BREIT 2017 Annual Report

64 We primarily used the net proceeds from the Offering toward the acquisition of $3.4 billion of real estate and $930 million of real estate-related securities. In addition to the net proceeds from the Offering we financed our acquisitions with $1.9 billion of financing secured by our investments in real estate, $683 million of repurchase agreements, and $5.3 million of net borrowings on the line of credit from Blackstone Holdings Finance Co. L.L.C., an affiliate of Blackstone (“Line of Credit”). See Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” for additional details on our borrowings. 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 95% of the transaction price (an “Early Repurchase Deduction”) subject to certain limited exceptions. Settlements of share repurchases will 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 total amount of aggregate repurchases of Class S, Class T, Class D and Class I shares is limited to no more than 2% of our aggregate NAV per month and no more than 5% of our aggregate NAV per calendar quarter. 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 illiquid 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, suspend or terminate our share repurchase plan if it deems such action to be in our best interest and the best interest 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. 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. During the year ended December 31, 2017, we repurchased shares of our common stock in the following amounts, which represented all of the share repurchase requests received for the same period. Period Total Number of Shares Repurchased Repurchases as a Percentage of Shares Outstanding 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 (1) January 1 - January 31, 2017 — — $ — — — February 1 - February 28, 2017 — — — — — March 1 - March 31, 2017 — — — — — April 1 - April 30, 2017 — — — — — May 1 - May 31, 2017 — — — — — June 1 - June 30, 2017 — — — — — July 1 - July 31, 2017 — — — — — August 1 - August 31, 2017 3,594 0.00% 9.80 3,594 — September 1 - September 30, 2017 15,327 0.01% 9.90 15,327 — October 1 - October 31, 2017 37,707 0.03% 9.95 37,707 — November 1 - November 30, 2017 — — — — — December 1 - December 31, 2017 10,260 0.01% 10.39 10,260 — Total 66,888 N/M $ 10.00 66,888 — (1) Under the share repurchase plan, we would have been able to repurchase up to an aggregate of $80.6 million of Class S, Class T, Class D and Class I shares based on our November 30, 2017 NAV in the fourth quarter of 2017 (if such repurchase requests were made). Pursuant to the share repurchase plan, this amount resets at the beginning of each quarter.

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