Commitments and Contingencies |
9 Months Ended |
|---|---|
Sep. 30, 2025 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Commitments and Contingencies | Note 12. Commitments and Contingencies Distribution Reinvestment Plan We had adopted an amended and restated distribution reinvestment plan (our “DRP”) that allowed both our Class A and Class T stockholders to have distributions otherwise distributable to them invested in additional Class A Shares and Class T Shares, respectively. The purchase price per share pursuant to our DRP was equivalent to the estimated value per share approved by our board of directors and in effect on the date of purchase of shares under the plan. Any shares sold pursuant to our distribution reinvestment plan were sold at our then current estimated value per share. On May 1, 2025, our board of directors approved the termination of our DRP, which termination became effective on May 11, 2025. As of such date, we had sold approximately 2.7 million of Class A Common Stock and approximately 0.3 million of Class T Common Stock through our distribution reinvestment plan. Share Redemption Program As described in “Note 2 – Summary of Significant Accounting Policies – Redeemable Common Stock,” we had an SRP. Please refer to that section for additional details. Pursuant to the SRP, we were able to redeem the shares of stock presented for redemption for cash to the extent that such requests complied with the terms of our SRP and we had sufficient funds available to fund such redemption. Our board of directors could amend, suspend or terminate the SRP with 30 days’ notice to our stockholders. On April 29, 2025, we terminated our SRP, given the completion of our Underwritten Public Offering. As such, the maximum payable amount related to the SRP was reclassified to permanent equity in our consolidated statements of equity and temporary equity during the three months ended June 30, 2025. During the year ended December 31, 2024, approximately 0.5 million shares or $29.9 million of requests that met the eligibility criteria were requested to be redeemed; approximately $29.9 million of which were fulfilled during the year ended December 31, 2024. Due to the suspension of our SRP, we were unable to honor redemption requests not yet fulfilled prior to the suspension, including requests submitted subsequent to such suspension, which became effective November 25, 2024. On April 29, 2025, in light of our listing on the NYSE, our board of directors approved the termination of our SRP, which termination became fully and finally effective on May 29, 2025. Operating Partnership Redemption Rights Generally, the limited partners of our Operating Partnership have the right to cause our Operating Partnership to redeem their limited partnership units for cash equal to the value of an equivalent number of our shares, or, at our option, we may redeem their limited partnership units by issuing one share of our common stock for each limited partnership unit redeemed. Furthermore, limited partners may exercise their redemption rights only after their limited partnership units have been outstanding for one year. Additionally, the Class A-1 Units issued in connection with the Self Administration Transaction are subject to the general restrictions on transfer contained in the Operating Partnership Agreement. The Class A-1 Units are otherwise entitled to all rights and duties of the Class A limited partnership units in the Operating Partnership, including cash distributions and the allocation of any profits or losses in the Operating Partnership. Other Contingencies and Commitments We have severance arrangements which cover certain members of our management team; these provide for severance payments upon certain events, including after a change of control. See Note 10 – Related Party Transactions related to our debt investments in the Managed REITs and our Sponsor Funding Agreement with SST VI for more information about our contingent obligations under these agreements. As of September 30, 2025, pursuant to various contractual relationships, we were required to make other non-cancellable payments in the amounts of approximately $3.5 million, $3.7 million, and $3.9 million during the years ending December 31, 2025, 2026, and 2027, respectively. From time to time, we are party to legal, regulatory and other proceedings that arise in the ordinary course of our business. In accordance with applicable accounting guidance, management accrues an estimated liability when those matters present loss contingencies that are both probable and reasonably estimable. In such cases, there may be an exposure to loss in excess of any amounts accrued. For such proceedings, we are not aware of any for which the outcome is reasonably likely to have a material adverse effect on our results of operations or financial condition. |