Blackstone Real Estate Partners Asia III (“BREP Asia III”)

Note:     Past performance is not necessarily indicative of future results. There can be no assurance that any Blackstone fund or investment will achieve its objectives or avoid substantial losses.

1           Includes Blackstone’s GP, side-by-side commitments as applicable. Figures include all Blackstone opportunistic invested / committed investments in Asia, including the applicable global fund share, co-investments and investments made prior to BREP Asia I. There can be no assurance that committed but not yet closed transactions will close as expected or at all. Realized proceeds include proceeds realized by the fund that have not yet been distributed to investors.

2           As of June 30, 2021, the overall net realized / unrealized IRRs for BREP Asia I and BREP Asia II are 13% and 11%, respectively, and the overall net realized / unrealized MOICs for BREP Asia I and BREP Asia II are 1.6x and 1.2x, respectively. Performance figures reflect BREP Asia I and   BREP Asia II only.

*           Past performance is not a reliable indicator of future performances. No guarantee is given on the success, profitability, return or benefit of this investment.

BNP Paribas Wealth Management Disclaimer

This document is communicated by the Wealth Management métier of BNP PARIBAS SA supervised and authorised as a Bank by the European Central Bank ("ECB") and in France by the French “Autorité de Contrôle Prudentiel et de Résolution” (“ACPR”) and regulated by the French “Autorité des Marchés Financiers” (“AMF”) (hereinafter BNP Paribas).

Blackstone Real Estate Partners Asia III (Lux) SCSp is a Luxembourg “Société en Commandite Spéciale” (a special limited partnership). Its General Partner is Blackstone Real Estate Associates Asia III (Lux) Sàrl, a Luxembourg “Société à responsabilité limitée” (a private limited liability company). It is managed by Blackstone Europe Fund Management Sàrl which has been appointed as Alternative Investment Fund Manager.

PrivAccess V Real Estate Asia 3 is a compartment of PrivAccess V SICAV-RAIF SCA (hereinafter “PrivAccess V REA 3“) a Luxembourg investment company with variable capital, structured under the form of a Multi-Compartment Reserved Alternative Investment Fund, registered as a corporate partnership limited by shares, notified to the CSSF. It is managed by its general partner: PrivAccess General Partner Sàrl and Global General Partner SA, which is an Alternative Investment Fund Manager authorised by the Luxembourg CSSF, has been appointed to manage PrivAccess V REA 3.

This material is confidential and intended solely for the use of the person to whom it has been delivered and must not be distributed, published or reproduced, in whole or in part nor may it be quoted or referred to in any document without the prior consent of BNP Paribas. This document is provided solely for the purpose of providing general information and shall not constitute an offer, a solicitation or an investment advice nor shall it form the basis of or be relied upon in connection with any subscription or commitment. In addition, this document and its content shall not in any way be construed as an advertisement, inducement or recommendation of any kind or form whatsoever. For the purposes herein, “BNP Paribas” means BNP Paribas SA and its respective affiliates and related corporations.

Although the information provided herein may have been obtained from published or unpublished sources considered to be reliable, and while all reasonable care has been taken in the preparation of this document, BNP Paribas does not make any representation or warranty, express or implied, as to its accuracy or completeness and does not accept responsibility for any inaccuracy, error or omission nor any liability for the use of or reliance on this document or any part of the information contained herein. Past performance is not a reliable indicator of future performance. BNP Paribas is not giving any warranties, guarantee or representation as to the expected or projected success, profitability, return, performance, result, effect, consequence or benefit (either legal, regulatory, tax, financial accounting or otherwise) of any security.

Prior to making any commitment, the investor should take advice from his legal, tax and financial advisors. Subscribers should be in a position to fully understand the features of the subscription and be financially able to bear a loss of their investment and be willing to accept such risk. Save as otherwise expressly agreed in writing, BNP Paribas is not acting as financial adviser of, or in any fiduciary capacity to, the subscriber in any subscription.

An investment in PrivAccess V REA 3 should be conditioned upon the previous reading and understanding of its Issuing Document and its Subscription Agreement which are available in English only and which describe the rights and obligations of the investors. Therefore, prospective subscribers should not rely on any other information not contained in such Issuing Document and Subscription Agreement.

Under no circumstances will PrivAccess V REA 3, PrivAccess General Partner S.a.r.l, Global General Partner SA, BNP Paribas, Blackstone Real Estate Partners Asia III (Lux) SCSp, Blackstone Real Estate Associates Asia III (Lux) Sàrl, Blackstone Europe Fund Management Sàrl pay or reimburse any current or future taxation in the subscribers’ country of origin, residence or domiciliation or wherever subsequent to the subscription, holding, conversion, sale or liquidation of ordinary shares in PrivAccess V REA 3 or in Blackstone Real Estate Partners Asia III (Lux) SCSp. The subscriber will be responsible for such payment or reimbursement.

BNP Paribas may provide investment banking, commercial banking or financial advisory services to the property companies of Blackstone Real Estate Partners Asia III (Lux) SCSp and therefore BNP Paribas interests may be contrary to those of the subscribers of Blackstone Real Estate Partners Asia III (Lux) SCSp and PrivAccess V REA 3.

No measures have been nor will be taken in any country or territory for the purposes of allowing a public offering of the investment described in this document, or the holding or distribution of any document relating to this investment. These ordinary shares are not recommended by any federal or state securities commission or any other regulatory authority. Furthermore, the foregoing authorities have not confirmed the accuracy or determined the adequacy of this document. BNP Paribas, PrivAccess General Partner S.a.r.l, Global General Partner SA, Blackstone Real Estate Associates Asia III (Lux) Sàrl, Blackstone Europe Fund Management Sàrl entities are separate legal entities and none of them is representing or acting as an agent for the other.

This document is not for distribution to US Persons and US Persons are not eligible to apply to become Shareholders in PrivAccess V REA 3. The ordinary shares of PrivAccess V REA 3 will be offered and sold only outside the United States to persons who are not US Persons, in reliance on Regulation S. There is no obligation on the part of any person to register the ordinary shares of PrivAccess V REA 3 under the United States Securities Act or any securities laws of any state of the United States, and no such registration is planned. The ordinary shares of PrivAccess V REA 3 are subject to limitations on transfer as set forth in the Issuing Document of PrivAccess V REA 3. By accepting this documentation, the subscriber agrees to be bound by the foregoing limitations.

BNP Paribas SA (2022). All rights reserved.
 

BNP Paribas Wealth Management Disclaimer – Risk Factors

This is not an exhaustive list. For more information please refer to Risk Factors in the section 2.18 of the Issuing Document of PrivAccess V REA 3.

An investment in PrivAccess V REA 3 includes a degree of significant risk since there is no guarantee that the Feeder Fund will meet its return targets, nor that Investors will recover all or part of their investment in PrivAccess V REA 3 (risk of capital loss).

Debt and debt-related investments carry a relatively high degree of risk owing to the business and financial uncertainties facing individual issuers. Alternative investments often are speculative and include a high degree of risk. Investors could lose all or a substantial amount of their investment. Alternative investments are suitable only for eligible, long-term investors who are willing to forgo liquidity and put capital at risk for an indefinite period of time. They may be highly illiquid and can engage in leverage and other speculative practices that may increase the volatility and risk of loss. Alternative Investments typically have higher fees than traditional investments. Investors should carefully review and consider potential risks before investing.

Changes in economic, regulatory and financial conditions, can affect substantially and adversely the business and prospects of any of the Investments. There can be no assurance that Blackstone Real Estate Partners Asia III (Lux) SCSp will be successful in its Investments and there is no assurance of any distribution to its investors (including PrivAccess V REA 3) at any time.

Ordinary shares in PrivAccess V REA 3 cannot be freely sold. No representation is made by PrivAccess V REA 3 or PrivAccess General Partner S.a.r.l its general partner, Global General Partner SA and/or BNP Paribas as to the existence of a secondary market for the ordinary shares and the commitments of any Investor. However, BNP Paribas will use its reasonable efforts to try to find a potential new investor wanting to purchase the investor’s ordinary shares and commitment in PrivAccess V REA 3 subject to the transfer process as defined in the Issuing Document of PrivAccess V REA 3. Nevertheless, investors willing to sell their ordinary shares in PrivAccess V REA 3 must be prepared to bear the risk of capital loss and BNP Paribas will not assume any responsibility linked to this potential specific transaction. No representation or guarantee is given by BNP Paribas as to the existence of a market for PrivAccess V REA 3 and as to the consequences of the application of this process.

If an investor does not meet a drawdown at the time and for the required amount, PrivAccess General Partner S.a.r.l acting as general partner of PrivAccess V REA 3 may declare such investor as Defaulting and as such take one of the actions defined in the PrivAccess V REA 3 issuing Document.

Investors of Blackstone Real Estate Partners Asia III (Lux) SCSp and PrivAccess V REA 3 will have no opportunity to control the day-to-day operation. Blackstone Real Estate Associates Asia III (Lux) Sàrl / Blackstone Europe Fund Management Sàrl will have sole and absolute discretion in structuring, negotiating and purchasing, financing, monitoring and eventually divesting Investments made by Blackstone Real Estate Partners Asia III (Lux) SCSp. Accordingly, investors of Blackstone Real Estate Partners Asia III (Lux) SCSp, including PrivAccess V REA 3, will rely exclusively on the ability of Blackstone Real Estate Associates Asia III (Lux) Sàrl / Blackstone Europe Fund Management Sàrl to select, manage and exit such investments.

Blackstone Real Estate Partners Asia III (Lux) SCSp will invest in properties or shareholdings of unquoted property companies. Potential investors should be aware that investments in property companies whose shares are not quoted on any exchange or market can involve a greater risk than investments in quoted companies.

The leveraged capital structure of some property companies in which Blackstone Real Estate Partners Asia III (Lux) SCSp may indirectly invest will increase the exposure of such Investments to adverse financial or economic conditions. Under such conditions, the value of the Blackstone Real Estate Partners Asia III (Lux) SCSp’s debt or equity Investment in a property company could be significantly reduced or even eliminated.

The success of PrivAccess V REA 3 will depend on the expertise and commitment of the investment team managing Blackstone Real Estate Partners Asia III (Lux) SCSp, in particular on the capacity of Blackstone Real Estate Associates Asia III (Lux) Sàrl / Blackstone Europe Fund Management Sàrl to identify, select and acquire appropriate assets. No guarantee can be given that the return objective will be met. The investors have to be aware of the risks related to this type of investment, the invested capital is not guaranteed and can be partially or totally lost.