Equity and Redeemable Non-controlling Interest | Equity and Redeemable Non-controlling Interest Preferred Stock As of March 31, 2022 and December 31, 2021, 125 shares of preferred stock are issued and outstanding. Holders of our Series A Preferred Stock are entitled to receive dividends at an annual rate of 12.5% of the liquidation preference of $500.00 per share, or $62.50 per share per annum. Dividends are cumulative and payable semi-annually. We have the option to redeem shares of our Series A Preferred Stock in whole or in part at any time for the price of $500.00 per share, plus any accrued and unpaid dividends through the date of redemption. If a redemption occurs on or before December 31, 2022, we will pay an additional $50.00 per share redemption premium. Common Stock The following tables detail the movement in the Company’s outstanding shares of common stock: Three Months Ended March 31, 2022 Class T Class S Class D Class I Class E Class N Total Balance at December 31, 2021 186,821 186,821 186,821 186,715 2,244,581 8,556,509 11,548,268 Issuance of common stock 165,035 165,035 165,035 279,643 1,814 2,213,413 2,989,975 Distribution reinvestment — — — 458 2,133 — 2,591 Balance at March 31, 2022 351,856 351,856 351,856 466,816 2,248,528 10,769,922 14,540,834 Three Months Ended March 31, 2021 Class T Class S Class D Class I Class E Class N Total Balance at December 31, 2020 — — — — — 3,608,831 3,608,831 Issuance of common stock — — — — — 2,636,645 2,636,645 Distribution reinvestment — — — — — 32 32 Balance at March 31, 2021 — — — — — 6,245,508 6,245,508 As of March 31, 2022 and December 31, 2021, 8,777,697 and 7,372,812, respectively, of our Class N shares have been classified as redeemable common stock because the stockholder, MassMutual, has the contractual right to redeem the shares under certain circumstances. As of March 31, 2022 and December 31, 2021, the remaining Class N shares that were issued of 1,992,225 and 1,183,697, respectively, have been recorded as common stock. As of March 31, 2022, MassMutual has committed to purchase an additional $85.5 million of Class N common stock, as discussed in Note 10 — “Class N Redeemable Common Stock”. Our investor commitments exclude a $30.0 million commitment from Invesco Realty, Inc. that collateralizes our Revolving Credit Facility. We may be required to call capital under this commitment to repay outstanding obligations under our Revolving Credit Facility in the event of default, however this commitment is not available to fund our operating or investing activities. Distributions We intend to distribute substantially all of our taxable income to our stockholders each year to comply with the REIT provisions of the Internal Revenue Code. Taxable income does not necessarily equal net income as calculated in accordance with GAAP. For the three months ended March 31, 2022 and 2021, we declared distributions of $5.9 million and $2.4 million, respectively. We accrued $2.1 million and $1.4 million for distributions payable to related parties as a component of due to affiliates in our condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021, respectively. Additionally, we accrued approximately $16,000 for distributions payable to third parties as a component of accounts payable and accrued expenses in our condensed consolidated balance sheets as of March 31, 2022. As of December 31, 2021, we did not accrue any distributions payable to third parties. The following tables detail the aggregate distributions declared per share for each applicable class of stock for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 Series A Class T Class S Class D Class I Class E Class N Aggregate distributions declared per share $ — $ 0.4252 $ 0.4252 $ 0.4252 $ 0.4252 $ 0.4252 $ 0.4252 Stockholder servicing fee per share (1) — (0.0643) (0.0643) (0.0189) — — — Net distributions declared per share $ — $ 0.3609 $ 0.3609 $ 0.4063 $ 0.4252 $ 0.4252 $ 0.4252 Three Months Ended March 31, 2021 Series A Class T Class S Class D Class I Class E Class N Aggregate distributions declared per share $ — $ — $ — $ — $ — $ — $ 0.4280 Net distributions declared per share $ — $ — $ — $ — $ — $ — $ 0.4280 (1) See Note 13 — “Related Party Transactions” for a discussion of our stockholder servicing fee. Redeemable Non-controlling Interest in INREIT OP In connection with its performance participation interest, the Special Limited Partner holds Class E units in INREIT OP. See Note 13 — “Related Party Transactions” for further details of the Special Limited Partner’s performance participation interest. Because the Special Limited Partner has the ability to redeem its Class E units for cash, at its election, we have classified these Class E units as redeemable non-controlling interest in INREIT OP on our condensed consolidated balance sheets. The redeemable non-controlling interest in INREIT OP is recorded at the greater of the carrying amount, adjusted for its share of the allocation of income or loss and dividends, or the redemption value, which is equivalent to fair value, of such units at the end of each measurement period. As the redemption value was greater than the adjusted carrying value at March 31, 2022, we recorded an allocation adjustment of $0.1 million between additional paid-in capital and redeemable non-controlling interest in INREIT OP on our condensed consolidated balance sheets. The following table details the non-controlling interest activity related to the Special Limited Partner: Three Months Ended March 31, $ in thousands 2022 2021 Net loss allocated $ (261) $ — Distributions $ 30 $ — Adjustment to carrying value $ 138 $ — As of March 31, 2022, distributions payable to the Special Limited Partner were approximately $15,000. As the Special Limited Partner did not receive Class E INREIT OP units until February 2022, there was no distribution payable to the Special Limited Partner as of December 31, 2021. Distribution Reinvestment Plan We have adopted a distribution reinvestment plan whereby stockholders (other than stockholders residing in certain states, as discussed below) will have their cash distributions automatically reinvested in additional shares of common stock unless they elect to receive their distributions in cash. Stockholders residing in Alabama, Idaho, Kansas, Kentucky, Maryland, Massachusetts, Nebraska, New Jersey, North Carolina, Ohio, Oregon, Vermont and Washington will automatically receive their distributions in cash unless they elect to have their cash distributions reinvested in additional shares of common stock. The per share purchase price for shares purchased under the distribution reinvestment plan will be equal to the offering price before upfront selling commissions and dealer manager fees (the “transaction price”) at the time the distribution is payable. The transaction price will generally be equal to our prior month’s NAV per share for that share class. Stockholders will not pay upfront selling commissions or dealer manager fees when purchasing shares under the distribution reinvestment plan. The stockholder servicing fees for shares of our Class T shares, Class S shares and Class D shares are calculated based on the NAV for those shares and may reduce the NAV or, alternatively, the distributions payable with respect to shares of each such class, including shares issued in respect of distributions on such shares under the distribution reinvestment plan. Share Repurchase Plan We have adopted a share repurchase plan. On a monthly basis, our stockholders may request that we repurchase all or any portion of their shares. We may choose, in our discretion, to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any month, subject to any limitations in the share repurchase plan. For the three months ended March 31, 2022, we did not repurchase any shares under the share repurchase plan as no repurchase requests were made. Share-Based Compensation Plan For the three months ended March 31, 2022, we awarded independent members of our board of directors 628 Class E shares under our 2019 Equity Incentive Plan (the “Incentive Plan”) and recognized approximately $19,000 of compensation expense related to these awards. For the three months ended March 31, 2021, we awarded independent members of our board of directors 719 Class N shares under the Incentive Plan and recognized approximately $19,000 of compensation expense related to these awards. As of March 31, 2022, 191,493 shares of common stock remain available for future issuance under the Incentive Plan. |