As filed with the Securities and Exchange Commission on August 14, 2017

Registration No. 333-214130

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Post-Effective Amendment No. 1

to

FORM S-11

REGISTRATION STATEMENT

Under

THE SECURITIES ACT OF 1933

 

 

Rodin Global Property Trust, Inc.

(Exact name of registrant as specified in its charter)

 

 

110 E. 59 th  Street

New York, NY 10022

(212) 938-5000

(Address, including zip code, and telephone number, including area code, of the registrant’s principal executive offices)

 

 

Rodin Global Property Advisors, LLC

Jason Emala

110 E. 59th Street

New York, NY 10022

(212) 938-5000

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 

Copies to:

Judith D. Fryer, Esq.

Joseph A. Herz, Esq.

Greenberg Traurig, LLP

200 Park Avenue

New York, NY 10166

(212) 801-9200

 

Stephen M. Merkel

Cantor Fitzgerald Investors, LLC

499 Park Avenue

New York, NY 10022

(212) 938-5000

 

 


Approximate date of commencement of proposed sale to public:  As soon as practicable after the effectiveness of the registration statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act, check the following box:  ☒

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration number of the earlier effective registration statement for the same offering.  ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration number of the earlier effective registration statement for the same offering.  ☐

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer      Accelerated filer  
Non-accelerated filer   ☒  (Do not check if a smaller reporting company)    Smaller reporting company  
     Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act .  ☒

 

 

 


EXPLANATORY NOTE

This Post-Effective Amendment No. 1 to the Registration Statement on Form S-11 (No. 333-214130) is filed pursuant to Rule 462(d) solely to add an exhibit not previously filed with respect to such Registration Statement.


PART II

Information Not Required in the Prospectus

 

Item 36. Financial Statements and Exhibits.

 

(b) Exhibits . The following exhibit is filed as part of this registration statement:

 

Exhibit

Number

  

Description

23.5    Consent of Robert A. Stanger & Co., Inc.


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-11 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on August 14, 2017.

 

RODIN GLOBAL PROPERTY

TRUST, INC.

By:   /s/ Howard W. Lutnick
  Howard W. Lutnick
  Chairman and Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the following capacities on August 14, 2017.

 

Name

     

Title

/s/ Howard W. Lutnick                                         

Howard W. Lutnick

   

Chairman of the Board of Directors and Chief Executive Officer

(Principal Executive Officer)

/s/ Steve Bisgay

Steve Bisgay

   

Director, Chief Financial Officer and Treasurer

(Principal Financial Officer)

*

Arthur F. Backal

    Independent Director

*

John M. Matteson

    Independent Director

*

Dean Palin

    Independent Director

 

*By:  

/s/ Howard W. Lutnick

  Howard W. Lutnick
  Attorney-in-fact

Exhibit 23.5

Consent of Independent Valuation Advisor

We hereby consent to the reference to our name (including under the heading “Experts”) and the description of our role under the heading “Net Asset Value Calculation and Valuation Procedures” in the Registration Statement on Form S-11 of Rodin Global Property Trust, Inc., and in the prospectus included therein, including all amendments and supplements thereto.

 

/s/ Robert A. Stanger & Co., Inc.
 

 

Robert A. Stanger & Co., Inc.

August 14, 2017