Blackstone Sells Class C Shares to Offshore Feeder Vehicle

The private transaction raises over $2.7 million from non-U.S. investors without SEC registration.

July 21, 2025


Blackstone Completes $2.7M Private Equity Sale Abroad



Blackstone Real Estate Income Trust, Inc. (BREIT) recently closed a $2.7 million private equity sale aimed at non-U.S. investors. The transaction involved over 175,000 Class C common shares issued in two rounds—first on June 13, then again on July 15, 2025.



Instead of going through the public markets, BREIT used a feeder fund to hold the shares. This vehicle was specifically structured to offer interests in the underlying stock to international investors. It’s a streamlined setup that gives global investors access without triggering full SEC registration requirements.

The shares were offered under exemptions laid out in Regulation S and Section 4(a)(2) of the Securities Act. By using these provisions, BREIT keeps the process efficient while expanding its global reach.



The breakdown of sales:



  • June 13, 2025: 15,186 shares sold for approximately $234,000

  • July 15, 2025: 161,647 shares sold for approximately $2.5 million



All told, the fund raised $2,735,467 from the two placements.



This approach reflects BREIT’s strategy of using flexible capital-raising tools to access a broader investor base. It’s a move designed to align with their long-term plans—bringing in cross-border capital while keeping their structure adaptable.

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