UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Its Charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) | |||
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities registered pursuant to Section 12(b) of the Act: None
| Title of each class |
Trading |
Name of each exchange on which registered |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
| Item 3.02 | Unregistered Sales of Equity Securities |
On July 1, 2022, the Company sold 895,254 unregistered shares of its Class C common stock to a feeder vehicle that in turn offers interests in itself to non-U.S. persons, for an aggregate consideration of $12,155,044 million. The offer and sale of Class C shares was exempt from the registration provisions of the Securities Act by virtue of Section 4(a)(2) and Regulation S thereunder.
On July 1, 2022, the Company sold 5,261 unregistered Class E shares to certain affiliates of Brookfield Asset Management Inc. (together with its affiliates, “Brookfield”) in one or more private offerings, for an aggregate consideration of $75,000. The offer and sale was exempt from the registration provisions of the Securities Act by virtue of Section 4(a)(2) thereunder.
On July 1, 2022, the Company sold 73,289 unregistered Class I shares to Brookfield REIT Adviser LLC (the “Adviser”), an affiliate of Brookfield for an aggregate consideration of $1 million. The Adviser is entitled to an annual management fee payable monthly in cash or shares of common stock, in each case at the Adviser’s election, and for the period beginning June 1, 2022 and ended June 30, 2022, the Adviser had elected to receive its management fees in Class I shares. The offer and sale to the Adviser was exempt from the registration provisions of the Securities Act by virtue of Section 4(a)(2) thereunder.
On July 15, 2022, the Company sold 3,480,879 unregistered shares of its Class I common stock to a feeder vehicle that in turn offers interests in itself to non-U.S. persons, for an aggregate consideration of $48,074,420 million. The offer and sale of Class I shares was exempt from the registration provisions of the Securities Act by virtue of Section 4(a)(2) and Regulation S thereunder.
On July 20, 2022, the Company sold 13,907 unregistered Class E and Class I shares pursuant to its Distribution Reinvestment Plan for an aggregate consideration of $198,237. The offer and sale was exempt from the registration provisions of the Securities Act by virtue of Section 4(a)(2) thereunder.
SIGNATURE
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 hereunto duly authorized.
Date: July 21, 2022
| BROOKFIELD REAL ESTATE INCOME TRUST INC. | ||
| By: | /s/ Michelle L. Campbell | |
| Name: | Michelle L. Campbell | |
| Title: | Secretary | |
Document and Entity Information |
Jul. 15, 2022 |
|---|---|
| Cover [Abstract] | |
| Amendment Flag | false |
| Entity Central Index Key | 0001713407 |
| Document Type | 8-K |
| Document Period End Date | Jul. 15, 2022 |
| Entity Registrant Name | BROOKFIELD REAL ESTATE INCOME TRUST INC. |
| Entity Incorporation State Country Code | MD |
| Entity File Number | 000-56428 |
| Entity Tax Identification Number | 82-2365593 |
| Entity Address, Address Line One | 250 Vesey Street |
| Entity Address, Address Line Two | 15th Floor |
| Entity Address, City or Town | New York |
| Entity Address, State or Province | NY |
| Entity Address, Postal Zip Code | 10281 |
| City Area Code | (212) |
| Local Phone Number | 417-7000 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | true |
| Entity Ex Transition Period | false |