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PGIM Private Real Estate Fund Announces Conversion to Interval Fund Structure

By Mari Nicholson

PGIM Private Real Estate Fund Announces Conversion to Interval Fund Structure

In a move to provide shareholders with structured liquidity, the board of directors of PGIM Private Real Estate Fund Inc. – a continuously offered, closed-end tender offer fund taxed as a real estate investment trust and managed by PGIM Investments – has approved the company’s conversion to an interval fund structure.

The company will also adopt a new name: PGIM Real Estate Fund Inc. The changes are planned to be effective on April 30, 2026. The announcement represents a strategic pivot for the fund as it aligns with Rule 23c-3 of the Investment Company Act of 1940.

Under the interval fund structure, the company will begin conducting mandatory quarterly repurchase offers to provide shareholders with a predictable window for liquidity.

Despite the structural change, the fund will continue to offer its shares on a continuous basis at their net asset value, both before and after the conversion.

The board also approved a revision to the company’s 80% investment policy, broadening the scope of eligible investments to include more liquid real estate assets alongside private holdings. By including publicly traded real estate securities in the 80% basket, the fund gains greater flexibility to manage liquidity, which will support its quarterly repurchase obligations.

The fund also noted that its board may change the new 80% investment policy in the future without shareholder approval, subject to at least 60 days’ prior notice.

Until April 30, the company will continue to operate under its current private real estate mandate and name. The fund is currently preparing a post-effective amendment to its registration statement on Form N-2.

Per recent reporting by AltsWire and based on data from investment banking firm Robert A. Stanger & Company Inc., PGIM Private Real Estate Fund was the top performer in total return among NAV REITs across the three-month, one-year and three-year periods. According to that analysis, the non-listed REIT sector showed signs of stabilization and renewed strength in the fourth quarter of 2025 as aggregate net asset value edged higher to $90.2 billion. NAV REITs delivered positive NAV growth of 2.1% quarter over quarter and 2.3% year over year, marking a notable shift after a prolonged period of NAV contraction.

As of Jan. 31, 2026, the total NAV for PGIM Private Real Estate Fund was approximately $358.5 million, reflecting the fund’s diversified portfolio of private real estate assets and debt investments. The aggregate value has remained relatively stable over the last several months, having been reported at approximately $358 million at the end of December 2025.

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