XML 38 R18.htm IDEA: XBRL DOCUMENT v3.22.0.1
Related Party Transactions
12 Months Ended
Dec. 31, 2021
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
Due to Affiliates
The following table details the components of due to affiliates ($ in thousands): 
December 31, 2021December 31, 2020
Accrued stockholder servicing fee$1,235,592 $605,411 
Accrued management fee56,607 22,253 
Accrued affiliate service provider expenses12,880 10,151 
Advanced organization and offering costs2,045 4,090 
Performance participation allocation— 192,648 
Other2,323 53,107 
Total$1,309,447 $887,660 
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 shares in the Offering, which 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.
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 years ended December 31, 2021, 2020, and 2019, the Company incurred management fees of $0.4 billion, $0.2 billion and $0.1 billion, respectively.
The Company issued 30.1 million, 18.5 million, and 8.4 million unregistered Class I shares to the Adviser as payment for the 2021, 2020, and 2019 management fees, respectively. The Company also had a payable of $56.6 million and $22.3 million related to the management fees as of December 31, 2021 and 2020, respectively. During January 2022 and 2021, the Adviser was issued 4.0 million and 1.9 million unregistered Class I shares as payment for the management fees accrued as of December 31, 2021 and 2020. 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 2021, the Adviser submitted 25.2 million Class I shares for repurchase, for a total repurchase amount of $321.4 million. During 2020, the Adviser submitted 16.4 million Class I shares for repurchase, for a total repurchase amount of $180.0 million.
Accrued affiliate service provider expenses and incentive compensation awards
Beginning March 2019, the Company engaged Link Industrial Properties LLC (“Link”), a portfolio company owned by Blackstone-advised investment vehicles, to provide the services that Gateway had previously provided to the Company’s industrial properties. The Company previously engaged Gateway Industrial Properties L.L.C. (“Gateway”), a portfolio company owned by Blackstone-advised investment vehicles, to provide, as applicable, operational services (including, without limitation, property management, leasing, and construction and project management), management services, loan management services, corporate support services (including, without limitation, accounting, information technology, legal, tax and human resources) and transaction support services for the Company’s industrial properties.
The Company has engaged LivCor, LLC (“LivCor”), a portfolio company owned by Blackstone-advised investment vehicles, to provide, as applicable, operational services (including, without limitation, construction and project management), management services, loan management services, corporate support services (including, without limitation, accounting, information technology, legal, tax and human resources) and transaction support services for the Company’s multifamily properties.
The Company has engaged BRE Hotels and Resorts (“BRE”), a portfolio company controlled (but not owned) by Blackstone-advised investment vehicles, to provide, as applicable, operational services (including, without limitation, construction and project
management), management services, loan management services, corporate support services (including, without limitation, accounting, legal and tax) and transaction support services for the Company’s hospitality properties. 
The Company has engaged ShopCore Properties TRS Management LLC (“ShopCore”), a portfolio company owned by Blackstone-advised investment vehicles, to provide, as applicable, operational services (including, without limitation, property management, construction and project management and leasing), management services, loan management services, corporate support services (including, without limitation, accounting, information technology, legal, tax and human resources) and transaction support services for the Company’s retail properties.
The Company has engaged Equity Office Management, L.L.C. (“EOM”), a portfolio company owned by Blackstone-advised investment vehicles, to provide, as applicable, operational services (including, without limitation, property management, leasing, and construction and project management), management services, loan management services, corporate support services (including, without limitation, accounting, information technology, legal, tax and human resources) and transaction support services for the Company’s office properties.
The Company has engaged Longview Senior Housing Advisors, LLC (“Longview”), a portfolio company owned by Blackstone-advised investment vehicles, to provide, as applicable, operational services (including, without limitation, property management and construction and project management), corporate support services (including, without limitation, accounting, information technology, legal, tax and human resources) and transaction support services for the Company’s senior living residential properties.
The Company has engaged Revantage Corporate Services, LLC (“Revantage”), a portfolio company owned by Blackstone-advised investment vehicles, to provide, as applicable, corporate support services (including, without limitation, accounting, legal, tax, treasury, valuation services, information technology and data management).
The Company has engaged BPP MFNY Employer LLC d/b/a Beam Living, a portfolio company owned by a Blackstone-advised investment vehicle, to provide, as applicable, operational services (including, without limitation, property management) for certain of the Company's residential properties.
The Company issues incentive compensation awards to certain employees of 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 achievement of the Company's total return over the hurdle amount is considered a market condition. Any excess of the Company's total return 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 December 31, 2021, 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):
    December 31, 2021
Plan Year
Unrecognized Compensation Cost as of December 31, 2020
Value of Awards Issued
Amortization of Compensation Cost for the Year Ended December 31, 2021
Unrecognized Compensation CostRemaining Amortization Period
2019(1)
$3,363 $— $(1,167)$1,520 1.0 year
2020— — — — 
2021— 49,602 (12,401)37,201 3.0 years
 $3,363 $49,602 $(13,568)$38,721 
(1)During the year ended December 31, 2021 $0.5 million of the un-vested portion of the award was forfeited.
The following table details the amounts incurred for affiliate service providers ($ in thousands):
Affiliate Service
Provider Expenses
Year Ended December 31,
Amortization of
Affiliate Service Provider
Incentive Compensation Awards
Year Ended December 31,
Capitalized Transaction
Support Services
Year Ended December 31,
20212020201920212020201920212020
Link$68,277 $53,836 $19,332 $6,174 $727 $1,042 $3,696 $3,366 
LivCor39,481 27,144 18,464 6,235 214 308 6,529 3,924 
BRE11,565 15,109 7,250 728 435 624 127 — 
ShopCore6,427 5,248 1,715 271 18 26 292 479 
Revantage3,029 1,951 1,295 — — — 8,696 — 
EOM1,912 838 104 160 — — — — 
Longview557 — — — — — — — 
Gateway— — 2,524 — — — — — 
$131,248 $104,126 $50,684 $13,568 $1,394 $2,000 $19,340 $7,769 
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 Consolidated Statements of Operations. Transaction support service fees were capitalized to Investments in Real Estate on the Company’s Consolidated Balance Sheets. Neither Blackstone nor the Adviser receives any fees from the aforementioned arrangements.
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 determined at the end of each calendar year and will be paid in Class I or Class B units of BREIT OP or cash, at the election of the Special Limited Partner. On March 4, 2022, the Company amended the performance participation interest to update certain payment timing mechanics, including quarterly payments of the interest beginning in the quarter ending March 31, 2022. During the years ended December 31, 2021, 2020, and 2019, the Company recognized $1.4 billion, $0.2 billion, and $0.1 billion, respectively, of Performance Participation Allocation expense in the Company’s Consolidated Statements of Operations.
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 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 redeemed 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, 2020. 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.
In January 2020, the Company issued approximately 11.7 million Class I units and 0.7 million Class B units in BREIT OP to the Special Limited Partner as payment for the 2019 performance participation allocation. Such Class I units were issued at the NAV per unit as of December 31, 2019. Subsequent to the Class I units and Class B units being issued, 7.3 million of such units were redeemed for $83.6 million and 0.8 million of such units were exchanged for unregistered Class I shares in the Company.
As of March 11, 2022, Blackstone and its employees, including the Company’s executive officers, own shares of the Company and Class I and Class B units of BREIT OP worth an aggregate $1.4 billion.
Other
As of December 31, 2020, the Company had $50.8 million of accrued repurchases of Class I shares due to the Adviser. Additionally, as of both December 31, 2021 and 2020, the Adviser had advanced $2.3 million of expenses on the Company’s behalf for general corporate expenses provided by unaffiliated third parties. 
During the years ended December 31, 2021, 2020, and 2019, the Company engaged an affiliate of the Adviser to perform certain internal audit and compliance functions. For each of the years ended December 31, 2021, 2020, and 2019, the Company incurred $40,000 of fees for such services.
Affiliate Title Service Provider
Blackstone owns Lexington National Land Services (“LNLS”), a title agent company. LNLS acts as an agent for one or more underwriters in issuing title policies and/or providing support services in connection with investments by the Company, Blackstone and their affiliates and related parties and third parties. LNLS focuses on transactions in rate-regulated states where the cost of title insurance is non-negotiable. LNLS will not perform services in non-regulated states for the Company, unless (i) in the context of a portfolio transaction that includes properties in rate-regulated states, (ii) as part of a syndicate of title insurance companies where the rate is negotiated by other insurers or their agents, (iii) when a third party is paying all or a material portion of the premium or (iv) when providing only support services to the underwriter. LNLS earns fees, which would have otherwise been paid to third parties, by providing title agency services and facilitating placement of title insurance with underwriters. Blackstone receives distributions from LNLS in connection with investments by the Company based on its equity interest in LNLS. In each case, there will be no related offset to the Company.
During the years ended December 31, 2021 and 2020, the Company paid Lexington National Land Services $25.7 million and $6.1 million, respectively, for title services related to 54 and 39 investments, respectively, 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 Company’s Consolidated Balance Sheets.
Captive Insurance Company
On July 28, 2020, the Company became a member of a captive insurance company owned by the Company and other investment vehicles managed by Blackstone. A Blackstone affiliate provides oversight and management services to the captive and receives fees based on a percentage of premiums paid for such policies. The fees and expenses of the captive, including insurance premiums and fees paid to the Blackstone affiliate to manage it, are borne by the Company and the other Blackstone-managed investment vehicles pro rata based on estimates of insurance premiums that would have been payable for each party’s respective properties, as benchmarked by third parties.
During the years ended December 31, 2021 and 2020, the Company contributed $57.1 million and $29.1 million, respectively, of capital to the captive insurance company for insurance premiums and its pro rata share of other expenses. Of these amounts, $1.0 million and $0.5 million, respectively, 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.
Other
As of both December 31, 2021 and 2020, the Company had a receivable of $3.9 million from LivCor, L.L.C. and such amounts are included in Other Assets on the Company’s Consolidated Balance Sheets.