Invesco Real Estate Income Trust Inc.
05/27/2026 | Press release | Distributed by Public on 05/27/2026 12:19
Material Agreement (Form 8-K)
| Item 1.01 | Entry into a Material Definitive Agreement. |
On May 22, 2026, Invesco Real Estate Income Trust Inc. (the "Company") entered into Amendment No. 3 (the "Amendment") to the Subscription Agreement dated as of July 29, 2021, as amended by Amendment No. 1 dated December 9, 2022, and Amendment No. 2 dated October 14, 2024 (as amended, the "Subscription Agreement") with Massachusetts Mutual Life Insurance Company ("MassMutual"). The Amendment amended the Subscription Agreement to modify the MassMutual's repurchase rights as described below.
Automatic Repurchase Rights
The Amendment extended the commencement of the Company's obligation to make monthly repurchases of MassMutual's shares of Class N common stock of the Company ("Class N shares") from January 1, 2026 to April 1, 2028, and revised the amount of Class N shares required to be repurchased in any month. As revised, the amount (based upon aggregate repurchase price) of Class N shares that the Company is required to repurchase from MassMutual in any month will be equal to (a) the sum of 100% of the monthly net proceeds to the Company from the sale of shares of common stock to Invesco Global Property Plus Fund, a sub-fund of Invesco Global Real Estate Fund FCP-RAIF (the "IGP+ Fund"), which is managed by an affiliate of the Adviser, plus (b) between 50% and 100% (in our discretion) of the monthly net proceeds to us from the sale of shares of common stock to persons other than the IGP+ Fund, less (c) the aggregate repurchase price paid by the Company to satisfy repurchase requests made under the Company's share repurchase plan, if any, effective as of the last day of the prior month.
Repurchase Rights upon Request
The Amendment extended the commencement of MassMutual's right to request repurchases of its Class N shares from January 1, 2026 to April 1, 2028 and revised the amount of shares it may request to be repurchased in any month. As revised, the amount (based upon aggregate repurchase price) of Class N shares that the Company is required to repurchase in any month upon MassMutual's request will be limited to no more than the lesser of (a) 15% of the net proceeds to the Company from the sale of shares of common stock and securities convertible into shares of common stock to persons other than MassMutual and its affiliates in the month immediately preceding the month in which MassMutual makes a repurchase request less the aggregate repurchase price paid by the Company to satisfy repurchase requests made under the Company's share repurchase plan, if any, effective as of the last day of the month immediately preceding the month in which MassMutual makes a repurchase request, and (b) 1.5% of our aggregate net asset value of the Company as of the last day of the month immediately preceding the month in which MassMutual makes a repurchase request.
Prior to the Amendment, MassMutual had elected to forgo automatic monthly repurchases through May 1, 2026, and did not exercise the right to request repurchases.
The summary of the Amendment set forth above does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is filed herewith and incorporated by reference.
Invesco Real Estate Income Trust Inc. published this content on May 27, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on May 27, 2026 at 18:19 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]