Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
February 13 2024 - 4:56PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
ACRES COMMERCIAL REALTY CORP. |
(Name of Issuer) |
|
Common Stock |
(Title of Class of Securities) |
|
00489Q102 |
(CUSIP Number(s)) |
|
December 31, 2023 |
(Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
¨ Rule 13d-1(b)
x Rule 13d-1(c)
¨
Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall
not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
1 |
NAME
OF REPORTING PERSON
Eagle
Point Credit Management LLC |
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨ |
(b) ¨ |
3 |
SEC
USE ONLY |
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION |
Delaware |
NUMBER
OF SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON WITH |
5 |
SOLE
VOTING POWER |
1,191,307
shares |
6 |
SHARED
VOTING POWER |
|
7 |
SOLE
DISPOSITIVE POWER |
1,191,307
shares |
8 |
SHARED
DISPOSITIVE POWER |
|
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
1,191,307
shares |
10 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
14.1% |
12 |
TYPE
OF REPORTING PERSON |
IA |
1 |
NAME
OF REPORTING PERSON
Eagle
Point DIF GP I LLC |
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨ |
(b) ¨ |
3 |
SEC
USE ONLY |
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION |
Delaware |
NUMBER
OF SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON WITH |
5 |
SOLE
VOTING POWER |
|
6 |
SHARED
VOTING POWER |
882,932 shares |
7 |
SOLE
DISPOSITIVE POWER |
|
8 |
SHARED
DISPOSITIVE POWER |
882,932 shares |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
882,932
shares |
10 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
10.4% |
12 |
TYPE
OF REPORTING PERSON |
OO |
1 |
NAME
OF REPORTING PERSON
Eagle
Point Defensive Income Fund US LP |
|
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a) ¨ |
(b) ¨ |
3 |
SEC
USE ONLY |
|
4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION |
Delaware |
NUMBER
OF SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON WITH |
5 |
SOLE
VOTING POWER |
|
6 |
SHARED
VOTING POWER |
653,909
shares |
7 |
SOLE
DISPOSITIVE POWER |
|
8 |
SHARED
DISPOSITIVE POWER |
653,909
shares |
9 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
653,909
shares |
10 |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
¨ |
11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
7.7% |
12 |
TYPE
OF REPORTING PERSON |
PN |
Item 1(a). |
Name of Issuer: |
ACRES Commercial Realty Corp.
Item 1(b). |
Address of Issuer’s Principal Executive Offices: |
390 RXR Plaza, Uniondale, New York 11556
Item 2(a). |
Name of Person(s) Filing: |
Eagle Point Credit Management LLC (“EPCM”)
Eagle Point DIF GP I LLC (“DIF GP I”)
Eagle Point Defensive Income Fund US LP (“DIF I US”)
This Schedule 13G is jointly filed by the above Reporting Persons pursuant
to a Joint Filing Agreement attached hereto as Exhibit A.
Item 2(b). |
Address of Principal Business Office or, if none, Residence: |
600 Steamboat Road, Suite 202
Greenwich, CT 06830
Eagle Point Credit Management LLC: organized in the State of Delaware
Eagle Point DIF GP I LLC: organized in the State of Delaware
Eagle Point Defensive Income Fund US LP: organized in the State of
Delaware
Item 2(d). |
Title of Class of Securities: |
Common Stock, $0.001 par value
Item 2(e). |
CUSIP Number(s): |
00489Q102
Item 3. |
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
Not applicable
| (a) | Amount beneficially owned: |
See response to Item 9 on each cover page.
See response to Item 11 on each cover page.
The percentages reflected in this statement are calculated
based upon 8,455,131 Common Shares outstanding as of November 6, 2023 as disclosed by the Issuer in Form 10-Q filed with the
SEC on November 7, 2023.
| (c) | Number of shares as to which the Reporting Person has: |
| (i) | Sole power to vote or to direct the vote: |
See response to Item 5 on each cover page.
| (ii) | Shared power to vote or to direct the vote: |
See response to Item 6 on each cover page.
| (iii) | Sole power to dispose or to direct the disposition of: |
See response to Item 7 on each cover page.
| (iv) | Shared power to dispose or to direct the disposition of: |
See response to Item 8 on each cover page.
EPCM acts as investment manager to certain accounts
(collectively, the “Accounts”), which directly hold the Common Shares described in this report. Pursuant to an investment
management agreement between EPCM and each Account, EPCM has discretionary investment authority and voting power with respect to the Common
Shares directly held by the Accounts. As such, EPCM could be deemed to beneficially own the Common Shares directly held by the Accounts.
DIF
GP I, as general partner to an Account, has the authority to exercise voting or dispositive power with respect to the shares held
by such Account. Thus, DIF GP I could be deemed to share the power to vote and dispose or direct the disposition of the shares held by
such Account.
DIF US directly holds the shares, and has delegated
management of its portfolio, including the shares, to DIF GP and EPCM. Accordingly, it may be deemed to have the shared power to vote
and dispose or direct the disposition of such shares.
Item 5. |
Ownership of Five Percent or Less of a Class. |
Not applicable.
Item 6. |
Ownership of More Than Five Percent on Behalf of Another Person. |
Not applicable.
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
Not applicable.
Item 8. |
Identification and Classification of Members of the Group. |
Not applicable.
Item 9. |
Notice of Dissolution of Group. |
Not applicable.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction
having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and correct.
Dated: February 13, 2024
|
EAGLE POINT CREDIT MANAGEMENT LLC |
|
|
|
By: |
/s/ Kenneth P. Onorio |
|
Name: |
Kenneth P. Onorio |
|
Title: |
Chief Financial Officer |
|
|
|
EAGLE POINT DIF GP I LLC |
|
|
|
By: |
/s/ Kenneth P. Onorio |
|
Name: |
Kenneth P. Onorio |
|
Title: |
Chief Financial Officer |
|
|
|
EAGLE POINT DEFENSIVE INCOME FUND US LP, by Eagle Point DIF GP I LLC, its general partner |
|
|
|
By: |
/s/ Kenneth P. Onorio |
|
Name: |
Kenneth P. Onorio |
|
Title: |
Chief Financial Officer |
Exhibit A
Joint Filing Agreement
We, the undersigned, hereby express our agreement
that the attached Schedule 13G is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each
of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
This agreement may be terminated with respect to the obligations to jointly file future amendments to such statement on Schedule 13G as
to any of the undersigned upon such person giving written notice thereof to each of the other persons signatory hereto, at the principal
office thereof.
Dated: February 13, 2024
|
EAGLE POINT CREDIT MANAGEMENT LLC |
|
|
|
By: |
/s/ Kenneth P. Onorio |
|
Name: |
Kenneth P. Onorio |
|
Title: |
Chief Financial Officer |
|
|
|
EAGLE POINT DIF GP I LLC |
|
|
|
By: |
/s/ Kenneth P. Onorio |
|
Name: |
Kenneth P. Onorio |
|
Title: |
Chief Financial Officer |
|
|
|
EAGLE POINT DEFENSIVE INCOME FUND US LP, by Eagle Point DIF GP I LLC, its general partner |
|
|
|
By: |
/s/ Kenneth P. Onorio |
|
Name: |
Kenneth P. Onorio |
|
Title: |
Chief Financial Officer |
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