To The Common Stockholders of September 20, 2019
Steadfast Income REIT, Inc.
RE: Cash Offer to Purchase Your Shares.
CMG Partners, LLC and its affiliates, CMG Income Fund II, LLC and CMG Liquidity Fund, LLC (collectively, “CMG”), are offering to purchase 250,000 shares of common stock (the “Shares”) of Steadfast Income REIT, Inc. (the “Company”) for $4.76 per Share in cash, without interest, upon the terms and subject to the conditions contained in the Offer to Purchase dated September 20, 2019, and the Agreement of Assignment and Transfer (together, the “Offer). On March 13, 2019, the Company reported its most recent estimated Net Asset Value (“NAV”) at $9.40 per Share. The Company has a Share Repurchase Program (the “SRP”) where share repurchases are made at a price equal to the most recent estimated value per share, subject to limitations on the number of shares that the Company can repurchase at any time and availability of the funds the Company may use to repurchase shares. However, in connection with the Company’s pending merger transaction with Steadfast Apartment REIT, Inc. announced on August 6, 2019 (the “Merger”), all pending ordinary repurchase requests have been canceled and the Company will only make repurchases under the SRP in connection with the death or qualifying disability of a stockholder, subject to certain terms and conditions specified in the SRP. Other than the SRP, there are no current means to sell shares at NAV. If the Merger is completed, each Share will be converted into the right to receive 0.5934 shares of Steadfast Apartment REIT, Inc. common stock, par value $0.01 per share, which like your shares would not be listed on a public securities exchange and would have limited liquidity. If you tender your Shares in connection with this Offer, you will be ineligible to receive the merger consideration with respect to such Shares. Stockholders who are interested in liquidity may wish to consider that:
• The Company’s SRP is subject to numerous restrictions, may be amended or terminated at any given time upon 30 days’ notice and should not be relied upon as a source of liquidity. Further, in connection with the pending Merger transaction, the Company’s SRP is limited to requests made in connection with the death or qualifying disability of a stockholder.
• Our Offer provides an opportunity to sell your Shares for cash now, in a prompt and efficient manner.
• We do not charge commissions or transfer fees of any kind. Our offer is free of any fees or expenses, so you know what your net proceeds will be.
• The Shares are not listed on a public securities exchange, making them difficult to sell. The Shares have traded on a very limited basis in a thinly traded secondary market but those transactions are subject to significant fees and commissions. (Please see reverse).
An Agreement of Assignment and Transfer form is enclosed, which you can fill out and return in the envelope provided if you wish to sell your Shares.
Please read the reverse of this letter, the Agreement of Assignment and Transfer and the Offer before deciding to tender your Shares. Copies of the Offer are available on our website at www.cmginvestments.com/sir.pdf. Alternatively, a copy can be mailed to you upon request at no charge. If you have any questions, please call us at (425) 376-0693.
Very Truly Yours,
CMG Partners, LLC
Steadfast Apartment REIT
Steadfast Apartment REIT III
Steadfast Income REIT
Steadfast Apartment REIT
Investors who own thinly traded or illiquid investments like Steadfast Apartment and Income REITs are too often not made aware of what their shares can be sold for. In such cases there are typically very few choices, and with little to no means to sell, shareholders can find themselves stuck with an investment. CMG may provide you with a bid, no commissions are ever charged, so you will know exactly how much money you can receive in selling your shares.
For more than 25 years CMG has specialized in providing liquidity options for shareholders of non-traded REITs, limited partnerships and other securities with limited or non-existent trading. Please contact us if you would like to learn more about your liquidity options. We’d appreciate the opportunity to be of service to you and would be happy to walk you through the process.
Information provided other than what is contained in a specific tender Offer document is neither an offer to buy nor a solicitation of an offer to sell Shares. Purchase offers are not being made to, and assignments will not be accepted from or on behalf of, Shareholders residing in any state in which making or accepting an offer to purchase would violate that jurisdiction’s laws. Information provided is accurate to the best of our knowledge from publicly available sources, although it is subject to change and CMG cannot attest to its accuracy. Investors should always conduct their own due diligence and consult their own tax and investment advisors prior to making a decision concerning their investments. We are not investment advisors, and information provided by us should not be considered advice. Other than pursuant to the terms contained in a specific tender Offer, all bids or offers to purchase provided are subject to change until an agreement in writing is executed and accepted by CMG.
Looking To Sell?
Contact Us: 425-376-0693
Lets discuss how we can help get you out of your Steadfast shares.