EQT Exeter Real Estate Income Trust, Inc.

Our principal executive offices are located at Five Radnor Corporate Center, 100 Matsonford Road, Suite 250, Radnor, Pennsylvania 19087.

• Purchases and repurchases of shares of our common stock are generally made based on the prior month’s NAV per share of our common stock.
• Valuations and appraisals of our real estate and real estate related securities are estimates of fair value and may not necessarily correspond to realizable value.
• It may be difficult to reflect, fully and accurately, material events that may impact our monthly NAV.
• NAV calculations are not governed by governmental or independent securities, financial or accounting rules or standards.
• If we quickly raise a substantial amount of capital, we may have difficulty investing it in a timely manner.
• Our UPREIT structure may result in potential conflicts of interest with limited partners in our Operating Partnership whose interests may not be aligned with those of our stockholders.
• Payments to our Adviser or the Special Limited Partner in the form of common stock or Operating Partnership units they elect to receive in lieu of fees or distributions will dilute future cash available for distribution to our stockholders.
• The Dealer Manager has a limited operating history. The Dealer Manager may not be able to build and maintain a network of licensed broker-dealers, which failure could have a material adverse effect on our business and our public offering.
• Our stockholders will not have the benefit of an independent due diligence review in connection with our offerings and, if a conflict of interest arises between us and our Adviser or the Dealer Manager, we may incur additional fees and expenses.
• Our board of directors may, in the future, adopt certain measures under Maryland law without stockholder approval that may have the effect of making it less likely that a stockholder would receive a “control premium” for his or her shares.
• Our charter permits our board of directors to authorize us to issue preferred stock on terms that may subordinate the rights of the holders of our current common stock or discourage a third party from acquiring us.
• Maryland law and our organizational documents limit our rights and the rights of our stockholders to recover claims against our directors and officers, which could reduce your and our recovery against them if they cause us to incur losses.
• Your interest in us will be diluted if we issue additional shares. Your interest in our assets will also be diluted if the Operating Partnership issues additional units.
• The net tangible book value of your shares will be substantially below the price you pay for them. As a result, on acquiring shares, you will experience immediate dilution in the net tangible book value of your shares, thus increasing the risk of a loss on your investment.
• Our bylaws designate the Circuit Court for Baltimore City, Maryland or, if that court does not have jurisdiction, the United States District Court for the District of Maryland, Baltimore Division, as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
• We will not be required to comply with certain reporting requirements, including those relating to auditor’s attestation reports on the effectiveness of our system of internal control over financial reporting, accounting standards and disclosure about our executive compensation, that apply to other public companies.
• Your investment return may be reduced if we are required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”).
• We depend on our Adviser to develop appropriate systems and procedures to control operational risk.
• We are dependent on information systems, and systems failures, as well as operating failures, could significantly disrupt our business, which may, in turn, negatively affect our liquidity, financial condition or results of operations.
• Compliance with the SEC’s Regulation Best Interest by selected dealers may negatively impact our ability to raise capital in our public offering, which could harm our ability to achieve our investment objectives.
• Cybersecurity risks and cyber incidents may adversely affect our business by causing a disruption to our operations, a compromise or corruption of our confidential information and/or damage to our business relationships, all of which could negatively impact our business, financial condition and operating results.
• We are subject to risks associated with artificial intelligence and machine learning technology.
• We will face risks associated with hedging transactions.
• Our operating results will be affected by economic and regulatory changes that impact the real estate market in general.
• Our success is dependent on general market and economic conditions.
• Inflation may adversely affect our financial condition and results of operations.
• We depend on tenants for our revenue, and therefore our revenue is dependent on the success and economic viability of our tenants. Our reliance on single or significant tenants in certain buildings may decrease our ability to lease vacated space and could adversely affect our income, performance, operations and ability to pay distributions.
• As of December 31, 2025, we had a concentration of credit risk with respect to our leases with Amazon.com Services LLC and Shoals Technologies Group, LLC.
• Our portfolio may be concentrated in a limited number of industries, geographies or investments.
• We face risks associated with property acquisitions.
• Competition for investment opportunities may reduce our profitability and the return on your investment.
• Acquiring or attempting to acquire multiple properties in a single transaction may adversely affect our operations.
• We may incur “dead deal costs” in connection with potential acquisitions.
• In our due diligence review of potential investments, we will rely on third-party consultants and advisors and representations made by sellers of potential properties, and we may not identify all relevant facts that may be necessary or helpful in evaluating potential investments.
• There can be no assurance that our Adviser will be able to detect or prevent irregular accounting, employee misconduct or other fraudulent practices or material misstatements or omissions during the due diligence phase or during our efforts to monitor and disclose information about any investment on an ongoing basis or that any risk management procedures implemented by us will be adequate.
• Certain properties may require an expedited transaction, which may result in limited information being available about the property prior to its acquisition.
• We will face risks in effecting operating improvements.
• We may have difficulty selling our properties, which may limit our flexibility and ability to pay distributions.
• Investments in real properties carry certain litigation risks at the property level that may reduce our profitability and the return on your investment.
• We may make a substantial amount of joint venture investments, including with affiliates of our Adviser. Joint venture investments could be adversely affected by our lack of sole decision-making authority, our reliance on the financial condition of our joint venture partners and disputes between us and our joint venture partners.
• We may be subject to expenses and liabilities related to employees of certain portfolio companies owned by us.
• If we rely on any third-party management companies to operate any of our properties or third-party leasing agents to lease vacancies in any of our properties, we may be exposed to greater risks.
• We may be unable to renew leases as leases expire.
• Our properties may be leased at below-market rates under long-term leases.
• Short-term leases expose us to the effects of declining market rent and could adversely impact our ability to make cash distributions to you.
• Certain of our real estate investments may not include title to the underlying land, exposing us to greater risks.
• Our properties may face significant competition.
• We may experience material losses or damage related to our properties and such losses may not be covered by insurance.
• We could become subject to liability for environmental violations, regardless of whether we caused such violations.
• We may be exposed to the risks of investing in industrial properties.
• Certain of our industrial property investments may be special use and/or build-to-suit and may be difficult to sell or relet upon tenant defaults or lease terminations.
• Industrial tenants may be adversely affected by a decline in manufacturing activity in the United States.
• Investments in industrial properties may be more dependent on economic activity and trade regulation than other real estate sectors.
• We may invest in office properties, and the value of any such investment may change based on the diversification of the tenant base, location of the property and other factors.
• We may be adversely affected by trends in the office real estate industry.
• We may invest in medical office buildings, which may not have efficient alternative uses, so the loss of a tenant may cause us to not be able to find a replacement or cause us to spend considerable capital to adapt the property to an alternative use.
• The healthcare industry is heavily regulated and new laws or regulations, changes to existing laws or regulations, loss of licensure, failure to obtain licensure or other industry developments could result in the inability of the tenants in any healthcare-related assets we acquire from being able to make rent payments to us.
• Any investments in life sciences properties may be subject to unique risks.
• We have invested and expect to continue to invest in commercial properties subject to net leases, which could subject us to losses.
• Our costs associated with complying with the Americans with Disabilities Act of 1990 (the “ADA”) or the Fair Housing Amendment Act of 1988 (the “FHAA”) may affect cash available for distributions.
• Rent control and other changes in applicable laws, or noncompliance with applicable laws, could adversely affect our multifamily residential properties.
• Increased levels of unemployment could adversely affect the occupancy and rental rates of any residential properties we acquire.
• We may not be able to attract desirable tenants for our residential properties and may have difficulty evicting defaulting tenants.
• The properties we acquire will be subject to property taxes that may increase in the future, which could adversely affect our cash flow.
• We may be exposed to third party liability, which can reduce the performance of any associated investment.
• Risks related to the development of properties may have an adverse effect on our results of operations and returns to our stockholders.
• Delays in the development and construction of properties may have adverse effects on portfolio diversification, results of operations and returns to our stockholders.
• Certain of our investments may have additional capital requirements.