51,668)	$	(301,209)	$	249,541
Net loss per share of common stock — basic and diluted	$	(0.01)	$	(0.09)	$	0.08

Rental Revenue

During the three months ended March 31, 2022, rental revenue increased $305.0 million as compared to the three months ended December 31, 2021. The increase can primarily be attributed to an $8.9 million increase in same property revenues and a $296.1 million increase in non-same property revenues due to the real estate acquisitions we made from October 1, 2021 to March 31, 2022. See Same Property Results of Operations section for further details of the increase in same property revenues.

Hospitality Revenue

During the three months ended March 31, 2022, hospitality revenue increased $23.2 million as compared to the three months ended December 31, 2021. As the economy continues to reopen and travel restrictions ease relating to the COVID-19 pandemic, we continue to see a recovery in our hospitality assets. ADR for the hotels in our same property portfolio increased from $144 to $164, while occupancy decreased 2% and RevPAR increased from $91 to $102 during the three months ended March 31, 2022 compared to the three months ended December 31, 2021.

Other Revenue

During the three months ended March 31, 2022, other revenue increased $17.1 million as compared to the three months ended December 31, 2021. The increase can primarily be attributed to a full quarter of ancillary income from our Ace Affordable Housing Portfolio during the three months ended March 31, 2022.

Rental Property Operating Expenses

During the three months ended March 31, 2022, rental property operating expenses increased $174.1 million as compared to the three months ended December 31, 2021. The increase can primarily be attributed to a $13.1 million increase in same property operating expenses and a $161.0 million increase in non-same property operating expenses. The non-same property operating expense increase is due to the real estate acquisitions we made during from October 1, 2021 to March 31, 2022. See Same Property Results of Operations section for further details of the decrease in same property operating expenses.

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Hospitality Operating Expenses

During the three months ended March 31, 2022, hospitality operating expenses increased $10.4 million as compared to the three months ended December 31, 2021. The increase in hospitality operating expenses was primarily related to a full quarter of operating expenses at our properties acquired during the fourth quarter 2021.

Management Fee

During the three months ended March 31, 2022, the management fee increased $32.0 million compared to the three months ended December 31, 2021. The increase was primarily due to the $9.2 billion increase in our NAV from December 31, 2021 to March 31, 2022.

Performance Participation Allocation

During the three months ended March 31, 2022, the unrealized performance participation allocation accrual decreased $75.0 million compared to the three months ended December 31, 2021. The decrease was primarily the result of a lower total return for the three months ended March 31, 2022 compared to the three months ended December 31, 2021.

Depreciation and Amortization

During the three months ended March 31, 2022, depreciation and amortization increased $277.2 million compared to the three months ended December 31, 2021. The increase is attributable to the increase in properties within our portfolio from October 1, 2021 to March 31, 2022.

Income from Unconsolidated Entities

During the three months ended March 31, 2022, income from unconsolidated entities increased $161.4 million compared to the three months ended December 31, 2021. The increase is primarily due to an increase of $146.5 million in the fair value of our existing industrial investments, measured under the fair value option, from December 31, 2021 to March 31, 2022.

(Loss) Income from Investments in Real Estate Debt

During the three months ended March 31, 2022, (loss) income from our investments in real estate debt decreased $93.2 million compared to the three months ended December 31, 2021. The decrease was primarily attributable to $151.7 million of unrealized losses on real estate debt investments, $18.8 million of realized losses on real estate debt investments, and $18.2 million of realized losses on derivatives. This was partially offset by $85.4 million of unrealized gains on derivatives and an increase of $15.6 million in interest income from additional investments.

Net Gain (loss) on Dispositions of Real Estate

During the three months ended March 31, 2022, net gain (loss) on dispositions of real estate increased $210.6 million compared to the three months ended December 31, 2021. During the three months ended March 31, 2022, we recorded $205.3 million of net gains from the disposition of nine industrial properties and 130 residential properties, which included 123 single family rental homes, compared to $5.3 million of net losses from the disposition of 122 residential properties, which included 118 single family rental homes, during the three months ended December 31, 2021.

Interest Expense

During the three months ended March 31, 2022, interest expense increased $38.7 million compared to the three months ended December 31, 2021. The increase was primarily due to a full quarter of interest expense on financings of properties acquired during the three months ended December 31, 2021.

Other Income

During the three months ended March 31, 2022, other income increased $52.7 million compared to the three months ended December 31, 2021. The increase was primarily due to $636.0 million of unrealized gains on our interest rate swaps, $209.3 million of realized gains on our investments in equity securities, and $26.5 million of dividend income from our investments in equity securities, offset by $334.7 million of unrealized losses on our investments in equity securities during the three months ended March 31, 2022. During the three months ended December 31, 2021, other income primarily included $468.6 million of unrealized gains on our

48

investments in equity securities and $19.1 million of dividend income from our investments in equity securities, offset by $5.6 million of unrealized losses on our interest rate swaps.

Same Property Results of Operations

Net Operating Income (“NOI”) is a supplemental non-GAAP measure of our property operating results that we believe is meaningful because it enables management to evaluate the impact of occupancy, rents, leasing activity, and other controllable property operating results at our real estate. We define NOI as operating revenues less operating expenses, which exclude (i) impairment of investments in real estate, (ii) depreciation and amortization, (iii) straight-line rental income and expense, (iv) amortization of above- and below-market lease intangibles, (v) lease termination fees, (vi) property expenses not core to the operations of such properties, and (vii) other non-property related revenue and expense items such as (a) general and administrative expenses, (b) management fee, (c) performance participation allocation, (d) incentive compensation awards, (e) income (loss) from investments in real estate debt, (f) net gain (loss) on dispositions of real estate, (g) interest expense, (h) gain (loss) on extinguishment of debt, (i) other income (expense), and (j) similar adjustments for NOI attributable to non-controlling interests and unconsolidated entities.

We evaluate our consolidated results of operations on a same property basis, which allows us to analyze our property operating results excluding acquisitions and dispositions during the periods under comparison. Properties in our portfolio are considered same property if they were owned for the full periods presented, otherwise they are considered non-same property. Recently developed properties are not included in same property results until the properties have achieved stabilization for both full periods presented. Properties held for sale and properties that are being re-developed are excluded from same property results and are considered non-same property. We do not consider our investments in the real estate debt segment or equity securities to be same property.

As such, same property NOI assists in eliminating disparities in net income due to the acquisition, disposition, development, or redevelopment of properties during the periods presented, and therefore we believe it provides a more consistent performance measure for the comparison of the operating performance of the Company’s properties, which we believe is useful to investors. Our same property NOI may not be comparable to that of other REITs and should not be considered to be more relevant or accurate in evaluating our operating performance than the current GAAP methodology used to calculate our net income (loss).

For the three months ended March 31, 2022 and March 31, 2021, our same property portfolio consisted of 242 residential, 827 industrial, one net lease, nine data centers, 58 hotel, 110 self storage, 13 retail, and two office properties. For the three months ended March 31, 2022 and December 31, 2021, our same property portfolio consisted of 310 residential, 861 industrial, three net lease, 11 data centers, 58 hotel, 144 self storage, 14 retail, and three office properties.

In the first quarter of 2022, we updated our definition of NOI to exclude the impact of (i) straight-line rental income and expense, (ii) amortization of above- and below-market lease intangibles, (iii) lease termination fees, and (iv) property expenses not core to the operations of such properties, which are included in GAAP net income (loss). We do not consider these items to be directly attributable to our operations, and therefore have updated our definition of NOI to exclude such items. We also updated our calculation of same property NOI to include NOI from unconsolidated entities, once the unconsolidated entities have met the criteria to be included in same property NOI listed above, and exclude NOI attributable to non-controlling interests. Additionally, we updated our definition of stabilized occupancy for recently developed properties to be the earliest of (i) properties which have achieved 90% occupancy or (ii) 12 months after receiving a certificate of occupancy. We believe that these changes to our calculations of NOI and same property NOI result in metrics that better reflect our results of our operations. We believe this comparison provides a more relevant and informative representation of the changes to our same property results of operations over time.

49

The following table reconciles GAAP net (loss) income to same property NOI for the three months ended March 31, 2022 and 2021 ($ in thousands):

	Three Months Ended March 31,				Change
	2022		2021		$
Net (loss) income	$	(96,579)	$	28,884	$	(125,463)
Adjustments to reconcile to same property NOI
Depreciation and amortization	915,051		400,387		514,664
Straight-line rental income and expense	(28,350)		(25,908)		(2,442)
Amortization of above- and below-market lease intangibles	(14,409)		(6,051)		(8,358)
Lease termination fees	(1,160)		(1,521)		361
Non-core property expenses	63,834		34,336		29,498
General and administrative	13,106		6,960		6,146
Management fee	189,150		73,095		116,055
Performance participation allocation	411,569		143,215		268,354
Incentive compensation awards(1)	9,604		1,177		8,427
Loss (income) from investments in real estate debt	34,044		(239,361)		273,405
Net gain on dispositions of real estate	(205,262)		(15,430)		(189,832)
Interest expense	306,459		181,532		124,927
(Gain) loss on extinguishment of debt	(1,395)		3,416		(4,811)
Other income	(533,303)		(107,946)		(425,357)
Income from unconsolidated entities	(184,225)		(34,682)		(149,543)
NOI attributable to non-controlling interests in third party joint ventures	(10,770)		(7,651)		(3,119)
NOI from unconsolidated entities	142,284		44,222		98,062
NOI attributable to BREIT stockholders	1,009,648		478,674		530,974
Less: Non-same property NOI attributable to BREIT stockholders	485,602		28,529		457,073
Same property NOI attributable to BREIT stockholders	$	524,046	$	450,145	$	73,901

(1) Included in rental property operating and hospitality operating expense on our Condensed Consolidated Statements of Operations.

The following table details the components of same property NOI for the three months ended March 31, 2022 and 2021 ($ in thousands):

	Three Months Ended March 31,				Change
	2022		2021		$		%
Same property NOI
Rental revenue	$	632,787	$	583,291	$	49,496	8%
Hospitality revenue	116,315		58,143		58,172		100%
Other revenue	23,355		18,721		4,634		25%
Total revenues	772,457		660,155		112,302		17%
Rental property operating	193,521		185,107		8,414		5%
Hospitality operating	83,612		54,002		29,610		55%
Total expenses	277,133		239,109		38,024		16%
Same property NOI attributable to non-controlling interests in third party joint ventures	(8,665)		(7,564)		(1,101)		15%
Consolidated same property NOI attributable to BREIT stockholders	486,659		413,482		73,177		18%
Same property NOI from unconsolidated entities	37,387		36,663		724		2%
Same property NOI attributable to BREIT stockholders	$	524,046	$	450,145	$	73,901	16%

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Same Property – Rental Revenue

Same property rental revenue increased $49.5 million for the three months ended March 31, 2022 compared to the corresponding period in 2021. The increase was due to a $46.1 million increase in base rental revenue and an $8.2 million increase in tenant reimbursement income as a result of higher operating expenses. This was partially offset by a $4.8 million increase in our bad debt reserve. Our bad debt reserve represents the amount of rental revenue we anticipate we will not be able to collect from our tenants.

The following table details the changes in base rental revenue period over period ($ in thousands):

					2022 vs. 2021
	Three Months Ended March 31,				Change in Base Rental Revenue		Change in Occupancy Rate	Change in Average Effective Annual Base Rent Per Leased Square Foot/Unit
	2022		2021
Residential	$	286,989	$	258,124	$	28,865	(1)%	+12%
Industrial	170,301		159,127		11,174		+3%	+4%
Net Lease	63,725		62,475		1,250		—%	+2%
Self storage	26,869		22,518		4,351		(2)%	+21%
Retail	11,029		10,749		280		—%	+3%
Data centers	4,739		4,634		105		—%	+2%
Office	5,846		5,762		84		—%	+1%
Total base rental revenue	$	569,498	$	523,389	$	46,109

 

Same Property – Hospitality Revenue

Same property hospitality revenue increased $58.2 million for the three months ended March 31, 2022 compared to the corresponding period in 2021. ADR for the hotels in our same property portfolio increased from $113 to $164 while occupancy increased 26% and RevPAR increased from $56 to $102 during the three months ended March 31, 2022 compared to the three months ended March 31, 2021.

Same Property – Other Revenue

Same property other revenue increased $4.6 million for the three months ended March 31, 2022 compared to the corresponding period in 2021. The increase was primarily due to increased golf course revenues at our full service hotel in San Antonio, Texas and increased ancillary income at our residential properties during the three months ended March 31, 2022.

Same Property – Rental Property Operating Expenses

Same property rental property operating expenses increased $8.4 million during the three months ended March 31, 2022 compared to the corresponding period in 2021. The increase in rental property operating expenses for the three months ended March 31, 2022 was primarily the result of increased real estate taxes and general operating expenses at our residential properties.

Same Property – Hospitality Operating Expenses

Same property hospitality operating expenses increased $29.6 million during the three months ended March 31, 2022 compared to the corresponding period in 2021. The increase in hospitality operating expenses was primarily the result of increased operating expenses resulting from increased occupancy at our hotels during the three months ended March 31, 2022.

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The following table reconciles GAAP net income (loss) to same property NOI for the three months ended March 31, 2022 and December 31, 2021 ($ in thousands):

	Three Months Ended				Change
	March 31, 2022		December 31, 2021		$
Net loss	$	(96,579)	$	(321,312)	$	224,733
Adjustments to reconcile to same property NOI
Depreciation and amortization	915,051		637,879		277,172
Straight-line rental income and expense	(28,350)		(27,149)		(1,201)
Amortization of above- and below-market lease intangibles	(14,409)		(10,362)		(4,047)
Lease termination fees	(1,160)		(463)		(697)
Property non-operating expenses	63,834		50,536		13,298
General and administrative	13,106		10,191		2,915
Management fee	189,150		157,147		32,003
Performance participation allocation	411,569		486,549		(74,980)
Incentive compensation awards(1)	9,604		11,322		(1,718)
Loss (income) from investments in real estate debt	34,044		(59,121)		93,165
Net (gain) loss on dispositions of real estate	(205,262)		5,335		(210,597)
Interest expense	306,459		267,734		38,725
(Gain) loss on extinguishment of debt	(1,395)		6,786		(8,181)
Other income	(533,303)		(480,594)		(52,709)
Income from unconsolidated entities	(184,225)		(22,825)		(161,400)
NOI attributable to non-controlling interests in third party joint ventures	(10,770)		(20,362)		9,592
NOI from unconsolidated entities	142,284		115,759		26,525
NOI attributable to BREIT stockholders	1,009,648		807,050		202,598
Less: Non-same property NOI attributable to BREIT stockholders	340,112		139,328		200,784
Same property NOI attributable to BREIT stockholders	$	669,536	$	667,722	$	1,814

(1) Included in rental property operating and hospitality operating expense on our Condensed Consolidated Statements of Operations.

The following table details the components of same property NOI for the three months ended March 31, 2022 and December 31, 2021 ($ in thousands):

	Three Months Ended				Change
	March 31, 2022		December 31, 2021		$		%
Same property NOI
Rental revenue	$	823,804	$	814,893	$	8,911	1%
Hospitality revenue	116,315		109,972		6,343		6%
Other revenue	28,856		26,793		2,063		8%
Total revenues	968,975		951,658		17,317		2%
Rental property operating	269,488		256,382		13,106		5%
Hospitality operating	83,612		81,249		2,363		3%
Total expenses	353,100		337,631		15,469		5%
Same property NOI attributable to non-controlling interests in third party joint ventures	(9,715)		(9,581)		(134)		1%
Consolidated same property NOI attributable to BREIT stockholders	606,160		604,446		1,714		—%
Same property NOI from unconsolidated entities	63,376		63,276		100		—%
Same property NOI attributable to BREIT stockholders	$	669,536	$	667,722	$	1,814	—%

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Same Property – Rental Revenue

Same property rental revenue increased $8.9 million for the three months ended March 31, 2022 compared to the three months ended December 31, 2021. The increase was due to a $13.6 million increase in base rental revenue and a $6.1 million increase in tenant reimbursement income. This was partially offset by a $10.8 million increase in our bad debt reserve. Our bad debt reserve represents the amount of rental revenue we anticipate we will not be able to collect from our tenants.

The following table details the changes in base rental revenue period over period ($ in thousands):

					March 31, 2022 vs. December 31, 2021
	Three Months Ended				Change in Base Rental Revenue		Change in Occupancy Rate	Change in Average Effective Annual Base Rent Per Leased Square Foot/Unit
	March 31, 2022		December 31, 2021
Residential	$	453,422	$	442,532	$	10,890	—%	+2%
Industrial	177,171		175,768		1,403		—%	+1%
Net Lease	63,725		62,892		833		—%	+1%
Self storage	35,922		35,662		260		(1)%	+2%
Retail	12,235		12,154		81		—%	+1%
Data centers	6,481		6,455		26		—%	—%
Office	8,738		8,601		137		—%	+2%
Total base rental revenue	$	757,694	$	744,064	$	13,630

Same Property – Hospitality Revenue

Same property hospitality revenue increased $6.3 million for the three months ended March 31, 2022 compared to the three months ended December 31, 2021. ADR for the hotels in our same property portfolio increased from $144 to $164, while occupancy decreased 2% and RevPAR increased from $91 to $102 during the three months ended March 31, 2022 compared to three months ended December 31, 2021.

Same Property – Other Revenue

Same property other revenue increased $2.1 million for the three months ended March 31, 2022 compared to the three months ended December 31, 2021. The increase was primarily due to increased ancillary income at our residential and industrial properties during the three months ended March 31, 2022.

Same Property – Rental Property Operating Expenses

Same property rental property operating expenses increased $13.1 million during the three months ended March 31, 2022, compared to the three months ended December 31, 2021. The increase in rental property operating expenses for the three months ended March 31, 2022 was primarily the result of increased real estate taxes and general operating expenses at our residential and industrial properties.

Same Property – Hospitality Operating Expenses

Same property hospitality operating expenses increased $2.4 million during the three months ended March 31, 2022, compared to the three months ended December 31, 2021. The increase in hospitality operating expenses was primarily the result of increased operating expenses resulting from increased food and beverage and conference center expenses at our hotels during the three months ended March 31, 2022.

Non-same Property NOI

Due to our substantial fundraising and continued deployment of the net proceeds raised into new property acquisitions, non-same property NOI is not comparable period-over-period. We expect the non-same property NOI variance period-over-period to continue as we raise more proceeds from selling shares of our common stock and invest in additional new property acquisitions.

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Funds from Operations, Adjusted Funds from Operations and Funds Available for Distribution

We believe funds from operations (“FFO”) is a meaningful non-GAAP supplemental measure of our operating results. Our condensed consolidated financial statements are presented using historical cost accounting which, among other things, requires depreciation of real estate investments to be calculated on a straight-line basis. As a result, our operating results imply that the value of our real estate investments have decreased over time. However, we believe that the value of our real estate investments will fluctuate over time based on market conditions and, as such, depreciation under historical cost accounting may be less informative as a measure of our performance. FFO is an operating measure defined by the National Association of Real Estate Investment Trusts (“NAREIT”) that is broadly used in the REIT industry. FFO, as defined by NAREIT and presented below, is calculated as net income or loss (computed in accordance with GAAP), excluding (i) depreciation and amortization, (ii) impairment of investments in real estate, (iii) net gains or losses from sales of real estate, and (iv) similar adjustments for non-controlling interests and unconsolidated entities.

We also believe that adjusted FFO (“AFFO”) is an additional meaningful non-GAAP supplemental measure of our operating results. AFFO further adjusts FFO to reflect the performance of our portfolio by adjusting for items we believe are not directly attributable to our operations. Our adjustments to FFO to arrive at AFFO include removing the impact of (i) straight-line rental income and expense, (ii) amortization of above- and below-market lease intangibles, (iii) amortization of mortgage premium/discount, (iv) unrealized (gains) losses from changes in fair value of financial instruments, (v) net forfeited investment deposits, (vi) amortization of restricted stock awards, (vii) the performance participation allocation to our Special Limited Partner or other incentive compensation awards that are based on our Net Asset Value, which includes unrealized gains and losses not recorded in GAAP net income (loss), and that are paid in shares or BREIT OP units, even if subsequently repurchased by us, (viii) gain or loss on involuntary conversion, (ix) amortization of deferred financing costs, (x) losses (gains) on extinguishment of debt, and (xi) similar adjustments for non-controlling interests and unconsolidated entities.

We also believe that funds available for distribution (“FAD”) is an additional meaningful non-GAAP supplemental measure of our operating results. FAD provides useful information for considering our operating results and certain other items relative to the amount of our distributions. Further, FAD is a metric, among others, that is considered by our board of directors and executive officers when determining the amount of our dividend to stockholders, and we believe is therefore meaningful to stockholders. FAD is calculated as AFFO adjusted for (i) management fees paid in shares or BREIT OP units, even if subsequently repurchased by us, (ii) realized losses (gains) on financial instruments, (iii) recurring tenant improvements, leasing commissions, and other capital expenditures, (iv) stockholder servicing fees paid during the period, and (v) similar adjustments for non-controlling interests and unconsolidated entities. FAD is not indicative of cash available to fund our cash needs and does not represent cash flows from operating activities in accordance with GAAP, as FAD is adjusted for stockholder servicing fees and recurring tenant improvements, leasing commission, and other capital expenditures, which are not considered when determining cash flows from operations. Furthermore, FAD excludes (i) adjustments for working capital items and (ii) amortization of discounts and premiums on investments in real estate debt. Cash flows from operating activities in accordance with GAAP would generally be adjusted for such items.

FFO, AFFO, and FAD should not be considered more relevant or accurate than GAAP net income (loss) in evaluating our operating performance. In addition, FFO, AFFO, and FAD should not be considered as alternatives to net income (loss) as indications of our performance or as alternatives to cash flows from operating activities as indications of our liquidity, but rather should be reviewed in conjunction with these and other GAAP measurements. Further, FFO, AFFO, and FAD are not intended to be used as liquidity measures indicative of cash flow available to fund our cash needs, including our ability to make distributions to our stockholders. In addition, our methodology for calculating AFFO and FAD may differ from the methodologies employed by other companies to calculate the same or similar supplemental performance measures, and accordingly, our reported AFFO and FAD may not be comparable to the AFFO and FAD reported by other companies.

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The following table presents a reconciliation of net income (loss) attributable to BREIT stockholders to FFO, AFFO and FAD attributable to BREIT stockholders ($ in thousands):

	Three Months Ended March 31,
	2022		2021
Net (loss) income attributable to BREIT stockholders	$	(51,668)	$	28,472
Adjustments to arrive at FFO:
Depreciation and amortization	1,023,981		410,859
Net gain on dispositions of real estate	(201,150)		(15,430)
Amount attributable to non-controlling interests for above adjustments	(63,185)		(10,291)
FFO attributable to BREIT stockholders	707,978		413,610
Adjustments to arrive at AFFO:
Straight-line rental income and expense	(46,684)		(40,344)
Amortization of above and below-market lease intangibles	(14,940)		(5,038)
Amortization of mortgage premium/discount	(1,423)		(501)
Unrealized gains from changes in fair value of financial instruments(1)	(380,495)		(321,621)
Amortization of restricted stock awards	181		121
Non-cash performance participation allocation	411,569		143,215
Non-cash incentive compensation awards	9,604		1,177
Amortization of deferred financing costs	30,522		12,741
(Gain) loss on extinguishment of debt	(1,395)		3,416
Amount attributable to non-controlling interests for above adjustments	(3,668)		3,983
AFFO attributable to BREIT stockholders	711,249		210,759
Adjustments to arrive at FAD:
Non-cash management fee	189,150		73,095
Recurring tenant improvements, leasing commissions, and other capital expenditures(2)	(75,362)		(33,113)
Stockholder servicing fees	(46,955)		(20,771)
Realized (gains) losses on financial instruments(1)	(240,225)		20,582
Amount attributable to non-controlling interests for above adjustments	2,142		(855)
FAD attributable to BREIT stockholders	$	539,999	$	249,697

(1)Unrealized (gains) losses from changes in fair value of financial instruments primarily relates to mark-to-market changes on our investments in real estate debt, investments in equity securities, and derivatives. Realized (gains) losses on financial instruments primarily results from the sale of our investments in real estate debt and our investments in equity securities.

(2)Recurring tenant improvements and leasing commissions are generally related to second-generation leases and other capital expenditures required to maintain our investments. Other capital expenditures exclude underwritten tenant improvements, leasing commissions and capital expenditures in conjunction with acquisitions and projects that we believe will enhance the value of our investments.

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Net Asset Value

We calculate NAV per share in accordance with the valuation guidelines that have been approved by our board of directors. Our total NAV presented in the following tables includes the NAV of our Class S, Class I, Class T, and Class D common stock, as well as the partnership interests of BREIT OP held by parties other than the Company. The following table provides a breakdown of the major components of our NAV as of March 31, 2022 ($ and shares/units in thousands):

Components of NAV	March 31, 2022
Investments in real estate	$	87,395,224
Investments in real estate debt	9,888,596
Investments in unconsolidated entities	7,001,476
Cash and cash equivalents	3,787,636
Restricted cash	2,779,440
Other assets	5,330,588
Mortgage notes, term loans, and revolving credit facilities, net	(41,233,933)
Secured financings of investments in real estate debt	(4,558,781)
Subscriptions received in advance	(1,843,583)
Other liabilities	(2,314,180)
Accrued performance participation allocation	(411,569)
Management fee payable	(66,688)
Accrued stockholder servicing fees(1)	(17,064)
Non-controlling interests in joint ventures	(2,434,109)
Net Asset Value	$	63,303,053
Number of outstanding shares/units	4,278,277

 

(1)Stockholder servicing fees only apply to Class S, Class T, and Class D shares. See Reconciliation of Stockholders’ Equity and BREIT OP Partners’ Capital to NAV below for an explanation of the difference between the $17.1 million accrued for purposes of our NAV and the $1.5 billion accrued under U.S. GAAP.

The following table provides a breakdown of our total NAV and NAV per share/unit by class as of March 31, 2022 ($ and shares/units in thousands, except per share/unit data):

NAV Per Share	Class S Shares		Class I Shares		Class T Shares		Class D Shares		Third-party Operating Partnership Units (1)		Total
Monthly NAV	$	21,144,498	$	34,835,841	$	950,838	$	4,938,526	$	1,433,350	$	63,303,053
Number of outstanding shares/units	1,426,428		2,350,144		65,057		339,949		96,699		4,278,277
NAV Per Share/Unit as of March 31, 2022	$	14.8234	$	14.8229	$	14.6156	$	14.5273	$	14.8229

(1)Includes the partnership interests of BREIT OP held by the Special Limited Partner, Class B unitholders, and other BREIT OP interests held by parties other than us.

The following table details the weighted average discount rate and exit capitalization rate by property type, which are the key assumptions used in the discounted cash flow valuations as of March 31, 2022:

Property Type	Discount Rate	Exit Capitalization Rate
Residential	6.7%	4.8%
Industrial	6.2%	5.1%
Net Lease	6.7%	5.9%
Hospitality	9.1%	9.1%
Data Centers	6.6%	5.6%
Self Storage	7.0%	5.1%
Office	6.6%	4.7%
Retail	6.7%	5.3%

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These assumptions are determined by the Adviser and reviewed by our independent valuation advisor. A change in these assumptions would impact the calculation of the value of our property investments. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our investment values: 

Input	Hypothetical Change	Residential Investment Values	Industrial Investment Values	Net Lease Investment Values	Hospitality Investment Values	Data Center Investment Values	Self Storage Investment Values	Office Investment Values	Retail Investment Values
Discount Rate	0.25% decrease	+1.9%	+2.0%	+1.8%	+1.7%	+1.7%	+1.8%	+2.0%	+1.9%
(weighted average)	0.25% increase	(1.9)%	(1.9)%	(1.8)%	(1.6)%	(1.6)%	(1.9)%	(1.9)%	(1.9)%
Exit Capitalization Rate	0.25% decrease	+3.6%	+3.5%	+2.5%	+1.4%	+2.4%	+3.1%	+4.1%	+3.0%
(weighted average)	0.25% increase	(3.3)%	(3.2)%	(2.3)%	(1.3)%	(2.3)%	(3.0)%	(3.6)%	(3.0)%

The following table reconciles stockholders’ equity and BREIT OP partners’ capital per our Condensed Consolidated Balance Sheets to our NAV ($ in thousands):

	March 31, 2022
Stockholders’ equity	$	42,690,796
Non-controlling interests attributable to BREIT OP	1,138,775
Redeemable non-controlling interest	352
Total partners’ capital of BREIT OP under GAAP	43,829,923
Adjustments:
Accrued stockholder servicing fee	1,436,123
Organization and offering costs	1,534
Accrued affiliate incentive compensation awards	(54,905)
Accumulated depreciation and amortization under GAAP	5,537,578
Unrealized net real estate and real estate debt appreciation	12,552,800
NAV	$	63,303,053

The following details the adjustments to reconcile GAAP stockholders’ equity and total partners’ capital of BREIT OP to our NAV:

–Accrued stockholder servicing fee represents the accrual for the cost of the stockholder servicing fee for Class S, Class T, and Class D shares. Under GAAP, we accrued the full cost of the stockholder servicing fee payable over the life of each share (assuming such share remains outstanding the length of time required to pay the maximum stockholder servicing fee) as an offering cost at the time we sold the Class S, Class T, and Class D shares. Refer to Note 2 to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2021 for further details of the GAAP treatment regarding the stockholder servicing fee. For purposes of calculating NAV, we recognize the stockholder servicing fee as a reduction of NAV on a monthly basis when such fee is paid.

–The Adviser agreed to advance certain organization and offering costs on our behalf through December 31, 2017. Such costs are reimbursed to the Adviser on a pro-rata basis over a 60 month period beginning January 1, 2018. Under GAAP, organization costs are expensed as incurred and offering costs are charged to equity as such amounts are incurred. For purposes of calculating NAV, such costs are recognized as a reduction to NAV as they are reimbursed ratably over the 60 month reimbursement period.

–Under GAAP, the affiliate incentive compensation awards are valued as of grant date and compensation expense is recognized over the service period on a straight-line basis with an offset to equity, resulting in no impact to Stockholders’ Equity. For purposes of calculating NAV, we value the awards based on performance in the applicable period and deduct such value from NAV.

–We depreciate our investments in real estate and amortize certain other assets and liabilities in accordance with GAAP. Such depreciation and amortization is not recorded for purposes of calculating our NAV. 

–Our investments in real estate are presented at their depreciated cost basis in our GAAP condensed consolidated financial statements. Additionally, our mortgage notes, term loans, secured and unsecured revolving credit facilities, and repurchase agreements (“Debt”) are presented at their amortized cost basis in our consolidated GAAP financial statements. As such, any increases or decreases in the fair market value of our investments in real estate or our Debt are not included in our GAAP results. For purposes of calculating our NAV, our investments in real estate and our Debt are recorded at fair value.

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Distributions

Beginning in March 2017, we have declared monthly distributions for each class of our common stock, which are generally paid 20 days after month-end. We have paid distributions consecutively each month since that time. Each class of our common stock received the same aggregate gross distribution of $0.1662 per share for the three months ended March 31, 2022. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the applicable distributor. The table below details the net distribution for each of our share classes for the three months ended March 31, 2022: 

Record Date	Class S Shares		Class I Shares		Class T Shares		Class D Shares
January 31, 2022	$	0.0451	$	0.0556	$	0.0452	$	0.0526
February 28, 2022	0.0451		0.0547		0.0453		0.0519
March 31, 2022	0.0451		0.0559		0.0453		0.0528
Total	$	0.1353	$	0.1662	$	0.1358	$	0.1573

The following tables summarize our distributions declared during the three months ended March 31, 2022 and 2021 ($ in thousands):

	Three Months Ended March 31, 2022				Three Months Ended March 31, 2021
	Amount		Percentage		Amount		Percentage
Distributions
Payable in cash	$	296,137	48	%	$	132,790	46	%
Reinvested in shares	321,340		52	%	156,615		54	%
Total distributions	$	617,477	100	%	$	289,405	100	%
Sources of Distributions
Cash flows from operating activities	$	617,477	100	%	$	289,405	100	%
Offering proceeds	—		—	%	—		—	%
Total sources of distributions	$	617,477	100	%	$	289,405	100	%
Cash flows from operating activities	$	622,823			$	291,636
Funds from Operations(1)	$	707,978			$	413,610
Adjusted Funds from Operations(1)	$	711,249			$	210,759
Funds Available for Distribution(1)	$	539,999			$	249,697

(1)See “Funds from Operations and Adjusted Funds from Operations and Funds Available for Distribution” above for descriptions of Funds from Operations (FFO), Adjusted Funds from Operations (AFFO), and Funds Available for Distribution (FAD), for reconciliations of them to GAAP net loss attributable to BREIT stockholders, and for considerations on how to review these metrics.

From the inception of our business on January 1, 2017 through March 31, 2022, we funded our distributions entirely from cash flows from operations.

Liquidity and Capital Resources

Liquidity

We believe we have sufficient liquidity to operate our business, with $9.3 billion of immediate liquidity as of May 2, 2022, including $5.0 billion of undrawn revolving and line of credit capacity and $4.3 billion of cash and cash equivalents. In addition to our immediate liquidity, we obtain incremental liquidity through the sale of shares of our common stock in our continuous public offering and private offerings, from which we generated $8.0 billion during the three months ended March 31, 2022. In addition, we may incur indebtedness secured by our real estate and real estate debt investments, borrow money through unsecured financings, or incur other forms of indebtedness. We may also generate incremental liquidity through the sale of our real estate and real estate debt investments. Finally, we generate liquidity through our operating cash flow, which was $622.8 million for the three months ended March 31, 2022.

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Our primary liquidity needs are to acquire our investments, make distributions to our stockholders, fund repurchase requests of shares of our common stock pursuant to our share repurchase plan, pay operating expenses, fund capital expenditures, repay indebtedness, and pay debt service on our outstanding indebtedness. Our operating expenses include, among other things, the management fee we pay to the Adviser and the performance participation allocation that BREIT OP pays to the Special Limited Partner, both of which will impact our liquidity to the extent the Adviser or the Special Limited elect to receive such payments in cash, or subsequently redeem shares or OP units previously issued to them.

We continue to believe that our current liquidity position is sufficient to meet the need of our expected investment activity.

Capital Resources

As of March 31, 2022, our indebtedness included loans secured by our properties, master repurchase agreements and other financing agreements with lenders secured by our investments in real estate debt, and unsecured revolving credit facilities.

The following table is a summary of our indebtedness as of March 31, 2022 ($ in thousands):

	March 31, 2022				Principal Balance as of
Indebtedness	Weighted Average Interest Rate(1)	Weighted Average Maturity Date(2)	Maximum Facility Size		March 31, 2022		December 31, 2021
Fixed rate loans secured by our properties:
Fixed rate mortgages(3)	3.6%	9/25/2028	N/A		$	19,387,718	$	19,086,525
Variable rate loans secured by our properties:
Variable rate mortgages and term loans	L+2.0%	7/13/2026	N/A		21,107,149		20,004,365
Variable rate secured revolving credit facilities	N/A	N/A	$	2,963,290	—		1,614,550
Variable rate warehouse facilities	L+1.6%	8/6/2027	$	1,562,500	1,075,929		794,141
Variable rate mezzanine loans	L+3.5%	3/9/2025	N/A		71,100		71,100
Total variable rate loans	L+1.9%	7/31/2026			22,254,178		22,484,156
Total loans secured by our properties	3.0%	8/1/2027			$	41,641,896	$	41,570,681
Secured financings of investments in real estate debt:
Secured financings of investments in real estate debt(4)	L+1.0%	4/4/2023	N/A		4,558,781		4,706,632
Unsecured loans:
Unsecured variable rate revolving credit facility	L+2.5%	2/22/2024	$	1,950,000	—		—
Affiliate line of credit	L+2.5%	1/22/2023	75,000		—		—
Total unsecured loans			$	2,025,000	—		—
Total indebtedness					$	46,200,677	$	46,277,313

(1)The term “L” refers to the relevant floating benchmark rates, which include one-month LIBOR, three-month LIBOR, 30-day SOFR, and one-month CDOR, as applicable to each loan. As of March 31, 2022, we have outstanding interest rate swaps with an aggregate notional balance of $16.6 billion that mitigate our exposure to potential future interest rate increased under our floating-rate debt.

(2)For loans where we, at our sole discretion, have extension options, the maximum maturity date has been assumed.

(3)Includes $382.9 million of loans related to our investment in affordable housing properties. Such loans are generally with municipalities, housing authorities, and other third parties administered through government sponsored affordable housing programs. Certain of these loans may be forgiven should specific affordable housing conditions be maintained.

(4)Weighted average interest rate of L+1.0% reflects the spread over the relevant floating benchmark rates, which include USD LIBOR, EURIBOR, and SONIA, as applicable to each secured financing.

We registered with the Securities and Exchange Commission (the “SEC”), an offering of up to $60.0 billion in shares of common stock, consisting of up to $48.0 billion in shares in its primary offering and up to $12.0 billion in shares pursuant to its distribution reinvestment plan, which we began using to offer shares of our common stock in March 2022 (the “Current Offering”).

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As of May 13, 2022, we had received net proceeds of $3.6 billion from selling an aggregate of 243,688,438 shares of our common stock in the Current Offering (consisting of 101,334,243 Class S shares, 94,482,211 Class I shares, 7,581,974 Class T shares, and 40,290,010 Class D shares).

Cash Flows

The following table provides a breakdown of the net change in our cash and cash equivalents and restricted cash ($ in thousands):

	Three Months Ended March 31,
	2022		2021
Cash flows provided by operating activities	$	622,823	$	291,636
Cash flows used in investing activities	(3,453,533)		(1,232,561)
Cash flows provided by financing activities	6,018,292		1,840,966
Net increase in cash and cash equivalents and restricted cash	$	3,187,582	$	900,041

Cash flows provided by operating activities increased $0.3 billion during the three months ended March 31, 2022 compared to the corresponding period in 2021 due to increased cash flows from the operations of our investments in real estate and income on our investments in real estate debt.

Cash flows used in investing activities increased $2.2 billion during the three months ended March 31, 2022 compared to the corresponding period in 2021. The increase was primarily due to an increase of $2.0 billion in the acquisitions of and capital improvements to real estate investments, a net increase of $0.9 billion in our investments in real estate debt and an increase of $0.2 billion in investments in unconsolidated entities. This was partially offset by a decrease of $0.5 billion in proceeds from dispositions of real estate and a net decrease of $0.3 billion related to our investments in real estate-related equity securities.

Cash flows provided by financing activities increased $4.2 billion during the three months ended March 31, 2022 compared to the corresponding period in 2021. The increase was primarily due to an increase of $3.6 billion from the issuance of our common stock, an increase of $0.6 billion in subscriptions received in advance, and a decrease of $0.6 billion in repayments. This was partially offset by an increase of $0.6 billion in repurchases of common stock and an increase of $0.2 billion in distributions.

Recent Accounting Pronouncements

See Note 2 — “Summary of Significant Accounting Policies” to our condensed consolidated financial statements in this quarterly report on Form 10-Q for a discussion concerning recent accounting pronouncements.

Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations is based upon our condensed consolidated financial statements, which have been prepared in accordance with GAAP. There have been no material changes to our Critical Accounting Policies described in our annual report on Form 10-K filed with the SEC on March 11, 2022.

Commitments and Contingencies

The following table aggregates our contractual obligations and commitments with payments due subsequent to March 31, 2022 ($ in thousands).

Obligations	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Indebtedness(1)	$	54,849,663	$	5,112,406	$	9,847,497	$	26,894,543	$	12,995,217
Ground leases	1,683,642		13,351		27,505		28,702		1,614,084
Organizational and offering costs	1,534		1,534		—		—		—
Other	2,398		2,398		—		—		—
Total	$	56,537,237	$	5,129,689	$	9,875,002	$	26,923,245	$	14,609,301

 

(1)The allocation of our indebtedness includes both principal and interest payments based on the fully extended maturity date and interest rates in effect at March 31, 2022.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to interest rate risk with respect to our variable-rate indebtedness, whereas an increase in interest rates would directly result in higher interest expense. We seek to manage our exposure to interest rate risk by utilizing a mix of fixed and floating rate financings with staggered maturities and through interest rate hedging agreements to fix or cap a portion of our variable rate debt. As of March 31, 2022, the outstanding principal balance of our variable rate indebtedness was $26.8 billion and consisted of mortgage notes, term loans, secured and unsecured revolving credit facilities, and secured financings on investments in real estate debt. 

Certain of our mortgage notes, term loans, secured and unsecured revolving credit facilities and secured financings are variable rate and indexed to one-month U.S. Dollar denominated LIBOR, three-month U.S. Dollar denominated LIBOR, three-month GBP denominated LIBOR, or three-month Euro denominated LIBOR (collectively, the “Reference Rates”). We have executed interest rate swaps with a notional amount of $16.6 billion as of March 31, 2022 to hedge the risk of increasing interest rates. For the three months ended March 31, 2022, a 10 basis point increase in each of the Reference Rates would have resulted in increased interest expense of $11.8 million, net of the impact of our interest rate swaps.

LIBOR and certain other floating rate benchmark indices to which our floating rate loans and other loan agreements are tied, including, without limitation, the Euro Interbank Offered Rate (collectively, “IBORs”), are the subject of recent national, international and regulatory guidance and proposals for reform. As of December 31, 2021, the ICE Benchmark Association, or IBA, ceased publication of all non-USD LIBOR and the one-week and two-month UDS LIBOR and, as previously announced intends to cease publication of remaining U.S. dollar LIBOR settings immediately after June 30, 2023. Further, on March 15, 2022, the Consolidated Appropriations Act of 2022, which includes the Adjustable Interest Rate (LIBOR) Act, was signed into law in the U.S. This legislation establishes a uniform benchmark replacement process for financial contracts that mature after June 30, 2023 that do not contain clearly defined or practicable fallback provisions. The legislation also creates a safe harbor that shields lenders from litigation if they choose to utilize a replacement rate recommended by the Board of Governors of the Federal Reserve. The U.S. Federal Reserve, in conjunction with the Alternative Reference Rates Committee, a steering committee comprised of large U.S. financial institutions, has identified the Secured Overnight Financing Rate (“SOFR”), a new index calculated using short-term repurchase agreements, backed by Treasury securities, as its preferred alternative rate for U.S. Dollar denominated LIBOR. Additionally market participants have started to transition to the Sterling Overnight Index Average, (“SONIA”), in line with guidance from the U.K. regulators. At this time, it is not possible to predict how markets will respond to SOFR, SONIA, or other alternative reference rates as the transition away from the LIBOR benchmarks proceeds. Despite the LIBOR transition in other markets, benchmark rate methodologies in Europe, Australia, Canada, and Switzerland have been reformed and rates such as the Euro Interbank Offered Rate (“EURIBOR”), the Stockholm Interbank Offered Rate (“STIBOR”), the Canadian Dollar Offered Rate (“CDOR”), and the Australian Bank Bill Swap Reference Rate (“BBSY”), may persist as International Organization of Securities Commissions (“IOSCO”), compliant reference rates moving forward. However, multi-rate environments may persist in these markets as regulators and working groups have suggested market participants adopt alternative reference rates. Refer to “Part I. Item 1A. Risk Factors — Risks Related to Debt Financing — Changes to, or the elimination of, LIBOR may adversely affect interest expense related to borrowings under our credit facilities and real estate-related investments” of our Annual Report on Form 10-K for the year ended December 31, 2021.

Investments in Real Estate Debt

As of March 31, 2022, we held $9.9 billion of investments in real estate debt. Our investments in real estate debt are primarily floating-rate and indexed to the Reference Rates or the SONIA, and as such, exposed to interest rate risk. Our net income will increase or decrease depending on interest rate movements. While we cannot predict factors that may or may not affect interest rates, for the three months ended March 31, 2022, a 10 basis point increase or decrease in the Reference Rates would have resulted in an increase or decrease to income from investments in real estate debt of $10.3 million.

We may also be exposed to market risk with respect to our investments in real estate debt due to changes in the fair value of our investments. We seek to manage our exposure to market risk with respect to our investments in real estate debt by making investments in real estate debt backed by different types of collateral and varying credit ratings. The fair value of our investments may fluctuate, therefore the amount we will realize upon any sale of our investments in real estate debt is unknown. However, as of March 31, 2022, a 10% change in the fair value of our investments in real estate debt would result in a change in the carrying value of our investments in real estate debt of $988.9 million.

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ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

An evaluation of the effectiveness of the design and operation of our “disclosure controls and procedures” (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this quarterly report on Form 10-Q was made under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”). Based upon this evaluation, our CEO and CFO have concluded that as of the end of the period covered by this report our disclosure controls and procedures (a) were effective to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by SEC rules and forms and (b) included, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Controls over Financial Reporting

There have been no changes in our “internal control over financial reporting” (as defined in Rule 13a-15(f) of the Exchange Act) that occurred during the period covered by this quarterly report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. As of March 31, 2022, we were not involved in any material legal proceedings.

ITEM  1A. RISK FACTORS

For information regarding factors that could affect our results of operations, financial condition and liquidity, see the risk factors discussed in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2021 and under the heading “Risk Factors” in our prospectus dated February 25, 2022, as supplemented.

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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

During the three months ended March 31, 2022, we sold equity securities that were not registered under the Securities Act. As described in Note 9 to our condensed consolidated financial statements, the Adviser is entitled to an annual management fee payable monthly in cash, shares of common stock, or BREIT OP Units, in each case at the Adviser's election. For each of the three months ended March 31, 2022, the Adviser elected to receive its management fee in Class I shares, and we issued 8.4 million unregistered Class I shares to the Adviser in satisfaction of the management fee for January and February 2022. Additionally, we issued 4.5 million unregistered Class I shares to the Adviser in April 2022 in satisfaction of the March 2022 management fee.

Beginning for the quarter ended March 31, 2022, the Special Limited Partner was entitled to a quarterly performance participation allocation. As further described in Note 9 to the condensed consolidated financial statements, the performance participation allocation became payable on March 31, 2022 and in April 2022, we issued 16.1 million Class I units in BREIT OP to the Special Limited Partner as payment for $237.9 million of the performance participation allocation. At the election of the Special Limited Partner, each Class I unit is exchangeable for cash or Class I shares (on a one-for-one basis). Each issuance to the Adviser and the Special Limited Partner was made pursuant to Section 4(a)(2) of the Securities Act. Immediately following the issuance, upon the request by the Special Limited Partner, we exchanged 16.1 million Class I units for 16.1 million class I shares.

We have also sold Class I shares to feeder vehicles created primarily to hold Class I shares and offer indirect interests in such shares to non-U.S. persons. The offer and sale of Class I shares to the feeder vehicles was exempt from the registration provisions of the Securities Act, by virtue of Section 4(a)(2) and Regulation S thereunder. During the three months ended March 31, 2022, we received $1.7 billion from selling 120.7 million unregistered Class I shares to such vehicles. We intend to use the net proceeds from such sales for the purposes set forth in the prospectus for our offering and in a manner within the investment guidelines approved by our board of directors, who serve as fiduciaries to our stockholders.

Share Repurchases 

Under our share repurchase plan, to the extent we choose to repurchase shares in any particular month, we will only repurchase shares as of the opening of the last calendar day of that month (each such date, a “Repurchase Date”). Repurchases will be made at the transaction price in effect on the Repurchase Date (which will generally be equal to our prior month’s NAV per share), except that shares that have not been outstanding for at least one year will be repurchased at 98% of the transaction price (an “Early Repurchase Deduction”) subject to certain limited exceptions. Settlements of share repurchases will generally be made within three business days of the Repurchase Date. The Early Repurchase Deduction will not apply to shares acquired through our distribution reinvestment plan.

The aggregate NAV of total repurchases of Class S shares, Class I shares, Class T shares and Class D shares (including repurchases at certain non-U.S. investor vehicles primarily created to hold shares of the Company, but excluding any Early Repurchase Deduction applicable to the repurchased shares) is limited to no more than 2% of our aggregate NAV per month based on the aggregate NAV of the prior month and no more than 5% of our aggregate NAV per calendar quarter based on the average of the aggregate NAV per month over the prior three months.

Should repurchase requests, in our judgment, place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on the Company as a whole, or should we otherwise determine that investing our liquid assets in real properties or other investments rather than repurchasing our shares is in the best interests of the Company as a whole, then we may choose to repurchase fewer shares than have been requested to be repurchased, or none at all. Further, our board of directors may modify and suspend our share repurchase plan if it deems such action to be in our best interests and the best interests of our stockholders. In the event that we determine to repurchase some but not all of the shares submitted for repurchase during any month, shares repurchased at the end of the month will be repurchased on a pro rata basis. All unsatisfied repurchase requests must be resubmitted after the start of the next month or quarter, or upon the recommencement of the share repurchase plan, as applicable.

If the transaction price for the applicable month is not made available by the tenth business day prior to the last business day of the month (or is changed after such date), then no repurchase requests will be accepted for such month and stockholders who wish to have their shares repurchased the following month must resubmit their repurchase requests.

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During the three months ended March 31, 2022, we repurchased shares of our common stock in the following amounts, which represented all of the share repurchase requests received for the same period.

Month of:	Total Number of Shares Repurchased		Repurchases as a Percentage of NAV(2)		Average Price Paid   per Share		Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares Pending Repurchase Pursuant to Publicly Announced Plans or Programs(3)
January 2022	47,489,824	(1)	1.3	%	$	14.29	47,489,824	(1)	—
February 2022	12,952,234		0.3	%	$	14.45	12,952,234		—
March 2022	26,669,999		0.7	%	$	14.61	26,669,999		—
Total	87,112,057		N/M		$	14.41	87,112,057		—

(1)Includes 37,762,766 Class I shares previously issued to the Special Limited Partner upon redemption of Class I units held by the Special Limited Partner that were acquired as payment for the 2021 performance participation allocation

(2)Represents aggregate NAV of the shares repurchased under our share repurchase plan over aggregate NAV of all shares outstanding, in each case, based on the NAV as of the last calendar day of the prior month.

(3)All repurchase requests under our share repurchase plan were satisfied.

The Special Limited Partner continues to hold 23,788 Class I units in BREIT OP. The redemption of Class I units and Class B units and shares held by the Adviser acquired as payment of the Adviser’s management fee are not considered part of our share repurchase plan.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM  5. OTHER INFORMATION

Not applicable.

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ITEM 6. EXHIBITS

4.1	Share Repurchase Plan (filed as Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed on March 4, 2022 and incorporated herein by reference)
10.1	Second Amended and Restated Limited Partnership Agreement of BREIT Operating Partnership L.P., by and between Blackstone Real Estate Income Trust, Inc., BREIT Special Limited Partner L.P. (fka BREIT Special Limited Partner L.L.C.) and the limited partners party thereto from time to time (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 4, 2022 and incorporated herein by reference)
31.1*	Certification of Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*	Certification of Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 +	Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2 +	Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	Inline XBRL Instance Document
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.SCH	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Filed herewith.

+ This exhibit shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that Section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act or the Exchange Act.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

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SIGNATURES

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

	BLACKSTONE REAL ESTATE INCOME TRUST, INC.
May 13, 2022	/s/ Frank Cohen
Date	Frank Cohen
	Chief Executive Officer
	(Principal Executive Officer)
May 13, 2022	/s/ Anthony F. Marone, Jr.
Date	Anthony F. Marone, Jr.
	Chief Financial Officer and Treasurer
	(Principal Financial Officer)
May 13, 2022	/s/ Paul Kolodziej
Date	Paul Kolodziej
	Chief Accounting Officer
	(Principal Accounting Officer)

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