0000950170-24-074991.txt : 20240618 0000950170-24-074991.hdr.sgml : 20240618 20240618170019 ACCESSION NUMBER: 0000950170-24-074991 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240618 DATE AS OF CHANGE: 20240618 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Cantor Fitzgerald Income Trust, Inc. CENTRAL INDEX KEY: 0001666244 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 811310268 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-273828 FILM NUMBER: 241052750 BUSINESS ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-938-5000 MAIL ADDRESS: STREET 1: 110 EAST 59TH STREET CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: RODIN GLOBAL PROPERTY TRUST, INC. DATE OF NAME CHANGE: 20160912 FORMER COMPANY: FORMER CONFORMED NAME: RODIN GLOBAL ACCESS PROPERTY TRUST, INC. DATE OF NAME CHANGE: 20160208 424B3 1 cfit_pro_supp_5_filing_6.htm 424B3 424B3

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-273828

CANTOR FITZGERALD INCOME TRUST, INC.

SUPPLEMENT NO. 5 DATED JUNE 18, 2024

TO THE PROSPECTUS DATED FEBRUARY 7, 2024

This Supplement No. 5 supplements, and should be read in conjunction with our prospectus dated February 7, 2024, Supplement No. 1 dated February 15, 2024, Supplement No. 2 dated March 19, 2024, Supplement No. 3 dated April 17, 2024, and Supplement No. 4 dated May 16, 2024. Defined terms used in this Supplement No. 5 shall have the meaning given to them in the prospectus unless the context otherwise requires. The purposes of this Supplement are as follows:

to update the transaction price for Class S, Class I, Class T and Class D shares of our common stock as of July 1, 2024;
to disclose the calculation of our May 31, 2024 net asset value (“NAV”) per share, as determined in accordance with our valuation procedures, for each of our share classes;
to update our portfolio disclosure; and
to provide an update on the status of our current public offering (the “Offering”).

July 1, 2024 Transaction Price

The transaction price for each share class of our common stock for subscriptions accepted as of July 1, 2024 (and repurchases as of June 30, 2024) is as follows:

 

 

Transaction Price

(per share)

Class S

$

21.83

Class I

$

21.85

Class T

$

21.83

Class D

$

21.85

A detailed calculation of the NAV per share is set forth below. The purchase price of our common stock for each share class equals the transaction price of such class, plus applicable upfront selling commissions and dealer manager fees. Subject to certain specific limitations and holding period requirements defined in our share repurchase program, the repurchase price for each share class will be based upon the transaction price of such class.

May 31, 2024 NAV per Share

We calculate NAV per share in accordance with the valuation guidelines that have been approved by our board of directors. Our NAV per share, which is updated as of the last calendar day of each month, is posted on our website at www.cfincometrust.com and is made available on our toll-free, automated telephone line at 855-9-CANTOR. Please refer to “Net Asset Value Calculation and Valuation Guidelines” in the prospectus for how our NAV is determined. We have engaged Robert A. Stanger & Co., Inc. to serve as our independent valuation firm (“Independent Valuation Firm”). Our advisor is ultimately responsible for determining our NAV.

 






 

 

 

 

 

1


The following table provides a breakdown of the major components of our NAV pursuant to our valuation guidelines:

 

Components of NAV

May 31, 2024

April 30, 2024

Investment in real estate

 $1,014,368,000

 $1,013,668,000

Investments in real estate-related assets

33,341,369

              33,429,956

Investment in debt securities

                         6,192,188

Cash and cash equivalents and restricted cash

             40,708,305

               39,005,055

Other assets

               10,494,797

              11,170,554

Debt obligations (at fair market value)

         (480,379,901)

           (474,760,689)

Due to related parties(1)

             (10,069,711)

(9,193,313)

Accounts payable and other liabilities

          (20,227,832)

            (19,982,337)

Accrued performance participation allocation

                          —

                        —

Distribution fee payable the following month(2)

                 (27,920)

                   (27,856)

Non-controlling interests in subsidiaries

       (287,887,285)

         (293,300,395)

Sponsor Support repayment / special unit holder interest in
         liquidation

               —

         —

Net Asset Value

   $300,319,822

 $306,201,163

Number of outstanding shares

      13,745,794

               13,970,556

(1) Distribution fee only relates to Class TX, Class T, Class S and Class D shares of common stock.

(2) The distribution fee that is payable as of May 31, 2024 related to Class TX, Class T, Class S and Class D shares of common stock is shown in the table below.

Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures.

 

The following table provides a breakdown of our total NAV and NAV per share by class as of May 31, 2024.

 

NAV Per Share

Class AX, IX and I Shares

Class TX Shares

Class T Shares

Class D Shares

Class S Shares

Total

Total Gross Assets at Fair Value

 $926,629,257

 $5,251,131

 $117,583,638

 $48,889,707

 $558,738

 $1,098,912,471

Distribution fees due and payable

  —

                   (1,418)

     (23,528)

    (2,864)

  (110)

     (27,920)

Debt obligations (at fair market value)

           (405,067,813)

              (2,295,486)

         (51,400,651)

         (21,371,704)

              (244,247)

(480,379,901)

Due to related parties

           (8,491,021)

                 (48,118)

              (1,077,459)

              (447,993)

                  (5,120)

           (10,069,711)

Accounts payable and other liabilities

            (17,056,590)

                 (96,659)

           (2,164,378)

              (899,920)

(10,285)

         (20,227,832)

Accrued performance participation allocation

                            —

                            —

                        —

                        —

                        —

                        —

Non-controlling interests in subsidiaries

          (242,753,439)

 (1,375,664)

         (30,803,940)

         (12,807,867)

              (146,375)

       (287,887,285)

Quarterly NAV

 $253,260,394

 $1,433,786

 $32,113,682

 $13,359,359

 $152,601

  $300,319,822

Number of outstanding shares

                     11,590,782

                           65,684

                    1,470,800

                       611,539

                      6,989

                  13,745,794

NAV per share

 $21.85

 $21.83

 $21.83

 $21.85

 $21.83

 


 

 

 

2


The following table reconciles stockholders’ equity per our unaudited consolidated balance sheet to our NAV:

 

Reconciliation of Stockholders’ Equity to NAV

 

May 31, 2024

Stockholders’ equity under U.S. GAAP

 

 $ 516,075,509

Adjustments:

 

 

Unrealized depreciation of real estate

 

            (67,423,558)

Unrealized appreciation of real estate-related assets

 

                   3,159,907

Organization and offering costs

 

                           —

Acquisition costs

 

              (8,731,008)

Deferred financing costs, net

 

              (4,085,829)

Accrued distribution fee(1)

 

                      (840)

Accumulated depreciation and amortization

 

                 105,522,914

Fair value adjustment of debt obligations

 

                 65,388,533

Deferred rent receivable

 

            (12,348,271)

Derivative assets, at fair value

 

              (9,350,250)

Non-controlling interests in subsidiaries

 

          (287,887,285)

NAV

 

 $ 300,319,822

Note: (1) Accrued distribution fee only relates to Class TX, Class T, Class S and Class D shares of common stock.

The valuations of our real properties as of May 31, 2024 were provided by the Independent Valuation Advisor or third-party appraisal firms in accordance with our valuation procedures. Certain key assumptions that were used by the Independent Valuation Advisor or third-party appraisal firms in the discounted cash flow analysis are set forth in the following table based on weighted-averages by property type at ownership interest.

Single Tenant Office

Single Tenant Industrial

Multifamily

Single Tenant Life Sciences

Weighted-Average Basis

Exit Capitalization Rate

 

6.5%

5.8%

5.6%

6.0%

6.0%

Residual Discount Rate

 

7.2%

6.7%

6.8%

6.8%

6.9%

Average Holding Period (Yrs)

 

9.5

8.5

10.0

13.0

9.4

 

A change in the exit capitalization and discount rates used would impact the calculation of the value of our real property. For example, assuming all other factors remain constant, the changes listed below would result in the following effects on the value of our real properties.

 

 

Hypothetical Change

Single Tenant Office

Single Tenant Industrial

Multifamily

Single Tenant Life Sciences

Weighted-Average Values

Exit Capitalization Rate

0.25% Increase

-2.4%

-3.0%

-2.6%

-2.0%

-2.6%

 

0.25% Decrease

2.6%

3.3%

2.9%

2.2%

2.9%

Discount Rates

0.25% Increase

-1.7%

-1.6%

-1.9%

-2.2%

-1.7%

 

0.25% Decrease

1.7%

1.6%

1.9%

2.2%

1.8%

d

 

May 31, 2024 Portfolio

As of May 31, 2024, lease expirations related to our net lease portfolio of real estate assets (excluding the SF Property), based on each asset’s fair value used in determining our NAV, were as follows:

2024 – 0.0%
2025 – 0.0%
2026 – 0.0%
2027 – 19.4%

3


2028 – 17.5%
2029 – 0.0%
2030 – 0.0%
2031 – 30.3%
2032 – 23.3%
2033 – 0.0%
After 2034 – 9.5%

As of May 31, 2024, the industry concentration of our portfolio of real estate assets, based on each asset’s fair value used in determining our NAV, was as follows:

Multifamily – 36.2%
Single Tenant Office – 30.4%
Single Tenant Industrial – 30.1%
Single Tenant Life Sciences – 1.7%
Single Tenant Necessity Retail – 1.6%

 

As of May 31, 2024, the geographic concentration of our portfolio of real estate assets, based on each asset’s fair value used in determining our NAV, was as follows:

Texas – 31.2%
Ohio – 27.5%
California – 14.4%
South Carolina – 6.6%
Maryland – 5.9%
Arizona – 4.4%
Illinois – 2.5%
Pennsylvania – 2.3%
New Jersey – 2.1%
Michigan – 1.6%
Kansas – 1.3%
Indiana – 0.1%

 

As of May 31, 2024, the investment type concentration of our portfolio of real estate assets, based on each asset’s fair value used in determining our NAV, was as follows:

Common Equity – 95.2%
Mezzanine Loan – 2.5%
Preferred Equity – 2.3%

4


 

As of May 31, 2024, the maturity concentration of debt secured by our portfolio of real estate assets (including our credit facility, which makes up all debt maturing in 2024—2025, and has two one-year extension options), based on principal balances and adjusted for ownership percentage, was as follows:

2024 – 34.3%
2025 – 0.0%
2026 – 0.0%
2027 – 2.0%
2028 – 9.4%
2029 – 0.0%
2030 – 4.0%
2031 – 26.5%
2032 – 23.3%
2033 – 0.5%
After 2034 – 0.0%

 

As of May 31, 2024, the weighted average lease term remaining of our portfolio of real estate assets (excluding multifamily, mezzanine and preferred equity investments), based on each asset’s fair value used in determining our NAV, was 6.7 years.

 

As of May 31, 2024, the weighted average occupancy of our portfolio of real estate assets, based on each asset’s fair value used in determining our NAV, was 96.8%. For our industrial, retail and office investments, occupancy includes all leased square footage as of the date indicated. For our multifamily investments, occupancy is defined as the percentage of units occupied on the date indicated.

 

As of May 31, 2024, the total value of real estate assets (investment in real estate, investments in real estate- related assets, and investment in debt securities) used in determining our NAV was $1.0 billion. The total value of real estate assets, as adjusted for ownership percentage amounts to $490 million.

 

As of May 31, 2024, we held $10.9 million of cash and cash equivalents excluding restricted cash and a lender required cash reserve and have $23.6 million of available capacity to draw on our credit facility.

 

Status of Our Offerings

 

We are currently offering on a continuous basis up to $1.25 billion in shares of common stock, consisting of up to $1.0 billion in shares in our primary offering and up to $250 million in shares pursuant to our distribution reinvestment plan. As of the date of this Supplement, aggregate issuance pursuant to the Offering consisted of (i) 115,199 shares of our common stock in the primary offering for total proceeds of $2.5 million and (ii) 49,210 shares of our common stock pursuant to our distribution reinvestment plan for a total value of $1.1 million. On June 1, 2024, pursuant to the Offering, we issued and sold (i) 27,469 shares of our common stock in the primary offering for total proceeds of $ 0.6 million and (ii) 12,939 shares of our common stock pursuant to our distribution reinvestment plan for a total value of $0.284 million. As of May 31, 2024, our aggregate NAV was $300 million. In the month ended May 31, 2024, we received repurchase requests that exceeded the applicable limits under our share repurchase program. Accordingly, on May 31, 2024, we repurchased 279,385 shares of common stock pursuant to our share repurchase program for aggregate consideration of $6.1 million, which represents 72% of repurchase requests. We intend to continue selling shares on a monthly basis.

 

 

5