486BPOS: Bluerock Total Income+ Real Estate Fund Files Post-Effective Amendment for Continuous Offering

Bluerock Total Income+ Real Estate Fund has filed a post-effective amendment to its registration statement, indicating a continuous offering of its shares.

Summary

• Bluerock Total Income+ Real Estate Fund is a continuously offered, non-diversified, closed-end management investment company operating as an interval fund.
• The fund's primary objective is to generate current income while secondarily seeking long-term capital appreciation with low to moderate volatility and low correlation to the broader markets.
• The fund invests primarily in a strategic combination of global best-in-class institutional private real estate funds and public real estate securities.
• The fund offers Class A, Class C, Class I, Class L and Class M shares, each with different prospectuses, sales loads, and ongoing fees.
• The fund provides limited liquidity through quarterly repurchase offers for no less than 5% of the outstanding shares.
• As of January 3, 2025, the NAV per share was $26.03 for Class A shares, $24.05 for Class C shares, $26.80 for Class I shares, $25.54 for Class L shares and $24.24 for Class M shares.
• The maximum sales load for Class A shares is 5.75% of the amount invested, while Class L shares have a maximum sales load of 4.25%.
• Class C and Class M shares are not subject to sales charges.
• The minimum initial investment for Class A, Class C and Class L shares is $2,500 for regular accounts and $1,000 for retirement plan accounts, while Class I shares require a minimum initial investment of $1,000,000 and Class M shares require a minimum initial investment of $25,000.
• The fund's investment advisor is Bluerock Fund Advisor, LLC, which has engaged Mercer Investments LLC and RREEF America L.L.C. as sub-advisors.
• The Advisor is entitled to receive a monthly fee at the annual rate of 1.50% of the Funds daily net assets.
• The Advisor has contractually agreed to waive its fees and to pay or absorb the ordinary operating expenses of the Fund to the extent that such expenses exceed 1.95% per annum of the Funds average daily net assets attributable to Class A shares, 2.70% per annum of the Funds average daily net assets attributable to Class C shares, 1.70% per annum of the Funds average daily net assets attributable to Class I shares, 2.20% per annum of the Funds average daily net assets attributable to Class L shares and 2.45% per annum of the Funds average daily net assets attributable to Class M shares.
• The fund has an expense limitation and reimbursement agreement with the Advisor that will remain in effect until at least January 31, 2026.
• The fund has a distribution policy to make quarterly distributions to shareholders, expected to represent an annual rate of approximately 5.25% of the Funds current net asset value per share.

Sentiment

Score: 4

Explanation: The document is primarily factual and descriptive, but the negative total returns and the various risks outlined suggest a cautious sentiment. The fund's structure and investment strategy are complex, which may be a concern for some investors.

Positives

• The fund offers a multi-strategy, multi-manager, multi-sector approach to real estate investing.
• The fund provides access to institutional private real estate funds that may not be otherwise available to individual investors.
• The fund has an expense limitation and reimbursement agreement with the Advisor, which helps to control costs.
• The fund has a distribution policy to make quarterly distributions to shareholders, which may be attractive to income-seeking investors.

Negatives

• The fund is non-diversified and concentrates its investments in the real estate industry, which may lead to higher volatility.
• The fund's shares are not listed on a stock exchange and have limited liquidity through quarterly repurchase offers.
• The fund's investments are subject to various risks, including real estate industry concentration risk, market risk, liquidity risk, and credit risk.
• The fund's distribution policy may result in a return of capital, which is not taxable but reduces the tax basis of shares.
• The fund may utilize leverage, which can magnify losses.

Risks

• The fund is subject to real estate industry concentration risk, which means its performance is significantly impacted by the real estate market.
• The fund is subject to market risk, including the risk that geopolitical and other similar events will disrupt the economy.
• The fund has limited liquidity, as its shares are not listed on any exchange and are only available through quarterly repurchase offers.
• The fund is subject to allocation risk, correlation risk, credit risk, and distribution policy risk.
• The fund is subject to fixed income risk, institutional investment fund risk, issuer and non-diversification risk, and lack of control over underlying funds.
• The fund is subject to leveraging risk, management risk, possible competition between underlying funds, preferred securities risk, REIT risk, repurchase policy risks, underlying funds risk, and valuation of institutional investment funds risk.

Future Outlook

The Fund is a continuously offered fund, and no termination date has been established for its continuous offering.

Management Comments

• The Advisor believes that the Fund may be able to provide an additional benefit in terms of lower fees from the Institutional Investment Funds as a result of volume discounts.
• The Advisor also believes that the Fund may be able to provide an additional benefit in terms of lower fees from the Institutional Investment Funds as a result of volume discounts that may not otherwise be permitted or available to them.

Industry Context

The fund operates in the alternative investment space, providing access to institutional-quality real estate investments that are typically not available to individual investors. The fund's multi-strategy approach and focus on low correlation to broader markets are consistent with trends in alternative investing.

Comparison to Industry Standards

• The fund's structure as a continuously offered, non-diversified, closed-end management investment company is similar to other interval funds in the market.
• The fund's investment strategy of combining global best-in-class institutional private real estate funds and public real estate securities is a common approach in the alternative investment space.
• The fund's expense ratios are comparable to other funds with similar investment strategies and structures.
• The fund's use of sub-advisors, such as Mercer and RREEF, is a common practice in the investment management industry.
• The fund's quarterly repurchase offers are a standard feature of interval funds, providing limited liquidity to shareholders.

Related Party Transactions

• Bluerock Capital Markets, LLC (BCM), a registered broker-dealer and an affiliate of the Advisor, is paid a portion of the sales load, up to 0.75% of the offering price, charged on the sale of Class A shares.
• The Advisor or its affiliates, in the Advisors discretion and from their own resources, may pay additional compensation to brokers or dealers in connection with the sale and distribution of Fund shares.

Stakeholder Impact

• Shareholders are subject to the risks associated with the limited liquidity of the shares and should view the investment as a medium to long-term investment.
• Shareholders may receive distributions that include a return of capital, which is not taxable but reduces the tax basis of their shares.
• Shareholders may be subject to an early withdrawal charge if they tender for repurchase shares that have been held for less than one year.
• Shareholders may be subject to U.S. income and withholding tax and are subject to special U.S. tax certification requirements if they are non-U.S. investors.

Next Steps

• The Fund will continue to offer shares on a continuous basis.
• The Fund will continue to make quarterly repurchase offers for no less than 5% of the outstanding shares.
• The Advisor will continue to monitor and manage the Funds investments in accordance with its investment objectives and policies.

Key Dates

Keywords

real estate, interval fund, institutional investment funds, private real estate, public real estate securities, real estate investment trusts, REITs, multi-manager, multi-strategy, multi-sector, income, capital appreciation, closed-end fund, non-diversified, quarterly repurchases