Delaware
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001-37386
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32-0434238
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class:
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Trading Symbol(s):
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Name of each exchange on which registered:
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Class A Common shares, $0.01 par value per share
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FTAI
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New York Stock Exchange
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8.25% Fixed-to-Floating Rate Series A Cumulative Perpetual Redeemable Preferred Shares
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FTAI PR A
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New York Stock Exchange
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8.00% Fixed-to-Floating Rate Series B Cumulative Perpetual Redeemable Preferred Shares
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FTAI PR B
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New York Stock Exchange
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Item 1.01
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Entry into a Material Definitive Agreement.
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Item 3.03
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Material Modifications to Rights of Security Holders.
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Item 9.01
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Financial Statements and Exhibits.
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Exhibit
Number
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Description
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Fourth Amended and Restated Limited Liability Company Agreement of Fortress Transportation and Infrastructure Investors LLC, dated as of March 25,
2021 (incorporated by reference to Exhibit 3.2 to Fortress Transportation and Infrastructure Investors LLC’s Form 8-A, filed March 25, 2021)
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Share Designation with respect to the 8.25% Fixed-Rate Reset Series C Cumulative Perpetual Redeemable Preferred Shares, dated as of March 25, 2021
(included as part of Exhibit 3.1)
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Form of certificate representing the 8.25% Fixed-Rate Reset Series C Cumulative Perpetual Redeemable Preferred Shares of Fortress Transportation and
Infrastructure Investors LLC (incorporated by reference to Exhibit 4.1 to Fortress Transportation and Infrastructure Investors LLC’s Form 8-A, filed March 25, 2021)
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Opinion of Cravath, Swaine & Moore LLP, relating to the Series C Preferred Shares (including the consent required with respect thereto)
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Opinion of Cravath, Swaine & Moore LLP as to certain tax matters relating to the Series C Preferred Shares (including the consent required with
respect thereto)
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Consent of Cravath, Swaine & Moore LLP (included in Exhibit 5.1)
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Consent of Cravath, Swaine & Moore LLP (included in Exhibit 8.1)
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104
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Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document
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FORTRESS TRANSPORTATION AND INFRASTRUCTURE INVESTORS LLC
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By:
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/s/ Scott Christopher
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Name:
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Scott Christopher
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Title:
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Chief Financial Officer
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Very truly yours,
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/s/ Cravath, Swaine & Moore LLP
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Very truly yours,
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/s/ Cravath, Swaine & Moore LLP
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