Expects monthly distributions
Expects monthly liquidity
Summary of Key Terms
|Product||BEPIF is a regulated Luxembourg fund focused on investing in substantially stabilized, income-generating European real estate properties diversified by sector and geography1|
Passported under AIFMD to Professional Investors across EU, registered under National Private Placement Regime in the UK, and registered with MAS in Singapore (similar accreditation standard required)2
|Portfolio Allocation3||Approximately 90% in European real estate either through direct investments or units in Blackstone Property Partners Europe|
Up to 10% in real estate-related debt and liquid instruments
|Minimum Investment||€25k for Professional Investors4|
|Subscriptions||Monthly purchases at NAV as of the first calendar day of each month, fully funded; subscription requests must be received at least four business days prior to the first calendar day of the month5|
|Distribution||Monthly distributions at the Board’s discretion6|
|Liquidity||Total redemptions are limited to 2% of aggregate NAV per month (measured using the aggregate NAV as of the end of the immediately preceding month) and 5% of aggregate NAV per calendar quarter (measured using the average aggregate NAV as of the end of the immediately preceding three months)7|
Shares held less than one year will be subject to a 5% deduction from NAV
Redemption requests must be received in good order by the first business day of the month and will be made at the NAV per share of the last calendar day of such month8
Redemption requests may be rejected in whole or in part in exceptional circumstances and not on a systematic basis
Fees and Share Classes
|Share Classes||Class I and Class A with either (i) cash distribution or (ii) accumulation / reinvestment elections|
|Management Fee||1.25% per annum of NAV, payable monthly9|
|Performance Fee||12.5% of annual total return subject to a 5% annual hurdle and high water mark with a 100% catch-up, crystalized quarterly|
|AIFM Fee||Approximately 0.05% per annum of NAV, payable monthly10|
|Distributor Servicing Fee||None for Class I; 0.75% per annum for Class A, payable monthly to financial intermediaries|
|Subscription Fee||May be charged by certain financial intermediaries|
Note: The information above is presented as a summary of certain principal terms only and is qualified in its entirety by the more detailed “Summary of Terms” in the confidential prospectus prepared for BEPIF (“Prospectus”). In the event of a discrepancy between the terms presented above and those set forth in the Prospectus, the Prospectus shall control. Capitalized terms used but not defined have the meanings set forth in the Prospectus. Organizational and Offering Expenses will be advanced by Blackstone through the first year. After BEPIF’s first anniversary, the Fund will reimburse the Organizational and Offering Expenses incurred ratably over the following five years. BEPIF bears all expenses of its operations. Please refer to the Prospectus for further details.
- There is no guarantee BEPIF will be diversified. Diversification does not eliminate risk or guarantee a profit.
- Different investor eligibility and investment minimums may apply in certain jurisdictions.
- BEPIF’s investments at any given time may exceed and otherwise vary materially from allocation targets.
- Higher amounts may be required for investor eligibility under local laws.
- NAV per share will generally be available within 15 calendar days of month-end.
- There is no assurance BEPIF will pay distributions in any particular amount, if at all. Any distributions will be at the discretion of the Board of Directors.
- In each case, calculated across BEPIF and its parallel funds/entities.
- Settlements of share redemptions are generally expected to be within 60 calendar days of the redemption date.
- BEPIF will not pay management or performance fees on its investments in Blackstone Property Partners Europe.
- Represents Blackstone’s estimate. The AIFM Fee shall not exceed 0.10%per annum of NAV. Please refer to the Prospectus for further details.
Summary of Investor Rights
Investors’ rights include economical rights such as redemption rights and profit rights, but also rights to a fair information and equal treatment, as well as complaints’ rights and the right to participate in general meetings of shareholders if the investor is registered under her or his own name in the register of shareholders of the Fund. In addition, Directive (EU) 2020/1828 of 25 November 2020 on representative actions for the protection of the collective interests of consumers provides for a collective redress mechanism which applies, in case of infringements by traders of the provisions of, amongst others, Directive 2011/61/EU on Alternative Investment Fund Managers, Regulation (EU) No 1286/2014 on key information documents for packaged retail and insurance-based investment products (PRIIPs), including such provisions as transposed into national law that harm or may harm the collective interests of consumers. Directive (EU) 2020/1828) shall be transposed by Member States, including Luxembourg, by 25 December 2022 at the latest and the provisions shall be applicable from 25 June 2023. Luxembourg has not yet implemented Directive (EU) 2020/1828 but a bill of law is currently pending.
Summary of Key Risk Factors
We have classified this product as 3 out of 7, which is a medium low-risk class. This rates the potential losses from future performance at a medium low level, and poor market conditions could impact our capacity to pay you.
There is no specific recommended holding period for the product. The actual risk can vary significantly and you may get back less. You may not be able to sell your product easily or you may have to sell at a price that significantly impacts on how much you get back. The summary risk indicator is a guide to the level of risk of this product compared to other products. It shows how likely it is that the product will lose money because of movements in the markets or because we are not able to pay you. Be aware of currency risk. BEPIF is denominated in Euro (EUR). You may receive payments in a different currency, so the final return you will get depend on the exchange rate between the two currencies. This risk is not considered in the indicator shown above. This investment involves a high degree of risk and should only be made if an investor can afford the loss of its entire investment. There are no guarantees or assurances regarding the achievement of investment objectives or performance. This product does not include any protection from future market performance so you could lose some or all of your investment. If we are not able to pay you what is owed, you could lose some or all of your investment.
In considering any investment performance information contained in the Materials, recipients should bear in mind that past or estimated performance is not necessarily indicative of future results and there can be no assurance that BEPIF will achieve comparable results, implement its investment strategy, achieve its objectives or avoid substantial losses or that any expected returns will be met.
- Conflicts of Interest. There may be occasions when a Fund’s general partner and/or the investment advisor, and their affiliates will encounter potential conflicts of interest in connection with such Fund’s activities including, without limitation, the allocation of investment opportunities, relationships with Blackstone’s and its affiliates’ investment banking and advisory clients, and the diverse interests of such Fund’s limited partner group. There can be no assurance that the Sponsor will identify, mitigate, or resolve all conflicts of interest in a manner that is favorable to the Partnership.
- Epidemics / Pandemics. Certain countries have been susceptible to epidemics which may be designated as pandemics by world health authorities, most recently COVID-19. The outbreak of such epidemics, together with any resulting restrictions on travel or quarantines imposed, has had and will continue to have a negative impact on the economy and business activity globally (including in the countries in which the Fund invests), and thereby is expected to adversely affect the performance of the Fund’s investments. Furthermore, the rapid development of epidemics could preclude prediction as to their ultimate adverse impact on economic and market conditions, and, as a result, presents material uncertainty and risk with respect to the Fund and the performance of its investments.
- Diversification; Potential Lack Thereof. Diversification is not a guarantee of either a return or protection against loss in declining markets. The number of investments which a Fund makes may be limited, which would cause the Fund’s investments to be more susceptible to fluctuations in value resulting from adverse economic or business conditions with respect thereto. There is assurance that any of the Fund’s investments will perform well or even return capital; if certain investments perform unfavorably, for the Fund to achieve above-average returns, one or a few of its investments must perform very well. There is no assurance that this will be the case. In addition, certain geographic regions and/or industries in which the Fund is heavily invested may be more adversely affected from economic pressures when compared to other geographic regions and/or industries.
- Forward Looking Statements. Certain information contained in the Materials constitutes “forward looking statements,” which can be identified by the use of forward looking terminology or the negatives thereof. These may include financial estimates and their underlying assumptions, statements about plans, objectives and expectations with respect to future operations, and statements regarding future performance. 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. Blackstone believes these factors include but are not limited to those described under the section entitled “Risk Factors” in its Annual Report on Form 10‐K for the fiscal year ended December 31, 2020 and any such updated factors included in its periodic filings with the Securities and Exchange Commission, 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 the Materials and in the filings Blackstone undertakes no obligation to publicly update or review any forward‐looking statement, whether as a result of new information, future developments or otherwise.
- Highly Competitive Market for Investment Opportunities. The activity of identifying, completing and realizing attractive investments is highly competitive, and involves a high degree of uncertainty. There can be no assurance that a Fund will be able to locate, consummate and exit investments that satisfy its objectives or realize upon their values or that a Fund will be able to fully invest its committed capital. There is no guarantee that investment opportunities will be allocated to a Fund and or that the activities of Blackstone’s other funds will not adversely affect the interests of such Fund.
- Illiquidity and Variable Valuation. There is no organized secondary market for investors’ interests in any Fund nor is there an organized market for which to sell a Fund’s underlying illiquid investments, and none is expected to develop. Withdrawal and transfer of interests in a Fund are subject to various restrictions, and similar restrictions will apply in respect of the Fund’s underlying investments. Further, the valuation of a Fund’s investments will be difficult, may be based on imperfect information and is subject to inherent uncertainties, and the resulting values may differ from values that would have been determined had a ready market existed for such investments, from values placed on such investments by other investors and from prices at which such investments may ultimately be sold.
- Leverage Borrowings Under a Subscription Facility. A Fund may use leverage, and a Fund may utilize borrowings from Blackstone Inc or under its subscription based credit facility in advance of or in lieu of receiving investors’ capital contributions. The use of leverage or borrowings magnifies investment, market and certain other risks and may be significant. A Fund’s performance will be affected by the availability and terms of any leverage as such leverage will enhance returns from investments to the extent such returns exceed the costs of borrowings by such Fund. The leveraged capital structure of such assets will increase their exposure to certain factors such as rising interest rates, downturns in the economy, or deterioration in the financial condition of such assets or industry. In the event an investment cannot generate adequate cash flow to meet its debt service, a Fund may suffer a partial or total loss of capital invested in the investment, which may adversely affect the returns of such Fund. In the case of borrowings used in advance of or in lieu of receiving investors’ capital contributions, such use will result in higher or lower reported returns than if investors’ capital had been contributed at the inception of an investment because calculations of returns to investors are based on the payment date of investors’ capital contributions. In addition, because a Fund will pay all expenses, including interest, associated with the use of leverage or borrowings, investors will indirectly bear such costs.
- Material, Non-Public Information. In connection with other activities of Blackstone, certain Blackstone personnel may acquire confidential or material non-public information or be restricted from initiating transactions in certain securities, including on a Fund’s behalf. As such, a Fund may not be able to initiate a transaction or sell an investment. In addition, policies and procedures maintained by Blackstone to deter the inappropriate sharing of material non-public information may limit the ability of Blackstone personnel to share information with personnel in Blackstone’s other business groups, which may ultimately reduce the positive synergies expected to be realized by a Fund as part of the broader Blackstone investment platform.
- No Assurance of Investment Return. Prospective investors should be aware that an investment in a Fund is speculative and involves a high degree of risk. There can be no assurance that a Fund will achieve comparable results, implement its investment strategy, achieve its objectives or avoid substantial losses or that any expected returns will be met (or that the returns will be commensurate with the risks of investing in the type of transactions described herein). The portfolio companies in which a Fund may invest (directly or indirectly) are speculative investments and will be subject to significant business and financial risks. A Fund’s performance may be volatile. An investment should only be considered by sophisticated investors who can afford to lose all or a substantial amount of their investment. A Fund’s fees and expenses may offset or exceed its profits.
- Real Estate Investments. A Fund’s investments do and will consist primarily of real estate investments and real estate related investments. All real estate investments are subject to some degree of risk. For example, real estate investments are relatively illiquid and, therefore, will tend to limit Blackstone’s ability to vary a Fund’s portfolio promptly in response to changes in economic or other conditions. No assurances can be given that the fair market value of any real estate investments held by a Fund will not decrease in the future or that such Fund will recognize full value for any investment that such Fund is required to sell for liquidity reasons. Additionally, deterioration of real estate fundamentals generally may negatively impact the performance of a Fund.
- Reliance on Key Management Personnel. The success of a Fund will depend, in large part, upon the skill and expertise of certain Blackstone professionals. In the event of the death, disability or departure of any key Blackstone professionals, the business and the performance of a Fund may be adversely affected. Some Blackstone professionals may have other responsibilities, including senior management responsibilities, throughout Blackstone and, therefore, conflicts are expected to arise in the allocation of such personnel’s time (including as a result of such personnel deriving financial benefit from these other activities, including fees and performance-based compensation).
- Russian Invasion of Ukraine. On February 24, 2022 Russian troops began a full scale invasion of Ukraine and, as of the date of this Material, the countries remain in active armed conflict Around the same time, the United States, the United Kingdom, the European Union, and several other nations announced a broad array of new or expanded sanctions, export controls, and other measures against Russia, Russia backed separatist regions in Ukraine, and certain banks, companies, government officials, and other individuals in Russia and Belarus The ongoing conflict and the rapidly evolving measures in response could be expected to have a negative impact on the economy and business activity globally (including in the countries in which the Fund invests), and therefore could adversely affect the performance of the Fund’s investments The severity and duration of the conflict and its impact on global economic and market conditions are impossible to predict, and as a result, could present material uncertainty and risk with respect to the Fund and the performance of its investments and operations, and the ability of the Fund to achieve its investment objectives Similar risks will exist to the extent that any portfolio entities, service providers, vendors or certain other parties have material operations or assets in Russia, Ukraine, Belarus, or the immediate surrounding areas.