ExchangeRight Income Fund 8-K

What Happened

• ExchangeRight Income Fund (doing business as ExchangeRight Essential Income REIT) filed an 8-K on Feb 4, 2026 declaring net asset value (NAV) as of December 31, 2025 of $718,335,000, or $27.46 per common share/operating-partnership unit. The Trustee based NAV on the midpoint of an independent valuation of the Company’s owned real estate plus cash and other assets less liabilities.
• The filing updates the private offering (continuous offering up to $2.165 billion) purchase prices to equal the Dec 31, 2025 NAV per class (plus any selling commissions/expenses) and adjusts repurchase prices under the share repurchase program for eligible classes. The Company also declared a $0.1449 per-share dividend on Dec 31, 2025, paid or reinvested on Jan 15, 2026 via its DRIP.

Key Details

• NAV: $718,335,000 total; NAV per share/unit $27.46. Total outstanding common shares/OP units: 26,156,854.
• Portfolio and liabilities (Dec 31, 2025): Investments in real estate $1,334,550,000; mortgage loans payable $514,758,000; revolving credit facility $157,403,000.
• Private offering status: $517,635,000 raised to date (18,936,868 shares issued across classes); ~ $1.381 billion of capacity remains for future issuance (before commissions/expenses).
• Updated purchase prices (effective for subscriptions closing on/after Feb 5, 2026) and net current yields:
  • Class I / ER‑I: $27.46 (Net Current Yield 6.33%)
  • Class A / ER‑A: $29.20 (5.95%)
  • Class S / ER‑S: $28.46 (5.26%) — note no Class S issued as of Dec 31, 2025
  • Class D / ER‑D: $27.46 (6.08%)
• Dividends & DRIP: $0.1449 declared per share on Dec 31, 2025; 11.40% of aggregate declared dividends were elected for reinvestment. DRIP issuances totaled 368,822 shares representing $9.94M reinvested.

Why It Matters

• NAV disclosure gives investors an updated shadow valuation of the REIT’s assets and a reference price for new subscriptions and repurchases. The updated private offering purchase prices and repurchase pricing directly affect the cost to buy into or exit eligible share classes.
• The declared dividend and DRIP activity show cash distribution policy and the portion of distributions being reinvested, which affects share count and capital raised. The remaining private offering capacity indicates the Company intends to continue raising equity capital.
• The filing is factual (includes an independent valuation midpoint and Trustee determination) and includes standard forward-looking statement disclaimers; investors should consult the Company’s Form 10-K and offering materials for full valuation methodology and risks.