Bluerock Seeks SEC Co-Investment Relief for Newly Listed BPRE, Credit Fund

Bluerock has asked the U.S. Securities and Exchange Commission for an exemptive order that would allow its NYSE-listed Bluerock Private Real Estate Fund and its Bluerock High Income Institutional Credit Fund to participate jointly in negotiated investments alongside other Bluerock-affiliated entities.

The request follows a year of significant change for Bluerock’s largest real estate vehicle. Previously known as the Bluerock Total Income+ Real Estate Fund, or TI+, the fund listed on the New York Stock Exchange under the ticker BPRE on Dec. 16, 2025, converting from a closed-end interval fund to a listed closed-end fund and rebranding as Bluerock Private Real Estate Fund. Shares opened at a discount to net asset value on the first day of trading, and the fund became, by Bluerock’s account, the largest real estate-focused listed closed-end fund in the world.

So-called co-investment relief is a routine but consequential piece of regulatory infrastructure for affiliated fund families. Sections 17(d) and 57(a)(4) of the Investment Company Act of 1940 generally bar registered funds and their affiliates from participating jointly in the same transaction without SEC authorization. An exemptive order, if granted, would permit BPRE and the High Income Institutional Credit Fund to co-invest in the same securities on the same terms, subject to board oversight and policies designed to ensure fair allocation across participants. Sponsors including Apollo, Blue Owl Capital, FS Credit, and BlackRock have obtained similar orders.

Bluerock High Income Institutional Credit Fund is a non-diversified, closed-end interval fund that began operations in June 2022. The two funds are advised by separate registered investment advisers – Bluerock Fund Advisor for BPRE, and Bluerock Credit Fund Advisor for the High Income fund – both indirect subsidiaries of Bluerock Asset Management.

The filing indicates Bluerock is using the post-listing period to broaden BPRE’s transactional capabilities. Co-investment authority allows affiliated funds to source larger transactions, broaden deal participation, and share fixed costs across vehicles.

Bluerock reports more than $19 billion in acquired and managed assets across its real estate and credit strategies.

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