Brookfield Real Estate Income Trust, Inc.

We note your response to comment 1. Please provide us with a quantitative detail or reconciliation of how you derived the amount of net asset value (“NAV”) allocated to each class of share. This quantitative information should be based on the multiple factors listed in your response (e.g. class-specific adjustments for repurchases of the Company’s common stock effective on the last calendar day of that month and accruals of class-specific expenses). In your response, please supplement your quantitative information with sufficient narrative disclosure to clearly explain how each component is derived. Additionally, please tell us what consideration you gave to enhancing your NAV disclosures in your filing to provide this quantitative information to enable investors to better understand how you allocated NAV to each class of share.

The calculation methodology in Exhibit A is sufficiently detailed in the Company’s existing disclosures in its Form 10-K, as supplemented with the additional disclosure set forth in Exhibit B.

The NAV disclosures the Company believes are most meaningful are already provided in the Company’s Form 10-K and Form 10-Q filings. The Company believes the most meaningful information for stockholders is (i) the components of NAV on an aggregate basis, which includes the fair values of the Company’s assets and liabilities, and (ii) the disclosure of the key assumptions that are used to determine the values of the Company’s property investments.

NAV appreciation is allocated proportionally to each share class on a monthly basis based on the NAV of each share class as a percentage of the Company’s aggregate NAV. As a result, each stockholder receives the same pro-rata allocation of net appreciation, regardless of the class of shares. The only components of NAV that are not allocated proportionally are class-specific expenses, which are deducted from the Company’s gross distribution, and the differences in the fees charged to each share class are adequately explained in the Company’s existing disclosures.

We note your response to comment 3. Please revise future filings to separately quantify the material components identified as contributing to the change in revenues between periods. This comment is also applicable to any income statement line item that is impacted by multiple factors.

Jason W. Goode, Alston & Bird LLP

($ and shares/units in thousands, except per
share/unit data)

NAV as of June 30, 2023

Subscriptions⁽³⁾

Distribution Reinvestment⁽⁴⁾

NAV for allocation

Allocation %

Allocation of NAV Appreciation⁽⁵⁾

Other Changes in NAV and Class-Specific Expenses

Distributions⁽⁶⁾

Management Fee⁽⁷⁾

Stockholder Servicing Fee⁽⁸⁾

Performance Fee⁽⁹⁾

Repurchases⁽¹⁰⁾

NAV as of July 31, 2023

Number of shares/units outstanding

NAV Per Share/Unit as of July 31, 2023

No Class T shares have been sold. Class C and Class E shares of the Company’s common stock are sold pursuant to private offerings.

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

Represents subscription proceeds received for shares issued on the first calendar day of the month, net of upfront selling commissions which are recorded as offering costs under GAAP.

Distributions reinvested by stockholders pursuant to the Company’s Distribution Reinvestment Plan.

Includes net portfolio income from investments, interest expense, realized and unrealized net real estate appreciation, general and administrative expenses, and reimbursements paid to the Adviser for previously advanced organization and offering costs. Unrealized net real estate appreciation includes any changes in the fair market value of the Company’s investments in real estate, investments in real estate-related loans, and debt liabilities, which are presented at their carrying value in the Company’s GAAP consolidated financial statements. Allocation of NAV Appreciation excludes straight-line rental revenue, depreciation and amortization, which are recognized as components of net income under GAAP. Allocated amounts may not recalculate due to rounding.

Net distributions declared during the month. The net distribution per share will differ by share class due to the allocation of class-specific expenses, including stockholder servicing fees, management fees and performance fees.

Management fees are a class-specific expense and payable monthly on Class C, Class D, Class I, Class S and Class T shares of common stock. The Company accrues a monthly management fee equal to 1/12 of 1.25% of the NAV of the Company’s Class C, Class D, Class I, Class S and Class T common shares on the last day of the month, prior to giving effect to distributions, accrued stockholder servicing fees, and accrued performance fees.

Stockholder servicing fees are a class-specific expense and payable monthly on Class T, Class S, and Class D common shares. For purposes of calculating NAV, the stockholder servicing fee is recognized as reduction of NAV on a monthly basis as such fee becomes payable. Under GAAP, the Company accrues the full cost of the stockholder servicing fee 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 such share is sold. The stockholder servicing fee is calculated as a percentage of the aggregate NAV for such class of shares.

Performance fees are a class-specific expense and accrued monthly based on the total return of the Company’s Class C, Class D, Class I, Class S and Class T common shares. Total return is defined as distributions paid or accrued plus the change in NAV of the Company’s Class C, Class D, Class I, Class S and Class T common shares, adjusted for subscriptions and repurchases.

Repurchases of common stock effective on the last calendar day of the month.

Investments in Real Estate: Our independent valuation advisor and independent third-party appraisal firms value our properties using the discounted cash flow methodology (income approach) as the primary methodology, whereby a property’s value is calculated by discounting the estimated cash flows and the anticipated terminal value of the subject property by the assumed market supported discount and terminal capitalization rate. Consistent with industry practices, the income approach also incorporates subjective judgments regarding comparable rental and operating expense data, capitalization and discount rates, and projections of future rent and expenses based on appropriate market evidence as well as the residual value of the asset as components in determining value. The valuations of our properties also incorporate historical operating revenues and expenses of the properties, lease agreements on the properties, budgeted revenues and expenses of the properties, information regarding recent or planned capital expenditures and any other information relevant to valuing the real estate property.

Investments in Real Estate-Related Loans and Securities: Our real estate-related securities are valued monthly using market quotations from third-party pricing vendors, and our real estate-related debt investments are valued monthly using valuations prepared by independent third-party valuation providers. Market quotations may be obtained from third-party pricing service providers or broker-dealers. If market quotations are not readily available (or are otherwise not a reliable indication of fair value for a particular investment), the fair value will be determined in good faith by the Sub-Adviser.

Liabilities: We include the fair value of our liabilities as part of our NAV calculation. These liabilities include the fees payable to the Adviser (including any accrued performance fees) and the Dealer Manager, accounts payable, accrued operating expenses, property-level mortgages, portfolio-level credit facilities and other liabilities. Other than our debt obligations, we include the cost basis of our liabilities as part of NAV, which approximates fair value due to the liquid and short-term nature of the liabilities. For NAV, our debt obligations are valued by an independent third-party valuation provider using the discounted cash flow method.

Effective on the first day of each month, shares are issued for each class of common stock for subscriptions and distribution reinvestments, to the extent each class of common stock receives subscriptions and distribution reinvestments in the current month. The subscription and distribution reinvestment proceeds received by each share class are added to each share class’s prior month ending aggregate NAV, resulting in an aggregate NAV per share class effective on the first day of the current month (“NAV for Allocation”).

Each share class is then allocated its proportionate share of the current month’s NAV appreciation (whether an increase or decrease) based on its relative percentage of the total NAV for Allocation. NAV appreciation includes net portfolio income from investments, interest expense, realized and unrealized net real estate appreciation, general and administrative expenses, and reimbursements paid to the Adviser for previously advanced organization and offering costs. Unrealized net real estate appreciation includes any changes in the fair market value of our investments in real estate, investments in real estate-related loans, and debt liabilities, which are presented at their carrying value in our GAAP consolidated financial statements. NAV appreciation excludes straight-line rental revenue, depreciation and amortization, which are recognized as components of net income under GAAP.

Following the proportionate allocation of NAV appreciation, the aggregate NAV of each share class is reduced by the net distributions declared during the month. The net distribution per share will differ by share class due to the allocation of class-specific expenses, including stockholder servicing fees, management fees and performance fees, which are reduced from the gross distribution as discussed below.

Class-specific expenses are then allocated to certain share class as follows:

Stockholder servicing fees are payable monthly on Class T, Class S, and Class D common shares. For purposes of calculating NAV, the stockholder servicing fee is recognized as reduction of NAV on a monthly basis as such fee becomes payable. Under GAAP, we accrue the full cost of the stockholder servicing fee 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 such share is sold. The stockholder servicing fee is calculated as a percentage of the aggregate NAV for such class of shares.

Management fees are accrued monthly in an amount equal to 1/12 of 1.25% of the NAV of our Class C, Class D, Class I, Class S and Class T common shares on the last day of the month, prior to giving effect to distributions, accrued stockholder servicing fees, and accrued performance fees.

Performance fees are accrued monthly based on the total return of our Class C, Class D, Class I, Class S and Class T common shares. Total return is defined as distributions paid or accrued plus the change in NAV of our Class C, Class D, Class I, Class S and Class T common shares, adjusted for subscriptions and repurchases.

Lastly, the aggregate NAV of each share class is reduced by repurchases of common stock effective on the last day of the month.

The NAV per share for each class is calculated by dividing such class’s aggregate NAV at the end of each month by the number of shares outstanding for that class at the end of such month.