UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): May 15, 2025 |
Fortress Credit Realty Income Trust
(Exact name of Registrant as Specified in Its Charter)
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Maryland |
000-56685 |
99-3367363 |
(State or Other Jurisdiction
of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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1345 Avenue of the Americas |
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New York, New York |
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10105 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: (212) 798-6100 |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s) |
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Name of each exchange on which registered
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None |
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N/A |
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N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
April 30, 2025 NAV Per Share
On May 15, 2025, Fortress Credit Realty Income Trust (the “Company” or “we”) reported net asset value (“NAV”) per share for each class of common shares of the Company as of April 30, 2025, which is set forth below:
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NAV per Share |
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Class B |
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$ |
20.1426 |
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Class R |
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$ |
20.0100 |
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Class J-1 |
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$ |
20.0157 |
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Class J-2 |
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$ |
20.0011 |
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Class J-4 |
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$ |
20.2625 |
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Class I |
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$ |
20.2480 |
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Class E |
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$ |
20.1187 |
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Net Asset Value
A detailed calculation of the NAV per share is set forth below. We calculate NAV per share in accordance with the valuation guidelines that have been approved by our board of trustees. Our total NAV presented in the following tables includes the NAV of our outstanding classes of common shares, which includes Class B, Class R, Class J-1, Class J-2, Class J-4, Class S, Class D, Class I and Class E common shares. The following table provides a breakdown of the major components of our NAV as of April 30, 2025 (amounts in thousands):
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Components of NAV |
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Amount |
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Commercial real estate loan investments |
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$ |
964,493 |
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Investments in real estate-related assets |
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141,910 |
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Cash and cash equivalents |
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211,660 |
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Restricted cash |
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76,936 |
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Other assets |
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9,673 |
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Secured debt arrangements |
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(372,098 |
) |
Subscriptions received in advance |
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(54,450 |
) |
Revolving credit facilities |
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(37,738 |
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Distribution Payable |
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(5,032 |
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Due to affiliate |
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(2,164 |
) |
Other liabilities |
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(26,811 |
) |
Non-controlling interests |
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(15,573 |
) |
Net Asset Value |
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$ |
890,806 |
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Number of outstanding shares |
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44,370 |
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The following table provides a breakdown of our total NAV and NAV per share by class as of April 30, 2025 (amounts in thousands, except per share data):
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Monthly NAV |
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Number of
outstanding shares |
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NAV per Share
as of April 30, 2025 |
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Class B |
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$ |
401,689 |
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19,943 |
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$ |
20.1426 |
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Class R |
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88,574 |
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4,426 |
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$ |
20.0100 |
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Class J-1 |
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299,931 |
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14,985 |
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$ |
20.0157 |
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Class J-2 |
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65,153 |
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3,257 |
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$ |
20.0011 |
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Class J-4 |
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5,553 |
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274 |
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$ |
20.2625 |
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Class S |
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— |
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— |
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— |
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Class D |
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— |
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— |
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— |
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Class I |
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4,253 |
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210 |
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$ |
20.2480 |
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Class E |
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25,653 |
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1,275 |
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$ |
20.1187 |
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Total |
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$ |
890,806 |
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44,370 |
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The following table provides a breakdown of the major components of NAV as of March 31, 2025 (amounts in thousands):
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Components of NAV |
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Amount |
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Commercial real estate loan investments |
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$ |
871,906 |
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Investments in real estate-related assets |
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138,549 |
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Cash and cash equivalents |
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90,724 |
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Restricted cash |
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238,234 |
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Other assets |
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7,106 |
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Secured debt arrangements |
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(372,191 |
) |
Subscriptions received in advance |
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(220,645 |
) |
Revolving credit facilities |
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(40,025 |
) |
Distribution payable |
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(4,346 |
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Due to affiliate |
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(1,930 |
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Other liabilities |
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(23,448 |
) |
Non-controlling interests |
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(14,770 |
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Net Asset Value |
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$ |
669,164 |
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Number of outstanding shares |
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33,304 |
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The following table provides a breakdown of our total NAV and NAV per share by class as of March 31, 2025 (amounts in thousands, except per share data):
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Monthly NAV |
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Number of
outstanding shares |
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NAV per Share
as of March 31, 2025 |
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Class B |
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$ |
355,822 |
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17,660 |
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$ |
20.1489 |
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Class R |
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71,460 |
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3,570 |
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$ |
20.0140 |
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Class J-1 |
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167,488 |
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8,365 |
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$ |
20.0219 |
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Class J-2 |
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45,020 |
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2,251 |
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$ |
20.0021 |
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Class J-4 |
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— |
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— |
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— |
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Class S |
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— |
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— |
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— |
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Class D |
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— |
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— |
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— |
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Class I |
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3,731 |
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184 |
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$ |
20.2699 |
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Class E |
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25,643 |
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1,274 |
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$ |
20.1273 |
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Total |
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$ |
669,164 |
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33,304 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Fortress Credit Realty Income Trust |
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Dated: May 21, 2025 |
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By: |
/s/ Avraham Dreyfuss |
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Name: Avraham Dreyfuss
Title: Chief Financial Officer |