IPO - Sunrise Realty Trust, Inc.

Form Type: SCHEDULE 13D/A

Filing Date: 2025-01-30

Corporate Action: Ipo

Type: Update

Accession Number: 000182912625000569

Filing Summary: This Amendment No. 1 to Schedule 13D updates the previous filing originally made on December 26, 2024, concerning Sunrise Realty Trust, Inc. The Reporting Person, Leonard M. Tannenbaum, holds 2,434,213 shares of Common Stock including shares held in other accounts. As of January 29, 2025, the total outstanding shares of Common Stock is now 12,754,676 due to a recent public offering. The Reporting Person purchased an additional 1,000,000 shares at a price of $12.00 per share in this public offering. There have been no other acquisitions noted since the last filing.

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Form Type: 8-K

Filing Date: 2025-01-29

Corporate Action: Ipo

Type: New

Accession Number: 000162828025003000

Filing Summary: On January 28, 2025, Sunrise Realty Trust, Inc. announced the pricing of an upsized underwritten offering of 5,750,000 shares of its common stock at a public price of $12.00 per share. The gross proceeds from the offering amount to $69.0 million, before deductions for underwriting discounts and commissions. On January 29, 2025, the company completed the Offering and granted the underwriters a 30-day option to purchase up to an additional 862,500 shares. The offering was made under a final prospectus dated January 27, 2025, and filed with the SEC on January 28, 2025.

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Form Type: 424B5

Filing Date: 2025-01-28

Corporate Action: Ipo

Type: New

Accession Number: 000162828025002839

Filing Summary: Sunrise Realty Trust, Inc. is offering 5,750,000 shares of its common stock at a public offering price of $12.00 per share, aiming to raise a total of $69,000,000. The Executive Chairman, who is also an affiliated investor, is set to purchase 1,000,000 shares in this offering. The company has transitioned to operate independently following a spin-off from Advanced Flower Capital Inc. in July 2024. Additionally, it plans to elect to be taxed as a real estate investment trust (REIT) starting from its taxable year ended December 31, 2024. As of December 31, 2024, Sunrise Realty’s loan portfolio totaled approximately $132.6 million, focusing on secured loans for transitional commercial real estate assets primarily in the Southern U.S. The firm is positioning itself to capitalize on changes in the commercial real estate financing landscape marked by banks retreating from the sector due to regulatory and economic conditions. The document outlines various risks associated with investing in the company’s stock and explains the limitations on stock ownership to comply with REIT regulations.

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Form Type: S-11MEF

Filing Date: 2025-01-27

Corporate Action: Ipo

Type: New

Accession Number: 000162828025002725

Filing Summary: Sunrise Realty Trust, Inc. is filing a Registration Statement on Form S-11 with the SEC to register additional shares of Common Stock valued at $0.01 per share. This registration is associated with the Prior Registration Statement (File No. 333-284367), which initially filed on January 21, 2025, and declared effective on January 27, 2025. The primary purpose of this filing is to increase the total number of shares available for public offering by 287,500 shares, which includes an underwriters' option to purchase 37,500 additional shares. The shares offered represent a maximum of 20% of the aggregate offering price noted in previous filings. The required legal opinions and consents are noted in the exhibits, ensuring compliance with SEC regulations for the public offering. This move is consistent with the company's status as a smaller reporting and emerging growth company, aiming for effective commencement of the sale after final regulatory approvals.

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Form Type: CORRESP

Filing Date: 2025-01-24

Corporate Action: Ipo

Type: Update

Accession Number: 000162828025002543

Filing Summary: Sunrise Realty Trust, Inc. has formally withdrawn its request for acceleration of the effective date of its Registration Statement on Form S-11, which was initially filed under File No. 333-284367. The company had requested for the effective date to be set for January 24, 2025, at 4:00 p.m. Eastern Time. However, it has now joined in a new request for acceleration of the effective date to January 27, 2025, at 4:30 p.m. Eastern Time, or as soon thereafter as practicable. The letter is signed by Raymond James & Associates, Inc., acting as the representative of the underwriters of the offering.

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Form Type: CORRESP

Filing Date: 2025-01-21

Corporate Action: Ipo

Type: New

Accession Number: 000162828025001941

Filing Summary: Sunrise Realty Trust, Inc. has filed a request for acceleration of the effective date of its Registration Statement on Form S-11, seeking effectiveness as of January 23, 2025, at 4:00 P.M. Eastern Time. This acceleration request is in accordance with Rule 461 under the Securities Act of 1933. The request is being made by representatives from Raymond James & Associates, Inc., who will also ensure adequate distribution of the preliminary prospectus to various stakeholders prior to the effective time. The underwriters involved have confirmed compliance with all relevant regulations, including Rule 15c2-8 under the Securities Exchange Act of 1934.

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Form Type: 8-K

Filing Date: 2025-01-21

Corporate Action: Ipo

Type: New

Accession Number: 000162828025001936

Filing Summary: On January 21, 2025, Sunrise Realty Trust, Inc. announced the launch of its underwritten public offering, involving 5,500,000 shares of common stock, via a press release. This offering is subject to market and other conditions. The registration statement on Form S-11 was filed on the same day, which includes updated information about the company and should be read in conjunction with prior periodic filings with the SEC.

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Form Type: S-11

Filing Date: 2025-01-21

Corporate Action: Ipo

Type: New

Accession Number: 000162828025001935

Filing Summary: Sunrise Realty Trust, Inc. is offering 5,500,000 shares of its common stock in a public offering. The company is organized as a real estate investment trust (REIT) and is externally managed by Sunrise Manager LLC. The estimated price per share as of the last reported sale on January 17, 2025, was $14.14. The common stock will be listed on The Nasdaq Capital Market under the symbol 'SUNS'. The company aims to invest in transitional commercial real estate projects in the Southern U.S. and seeks to diversify its investment portfolio, targeting various types of real estate loans. Key risk factors include limited operating history, ability to manage investments effectively, and external economic conditions. The offering is facilitated by various underwriters, with provisions for over-allotments and interest from certain affiliated investors indicated for participation in the offering.

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