N-CSRS 1 cantorfitz_ncsrs.htm N-CSRS

united states
securities and exchange commission
washington, d.c. 20549

form n-csr

certified shareholder report of registered management
investment companies

Investment Company Act file number 811-23773

 

Cantor Fitzgerald Infrastructure Fund

(Exact name of registrant as specified in charter)

 

110 E. 59th Street, New York, NY 10022

(Address of principal executive offices) (Zip code)

 

Corporation Services Company

251 Little Falls Drive, Wilmington, Delaware 19808

(Name and address of agent for service)

 

Registrant's telephone number, including area code: (212) 915-1722

 

Date of fiscal year end: 3/31

 

Date of reporting period: 9/30/23

 

Refile to update opinion to include audit of statement of cashflows

 

Item 1. Reports to Stockholders.

 

(COVER)

 

 

Electronic Reports Disclosure

 

As permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will not be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary (such as a broker-dealer, registered investment advisor, or bank). Instead, the reports will be made available on the Fund’s website (www.cantorinfrastructurefund.com), and you will be notified electronically or by mail, depending on your elections, each time a report is posted and provided with a website link to access the report.

 

You may elect to receive all future reports in paper, free of charge. If you invest directly with the Fund, you can call the Fund toll-free at 855-9-CANTOR / 855-922-6867 or visit https://www.cantorinfrastructurefund.com/ and select “Login” followed by “Investor Access” to inform the Fund that you wish to start receiving paper copies of your shareholder reports. If you invest through a financial intermediary, you can contact your financial intermediary to request that you start to receive paper copies of your shareholder reports. Please note that not all financial intermediaries may offer this service. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund sponsor if you invest directly with a fund.

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive electronic delivery of shareholder reports and other communications by: (i) calling the Fund toll-free at 855-9-CANTOR / 855-922-6867 or visiting https://www.cantorinfrastructurefund.com/ and select “Login” followed by “Investor Access”, if you invest directly with the Fund, or (ii) contacting your financial intermediary, if you invest through a financial intermediary. Please note that not all financial intermediaries offer this service.

 

 
  2
 

 

 

Table of Contents

 

Shareholder Letter 4
   
Portfolio Review 11
   
Schedule of Investments 12
   
Statement of Assets and Liabilities 14
   
Statement of Operations 15
   
Statement of Changes in Net Assets 16
   
Financial Highlights 17
   
Notes to Financial Statements 20
   
Expense Examples 31
   
Privacy Policy 32

 

 
Cantor Fitzgerald Infrastructure Fund | 3  
 

 

 

Dear Shareholders:

 

We are pleased to present the semi-annual report for Cantor Fitzgerald Infrastructure Fund (“Fund”) covering the period from March 31, 2023, through September 30, 2023.

 

The Fund is a continuously offered, non-diversified, closed-end interval fund registered under the Investment Company Act of 1940, as amended, that commenced operations on June 30, 2022. The Fund strategically invests in a portfolio of infrastructure securities and seeks to invest in issuers that are helping to address certain United Nations Sustainable Development Goals.

 

During the semi-annual period, the Fund’s load-waived Class A shares (NASDAQ: CAFIX) delivered a total return of -4.41% net of fees compared to the Standard & Poor’s (“S&P”) Global Infrastructure Index, which returned -7.39% (without deduction for fees, expenses, or taxes). Notwithstanding the decline in infrastructure stocks during the current volatile period for equities, the Fund’s portfolio management team delivered significant outperformance of +2.98% versus the benchmark.1

 

The Fund announced third-quarter distributions of $0.0696 per Class A share (NASDAQ: CAFIX), $0.0693 per Class C share (NASDAQ: CFCIX) and $0.0696 per Class I share (NASDAQ: CFIIX) representing a 2.75% annualized distribution rate, the fourth consecutive quarterly distribution and fourth consecutive increase.2

 

As of September 30, 2023, 74.60% of the Fund’s net assets were invested in publicly traded infrastructure holdings, with 6.60% in private infrastructure holdings and the remaining 18.80% of net assets in short-term instruments and other assets.

 

Several listed infrastructure subsectors drove the negative index returns during the quarter. Generally, utility subsectors were adversely impacted by rising interest rates - U.S. water utilities declined as high growth utilities like these tend to lag in rising rate environments; gas utilities were weak due to concerns over both elevated commodity prices as well as rising interest rates; and electric utilities came under pressure despite their defensive characteristics. High growth/high-multiple U.S. tower and data center companies were adversely impacted during the period due to tighter monetary policy and rising rates, and transportation-related sectors had mixed performance.

 

The portfolio management team has actively positioned the Fund with more defensive allocations. Positioning reflects overweight to utilities, energy infrastructure, and digital infrastructure and underweight to transportation relative to the S&P Global Infrastructure Index. During the period, the Fund increased exposure to the digital infrastructure sector through additions to public wireless tower companies, which provide long-term contract structures with strong, predictable cash flows and private digital infrastructure investment. At the regional level, we are limiting European exposure, currently less than 10% of the portfolio, due to elevated regional economic challenges. Specific contributors to outperformance during the period included Constellation Energy Corporation, Vistra Corporation and EQT Corporation.

 

The current capital markets environment has created an attractive entry point to be an infrastructure lender due to the supply/demand imbalance of capital, resulting in an enhanced ability for specialized lenders to negotiate more favorable loan pricing and terms.

 

Consistent with this investment theme, the Fund invested in DigitalBridge Credit L.P., which primarily targets private direct lending to companies operating in digital infrastructure focused on edge computing, last mile connectivity, and cloud-enabled technologies.

 

DigitalBridge Credit L.P. is managed by DigitalBridge Group, Inc. (NYSE: DBRG), a leading investor in, advisor to and owner and operator of cell towers, data centers, fiber and small cells, edge infrastructure and other related assets and businesses, including, but not limited to, those focused on edge computing, next-generation infrastructure, last-mile connectivity, cloud-enabled technologies as well as components and supply chain with $69bn of assets under management as of May 3, 2023.

 

In closing, the infrastructure sector has often shown positive historical performance in inflationary environments. We have positioned the portfolio accordingly and are strategically adding to investments that we believe have attractive growth and income potential.

 

We believe the Fund is well positioned to benefit from the enduring and fundamental needs of today’s global population and deliver on its stated investment objective through measured and mindful infrastructure investing.

 

We value your trust and confidence and thank you for your continued support.

 

 
  4
 

 

 

Sincerely,

 

Michael D. Underhill 

Co-Portfolio Manager, Cantor Fitzgerald Infrastructure Fund

 

Chris A. Milner 

Investment Committee Member, Cantor Fitzgerald Infrastructure Fund

Managing Director, Cantor Fitzgerald

 

1The performance data quoted represents past performance. Current performance may be lower or higher than the performance data quoted above. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. Fund performance based on load-waived Class A shares and does not reflect any sales charge but does reflect management fees and other expenses. Fee waivers and expense reimbursements have positively impacted the Funds’ performance. The maximum sales charge for Class A shares is 5.75%. If the data reflected the deduction of such charges, the performance would be lower. The Fund offers multiple different classes of shares. An investment in any share class of the Fund represents an investment in the same assets of the Fund. However, the purchase restrictions, ongoing fees, expenses, and performance for each share class are different. For more information on the differences in share classes, refer to the applicable prospectus, which can be found at: www. cantorinfrastructurefund.com. Past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that investor’s shares, when redeemed, may be worth more or less than their original cost. For current performance information, visit www. cantorinfrastructurefund.com.

 

2The Fund’s distribution policy is to make quarterly distributions to shareholders. The level of quarterly distributions (including any return of capital) is not fixed, and this distribution policy is subject to change. Shareholders should not assume that the source of a distribution from the Fund is net profit. All or a portion of the distributions consist of a return of capital based on the character of the distributions received from the underlying holdings. The final determination of the source and tax characteristics of all distributions will be made after the end of each year. Shareholders should note that return of capital will reduce the tax basis of their shares and potentially increase the taxable gain, if any, upon disposition of their shares. There is no assurance that the Fund will continue to declare distributions or that they will continue at these rates. There can be no assurance that any investment will be effective in achieving the Fund’s investment objectives, delivering positive returns, or avoiding losses.

 

 
Cantor Fitzgerald Infrastructure Fund | 5  
 

 

 

Performance Metrics 1

As of September 30, 2023 (Unaudited)

 

 (CHART)

 

1The performance data quoted represents past performance. Current performance may be lower or higher than the performance data quoted above. The performance data does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. Fund performance based on load-waived Class A shares and does not reflect any sales charge but does reflect management fees and other expenses. The maximum sales charge for Class A shares is 5.75%. If the data reflected the deduction of such charges, the performance would be lower. Past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that investor’s shares, when redeemed, may be worth more or less than their original cost. For current performance information, visit www.cantorinfrastructurefund.com.

 

Due to financial statement adjustments, performance information presented herein for the Fund may differ from the Fund’s financial highlights, which are prepared in accordance with U.S. GAAP. Such differences generally are attributable to valuation adjustments to certain of the Fund’s investments, which are reflected in the financial statements.

 

Inception Date: June 30, 2022

 

Gross Expense Ratio: 11.12% Net Expense Ratio: 2.53% (inclusive of estimated Acquired Fund Fees & Expenses)

 

The Adviser and the Fund have entered into an expense limitation and reimbursement agreement to the extent that they exceed 2.50% per annum of the Fund’s average daily net assets (the Expense Limitation). In consideration of the Adviser’s agreement to limit the Fund’s expenses, the Fund has agreed to repay the Adviser in the amount of any fees waived and Fund expenses paid or absorbed, subject to the limitations that: (1) the reimbursement for fees and expenses will be made only if payable not more than three years from the date in which they were incurred; and (2) the reimbursement may not be made if it would cause the lesser of the Expense Limitation in place at the time of waiver or at the time of reimbursement to be exceeded. The Expense Limitation Agreement will remain in effect at least until June 30, 2024, unless and until the Board approves its modification or termination. This agreement may be terminated only by the Fund’s Board on 60 days’ written notice to the Adviser.

 

 
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Portfolio Holdings 

As of September 30, 2023 (Unaudited)

 

Distributions Management
2.75% annualized distribution rate1 (as of 9/30/2023) ADVISER | Cantor Fitzgerald Investment Advisers, L.P. SUB-ADVISER | Capital Innovations, LLC

 

PUBLIC INFRASTRUCTURE TYPE COUNTRY WEIGHTING 2
NextEra Energy Inc. Utilities United States 4.31%
Constellation Energy Corp. Utilities United States 4.01%
Vistra Energy Corp. Utilities United States 3.08%
Cheniere Energy Inc. Energy United States 2.99%
Southern Co. Utilities United States 2.94%
Canadian Pacific Kansas City Ltd. Industrials Canada 2.81%
NRG Energy Inc. Utilities United States 2.78%
Schlumberger Ltd. Energy United States 2.75%
Sempra Energy Utilities United States 2.68%
Union Pacific Corp. Industrials United States 2.54%
EQT Corp. Energy United States 2.51%
Xylem Inc. Industrials United States 2.33%
Enbridge Inc. Energy Canada 2.27%
Williams Cos Inc. Energy United States 2.16%
SBA Communications Corp. Digital Infrastructure United States 2.03%
Atlantica Sustainable Infrastructure PLC Utilities United Kingdom 1.99%
DT Midstream Inc. Energy United States 1.99%
Waste Management Inc. Industrials United States 1.78%
AES Corp. Utilities United States 1.75%
TC Energy Corp. Energy Canada 1.73%
American Tower Corp. Digital Infrastructure United States 1.71%
American Electric Power Co. Inc. Utilities United States 1.60%
National Grid PLC Utilities United Kingdom 1.53%
FirstEnergy Corp. Utilities United States 1.52%
Enphase Energy Inc. Energy United States 1.42%
DTE Energy Co. Utilities United States 1.10%
Transalta Corp. Utilities Canada 1.10%
CMS Energy Corp. Utilities United States 1.09%
SolarEdge Technologies Inc. Energy Israel 1.07%
RWE AG Utilities Germany 1.05%
Hannon Armstrong Sustainable Infrastructure Capital Inc. Financials United States 1.04%
Public securities of weightings less than 1.20%     11.06%

 

PRIVATE
INFRASTRUCTURE
TYPE COUNTRY STATUS4 WEIGHTING 2
Digital Bridge Credit Digital Infrastructure - Debt United States Partially Drawn 6.60%

 

 

1Distribution rates are not performance and reflect the applicable quarter’s cumulative distribution rate when annualized. Under GAAP, the composition of the Fund’s distribution may include a return of capital and should not be confused with yield or income. Differences exist between the Fund’s accounting records prepared in accordance with GAAP and recordkeeping practices required under income tax regulations. The characterization of Fund distributions for federal income tax purposes may differ from GAAP characterization estimates. The determination of what portion of each year’s distributions constitutes ordinary income, qualifying dividend income, short or long-term capital gains, or return of capital is determined at year-end and reported to shareholders on Form 1099-DIV, which is mailed yearly. The Fund does not provide tax advice. Fund distributions may have been increased because of the waiver of management fees that may not continue to be waived.

 

2As a percent of total assets.

 

3As a percent of invested assets and incorporates the most recent available data from the underlying investment. Excludes cash and cash equivalents. Amount shown for private infrastructure investments reflects the NAV of the Fund’s interests in the underlying private fund.

 

4When the Fund invests in a private fund, it makes a binding commitment to invest a specified amount of capital in the applicable private fund. The capital commitment may be drawn by the general partner of the private fund either all at once, or over time through a series of capital calls at the discretion of the general partner.

Portfolio Exposure (Unaudited)

 

ASSET TYPE2

 

(PIE CHART) 

 

GEOGRAPHY3

 

(PIE CHART) 

 

INFRASTRUCTURE TYPE3

 

(PIE CHART) 



As a percent of net assets. Allocations are subject to change.

 

The holdings are presented to illustrate the diversity of areas in which the Fund may invest and may not be representative of the Fund’s future investments. Portfolio holdings are subject to change and should not be considered investment advice.

 

Under normal market conditions and once the Fund reaches scale, the Adviser and Sub-Adviser intend to pursue an allocation of approximately 70% of its assets in private institutional infrastructure investment funds and to invest approximately 30% of its assets in publicly traded equity and debt securities of infrastructure-related companies, both domestic and foreign, primarily denominated in U.S. dollars.

 

 
Cantor Fitzgerald Infrastructure Fund | 7  
 

 

 

Investment Management Team (Unaudited)

 

ADVISER

 

(CANTOR LOGO) 

Cantor Fitzgerald Investment Advisors, L.P. (the “Adviser”) serves as the adviser to the Fund  and is a wholly-owned subsidiary of Cantor Fitzgerald, L.P. (together with its affiliates, “Cantor  Fitzgerald”) and a division of Cantor Fitzgerald Asset Management, which provides investment   management, asset management and advisory services to investors in global fixed income,  equity, and real assets markets through the use of mutual funds, exchange traded funds,  interval funds, separately managed accounts, core real estate funds, opportunity zone funds  and other private investment vehicles.

 

CANTOR FITZGERALD 

 

A Tradition of Excellence Since 1945

 

Global Footprint   Expansive Team
More than 160 offices in 22 countries   Over 12,000 employees worldwide
     
Primary Dealer   Investment Grade
One of the 24 primary dealers authorized to transact business with the Federal Reserve Bank of New York   Maintains an investment-grade credit rating by Standard & Poor’s and Fitch
     
Real Assets Expertise    
Over $118 billion in real assets-related transactions in 20221    

 

1Includes originated debt and non-originated debt placement transactions.

 

Cantor refers to Cantor Fitzgerald, L.P., its subsidiaries, including Cantor Fitzgerald & Co., and its affiliates including BGC Group, Inc. (NASDAQ: BGC) and Newmark (NASDAQ: NMRK). The Adviser is a wholly- owned subsidiary of Cantor. 

 

SUB-ADVISER

 

(CAPITAL INNOVATIONS LOGO) 

Capital Innovations, LLC (the “Sub-Adviser”) is a private investment firm specializing in private and public market real assets strategies including infrastructure, real estate, and natural resources. The Sub-Adviser was founded in 2007 to enable investors to benefit form the transition to a resource constrained economy.

 

A Real Assets Specialist

 

Infrastructure Expertise   Sustainability Focused
Advised on or invested in more than $9 billion of infrastructure opportunities in both public and private markets   Incorporated sustainability and environmental, social, and governance (“ESG”) standards into their investment process since inception
     
Time-Tested Approach   Experienced Team
Experience through multiple market cycles and economic environments   Decades of infrastructure, real assets and portfolio management experience

8

 
  8
 

 

 

Glossary (Unaudited)

 

NASDAQ: An electronic stock market listing over 5,000 companies. The NASAQ stock market comprises two separate markets, namely the Nasdaq National Market, which trades large, active securities and the NASDAQ Capital Market that trades emerging growth companies.

 

S&P 500 Total Return Index: The Standard & Poor’s index calculated on a total return basis. This index includes a representative sample of 500 leading companies in leading industries of the U.S. economy. Although the S&P 500 focuses on the large cap segment of the market, with over 80% coverage of U.S. equities, it also serves as a proxy for the total market. The total return calculation provides investors with a price plus gross cash dividend return. Gross cash dividends are applied on the ex date of the dividend.

 

S&P Global Infrastructure Index TR: This index tracks 75 publicly traded companies from around the world representing the listed infrastructure industry while maintaining liquidity and tradability. To create diversified exposure, the index includes three distinct infrastructure clusters: energy, transportation, and utilities.

 

Bloomberg U.S. Aggregate Bond Index: A broad base, market capitalization-weighted bond market index representing intermediate term investment grade bonds traded in the United States. Investors frequently use the index as a stand-in for measuring the performance of the US bond market.

 

 
Cantor Fitzgerald Infrastructure Fund | 9  
 

 

 

Important Disclosures (Unaudited)

 

The information contained herein is not an offer to sell or a solicitation of an offer to buy the securities described herein. Such an offer or solicitation can be made only through the prospectus relating to the offering, which is always controlling and supersedes the information contained herein in its entirety. The prospectus may be obtained by calling (855) 9-CANTOR / (855) 922-6867.

 

The Fund defines an infrastructure company as a company that derives at least 50% of its revenues or profits from, or devotes at least 50% of its assets to, the ownership, management, development, construction, renovation, enhancement, or operation of infrastructure assets or the provision of services to companies engaged in such activities. Infrastructure assets may include, among other asset types, regulated assets (such as electricity generation, transmission and distribution facilities, gas transportation and distribution systems, water distribution, and wastewater collection and processing facilities), transportation assets (such as toll roads, airports, seaports, railway lines, intermodal facilities), renewable power generation (wind, solar and hydropower) and communications assets (including broadcast and wireless towers, fiber, data centers, distributed network systems and satellite networks).

 

Investing involves risk, including loss of principal. There is no guarantee that the Fund will meet its investment objective. There is no guarantee that any investing strategy will be successful. The Fund is a closed-end investment company.

 

ESG and sustainable investing may take into consideration factors beyond traditional financial information to select securities, which could result in relative investment performance deviating from other strategies or broad market benchmarks, depending on whether such sectors or investments are in or out of favor in the market. Further, ESG and Sustainable investing strategies may rely on certain values-based criteria to eliminate exposures found in similar strategies or broad market benchmarks, which could also result in relative investment performance deviating. There is no assurance that employing ESG and sustainable strategies will result in more favorable investment performance.

 

The Fund is subject to the risks associated with investment in infrastructure-related companies. Risks associated with infrastructure-related companies include: (a) realized revenue volume may be significantly lower than projected and/or there will be cost overruns; (b) infrastructure project sponsors will alter their terms making a project no longer economical; (c) macroeconomic factors such as low gross domestic product growth or high nominal interest rates will raise the average cost of infrastructure funding; (d) government

 

regulation may affect rates charged to infrastructure customers; (e) government budgetary constraints will impact infrastructure projects; (f) special tariffs will be imposed; and (g) changes in tax laws, regulatory policies or accounting standards could be unfavorable. Other risks include environmental damage due to a company’s operations or an accident, a natural disaster, changes in market sentiment towards infrastructure and terrorist acts. Any of these events could cause the value of the Fund’s investments in infrastructure-related companies to decline.

 

By investing in the Fund, a shareholder will not be deemed to be an investor in any underlying fund and will not have the ability to exercise any rights attributable to an investor in any such underlying fund related to their investment. The Fund’s investment in Private Investment Funds will require it to bear a pro rata share of the vehicles’ expenses, including management and performance fees. Also, once an investment is made in a Private Investment Fund, neither the Adviser nor any Sub-Adviser will be able to exercise control over investment decisions made by the Private Investment Fund. The Fund may invest in securities of other investment companies, including ETFs. The Fund will indirectly bear its proportionate share of any management fees and other expenses paid by investment companies in which it invests, in addition to the management fees (and other expenses) paid by the Fund.



 
  10
 

 

 

Cantor Fitzgerald Infrastructure Fund

Portfolio Review (Unaudited) 

September 30, 2023

 

Average Annual Total Return through September 30, 2023*, as compared to its benchmark:

 

      Inception through
      September 30,
  Six Months One Year 2023
Cantor Fitzgerald Infrastructure Fund Class A** -4.41% -0.97% -0.06%
Cantor Fitzgerald Infrastructure Fund Class A with load** -9.94% -6.70% -4.68%
Cantor Fitzgerald Infrastructure Fund Class C*** -4.71% N/A -2.35%
Cantor Fitzgerald Infrastructure Fund Class I*** -4.23% N/A -1.82%
S&P Global Infrastructure Index**** -7.39% 6.88% -2.74%**/-4.77%***

 

*The performance data quoted here represents past performance. The performance comparison includes reinvestment of all dividends and capital gains and has been adjusted for the Class A maximum applicable sales charge of 5.75%. Current performance may be lower or higher than the performance data quoted above. Past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that investor’s shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance figures for periods greater than 1 year are annualized. The Fund’s adviser has contractually agreed to waive its fees and to pay or absorb the ordinary annual operating expenses of the Fund (including all organizational and offering expenses, but excluding taxes, interest, brokerage commissions, acquired fund fees and expenses and extraordinary expenses), to the extent that they exceed 2.50%, 3.25%, and 2.25% per annum of the Fund’s average daily net assets attributable to Class A, Class C, and Class I shares, respectively. The Fund’s total annual operating expenses, before fee waiver and/or reimbursements, is 11.12%, 11.87%, and 10.87% for Class A, Class C, and Class I, respectively, per the most recent prospectus. After fee waivers and/or reimbursements, the Fund’s net operating expense is 2.53%, 3.28%, 2.28% for Class A, Class C, and Class I shares, repsectively. For performance information current to the most recent month-end, please call toll-free 1-855-9-CANTOR.

 

**Inception date is June 30, 2022.

 

***Inception date is March 20, 2023.

 

****The S&P Global Infrastructure Index is designed to track 75 companies from around the world chosen to represent the listed infrastructure industry while maintaining liquidity and tradability. You cannot invest directly in an index and unmanaged index returns do not reflect any fees, expenses or sales charges.

 

Holdings by Industry as of September 30, 2023     % of Net Assets 
Electric Utilities   35.5%
Energy Infrastructure   16.7%
Private Investment   6.6%
Transportation & Logistics   6.1%
Renewable Energy   4.5%
Communications   3.7%
Machinery   2.3%
Gas & Water Utilities   2.0%
Commercial Support Services   1.8%
Specialty REIT   1.0%
Short-Term Investments   18.8%
Other Assets in Excess of Liabilities   1.0%
    100.0%

 

Please refer to the Schedule of Investments in this semi-annual report for a detailed listing of the Fund’s holdings.

 

 
Cantor Fitzgerald Infrastructure Fund | 11  
 

 

 

Cantor Fitzgerald Infrastructure Fund
Schedule of Investments (Unaudited)
September 30, 2023

 

Shares      Fair Value 
     COMMON STOCKS — 74.4%     
     COMMERCIAL SUPPORT SERVICES — 1.8%     
 3,662   Waste Management, Inc.  $558,235 
           
     COMMUNICATIONS — 3.7%     
 3,260   American Tower Corp., A   536,107 
 3,170   SBA Communications Corporation, A   634,539 
         1,170,646 
     DIGITAL INFRASTRUCTURE — 0.8%     
 2,111   Digital Realty Trust, Inc.   255,473 
           
     ELECTRIC UTILITIES — 35.5%     
 36,034   AES Corporation (The)   547,717 
 6,661   American Electric Power Company, Inc.   501,040 
 6,423   CMS Energy Corporation   341,126 
 11,521   Constellation Energy Corporation   1,256,711 
 2,766   Dominion Energy, Inc.   123,557 
 3,483   DTE Energy Company   345,792 
 2,875   Duke Energy Corporation   253,748 
 4,100   Edison International   259,489 
 31,964   Enel - Societa per Azioni - ADR   194,661 
 816   Entergy Corporation   75,480 
 6,530   Exelon Corporation   246,769 
 13,880   FirstEnergy Corporation   474,418 
 6,190   Iberdrola S.A. - ADR   276,941 
 7,890   National Grid PLC - ADR   478,370 
 23,571   NextEra Energy, Inc.   1,350,382 
 22,634   NRG Energy, Inc.   871,862 
 2,146   Public Service Enterprise Group, Inc.   122,129 
 8,829   RWE A.G. - ADR   327,556 
 12,357   Sempra Energy   840,647 
 14,240   Southern Company (The)   921,613 
 39,595   TRANSALTA CORP.   344,477 
 29,063   Vistra Corporation   964,310 
         11,118,795 
     ENERGY INFRASTRUCTURE — 16.7%     
 5,639   Cheniere Energy, Inc.   935,848 
 11,754   DT Midstream, Inc.   622,022 
 21,433   Enbridge, Inc.   711,361 
 19,404   EQT Corporation   787,414 
 14,780   Schlumberger Ltd   861,674 
 15,741   TC Energy Corporation   541,648 
 33,000   Ultrapar Participacoes S.A.   121,110 
 20,050   Williams Companies, Inc. (The)   675,485 
         5,256,562 

 

See accompanying notes which are an integral part of these financial statements.

 

 
  12
 

 

 

Cantor Fitzgerald Infrastructure Fund
Schedule of Investments (Unaudited) (Continued)
September 30, 2023

 

Shares      Fair Value 
     COMMON STOCKS — 74.4% (Continued)     
     GAS & WATER UTILITIES — 2.0%     
 1,304   American Water Works Company, Inc.  $161,474 
 1,841   Atmos Energy Corporation   195,017 
 4,488   Essential Utilities, Inc.   154,073 
 4,394   NiSource, Inc.   108,444 
         619,008 
     MACHINERY — 2.3%     
 8,020   Xylem, Inc.   730,061 
           
     RENEWABLE ENERGY — 4.5%     
 32,595   Atlantica Sustainable Infrastructure plc   622,564 
 3,700   Enphase Energy, Inc.(a)   444,555 
 2,578   SolarEdge Technologies, Inc.(a)   333,877 
         1,400,996 
     SPECIALTY REIT — 1.0%     
 15,315   Hannon Armstrong Sustainable Infrastructure Capital, Inc.   324,678 
           
     TRANSPORTATION & LOGISTICS — 6.1%     
 11,833   Canadian Pacific Kansas City Ltd.   880,493 
 1,000   Grupo Aeroportuario del Centro Norte S.A.B. de - ADR   86,910 
 700   Grupo Aeroportuario del Sureste S.A.B. de C.V. - ADR   171,997 
 3,906   Union Pacific Corporation   795,379 
         1,934,779 
     TOTAL COMMON STOCKS (Cost $24,733,159)   23,369,233 
           
     PRIVATE INVESTMENT FUNDS — 6.6%     
     PRIVATE INVESTMENT FUNDS — 6.6%     
 2,070,425   DigitalBridge Credit (Onshore), LP(a)(b)(c)(d)(e)   2,110,329 
     TOTAL PRIVATE INVESTMENT FUNDS (Cost $2,070,425)   2,110,329 
           
     SHORT-TERM INVESTMENTS — 18.8%     
     MONEY MARKET FUNDS — 18.8%     
 5,887,631   Morgan Stanley Institutional Liquidity Funds – Government Portfolio, Institutional Class, 5.27% (Cost $5,887,631)(f)   5,887,631 
           
     TOTAL INVESTMENTS — 99.8% (Cost $32,691,215)  $31,367,193 
     OTHER ASSETS IN EXCESS OF LIABILITIES — 0.2%   69,054 
     NET ASSETS — 100.0%  $31,436,247 

 

(a)Non-income producing security.

 

(b)Illiquid security. The total fair value of these securities as of September 30, 2023 was $2,110,329, representing 6.6% of net assets.

 

(c)The value of this security has been determined in good faith under policies of the Board of Trustees.

 

(d)Restricted security.

 

(e)Investment is valued using net asset value (or its equivalent) as a practical expedient. Total value of all such securities as September 30, 2023, amounted to $2,110,329, which represents approximately 6.6% of the net assets of the Fund.

 

(f)Rate disclosed is the seven day effective yield as of September 30, 2023.

 

See accompanying notes which are an integral part of these financial statements.

 

 
Cantor Fitzgerald Infrastructure Fund | 13  
 

 

 

Cantor Fitzgerald Infrastructure Fund
Statement of Assets and Liabilities (Unaudited)
September 30, 2023

 

Assets     
Investments in securities at fair value (cost $32,691,215)  $31,367,193 
Receivable for fund shares sold   92,857 
Dividends receivable   70,093 
Prepaid expenses   75,352 
Total Assets   31,605,495 
      
Liabilities     
Payable to investment advisory fee   43,743 
Payable for distributions   7,742 
Payable for shareholder servicing fees, Class A   9,960 
Payable for shareholder servicing fees, Class C   688 
Payable for distribution fees, Class C   2,063 
Payable to Administrator   60,016 
Payable to trustees   2 
Other accrued expenses   45,034 
Total Liabilities   169,248 
Net Assets  $31,436,247 
      
Net Assets consist of:     
Paid-in capital   32,741,863 
Accumulated deficit   (1,305,616)
Net Assets  $31,436,247 
      
Class A     
Net Assets  $13,036,371 
Shares outstanding (unlimited number of shares authorized, no par value)   1,323,652 
Net asset value, offering and redemption price per share  $9.85 
Class C     
Net Assets  $1,157,574 
Shares outstanding (unlimited number of shares authorized, no par value)   118,266 
Net asset value, offering and redemption price per share  $9.79 
Class I     
Net Assets  $17,242,302
Shares outstanding (unlimited number of shares authorized, no par value)   1,752,233 
Net asset value, offering and redemption price per share  $9.84 

 

See accompanying notes which are an integral part of these financial statements.

 

 
  14
 

 

 

Cantor Fitzgerald Infrastructure Fund
Statement of Operations (Unaudited)
For the six months ended September 30, 2023

 

Investment Income     
Dividend income (net of foreign taxes withheld of $11,456)  $428,084 
Total investment income   428,084 
      
Expenses     
Investment adviser fees   172,446 
Distribution fees, Class C   2,041 
Shareholder servicing fees, Class A   14,374 
Shareholder servicing fees, Class C   689 
Shareholder servicing fees, Institutional Class   396 
Administration fees   57,503 
Transfer agent fees   53,485 
Legal fees   50,943 
Offering costs   42,987 
Trustee fees   31,502 
Insurance expenses   25,205 
Compliance service fees   22,463 
Audit and tax preparation fees   21,434 
Printing and postage expenses   20,003 
Custodian fees   15,481 
Fund accounting fees   9,886 
Miscellaneous expenses   26,732 
Total expenses   567,570 
Fees contractually waived by Adviser   (291,668)
Net operating expenses   275,902 
Net investment income   152,182 
      
Net Realized and Change in Unrealized Loss on Investments     
Net realized loss on:     
Investment securities   (2)
Foreign currency translations   (289)
      
Net change in unrealized depreciation on:     
Investment securities transactions   (1,540,715)
Foreign currency translations   (87)
Net realized and change in unrealized loss on investments   (1,540,802)
Net decrease in net assets resulting from operations  $(1,388,911)

 

See accompanying notes which are an integral part of these financial statements.

 

 
Cantor Fitzgerald Infrastructure Fund | 15  
 

 

 


Cantor Fitzgerald Infrastructure Fund
Statement of Changes in Net Assets

 

   For the   For the 
   Six Months Ended   Period Ended 
   September 30, 2023   March 31, 2023(a) 
   (Unaudited)     
Increase (Decrease) in Net Assets due to:          
Operations          
Net investment income  $152,182   $39,744 
Net realized loss on investment securities transactions and foreign currency translations   (291)   (44,680)
Net change in unrealized appreciation (depreciation) of investment securities and foreign currency translations   (1,540,802)   216,696 
Net decrease in net assets resulting from operations   (1,388,911)   211,760 
           
Distributions to Shareholders from Earnings (Note 2)          
Net investment income          
Class A   (35,470)   (21,285)
Class C   (2,316)   (224)
Class I   (55,263)   (13,908)
Return of Capital Distributions          
Class A   (124,592)    
Class C   (6,018)    
Class I   (125,016)    
Net decrease in net assets resulting from distributions   (348,675)   (35,417)
           
Capital Transactions Class A          
Proceeds from shares sold   9,268,354    11,755,001 
Reinvestment of distributions   97,794    18,645 
Amount paid for shares redeemed   (1,875,139)   (5,649,250(c)
Total – Class A   7,491,009    6,124,396 
Capital Transactions Class C          
Proceeds from shares sold   1,120,485    100,000 (b)(c)
Reinvestment of distributions   5,293    224 (b)
Total – Class C   1,125,778    100,224 
Capital Transactions Class I          
Proceeds from shares sold   12,416,832    5,524,891 (b)(c)
Reinvestment of distributions   100,452    13,908 (b)
Total – Class I   12,517,284    5,538,799 
Net increase in net assets resulting from capital transactions   21,134,071    11,763,419 
Total Increase in Net Assets   19,396,485    11,939,762 
           
Net Assets          
Beginning of period   12,039,762   $100,000 (d)
End of period  $31,436,247   $12,039,762 
           
Share Transactions Class A          
Shares sold   891,388    1,156,011 
Shares issued in reinvestment of distributions   9,598    1,788 
Shares redeemed   (179,719)   (555,415(c)
Total – Class A   721,267    602,384 
Share Transactions Class C          
Shares sold   107,882    9,833 (b)(c)
Shares issued in reinvestment of distributions   530    21 (b)
Total – Class C   108,412    9,854 
Share Transactions Class I          
Shares sold   1,197,668    543,295 (b)(c)
Shares issued in reinvestment of distributions   9,933    1,337 (b)
Total – Class I   1,207,601    544,632 
Total Increase in Net Assets   2,037,280    1,156,871 

 

(a)The Fund commenced operations on June 30, 2022.

 

(b)Class C and Class I commenced operations on March 20, 2023.

 

(c)501,475 Class A shares were redeemed to purchase 491,642 Class I shares and 9,833 Class C shares at the net asset value at the day of transfer, amounting to $5,100,000, during the period ended March 31, 2023.

 

(d)Beginning capital of $100,000 was contributed by fund management of Cantor Fitzgerald Investment Advisors, L.P., investment advisor to the Fund, in exchange for 10,000 shares of the Class A in connection with the seeding of the Fund.

 

See accompanying notes which are an integral part of these financial statements.

 

 
  16
 

 

 

Cantor Fitzgerald Infrastructure Fund – Class A
Financial Highlights
(For a share outstanding during each period)

 

   For the   For the 
   Six Months Ended   Period Ended 
   September 30, 2023   March 31, 2023(a) 
   (Unaudited)     
Selected Per Share Data          
Net asset value, beginning of period  $10.42   $10.00 
           
Investment operations:          
Net investment income(b)   0.07    0.05 
Net realized and unrealized gain (loss) on investments   (0.51)   0.40 
Total from investment operations   (0.44)   0.45 
           
Less distributions to shareholders from:          
Net investment income   (0.12)   (0.03)
Return of capital   (0.01)    
Total distributions   (0.13)   (0.03)
           
Net asset value, end of period  $9.85   $10.42 
           
Total Return(c)(d)   (4.21)%(h)  4.53%
           
Ratios and Supplemental Data:          
Net assets, end of period (000 omitted)  $13,036   $6,274 
Ratio of expenses to average net assets after expense waiver(e)(f)   2.50%   2.50%
Ratio of expenses to average net assets before expense waiver(e)(f)   5.63%   11.09%
Ratio of net investment income to average net assets after expense waiver(e)(g)   2.42%   0.68%
Portfolio turnover rate(d)   0%   8%

 

(a)For the period June 30, 2022 (commencement of operations) to March 31, 2023.

 

(b)Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

 

(c)Total return represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of distributions.

 

(d)Not annualized.

 

(e)Annualized.

 

(f)Does not include the Fund’s share of the expenses of the underlying investment companies in which the Fund invests.

 

(g)The recognition of investment income by the Fund is affected by the timing and declaration of dividends by the underlying investment companies in which the Fund invests.

 

(h)Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

 

 
Cantor Fitzgerald Infrastructure Fund | 17  
 

 

 

Cantor Fitzgerald Infrastructure Fund – Class C
Financial Highlights
(For a share outstanding during each period)

 

   For the   For the 
   Six Months Ended   Period Ended 
   September 30, 2023   March 31, 2023(a) 
   (Unaudited)     
Selected Per Share Data          
Net asset value, beginning of period  $10.40   $10.17 
           
Investment operations:          
Net investment income(b)   0.03    0.01 
Net realized and unrealized gain (loss) on investments   (0.51)   0.24 
Total from investment operations   (0.48)   0.25 
           
Less distributions to shareholders from:          
Net investment income   (0.12)   (0.02)
Return of capital   (0.01)    
Total distributions   (0.13)   (0.02)
           
Net asset value, end of period  $9.79   $10.40 
           
Total Return(c)(d)   (4.62)%(h)   2.49%
           
Ratios and Supplemental Data:          
Net assets, end of period (000 omitted)  $1,157   $102 
Ratio of expenses to average net assets after expense waiver(e)(f)   3.25%   3.25%
Ratio of expenses to average net assets before expense waiver(e)(f)   5.63%   11.84%
Ratio of net investment income (loss) to average net assets after expense waiver(e)(g)   2.42%   1.73%
Portfolio turnover rate(d)   0%   8%

 

(a)For the period June 30, 2022 (commencement of operations) to March 31, 2023.

 

(b)Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

 

(c)Total return represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of distributions.

 

(d)Not annualized.

 

(e)Annualized.

 

(f)Does not include the Fund’s share of the expenses of the underlying investment companies in which the Fund invests.

 

(g)The recognition of investment income by the Fund is affected by the timing and declaration of dividends by the underlying investment companies in which the Fund invests.

 

(h)Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.

 

 
  18
 

 

 

Cantor Fitzgerald Infrastructure Fund – Class I
Financial Highlights
(For a share outstanding during each period)

 

   For the   For the 
   Six Months Ended   Period Ended 
   September 30, 2023   March 31, 2023(a) 
   (Unaudited)     
Selected Per Share Data          
Net asset value, beginning of period  $10.40   $10.17 
           
Investment operations:          
Net investment income(b)   0.07   0.01 
Net realized and unrealized gain (loss) on investments   (0.50)   0.25 
Total from investment operations   (0.43)   0.26 
           
Less distributions to shareholders from:          
Net investment income   (0.12)   (0.03)
Return of capital   (0.01)    
Total distributions   (0.13)   (0.03)
           
Net asset value, end of period  $9.84   $10.40 
           
Total Return(c)(d)   (4.13)%(h)   2.51%
           
Ratios and Supplemental Data:          
Net assets, end of period (000 omitted)  $17,242   $5,663 
Ratio of expenses to average net assets after expense waiver(e)(f)   2.25%   2.25%
Ratio of expenses to average net assets before expense waiver(e)(f)   4.63%   10.84%
Ratio of net investment income to average net assets after expense waiver(e)(g)   1.42%   2.87%
Portfolio turnover rate(d)   0%   8%

 

(a)For the period June 30, 2022 (commencement of operations) to March 31, 2023.

 

(b)Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the period.

 

(c)Total return represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of distributions.

 

(d)Not annualized.

 

(e)Annualized.

 

(f)Does not include the Fund’s share of the expenses of the underlying investment companies in which the Fund invests.

 

(g)The recognition of investment income by the Fund is affected by the timing and declaration of dividends by the underlying investment companies in which the Fund invests.

 

(hIncludes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions.
 
Cantor Fitzgerald Infrastructure Fund | 19  
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited)
September 30, 2023

 

1.ORGANIZATION

 

Cantor Fitzgerald Infrastructure Fund (the “Fund”) was organized as a Delaware statutory trust on December 16, 2021 and is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”), as a continuously offered, non diversified, closed-end management investment company. The Fund is an interval fund that will provide limited liquidity by offering to make quarterly repurchases of shares at net asset value (“NAV”), which will be calculated on a daily basis. The Fund’s investment objective is to maximize total return, with an emphasis on current income, while seeking to invest in issuers that are helping to address certain United Nations Sustainable Development Goals (“SDGs”) through their products and services.

 

The Fund currently offers three classes of shares: Class A, Class C, and Class I shares. Class A shares commenced operations on June 30, 2022, and Class C and I commenced operations on March 20, 2023. Class A shares are offered at net asset value plus a maximum sales charge of 5.75%, while Class C and I are not subject to a sales load.

 

2.SIGNIFICANT ACCOUNTING POLICIES

 

Unfunded Commitments – Typically, when the Fund invests in a Private Investment Fund, the Fund makes a commitment to invest a specified amount of capital in the applicable Private Investment Fund. The capital commitment may be drawn by the general partner of the Private Investment Fund either all at once or through a series of capital calls at the discretion of the general partner. Thus, an Unfunded Commitment represents the portion of the Fund’s overall capital commitment to a particular Private Investment Fund that has not yet been called by the general partner of the Private Investment Fund. Unfunded Commitments may subject the Fund to certain risks. For example, the Fund may be required to: liquidate other portfolio investments, potentially at inopportune times, in order to obtain the cash needed to satisfy its obligations with respect to a capital call; borrow under a line of credit which may result in additional expenses to the Fund; or, to the extent a buyer can be identified and subject to the provisions of the limited partnership agreement of the relevant Private Investment Fund, seek to sell/assign the interest subject to the capital call to a third party thereby eliminating the obligation. In addition, should the Fund be unable to satisfy its commitment obligation on a timely basis and defaults on a called capital commitment, the underlying Private Investment Fund, pursuant to its limited partnership agreement, typically has a number of potential remedies, including, by way of illustration, a reallocation of the Fund’s defaulted commitment amount to other limited partners, a reallocation of a portion of the Fund’s existing interest to the other limited partners as a penalty for the default, or the general partner of underlying Private Investment Fund could sue the Fund for breach of contract. As of September 30, 2023, the Fund had total Unfunded Commitments in the amount of $3,005,171.

 

The following is a summary of significant accounting policies followed by the Fund in preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 946 “Financial Services – Investment Companies”.

 

Securities Valuation – The Fund may hold securities, such as private investments, interests in commodity pools, other non-traded securities or temporarily illiquid securities, for which market quotations are not readily available or are determined to be unreliable. These securities will be valued using the “fair value” procedures approved by the Board. The Board has delegated execution of these procedures to the Cantor Fitzgerald Investment Advisors, L.P. (the “Adviser”) as its valuation designee (the “Valuation Designee”). The Board may also enlist third party consultants such a valuation specialist at a public accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist the Valuation Designee in determining a security-specific fair value. The Board is responsible for reviewing and approving fair value methodologies utilized by the Valuation Designee, which approval shall be based upon whether the Valuation Designee followed the valuation procedures established by the Board.

 

 
  20
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

Valuation of Public Securities – Readily marketable portfolio securities listed on a public exchange are valued at their current market values determined on the basis of market quotations obtained from independent pricing services approved by the Board. Such quotes typically utilize official closing prices, generally the last sale price, reported to the applicable securities exchange if readily available. Portfolio securities traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is being determined as reflected by the exchange representing the principal market for such securities. Securities trading on NASDAQ are valued at NASDAQ official closing price.

 

If market or dealer quotations are not readily available or deemed unreliable, the Adviser will determine in good faith, the fair value of such securities. For securities that are fair valued in the ordinary course of Fund operations, the Board has designated the performance of fair value determinations to the Adviser as valuation designee, subject to the Board’s oversight. The Adviser has established a Valuation Committee to help oversee the implementation of procedures for fair value determinations. In determining the fair value of a security for which there are no readily available market or dealer quotations, the Adviser and the Valuation Committee, will take into account all reasonably available information that may be relevant to a particular security including, but not limited to: pricing history, current market level, supply and demand of the respective security; the enterprise value of the portfolio company; the portfolio company’s ability to make payments and its earnings and discounted cash flow, comparison to the values and current pricing of publicly traded securities that have comparable characteristics; comparison to publicly traded securities including factors such as yield, maturity, and credit quality; knowledge of historical market information with respect to the security; fundamental analytical data, such as periodic financial statements, and other factors or information relevant to the security, issuer, or market. Fair valuation involves subjective judgments, and it is possible that the fair value determined for a security may differ materially from the value that could be realized upon the sale of the security.

 

Valuation of Private Investment Funds – The Fund’s allocation to Private Investment Funds generally includes open end private institutional infrastructure investment funds that invest in the ownership, management, development, construction, renovation, enhancement, or operation of infrastructure assets or the provision of services to companies engaged in such activities. The Private Investment Funds have generally adopted valuation practices consistent with the valuation standards and techniques established by the FASB Auditing Standards Codification.

 

The sponsors or agents of the Private Investment Funds measure their investment assets at fair value and report a NAV per share no less frequently than quarterly (“Sponsor NAV”). Such Sponsor NAVs are reviewed by the Adviser upon receipt and subsequently applied to the Fund’s NAV following consultation with the Private Investment Fund sponsor, if necessary. In between receipt of Sponsor NAVs, where applicable, the value of each Private Investment Fund is adjusted daily by the change in a proprietary index (the “Index”) that the Fund’s Board has deemed representative of the private infrastructure market. This process is applied daily to each respective Private Investment Fund until the receipt of the next Sponsor NAV. The Index seeks to reflect market conditions of the broader private infrastructure market in an effort to ensure any such changes in market conditions are reflected in the NAV of the Fund. The Index incorporates data from third-party data providers and broad securities indices (the “Index Constituents”). The Index is monitored by the Adviser on a regular basis, and the Adviser will consult with the Valuation Committee if monitoring suggests a modification to the Index Constituents or other change(s) to the Index to better reflect market conditions. Further, in the event that a Sponsor NAV is not provided by a Private Investment Fund following the conclusion of such Private Investment Fund’s valuation period, the Adviser shall inform the Valuation Committee and a meeting may be called to determine fair value.

 

The valuations of the Private Investment Funds have a considerable impact on the Fund’s NAV as, under normal market conditions, a significant portion of the Fund’s assets will be invested in Private Investment Funds. Market and dealer quotations are generally not readily available for the Private Investment Funds in which the Fund invests, and as such, the Fund utilizes Sponsor NAVs or other valuation methodologies when determining the fair value of the Private Investment Funds. The Fund may also use a third-party valuation specialist to assist in determining fair value of the Private Investment Funds held in the Fund’s portfolio. As of September 30, 2023, the Fund invested $2,067,252 in Private Investment Funds.

 

Assets and liabilities initially expressed in foreign currencies will be converted into U.S. Dollars using foreign exchange rates provided by a recognized pricing service.

 

 
Cantor Fitzgerald Infrastructure Fund | 21  
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurement. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of input are:

 

Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access.

 

Level 2 – Observable inputs other than quoted prices included in Level 1 for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

 

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following tables summarize the inputs used as of September 30, 2023 for the Fund’s assets and liabilities measured at fair value:

 

Assets  Level 1   Level 2   Level 3   Total 
Common Stock  $23,369,233   $   $   $23,369,233 
Short-Term Investments   5,887,631            5,887,631 
Total  $29,256,864   $   $   $29,256,864 
Investments valued as practical expedient    2,110,329 
Total Investments   $31,367,193

 

The Fund did not hold any Level 2 or Level 3 securities during the period.

 

In determining fair values as of September 30, 2023, the Advisor has, as a practical expedient, estimated fair value of each Private Investment Fund using the NAV (or its equivalent) provided by the Portfolio Fund Management of each Private Investment Fund as of that date. Each investment for which fair value is measured using the Private Investment Fund’s NAV as a practical expedient is not required to be categorized within the fair value hierarchy. Accordingly, Private Investment Funds with a fair value of $2,110,329 for the Fund, have not been categorized.

 

Investments Valued at NAV – GAAP permits a reporting entity to measure the fair value of an investment fund that does not have a readily determinable fair value based on the NAV per share, or its equivalent, of the investment fund as a practical expedient, without further adjustment, unless it is probable that the investment would be sold at a value significantly different than the NAV. If the practical expedient NAV is not as of the reporting entity’s measurement date, then the NAV should be adjusted to reflect any significant events that may change the valuation. In using the NAV as a practical expedient, certain attributes of the investment that may impact its fair value are not considered in measuring fair value. Attributes of those investments include the investment strategies of the investment and may also include, but are not limited to, restrictions on the investor’s ability to redeem its investments at the measurement date and

 

 
  22
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

any unfunded commitments. The Fund is permitted to invest in alternative investments that do not have a readily determinable fair value and, as such, has elected to use the NAV as calculated on the reporting entity’s measurement date as the fair value of the investment.

 

Adjustments to the NAV provided by the Portfolio Fund Manager would be considered if the practical expedient NAV was not as of the Fund’s measurement date; if it was probable that the alternative investment would be sold at a value materially different than the reported expedient NAV; or if it was determined by the Fund’s Valuation Procedures that the private investment is not being reported at fair value.

 

As of September 30, 2023, the Fund did not hold any investments valued at NAV.

 

Security Transactions and Related Income – Security transactions are accounted for on a trade date basis. Interest income is recognized on an accrual basis. Discounts are accreted and premiums are amortized on securities purchased over the lives of the respective securities. Dividend income is recorded on the ex-dividend date. Realized gains or losses from sales of securities are determined by comparing the identified cost of the security lot sold with the net sales proceeds.

 

Dividends and Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid at least quarterly. Distributable net realized capital gains, if any, are declared and distributed annually. Dividends from net investment income and distributions from net realized gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are considered either temporary (i.e., deferred losses, capital loss carry forwards) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences do not require reclassification. Dividends and distributions to shareholders are recorded on the ex-dividend date.

 

Organization and Offering Costs – Organization costs of the Trust were paid by the Adviser under the investment advisory agreement as discussed in Note 4, while offering costs consisting of the initial prospectus and registration of the Fund will be paid by the Fund and amortized over the first 12 months of operations.

 

Fund Expenses – The Fund bears all expenses incurred in the course of its operations, including, but not limited to, the following: all fees and expenses of Portfolio Funds in which the Fund invests (“acquired fund fees”), management fees, fees and expenses associated with any credit facility, legal fees, administrator fees, audit and tax preparation fees, custodial fees, transfer agency fees, registration expenses, expenses of the Board and other administrative expenses. Certain of these operating expenses are subject to an expense limitation agreement (the “Expense Limitation Agreement” as further discussed in Note 4). Expenses are recorded on an accrual basis. Closing costs associated with the purchase of Portfolio Funds and Direct Investments are included in the cost of the investment.

 

Foreign Currency Transactions – All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the rate of exchange of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities and income and expenses are translated at the rate of exchange quoted on the respective date that such transactions are recorded. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

 

Federal Income Taxes – The Fund intends to continue to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and will distribute all of its taxable income, if any, to shareholders. Accordingly, no provision for federal income taxes is required in the financial statements.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken in the September 30, 2022 or expected to be taken in the Fund’s September 30, 2023 year-end tax return. The Fund identifies its major tax jurisdictions as U.S. federal, Ohio, and foreign jurisdictions where the Fund may make significant investments.

 

 
Cantor Fitzgerald Infrastructure Fund | 23  
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

The Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. Interest and penalties related to income taxes would be recorded as tax expense in the Statement of Operations. During the six months ended September 30, 2023, the Fund did not incur any interest or penalties.

 

Indemnification – The Trust indemnifies its officers and trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the risk of loss due to these warranties and indemnities appears to be remote.

 

3.INVESTMENT TRANSACTIONS AND ASSOCIATED RISKS

 

For the six months ended September 30, 2023 cost of purchases and proceeds from sales of portfolio securities, other than short-term investments, amounted to $18,544,576 and $65, respectively.

 

Associated Risks – During the normal course of business, the Fund may purchase, sell or hold various securities, which may result in certain risks, the amount of which is not apparent from the financial statements.

 

Market Risk – An investment in the Fund’s shares is subject to investment risk, including the possible loss of the entire principal amount invested. An investment in the Fund’s shares represents an indirect investment in the securities owned by the Fund. The value of these securities, like other market investments, may move up or down, sometimes rapidly and unpredictably.

 

Private Investment Fund Risk – The Fund’s investment in Private Investment Funds will require it to bear a pro rata share of the vehicles’ expenses, including management and performance fees. The fees the Fund pays to invest in a Private Investment Fund may be higher than if the manager of the Private Investment Fund managed the Fund’s assets directly. The performance fees charged by certain Private Investment Funds may create an incentive for its manager to make investments that are riskier and/or more speculative than those it might have made in the absence of a performance fee. Furthermore, Private Investment Funds, like the other Underlying Funds in which the Fund may invest, are subject to specific risks, depending on the nature of the vehicle, and also may employ leverage such that their returns are more than one times that of their benchmark, which could amplify losses suffered by the Fund when compared to unleveraged investments. Shareholders of the Private Investment Funds are not entitled to the protections of the Investment Company Act of 1940, as amended (the “1940 Act”). For example, Private Investment Funds need not have independent boards, shareholder approval of advisory contracts may not be required, the Private Investment Funds may utilize leverage and may engage in joint transactions with affiliates. These characteristics present additional risks for shareholders.

 

Liquidity Risk – There currently is no secondary market for the Fund’s shares and the Adviser does not expect that a secondary market will develop. Limited liquidity is provided to shareholders only through the Fund’s quarterly repurchase offers for no less than 5% of the Fund’s shares outstanding at NAV. There is no guarantee that shareholders will be able to sell all of the shares they desire in a quarterly repurchase offer. The Fund’s investments also are subject to liquidity risk. Liquidity risk exists when particular investments of the Fund would be difficult to purchase or sell, possibly preventing the Fund from selling such illiquid securities at an advantageous time or price, or possibly requiring the Fund to dispose of other investments at unfavorable times or prices in order to satisfy its obligations.

 

Infrastructure Industry Risk – The Fund is subject to the risks associated with investment in infrastructure-related companies. Risks associated with infrastructure -related companies include: (a) realized revenue volume may be significantly lower than projected and/or there will be cost overruns; (b) infrastructure project sponsors will alter their terms making a project no longer economical; (c) macroeconomic factors such as low gross domestic product (“GDP”) growth or high nominal interest rates will raise the average cost of infrastructure funding; (d) government regulation may affect rates charged to infrastructure customers; (e) government budgetary constraints will impact infrastructure projects; (f ) special tariffs will be imposed; and (g) changes in tax laws, regulatory policies or accounting standards could be unfavorable.

 

 
  24
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

Other risks include environmental damage due to a company’s operations or an accident, a natural disaster, changes in market sentiment towards infrastructure and terrorist acts. Any of these events could cause the value of the Fund’s investments in infrastructure-related companies to decline.

 

Underlying Funds Risk – The Underlying Funds in which the Fund may invest are subject to investment advisory and other expenses, which will be indirectly paid by the Fund. As a result, the cost of investing in the Fund will be higher than the cost of investing directly in the Underlying Funds and also may be higher than other funds that invest directly in securities. The Underlying Funds are subject to specific risks, depending on the nature of the specific Underlying Fund.

 

Lack of Control Over Private Investment Funds and Other Portfolio Investments – Once the Adviser has selected a Private Investment Fund or Other Investment Vehicle, the Adviser will have no control over the investment decisions made by any such Underlying Fund. Although the Fund and the Adviser will regularly evaluate each Underlying Fund and its manager to determine whether their respective investment programs are consistent with the Fund’s investment objective, the Adviser will not have any control over the investments made by any Underlying Fund. Even though the Underlying Funds are subject to certain constraints, the managers may change aspects of their investment strategies. The managers may do so at any time (for example, such change may occur immediately after providing the Adviser with the quarterly unaudited financial information for a Private Investment Fund). The Adviser may reallocate the Fund’s investments among the Underlying Funds, but the Adviser’s ability to do so may be constrained by the withdrawal limitations imposed by the Underlying Funds, which may prevent the Fund from reacting rapidly to market changes should an Underlying Fund fail to effect portfolio changes consistent with such market changes and the demands of the Adviser. Such withdrawal limitations may also restrict the Adviser’s ability to terminate investments in Underlying Funds that are poorly performing or have otherwise had adverse changes. The Adviser will be dependent on information provided by the Underlying Fund, including quarterly unaudited financial statements, which if inaccurate, could adversely affect the Adviser’s ability to manage the Fund’s investment portfolio in accordance with its investment objective. By investing in the Fund, a shareholder will not be deemed to be an investor in any Underlying Fund and will not have the ability to exercise any rights attributable to an investor in any such Underlying Fund related to their investment.

 

Use of Leverage by the Fund – Although the Fund has the option to borrow, there are significant risks that may be assumed in connection with such borrowings. Investors in the Fund should consider the various risks of financial leverage, including, without limitation, the matters described below. There is no assurance that a leveraging strategy would be successful. Financial leverage involves risks and special considerations for shareholders including: (i) the likelihood of greater volatility of NAV of the shares than a comparable portfolio without leverage; (ii) the risk that fluctuations in interest rates on borrowings and short-term debt that the Fund must pay will reduce the return to the shareholders; (iii) the effect of financial leverage in a market experiencing rising interest rates, which would likely cause a greater decline in the NAV of the shares than if the Fund were not leveraged; and (iv) the potential for an increase in operating costs, which may reduce the Fund’s total return.

 

Use of Leverage by Underlying Funds – In addition to any borrowing utilized by the Fund, the Underlying Funds in which the Fund invests may utilize financial leverage, subject to the limitations of their charters and operative documents. In the case of Private Investment Funds, such Funds are not subject to the limitations imposed by the 1940 Act regarding the use of leverage with respect to which registered investment companies, including the Fund, are subject. In that regard, the Fund intends to limit its borrowing to an amount that does not exceed 33 1/3% of the Fund’s gross asset value. Leverage by Underlying Funds and/or the Fund has the effect of potentially increasing losses.

 

Valuation of Private Investment Funds – The Private Investment Funds are not publicly traded and the Fund may consider information provided by the institutional asset manager of each respective Private Investment Fund to determine the estimated value of the Fund’s investment therein. The valuation provided by an institutional asset manager as of a specific date may vary from the actual sale price that may be obtained if such investment were sold to a third party. To determine the estimated value of the Fund’s investment in Private Investment Funds, the Adviser considers, among other things, information provided by the Private Investment Funds, including quarterly unaudited financial statements, which if inaccurate could adversely affect the Adviser’s ability to value accurately the Fund’s shares. Private Investment Funds that invest primarily in publicly traded securities are more easily valued.

 

 
Cantor Fitzgerald Infrastructure Fund | 25  
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

ESG Investing Risk – The Fund intends to screen out particular companies and industries pursuant to certain criteria established by the Sub-Adviser, and to incorporate ESG investment insights into its portfolio construction process. The Fund may forego certain investment opportunities by screening out certain companies and industries. The Fund’s results may be lower than other funds that do not apply certain exclusionary screens or use different ESG criteria to screen out certain companies or industries. The Fund’s incorporation of ESG investment insights may affect the Fund’s exposure to certain companies or industries. The Fund’s results may be lower than other funds that do not consider ESG characteristics or use a different methodology to identify and/or incorporate ESG characteristics. Further, investors may differ in their views of what constitutes positive or negative ESG characteristics of a security. As a result, the Fund may invest in securities that do not reflect the beliefs of any particular investor. In addition, the Fund may not be successful in its objectives related to ESG. There is no guarantee that these objectives will be achieved, and ESG-related assessments are at the discretion of the Adviser and Sub-Adviser. The Adviser and Sub-Adviser are dependent upon certain information and data from third party providers of ESG research, which may be incomplete, inaccurate or unavailable. As a result, there is a risk that the Adviser and Sub-Adviser may incorrectly assess a security or issuer. There is also a risk that the Adviser and Sub-Adviser may not apply the relevant ESG criteria correctly or that the Fund could have indirect exposure to issuers who do not meet the relevant ESG criteria used by the Fund. Neither the Fund, the Adviser, nor the Sub Adviser make any representation or warranty, express or implied, with respect to the fairness, correctness, accuracy, reasonableness or completeness of such ESG assessment. There may be limitations with respect to availability of ESG data in certain sectors, as well as limited availability of investments with positive ESG assessments in certain sectors. The evaluation of ESG criteria is subjective and may change over time.

 

Preferred Securities Risk – Preferred securities are subject to credit risk and interest rate risk. Interest rate risk is, in general, the risk that the price of a preferred security falls when interest rates rise. Securities with longer maturities tend to be more sensitive to interest rate changes. Credit risk is the risk that an issuer of a security may not be able to make principal and interest or dividend payments on the security as they become due. Holders of preferred securities may not receive dividends, or the payment can be deferred for some period of time. In bankruptcy, creditors are generally paid before the holders of preferred securities.

 

Convertible Securities Risk – Convertible securities are typically issued as bonds or preferred shares with the option to convert to equities. As a result, convertible securities are a hybrid that have characteristics of both bonds and common stocks and are subject to risks associated with both debt securities and equity securities. The market value of bonds and preferred shares tend to decline as interest rates increase. Fixed income and preferred securities also are subject to credit risk, which is the risk that an issuer of a security may not be able to make principal and interest or dividend payments as due. Convertible securities may have characteristics similar to common stocks especially when their conversion value is higher than their value as a bond. The price of equity securities into which a convertible security may convert may fall because of economic or political changes. Stock prices in general may decline over short or even extended periods of time. Additionally, the value of the embedded conversion option may be difficult to value and evaluate because the option does not trade separately from the convertible security.

 

Fixed Income Risk – Typically, a rise in interest rates causes a decline in the value of fixed income securities. Fixed income securities are also subject to default risk.

 

Foreign Securities and Emerging Markets Risk – The Fund may have investments in foreign securities. Foreign securities have investment risks different from those associated with domestic securities. Changes in foreign economies and political climates are more likely to affect the Fund with investments in foreign securities than another fund that invests exclusively in domestic securities. The value of foreign currency denominated securities or foreign currency contracts is affected by the value of the local currency relative to the U.S. dollar. There may be less government supervision of foreign markets, resulting in non-uniform accounting practices and less publicly available information about issuers of foreign securities.

 

The Fund may also invest in emerging markets, which are markets of countries in the initial stages of industrialization and have low per capita income. In addition to the risks of foreign securities in general, countries in emerging markets are more volatile and can have relatively unstable governments, social and legal systems that do not protect shareholders, economies based on only a few industries, and securities markets that trade a small number of issues which could reduce liquidity.

 

 
  26
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

Leveraging Risk – The use of leverage, such as borrowing money to purchase securities, will cause the Fund to incur additional expenses and magnify the Fund’s gains or losses.

 

Credit Risk – Issuers of debt securities may not make scheduled interest and principal payments, resulting in losses to the Fund. In addition, the credit quality of securities held may be lowered if an issuer’s financial condition changes.

 

4.INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES

 

Cantor Fitzgerald Investment Advisors, L.P. serves as the Fund’s investment adviser. Pursuant to an investment advisory agreement with the Trust, on behalf of the Fund, the Adviser, under the oversight of the Board, directs the daily operations of the Fund and supervises the performance of administrative and professional services provided by others. As compensation for its services and the related expenses borne by the Adviser, the Fund pays the Adviser a management fee, computed and accrued daily and paid monthly, at an annual rate of 1.50% of the Fund’s average daily net assets. For the six months ended September 30, 2023 the Adviser earned $172,446 in advisory fees.

 

The Adviser has engaged Capital Innovations, LLC (the “Sub-Adviser”), a registered investment adviser under the Advisers Act, to provide ongoing research, recommendations, and day-to-day portfolio management with respect to the Fund’s investment portfolio. Sub-advisory services are provided to the Fund pursuant to an agreement between the Adviser and the Sub-Adviser. Under the terms of the Sub-Advisory Agreement, the Adviser compensates the Sub Adviser based on a portion of the Fund’s average daily net assets that have been allocated to the Sub-Adviser to manage. Fees paid to the Sub-Adviser are not an expense of the Fund. Pursuant to the Sub-Advisory Agreement, the Adviser pays the Sub-Adviser a monthly management fee computed at the annual rate of 0.35% of the Fund’s daily net assets. The Sub Adviser is currently receiving the reduced fee rate of 0.15% per the Sub-Advisory Agreement.

 

Pursuant to a written contract (the “Expense Limitation Agreement”), the Adviser has agreed, at least until July 31, 2024, to waive a portion of its advisory fee and has agreed to reimburse the Fund for other expenses to the extent necessary so that the total expenses incurred by the Fund (including all organizational and offering expenses, but excluding interest, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) do not exceed 2.50%, 3.25%, and 2.25% per annum of the Fund’s average daily net assets for Class A, Class C, and Class I shares, respectively (the “expense limitation”). For the six months ended September 30, 2023 the Adviser waived fees and reimbursed expenses in the amount of $291,668 pursuant to the Expense Limitation Agreement.

 

In consideration of the Adviser’s agreement to limit the Fund’s expenses, the Fund has agreed to repay the Adviser in the amount of any fees waived and Fund expenses paid or absorbed, subject to the limitations that: (1) the reimbursement will be made only for fees and expenses incurred not more than three years from the date in which they were incurred; and (2) the reimbursement may not be made if it would cause the lesser of the Expense Limitation in place at the time of waiver or at the time of reimbursement to be exceeded. $533,844 is subject to recapture by the Fund until March 31, 2026.

 

The Expense Limitation Agreement will remain in effect, at least until July 31, 2024, unless and until the Board approves its modification or termination. This agreement may be terminated only by the Board on 60 days written notice to the Adviser. After July 31, 2024, the Expense Limitation Agreement may be renewed at the Adviser’s discretion.

 

The distributor of the Fund is Ultimus Fund Distributors, LLC (the “Distributor”). The Board has adopted, on behalf of the Fund, a Shareholder Services Plan under which the Fund may compensate financial industry professionals for providing ongoing services in respect of clients with whom they have distributed shares of the Fund. Under the Shareholder Services Plan, the Fund may pay up to 0.25% per year of its average daily net assets of each of Class A and Class C, respectively, for such services. Class I shares are not subject to a Shareholder Service Fee. For the six months ended September 30, 2023, the Fund incurred shareholder servicing fees of $14,374 and $689 for Class A and Class C, respectively.

 

 
Cantor Fitzgerald Infrastructure Fund | 27  
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

Class C shares will pay to the Distributor a Distribution Fee that will accrue at an annual rate equal to 0.75% of the Fund’s average daily net assets attributable to Class C shares and is payable on a monthly basis. Class A shares and Class I shares are not currently subject to a Distribution Fee. For the six months ended September 30, 2023, the Fund incurred distribution fees of $2,041 for Class C.

 

The Distributor acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s Class A shares. For the six months ended September 30, 2023, the Distributor received $191,284 in underwriting commissions for sales of Class A shares, of which $26,317 was retained by the principal underwriter or other affiliated broker-dealers.

 

In addition, certain affiliates of the Distributor provide services to the Fund as follows:

 

Ultimus Fund Solutions, LLC (“UFS”)

 

UFS, an affiliate of the Distributor, provides administration, fund accounting, and transfer agent services to the Trust. Pursuant to a separate servicing agreement with UFS, the Fund pays UFS customary fees for providing administration, fund accounting and transfer agency services to the Fund. Certain officers of the Trust are also officers of UFS and are not paid any fees directly by the Fund for serving in such capacities.

 

Employees of PINE Advisor Solutions, LLC (“PINE”) serve as officers of the Fund. PINE receives a monthly fee for the services provided to the Fund. The Fund also reimburses PINE for certain out-of-pocket expenses incurred on the Fund’s behalf.

 

Blu Giant, LLC (“Blu Giant”)

 

Blu Giant, an affiliate of UFS and the Distributor, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the provision of these services, Blu Giant receives customary fees from the Fund.

 

5.DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL

 

The Statement of Assets and Liabilities represents cost of investment securities for financial reporting purposes. As of September 30, 2023, the aggregate cost for federal tax purposes is $32,621,839 for the Fund and differs from fair value by net unrealized appreciation (depreciation) consisting of:

 

Gross unrealized appreciation:  $1,369,608 
Gross unrealized depreciation:   (2,624,254)
Net unrealized depreciation:  $(1,254,646)

 

Fund management has elected a tax year-end of September 30th . The tax character of Fund distributions paid for the tax years ended September 30, 2023 and September 30, 2022 were as follows:

 

   Tax Year Ended   Tax Year Ended 
   September 30, 2023   September 30, 2022 
Ordinary Income  $120,608   $ 
Long-Term Capital Gain   116     
Return of Capital   255,626     
   $376,350   $ 

 

 
  28
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

As of September 30, 2023, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

                        Total 
Undistributed   Undistributed   Post October   Capital Loss   Other   Unrealized   Accumulated 
Ordinary   Long-Term   Loss and   Carry   Book/Tax   Appreciation/   Earnings/ 
Income   Gains   Late Year Loss   Forwards   Differences   (Depreciation)   (Deficits) 
$(2,170)  $   $(7,742)  $(41,059)  $   $(1,297,722)  $(1,348,693)

 

The difference between book basis and tax basis undistributed net investment income/(loss), accumulated net realized gain/(loss), and unrealized appreciation/(depreciation) from investments is primarily attributable to the tax deferral of losses on wash sales, mark-to-market on passive foreign investment companies and adjustments for partnerships, grantor trusts and defaulted income securities.

 

At September 30, 2023, the Fund had capital loss carry forwards for federal income tax purposes available to offset future capital gains, along with capital loss carryforwards utilized as follows:

 

Non-Expiring   Non-Expiring         
Short-Term   Long-Term   Total   CLCF Utilized 
$41,059   $   $41,059   $ 

 

During the tax year ended September 30, 2023, the Fund utilized tax equalization which is the use of earnings and profits distributions to shareholders on redemption of shares as part of the dividends paid deduction for income tax purposes. Permanent book and tax differences, primarily attributable to the tax adjustments for prior year tax returns, the use of tax equalization credits, and distributions in excess, resulted in reclassifications for the Fund for the tax year ended September 30, 2023, as follows:

 

Paid In   Accumulated 
Capital   Earnings (Losses) 
$252,029   $(252,029)

 

6.BENEFICIAL OWNERSHIP

 

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control of the Fund, under Section 2(a)(9) of the 1940 Act. As of September 30, 2023, Charles Schwab & Co. held 39% of the voting securities and may be deemed to control the Fund.

 

7.REPURCHASE OFFERS

 

Pursuant to Rule 23c-3 under the Investment Company Act of 1940, as amended, the Fund offers shareholders on a quarterly basis the option of redeeming shares, at net asset value, of no less than 5% and no more than 25% of the shares outstanding. There is no guarantee that shareholders will be able to sell all of the shares they desire in a quarterly repurchase offer, although each shareholder will have the right to require the Fund to purchase up to and including 5% of such shareholder’s shares in each quarterly repurchase. Limited liquidity will be provided to shareholders only through the Fund’s quarterly repurchases.

 

 
Cantor Fitzgerald Infrastructure Fund | 29  
 

 

 

Cantor Fitzgerald Infrastructure Fund
Notes to Financial Statements (Unaudited) (Continued)
September 30, 2023

 

During the six months ended September 30, 2023, the Fund completed two quarterly repurchase offers. In the offers, the Fund offered to repurchase up to 5% of the number of its outstanding shares as of the Repurchase Pricing Date. The results of the repurchase offers were as follows:

 

Class A  Repurchase Offer #1  Repurchase Offer #2
Commencement Date  May 22, 2023  August 18, 2023
Repurchase Request Deadline  June 30, 2023  September 29, 2023
Repurchase Pricing Date  June 30, 2023  September 29, 2023
Net Asset Value as of Repurchase Offer Date  $10.46  $9.83
Number of Shares Repurchased  41,230.695  15,118.393
Amount Repurchased  $431,273  $148,614
Percentage of Outstanding Shares Repurchased  3.57%  1.14%
       
Class C  Repurchase Offer #1  Repurchase Offer #2
Commencement Date  May 22, 2023  August 18, 2023
Repurchase Request Deadline  June 30, 2023  September 29, 2023
Repurchase Pricing Date  June 30, 2023  September 29, 2023
Net Asset Value as of Repurchase Offer Date  $10.42  $9.78
Number of Shares Repurchased   
Amount Repurchased  $0  $0
Percentage of Outstanding Shares Repurchased  0.00%  0.00%
       
Class I    Repurchase Offer #1    Repurchase Offer #2
Commencement Date  May 22, 2023  August 18, 2023
Repurchase Request Deadline  June 30, 2023  September 29, 2023
Repurchase Pricing Date  June 30, 2023  September 29, 2023
Net Asset Value as of Repurchase Offer Date  $10.44  $9.83
Number of Shares Repurchased    1,074.561
Amount Repurchased  $0  $10,563
Percentage of Outstanding Shares Repurchased  0.00%  0.06%

 

8.SUBSEQUENT EVENTS

 

Subsequent events after the date of the Statement of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.

 

 
  30
 

 

 

Cantor Fitzgerald Infrastructure Fund
Expense Examples (Unaudited)
September 30, 2023

 

As a shareholder of the Cantor Fitzgerald Infrastructure Fund, you incur two types of costs: (1) transaction costs, including (a) redemption fees on redemptions made within 30 days of purchase and (b) sales charges (loads) on purchases of, or contingent deferred sales charges on certain redemptions; (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Cantor Fitzgerald Infrastructure Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

 

Actual Expenses

 

The “Actual” column in the table below provide information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

 

The “Hypothetical” column in the table below provide information about hypothetical account values and hypothetical expenses based on the Cantor Fitzgerald Infrastructure Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balances or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or redemption fees. Therefore, the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

   Beginning  Ending      
   Account Value  Account Value  Expenses Paid  Expense Ratio
Actual  4/1/23  9/30/23  During Period*  During the Period
Class A  $1,000.00  $955.90  $12.22  2.50%
Class C  $1,000.00  $952.90  $15.87  3.25%
Class I  $1,000.00  $957.70  $11.01  2.25%
             
   Beginning  Ending      
Hypothetical  Account Value  Account Value  Expenses Paid  Expense Ratio
(5% return before expenses)  4/1/23  9/30/23  During Period*  During the Period
Class A  $1,000.00  $1,012.53  $12.58  2.50%
Class C  $1,000.00  $1,008.77  $16.32  3.25%
Class I  $1,000.00  $1,013.79  $11.33  2.25%

 

*Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by the number of days in the period (183) divided by the number of days in the fiscal year (366).

 

 
Cantor Fitzgerald Infrastructure Fund | 31  
 

 

 

Notice of Privacy Policy and Practices

 

FACTS WHAT DOES THE CANTOR FITZGERALD INFRASTRUCTURE FUND DO WITH YOUR PERSONAL INFORMATION?
Why? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What? The types of personal information we collect and share depend on the product or service you have with us. This information can include:
  ●     Name, address, Social Security number
  ●     Proprietary information regarding your beneficiaries
  ●     Information regarding your earned wages and other sources of income
  When you are no longer our customer, we continue to share your information as described in this notice.
How? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Cantor Fitzgerald Infrastructure Fund chooses to share; and whether you can limit this sharing.

 

Reasons we can share your personal information Does the Fund share? Can you limit this sharing?
For our everyday business purposes -
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus
Yes No
For our marketing purposes
to offer our products and services to you
No We don’t share
For joint marketing with other financial companies No We don’t share
For our affiliates to support everyday business functions -
information about your transactions supported by law
Yes No
For our affiliates’ everyday business purposes
information about your creditworthiness
No We don’t share
For non affiliates to market to you No We don’t share

 

Questions? Call us at: 855 9 CANTOR.

 

 
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Notice of Privacy Policy and Practices (Continued)

 

Who are we  
Who is providing this notice? Cantor Fitzgerald Infrastructure Fund
   
What we do  

How does Cantor Fitzgerald

Infrastructure Fund protect my personal

information?

To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.

Why does Cantor Fitzgerald

Infrastructure Fund collect my personal

information?

We collect your personal information, for example

 

●    To know investors’ identities and thereby prevent unauthorized access to confidential information;

 

●    Design and improve the products and services we offer to investors;

 

●    Comply with the laws and regulations that govern us.

Why can’t I limit all sharing?

Federal law gives you the right to limit only

 

●    sharing for affiliates’ everyday business purposes – information about your creditworthiness

 

●    affiliates from using your information to market to you

 

●    sharing for non affiliates to market to you

 

State laws and individual companies may give you additional rights to limit sharing.

   
Definitions  
Affiliates

Companies related by common ownership or control. They can be financial and non financial companies.

 

●     Cantor Fitzgerald Infrastructure Fund has affiliates

Nonaffiliates

Companies not related by common ownership or control. They can be financial and nonfinancial companies.

 

●     Cantor Fitzgerald Infrastructure Fund does not share with nonaffiliates so they can market to you.

Joint Marketing

A formal agreement between nonaffiliated financial companies that together market financial products or services to you.

 

●     Cantor Fitzgerald Infrastructure Fund doesn’t jointly market.

 

 
Cantor Fitzgerald Infrastructure Fund | 33  
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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Proxy Voting Policy

 

Information regarding how the Fund votes proxies relating to portfolio securities for the period ended June 30th as well as a description of the policies and procedures that the Fund used to determine how to vote proxies is available without charge, upon request, by calling 1-855-9-CANTOR or by referring to the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

 

Portfolio Holdings

 

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT, within sixty days after the end of the period. Form N-PORT reports are available on the SEC’s website at http://www.sec.gov. The information on Form N-PORT is available without charge, upon request, by calling 1-855-9-CANTOR.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(BACK COVER)

 

 

(b)        Not applicable

 

Item 2. Code of Ethics.

 

Not applicable for semi-annual reports

 

Item 3. Audit Committee Financial Expert.

 

Not applicable for semi-annual reports.

 

Item 4. Principal Accountant Fees and Services.

 

Not applicable for semi-annual reports.

 

Item 5. Audit Committee of Listed Companies.

 

Not applicable

 

Item 6. Schedule of Investments. Schedule of investments in securities of unaffiliated issuers is included under Item 1.

 
 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds.

 

The Registrant’s proxy voting policy and procedures are filed under Item 13(a)(4) hereto. The Registrant delegates proxy voting decisions to its investment sub-adviser. The proxy voting policy and procedures of the Registrant’s investment sub-adviser, Capital Innovations LLC (the “Sub-Adviser”), are filed under Item 13(a)(5).

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies. Not applicable for semi-annual reports

 

Item 9. Purchases of Equity Securities by Closed-End Funds. Not applicable

 

Item 10. Submission of Matters to a Vote of Security Holders. None

 

Item 11. Controls and Procedures.

 

(a)       Based on an evaluation of the Registrant’s disclosure controls and procedures as of a date within 90 days of filing date of this Form N-CSR, the principal executive officer and principal financial officer of the Registrant have concluded that the disclosure controls and procedures of the Registrant are reasonably designed to ensure that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported by the filing date, including that information required to be disclosed is accumulated and communicated to the Registrant’s management, including the Registrant’s principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

 

(b)       There were no significant changes in the Registrant’s internal control over financial reporting that occurred during the Registrant’s last fiscal half-year that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

Item 12. Disclosure of securities lending activities for closed-end management investment companies.

 

(a)Not applicable.

 

(b)Not applicable.

 

Item 13. Exhibits.

 

(a)(1) Code of Ethics filed herewith.

 

(a)(2) Certifications required by Section 302 of the Sarbanes-Oxley Act of 2002 (and Item 13(a)(2) of Form N-CSR) are filed herewith.

 

(a)(3) Not applicable.

 

(a)(4) Proxy Voting Policy and Procedures of the Registrant are filed herewith.

 

(a)(5) Proxy Voting Procedures Capital Innovations LLC are filed herewith.

 

(b)       Certifications required by Section 906 of the Sarbanes-Oxley Act of 2002 (and Item 13(b) of Form N-CSR) are filed herewith.

 
 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant) Cantor Fitzgerald Infrastructure Fund

 

By (Signature and Title)

/s/ William Ferri

William Ferri, Principal Executive Officer/President

 

Date 12/6/2023

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)

/s/ William Ferri

William Ferri, Principal Executive Officer/President

 

Date 12/6/2023

 

 

By (Signature and Title)

/s/ Brian Curley

Brian Curley, Principal Financial Officer/Treasurer

 

Date 12/6/2023