Please wait
0001882850falseQ3--12-31http://apolloreit.com/20250930#RentalRevenuehttp://apolloreit.com/20250930#RentalRevenuehttp://apolloreit.com/20250930#RentalRevenuehttp://apolloreit.com/20250930#RentalRevenueOctober 31, 2029November 30, 2028http://fasb.org/srt/2025#ChiefExecutiveOfficerMember http://fasb.org/srt/2025#ChiefFinancialOfficerMember http://fasb.org/srt/2025#ChiefOperatingOfficerMember0001882850ck0001882850:RealEstateRelatedSecuritiesMember2025-01-012025-09-3000018828502024-07-012024-09-300001882850us-gaap:ValuationTechniqueDiscountedCashFlowMemberus-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMembersrt:MaximumMemberck0001882850:InvestmentsInRealEstateDebtMember2025-09-300001882850ck0001882850:NorthEastMember2024-12-310001882850srt:AffiliatedEntityMemberck0001882850:AccruedPerformanceParticipationAllocationMember2024-12-310001882850us-gaap:ParentMember2025-09-300001882850us-gaap:AboveMarketLeasesMember2024-12-310001882850ck0001882850:CommonClassDMember2024-12-310001882850us-gaap:CommonStockMember2025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2024-01-012024-09-300001882850ck0001882850:AboveMarketLeaseIntangiblesMember2024-01-012024-12-310001882850ck0001882850:CommonClassFIMemberck0001882850:ApolloARISHoldingsLLCMember2025-07-012025-09-300001882850ck0001882850:WestMember2025-01-012025-09-300001882850srt:AffiliatedEntityMember2025-09-300001882850ck0001882850:WestMember2024-12-310001882850ck0001882850:CommonClassSMember2025-06-300001882850ck0001882850:GeneralAndAdministrativeMembersrt:AffiliatedEntityMember2024-12-310001882850us-gaap:RetainedEarningsMember2023-12-310001882850ck0001882850:ParcWestboroughMember2025-01-012025-09-300001882850us-gaap:SubsequentEventMember2025-10-010001882850ck0001882850:CommonClassAIMember2024-12-310001882850ck0001882850:CommonClassFIMember2025-03-310001882850us-gaap:ParentMember2024-01-012024-09-300001882850us-gaap:CommercialRealEstateMember2024-12-310001882850ck0001882850:CommonClassSMember2024-12-310001882850ck0001882850:AdviserMemberck0001882850:UnregisteredClassESharesMember2025-07-012025-09-300001882850srt:MultifamilyMember2025-09-300001882850ck0001882850:ManagementFeePayableMembersrt:AffiliatedEntityMember2024-12-3100018828502024-01-012024-09-300001882850srt:MaximumMember2025-09-300001882850ck0001882850:JPMRepurchaseFacilityMember2025-09-300001882850ck0001882850:CommonClassAIiiMember2025-07-012025-09-300001882850us-gaap:CorporateNonSegmentMember2025-07-012025-09-300001882850ck0001882850:CommonClassFDMember2025-09-300001882850us-gaap:NoncontrollingInterestMember2023-12-310001882850us-gaap:CommonStockMember2024-07-012024-09-300001882850ck0001882850:CommonClassDMember2025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2025-07-012025-09-300001882850ck0001882850:CommonClassAIMember2025-09-300001882850srt:MultifamilyMember2025-01-012025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2024-07-012024-09-300001882850us-gaap:ParentMember2024-06-300001882850ck0001882850:CommonClassAIMember2025-06-300001882850us-gaap:FixedRateResidentialMortgageMember2024-12-310001882850ck0001882850:CommonClassDMember2025-01-012025-03-310001882850ck0001882850:CommonClassSAndClassDMember2025-01-012025-09-300001882850us-gaap:AdditionalPaidInCapitalMember2025-07-012025-09-300001882850ck0001882850:CommonClassAIMember2025-01-012025-03-310001882850us-gaap:LeasesAcquiredInPlaceMarketAdjustmentMember2025-01-012025-09-300001882850ck0001882850:ThreeSevenZeroSevenWNCTenHwyMember2025-01-012025-09-300001882850srt:AffiliatedEntityMember2024-12-310001882850us-gaap:FairValueInputsLevel3Memberck0001882850:InvestmentsInRealEstatesDebtMemberus-gaap:FairValueMeasurementsRecurringMember2024-12-310001882850us-gaap:FairValueInputsLevel3Memberck0001882850:InvestmentsInRealEstatesDebtMemberus-gaap:FairValueMeasurementsRecurringMember2025-01-012025-09-300001882850ck0001882850:JPMorganRepurchaseAgreementMembersrt:MaximumMember2025-09-3000018828502025-06-300001882850ck0001882850:MidwestMember2024-01-012024-12-310001882850ck0001882850:WestMember2024-01-012024-12-310001882850us-gaap:CorporateNonSegmentMember2025-01-012025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2025-06-300001882850us-gaap:RetainedEarningsMember2024-09-300001882850us-gaap:AdditionalPaidInCapitalMember2024-01-012024-09-300001882850us-gaap:FairValueInputsLevel3Memberus-gaap:ValuationTechniqueDiscountedCashFlowMembersrt:MinimumMemberus-gaap:MeasurementInputDiscountRateMemberck0001882850:InvestmentsInRealEstateDebtMember2024-12-310001882850ck0001882850:CommonClassDMember2025-11-060001882850ck0001882850:CommonClassAIMember2025-03-310001882850ck0001882850:RealEstateRelatedSecuritiesMember2024-01-012024-12-310001882850us-gaap:ParentMember2024-07-012024-09-300001882850us-gaap:ParentMember2025-01-012025-09-300001882850srt:IndustrialPropertyMember2024-12-310001882850us-gaap:NoncontrollingInterestMember2024-06-300001882850us-gaap:RetainedEarningsMember2024-01-012024-09-300001882850us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialMortgageBackedSecuritiesMember2024-12-310001882850ck0001882850:ApolloGlobalSecuritiesLLCMember2025-01-012025-09-300001882850ck0001882850:ClassAIOperatingPartnershipUnitsMember2025-07-012025-09-300001882850us-gaap:CommonStockMember2023-12-310001882850ck0001882850:SouthwestMember2025-09-300001882850ck0001882850:CommonClassDMembersrt:MaximumMember2025-09-300001882850ck0001882850:RentalPropertyMember2025-07-012025-09-300001882850ck0001882850:EightSixEightOneWJeffersonStreetMember2025-01-012025-09-300001882850ck0001882850:RentalPropertyMember2025-01-012025-09-300001882850us-gaap:FurnitureAndFixturesMember2025-01-012025-09-300001882850ck0001882850:LoanProceedsHeldByServicerMember2025-09-300001882850us-gaap:AdditionalPaidInCapitalMember2025-09-300001882850us-gaap:LeasesAcquiredInPlaceMember2024-12-310001882850us-gaap:FixedRateResidentialMortgageMember2025-01-012025-09-300001882850ck0001882850:FourFiveFiveThreeCayceRoadMember2024-01-012024-12-310001882850us-gaap:FixedRateResidentialMortgageMember2025-09-300001882850ck0001882850:BarclaysRepurchaseFacilityMember2025-01-012025-09-300001882850ck0001882850:StraightLineRentReceivableMember2025-09-300001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateDebtSegmentMember2024-12-310001882850us-gaap:RestrictedStockMember2024-12-310001882850ck0001882850:AccruedStockholderServicingFeeMembersrt:AffiliatedEntityMember2025-09-300001882850us-gaap:FairValueInputsLevel3Memberck0001882850:InvestmentsInRealEstatesDebtMemberus-gaap:FairValueMeasurementsRecurringMember2025-09-300001882850ck0001882850:MidAtlanticMember2025-09-300001882850us-gaap:FixedRateResidentialMortgageMember2024-01-012024-12-310001882850ck0001882850:CommonClassSMember2025-09-300001882850ck0001882850:DistributionReinvestmentPlanMembersrt:MaximumMember2025-09-300001882850us-gaap:CommonStockMember2024-06-300001882850ck0001882850:CommonClassIMember2025-03-310001882850ck0001882850:ClassAIOperatingPartnershipUnitsMember2022-12-220001882850ck0001882850:CommonClassAIMember2025-11-060001882850ck0001882850:MidAtlanticMember2024-01-012024-12-310001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateDebtSegmentMember2024-01-012024-09-300001882850ck0001882850:CommonClassSDAndISharesMember2025-01-012025-09-300001882850ck0001882850:CommonClassEMember2025-01-012025-09-300001882850ck0001882850:MezzanineLoansMember2024-01-012024-12-310001882850us-gaap:RestrictedStockMember2025-07-012025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2025-01-012025-09-300001882850us-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialMortgageBackedSecuritiesMember2024-12-310001882850ck0001882850:MixedUseMember2025-01-012025-09-300001882850us-gaap:PreferredStockMember2024-01-012024-09-300001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2024-12-310001882850ck0001882850:ClassAIiiSharesMember2025-09-300001882850us-gaap:LeaseholdsAndLeaseholdImprovementsMember2025-01-012025-09-300001882850ck0001882850:CommonClassIMember2025-01-012025-03-310001882850ck0001882850:RentalPropertyMemberus-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2025-01-012025-09-300001882850ck0001882850:TenantImprovementsMember2024-01-012024-12-310001882850ck0001882850:SoutheastMember2024-01-012024-12-310001882850srt:HotelMember2024-12-310001882850us-gaap:ParentMember2025-06-300001882850ck0001882850:CommonClassEMember2024-12-310001882850ck0001882850:MidwestMember2025-09-300001882850ck0001882850:JPMRepurchaseFacilityMember2024-01-012024-12-310001882850ck0001882850:SoutheastMember2025-09-300001882850ck0001882850:ClassAIiiSharesMember2025-07-012025-09-300001882850ck0001882850:WestMember2025-09-300001882850us-gaap:LandBuildingsAndImprovementsMembersrt:MinimumMember2025-09-300001882850us-gaap:CommonStockMember2025-07-012025-09-300001882850ck0001882850:MidwestMember2024-12-310001882850us-gaap:FairValueInputsLevel2Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialMortgageBackedSecuritiesMember2025-09-300001882850ck0001882850:OrganizationAndOfferingMembersrt:AffiliatedEntityMember2025-09-300001882850ck0001882850:MezzanineLoansMember2025-09-300001882850ck0001882850:AdviserMemberck0001882850:UnregisteredClassEUnitsMember2025-07-012025-09-300001882850us-gaap:CommercialRealEstateMember2025-01-012025-09-300001882850ck0001882850:ProductionStudioMember2024-01-012024-12-310001882850ck0001882850:CommonClassIMember2025-06-300001882850us-gaap:ValuationTechniqueDiscountedCashFlowMemberus-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberck0001882850:InvestmentsInRealEstateDebtMember2024-12-310001882850ck0001882850:DataCenterMember2024-01-012024-12-310001882850ck0001882850:JPMorganRepurchaseAgreementMembersrt:MinimumMember2025-09-300001882850ck0001882850:CommonClassAIiiMember2024-12-310001882850srt:MaximumMember2025-01-012025-09-300001882850ck0001882850:CommonClassEMember2025-09-300001882850srt:HotelMember2025-09-300001882850ck0001882850:SelfStorageMember2024-01-012024-12-310001882850ck0001882850:SelfStorageMember2025-01-012025-09-300001882850ck0001882850:CommonClassDAndFDSharesMemberck0001882850:ApolloGlobalSecuritiesLLCMember2025-01-012025-09-300001882850us-gaap:RetainedEarningsMember2024-07-012024-09-300001882850us-gaap:NoncontrollingInterestMember2025-06-300001882850ck0001882850:MidAtlanticMember2024-12-310001882850ck0001882850:CommonClassDMemberck0001882850:ApolloGlobalSecuritiesLLCMember2025-01-012025-09-300001882850ck0001882850:CommonClassSAndFSSharesMemberck0001882850:ApolloGlobalSecuritiesLLCMember2025-01-012025-09-300001882850ck0001882850:CommonClassDMember2025-06-300001882850srt:MultifamilyMember2024-12-310001882850ck0001882850:CommonClassFIMemberck0001882850:ApolloARISHoldingsLLCMember2025-01-012025-09-300001882850ck0001882850:AdviserMemberck0001882850:CommonClassFIAndAISharesMember2025-01-012025-09-300001882850ck0001882850:CommonClassFIMember2025-01-012025-09-300001882850ck0001882850:CommonClassFIMember2025-04-012025-06-300001882850ck0001882850:InterestReceivableMember2024-12-310001882850ck0001882850:RealEstateRelatedSecuritiesMember2024-12-310001882850ck0001882850:CommonClassFIMember2025-11-060001882850us-gaap:NoncontrollingInterestMember2024-01-012024-09-3000018828502024-01-012024-12-310001882850us-gaap:RetainedEarningsMember2025-01-012025-09-300001882850ck0001882850:CommonClassEMember2025-03-310001882850us-gaap:LandAndLandImprovementsMember2024-01-012024-12-310001882850ck0001882850:JPMRepurchaseFacilityMember2024-12-310001882850ck0001882850:CommonClassAIMember2025-07-012025-09-300001882850ck0001882850:SelfStorageMember2024-12-310001882850us-gaap:AdditionalPaidInCapitalMember2024-09-300001882850ck0001882850:MezzanineLoansMember2024-12-310001882850us-gaap:CommonStockMember2024-09-300001882850us-gaap:NoncontrollingInterestMember2025-09-300001882850ck0001882850:BofARepurchaseFacilityMember2025-09-300001882850ck0001882850:OtherMember2025-09-300001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2024-01-012024-09-300001882850ck0001882850:LyraClientSolutionsHoldingsLLCMember2025-01-012025-09-300001882850ck0001882850:CommonClassAIIMember2024-12-310001882850ck0001882850:CommonClassSMember2025-07-012025-09-300001882850ck0001882850:RealEstateIntangiblesNetMember2024-12-310001882850us-gaap:RetainedEarningsMember2025-09-300001882850ck0001882850:RentalPropertyMemberus-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2024-01-012024-09-300001882850us-gaap:RetainedEarningsMember2024-06-300001882850ck0001882850:MidwestMember2025-01-012025-09-300001882850ck0001882850:CommonClassDMember2025-04-012025-06-300001882850ck0001882850:AdviserMember2025-01-012025-09-300001882850ck0001882850:CommonClassFIMember2025-06-300001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateDebtSegmentMember2024-07-012024-09-3000018828502024-12-310001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2025-01-012025-09-300001882850ck0001882850:CommonClassDMember2025-03-310001882850us-gaap:AdditionalPaidInCapitalMember2024-12-310001882850ck0001882850:CommonClassAIIMember2025-09-300001882850us-gaap:NoncontrollingInterestMember2025-01-012025-09-300001882850ck0001882850:RealEstateIntangiblesNetMember2025-09-300001882850ck0001882850:CommonClassFIMember2025-09-300001882850ck0001882850:MezzanineLoansMember2025-01-012025-09-300001882850ck0001882850:CommonClassEMember2025-04-012025-06-300001882850ck0001882850:CommonClassIMember2025-04-012025-06-300001882850ck0001882850:ClassAIiiSharesMember2025-01-012025-03-310001882850us-gaap:SubsequentEventMember2025-10-012025-10-010001882850ck0001882850:CommonClassAIiiMember2025-11-060001882850ck0001882850:ProductionStudioMember2025-01-012025-09-300001882850us-gaap:NoncontrollingInterestMember2025-07-012025-09-300001882850us-gaap:RetainedEarningsMember2024-12-310001882850ck0001882850:CommonClassFIMember2024-12-310001882850us-gaap:FairValueInputsLevel3Memberus-gaap:ValuationTechniqueDiscountedCashFlowMemberus-gaap:MeasurementInputDiscountRateMembersrt:MaximumMemberck0001882850:InvestmentsInRealEstateDebtMember2024-12-310001882850ck0001882850:StraightLineRentReceivableMember2024-12-310001882850us-gaap:ParentMember2025-07-012025-09-300001882850ck0001882850:InPlaceLeaseIntangiblesMember2024-01-012024-12-310001882850ck0001882850:MidAtlanticMember2025-01-012025-09-300001882850ck0001882850:SouthwestMember2024-01-012024-12-310001882850us-gaap:LeasesAcquiredInPlaceMarketAdjustmentMember2024-12-310001882850ck0001882850:CommonClassDMember2025-01-012025-09-300001882850ck0001882850:TheBeckettMember2024-01-012024-12-310001882850us-gaap:ParentMember2024-12-310001882850ck0001882850:LifeScienceMember2024-12-310001882850ck0001882850:CommonClassAIMember2025-04-012025-06-300001882850us-gaap:NoncontrollingInterestMember2024-09-300001882850ck0001882850:CommonClassFSMember2024-12-310001882850ck0001882850:ClassAIiiSharesMember2025-04-012025-06-300001882850ck0001882850:ParcWestboroughMember2025-01-012025-09-300001882850us-gaap:LeasesAcquiredInPlaceMarketAdjustmentMember2025-09-300001882850ck0001882850:CommonClassEMember2025-07-012025-09-300001882850ck0001882850:NorthEastMember2025-09-300001882850ck0001882850:AccruedStockholderServicingFeeMembersrt:AffiliatedEntityMember2024-12-310001882850ck0001882850:RentalPropertyMember2024-07-012024-09-300001882850ck0001882850:BarclaysRepurchaseFacilityMember2025-01-012025-09-300001882850ck0001882850:AdviserMemberck0001882850:ClassAIiiSharesMember2025-01-012025-09-300001882850us-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialMortgageBackedSecuritiesMember2025-09-300001882850us-gaap:AdditionalPaidInCapitalMember2025-01-012025-09-300001882850ck0001882850:CommonClassSMember2025-11-060001882850srt:IndustrialPropertyMember2025-01-012025-09-300001882850ck0001882850:RealEstateRelatedSecuritiesMember2025-09-300001882850us-gaap:ParentMember2024-09-300001882850ck0001882850:DataCenterMember2025-01-012025-09-300001882850srt:MultifamilyMember2024-01-012024-12-310001882850us-gaap:RetainedEarningsMember2025-07-012025-09-300001882850ck0001882850:CommonClassFSMember2025-09-300001882850us-gaap:LeasesAcquiredInPlaceMember2025-09-300001882850ck0001882850:OtherMember2024-12-310001882850ck0001882850:RentalPropertyMember2024-01-012024-09-300001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateDebtSegmentMember2025-07-012025-09-300001882850ck0001882850:FurnitureFixturesAndEquipmentMember2025-09-300001882850ck0001882850:CommonClassAIiiMember2025-09-300001882850us-gaap:CommercialRealEstateMember2024-01-012024-12-310001882850ck0001882850:InPlaceLeaseIntangiblesMember2025-01-012025-09-300001882850us-gaap:AdditionalPaidInCapitalMember2023-12-310001882850ck0001882850:DeferredFinancingCostsNetMember2025-09-300001882850ck0001882850:NorthEastMember2024-01-012024-12-310001882850us-gaap:RestrictedStockMember2025-01-012025-09-300001882850ck0001882850:CommonClassAIMember2025-01-012025-09-300001882850us-gaap:AdditionalPaidInCapitalMember2024-06-300001882850ck0001882850:RedeemableNonControllingInterestMember2023-12-3100018828502024-09-300001882850ck0001882850:UnregisteredClassESharesMember2025-07-012025-09-300001882850srt:HotelMember2024-01-012024-12-310001882850srt:MinimumMemberus-gaap:BuildingMember2025-09-300001882850ck0001882850:ClassAIiiSharesMember2025-01-012025-09-300001882850srt:IndustrialPropertyMember2025-09-300001882850ck0001882850:DataCenterMember2024-12-310001882850ck0001882850:CommonClassIAndFISharesMemberck0001882850:ApolloGlobalSecuritiesLLCMember2025-01-012025-09-300001882850ck0001882850:CommonClassDMember2025-07-012025-09-300001882850ck0001882850:JPMRepurchaseFacilityMember2025-01-012025-09-300001882850ck0001882850:CommonClassIMember2025-01-012025-09-300001882850ck0001882850:AdviserMember2025-09-300001882850ck0001882850:CommonClassIMember2025-11-060001882850ck0001882850:ClassAIOperatingPartnershipUnitsMember2022-12-222022-12-220001882850ck0001882850:UnregisteredClassEUnitsMember2025-01-012025-09-300001882850ck0001882850:ClassAIiiSharesMember2025-06-300001882850ck0001882850:LifeScienceMember2025-01-012025-09-300001882850us-gaap:CorporateNonSegmentMember2024-12-310001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2024-07-012024-09-300001882850us-gaap:RetainedEarningsMember2025-06-3000018828502025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2024-12-310001882850ck0001882850:NorthEastMember2025-01-012025-09-300001882850ck0001882850:LifeScienceMember2024-01-012024-12-310001882850ck0001882850:CommonClassFDMember2024-12-310001882850us-gaap:FairValueInputsLevel3Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialMortgageBackedSecuritiesMember2024-12-310001882850ck0001882850:CommonClassFSFDAndFISharesMember2025-01-012025-09-300001882850us-gaap:RestrictedStockMember2025-09-300001882850ck0001882850:MixedUseMember2025-09-300001882850ck0001882850:SouthwestMember2025-01-012025-09-300001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateDebtSegmentMember2025-01-012025-09-300001882850ck0001882850:LifeScienceMember2025-09-300001882850ck0001882850:TwoEightSixFiveCharterStreetMember2025-01-012025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2024-06-300001882850us-gaap:BuildingMembersrt:MaximumMember2025-09-300001882850ck0001882850:ClassAIiiSharesMember2025-03-310001882850ck0001882850:CommonClassEMember2025-06-300001882850us-gaap:AboveMarketLeasesMember2025-09-300001882850us-gaap:LandAndLandImprovementsMember2025-01-012025-09-300001882850ck0001882850:OrganizationAndOfferingMembersrt:AffiliatedEntityMember2024-12-310001882850ck0001882850:InterestReceivableMember2025-09-300001882850ck0001882850:CommonClassSMember2025-03-310001882850ck0001882850:ProductionStudioMember2025-09-300001882850us-gaap:CommercialRealEstateMember2025-09-300001882850ck0001882850:CommonClassSMemberck0001882850:ApolloGlobalSecuritiesLLCMember2025-01-012025-09-300001882850ck0001882850:AboveMarketLeaseIntangiblesMember2025-01-012025-09-300001882850ck0001882850:CommonClassFIMember2025-07-012025-09-300001882850ck0001882850:JPMorganRepurchaseAgreementMember2025-01-012025-09-300001882850us-gaap:BuildingAndBuildingImprovementsMember2024-01-012024-12-310001882850us-gaap:CommonStockMember2024-12-310001882850us-gaap:AdditionalPaidInCapitalMember2025-06-300001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2025-09-300001882850ck0001882850:RentalPropertyMemberus-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2024-07-012024-09-300001882850ck0001882850:CommonClassEMember2025-11-060001882850ck0001882850:UnregisteredClassESharesMember2025-01-012025-09-300001882850ck0001882850:SouthwestMember2024-12-310001882850ck0001882850:CommonClassFIMember2025-01-012025-03-310001882850ck0001882850:AdviserMembersrt:ScenarioForecastMemberck0001882850:ClassAIiiSharesMember2023-04-012027-01-020001882850us-gaap:FairValueInputsLevel3Memberus-gaap:ValuationTechniqueDiscountedCashFlowMemberus-gaap:MeasurementInputDiscountRateMembersrt:MinimumMemberck0001882850:InvestmentsInRealEstateDebtMember2025-09-300001882850ck0001882850:CommonClassAIiiMember2025-01-012025-09-300001882850us-gaap:NoncontrollingInterestMember2024-07-012024-09-300001882850ck0001882850:TwoThousandAndTwentyTwoEquityIncentivePlanMembersrt:MaximumMember2025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2025-09-300001882850us-gaap:CommonStockMember2025-01-012025-09-300001882850ck0001882850:AdviserMemberck0001882850:CommonClassSDAndISharesMember2025-01-012025-09-300001882850ck0001882850:CommonClassEMember2025-01-012025-03-310001882850ck0001882850:MortgageLoansMember2025-09-3000018828502025-07-012025-09-300001882850us-gaap:FurnitureAndFixturesMember2024-01-012024-12-310001882850us-gaap:CommonStockMember2025-06-300001882850ck0001882850:CommonClassIMember2025-07-012025-09-300001882850us-gaap:ValuationTechniqueDiscountedCashFlowMemberus-gaap:FairValueInputsLevel3Memberus-gaap:MeasurementInputDiscountRateMemberck0001882850:InvestmentsInRealEstateDebtMember2025-09-300001882850ck0001882850:CommonClassIMember2025-09-300001882850srt:IndustrialPropertyMember2024-01-012024-12-310001882850ck0001882850:DataCenterMember2025-09-300001882850ck0001882850:RedeemableNonControllingInterestMember2024-09-300001882850ck0001882850:ClassAIOperatingPartnershipUnitsMember2025-01-012025-09-300001882850us-gaap:AdditionalPaidInCapitalMember2024-07-012024-09-300001882850ck0001882850:SoutheastMember2024-12-310001882850srt:AffiliatedEntityMemberck0001882850:AccruedPerformanceParticipationAllocationMember2025-09-300001882850us-gaap:CorporateNonSegmentMember2024-01-012024-09-300001882850ck0001882850:UnregisteredClassEUnitsMember2025-07-012025-09-300001882850srt:MaximumMemberck0001882850:CommonClassSMember2025-09-300001882850ck0001882850:GeneralAndAdministrativeMembersrt:AffiliatedEntityMember2025-09-300001882850srt:HotelMember2025-01-012025-09-300001882850ck0001882850:ProductionStudioMember2024-12-310001882850us-gaap:FairValueInputsLevel3Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:CommercialMortgageBackedSecuritiesMember2025-09-300001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateDebtSegmentMember2025-09-300001882850us-gaap:NoncontrollingInterestMember2024-12-310001882850us-gaap:IPOMembersrt:MaximumMember2025-09-300001882850ck0001882850:CommonClassIMember2024-12-310001882850us-gaap:CorporateNonSegmentMember2024-07-012024-09-300001882850ck0001882850:RentalPropertyMemberus-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2025-07-012025-09-300001882850ck0001882850:AdviserMember2024-12-310001882850ck0001882850:BarclaysRepurchaseFacilityMember2025-09-300001882850ck0001882850:SoutheastMember2025-01-012025-09-3000018828502025-01-012025-09-300001882850us-gaap:CorporateNonSegmentMember2025-09-300001882850ck0001882850:MixedUseMember2024-01-012024-12-310001882850ck0001882850:ClassAIiiSharesMember2024-12-310001882850us-gaap:PreferredStockMemberus-gaap:NoncontrollingInterestMember2024-01-012024-09-300001882850ck0001882850:ManagementFeePayableMembersrt:AffiliatedEntityMember2025-09-300001882850us-gaap:ParentMember2023-12-310001882850us-gaap:OperatingSegmentsMemberck0001882850:RealEstateSegmentMember2025-07-012025-09-300001882850us-gaap:LandBuildingsAndImprovementsMembersrt:MaximumMember2025-09-300001882850ck0001882850:SelfStorageMember2025-09-300001882850us-gaap:BuildingAndBuildingImprovementsMember2025-01-012025-09-300001882850us-gaap:CommonStockMember2024-01-012024-09-3000018828502024-06-300001882850ck0001882850:CommonClassSMember2025-01-012025-09-3000018828502023-12-31ck0001882850:Propertyxbrli:pureck0001882850:Securitiesck0001882850:Positionsck0001882850:Shareholdersxbrli:sharesck0001882850:Investmentiso4217:USDxbrli:sharesiso4217:USDck0001882850:Segments

Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO

Commission File Number: 000-56656

Apollo Realty Income Solutions, Inc.

(Exact name of Registrant as specified in its Charter)

Maryland

87-2557571

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

9 West 57th Street, 42nd Floor, New York, NY

10019

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (212) 515-3200

Securities registered pursuant to Section 12(b) of the Act: None

 

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

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.

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No

 

As of November 6, 2025, the Registrant had 64,817,484 outstanding shares of common stock, consisting of 39,870,478 Class A-III shares, 21,147,715 Class A-I shares, 1,537,484 Class F-I shares, 1,326,037 Class I shares, 4,909 Class D shares, 11,174 Class S shares and 919,687 Class E shares.

 

 

 


Table of Contents

 

TABLE OF CONTENTS

Page

PART I

Financial Information

1

Item 1.

Financial Statements

1

 

Condensed Consolidated Financial Statements (Unaudited):

 

 

Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024

1

 

Condensed Consolidated Statement of Operations for the Three and Nine Months Ended September 30, 2025 and 2024

2

 

Condensed Consolidated Statement of Changes in Equity for the Three and Nine Months Ended September 30, 2025 and 2024

3

 

Condensed Consolidated Statement of Cash Flows for the Nine Months Ended September 30, 2025 and 2024

5

 

Notes to Condensed Consolidated Financial Statements

7

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

27

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

42

Item 4.

Controls and Procedures

43

 

 

 

PART II

Other Information

43

Item 1.

Legal Proceedings

43

Item 1A.

Risk Factors

43

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

44

Item 3.

Defaults Upon Senior Securities

44

Item 4.

Mine Safety Disclosure

44

Item 5.

Other Information

45

Item 6.

Exhibits

45

 

Signatures

46

 


 

 


Table of Contents

 

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Apollo Realty Income Solutions, Inc.

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands - except share data)

 

 

September 30, 2025

 

 

December 31, 2024

 

Assets

 

 

 

 

 

 

Investments in real estate, net

 

$

487,927

 

 

$

245,667

 

Investments in real estate debt, at fair value

 

 

1,188,749

 

 

 

887,186

 

Cash and cash equivalents

 

 

51,069

 

 

 

82,312

 

Restricted cash

 

 

2,628

 

 

 

93

 

Other assets

 

 

93,107

 

 

 

42,346

 

Total assets(1)

 

$

1,823,480

 

 

$

1,257,604

 

Liabilities and Equity

 

 

 

 

 

 

Secured debt arrangements, net

 

$

270,980

 

 

$

138,920

 

Mortgage notes, net

 

 

92,939

 

 

 

35,675

 

Other liabilities

 

 

49,801

 

 

 

21,318

 

Due to affiliates

 

 

14,361

 

 

 

16,531

 

Total liabilities(1)

 

 

428,081

 

 

 

212,444

 

Commitments and contingencies (See Note 16)

 

 

 

 

 

 

Redeemable non-controlling interest

 

 

4,363

 

 

 

2,817

 

Equity

 

 

 

 

 

 

Preferred stock, $0.01 par value per share, 100,000,000 shares authorized at September 30, 2025 and December 31, 2024, and none issued and outstanding

 

 

 

 

 

 

Common stock, $0.01 par value per share (See Note 14 - Equity)

 

 

615

 

 

 

453

 

Additional paid-in capital

 

 

1,269,809

 

 

 

924,645

 

Retained earnings (accumulated deficit)

 

 

7,756

 

 

 

8,955

 

Total stockholders' equity

 

 

1,278,180

 

 

 

934,053

 

Non-controlling interest attributable to the Operating Partnership

 

 

112,731

 

 

 

108,165

 

Non-controlling interest attributable to preferred stockholders

 

 

125

 

 

 

125

 

Total equity

 

 

1,391,036

 

 

 

1,042,343

 

Total liabilities and equity

 

$

1,823,480

 

 

$

1,257,604

 

_________________

(1)
Represents the consolidated assets and liabilities of ARIS Operating Partnership L.P., a Delaware limited partnership (the "Operating Partnership"). The Operating Partnership is a consolidated variable interest entity ("VIE"), of which Apollo Realty Income Solutions, Inc. (the "Company") is the sole general partner and owns approximately 91% and 89% as of September 30, 2025 and December 31, 2024, respectively. See "Note 2 - Summary of Significant Accounting Policies" for additional information.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to unaudited condensed consolidated financial statements.

 

1


Table of Contents

 

 

Apollo Realty Income Solutions, Inc.

Condensed Consolidated Statement of Operations (Unaudited)

(in thousands - except share and per share data)

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

$

10,258

 

 

$

6,302

 

 

$

24,774

 

 

$

15,020

 

Total revenues

 

10,258

 

 

 

6,302

 

 

 

24,774

 

 

 

15,020

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

Rental property operating

$

2,498

 

 

$

1,474

 

 

$

5,645

 

 

$

2,871

 

General and administrative

 

1,730

 

 

 

1,424

 

 

 

5,258

 

 

 

4,703

 

Management fee

 

3,185

 

 

 

2,121

 

 

 

8,778

 

 

 

5,437

 

Performance participation allocation

 

108

 

 

 

75

 

 

 

297

 

 

 

347

 

Depreciation and amortization

 

4,859

 

 

 

2,793

 

 

 

11,136

 

 

 

6,375

 

Total expenses

$

12,380

 

 

$

7,887

 

 

$

31,114

 

 

$

19,733

 

Other income

 

 

 

 

 

 

 

 

 

 

 

Income from investments in real estate debt

 

24,820

 

 

 

17,366

 

 

 

67,403

 

 

 

41,931

 

Other income

 

763

 

 

 

1,549

 

 

 

2,896

 

 

 

4,022

 

Interest expense

 

(5,723

)

 

 

(4,091

)

 

 

(13,485

)

 

 

(6,745

)

Total other income

 

19,860

 

 

 

14,824

 

 

 

56,814

 

 

 

39,208

 

Net income (loss)

$

17,738

 

 

$

13,239

 

 

$

50,474

 

 

$

34,495

 

Net income (loss) attributable to non-controlling interests in the Operating Partnership

$

1,561

 

 

$

1,709

 

 

$

4,764

 

 

$

5,127

 

Net income (loss) attributable to preferred stockholders

 

 

 

 

 

 

 

8

 

 

 

7

 

Net income (loss) attributable to the Company's stockholders

$

16,177

 

 

$

11,530

 

 

$

45,702

 

 

$

29,361

 

Net income (loss) per share of common stock, basic and diluted

$

0.27

 

 

$

0.32

 

 

$

0.84

 

 

$

0.96

 

Weighted-average shares of common stock outstanding, basic and diluted

 

59,523,522

 

 

 

36,554,429

 

 

 

54,333,427

 

 

 

30,673,272

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to unaudited condensed consolidated financial statements.

2


Table of Contents

 

Apollo Realty Income Solutions, Inc.

Condensed Consolidated Statement of Changes in Equity (Unaudited)

(in thousands)

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Additional Paid-In Capital

 

 

Retained Earnings (Accumulated Deficit)

 

 

Total Stockholders' Equity

 

 

Non-Controlling Interest

 

 

Total Equity

 

 

Redeemable non-controlling interest

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at June 30, 2025

 

 

56,086

 

 

$

561

 

 

$

1,154,156

 

 

$

8,717

 

 

$

1,163,434

 

 

$

111,365

 

 

$

1,274,799

 

 

$

3,978

 

Common stock issued

 

 

5,698

 

 

 

57

 

 

 

121,706

 

 

 

 

 

 

121,763

 

 

 

 

 

 

121,763

 

 

 

300

 

Amortization of restricted stock grants

 

 

 

 

 

 

 

 

25

 

 

 

 

 

 

25

 

 

 

 

 

 

25

 

 

 

 

Offering costs

 

 

 

 

 

 

 

 

(612

)

 

 

 

 

 

(612

)

 

 

 

 

 

(612

)

 

 

 

Distribution reinvestments

 

 

148

 

 

 

1

 

 

 

3,162

 

 

 

 

 

 

3,163

 

 

 

1,571

 

 

 

4,734

 

 

 

64

 

Net income

 

 

 

 

 

 

 

 

 

 

 

16,177

 

 

 

16,177

 

 

 

1,498

 

 

 

17,675

 

 

 

63

 

Repurchase of common stock

 

 

(403

)

 

 

(4

)

 

 

(8,604

)

 

 

 

 

 

(8,608

)

 

 

 

 

 

(8,608

)

 

 

 

Distributions to non-controlling interests in the Operating Partnership

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,578

)

 

 

(1,578

)

 

 

(66

)

Distributions declared on common stock

 

 

 

 

 

 

 

 

 

 

 

(17,138

)

 

 

(17,138

)

 

 

 

 

 

(17,138

)

 

 

 

Allocation to redeemable non-controlling interest

 

 

 

 

 

 

 

 

(24

)

 

 

 

 

 

(24

)

 

 

 

 

 

(24

)

 

 

24

 

Balance at September 30, 2025

 

 

61,529

 

 

$

615

 

 

$

1,269,809

 

 

$

7,756

 

 

$

1,278,180

 

 

$

112,856

 

 

$

1,391,036

 

 

$

4,363

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Additional Paid-In Capital

 

 

Retained Earnings (Accumulated Deficit)

 

 

Total Stockholders' Equity

 

 

Non-Controlling Interest

 

 

Total Equity

 

 

Redeemable non-controlling interest

 

Balance at June 30, 2024

 

 

32,046

 

 

$

322

 

 

$

648,320

 

 

$

5,985

 

 

$

654,627

 

 

$

104,909

 

 

$

759,536

 

 

$

2,133

 

Common stock issued

 

 

6,508

 

 

 

65

 

 

 

136,350

 

 

 

-

 

 

 

136,415

 

 

 

-

 

 

 

136,415

 

 

 

280

 

Amortization of restricted stock grants

 

 

-

 

 

 

-

 

 

 

25

 

 

 

-

 

 

 

25

 

 

 

-

 

 

 

25

 

 

 

-

 

Offering costs

 

 

-

 

 

 

-

 

 

 

(250

)

 

 

-

 

 

 

(250

)

 

 

-

 

 

 

(250

)

 

 

-

 

Distribution reinvestments

 

 

85

 

 

 

1

 

 

 

1,792

 

 

 

-

 

 

 

1,793

 

 

 

1,463

 

 

 

3,256

 

 

 

35

 

Net income

 

 

-

 

 

 

-

 

 

 

-

 

 

 

11,530

 

 

 

11,530

 

 

 

1,668

 

 

 

13,198

 

 

 

41

 

Repurchase of common stock

 

 

(76

)

 

 

(1

)

 

 

(1,590

)

 

 

-

 

 

 

(1,591

)

 

 

-

 

 

 

(1,591

)

 

 

-

 

Distributions to non-controlling interests in the Operating Partnership

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,497

)

 

 

(1,497

)

 

 

(38

)

Distributions declared on common stock

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(10,442

)

 

 

(10,442

)

 

 

-

 

 

 

(10,442

)

 

 

-

 

Allocation to redeemable non-controlling interest

 

 

-

 

 

 

-

 

 

 

(22

)

 

 

-

 

 

 

(22

)

 

 

-

 

 

 

(22

)

 

 

22

 

Balance at September 30, 2024

 

 

38,563

 

 

$

387

 

 

$

784,625

 

 

$

7,073

 

 

$

792,085

 

 

$

106,543

 

 

$

898,628

 

 

$

2,473

 

 

3


Table of Contents

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Additional Paid-In Capital

 

 

Retained Earnings (Accumulated Deficit)

 

 

Total Stockholders' Equity

 

 

Non-Controlling Interest

 

 

Total Equity

 

 

Redeemable non-controlling interest

 

Balance at December 31, 2024

 

 

45,212

 

 

$

453

 

 

$

924,645

 

 

$

8,955

 

 

$

934,053

 

 

$

108,290

 

 

$

1,042,343

 

 

$

2,817

 

Common stock issued

 

 

16,784

 

 

 

168

 

 

 

356,982

 

 

 

 

 

 

357,150

 

 

 

 

 

 

357,150

 

 

 

1,327

 

Amortization of restricted stock grants

 

 

 

 

 

 

 

 

75

 

 

 

 

 

 

75

 

 

 

 

 

 

75

 

 

 

 

Offering costs

 

 

 

 

 

 

 

 

(1,896

)

 

 

 

 

 

(1,896

)

 

 

 

 

 

(1,896

)

 

 

 

Distribution reinvestments

 

 

396

 

 

 

3

 

 

 

8,437

 

 

 

 

 

 

8,440

 

 

 

4,652

 

 

 

13,092

 

 

 

173

 

Net income

 

 

 

 

 

 

 

 

 

 

 

45,702

 

 

 

45,702

 

 

 

4,594

 

 

 

50,296

 

 

 

178

 

Repurchase of common stock

 

 

(863

)

 

 

(9

)

 

 

(18,385

)

 

 

 

 

 

(18,394

)

 

 

 

 

 

(18,394

)

 

 

 

Distributions to non-controlling interests in the Operating Partnership

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,672

)

 

 

(4,672

)

 

 

(181

)

Distributions to non-controlling preferred stockholders

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(8

)

 

 

(8

)

 

 

 

Distributions declared on common stock

 

 

 

 

 

 

 

 

 

 

 

(46,901

)

 

 

(46,901

)

 

 

 

 

 

(46,901

)

 

 

 

Allocation to redeemable non-controlling interest

 

 

 

 

 

 

 

 

(49

)

 

 

 

 

 

(49

)

 

 

 

 

 

(49

)

 

 

49

 

Balance at September 30, 2025

 

 

61,529

 

 

$

615

 

 

$

1,269,809

 

 

$

7,756

 

 

$

1,278,180

 

 

$

112,856

 

 

$

1,391,036

 

 

$

4,363

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

 

Amount

 

 

Additional Paid-In Capital

 

 

Retained Earnings (Accumulated Deficit)

 

 

Total Stockholders' Equity

 

 

Non-Controlling Interest

 

 

Total Equity

 

 

Redeemable non-controlling interest

 

Balance at December 31, 2023

 

 

21,943

 

 

$

220

 

 

$

438,432

 

 

$

2,681

 

 

$

441,333

 

 

$

101,543

 

 

$

542,876

 

 

$

967

 

Common stock issued

 

 

16,717

 

 

 

167

 

 

 

348,184

 

 

 

-

 

 

 

348,351

 

 

 

-

 

 

 

348,351

 

 

 

1,385

 

Preferred equity issued

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

125

 

 

 

125

 

 

 

-

 

Amortization of restricted stock grants

 

 

-

 

 

 

-

 

 

 

75

 

 

 

-

 

 

 

75

 

 

 

-

 

 

 

75

 

 

 

-

 

Offering costs

 

 

-

 

 

 

-

 

 

 

(1,003

)

 

 

-

 

 

 

(1,003

)

 

 

-

 

 

 

(1,003

)

 

 

-

 

Distribution reinvestments

 

 

197

 

 

 

2

 

 

 

4,145

 

 

 

-

 

 

 

4,147

 

 

 

4,037

 

 

 

8,184

 

 

 

84

 

Net income

 

 

-

 

 

 

-

 

 

 

-

 

 

 

29,361

 

 

 

29,361

 

 

 

5,025

 

 

 

34,386

 

 

 

109

 

Share class transfer

 

 

(45

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Repurchase of common stock

 

 

(249

)

 

 

(2

)

 

 

(5,186

)

 

 

-

 

 

 

(5,188

)

 

 

-

 

 

 

(5,188

)

 

 

-

 

Distributions to non-controlling interests in the Operating Partnership

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(4,180

)

 

 

(4,180

)

 

 

(94

)

Distributions to non-controlling preferred stockholders

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(7

)

 

 

(7

)

 

 

-

 

Distributions declared on common stock

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(24,969

)

 

 

(24,969

)

 

 

-

 

 

 

(24,969

)

 

 

-

 

Allocation to redeemable non-controlling interest

 

 

-

 

 

 

-

 

 

 

(22

)

 

 

-

 

 

 

(22

)

 

 

-

 

 

 

(22

)

 

 

22

 

Balance at September 30, 2024

 

 

38,563

 

 

$

387

 

 

$

784,625

 

 

$

7,073

 

 

$

792,085

 

 

$

106,543

 

 

$

898,628

 

 

$

2,473

 

 

See accompanying notes to unaudited condensed consolidated financial statements.

4


Table of Contents

 

Apollo Realty Income Solutions, Inc.

Condensed Consolidated Statement of Cash Flows (Unaudited)

(in thousands)

 

Nine Months Ended September 30, 2025

 

 

Nine Months Ended September 30, 2024

 

Cash flows from operating activities

 

 

 

 

 

 

Net income

 

$

50,474

 

 

$

34,495

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

Management fee

 

 

8,778

 

 

 

5,437

 

Performance participation allocation

 

 

297

 

 

 

347

 

Depreciation and amortization

 

 

11,136

 

 

 

6,375

 

Straight line rent amortization

 

 

(2,422

)

 

 

(1,570

)

Above- and below- market lease amortization, net

 

 

(568

)

 

 

(514

)

Amortization of discount/premium and payment-in-kind interest

 

 

(230

)

 

 

(156

)

Amortization of deferred financing costs

 

 

1,135

 

 

 

707

 

Amortization of restricted stock awards

 

 

75

 

 

 

75

 

Unrealized (gain)/loss on fair value of investments in real estate debt

 

 

38

 

 

 

(152

)

Realized gain on repayments of real-estate related securities

 

 

(124

)

 

 

(71

)

Changes in assets and liabilities:

 

 

 

 

 

 

Other assets

 

 

(1,621

)

 

 

(2,037

)

Due to affiliates

 

 

(2,299

)

 

 

444

 

Other liabilities

 

 

3,504

 

 

 

2,887

 

Net cash provided by operating activities

 

 

68,173

 

 

 

46,267

 

Cash flows from investing activities:

 

 

 

 

 

 

Acquisitions of real estate

 

 

(261,153

)

 

 

(107,241

)

Capital improvements to real estate

 

 

(140

)

 

 

(64

)

Origination and acquisition of commercial mortgage and mezzanine loans

 

 

(230,061

)

 

 

(210,356

)

Purchase of real estate-related securities

 

 

(33,268

)

 

 

(8,978

)

Add-on fundings of commercial mortgage loans

 

 

(237,423

)

 

 

(184,821

)

Repayments of commercial mortgage loans

 

 

163,795

 

 

 

 

Repayments from real estate-related securities

 

 

20,686

 

 

 

3,950

 

Net cash used in investing activities

 

 

(577,564

)

 

 

(507,510

)

Cash flows from financing activities:

 

 

 

 

 

 

Borrowings from mortgage notes

 

 

58,300

 

 

 

 

Borrowings from secured debt arrangements

 

 

164,734

 

 

 

188,775

 

Repayments of secured debt arrangements

 

 

(33,300

)

 

 

 

Payment of deferred financing costs

 

 

(2,059

)

 

 

(177

)

Proceeds from issuance of common stock

 

 

349,525

 

 

 

344,009

 

Proceeds from issuance of preferred equity

 

 

 

 

 

125

 

Distributions paid

 

 

(36,884

)

 

 

(18,690

)

Distributions to non-controlling preferred stockholders

 

 

(8

)

 

 

(7

)

Repurchase of common stock

 

 

(17,598

)

 

 

(4,871

)

Offering costs paid

 

 

(2,027

)

 

 

(845

)

Net cash provided by financing activities

 

 

480,683

 

 

 

508,319

 

Net change in cash, cash equivalents and restricted cash

 

 

(28,708

)

 

 

47,076

 

Cash, cash equivalents and restricted cash, beginning of period

 

 

82,405

 

 

 

95,205

 

Cash, cash equivalents and restricted cash, end of period

 

$

53,697

 

 

$

142,281

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5


Table of Contents

 

 

 

 

 

 

 

Reconciliation of cash, cash equivalents and restricted cash to the condensed consolidated balance sheets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

51,069

 

 

$

142,197

 

Restricted cash

 

 

2,628

 

 

 

84

 

Total cash, cash equivalents and restricted cash

 

$

53,697

 

 

$

142,281

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

Cash paid for interest

 

$

11,594

 

 

$

5,257

 

Non-cash investing and financing activities:

 

 

 

 

 

 

Change in loan proceeds held by servicer for repayment of commercial mortgage loan

 

$

25,000

 

 

$

 

Investments purchased but not settled

 

$

9,975

 

 

$

 

Accrued offering costs

 

$

96

 

 

$

151

 

Accrued stockholder servicing fees due to affiliate

 

$

22

 

 

$

7

 

Distribution reinvestments

 

$

13,265

 

 

$

8,268

 

Distributions accrued and not paid

 

$

6,464

 

 

$

4,185

 

Accrued repurchases of common stock

 

$

2,994

 

 

$

317

 

Issuance of Class E shares for payment of management fee

 

$

7,625

 

 

$

4,342

 

Redeemable non-controlling interest issuance as Class E units of the Operating Partnership for payment of management fee

 

$

885

 

 

$

823

 

Redeemable non-controlling interest issuance as Class E units of the Operating Partnership for payment of performance participation allocation

 

$

443

 

 

$

562

 

Allocation to redeemable non-controlling interests

 

$

49

 

 

$

22

 

 

See accompanying notes to unaudited condensed consolidated financial statements.

6


Table of Contents

 

Apollo Realty Income Solutions, Inc.

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1 - Organization and Business Purpose

Apollo Realty Income Solutions, Inc. (the "Company") was formed on September 8, 2021 as a Maryland corporation. The Company is the sole general partner of ARIS Operating Partnership L.P., a Delaware limited partnership (the "Operating Partnership"). ARIS Special Limited Partner, LLC (the "Special Limited Partner"), a subsidiary of Apollo Global Management, Inc. (together with its subsidiaries, "Apollo"), owns a special limited partner interest in the Operating Partnership. The Company was organized to invest primarily in a portfolio of diversified income-oriented commercial real estate in the United States. Substantially all of the Company's business is conducted through the Operating Partnership. The Company commenced its operations on December 22, 2022 and the Company and the Operating Partnership are both externally managed by ARIS Management, LLC (the "Adviser"), an indirect subsidiary of Apollo.

The Company has registered with the Securities and Exchange Commission (the "SEC") an offering of up to $5.0 billion in shares of common stock, consisting of up to $4.0 billion in shares in its primary offering and up to $1.0 billion in shares pursuant to its distribution reinvestment plan, which the Company began using to offer shares of its common stock in June 2025 (the "Follow-On Offering"). In the Follow-On Offering, the Company intends to sell any combination of six classes of shares of its common stock, Class S shares, Class D shares, Class I shares, Class F-I shares, Class A-I shares, and Class A-III shares with a dollar value up to the maximum offering amount. The share classes have different upfront selling commissions, ongoing stockholder servicing fees, management fees, and performance participation allocations. The purchase price per share for each class of common stock will vary and will generally equal the Company's prior month's net asset value ("NAV") per share, as calculated monthly, plus applicable upfront selling commissions and dealer manager fees. The Company also may issue Class E shares to certain of Apollo's affiliates and employees and the Company's directors in one or more private placements; however, Class E shares are not being offered to the public pursuant to the Follow-On Offering.

The Company has elected to be taxed as a real estate investment trust ("REIT") under the Internal Revenue Code of 1986, as amended (the "Code"), commencing with the taxable year ended December 31, 2023. To maintain its tax qualification as a REIT, the Company is required to distribute at least 90% of its taxable income, excluding net capital gains, to stockholders and meet certain other asset, income, and ownership tests.

As of September 30, 2025, the Company owned nine properties, had twenty-seven investments in commercial real estate debt, and held thirty-one real estate-related securities. The Company currently operates in two reportable segments: Real Estate and Real Estate Debt. See "Note 17 - Segment Reporting" for additional information.

Note 2 - Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and include the accounts of the Company and the Operating Partnership. All intercompany balances and transactions are eliminated in consolidation.

These unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company's financial position, results of operations and cash flows have been included. The Company's results of operations for the three and nine months ended September 30, 2025 are not necessarily indicative of the results to be expected for the full year or any other future period.

Principles of Consolidation

The Company consolidates all entities that it controls through either majority ownership or voting rights. In addition, the Company consolidates all variable interest entities ("VIEs") of which it is considered the primary beneficiary. VIEs are defined as entities in which equity investors (i) do not have the characteristics of a controlling financial interest and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is known as the primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly affect the VIE's economic performance, and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE.

The Operating Partnership is considered to be a VIE. The Company consolidates this entity as it has the ability to direct the most significant activities of the entities such as purchases, dispositions, financings, budgets, and overall operating plans.

 

7


Table of Contents

 

The accompanying condensed consolidated financial statements include the accounts of the Company and the Company's subsidiary partnerships. Third party unitholders of Operating Partnership's share of the assets, liabilities and operations of the Operating Partnership is included in non-controlling interest as equity of the Company. The noncontrolling interest is generally computed based on third party unit-holders ownership percentage.

Non-controlling interests in the Operating Partnership represent limited partnership units of the Operating Partnership ("Operating Partnership units") that are held by third parties, including the Adviser, and Operating Partnership units issued to the Adviser under an advisory agreement by and among the Company, the Operating Partnership and the Adviser (as amended, restated or otherwise modified from time to time, the "Advisory Agreement"). Operating Partnership units may be redeemed for cash, or at the Company's option, for shares of common stock of the Company on a one-for-one basis, unless those units are held by the Adviser or Special Limited Partner, in which case such Operating Partnership units shall be redeemed for shares of common stock of the Company or cash, at the holder's election. Since the number of shares of common stock outstanding is equal to the number of Operating Partnership units owned by the Company, the redemption value of each common unit of the Operating Partnership is equal to the market value of each share of common stock and distributions paid to each unitholder is equivalent to dividends paid to common stockholders, per respective share class.

Cash and Cash Equivalents

Cash and cash equivalents represent cash held in banks, cash on hand, and liquid investments with original maturities of three months or less. The Company may have bank balances in excess of federally insured amounts; however, the Company deposits its cash and cash equivalents with high credit-quality institutions to minimize credit risk exposure. As of September 30, 2025 and December 31, 2024, the Company held $51.1 million and $82.3 million of cash and cash equivalents, respectively.

Restricted Cash

Restricted cash represents cash held in a deposit account controlled by a third party, tenant security deposits and reserves held in escrow related to real estate taxes and repairs and maintenance in connection with mortgages on certain of the Company's properties. As of September 30, 2025 and December 31, 2024, the Company held $2.6 million and $0.1 million in restricted cash, respectively.

Fair Value Measurements

Under normal market conditions, the fair value of an investment is the amount that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). The Company uses a hierarchical framework that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment, and the state of the marketplace, including the existence and transparency of transactions between market participants. Investments with readily available actively quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments measured and reported at fair value are classified and disclosed in one of the following levels within the fair value hierarchy:

Level 1 — quoted prices are available in active markets for identical investments as of the measurement date. The Company does not adjust the quoted price for these investments.

Level 2 — quoted prices are available in markets that are not active or model inputs are based on inputs that are either directly or indirectly observable as of the measurement date.

Level 3 — pricing inputs are unobservable and include instances where there is minimal, if any, market activity for the investment. These inputs require significant judgment or estimation by management or third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had a ready market for these investments existed.

As of September 30, 2025, the Company's investments in real estate debt consisted of commercial mortgage and mezzanine loans secured by real estate assets and real estate-related securities. The Company has elected the fair value option ("FVO") for investments in commercial mortgage and mezzanine loans secured by real estate assets as the Company believes fair value provides a more accurate depiction of the value of these assets. Real-estate related securities meet the criteria to be classified as trading securities under ASC 320, "Investments". The Company generally determines the fair value of its investments in real estate debt by utilizing third-party pricing service providers whenever available.

The Company's investments in commercial mortgage and mezzanine loans are unlikely to have readily available market quotations. In such cases, the Company will generally determine the initial value based on the acquisition price of such investment if acquired by the Company or the par value of such investment if originated by the Company. Following the initial measurement, the Company will determine fair value by utilizing or reviewing certain of the following (i) market yield data, (ii) discounted cash flow modeling, (iii) collateral asset performance, (iv) local or macro real estate performance, (v) capital market conditions, (vi) debt yield or loan-to-value ratios, and (vii) borrower financial condition and performance. The inputs used in determining the fair value of the Company's investments in commercial mortgage and mezzanine loans are considered Level 3.

8


Table of Contents

 

The fair value of real estate-related securities may be determined by using third-party pricing service providers or broker-dealer quotes, reported trades or valuation estimates from their internal pricing models to determine the reported price. The inputs used in determining the fair value of the Company's investments in real estate-related securities are considered Level 2.

The following table details the Company's assets measured at fair value on a recurring basis ($ in thousands):

 

 

 

September 30, 2025

 

 

December 31, 2024

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments in real estate debt

 

$

 

 

$

95,766

 

 

$

1,092,983

 

 

$

1,188,749

 

 

$

 

 

$

73,120

 

 

$

814,066

 

 

$

887,186

 

Total

 

$

 

 

$

95,766

 

 

$

1,092,983

 

 

$

1,188,749

 

 

$

 

 

$

73,120

 

 

$

814,066

 

 

$

887,186

 

 

The following table details the Company's assets measured at fair value on a recurring basis using Level 3 inputs ($ in thousands):

 

 

Investments in Real Estate Debt

 

Balance as of December 31, 2024

 

$

814,066

 

Originations, acquisitions, and add on fundings

 

 

467,484

 

Repayments

 

 

(188,795

)

Amortization of discount/premium and payment-in-kind interest

 

 

230

 

Included in net income:

 

 

 

Unrealized gain/(loss) from investments in real estate debt

 

 

(2

)

Balance as of September 30, 2025

 

$

1,092,983

 

The following table contains the quantitative inputs and assumptions used for items categorized in Level 3 of the fair value hierarchy ($ in thousands):

 

 

September 30, 2025

 

 

Fair Value

 

 

Valuation Technique

 

Unobservable Inputs

 

Rate Range

 

Weighted Average

 

Impact to Valuation from an Increase in Input

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments in real estate debt

 

$

1,092,983

 

 

Discounted cash flow

 

Discount rate

 

6.44% - 11.00%

 

7.9%

 

Decrease

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2024

 

 

Fair Value

 

 

Valuation Technique

 

Unobservable Inputs

 

Rate Range

 

Weighted Average

 

Impact to Valuation from an Increase in Input

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments in real estate debt

 

$

814,066

 

 

Discounted cash flow

 

Discount rate

 

6.50% - 12.13%

 

8.2%

 

Decrease

Valuation of liabilities not measured at fair value

As of September 30, 2025 and December 31, 2024, the fair value of the Company's secured debt arrangements and mortgage notes was $365.7 million and $176.0 million, respectively, which approximated carrying value. The fair value of the Company's indebtedness is estimated by modeling the cash flows required by the Company's debt arrangements and mortgages and discounting them back to the present value using an appropriate discount rate. Additionally, the Company considers current market rate and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The inputs used in determining the fair value of the Company's indebtedness are considered Level 3.

Investment Property and Lease Intangibles

Acquisitions of properties are accounted for utilizing the acquisition method and, accordingly, the operations of acquired properties will be included in the Company's results of operations from their respective dates of acquisition. The Company will utilize a report from an independent appraiser to record the purchase of identifiable assets acquired and liabilities assumed such as land, buildings and improvements, equipment and identifiable intangible assets and liabilities such as amounts related to in-place leases, acquired above- and below-market leases, tenant relationships, asset retirement obligations and mortgage loans payable.

9


Table of Contents

 

The fair value of the tangible assets of an acquired property considers the value of the property as if it were vacant. The Company also considers an allocation of purchase price of other acquired intangibles, including acquired in-place leases that may have a customer relationship intangible value, including (but not limited to) the nature and extent of the existing relationship with the tenants, the tenants' credit quality and expectations of lease renewals.

The estimated fair value of acquired in-place leases is the costs the Company would have incurred to lease the properties to the occupancy level of the properties at the date of acquisition. Such estimates include the fair value of leasing commissions, legal costs, and other direct costs that would be incurred to lease the properties to such occupancy levels. Additionally, the Company evaluates the time period over which such occupancy levels would be achieved. Such evaluation includes an estimate of the net market-based rental revenues and net operating costs (primarily consisting of real estate taxes, insurance and utilities) that would be incurred during the lease-up period. Acquired in-place leases as of the date of acquisition are amortized over the remaining lease terms. The amortization of in-place lease intangibles is recorded in depreciation and amortization expense on the Company's condensed consolidated statements of operations.

Acquired above- and below-market lease values are recorded based on the present value of the difference between the contractual amounts to be paid pursuant to the in-place leases and the Company's estimate of fair market value lease rates for the corresponding in-place leases. The capitalized above- and below-market lease values are amortized as adjustments to rental revenue over the remaining terms of the respective leases, which include periods covered by bargain renewal options, if applicable. Should a tenant terminate its lease, the unamortized portion of the in-place lease value will be charged to amortization expense and the unamortized portion of out-of-market lease value will be charged to rental revenue.

The Company's investments in real estate are stated at cost and are generally depreciated on a straight-line basis over the estimated useful lives of the assets as follows:

Description

 

Depreciable Life

Building

 

37 - 50 years

Building and land improvements

 

10 - 15 years

Furniture, fixtures & equipment

 

10 years

Lease intangibles and leasehold improvements

 

Lease term

Significant improvements to properties are capitalized, whereas, repairs and maintenance expenses at the Company's properties are expensed as incurred and included in real estate operating expense on the Company's condensed consolidated statements of operations. When an asset is sold, the cost and related accumulated depreciation are removed from the accounts with the resulting gain or loss reflected in the Company's results of operations for the period.

Real estate assets will be evaluated for impairment on a quarterly basis. The Company will consider the following factors when performing its impairment analysis: (1) management, having the authority to approve the action, commits to a plan to sell the asset; (2) significant negative industry and economic outlook or trends; (3) expected material costs necessary to extend the life or operate the real estate asset; and (4) its ability to hold and dispose of the real estate asset in the ordinary course of business. A real estate asset is considered impaired when the sum of estimated future undiscounted cash flows to be generated by the real estate asset over the estimated remaining holding period is less than the carrying value of such real estate asset. An impairment charge is recorded equal to the excess of the carrying value of the real estate asset over the fair value. When determining the fair value of a real estate asset, the Company makes certain assumptions including, but not limited to, consideration of projected operating cash flows, comparable selling prices and projected cash flows from the eventual disposition of the real estate asset based upon its estimate of a capitalization rate and discount rate. As of September 30, 2025, the Company had not recorded any impairments on its investments in real estate.

Investments in Real Estate Debt

The Company's investments in real estate debt consist of commercial mortgage and mezzanine loans secured by real estate and real estate-related securities. The Company has elected the FVO for its commercial mortgage and mezzanine loans secured by real estate. During the nine months ended September 30, 2025, real-estate related securities met the criteria to be classified as trading securities under ASC 320, "Investments". Trading securities are recognized on a trade date basis and are carried at fair value. The unrealized gain or loss associated with holding real estate debt investments at fair value are recorded as a component of income from investments in real estate debt on the Company's condensed consolidated statement of operations. For the three and nine months ended September 30, 2025, the Company recorded $0.3 million and de minimis unrealized losses on its investments in real estate debt, respectively. For the three and nine months ended September 30, 2024, the Company recorded de minimis and $0.2 million of unrealized gains on its investments in real estate debt, respectively.

Deferred Financing Costs

Costs incurred in connection with financings are capitalized and amortized over the respective financing terms and are reflected on the accompanying condensed consolidated statement of operations as a component of interest expense. For the Company's debt facilities that have outstanding borrowings, the capitalized financing costs, net of amortization, are reflected as a direct deduction of such facilities. For debt facilities that do not have outstanding borrowings or for revolving facilities, the capitalized financing costs, net of amortization, are recorded as a component of other assets on the Company's condensed consolidated balance sheet.

 

10


Table of Contents

 

Revenue Recognition

The Company's rental revenue consists of base rent and tenant reimbursement income arising from tenant leases at the Company's properties under operating leases. Base rent is recognized on a straight-line basis over the life of the lease, including any rent step ups or abatements. Revenues from the Company's multifamily properties are recorded when due from tenants and are recognized monthly as they are earned, which generally approximates a straight-line basis. The Company accounts for base rental revenue (lease component) and common area expense reimbursement (non-lease component) as one lease component under Accounting Standards Codification ("ASC") 842, "Leases".

The Company evaluates the collectability of receivables related to rental revenue on an individual lease basis. Management exercises judgment in assessing collectability and considers the length of time a receivable has been outstanding, tenant creditworthiness, payment history, available information about the financial condition of the tenant, and current economic trends, among other factors. Tenant receivables that are deemed uncollectible are recognized as a reduction to rental revenue. However, any future cash receipt on leases that are deemed uncollectible will be recorded as income on a cash basis. As of September 30, 2025, no rental revenue from the Company's leases was deemed uncollectible.

Interest income from the Company's investments in real estate debt is recognized over the life of each investment using the effective interest method and is recorded on an accrual basis. Recognition of premiums and discounts associated with these investments is deferred and recorded over the term of the investment as an adjustment to yield. Upfront costs and fees related to items for which the FVO is elected are recognized in earnings as incurred and are not deferred. Interest income, upfront costs and fees are recorded as components of income from investments in real estate debt on the Company's condensed consolidated statements of operations.

Commercial mortgage and mezzanine loans that are significantly past due may be placed on non-accrual status if the Company determines it is probable that it will not collect all payments which are contractually due. When a loan is placed on non-accrual status, interest is only recorded as interest income when it is received. A loan may be placed back on accrual status if the Company determines it is probable that it will collect all payments which are contractually due. As of September 30, 2025, none of the Company's loans were on non-accrual status.

Income Taxes

The Company has elected to be taxed as a REIT under Sections 856 through 860 of the Code commencing with its taxable year ended December 31, 2023. As long as the Company qualifies for taxation as a REIT, it generally will not be subject to federal corporate income tax to the extent it distributes its taxable income to stockholders. REITs are also subject to a number of other organizational and operational requirements. Even if the Company qualifies for taxation as a REIT, it may be subject to certain federal, state and local taxes on its income and property, including taxes on any undistributed income.

The Company has formed a wholly owned subsidiary to function as a taxable REIT subsidiary ("TRS") and filed a TRS election, together with such subsidiary, with the Internal Revenue Service. In general, a TRS may perform additional services for the Company's tenants and generally may engage in any real estate or non-real estate-related business. The TRS is subject to income taxation at the federal, state and local levels, as applicable, at regular corporate tax rates. The tax returns filed by the Company and its TRS for tax years 2022, 2023 and 2024 remain subject to examination by taxing authorities.

Earnings per Share of Common Stock

Basic earnings per share of common stock is computed by dividing net income or loss for the period by the weighted average number of shares of common stock outstanding during the period.

The restricted stock grants of Class E shares held by the Company's directors are considered to be participating securities because they contain non-forfeitable rights to distributions. The impact of these restricted stock grants on basic and diluted earnings per common share ("EPS") has been calculated using the two-class method whereby earnings are allocated to the restricted stock grants based on dividends declared and the restricted stocks' participation rights in undistributed earnings. As of September 30, 2025 and December 31, 2024, the effects of the two-class method on basic and diluted EPS were not material to the Company's condensed consolidated financial statements.

Organization and Offering Expenses

Organizational expenses are expensed as incurred on the Company's consolidated statement of operations, and offering costs are charged to equity as incurred on Company's consolidated statement of changes in stockholders' equity.

The Adviser and its affiliates advanced $8.0 million of organization and offering expenses on behalf of the Company (including legal, accounting, and other expenses attributable to the Company's organization, but excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) through December 22, 2023, and the Company began reimbursing the Adviser for all such advanced expenses ratably over the 60 month period beginning December 22, 2024. Any amount due to the Adviser but not paid is recorded as a component of due to affiliates on the Company's consolidated balance sheet.

 

 

 

11


Table of Contents

 

Stockholder Servicing Fee

Apollo Global Securities, LLC (the "Dealer Manager"), a registered broker-dealer affiliated with the Adviser, serves as the dealer manager for the Follow-On Offering. The Dealer Manager is entitled to receive selling commissions and dealer manager fees based on the transaction price of each applicable class of shares sold in the primary offering. The Dealer Manager is also entitled to receive a stockholder servicing fee based on the aggregate NAV of the Company's outstanding Class S shares and Class D shares.

The following table details the selling commissions, dealer manager fees, and stockholder servicing fees for each applicable share class as of September 30, 2025:

 

 

Class S Shares

 

Class D Shares

 

Class I Shares

 

 

Class F-I Shares

 

 

Class A-I Shares

 

 

Class A-III Shares

 

Selling commissions and dealer manager fees (% of transaction price)

 

up to 3.5%

 

up to 1.5%

 

 

 

 

 

 

 

 

 

 

 

 

Stockholder servicing fee (% of NAV)

 

0.85%

 

0.25%

 

 

 

 

 

 

 

 

 

 

 

 

For Class S shares sold in the primary offering, investors will pay upfront selling commissions of up to 3% and dealer manager fees of up to 0.5% of the transaction price; however, such amounts may vary at certain participating broker-dealers, provided that the sum will not exceed 3.5% of the transaction price. For Class D shares sold in the primary offering, investors will pay upfront selling commissions of up to 1.5% of the transaction price.

The Dealer Manager, as the dealer manager for the Follow-On Offering, is entitled to receive stockholder servicing fees of 0.85% per annum of the aggregate NAV for Class S shares. For Class D shares, a charge of 0.25% per annum of the aggregate NAV will be charged for stockholder servicing fees.

The Dealer Manager has entered into agreements with selected dealers that agree to distribute the Company's shares in the Follow-On Offering, which will provide, among other things, for the reallowance of the full amount of the selling commissions and stockholder servicing fees to such selected dealers. The Company will cease paying the stockholder servicing fee with respect to any Class S share or Class D share held in a stockholder's account at the end of the month in which the total selling commissions, dealer manager fees and stockholder servicing fees paid with respect to such shares would exceed, in the aggregate, 8.75% of the gross proceeds from the sale of such share. There is not a stockholder servicing fee, upfront selling commission or dealer manager fee with respect to Class I shares, Class F-I shares, Class A-I shares, and Class A-III shares. The Company accrues the cost of the stockholder servicing fee as an offering cost at the time each Class S share and Class D share is sold during the primary offering. As of September 30, 2025, the Company had accrued $22 thousand of stockholder servicing fees related to Class S and Class D shares sold. Such fees are recorded as a component of due to affiliates on the Company's condensed consolidated balance sheet.

Share Based Payments

The Company accounts for share-based compensation to its independent directors, to the Adviser and to employees of the Adviser and its affiliates using the fair value-based methodology prescribed by GAAP. Compensation cost related to restricted common stock issued is measured at its fair value at the grant date and amortized into expense over the vesting period on a straight-line basis.

Recent Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board ("FASB") issued ASU 2024-03 "Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses" ("ASU 2024-03"). ASU 2024-03 requires disaggregation of certain expense captions in financial statement disclosures for each interim and annual reporting period. This guidance is effective for annual periods starting after December 15, 2026, and interim periods after December 15, 2027, with early adoption permitted. It is to be adopted on a prospective basis with the option to apply retrospectively. The Company has not early adopted ASU 2024-03 and is currently evaluating its impact. The Company does not expect it to materially affect its consolidated financial statements.

Note 3 - Investments in Real Estate

As of September 30, 2025 and December 31, 2024, the Company's investments in real estate, net, consisted of the following ($ in thousands):

 

 

September 30, 2025

 

 

December 31, 2024

 

Building and building improvements

 

$

442,849

 

 

$

219,684

 

Land and land improvements

 

 

52,340

 

 

 

29,244

 

Furniture, fixtures and equipment

 

 

3,600

 

 

 

1,094

 

Tenant improvements

 

 

2,513

 

 

 

2,513

 

Total

 

 

501,302

 

 

 

252,535

 

Accumulated depreciation

 

 

(13,375

)

 

 

(6,868

)

Investment in real estate, net

 

$

487,927

 

 

$

245,667

 

 

12


Table of Contents

 

Acquisitions

During the nine months ended September 30, 2025, the Company acquired $261.2 million of investments in real estate, which were comprised of three industrial properties and one multifamily property.

During the year ended December 31, 2024, the Company acquired $107.2 million of investments in real estate, which were comprised of one industrial property and one multifamily property.

The following table provides further details of the properties acquired during the nine months ended September 30, 2025 and the year ended December 31, 2024 ($ in thousands):

 

 

Property Type

 

Acquisition Date

 

Total Purchase Price (1)

 

2025 Acquisitions:

 

 

 

 

 

 

 

2865 Charter Street

 

Industrial

 

March 2025

 

$

75,230

 

Parc Westborough

 

Multifamily

 

May 2025

 

 

96,683

 

3707 W NC 10 Hwy

 

Industrial

 

August 2025

 

 

55,261

 

8681 W Jefferson Street

 

Industrial

 

September 2025

 

 

33,979

 

Total 2025 acquisitions

 

 

 

 

 

$

261,153

 

 

 

 

 

 

 

 

 

2024 Acquisitions:

 

 

 

 

 

 

 

4553 Cayce Road

 

Industrial

 

May 2024

 

$

57,839

 

The Beckett

 

Multifamily

 

May 2024

 

 

49,402

 

Total 2024 acquisitions

 

 

 

 

 

$

107,241

 

(1) Purchase price is inclusive of closing costs.

The following table summarizes the purchase price allocation for the properties acquired during the nine months ended September 30, 2025, and for the properties acquired during the year ended December 31, 2024 ($ in thousands):

 

 

September 30, 2025

 

 

December 31, 2024

 

Building and building improvements

 

$

223,163

 

 

$

86,888

 

Land and land improvements

 

 

23,009

 

 

 

6,404

 

In-place lease intangibles

 

 

25,617

 

 

 

9,950

 

Furniture, fixtures and equipment

 

 

2,454

 

 

 

1,094

 

Tenant improvements

 

 

-

 

 

 

1,892

 

Above-market lease intangibles

 

 

366

 

 

 

1,013

 

Below-market lease intangibles

 

 

(13,456

)

 

 

-

 

Total purchase price

 

$

261,153

 

 

$

107,241

 

 

Intangible assets are recorded in other assets on the accompanying condensed consolidated balance sheet. The intangibles of the properties are amortized over the remaining lease terms that they were derived from. As a result, the Company's intangibles have a weighted average amortization period of approximately 12 years. As of September 30, 2025 and December 31, 2024, the Company did not recognize any impairment on its real estate investments.

Note 4 - Investments in Real Estate Debt

The following table details the Company's investments in real estate debt as of September 30, 2025 ($ in thousands):

 

 

September 30, 2025

 

Type of Investment in Real Estate Debt

 

Number of Positions

 

Weighted Average Coupon (1)

 

 

Weighted Average Maturity Date (2)

 

Face Amount

 

 

Cost Basis

 

 

Fair Value

 

Commercial mortgage loan

 

25

 

 

7.7

%

 

May 2029 (4)

 

$

980,852

 

 

$

980,639

 

 

$

980,483

 

Mezzanine loan

 

2

 

 

10.6

%

 

April 2028

 

 

112,500

 

 

 

112,500

 

 

 

112,500

 

Real estate-related securities (3)

 

31

 

 

5.9

%

 

July 2038

 

 

95,654

 

 

 

95,475

 

 

 

95,766

 

Total investments in real estate debt:

 

58

 

 

7.8

%

 

January 2030

 

$

1,189,006

 

 

$

1,188,614

 

 

$

1,188,749

 

 

 

 

 

The following table details the Company's investments in real estate debt as of December 31, 2024 ($ in thousands):

13


Table of Contents

 

 

 

December 31, 2024

 

Type of Investment in Real Estate Debt

 

Number of Positions

 

Weighted Average Coupon (1)

 

 

Weighted Average Maturity Date (2)

 

Face Amount

 

 

Cost Basis

 

 

Fair Value

 

Commercial mortgage loan

 

21

 

 

7.9

%

 

May 2028

 

$

701,742

 

 

$

701,720

 

 

$

701,566

 

Mezzanine loan

 

2

 

 

10.6

%

 

April 2028

 

 

112,500

 

 

 

112,500

 

 

 

112,500

 

Real estate-related securities (3)

 

29

 

 

6.0

%

 

April 2038

 

 

73,035

 

 

 

72,794

 

 

 

73,120

 

Total investments in real estate debt:

 

52

 

 

8.1

%

 

March 2029

 

$

887,277

 

 

$

887,014

 

 

$

887,186

 

 

(1)
Based on applicable benchmark rates as of September 30, 2025 and December 31, 2024, respectively.
(2)
Weighted average maturity date is based on fully extended maturity.
(3)
The Company's real estate-related securities consist of floating-rate commercial mortgage backed securities ("CMBS").
(4)
One of the Company's commercial mortgage loans is past its contractual maturity. Through the date of this quarterly report, the Company received all the monthly interest income payments on the loan which are consistent with the interest rate provided for in the original loan agreement. Subsequent to the date of these condensed consolidated financial statements but prior to the date of this quarterly report, the borrower filed for Chapter 11 bankruptcy, The Company evaluated the loan for collectability as of the reporting date and determined that the loan is fully recoverable.

The table below details the type of properties securing the loans in the Company's portfolio at the dates indicated ($ in thousands):

 

 

September 30, 2025

 

 

December 31, 2024

 

Property Type

 

 

Fair Value

 

% of Portfolio

 

 

Fair Value

 

% of Portfolio

 

Multifamily

 

 

$

320,191

 

 

29.4

%

 

$

353,208

 

 

43.2

%

Data Center

 

 

 

276,295

 

 

25.3

%

 

 

143,836

 

 

17.7

%

Hotel

 

 

 

112,862

 

 

10.3

%

 

 

119,360

 

 

14.7

%

Industrial

 

 

 

99,761

 

 

9.1

%

 

 

99,761

 

 

12.3

%

Self-Storage

 

 

 

94,103

 

 

8.6

%

 

 

40,700

 

 

5.0

%

Mixed Use

 

 

 

92,884

 

 

8.5

%

 

 

-

 

 

0.0

%

Production Studio

 

 

 

72,547

 

 

6.6

%

 

 

36,260

 

 

4.5

%

Life Sciences

 

 

 

24,340

 

 

2.2

%

 

 

20,941

 

 

2.6

%

Total

 

 

$

1,092,983

 

 

100.0

%

 

$

814,066

 

 

100.0

%

 

The table below details the geographic distribution of the properties securing the loans in the Company's portfolio at the dates indicated ($ in thousands):

 

 

 

September 30, 2025

 

 

December 31, 2024

 

Geographic Location

 

 

Fair Value

 

% of Portfolio

 

 

Fair Value

 

% of Portfolio

 

Northeast

 

 

$

350,800

 

 

32.0

%

 

 

300,299

 

 

36.9

%

West

 

 

 

309,950

 

 

28.4

%

 

$

204,847

 

 

25.2

%

Southwest

 

 

 

194,874

 

 

17.8

%

 

 

76,523

 

 

9.4

%

Mid-Atlantic

 

 

 

123,117

 

 

11.3

%

 

 

126,149

 

 

15.5

%

Midwest

 

 

 

81,624

 

 

7.5

%

 

 

74,116

 

 

9.1

%

Southeast

 

 

 

32,618

 

 

3.0

%

 

 

32,132

 

 

3.9

%

Total

 

 

$

1,092,983

 

 

100.0

%

 

$

814,066

 

 

100.0

%

The total income from investments in real estate debt disclosed on the Company's condensed consolidated statement of operations relates to interest income, upfront fees, amortization of premiums/discounts, and realized and unrealized gain/(loss) on these investments in real estate debt. For the three and nine months ended September 30, 2025, the Company recorded $0.3 million and de minimis unrealized losses on its investments in real estate debt, respectively. For the three and nine months ended September 30, 2024, the Company recorded de minimis and $0.2 million of unrealized gain on its investments in real estate debt, respectively. For the three and nine months ended September 30, 2025, realized gains on investments in real estate debt were de minimis and $0.1 million, respectively. For the three and nine months ended September 30, 2024, the Company recorded de minimis and $0.1 million of realized gains on its investments in real estate debt, respectively.

 

 

Note 5 - Other Assets

14


Table of Contents

 

The following table details the components of the Company's other assets at the dates indicated ($ in thousands):

 

 

September 30, 2025

 

 

December 31, 2024

 

Real estate intangibles, net

 

$

54,048

 

 

$

32,841

 

Loan proceeds held by servicer (1)

 

 

25,166

 

 

 

 

Straight-line rent receivable

 

 

6,019

 

 

 

3,597

 

Interest receivable

 

 

5,881

 

 

 

5,017

 

Deferred financing costs, net

 

 

511

 

 

 

 

Other

 

 

1,482

 

 

 

891

 

Total

 

$

93,107

 

 

$

42,346

 

 

(1)
Includes loan principal, interest, and other fees held by the Company's third-party servicers as of the balance sheet date and remitted during the subsequent remittance cycle.

 

Note 6 - Intangibles

The gross carrying amount and accumulated amortization of the Company's intangible assets consisted of the following as of the dates indicated ($ in thousands):

 

September 30, 2025

 

 

December 31, 2024

 

Intangible assets:

 

 

 

 

 

 

In-place lease intangibles

 

$

61,929

 

 

$

36,313

 

Above-market lease intangibles

 

 

1,704

 

 

 

1,338

 

Total intangible assets

 

 

63,633

 

 

 

37,651

 

Accumulated amortization:

 

 

 

 

 

 

In-place lease amortization

 

 

(9,301

)

 

 

(4,672

)

Above-market lease amortization

 

 

(284

)

 

 

(138

)

Total real estate intangible assets, net

 

$

54,048

 

 

$

32,841

 

Intangible liabilities

 

 

 

 

 

 

Below-market lease intangibles

 

$

(24,311

)

 

$

(10,855

)

Total intangible liabilities

 

 

(24,311

)

 

 

(10,855

)

Accumulated amortization:

 

 

 

 

 

 

Below-market lease amortization

 

 

1,728

 

 

 

1,014

 

Total real estate intangible liabilities, net

 

$

(22,583

)

 

$

(9,841

)

The estimated future amortization on the Company's intangibles for each of the next five years and thereafter as of September 30, 2025, is as follows ($ in thousands):

 

 

In-Place Lease Intangibles

 

 

Above-Market Intangibles

 

 

Below-Market Intangibles

 

2025 (remaining)

 

$

1,920

 

 

$

50

 

 

$

(479

)

2026

 

 

5,740

 

 

 

202

 

 

 

(1,913

)

2027

 

 

5,740

 

 

 

202

 

 

 

(1,913

)

2028

 

 

5,722

 

 

 

202

 

 

 

(1,904

)

2029

 

 

5,690

 

 

 

202

 

 

 

(1,887

)

2030

 

 

5,197

 

 

 

202

 

 

 

(1,730

)

Thereafter

 

 

22,619

 

 

 

360

 

 

 

(12,757

)

 

$

52,628

 

 

$

1,420

 

 

$

(22,583

)

 

Note 7 - Leases

Lessor

The Company's rental revenue consists of rent earned from the operating leases at the Company's industrial, retail and multifamily properties. The leases at the Company's industrial and retail properties generally includes a fixed base rent, subject to annual step-ups, and a variable component. The variable component of the Company's operating leases primarily consists of the reimbursement of operating expenses such as real estate taxes, insurance, and common area maintenance costs.

The following table summarizes the fixed and variable components of the Company's operating leases ($ in thousands):

15


Table of Contents

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Fixed lease payments

$

8,717

 

 

$

5,026

 

 

$

21,249

 

 

$

12,068

 

Variable lease payments

 

1,272

 

 

$

1,123

 

 

 

2,957

 

 

$

2,438

 

Lease revenue

$

9,989

 

 

$

6,149

 

 

$

24,206

 

 

$

14,506

 

Above- and below-market lease amortization

 

269

 

 

 

153

 

 

 

568

 

 

 

514

 

Rental revenue

$

10,258

 

 

$

6,302

 

 

$

24,774

 

 

$

15,020

 

The following table presents the undiscounted future minimum rents the Company expects to receive for its industrial, retail and multifamily properties as of September 30, 2025 ($ in thousands):

 

Year

 

Future Minimum Rents

 

2025 (remaining)

 

$

7,807

 

2026

 

 

80,431

 

2027

 

 

25,627

 

2028

 

 

26,289

 

2029

 

 

26,662

 

2030

 

 

25,791

 

Thereafter

 

 

148,141

 

Total

 

$

340,748

 

 

Note 8 - Mortgage Notes

The Company's mortgage notes at September 30, 2025 and December 31, 2024 are detailed in the following table ($ in thousands):

 



 

September 30, 2025

 

December 31, 2024

 

 

Principal Balance Outstanding

 

 

Weighted Average Interest Rate

 

 

Weighted Average Maturity Date

 

Principal Balance Outstanding

 

 

Weighted Average Interest Rate

 

 

Weighted Average Maturity Date

Fixed rate mortgages

 

$

94,300

 

 

 

5.45

%

 

October 2029

 

$

36,000

 

 

 

6.05

%

 

November 2028

Less: Unamortized deferred financing costs

 

 

(1,361

)

 

 

 

 

 

 

 

(325

)

 

 

 

 

 

 

 

$

92,939

 

 

 

 

 

 

 

$

35,675

 

 

 

 

 

 

 

During the nine months ended September 30, 2025, the Company obtained a $58.3 million fixed-rate mortgage loan to finance the acquisition of Parc Westborough. During the year ended December 31, 2024, the Company did not obtain or repay any mortgage loans.

 

The following table details the future principal payments due under the Company's mortgage loans as of September 30, 2025 ($ in thousands):

 

Year

 

Amount

 

2025 (remaining)

 

$

-

 

2026

 

 

-

 

2027

 

 

-

 

2028

 

 

36,000

 

2029

 

 

-

 

2030

 

 

58,300

 

Total

 

$

94,300

 

The Company is subject to various financial and operational covenants under certain of its mortgage loans. As of September 30, 2025 and December 31, 2024, the Company was in compliance with all of its loan covenants.

16


Table of Contents

 

Note 9 - Secured Debt Arrangements

The Company's borrowings under secured debt arrangements at September 30, 2025 and December 31, 2024 are detailed in the following table ($ in thousands):

September 30, 2025

 

December 31, 2024

 

 

Maximum Amount of Borrowings

 

 

Borrowings Outstanding

 

 

Weighted Average Borrowing Costs

 

Maturity Date (1)

 

Maximum Amount of Borrowings

 

 

Borrowings Outstanding

 

 

Weighted Average Borrowing Costs

 

Maturity Date (1)

JPM Repurchase Facility

 

$

400,000

 

 

$

271,419

 

 

SOFR + 2.08%

 

October 2028

 

$

250,000

 

 

$

139,985

 

 

SOFR + 2.42%

 

October 2028

Barclays Repurchase Facility

 

 

500,000

 

 

 

-

 

 

N/A

 

July 2030

 

 

-

 

 

 

-

 

 

N/A

 

N/A

Less: Unamortized deferred financing costs

 

N/A

 

 

 

(439

)

 

 

 

 

 

N/A

 

 

 

(1,065

)

 

 

 

 

 

$

900,000

 

 

$

270,980

 

 

 

 

 

 

$

250,000

 

 

$

138,920

 

 

 

 

 

(1)
Maturity date assumes extensions at the Company's option are exercised with consent of the financing provider.

At September 30, 2025, the Company's borrowings had the following maturities ($ in thousands):

 

 

Less than 1 year

 

 

1 to 3 years

 

 

3 to 5 years

 

 

More than 5 years

 

 

Total

 

JPM Repurchase Facility

 

$

-

 

 

$

120,717

 

 

$

150,702

 

 

$

-

 

 

$

271,419

 

The table above assumes extensions at the Company's option are exercised with consent of financing providers, where applicable.

Repurchase Agreements

Certain indirect subsidiaries (the "JPM Sellers") of the Company entered into a Master Repurchase Agreement with JPMorgan Chase Bank, National Association (the "JPM Repurchase Facility"), which provides the Company the ability to make borrowings secured by certain investments in commercial mortgage loans. The JPM Repurchase Facility has a three-year term plus two one-year extension options. The Operating Partnership has agreed to provide a limited guarantee of the obligations of the JPM Sellers under the JPM Repurchase Facility. During the nine months ended September 30, 2025, the Company increased the maximum aggregate purchase price of the JPM Repurchase Facility from $250.0 million to $400.0 million.

Additionally, during the nine months ended September 30, 2025, certain indirect subsidiaries (the "Barclays Sellers") of the Company entered into a Master Repurchase Agreement with Barclays Bank PLC (the "Barclays Repurchase Facility"), which provides the Company the ability to make borrowings secured by certain investments in commercial mortgage loans. The Barclays Repurchase Facility has a three-year term plus two one-year extension options. The Operating Partnership has agreed to provide a limited guarantee of the obligations of the Barclays Sellers under the Barclays Repurchase Facility.

Lastly, during the nine months ended September 30, 2025, an indirect subsidiary (the "BofA Seller") of the Company entered into a Master Repurchase Agreement with BofA Securities, Inc. (the "BofA Repurchase Facility"), which provides the Company the ability to make revolving borrowings secured by certain investments in real estate-related securities. The Operating Partnership has agreed to provide a payment guarantee of the obligations of the BofA Seller under the BofA Repurchase Facility. As of September 30, 2025, there were no outstanding borrowings on the BofA Repurchase Facility.

Debt Covenants

The guarantees related to the Company's secured financings contain the following financial covenants: (i) while tangible net worth is equal to or less than $450.0 million, the Operating Partnership's NAV is not permitted to decline by 20% from the preceding quarter or 40% from the corresponding calendar month of the preceding calendar year; (ii) NAV cannot decline by 50% or more from the Operating Partnership's NAV as of October 26, 2023; (iii) the Operating Partnership's ratio of total indebtedness to tangible net worth cannot be greater than 3.00:1; and (iv) the Operating Partnership's liquidity cannot be less than an amount equal to the greater of 5% of total recourse indebtedness or $30.0 million.

The Company was in compliance with the covenants under its secured financing as of September 30, 2025 and December 31, 2024. The impact of macroeconomic conditions on the commercial real estate markets and global capital markets, including increased interest rates, changes to fiscal and monetary policy, slower economic growth or recession, labor shortages, and recent distress in the banking sector, may make it more difficult to meet or satisfy these covenants in the future.

 

 

 

17


Table of Contents

 

Note 10 - Other Liabilities

The following table details the components of the Company's other liabilities at the date indicated ($ in thousands):

 

 

September 30, 2025

 

 

December 31, 2024

 

Below market lease intangibles, net

 

$

22,583

 

 

$

9,841

 

Settlement payment due for investment acquisition

 

 

9,975

 

 

 

-

 

Distribution payable

 

 

6,464

 

 

 

4,859

 

Accounts payable and accrued expenses

 

 

4,913

 

 

 

3,035

 

Accrued repurchases of common stock

 

 

2,994

 

 

 

2,198

 

Real estate taxes payable

 

 

2,872

 

 

 

1,385

 

Total

 

$

49,801

 

 

$

21,318

 

 

Note 11 - Related Party Transactions

Pursuant to the Advisory Agreement the Adviser is responsible for sourcing, evaluating and monitoring the Company's investment opportunities and making decisions related to the acquisition, management, financing and disposition of the Company's assets, in accordance with the Company's investment objectives, guidelines, policies and limitations, subject to oversight by the Company's board of directors.

The Special Limited Partner holds a performance participation interest in the Operating Partnership that entitles it to receive an allocation from the Operating Partnership on Class S shares, Class D shares, and Class I shares equal to 12.5% of the annual Total Return, subject to a 5% annual Hurdle Amount and a High Water Mark, with a Catch-Up (each term as defined in the limited partnership agreement of the Operating Partnership, by and among the Company, as general partner, the Special Limited Partner and the limited partners party thereto from time to time (as amended, restated or otherwise modified from time to time, the "Limited Partnership Agreement")). On Class F-I shares, the Special Limited Partner is entitled to receive an allocation equal to 9.0% of the annual Total Return, subject to a 5% annual Hurdle Amount and a High Water Mark, with a Catch-Up (each term as defined in the Limited Partnership Agreement). Such allocation accrues monthly and is paid annually. There is no performance participation interest with respect to Class A-I shares, Class A-III shares, and Class E shares. The performance participation interest is paid, at the Adviser's election, in cash, Class E shares, Class E units or any combination thereof. During the three and nine months ended September 30, 2025, the Company accrued $0.1 million and $0.3 million of performance participation allocation, respectively. During the three and nine months ended September 30, 2024, the Company accrued $0.1 million and $0.3 million of performance participation allocation, respectively.

The Company may retain certain of the Adviser's affiliates for necessary services relating to the Company's investments or its operations, including but not limited to any accounting and audit services (including valuation support services), account management services, administrative services, data management services, information technology services, finance/budget services, legal services, operational services, risk management services, tax services, treasury services, construction, special servicing, leasing, development, coordinating closing and post-closing procedures, property oversight, statutory services, and other property management services, as well as services related to mortgage servicing, group purchasing, healthcare, consulting/brokerage, capital markets/credit origination, broker-dealer services, underwriting, placing, syndicating, structuring, arranging, debt advisory services and other similar services, loan servicing, property, title and/or other types of insurance, title agency services, management consulting and other similar operational matters. Any fees paid to the Adviser's affiliates for any such services will not reduce the management fee or performance participation allocation. Any such arrangements will be at market terms and rates.

The Company has engaged Nations Land Services, L.P. ("Nations"), a title agent company affiliated with Apollo. Nations acts as a title agent in facilitating and issuing title insurance in connection with investments by the Company, affiliates, and related parties, and third parties. Apollo receives distributions from Nations in connection with investments by the Company based on its equity interest in Nations. In each case, there will be no related offset to the Company. During the nine months ended September 30, 2025, the Company incurred $0.2 million of expenses for services provided by Nations.

In February 2025, the Company engaged Lyra Client Solutions Holdings, LLC ("Lyra"), an end-to-end client service platform affiliated with Apollo. Lyra provides administration, data management, trade operations, investor onboarding and servicing, technology and other similar services for institutional, global wealth, global family office and retail investors. During the nine months ended September 30, 2025, the Company incurred $0.3 million of expenses for services provided by Lyra.

The Dealer Manager serves as the dealer manager for the Follow-On Offering. The Dealer Manager is a registered broker-dealer affiliated with the Adviser. The Company entered into an agreement (the "Dealer Manager Agreement") with the Dealer Manager in connection with the Follow-On Offering. Subject to the terms of the Dealer Manager Agreement, the Company's obligations to pay stockholder servicing fees with respect to the Class S shares and Class D shares sold in the Follow-On Offering shall survive until such shares are no longer outstanding (including because such shares have converted into Class I shares or Class F-I shares).

18


Table of Contents

 

The Dealer Manager is entitled to receive selling commissions of up to 3.0%, and dealer manager fees of up to 0.5%, of the transaction price of each Class S share sold in the primary offering; however, such amounts may vary at certain participating broker-dealers, provided that the sum will not exceed 3.5% of the transaction price. Participating broker-dealers are third-party broker-dealers engaged by the Dealer Manager to participate in the distribution of shares of the Company's common stock. The Dealer Manager is also entitled to receive selling commissions of up to 1.5% of the transaction price of each Class D share sold in the primary offering. The Dealer Manager also receives a stockholder servicing fee of 0.85% and 0.25% per annum of the aggregate NAV of the Company's outstanding Class S and Class D shares, respectively. The Dealer Manager has entered into agreements with selected dealers that agree to distribute the Company's shares in the Follow-On Offering, which will provide, among other things, for the reallowance of the full amount of the selling commissions and stockholder servicing fees to such selected dealers. The Company will cease paying the stockholder servicing fee with respect to any Class S share or Class D share held in a stockholder's account at the end of the month in which the total selling commissions, dealer manager fees and stockholder servicing fees paid with respect to such shares would exceed, in the aggregate, 8.75% of the gross proceeds from the sale of such shares. The Company accrues the cost of the stockholder servicing fee as an offering cost at the time each Class S share and Class D share is sold during the primary offering. There will not be a stockholder servicing fee, upfront selling commission or dealer manager fee with respect to Class I shares, Class F-I shares, Class A-I shares and Class A-III shares.

From time to time, the Company makes co-investments in commercial mortgage and mezzanine loans alongside Apollo affiliates. As of September 30, 2025, all of the Company's investments in commercial mortgage and mezzanine loans were pari-passu co-investments with Apollo affiliates.

The Company may also offer Class E shares, which will only be available to certain of Apollo's affiliates, directors and employees, in one or more private placements. These shares are not being offered to the public pursuant to the Follow-On Offering and will not incur any upfront selling costs, ongoing servicing costs, management fee or performance participation allocation.

Apollo ARIS Holdings LLC, an indirect wholly-owned subsidiary of Apollo, has elected to reinvest the dividends declared on its Class F-I shares, which resulted in the issuance of 151 and 449 additional Class F-I shares during the three and nine months ended September 30, 2025, respectively.

An affiliate of Apollo has elected to reinvest its dividends declared on its Class A-I units, which resulted in the issuance of 73,257 and 217,862 additional Class A-I units during the three and nine months ended September 30, 2025, respectively.

Due to Affiliates

The following table details the Company's expenses that are due to its Adviser:

 

 

September 30, 2025

 

 

December 31, 2024

 

Organization and offering

 

$

6,746

 

 

$

7,944

 

General and administrative

 

 

6,200

 

 

 

7,301

 

Management fee payable

 

 

1,096

 

 

 

828

 

Accrued performance participation allocation

 

 

297

 

 

 

443

 

Accrued stockholder servicing fee

 

 

22

 

 

 

15

 

Total

 

$

14,361

 

 

$

16,531

 

Organization and Offering Expenses

The Adviser advanced $8.0 million of organization and offering expenses (including legal, accounting, and other expenses attributable to the Company's organization, but excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) on behalf of the Company for costs incurred through December 22, 2023. The Company reimburses the Adviser for all such advanced costs ratably over the 60 month period beginning December 22, 2024.

General and Administrative Expenses

The Adviser advanced $7.3 million of general and administrative expenses on behalf of the Company for expenses incurred through December 22, 2023. The Company reimburses the Adviser for all such advanced expenses ratably over the 60 month period beginning December 24, 2024.

Management Fee Payable

The Adviser is entitled to a management fee equal to 1.25% of NAV per annum, payable monthly on Class S shares, Class D shares, and Class I shares. The Adviser will be paid a management fee equal to 1.0% of NAV per annum, payable monthly on Class F-I shares, and Class A-I shares. The Adviser will be paid a management fee equal to 1.0% of NAV for Class A-III shares per annum payable monthly; and provided that, for the period from April 1, 2023 through January 2, 2027, this management fee will be reduced to 0.85% of NAV for Class A-III shares per annum payable monthly. The management fee will be paid, at the Adviser's election, in cash, Class E shares, Class E units or any combination thereof. During the three and nine months ended September 30, 2025, the Company incurred $3.2 million and $8.8 million of management fees.

19


Table of Contents

 

During the three months ended September 30, 2025, the Company issued 129,750 Class E shares and 13,939 Class E units to the Adviser as payment for its management fee. The shares and units issued to the Adviser for payment of the management fee were issued at the applicable NAV per share/unit at the end of each month for which the fee was earned, in reliance upon the exemption from registration set forth in Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"). The Adviser did not submit any repurchase requests for any shares or Operating Partnership units previously issued as payment for the management fee during the nine months ended September 30, 2025.

The Adviser has elected to reinvest the dividends declared on the shares and Operating Partnership units issued for its management fee. In connection with such dividend reinvestment, the Company issued (i) 11,018 and 27,147 Class E shares and (ii) 2,187 and 5,843 Class E units to the Adviser in lieu of cash for the dividends paid during the three and nine months ended September 30, 2025, respectively.

Accrued Performance Participation Allocation

The Special Limited Partner holds a performance participation interest in the Operating Partnership equal to (1) 12.5% of the Total Return with respect to Class S units, Class D units and Class I units and (2) 9.0% of the Total Return with respect to Class F-I units subject to a 5% Hurdle Amount and a High Water Mark with respect to such class of Operating Partnership units, with a Catch-Up.

The performance participation interest is accrued monthly and paid annually. During the nine months ended September 30, 2025, the Company issued 20,744 Class E units to the Special Limited Partner in satisfaction of the performance participation allocation earned during the year ended December 31, 2024. The Operating Partnership units issued to the Special Limited Partner for payment of the performance participation allocation were issued at the applicable NAV per share/unit as of December 31, 2024, in reliance upon the exemption from registration set forth in Section 4(a)(2) of the Securities Act. The Special Limited Partner did not submit any repurchase requests for any Operating Partnership units previously issued as payment of the performance participation allocation during the three and nine months ended September 30, 2025.

Accrued Stockholder Servicing Fee

The Company accrues the full amount of the future stockholder servicing fees payable to the Dealer Manager, up to 8.75% of the 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 as part of its continuous public offering, that provide, among other things, for the payment 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.

Note 12 - Economic Dependency

The Company depends on the Adviser and its affiliates for certain services that are essential to it, including the sale of the Company's shares of common stock, acquisition and disposition decisions, and certain other responsibilities. In the event that the Adviser and its affiliates are unable or unwilling to provide such services, the Company would be required to find alternative service providers. The Company may retain third parties, including certain of the Adviser's affiliates, for necessary services relating to its investments or operations.

Note 13 - Share Based Payments

The Company's board of directors approved the Apollo Realty Income Solutions, Inc. Amended and Restated 2022 Equity Incentive Plan (the "2022 Equity Incentive Plan"), pursuant to which shares of the Company's common stock may be granted from time to time to directors and officers of the Company and employees of the Adviser. The 2022 Equity Incentive Plan allows for up to 10,000,000 shares of the Company's common stock to be issued.

The following table summarizes the grants, vesting and forfeitures of restricted common stock during the nine months ended September 30, 2025:

 

 

 

Restricted Stock

 

 

Grant Date Fair Value ($ in thousands)

 

Outstanding as of December 31, 2024

 

 

4,763

 

 

 

 

Granted

 

 

4,681

 

 

 

100

 

Vested

 

 

(4,763

)

 

 

 

Forfeiture

 

 

 

 

 

 

Outstanding as of September 30, 2025

 

 

4,681

 

 

 

 

Restricted Stock Grants

During the nine months ended September 30, 2025, the Company issued 4,681 Class E shares to the independent directors of the Company's board of directors to cover the restricted stock portion of the annual base director's fee for the independent directors' services to the Company. The fair value of these shares was determined using the most recently available NAV and they are subject to a one-year vesting period.

 

 

20


Table of Contents

 

During the three and nine months ended September 30, 2025, the Company recorded $25 thousand and $75 thousand of restricted stock amortization as general and administrative expenses in the condensed consolidated statement of operations, respectively. There are six months of remaining amortization related to the grants of restricted stock, which represents unrecognized compensation cost of $50 thousand as of September 30, 2025.

Note 14 - Equity

Authorized Capital

As of September 30, 2025, the Company is authorized to issue preferred stock and seven classes of common stock consisting of Class S shares, Class D shares, Class I shares, Class F-I shares, Class A-I shares, Class A-III shares, and Class E shares. The differences among the classes of common stock relate to upfront selling commissions, dealer manager fees, and ongoing stockholder servicing fees, as well as varying management and performance participation allocations. See "Note 11 - Related Party Transactions" for additional information.

As of September 30, 2025 and December 31, 2024, the Company had the following classes of common stock authorized, issued and outstanding:

 

 

 

September 30, 2025

 

 

December 31, 2024

 

Classification

 

Shares Authorized

 

 

Shares Issued and Outstanding

 

 

Shares Authorized

 

 

Shares Issued and Outstanding

 

Preferred Stock, $0.01 par value per share

 

 

100,000,000

 

 

 

 

 

 

100,000,000

 

 

 

 

Class S Shares, $0.01 par value per share

 

 

100,000,000

 

 

 

10,690

 

 

 

100,000,000

 

 

 

5,750

 

Class D Shares, $0.01 par value per share

 

 

100,000,000

 

 

 

4,888

 

 

 

100,000,000

 

 

 

4,715

 

Class I Shares, $0.01 par value per share

 

 

150,000,000

 

 

 

1,256,041

 

 

 

100,000,000

 

 

 

1,017,717

 

Class F-S Shares, $0.01 par value per share

 

 

 

 

 

 

 

 

100,000,000

 

 

 

 

Class F-D Shares, $0.01 par value per share

 

 

 

 

 

 

 

 

100,000,000

 

 

 

 

Class F-I Shares, $0.01 par value per share

 

 

100,000,000

 

 

 

1,536,334

 

 

 

100,000,000

 

 

 

1,565,701

 

Class A-I Shares, $0.01 par value per share

 

 

200,000,000

 

 

 

20,436,967

 

 

 

100,000,000

 

 

 

16,582,608

 

Class A-II Shares, $0.01 par value per share

 

 

 

 

 

 

 

 

100,000,000

 

 

 

 

Class A-III Shares, $0.01 par value per share

 

 

250,000,000

 

 

 

37,414,743

 

 

 

100,000,000

 

 

 

25,546,118

 

Class E Shares, $0.01 par value per share

 

 

100,000,000

 

 

 

869,398

 

 

 

100,000,000

 

 

 

489,542

 

Total

 

 

1,100,000,000

 

 

 

61,529,061

 

 

 

1,100,000,000

 

 

 

45,212,151

 

Common Stock

The following table details the movement in the Company's outstanding shares of common stock:

 

 

Class S

 

 

Class D

 

 

Class I

 

 

Class F-I

 

 

Class A-I

 

 

Class A-III

 

 

Class E

 

Beginning balance, December 31, 2024

 

 

5,750

 

 

 

4,715

 

 

 

1,017,717

 

 

 

1,565,701

 

 

 

16,582,608

 

 

 

25,546,118

 

 

 

489,542

 

Common stock issued

 

 

 

 

 

 

 

 

51,629

 

 

 

 

 

 

1,652,390

 

 

 

4,213,973

 

 

 

110,501

 

Repurchase of common stock

 

 

 

 

 

 

 

 

 

 

 

(2,443

)

 

 

(182,844

)

 

 

(112,835

)

 

 

(11,990

)

Dividend reinvestment

 

 

 

 

 

57

 

 

 

3,034

 

 

 

3,459

 

 

 

90,170

 

 

 

9,027

 

 

 

7,287

 

Ending balance, March 31, 2025

 

 

5,750

 

 

 

4,772

 

 

 

1,072,380

 

 

 

1,566,717

 

 

 

18,142,324

 

 

 

29,656,283

 

 

 

595,340

 

Common stock issued

 

 

 

 

 

 

 

 

76,105

 

 

 

 

 

 

1,047,441

 

 

 

3,809,905

 

 

 

123,978

 

Repurchase of common stock

 

 

 

 

 

 

 

 

(5,752

)

 

 

(9,930

)

 

 

(43,330

)

 

 

(91,076

)

 

 

 

Dividend reinvestment

 

 

 

 

 

57

 

 

 

3,596

 

 

 

3,497

 

 

 

99,783

 

 

 

18,793

 

 

 

9,149

 

Ending balance, June 30, 2025

 

 

5,750

 

 

 

4,829

 

 

 

1,146,329

 

 

 

1,560,284

 

 

 

19,246,218

 

 

 

33,393,905

 

 

 

728,467

 

Common stock issued

 

 

4,922

 

 

 

 

 

 

119,880

 

 

 

 

 

 

1,173,215

 

 

 

4,270,583

 

 

 

129,749

 

Repurchase of common stock

 

 

 

 

 

 

 

 

(14,392

)

 

 

(27,402

)

 

 

(88,359

)

 

 

(272,533

)

 

 

 

Dividend reinvestment

 

 

18

 

 

 

59

 

 

 

4,224

 

 

 

3,452

 

 

 

105,893

 

 

 

22,788

 

 

 

11,182

 

Ending balance, September 30, 2025

 

 

10,690

 

 

 

4,888

 

 

 

1,256,041

 

 

 

1,536,334

 

 

 

20,436,967

 

 

 

37,414,743

 

 

 

869,398

 

Distributions

The Company generally intends to distribute substantially all of its taxable income to its stockholders each year to comply with the REIT provisions of the Code, as amended. Taxable income does not necessarily equal net income calculated in accordance with GAAP.

Each class of common stock receives the same gross distribution per share. The net distribution per share varies for each share class based on differing fee structures. Additionally, net distributions will vary based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the applicable distributor.

The following tables detail the aggregate distributions declared for each applicable class of common stock for the three and nine months ended September 30, 2025:

21


Table of Contents

 

 

Three Months Ended September 30, 2025

 

 

 

Class S

 

 

Class D

 

 

Class I

 

 

Class F-I

 

 

Class A-I

 

 

Class A-III

 

 

Class E

 

Aggregate gross distribution declared per share of common stock

 

$

0.3368

 

 

$

0.3368

 

 

$

0.3368

 

 

$

0.3368

 

 

$

0.3368

 

 

$

0.3368

 

 

$

0.3368

 

Management fee per share of common stock

 

 

(0.0668

)

 

 

(0.0668

)

 

 

(0.0668

)

 

 

(0.0530

)

 

 

(0.0539

)

 

 

(0.0458

)

 

 

 

Stockholder servicing fee per share of common stock

 

 

(0.0449

)

 

 

(0.0134

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net distribution declared per share of common stock

 

$

0.2251

 

 

$

0.2566

 

 

$

0.2700

 

 

$

0.2838

 

 

$

0.2829

 

$

0.2910

 

 

$

0.3368

 

 

 

Nine Months Ended September 30, 2025

 

 

 

Class S

 

 

Class D

 

 

Class I

 

 

Class F-I

 

 

Class A-I

 

 

Class A-III

 

 

Class E

 

Aggregate gross distribution declared per share of common stock

 

$

1.0095

 

 

$

1.0095

 

 

$

1.0095

 

 

$

1.0095

 

 

$

1.0095

 

 

$

1.0095

 

 

$

1.0095

 

Management fee per share of common stock

 

 

(0.1995

)

 

 

(0.1995

)

 

 

(0.1995

)

 

 

(0.1581

)

 

 

(0.1608

)

 

 

(0.1365

)

 

 

 

Stockholder servicing fee per share of common stock

 

 

(0.1334

)

 

 

(0.0398

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net distribution declared per share of common stock

 

$

0.6766

 

 

$

0.7702

 

 

$

0.8100

 

 

$

0.8514

 

 

$

0.8487

 

$

0.8730

 

 

$

1.0095

 

Repurchases

During the three months ended September 30, 2025, the Company repurchased 272,532 Class A-III shares, 88,359 Class A-I shares, 27,402 Class F-I shares and 14,392 Class I shares for a total of $8.6 million. During the nine months ended September 30, 2025 the Company repurchased 476,443 Class A-III shares, 314,532 Class A-I shares, 39,776 Class F-I shares, 20,144 Class I shares and 11,990 Class E shares for a total of $18.4 million. The Company had no unfulfilled repurchase requests as of September 30, 2025.

Redeemable Non-Controlling Interest

In connection with its management fee, the Adviser has elected to receive Class E units. Additionally, the Special Limited Partner has elected to receive Class E units in satisfaction of the performance participation allocation. See Note 11 - Related Party Transactions for additional information on the Adviser and Special Limited Partner's interest. Because the Adviser and Special Limited Partner have the ability to redeem their Class E units for Class E shares in the Company or cash, at their election, the Company has classified these Class E units as redeemable non-controlling interest in mezzanine equity on the Company's condensed consolidated balance sheet.

During the three and nine months ended September 30, 2025, the Company issued 13,939 and 41,273 Class E units, respectively, to the Adviser for the management fee earned on the Operating Partnership units issued to an affiliate of Apollo.

During the nine months ended September 30, 2025, the Company issued 20,744 Class E units to the Special Limited Partner in satisfaction of the performance participation allocation.

The redeemable non-controlling interest is recorded at the greater of the carrying amount, adjusted for its share of income or loss and dividends, or the redemption value, which is equivalent to fair value, of such Class E units at the end of the measurement period. Accordingly, the Company recorded an allocation adjustment between Additional paid-in capital and redeemable non-controlling interest of $49 thousand during the nine months ended September 30, 2025 to reflect their redemption value.

The following table details the redeemable non-controlling interest activity related to the Adviser for the nine months ended September 30, 2025 ($ in thousands):

 

Adviser

 

Balance at December 31, 2024

 

$

2,817

 

Settlement of management fees

 

 

884

 

Settlement of performance participation allocation

 

 

443

 

GAAP income allocation

 

 

178

 

Distributions

 

 

(181

)

Reinvestment of distributions

 

 

173

 

Fair value allocation

 

 

49

 

Balance at September 30, 2025

 

$

4,363

 

 

Non-Controlling Interests - Operating Partnership Unitholders

On December 22, 2022, the Company issued 5,000,000 Class A-I units to an affiliate of Apollo for the aggregate consideration of $100.0 million in a private placement. Operating Partnership units are subject to the same fees as the corresponding classes of common stock and do not have any preferential rights relative to the Company's interest in the Operating Partnership.

22


Table of Contents

 

Currently all Operating Partnership unitholders have elected to reinvest their dividends. In connection with such dividend reinvestment, in lieu of cash for dividends paid during the three and nine months ended September 30, 2025, the Company issued 73,257 and 217,862 Class A-I units, respectively.

Non-Controlling Interests Attributable to Preferred Stockholders

A subsidiary of the Company elected to be taxed as a REIT for U.S. federal income tax purposes. This subsidiary has issued preferred non-voting shares to be held by investors to ensure compliance with the Code requirement that REITs have at least 100 shareholders. The preferred shares have a face amount of $1,000 and carry a 12.0% annual dividend payable semi-annually. As of September 30, 2025, this subsidiary had $125,000 of preferred non-voting shares outstanding.

 

Note 15 - Earnings per Share

The Company's net income (loss) and weighted average number of shares outstanding for the three and nine months ended September 30, 2025, and for the three and nine months ended September 30, 2024, consist of the following (in thousands):

 

Basic and Diluted Net Income per Share Attributable to ARIS Stockholders

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to ARIS stockholders

$

16,177

 

 

$

11,530

 

 

$

45,702

 

 

$

29,361

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted weighted average shares of common stock outstanding (1)

 

59,524

 

 

 

36,554

 

 

 

54,333

 

 

 

30,673

 

Basic and diluted net income (loss) per share of common stock

$

0.27

 

 

$

0.32

 

 

$

0.84

 

 

$

0.96

 

(1) The weighted average shares of common stock outstanding are inclusive of outstanding restricted stock grants, the impact of which is not material to the basic and diluted net income (loss) per share of common stock.

 

Note 16 - Commitments and Contingencies

From time to time, the Company may be involved in various claims and legal actions arising in the ordinary course of business. As of September 30, 2025 and December 31, 2024, the Company was not subject to any material litigation nor is the Company aware of any material litigation threatened against it.

As of September 30, 2025, the Company had $423.9 million of unfunded commitments related to its investments in real estate debt. The timing and amounts of fundings are uncertain as these commitments relate to loans for construction costs, capital expenditures, leasing costs, interest and carry costs, among others. As such, the timing and amounts of future fundings depend on the progress and performance of the underlying assets of the Company's investments in real estate debt.

Note 17 - Segment Reporting

The Company operates in two segments, Real Estate and Real Estate Debt, both of which are reportable segments. The Real Estate segment includes all of the Company's activities related to investments in properties and the Real Estate Debt segment includes all of the Company's activities related to investments in commercial mortgage and mezzanine loans and real estate-related securities. Other Corporate includes cash and cash equivalents, general and administrative expenses, management fee, performance participation allocation, interest expense and other income.

Segment information is utilized by the Company's chief operating decision maker (the "CODM") to assess performance and to allocate resources. The CODM is the Company's senior executive committee, comprised of its chief executive officer, chief operating officer and chief financial officer. Segment net operating income ("Segment NOI") is the key performance measure used by the CODM in evaluating the performance of each reportable segment. The CODM uses Segment NOI to make key operating decisions, such as identifying attractive investment opportunities and/or dispositions of existing investments, determining the sources and suitable level of leverage used to finance the Company's investments and deciding the appropriate amount and timing of its distributions.

Segment NOI for the Real Estate segment is calculated as revenue less rental operating expenses. Segment NOI for the Real Estate Debt segment is equal to income from investments in real estate debt. Segment NOI excludes corporate level transactions.

The following table sets forth the total assets by segment as of September 30, 2025 and December 31, 2024 ($ in thousands):

23


Table of Contents

 

 

 

September 30, 2025

 

 

December 31, 2024

 

Real Estate

 

$

549,476

 

 

$

282,996

 

Real Estate Debt

 

 

1,220,307

 

 

 

892,203

 

Other Corporate

 

 

53,697

 

 

 

82,405

 

Total Assets

 

$

1,823,480

 

 

$

1,257,604

 

 

The following table sets forth the financial results by segment for the three months ended September 30, 2025 ($ in thousands):

 

 

 

Real Estate

 

 

Real Estate Debt

 

 

Other Corporate

 

 

Total

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

10,258

 

 

$

 

 

$

 

 

$

10,258

 

Total revenues

 

 

10,258

 

 

 

 

 

 

 

 

 

10,258

 

Segment Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Rental property operating

 

 

(2,498

)

 

 

 

 

 

 

 

 

(2,498

)

Total segment expenses

 

 

(2,498

)

 

 

 

 

 

 

 

 

(2,498

)

Income from investments in real estate debt

 

 

 

 

 

24,820

 

 

 

 

 

 

24,820

 

Segment net operating income

 

$

7,760

 

 

$

24,820

 

 

$

 

 

$

32,580

 

Other income and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Other income

 

$

 

 

$

 

 

$

763

 

 

$

763

 

Interest expense, net

 

 

 

 

 

 

 

 

(5,723

)

 

 

(5,723

)

Depreciation and amortization

 

 

(4,859

)

 

 

 

 

 

 

 

 

(4,859

)

General and administrative

 

 

 

 

 

 

 

 

 

 

 

(1,730

)

Management fee

 

 

 

 

 

 

 

 

 

 

 

(3,185

)

Performance participation allocation

 

 

 

 

 

 

 

 

 

 

 

(108

)

Total other income and expenses

 

 

(4,859

)

 

 

 

 

 

(4,960

)

 

 

(14,842

)

Net income

 

 

 

 

 

 

 

 

 

 

$

17,738

 

Net income attributable to non-controlling interests in the Operating Partnership

 

 

 

 

 

 

 

 

 

 

$

1,561

 

Net income (loss) attributable to preferred stockholders

 

 

 

 

 

 

 

 

 

 

$

 

Net income attributable to ARIS stockholders

 

 

 

 

 

 

 

 

 

 

$

16,177

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table sets forth the financial results by segment for the three months ended September 30, 2024 ($ in thousands):

 

24


Table of Contents

 

 

 

Real Estate

 

 

Real Estate Debt

 

 

Other Corporate

 

 

Total

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

6,302

 

 

$

 

 

$

 

 

$

6,302

 

Total revenues

 

 

6,302

 

 

 

 

 

 

 

 

 

6,302

 

Segment Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Rental property operating

 

 

(1,474

)

 

 

 

 

 

 

 

 

(1,474

)

Total segment expenses

 

 

(1,474

)

 

 

 

 

 

 

 

 

(1,474

)

Income from investments in real estate debt

 

 

 

 

 

17,366

 

 

 

 

 

 

17,366

 

Segment net operating income

 

$

4,828

 

 

$

17,366

 

 

$

 

 

$

22,194

 

Other income and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Other income

 

$

 

 

$

 

 

$

1,549

 

 

$

1,549

 

Interest expense, net

 

 

 

 

 

 

 

 

(4,091

)

 

 

(4,091

)

Depreciation and amortization

 

 

(2,793

)

 

 

 

 

 

 

 

 

(2,793

)

General and administrative

 

 

 

 

 

 

 

 

 

 

 

(1,424

)

Management fee

 

 

 

 

 

 

 

 

 

 

 

(2,121

)

Performance participation allocation

 

 

 

 

 

 

 

 

 

 

 

(75

)

Total other income and expenses

 

 

(2,793

)

 

 

 

 

 

(2,542

)

 

 

(8,955

)

Net income

 

 

 

 

 

 

 

 

 

 

$

13,239

 

Net income attributable to non-controlling interests in the Operating Partnership

 

 

 

 

 

 

 

 

 

 

$

1,709

 

Net income (loss) attributable to preferred stockholders

 

 

 

 

 

 

 

 

 

 

$

 

Net income attributable to ARIS stockholders

 

 

 

 

 

 

 

 

 

 

$

11,530

 

 

The following table sets forth the financial results by segment for the nine months ended September 30, 2025 ($ in thousands):

 

 

 

Real Estate

 

 

Real Estate Debt

 

 

Other Corporate

 

 

Total

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

24,774

 

 

$

 

 

$

 

 

$

24,774

 

Total revenues

 

 

24,774

 

 

 

 

 

 

 

 

 

24,774

 

Segment Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Rental property operating

 

 

(5,645

)

 

 

 

 

 

 

 

 

(5,645

)

Total segment expenses

 

 

(5,645

)

 

 

 

 

 

 

 

 

(5,645

)

Income from investments in real estate debt

 

 

 

 

 

67,403

 

 

 

 

 

 

67,403

 

Segment net operating income

 

$

19,129

 

 

$

67,403

 

 

$

 

 

$

86,532

 

Other income and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Other income

 

$

 

 

$

 

 

$

2,896

 

 

$

2,896

 

Interest expense, net

 

 

 

 

 

 

 

 

(13,485

)

 

 

(13,485

)

Depreciation and amortization

 

 

(11,136

)

 

 

 

 

 

 

 

 

(11,136

)

General and administrative

 

 

 

 

 

 

 

 

 

 

 

(5,258

)

Management fee

 

 

 

 

 

 

 

 

 

 

 

(8,778

)

Performance participation allocation

 

 

 

 

 

 

 

 

 

 

 

(297

)

Total other income and expenses

 

 

(11,136

)

 

 

 

 

 

(10,589

)

 

 

(36,058

)

Net income

 

 

 

 

 

 

 

 

 

 

$

50,474

 

Net income attributable to non-controlling interests in the Operating Partnership

 

 

 

 

 

 

 

 

 

 

$

4,764

 

Net income (loss) attributable to preferred stockholders

 

 

 

 

 

 

 

 

 

 

$

8

 

Net income attributable to ARIS stockholders

 

 

 

 

 

 

 

 

 

 

$

45,702

 

 

 

 

 

The following table sets forth the financial results by segment for the nine months ended September 30, 2024 ($ in thousands):

 

25


Table of Contents

 

 

 

Real Estate

 

 

Real Estate Debt

 

 

Other Corporate

 

 

Total

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

15,020

 

 

$

 

 

$

 

 

$

15,020

 

Total revenues

 

 

15,020

 

 

 

 

 

 

 

 

 

15,020

 

Segment Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Rental property operating

 

 

(2,871

)

 

 

 

 

 

 

 

 

(2,871

)

Total segment expenses

 

 

(2,871

)

 

 

 

 

 

 

 

 

(2,871

)

Income from investments in real estate debt

 

 

 

 

 

41,931

 

 

 

 

 

 

41,931

 

Segment net operating income

 

$

12,149

 

 

$

41,931

 

 

$

 

 

$

54,080

 

Other income and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Other income

 

$

 

 

$

 

 

$

4,022

 

 

$

4,022

 

Interest expense, net

 

 

 

 

 

 

 

 

(6,745

)

 

 

(6,745

)

Depreciation and amortization

 

 

(6,375

)

 

 

 

 

 

 

 

 

(6,375

)

General and administrative

 

 

 

 

 

 

 

 

 

 

 

(4,703

)

Management fee

 

 

 

 

 

 

 

 

 

 

 

(5,437

)

Performance participation allocation

 

 

 

 

 

 

 

 

 

 

 

(347

)

Total other income and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

 

$

34,495

 

Net income attributable to non-controlling interests in the Operating Partnership

 

 

 

 

 

 

 

 

 

 

$

5,127

 

Net income (loss) attributable to preferred stockholders

 

 

 

 

 

 

 

 

 

 

$

7

 

Net income attributable to ARIS stockholders

 

 

 

 

 

 

 

 

 

 

$

29,361

 

 

Note 18 - Subsequent Events

Subsequent to the nine months ended September 30, 2025, the following events took place:

Investment Activity: The Company funded approximately $23.0 million for previously closed mortgage loans and purchased $20.0 million of real estate-related securities.

26


Table of Contents

 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

References herein to "Apollo Realty Income Solutions," "ARIS," "Company," "we," "us," or "our" refer to Apollo Realty Income Solutions, Inc. and its subsidiaries unless the context specifically requires otherwise.

The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and accompanying notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q. In addition to historical data, this discussion contains forward-looking statements about our business, operations, and financial performance based on current expectations that involve risks, uncertainties and assumptions. Our actual results may differ materially from those in this discussion as a result of various factors, including but not limited to those discussed in Part I. Item 1A - "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 21, 2025.

 

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the federal securities laws and the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by the use of forward-looking terminology such as "believe", "expect", "anticipate", "estimate", "plan", "continue", "intend", "should", "may" or similar expressions, or the negatives thereof. These may include our financial projections and estimates and their underlying assumptions, statements about plans, objectives and expectations with respect to future operations, statements with respect to acquisitions, statements regarding future performance and statements regarding identified but not yet closed acquisitions. 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. We believe these factors also include but are not limited to those described under the section entitled "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 21, 2025, and any such updated factors included in our periodic filings with the SEC, 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 this document (or our prospectus and other filings). Except as otherwise required by federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

Overview

We are a Maryland corporation formed on September 8, 2021. We were formed to invest primarily in a portfolio of diversified income-oriented commercial real estate in the United States. We are an externally advised, perpetual-life corporation that intends to qualify as a REIT for U.S. federal income tax purposes. We were formed to directly and indirectly acquire real estate and real estate-related assets and, to a lesser extent, commercial real estate debt. Our investment objectives are to invest in assets that will enable us to:

provide current income in the form of regular, stable cash distributions to achieve an attractive dividend yield;
preserve and protect invested capital;
realize appreciation in NAV from proactive investment management and asset management; and
provide an investment alternative for stockholders seeking to allocate a portion of their long-term investment portfolios to commercial real estate with lower volatility than public real estate companies.

There can be no assurance that we will achieve our investment objective, which is primarily to acquire a portfolio of diversified institutional quality, income-oriented commercial real estate located in the United States. This may include hotel, industrial, data centers, multifamily, retail and office assets, as well as others, including, without limitation, healthcare, student housing, life sciences, hospitality, senior living, manufactured housing and storage properties. Our real estate debt investments will focus on non-distressed public and private real estate debt, including, but not limited to, commercial mortgage-backed securities, commercial mortgage and mezzanine loans, and other forms of debt, and may also include preferred equity.

We elected to be taxed as a REIT for U.S. federal income tax purposes beginning with our taxable year ended December 31, 2023. We plan to own all or substantially all of our assets through the Operating Partnership.

Our board of directors will, at all times, have ultimate oversight and policy-making authority over us, including responsibility for governance, financial controls, compliance and disclosure. However, pursuant to the Advisory Agreement, we have delegated to the Adviser the authority to source, evaluate and monitor our investment opportunities and make decisions related to the acquisition, management, financing and disposition of our assets, in accordance with our investment objectives, guidelines, policies and limitations, subject to oversight by our board of directors.

On June 29, 2022, we commenced our initial public offering for up to $5.0 billion in shares of our common stock (the "Initial Public Offering"). On June 26, 2025, the Initial Public Offering terminated and we commenced our Follow-On Offering of up to $5.0 billion in shares of common stock, 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. Additionally, we are conducting a private offering of Class E shares to certain of Apollo's affiliates and employees and our directors, which is exempt from the registration provisions set forth in Section 4(a)(2) of the Securities Act. As of November 6, 2025, we have

27


Table of Contents

 

received cumulative net proceeds of $1.5 billion, including proceeds received pursuant to our distribution reinvestment plan, from the sale of our Class S shares, Class D shares, Class I shares, Class F-I shares, Class A-I shares, Class A-III shares and Class E shares in our continuous public and private offerings. We have contributed the net proceeds from the sale of shares to the Operating Partnership in exchange for a corresponding number of Class S units, Class D units, Class I units, Class F-I units, Class A-I units, Class A-III units and Class E units. The Operating Partnership has primarily used the net proceeds to make investments in real estate, real estate debt and real estate-related securities, as further described below under "Portfolio". We intend to continue selling shares of our common stock on a monthly basis through the Follow-On Offering and our private offering.

We are not aware of any material trends or uncertainties, favorable or unfavorable, other than national economic conditions affecting real estate generally, that may be reasonably anticipated to have a material impact on either capital resources or the revenues or income to be derived from acquiring properties or real estate debt.

Q3 Highlights

Operating and Capital Raise Results:

We raised $121.9 million, inclusive of $2.9 million from our distribution reinvestment plan, of net proceeds in the Follow-On Offering during the three months ended September 30, 2025.
We declared monthly net distributions totaling $18.8 million for the three months ended September 30, 2025.
The details of our annualized distribution rates and total returns for the three months ended September 30, 2025 are shown in the following table:

 

 

 

Class S

 

Class D

 

Class I

 

Class F-I

 

Class A-I

 

Class A-III

Annualized Distribution Rate(1)

 

4.3%

 

4.8%

 

5.1%

 

5.4%

 

5.3%

 

5.4%

Year-to-Date Total Return, without upfront selling commissions(2)

 

3.8%

 

4.2%

 

4.4%

 

4.8%

 

5.2%

 

5.3%

Year-to-Date Total Return, assuming maximum upfront selling commissions(2)

 

0.3%

 

2.7%

 

N/A

 

N/A

 

N/A

 

N/A

Inception-to-Date Total Return, without upfront selling commissions(2)

 

5.4%

 

6.0%

 

6.2%

 

6.4%

 

7.7%

 

7.3%

Inception-to-Date Total Return, assuming maximum upfront selling commissions(2)

 

2.9%

 

4.4%

 

N/A

 

N/A

 

N/A

 

N/A

(1)
Reflects the distribution amount as of September 30, 2025 annualized and divided by the prior month's NAV, which is inclusive of all fees and expenses.
(2)
Total return is calculated as the change in NAV per share during the period, plus distributions per share (assuming distributions are reinvested in accordance with our distribution reinvestment plan) divided by the NAV per share at the beginning of the period. Inception-to-Date returns are annualized.

Investing and Financing Activity:

Acquired a 736,000 square foot industrial property located in Newton, NC ("3707 W NC 10 Hwy") and a 127,000 square foot industrial property located in Tolleson, AZ ("8681 W Jefferson Street"), for $55.3 million and $34.0 million, respectively, inclusive of acquisition costs. Both properties are 100% leased with approximately nine years and five years of remaining lease term, respectively.
Committed $175.0 million of capital to new commercial mortgage loans (with $108.8 million funded at closing) and provided $77.0 million of add-on fundings to existing commercial mortgage loans during the three months ended September 30, 2025.
Received $74.7 million of repayments from commercial mortgage loans and $5.9 million of repayments from real estate-related securities, resulting in a $47 thousand realized gain.
Entered into a $500.0 million repurchase agreement with Barclays, providing us with additional capacity to borrow against our investments in commercial mortgage loans.
Actively utilized available capacity under our secured debt arrangements, obtaining $103.0 million of net proceeds from the JPM Repurchase Facility.
As of September 30, 2025, our leverage ratio was 0.3x. Our leverage ratio is calculated by dividing (i) the fair value of asset-specific and corporate level debt by (ii) NAV.

 

 

 

28


Table of Contents

 

Current Portfolio:

Our current portfolio as of September 30, 2025 consisted of investments in real estate debt (approximately 68% based on fair value) and investments in real estate (approximately 32% based on fair value).
Our investments in real estate debt as of September 30, 2025 consisted of floating-rate commercial mortgage loans (approximately 82% based on fair value), fixed-rate mezzanine loans (approximately 9% based on fair value) and real estate-related securities (approximately 8% based on fair value). The collateral for our commercial mortgage loans and mezzanine loans consisted primarily of Multifamily (approximately 29% based on fair value), Data Center (approximately 25% based on fair value) and Hotel (approximately 10% based on fair value) property types and were concentrated in the Northeast (approximately 32% based on fair value), West (approximately 28% based on fair value), Southwest (approximately 18% based on fair value) and Mid-Atlantic (approximately 11% based on fair value) regions.
Our nine properties as of September 30, 2025 consisted of Industrial (approximately 63% based on fair value), Multifamily (approximately 26% based on fair value) and Retail (approximately 11% based on fair value) property types and were concentrated in the Southeast (approximately 41% based on fair value), Midwest (approximately 36% based on fair value) and Northeast (approximately 17% based on fair value) regions.

 

NAV History

We began determining NAV per share on a monthly basis in December 2022. Set forth below is additional historical information regarding our NAV per share since December 22, 2022, the date upon which we commenced operations.

img192126218_0.jpg

 

(1)
Please see Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations-Net Asset Value" for additional information concerning the methodology used to determine, and the limitations of, NAV per share.
(2)
Represents our historical total NAV per share, as of the respective dates.

 

29


Table of Contents

 

Portfolio

Portfolio Summary

The following chart allocates our investments in real estate and real estate debt based on fair value as of September 30, 2025:

img192126218_1.jpg

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30


Table of Contents

 

The following charts further describe the diversification of our investments in real estate and real estate debt based on fair value as of September 30, 2025(1)(2).

img192126218_2.jpg img192126218_3.jpg

(1)
Excludes fair value of real estate-related securities.
(2)
Includes properties secured by real estate debt investments.

 

Investments in Real Estate

As of September 30, 2025, we owned nine real estate properties, which are summarized in the following table ($ in thousands):

September 30, 2025

 

Property Type

 

Number of Properties

 

 

Sq. Feet (in thousands)/Units

 

 

Occupancy(1)

 

Gross Asset Value (2)

 

 

Average Effective Annual Base Rent per Leased Square Foot/Units (3)

 

Industrial

 

 

6

 

 

 

2,762 sq. ft.

 

 

100%

 

$

354,240

 

 

$

7.05

 

Multifamily

 

 

2

 

 

 

435 units

 

 

95%

 

 

147,600

 

 

$

26,145

 

Retail

 

 

1

 

 

 

118 sq. ft.

 

 

100%

 

 

59,600

 

 

$

30.51

 

Total

 

 

9

 

 

 

 

 

 

 

$

561,440

 

 

 

 

 

(1)
For our industrial and retail investments, occupancy rate is defined as all leased square footage divided by the total available square footage as of September 30, 2025. For our multifamily investments, occupancy is defined as the percentage of actual rent divided by gross potential rent (defined as actual rent for occupied units and market rent for vacant units) for the three months ended September 30, 2025.
(2)
Based on fair value as of September 30, 2025.
(3)
For our industrial and retail properties, average effective annual base rent per leased square foot represents the annualized base rent per leased square foot for the three months ended September 30, 2025. The average effective annual base rent includes the effects of rent concessions and abatements, and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization. For our multifamily properties, average effective annual base rent per leased unit represents the annualized base rent per leased unit for the three months ended September 30, 2025. The average effective annual base rent includes the effects of rent concessions and abatements, and excludes tenant recoveries, straight-line rent, and above-market and below-market lease amortization.

 

31


Table of Contents

 

The following table provides information regarding our portfolio of real estate properties as of September 30, 2025 ($ in thousands):

 

 

 

September 30, 2025

 

Investment

 

Number of Properties

 

 

Property Type

 

Location

 

Acquisition Date

 

Sq. Feet (in thousands)/Units

 

 

Occupancy(1)

 

Gross Asset Value (2)

 

Rickenbacker (6900 Shook Road)

 

 

1

 

 

Industrial

 

Columbus, Ohio

 

January 2023

 

 

165 sq. ft.

 

 

100%

 

$

55,600

 

Hallmark (1551 Shepherd Road)

 

 

1

 

 

Industrial

 

Liberty, Missouri

 

October 2023

 

 

847 sq. ft.

 

 

100%

 

 

70,600

 

PepsiCo / Quaker Distribution Center (4553 Cayce Road)

 

 

1

 

 

Industrial

 

Byhalia, Mississippi

 

May 2024

 

 

708 sq. ft.

 

 

100%

 

 

62,600

 

2865 Charter Street

 

 

1

 

 

Industrial

 

Columbus, Ohio

 

March 2025

 

 

179 sq. ft.

 

 

100%

 

 

76,200

 

3707 W NC 10 Hwy

 

 

1

 

 

Industrial

 

Newton, North Carolina

 

August 2025

 

 

736 sq. ft.

 

 

100%

 

 

55,261

 

8681 W Jefferson Street

 

 

1

 

 

Industrial

 

Tolleson, Arizona

 

September 2025

 

 

127 sq. ft.

 

 

100%

 

 

33,979

 

The Beckett

 

 

1

 

 

Multifamily

 

Charleston, South Carolina

 

May 2024

 

 

186 units

 

 

96%

 

 

50,800

 

Parc Westborough

 

 

1

 

 

Multifamily

 

Westborough, Massachusetts

 

May 2025

 

 

249 units

 

 

94%

 

 

96,800

 

16000 Pines

 

 

1

 

 

Retail

 

Pembroke Pines, Florida

 

August 2023

 

 

118 sq. ft.

 

 

100%

 

 

59,600

 

Total

 

 

9

 

 

 

 

 

 

 

 

 

 

 

 

 

$

561,440

 

___________

(1)
For our industrial and retail investments, occupancy is defined as all leased square footage divided by the total available square footage as of September 30, 2025. For our multifamily investments, occupancy is defined as the percentage of actual rent divided by gross potential rent (defined as actual rent for occupied units and market rent for vacant units) for the three months ended September 30, 2025.
(2)
Based on fair value as of September 30, 2025.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease Expirations

32


Table of Contents

 

 

The following schedule details the expiring leases at our industrial and retail properties by annualized base rent as of September 30, 2025 ($ and square feet in thousands). The table below excludes our multifamily properties as substantially all leases at such properties expire within 12 months.

Year

 

Number of Expiring Leases

 

 

Annualized Base Rent(1)

 

 

% of Total Annualized Base Rent Expiring

 

 

Sq. Feet

 

 

% of Total Square Feet Expiring

 

 

2025 (remaining)

 

 

-

 

 

$

-

 

 

 

0

%

 

 

-

 

 

 

0

%

 

2026

 

 

-

 

 

 

-

 

 

 

0

%

 

 

-

 

 

 

0

%

 

2027

 

 

-

 

 

 

-

 

 

 

0

%

 

 

-

 

 

 

0

%

 

2028

 

 

1

 

 

 

133

 

 

 

1

%

 

 

2

 

 

 

0

%

 

2029

 

 

2

 

 

 

295

 

 

 

1

%

 

 

10

 

 

 

0

%

 

2030

 

 

1

 

 

 

2,030

 

 

 

8

%

 

 

127

 

 

 

4

%

 

2031

 

 

3

 

 

 

4,217

 

 

 

17

%

 

 

718

 

 

 

25

%

 

2032

 

 

6

 

 

 

545

 

 

 

2

%

 

 

11

 

 

 

0

%

 

2033

 

 

5

 

 

 

4,718

 

 

 

19

%

 

 

856

 

 

 

30

%

 

2034

 

 

1

 

 

 

450

 

 

 

2

%

 

 

25

 

 

 

1

%

 

Thereafter

 

 

7

 

 

 

11,910

 

 

 

49

%

 

 

1,131

 

 

 

39

%

 

Total

 

 

26

 

 

$

24,298

 

 

 

100

%

 

 

2,880

 

 

 

100

%

 

___________

 

(1)
Annualized base rent is determined from the annualized base rent per leased square foot as of September 30, 2025, including the effects of rent concessions and abatements and excluding tenant recoveries, straight-line rent, and above-market and below-market lease amortization.

Investments in Real Estate Debt

The following table summarizes our investments in real estate debt as of September 30, 2025 ($ in thousands):

___________

 

September 30, 2025

 

Type of Investment in Real Estate Debt

 

Number of Positions

 

Weighted Average Coupon (1)

 

 

Weighted Average Maturity Date (2)

 

Face Amount

 

 

Cost Basis

 

 

Fair Value

 

Commercial mortgage loan

 

25

 

 

7.7

%

 

May 2029 (4)

 

$

980,852

 

 

$

980,639

 

 

$

980,483

 

Mezzanine loan

 

2

 

 

10.6

%

 

April 2028

 

 

112,500

 

 

 

112,500

 

 

 

112,500

 

Real estate-related securities (3)

 

31

 

 

5.9

%

 

July 2038

 

 

95,654

 

 

 

95,475

 

 

 

95,766

 

Total investments in real estate debt:

 

58

 

 

7.8

%

 

January 2030

 

$

1,189,006

 

 

$

1,188,614

 

 

$

1,188,749

 

 

(1)
Based on applicable benchmark rates as of September 30, 2025.
(2)
Weighted average maturity date is based on fully extended maturity.
(3)
Our real estate-related securities consist of floating-rate CMBS.
(4)
One of our commercial mortgage loans is past its contractual maturity. Through the date of this quarterly report, we received all the monthly interest income payments on the loan which are consistent with the interest rate provided for in the original loan agreement. Subsequent to the date of these condensed consolidated financial statements but prior to the date of this quarterly report, the borrower filed for Chapter 11 bankruptcy. We evaluated the loan for collectability as of the reporting date and determined that the loan is fully recoverable.

 

 

 

 

33


Table of Contents

 

 

The following table summarizes our investments in commercial real estate loans as of September 30, 2025 ($ in thousands):

 

Commercial Real Estate Loan Portfolio

 

 

 

 

 

 

September 30, 2025

 

#

 

 

Type

 

Property Type

 

Geography

 

Coupon(1)

 

Maturity Date(2)

 

Commitment

 

 

Cost Basis

 

 

Fair Value

 

 

1

 

 

First Mortgage

 

Data Center

 

Southwest

 

6.8%

 

January 2030

 

$

125,000

 

 

$

98,580

 

 

$

98,580

 

 

2

 

 

First Mortgage

 

Mixed Use

 

Northeast

 

7.8%

 

August 2030

 

 

100,000

 

 

 

92,885

 

 

 

92,885

 

 

3

 

 

First Mortgage

 

Production Studio

 

West

 

8.3%

 

September 2028

 

 

100,000

 

 

 

72,547

 

 

 

72,547

 

 

4

 

 

First Mortgage

 

Self-Storage

 

Various

 

7.2%

 

May 2030

 

 

96,700

 

 

 

94,103

 

 

 

94,103

 

 

5

 

 

First Mortgage

 

Data Center

 

Mid-Atlantic

 

8.2%

 

April 2029

 

 

85,000

 

 

 

64,920

 

 

 

64,920

 

 

6

 

 

First Mortgage

 

Data Center

 

Mid-Atlantic

 

8.7%

 

September 2030

 

 

75,000

 

 

 

24,258

 

 

 

24,258

 

 

7

 

 

First Mortgage

 

Hotel

 

Various

 

9.1%

 

July 2030

 

 

75,000

 

 

 

17,400

 

 

 

17,400

 

 

8

 

 

First Mortgage

 

Multifamily

 

Northeast

 

8.6%

 

July 2028

 

 

65,000

 

 

 

47,414

 

 

 

47,414

 

 

9

 

 

First Mortgage

 

Data Center

 

Mid-Atlantic

 

7.8%

 

July 2029

 

 

65,000

 

 

 

30,175

 

 

 

30,175

 

 

10

 

 

Mezzanine

 

Multifamily

 

Various

 

11.0%

 

July 2029

 

 

62,500

 

 

 

62,500

 

 

 

62,500

 

 

11

 

 

First Mortgage

 

Multifamily

 

West

 

7.3%

 

February 2029

 

 

60,000

 

 

 

60,000

 

 

 

60,000

 

 

12

 

 

First Mortgage

 

Multifamily

 

Northeast

 

7.3%

 

January 2029

 

 

50,000

 

 

 

50,000

 

 

 

50,000

 

 

13

 

 

Mezzanine

 

Industrial

 

Various

 

10.0%

 

September 2026

 

 

50,000

 

 

 

50,000

 

 

 

50,000

 

 

14

 

 

First Mortgage

 

Industrial

 

Northeast

 

7.8%

 

March 2028

 

 

50,000

 

 

 

49,761

 

 

 

49,761

 

 

15

 

 

First Mortgage

 

Hotel

 

West

 

8.1%

 

February 2029

 

 

50,000

 

 

 

46,254

 

 

 

46,254

 

 

16

 

 

First Mortgage

 

Data Center

 

West

 

7.8%

 

February 2030

 

 

50,000

 

 

 

29,720

 

 

 

29,933

 

 

17

 

 

First Mortgage

 

Multifamily

 

Southeast

 

8.6%

 

December 2028

 

 

50,000

 

 

 

10,987

 

 

 

10,987

 

 

18

 

 

First Mortgage

 

Multifamily

 

West

 

8.1%

 

March 2031

 

 

50,000

 

 

 

8,929

 

 

 

8,929

 

 

19

 

 

First Mortgage

 

Multifamily

 

Southwest

 

7.3%

 

July 2029

 

 

35,000

 

 

 

34,107

 

 

 

34,107

 

 

20

 

 

First Mortgage

 

Data Center

 

Southwest

 

6.6%

 

June 2030

 

 

33,719

 

 

 

3,522

 

 

 

3,522

 

 

21

 

 

First Mortgage

 

Data Center

 

Southwest

 

6.6%

 

June 2030

 

 

33,349

 

 

 

16,885

 

 

 

16,885

 

 

22

 

 

First Mortgage

 

Data Center

 

Southwest

 

6.6%

 

June 2030

 

 

32,932

 

 

 

8,023

 

 

 

8,023

 

 

23

 

 

First Mortgage

 

Multifamily

 

Northeast

 

8.1%

 

July 2025 (3)

 

 

26,000

 

 

 

22,905

 

 

 

22,905

 

 

24

 

 

First Mortgage

 

Hotel

 

Northeast

 

7.9%

 

November 2027

 

 

25,000

 

 

 

25,000

 

 

 

25,000

 

 

25

 

 

First Mortgage

 

Life Sciences

 

Northeast

 

7.6%

 

August 2029

 

 

25,000

 

 

 

24,663

 

 

 

24,340

 

 

26

 

 

First Mortgage

 

Hotel

 

Various

 

8.1%

 

July 2028

 

 

25,000

 

 

 

24,254

 

 

 

24,208

 

 

27

 

 

First Mortgage

 

Multifamily

 

Midwest

 

8.6%

 

December 2028

 

 

25,000

 

 

 

23,347

 

 

 

23,347

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total W/A

 

8.0%

 

April 2029

 

$

1,520,200

 

 

$

1,093,139

 

 

$

1,092,983

 

____________

(1)
Based on applicable benchmark rates as of September 30, 2025.
(2)
Weighted average maturity date is based on fully extended maturity.
(3)
Loan is past its contractual maturity. Through the date of this quarterly report, we received all the monthly interest income payments on the loan which are consistent with the interest rate provided for in the original loan agreement. Subsequent to the date of these condensed consolidated financial statements but prior to the date of this quarterly report, the borrower filed for Chapter 11 bankruptcy. We evaluated the loan for collectability as of the reporting date and determined that the loan is fully recoverable.

 

 

 

 

Results of Operations

34


Table of Contents

 

The following table sets forth information regarding our consolidated results of operations for the three months ended September 30, 2025 and 2024 ($ in thousands):

 

 

 

Three Months Ended September 30,

 

 

Change

 

 

2025

 

 

2024

 

 

$

 

Revenues

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

10,258

 

 

$

6,302

 

 

$

3,956

 

Total revenues

 

 

10,258

 

 

 

6,302

 

 

 

3,956

 

Expenses

 

 

 

 

 

 

 

 

 

Rental property operating

 

$

2,498

 

 

$

1,474

 

 

$

1,024

 

General and administrative

 

 

1,730

 

 

 

1,424

 

 

 

306

 

Management fee

 

 

3,185

 

 

 

2,121

 

 

 

1,064

 

Performance participation allocation

 

 

108

 

 

 

75

 

 

 

33

 

Depreciation and amortization

 

 

4,859

 

 

 

2,793

 

 

 

2,066

 

Total expenses

 

$

12,380

 

 

$

7,887

 

 

$

4,493

 

Other income

 

 

 

 

 

 

 

 

 

Income from investments in real estate debt

 

 

24,820

 

 

 

17,366

 

 

 

7,454

 

Other income

 

 

763

 

 

 

1,549

 

 

 

(786

)

Interest expense

 

 

(5,723

)

 

 

(4,091

)

 

 

(1,632

)

Total other income

 

 

19,860

 

 

 

14,824

 

 

 

5,036

 

Net income

 

$

17,738

 

 

$

13,239

 

 

$

4,499

 

Rental Revenue

Rental revenue primarily consists of base rent arising from tenant leases at our properties. Rental revenue is recognized on a straight-line basis over the life of the lease. The $4.0 million increase in rental revenue was due to the acquisition of four additional properties subsequent to September 30, 2024.

Rental Property Operating Expenses

Rental property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of rental property operating expenses include real estate taxes, insurance, utilities and repair and maintenance expenses. The $1.0 million increase in rental property operating expenses was due to the acquisition of four additional properties subsequent to September 30, 2024.

General and Administrative Expenses

General and administrative expenses consist primarily of legal fees, accounting fees and fees for other professional services. The $0.3 million increase in general and administrative expenses was due to an increase in transaction activity.

Management Fee

Management fees are earned by the Adviser for providing services pursuant to the Advisory Agreement and are based on the month end NAV for the respective share classes. The $1.1 million increase in management fees was due to the increase in our average NAV from September 30, 2024 to September 30, 2025 which was primarily driven by our capital raise activity and appreciation from our investments.

Performance Participation Allocation

The performance participation allocation relates to allocations from the Operating Partnership to the Special Limited Partner based on the total return of the Operating Partnership. Total return is defined as distributions paid or accrued plus the change in aggregate NAV since the beginning of the year, before giving effect to (x) changes resulting solely from the proceeds of issuances of additional Operating Partnership units, (y) any allocation or accrual to the performance participation interest and (z) applicable stockholder servicing fee expenses allocable to such Operating Partnership units. There was a minimal increase in the performance participation allocation for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 due an increase in outstanding shares subject to the performance participation allocation.

 

 

Depreciation and Amortization

35


Table of Contents

 

Depreciation and amortization expenses are impacted by the values assigned to buildings and in-place lease assets as part of the initial purchase price allocation. The $2.1 million increase in depreciation and amortization expense was due to the acquisition of four additional properties subsequent to September 30, 2024.

Income from Investments in Real Estate Debt

Income from investments in real estate debt consists of interest income, fees revenue, realized gains and losses and unrealized gains and losses resulting from the changes in fair value. The $7.5 million increase in income from investments in real estate debt is due to originations, acquisitions and add-on fundings subsequent to September 30, 2024, resulting in higher interest income. As of September 30, 2025, we owned 58 positions in commercial mortgage loans, mezzanine loans and real estate-related securities, compared to 36 positions as of September 30, 2024, and the balance of our investments in real estate debt, at fair value increased from $728.8 million to $1,188.7 million during the same time period.

Other Income

Other income primarily consists of interest earned on our cash and cash equivalents balance. The $0.8 million decrease in other income was driven by lower average cash balances during the three months ended September 30, 2025 as compared to the three months ended September 30, 2024.

Interest Expense

Interest expense is primarily related to interest incurred on our mortgage loans and secured debt arrangements. The $1.6 million increase in interest expense was driven by an increase of $82.8 million of indebtedness related to our secured debt arrangements and an increase of $58.3 million of indebtedness related to our mortgage notes as of September 30, 2024.

The following table sets forth information regarding our consolidated results of operations for the nine months ended September 30, 2025 and 2024 ($ in thousands):

 

 

 

Nine Months Ended September 30,

 

 

Change

 

 

2025

 

 

2024

 

 

$

 

Revenues

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

24,774

 

 

$

15,020

 

 

$

9,754

 

Total revenues

 

 

24,774

 

 

 

15,020

 

 

 

9,754

 

Expenses

 

 

 

 

 

 

 

 

 

Rental property operating

 

$

5,645

 

 

$

2,871

 

 

$

2,774

 

General and administrative

 

 

5,258

 

 

 

4,703

 

 

 

555

 

Management fee

 

 

8,778

 

 

 

5,437

 

 

 

3,341

 

Performance participation allocation

 

 

297

 

 

 

347

 

 

 

(50

)

Depreciation and amortization

 

 

11,136

 

 

 

6,375

 

 

 

4,761

 

Total expenses

 

$

31,114

 

 

$

19,733

 

 

$

11,381

 

Other income

 

 

 

 

 

 

 

 

 

Income from investments in real estate debt

 

 

67,403

 

 

 

41,931

 

 

 

25,472

 

Other income

 

 

2,896

 

 

 

4,022

 

 

 

(1,126

)

Interest expense

 

 

(13,485

)

 

 

(6,745

)

 

 

(6,740

)

Total other income

 

 

56,814

 

 

 

39,208

 

 

 

17,606

 

Net income

 

$

50,474

 

 

$

34,495

 

 

$

15,979

 

 

Rental Revenue

Rental revenue primarily consists of base rent arising from tenant leases at our properties. Rental revenue is recognized on a straight-line basis over the life of the lease. The $9.8 million increase in rental revenue was due to the acquisition of four additional properties subsequent to September 30, 2024.

 

Rental Property Operating Expenses

36


Table of Contents

 

Rental property operating expenses consist of the costs of ownership and operation of our real estate investments. Examples of rental property operating expenses include real estate taxes, insurance, utilities and repair and maintenance expenses. The $2.8 million increase in rental property operating expenses was due to the acquisition of four additional properties subsequent to September 30, 2024.

General and Administrative Expenses

General and administrative expenses consist primarily of legal fees, accounting fees and fees for other professional services. The $0.6 million increase in general and administrative expenses was due to an increase in transaction activity.

Management Fee

Management fees are earned by the Adviser for providing services pursuant to the Advisory Agreement and are based on the month end NAV for the respective share classes. The $3.3 million increase in management fees was due to the increase in our average NAV from September 30, 2024 to September 30, 2025 which was primarily driven by our capital raise activity and appreciation from our investments.

Performance Participation Allocation

The performance participation allocation relates to allocations from the Operating Partnership to the Special Limited Partner based on the total return of the Operating Partnership. Total return is defined as distributions paid or accrued plus the change in aggregate NAV since the beginning of the year, before giving effect to (x) changes resulting solely from the proceeds of issuances of additional Operating Partnership units, (y) any allocation or accrual to the performance participation interest and (z) applicable stockholder servicing fee expenses allocable to such Operating Partnership units. In April 2024, approximately 5.2 million Class F-I shares, which are subject to the performance participation allocation, were exchanged for approximately 5.2 million Class A-I shares, which are not subject to the performance participation allocation, driving the $0.1 million decrease in the performance participation allocation as compared to the nine months ended September 30, 2024.

Depreciation and Amortization

Depreciation and amortization expenses are impacted by the values assigned to buildings and in-place lease assets as part of the initial purchase price allocation. The $4.8 million increase in depreciation and amortization expenses was due to the acquisition of four additional properties subsequent to September 30, 2024.

Income from Investments in Real Estate Debt

Income from investments in real estate debt consists of interest income, fees revenue, realized gains and losses and unrealized gains and losses resulting from the changes in fair value. The $25.5 million increase in income from investments in real estate debt is due to originations, acquisitions and add-on fundings subsequent to September 30, 2024, resulting in higher interest income. As of September 30, 2025, we owned 58 positions in commercial mortgage loans, mezzanine loans and real estate-related securities, compared to 36 positions as of September 30, 2024, and the balance of our investments in real estate debt, at fair value increased from $728.8 million to $1,188.7 million during the same time period.

Other Income

Other income primarily consists of interest earned on our cash and cash equivalents balance. The $1.1 million decrease in other income was driven by lower average cash balances during the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024.

Interest Expense

Interest expense is primarily related to interest incurred on our mortgage loans and secured debt arrangements. The $6.7 million increase in interest expense was driven by an increase of $82.8 million of indebtedness related to our secured debt arrangements and an increase of $58.3 million of indebtedness related to our mortgage notes as of September 30, 2024.

Liquidity and Capital Resources

Liquidity is a measure of our ability to fund our investments, to make distributions to our stockholders, to repurchase shares of our common stock pursuant to our share repurchase plan, to pay our offering costs, operating fees and expenses and to make debt service payments on any outstanding indebtedness we may incur. We anticipate our offering and operating fees and expenses will include, among other things, the management fee we will pay to the Adviser, the performance participation allocation that the Operating Partnership will pay to the Special Limited Partner, stockholder servicing fees we will pay to the Dealer Manager, legal, audit and valuation expenses, federal and state filing fees, printing expenses, administrative fees, transfer agent fees, marketing and distribution expenses and fees related to acquiring, financing, appraising and managing our properties. We do not have any office or personnel expenses as we do not have any employees.

The Adviser and its affiliates have advanced $8.0 million of organization and offering expenses and $7.3 million of general and administrative expenses on our behalf through December 22, 2023. We began reimbursing the Adviser and its affiliates for all such advanced expenses ratably over a 60-month period beginning on December 22, 2024.

37


Table of Contents

 

As of September 30, 2025, our liquidity comprised of $51.1 million of unrestricted cash and cash equivalents and $628.6 million of undrawn capacity on our secured debt arrangements. We may generate incremental liquidity through our operating cash flows, which were $68.2 million for the nine months ended September 30, 2025. Additionally, we may create liquidity through either the sale of, or borrowing against, our investments in real estate-related securities, which were classified as trading securities and carried at their estimated fair value of $95.8 million as of September 30, 2025. As of September 30, 2025, we remain low leveraged with a current leverage ratio of 0.3x, calculated as dividing (i) the fair value of asset-specific and corporate level debt by (ii) NAV.

Over time, we generally intend to fund our cash needs for items other than asset acquisitions from operations. We expect our cash needs for acquisitions will be funded primarily from the sale of shares of our common stock and through the assumption or incurrence of debt. During the nine months ended September 30, 2025, we received $349.5 million of proceeds from the sale of shares of common stock, including proceeds from our private offerings, and repurchased $17.6 million of shares of our common stock under our share repurchase plan.

Potential sources of liquidity include secured or unsecured financings from banks or other lenders and proceeds from the sale of assets, equity issuances by the Operating Partnership or the sale of beneficial interests in specific Delaware statutory trusts holding real properties, including properties placed by the Operating Partnership or affiliates of Apollo. As of September 30, 2025, we held approximately $1,022.0 million of unencumbered assets at fair value outside of trading securities mentioned in the preceding paragraph, consisting of investments in real estate, as well as commercial mortgage and mezzanine loans.

Funds From Operations and Adjusted Funds From Operations

We believe funds from operations ("FFO") is a meaningful non-GAAP supplemental measure of our operating results. Our condensed consolidated financial statements are presented under historical cost accounting which, among other things, requires depreciation of real estate investments to be calculated on a straight-line basis. As a result, our operating results imply that the value of our real estate investments has decreased evenly over time. However, we believe that the value of our real estate investments will fluctuate over time based on market conditions and, as such, depreciation under historical cost accounting may be less informative as a measure of our performance. FFO is an operating measure defined by the National Association of Real Estate Investment Trusts ("NAREIT") that is broadly used in the REIT industry. FFO, as defined by NAREIT and presented below, is calculated as net income or loss (computed in accordance with GAAP), excluding (i) depreciation and amortization, (ii) impairment of investments in real estate, (iii) net gains or losses from sales of real estate, and (iv) consolidated and unconsolidated joint ventures.

We also believe that adjusted FFO ("AFFO") is a meaningful supplemental non-GAAP disclosure of our operating results. AFFO further adjusts FFO in order for our operating results to reflect the specific characteristics of our business by adjusting for items we believe are not related to our core operations. Our adjustments to FFO to arrive at AFFO include removing the impact of (i) straight-line rental income and expense, (ii) unrealized gains or losses from changes in the fair value of real estate debt and other financial instruments, (iii) non-cash performance participation allocation, even if repurchased by us, (iv) amortization of restricted stock awards, (v) amortization of above- and below-market lease intangibles, and (vi) similar adjustments for unconsolidated joint ventures. AFFO is not defined by NAREIT and our calculation of AFFO may not be comparable to disclosures made by other REITs.

FFO and AFFO should not be considered to be more relevant or accurate than the GAAP methodology in calculating net income or in evaluating our operating performance. In addition, FFO and AFFO should not be considered as alternatives to net income as indications of our performance or as alternatives to cash flows from operating activities as indications of our liquidity, but rather should be reviewed in conjunction with these and other GAAP measurements. Further, FFO and AFFO are not intended to be used as liquidity measures indicative of cash flow available to fund our cash needs, including our ability to make distributions to our stockholders.

The following table presents a reconciliation of net income to FFO and AFFO ($ in thousands):

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Net income

$

17,738

 

 

$

13,239

 

 

$

50,474

 

 

$

34,495

 

Adjustments to arrive at FFO:

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

4,859

 

 

 

2,793

 

 

 

11,136

 

 

 

6,375

 

FFO

$

22,597

 

 

$

16,032

 

 

$

61,610

 

 

$

40,870

 

Adjustments to arrive at AFFO:

 

 

 

 

 

 

 

 

 

 

 

Straight-line rental income

 

(680

)

 

 

(689

)

 

 

(2,422

)

 

 

(1,570

)

Unrealized (gain)/loss on fair value of investments in real estate debt

 

326

 

 

 

3

 

 

 

38

 

 

 

(152

)

Non-cash performance participation allocation

 

108

 

 

 

75

 

 

 

297

 

 

 

347

 

Amortization of restricted stock awards

 

25

 

 

 

25

 

 

 

75

 

 

 

75

 

Amortization of above- and below-market leases, net

 

(270

)

 

 

(153

)

 

 

(568

)

 

 

(514

)

AFFO

$

22,106

 

 

$

15,293

 

 

$

59,030

 

 

$

39,056

 

 

38


Table of Contents

 

Net Asset Value

NAV per share is calculated in accordance with the valuation guidelines approved by our board of directors. Our total NAV presented in the following tables includes the NAV of our Class S shares, Class I shares, Class F-I shares, Class A-I shares, Class A-III shares and Class E shares and units held by parties other than us. The following table provides a breakdown of the major components of our total NAV as of September 30, 2025 ($ and shares/units in thousands):

 

Components of NAV

 

September 30, 2025

 

Investments in real estate

 

$

561,440

 

Investments in real estate debt

 

 

1,188,749

 

Cash and cash equivalents

 

 

51,069

 

Restricted cash

 

 

2,628

 

Other assets

 

 

33,040

 

Mortgage notes at fair value, net of deferred financing costs

 

 

(92,939

)

Secured debt arrangements, net

 

 

(270,980

)

Other liabilities

 

 

(27,217

)

Accrued performance participation allocation

 

 

(297

)

Management fee payable

 

 

(1,096

)

Net asset value

 

$

1,444,397

 

Number of outstanding shares/units

 

 

67,334

 

The following table provides a breakdown of our total NAV and NAV per share/unit by class as of September 30, 2025 ($ and shares/units in thousands, except per share/unit data):

 

NAV Per Share/Unit

 

Class S Shares

 

 

Class D Shares

 

 

Class I Shares

 

 

Class F-I Shares

 

 

Class A-I Shares

 

 

Class A-III Shares

 

 

Class E Shares(1)

 

 

Third-party Operating Partnership Class A-I Units(2)

 

 

Third-party Operating Partnership Class E Units(2)

 

 

Total

 

Net asset value

 

$

226

 

 

$

104

 

 

$

26,456

 

 

$

32,236

 

 

$

439,394

 

 

$

802,395

 

 

$

18,765

 

 

$

120,458

 

 

$

4,363

 

 

$

1,444,397

 

Number of outstanding shares/units

 

 

11

 

 

 

5

 

 

 

1,256

 

 

 

1,536

 

 

 

20,437

 

 

 

37,415

 

 

 

869

 

 

 

5,603

 

 

 

202

 

 

 

67,334

 

NAV per share/unit as of September 30, 2025

 

$

21.1594

 

 

$

21.2638

 

 

$

21.0632

 

 

$

20.9824

 

 

$

21.4999

 

 

$

21.4460

 

 

$

21.5844

 

 

$

21.4999

 

 

$

21.5844

 

 

$

21.4513

 

___________

(1)
Class E shares of our common stock are offered to certain of Apollo's affiliates, directors and employees in one or more private placements.
(2)
Includes the Operating Partnership units held by parties other than us.

Consistent with the disclosure in our prospectus regarding our NAV calculation, our investments in real estate and real estate debt are initially valued at cost. The valuations of our real properties as of September 30, 2025, excluding certain newly acquired properties that are held at cost which we believe reflects the fair value of such properties, were provided by the independent valuation advisor in accordance with our valuation procedures. Certain key assumptions that were used by the independent valuation advisor in the discounted cash flow analysis are set forth in the following table based on weighted-averages by property types where we have multiple real estate investments. Once we own more than one retail property, we will include the key assumptions for such property type.

 

Property Type

 

Discount Rate

 

Exit Capitalization Rate

Industrial

 

7.6%

 

6.4%

Multifamily

 

7.1%

 

5.3%

 

 

 

A change in these assumptions or factors would impact the calculation of the value of our property investments. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our investment values:

39


Table of Contents

 

Input

 

Hypothetical Change

 

Industrial Investment Values

 

Multifamily Investment Values

Discount rate

 

0.25% Decrease

 

+2.15%

 

+1.93%

(weighted average)

 

0.25% Increase

 

(2.09)%

 

(1.95)%

Exit Capitalization Rate

 

0.25% Decrease

 

+2.10%

 

+3.09%

(weighted average)

 

0.25% Increase

 

(1.94)%

 

(2.88)%

The following table reconciles stockholders' equity and the Operating Partnership partners' capital per our condensed consolidated balance sheet to our NAV ($ in thousands):

 

Reconciliation of Stockholders' Equity to NAV

 

September 30, 2025

 

Stockholders' equity under U.S. GAAP

 

$

1,278,180

 

Non-controlling interests attributable to the Operating Partnership and preferred stockholders

 

 

112,856

 

Redeemable non-controlling interests

 

 

4,363

 

Total stockholders' equity, redeemable non-controlling interests and the Operating Partnership partners' capital under GAAP

 

$

1,395,399

 

Adjustments:

 

 

 

Unrealized net real estate appreciation

 

 

20,817

 

Accumulated depreciation and amortization

 

 

15,213

 

Advanced organization and offering costs and advanced operating expenses

 

 

12,946

 

Accrued stockholder servicing fee

 

 

22

 

NAV

 

$

1,444,397

 

The following details the adjustments to reconcile GAAP stockholders' equity to our NAV:

Our investments in real estate are presented at their depreciated cost basis in our GAAP consolidated financial statements. Additionally, our mortgage notes and secured debt arrangements are presented at their amortized cost basis in our GAAP consolidated financial statements. Since these assets and liabilities are recorded at their fair value to determine our NAV, any increases or decreases in fair market value of our investments in real estate, our mortgage notes or secured debt arrangements therefore represent a reconciling item above.
In accordance with GAAP, we depreciate our investments in real estate and amortize certain other assets and liabilities. Such depreciation and amortization are not recorded for the purposes of calculating NAV.
The Adviser and its affiliates advanced organization and offering costs and general and administrative expenses on our behalf (including legal, accounting, and other expenses attributable to our organization, but excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) through December 22, 2023. We began reimbursing the Adviser and its affiliates for all such advanced expenses paid through December 22, 2023 ratably over a 60 month period beginning December 22, 2024. Under GAAP, organization costs and general and administrative expenses are expensed as incurred and offering costs are charged to equity as such amounts are incurred. For NAV, such costs are recognized as a reduction of NAV as they are reimbursed to the Adviser.
Accrued stockholder servicing fees represent the accrual for the cost of the stockholder servicing fee for Class S shares and Class D shares. Under GAAP, we accrued the full cost of the stockholder servicing fees payable over the life of each share (assuming such share remains outstanding the length of time required to pay the maximum stockholder servicing fee) as an offering cost at the time we sold the Class S shares and Class D shares. For purposes of calculating NAV, we recognize the stockholder servicing fees as a reduction of NAV on a monthly basis when such fees are accrued.

 

 

 

 

 

 

 

 

Distributions

40


Table of Contents

 

Beginning in April 2023, we have declared and intend to continue to declare monthly distributions for each class of our common stock, which are generally paid 20 days after month-end. Distributions are made on all classes of our common stock at the same time and each class of our common stock received the same aggregate gross distribution per share; however, the net distribution differs for each class because of different allocations of class-specific stockholder servicing fees, management fees and performance participation allocation. The table below details the net per share distribution for each of our share classes for the nine months ended September 30, 2025:

 

Record Date

 

Class S Shares

 

 

Class D Shares

 

 

Class I Shares

 

 

Class F-I Shares

 

 

Class A-I Shares and Operating Partnership Units

 

 

Class A-III Shares

 

 

Class E Shares and Operating Partnership Units

 

January 31, 2025

 

$

0.0749

 

 

$

0.0855

 

 

$

0.0900

 

 

$

0.0946

 

 

$

0.0943

 

 

$

0.0970

 

 

$

0.1121

 

February 28, 2025

 

 

0.0762

 

 

 

0.0859

 

 

 

0.0900

 

 

 

0.0946

 

 

 

0.0943

 

 

 

0.0970

 

 

 

0.1121

 

March 31, 2025

 

 

0.0749

 

 

 

0.0855

 

 

 

0.0900

 

 

 

0.0946

 

 

 

0.0943

 

 

 

0.0970

 

 

 

0.1121

 

April 30, 2025

 

 

0.0753

 

 

 

0.0856

 

 

 

0.0900

 

 

 

0.0946

 

 

 

0.0943

 

 

 

0.0970

 

 

 

0.1121

 

May 31, 2025

 

 

0.0749

 

 

 

0.0855

 

 

 

0.0900

 

 

 

0.0946

 

 

 

0.0943

 

 

 

0.0970

 

 

 

0.1121

 

June 30, 2025

 

 

0.0753

 

 

 

0.0856

 

 

 

0.0900

 

 

 

0.0946

 

 

 

0.0943

 

 

 

0.0970

 

 

 

0.1122

 

July 31, 2025

 

 

0.0749

 

 

 

0.0855

 

 

 

0.0900

 

 

 

0.0946

 

 

 

0.0943

 

 

 

0.0970

 

 

 

0.1122

 

August 31, 2025

 

 

0.0749

 

 

 

0.0855

 

 

 

0.0900

 

 

 

0.0946

 

 

 

0.0943

 

 

 

0.0970

 

 

 

0.1123

 

September 30, 2025

 

 

0.0753

 

 

 

0.0856

 

 

 

0.0900

 

 

 

0.0946

 

 

 

0.0943

 

 

 

0.0970

 

 

 

0.1123

 

Total

 

$

0.6766

 

 

$

0.7702

 

 

$

0.8100

 

 

$

0.8514

 

 

$

0.8487

 

 

$

0.8730

 

 

$

1.0095

 

The following tables summarize our distributions declared during the nine months ended September 30, 2025 and 2024 ($ in thousands):

 

 

 

Nine Months Ended September 30, 2025

 

 

Nine Months Ended September 30, 2024

 

 

 

Amount

 

 

Percentage

 

 

Amount

 

 

Percentage

 

Distributions

 

 

 

 

 

 

 

 

 

 

 

 

Payable in cash

 

$

38,489

 

 

 

74

%

 

$

20,975

 

 

 

72

%

Reinvested in shares

 

 

13,265

 

 

 

26

%

 

 

8,268

 

 

 

28

%

Total distributions(1)

 

$

51,754

 

 

 

100

%

 

$

29,243

 

 

 

100

%

Sources of distributions

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from operating activities(2)

 

$

51,754

 

 

 

100

%

 

$

29,243

 

 

 

100

%

Total sources of distributions

 

$

51,754

 

 

 

100

%

 

$

29,243

 

 

 

100

%

 

 

 

 

 

 

 

 

 

 

 

 

 

AFFO

 

$

59,030

 

 

 

 

 

$

39,056

 

 

 

 

___________

(1)
Includes distributions declared on Operating Partnership units.
(2)
During the nine months ended September 30, 2025, we received cash flows from operating activities in the amount of $68.2 million.

Cash Flows

The following table provides a breakdown of the net change in our cash and cash equivalents ($ in thousands):

 

 

 

Nine Months Ended September 30,

 

 

 

2025

 

 

2024

 

Cash flows provided by operating activities

 

$

68,173

 

 

$

46,267

 

Cash flows used in investing activities

 

 

(577,564

)

 

 

(507,510

)

Cash flows provided by financing activities

 

 

480,683

 

 

 

508,319

 

Net decrease in cash and cash equivalents

 

$

(28,708

)

 

$

47,076

 

 

Cash flows provided by operating activities increased by approximately $21.9 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 due to increased cash flows from income related to our investments in real estate and real estate debt.

 

 

Cash flows used in investing activities increased by approximately $70.1 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The increase is primarily due to a net increase of $154.0 million in acquisitions of real estate and

41


Table of Contents

 

a net increase of $96.6 million of fundings related to investments in real estate debt. This was offset by a $180.5 million increase in repayments from our investments in real estate debt.

Cash flows provided by financing activities decreased by approximately $27.6 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The decrease is primarily driven by a $57.3 million net reduction in borrowing proceeds from our secured debt arrangements and increases of $18.2 million in cash distributions, $12.7 million in share repurchases, $1.9 million in payments for deferred financing costs and $1.2 million in payments for offering costs. This was offset by an increase of $58.3 million in borrowing proceeds from mortgage notes and a $5.5 million increase in proceeds from the issuance of our common stock.

 

Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations is based upon our condensed consolidated financial statements, which have been prepared in accordance with GAAP. There have been no material changes to our Critical Accounting Policies described in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 21, 2025.

Recent Accounting Pronouncements

See Note 2 - Summary of Significant Accounting Policies to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q for a discussion concerning recent accounting pronouncements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Risk

Our investments in real estate debt and secured debt arrangements are primarily floating-rate and indexed to the Secured Overnight Financing Rate ("SOFR"), thereby exposing us to interest rate risk resulting in increases or decreases to net income depending on interest rate movements. As of September 30, 2025, we held $1.2 billion of investments in real estate debt, including real estate debt securities, and had outstanding borrowings of $271.4 million on our secured debt arrangements. While we cannot predict factors that may or may not affect interest rates, a 50 bps increase or decrease in SOFR would have resulted in an increase or decrease to income from investments in real estate debt of $1.3 million and $4.8 million for the three and nine months ended September 30, 2025, respectively, and an increase or decrease to interest expense of $0.3 million and $0.9 million for the three and nine months ended September 30, 2025, respectively.

We may be exposed to interest rate changes primarily as a result of long-term debt we may use to fund capital expenditures, repurchase shares of our common stock and expand our investment portfolio and operations. Market fluctuations in real estate financing may affect the availability and cost of funds needed to expand our investment portfolio. In addition, restrictions upon the availability of real estate financing or high interest rates for real estate loans could adversely affect our ability to dispose of real estate in the future. We will seek to limit the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs. We may use derivative financial instruments to hedge exposures to changes in interest rates on loans secured by our assets.

Credit Risk

We are subject to varying degrees of credit risk in connection with our target assets. We seek to mitigate this risk by seeking to acquire high quality assets, at appropriate prices given anticipated and unanticipated losses, and by deploying a value-driven approach to underwriting and diligence, consistent with the Adviser's historical investment strategy, with a focus on current cash flows and potential risks to cash flow. The Adviser seeks to enhance its due diligence and underwriting efforts by accessing the Adviser's knowledge base and industry contacts. Nevertheless, unanticipated credit losses could occur, which could adversely impact our operating results.

 

Market Risk

Our investments in real estate debt are subject to volatility and may be affected adversely by a number of factors, including, but not limited to, national, regional and local economic conditions (which may be adversely affected by industry slowdowns and other factors); local real estate conditions; changes or continued weakness in specific industry segments; construction quality, age and design; demographic factors; retroactive changes to building or similar codes; pandemics; natural disasters and other acts of god. In addition, decreases in property values reduce the value of the collateral and the potential proceeds available to a borrower to repay the underlying loans or loans, as the case may be, which could also cause us to suffer losses.

42


Table of Contents

 

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in the Company's reports under the Exchange Act is recorded, processed, and summarized and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to the Company's management, including its Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. An evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q was made under the supervision and with the participation of our management, including our CEO and CFO. Based upon this evaluation, our CEO and CFO have concluded that our disclosure controls and procedures (a) are effective to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is timely recorded, processed, summarized and reported and (b) include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting (as that term is defined in Rule 13a-15(f) of the Exchange Act) that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may be involved in various claims and legal action arising in the ordinary course of business. As of September 30, 2025, we were not involved in any material legal proceedings.

ITEM 1A. RISK FACTORS

There have been no material changes to the risk factors previously disclosed under Part I, Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 21, 2025.

43


Table of Contents

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

During the three months ended September 30, 2025, we sold equity securities that were not registered under the Securities Act. As described in Note 11 - Related Party Transactions to our condensed consolidated financial statements, the Adviser is entitled to an annual management fee payable monthly in cash, shares of common stock, or Operating Partnership units, in each case at the Adviser's election. For the three months ended September 30, 2025, the Adviser elected to receive its management fee in Class E shares and Class E units. In connection with the Adviser's election, we issued 129,750 Class E shares and 13,939 Class E units to the Adviser during the three months ended September 30, 2025 in satisfaction of the management fee.

During the three months ended September 30, 2025, we issued 164 Class E shares to certain of Apollo's affiliates and employees in lieu of cash for the dividends paid for a total value of approximately $4 thousand. These issuances were made in reliance upon the exemption from the registration set forth in Section 4(a)(2) of the Securities Act.

During the three months ended September 30, 2025, all unitholders of the Operating Partnership elected to reinvest their dividends. In connection with such dividend reinvestment, we issued 73,257 and 2,984 Class A-I units and Class E units, respectively, to the unitholders of the Operating Partnership in lieu of cash for the dividends paid during the three months ended September 30, 2025. These issuances were made in reliance upon the exemption from registration set forth in Section 4(a)(2) of the Securities Act.

Share Repurchase Plan

We have adopted a share repurchase plan, whereby on a monthly basis, stockholders may request that we repurchase all or any portion of their shares. We may choose to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any particular month, in our discretion, subject to any limitations in the share repurchase plan. The aggregate NAV of total repurchases of Class S shares, Class D shares, Class I shares, Class F-I shares, Class A-I shares, Class A-III shares and Class E shares is limited to 2% of the aggregate NAV per month and 5% of the aggregate NAV per calendar quarter. Shares are repurchased at a price equal to the transaction price on the applicable repurchase date. Due to the illiquid nature of investments in real estate, we may not have sufficient liquid resources to fund repurchase requests and have established limitations on the amount of funds we may use for repurchases during any calendar month and quarter. Further, our board of directors may modify or suspend the share repurchase plan.

During the three months ended September 30, 2025, we repurchased 272,532 Class A-III shares, 88,359 Class A-I shares, 27,402 Class F-I shares and 14,392 Class I shares pursuant to our share repurchase plan for $8.6 million. We did not repurchase any Class S shares, Class D shares or Class E shares. The "Liquidity and Capital Resources" section within Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" details our sources of capital used to pay such repurchases.

 

Month of

 

Total Number of Shares Repurchased

 

 

Average Price Paid per Share

 

 

Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs

 

 

Repurchases as Percentage of NAV(1)

 

 

Maximum Number of Shares Pending Repurchase Pursuant to Publicly Announced Plans or Programs

 

July 2025

 

 

61,003

 

 

 

21.25

 

 

 

61,003

 

 

 

0.10

%

 

 

 

August 2025

 

 

201,965

 

 

 

21.38

 

 

 

201,965

 

 

 

0.35

%

 

 

 

September 2025

 

 

139,718

 

 

 

21.43

 

 

 

139,718

 

 

 

0.23

%

 

 

 

Total

 

 

402,685

 

 

 

21.38

 

 

 

402,685

 

 

 

0.69

%

 

 

 

____________

(1) Represents aggregate NAV of the shares repurchased under our share repurchase plan over aggregate NAV of all shares outstanding, in each case, based on the NAV as of the last calendar day of the prior month.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

Not applicable.

 

 

44


Table of Contents

 

ITEM 6. EXHIBITS

 

 

Exhibit

Number

Description

3.1

 

Third Articles of Amendment and Restatement (incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on December 23, 2022)

3.2

Articles Supplementary (incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on July 2, 2025)

3.3

 

Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Pre-Effective Amendment No. 1 to the Registrant's Registration Statement on Form S-11 as filed by the Registrant with the Securities and Exchange Commission on June 7, 2022)

4.1

 

Second Amended and Restated Share Repurchase Plan (incorporated by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed on July 2, 2025)

4.2

 

Second Amended and Restated Distribution Reinvestment Plan (incorporated by reference to Exhibit 4.2 to the Registrant's Current Report on Form 8-K filed on July 2, 2025)

4.3

 

Form of Subscription Agreement (incorporated by reference to Exhibit 4.3 to the Pre-Effective Amendment No. 1 to the Registrant's Registration Statement on Form S-11 as filed by the Registrant with the Securities and Exchange Commission on June 16, 2025)

10.1

 

Fourth Amended and Restated Advisory Agreement (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on July 2, 2025)

10.2

 

Third Amended and Restated Limited Partnership Agreement (incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed on July 2, 2025)

31.1*

Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*

Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*

Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS*

 

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH*

 

Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents

104*

 

Cover Page Interactive Data File (embedded with the Inline XBRL document)

 

 

*

 

Filed herewith

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

45


Table of Contents

 

 

 

SIGNATURES

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 thereunto duly authorized.

 

Apollo Realty Income Solutions, Inc.

November 6, 2025

By:

/s/ Jess Lipsey

Jess Lipsey

President, Chief Executive Officer and Director

 

 

 

(Principal Executive Officer)

 

 

 

 

November 6, 2025

By:

/s/ Anastasia Mironova

Anastasia Mironova

Chief Financial Officer, Treasurer and Secretary

 

 

 

(Principal Financial Officer and Principal Accounting Officer)

 

 

 

 

 

46