0000950170-23-048646.txt : 20230919 0000950170-23-048646.hdr.sgml : 20230919 20230918212006 ACCESSION NUMBER: 0000950170-23-048646 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230919 DATE AS OF CHANGE: 20230918 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Apollo Realty Income Solutions, Inc. CENTRAL INDEX KEY: 0001882850 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 872557571 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-264456 FILM NUMBER: 231262366 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET, 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET, 42ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 424B3 1 424b3_aris_-_august_2023.htm 424B3 424B3

 

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-264456

APOLLO REALTY INCOME SOLUTIONS, INC.

SUPPLEMENT NO. 9 DATED SEPTEMBER 19, 2023

TO THE PROSPECTUS DATED APRIL 20, 2023

This prospectus supplement (this "Supplement") is part of and should be read in conjunction with the prospectus of Apollo Realty Income Solutions, Inc., dated April 20, 2023 (as supplemented to date, the "Prospectus"). Unless otherwise defined herein, capitalized terms used in this Supplement shall have the same meaning as in the Prospectus. References herein to "we", "us", or "our" refer to Apollo Realty Income Solutions, Inc. and its consolidated subsidiaries unless the context specifically requires otherwise.

The purposes of this Supplement are as follows:

to disclose the transaction price for each class of our common stock sold in our current public offering as of October 1, 2023;
to disclose the calculation of our August 31, 2023 net asset value ("NAV") per share/unit for all share/unit classes; and
to provide an update on the status of our current public offering.

October 1, 2023 Transaction Price

The transaction price for each share class of our common stock for subscriptions accepted as of October 1, 2023 (and repurchases, if applicable, as of September 30, 2023) is as follows:

 

 

 

Transaction Price
 (per share)

 

Class S

 

$

20.46

 

Class D

 

$

20.46

 

Class I

 

$

20.46

 

Class F-S

 

$

20.46

 

Class F-D

 

$

20.46

 

Class F-I

 

$

20.34

 

Class A-I

 

$

20.51

 

Class A-II

 

$

20.46

 

Class A-III

 

$

20.46

 

The transaction price for each of our Class F-I shares and Class A-I shares is equal to such class's NAV per share as of August 31, 2023. A detailed presentation of the NAV per share/unit is set forth below.

As of August 31, 2023, we had not sold any Class S shares, Class D shares, Class I shares, Class F-S shares, Class F-D shares, Class A-II shares, or Class A-III shares. As a result, the transaction price for each of our Class S shares, Class D shares, Class I shares, Class F-S shares, Class F-D shares, Class A-II shares, and Class A-III shares is based on our total NAV per share as of August 31, 2023. The purchase price of our common stock for each share class equals the transaction price of such class, plus applicable upfront selling commissions and dealer manager fees. The repurchase price, if applicable, for each share class equals the transaction price of such class.

August 31, 2023 NAV Per Share

NAV per share is calculated in accordance with the valuation guidelines approved by our board of directors. Our NAV per share is posted on our website at https://gwms.apollo.com/realtyincomesolutions and is made available on our toll-free, automated telephone line at 888-926-2688. Please refer to "Net Asset Value Calculation and Valuation Guidelines" in the Prospectus for important information about how our NAV is determined. The Adviser is ultimately responsible for determining our NAV.

Our total NAV presented in the following tables includes the NAV of our Class F-I shares, Class A-I shares, Class E shares and units of ARIS Operating Partnership L.P. (the "Operating Partnership") held by parties other than the Company. The following table provides a breakdown of the major components of our total NAV as of August 31, 2023 ($ and shares/units in thousands):

 

 


 

Components of NAV



August 31, 2023

 

Investments in real estate



$

108,167

 

Investments in real estate debt

 

 

206,808

 

Cash

 

 

108,892

 

Other assets



 

1,141

 

Other liabilities

 

 

(3,009

)

Accrued performance participation allocation

 

 

(288

)

Management fee payable

 

 

(351

)

Net asset value



$

421,360

 

Number of outstanding shares/units



 

20,594

 

The following table provides a breakdown of our total NAV and NAV per share/unit by class as of August 31, 2023 ($ and shares/units in thousands, except per share/unit data):

 

NAV Per Share/Unit



Class F-I Shares

 

 

Class A-I Shares

 

 

Class E Shares

 



Third-party Operating Partnership Class A-I Units(1)

 



Third-party Operating Partnership Class E Units(1)

 



Total

 

Net asset value



$

124,073

 

 

$

192,129

 

 

$

947

 

 

$

103,615

 

 

$

596

 



$

421,360

 

Number of outstanding shares/units



 

6,100

 



 

9,367

 

 

 

46

 



 

5,052

 



 

29

 



 

20,594

 

NAV per share/unit as of August 31, 2023



$

20.34

 

 

$

20.51

 

 

$

20.56

 

 

$

20.51

 

 

$

20.56

 



$

20.46

 

___________

(1)
Includes the units of the Operating Partnership held by parties other than the Company.

Once we own more than one industrial property, we will include the key assumptions for such property type.

Consistent with our disclosure in the Prospectus regarding our NAV calculation, our investments in real estate and real estate debt are initially valued at cost. In the future, as we establish new values for our real estate investments, we will provide information on key assumptions used in the discounted cash flow methodology and a sensitivity analysis related thereto.

Our total NAV presented in the following tables includes the NAV of our Class F-I shares, Class A-I shares, Class E shares and units of the Operating Partnership held by a party other than the Company. The following table provides a breakdown of the major components of our total NAV as of July 31, 2023 ($ and shares/units in thousands):

 

Components of NAV



July 31, 2023

 

Investments in real estate



$

51,300

 

Investments in real estate debt

 

 

149,800

 

Cash

 

 

174,818

 

Other assets



 

3,076

 

Other liabilities

 

 

(1,605

)

Accrued performance participation allocation

 

 

(200

)

Management fee payable

 

 

(314

)

Net asset value



$

376,875

 

Number of outstanding shares/units



 

18,493

 

The following table provides a breakdown of our total NAV and NAV per share/unit by class as of July 31, 2023 ($ and shares/units in thousands, except per share/unit data):

 

 


 

NAV Per Share/Unit



Class F-I Shares

 

 

Class A-I Shares

 

 

Class E Shares

 



Third-party Operating Partnership Class A-I Units(1)

 



Third-party Operating Partnership Class E Units(1)

 



Total

 

Net asset value



$

104,584

 

 

$

168,257

 

 

$

712

 

 

$

102,817

 

 

$

505

 



$

376,875

 

Number of outstanding shares/units



 

5,160

 



 

8,239

 

 

 

35

 



 

5,034

 



 

25

 



 

18,493

 

NAV per share/unit as of July 31, 2023



$

20.27

 

 

$

20.42

 

 

$

20.47

 

 

$

20.42

 

 

$

20.47

 



$

20.38

 

___________

(1)
Includes the units of the Operating Partnership held by parties other than the Company.

Status of Our Current Public Offering

As previously disclosed, we have registered with the Securities and Exchange Commission the offer and sale of a maximum of $5.0 billion in shares of our common stock in a continuous offering (the "Offering"), consisting of up to $4.0 billion in shares in our primary offering and up to $1.0 billion in shares pursuant to our distribution reinvestment plan. As of the date hereof, we have issued in the Offering approximately (i) 16,765,789 shares of our common stock (consisting of approximately 10,294,982 Class A-I shares and 6,470,807 Class F-I shares) in our primary offering for total proceeds of approximately $338.2 million and (ii) 15,306 shares of our common stock (consisting of approximately 2,525 Class A-I shares and 12,781 Class F-I shares) pursuant to our distribution reinvestment plan for a total value of approximately $0.3 million. No other classes of shares were issued or sold in the Offering as of the date hereof. We intend to continue selling shares in the Offering on a monthly basis.