ACRES Commercial Realty Corp. (ACR) sells 2.22M Series C preferred shares for $52.8M
Rhea-AI Filing Summary
ACRES Commercial Realty Corp. entered into a Securities Purchase Agreement with institutional investors for a registered direct offering of its preferred stock. The company issued and sold 2,220,000 shares of its 8.625% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock at an offering price of $23.75 per share. The offering closed and the shares settled on August 12, 2026.
The transaction generated approximately $52,750,000 in aggregate gross proceeds to the company, before the placement agent’s fees and related expenses. The shares were issued under an effective Form S-3 shelf registration and an August 10, 2026 prospectus supplement. ACRES also entered into a placement agency agreement with Seaport Global Securities LLC as placement agent, with customary representations, warranties, and indemnification provisions.
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8-K Event Classification
2 items: 1.01, 9.01
2 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Series C Preferred Dividend Rate: 8.625%
Shares Issued: 2,220,000 shares
Offering Price: $23.75 per share
+3 more
6 metrics
Series C Preferred Dividend Rate
8.625%
Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock
Shares Issued
2,220,000 shares
Series C preferred stock issued in the registered direct offering
Offering Price
$23.75 per share
Price per share of Series C preferred in the offering
Gross Proceeds
$52,750,000
Aggregate gross proceeds before placement agent fees and expenses
Form S-3 File Number
333-278433
Shelf registration statement used for the offering
Offering Closing Date
August 12, 2026
Date the preferred stock offering closed and settled
Key Terms
registered direct offering, Securities Purchase Agreement, placement agency agreement, cumulative redeemable preferred stock, +1 more
5 terms
registered direct offering financial
"issued and sold, in a registered direct offering by the Company directly to the Investors"
A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.
Securities Purchase Agreement financial
"entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional investors"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
placement agency agreement financial
"entered into a placement agency agreement, dated August 10, 2026 (the “Placement Agreement”)"
cumulative redeemable preferred stock financial
"8.625% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock"
Cumulative redeemable preferred stock is a type of investment that gives shareholders priority over common stockholders to receive dividends and get their money back if the company is sold or closes. If the company misses dividend payments, it must pay them later before any dividends can go to other shareholders. This makes it a more secure and flexible option for investors seeking steady income with some ability to redeem their shares in the future.
prospectus supplement regulatory
"and a prospectus supplement, dated August 10, 2026"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
FAQ
What securities did ACRES Commercial Realty Corp. (ACR) issue in this transaction?
ACRES Commercial Realty Corp. issued 2,220,000 shares of its 8.625% Fixed-to-Floating Series C Cumulative Redeemable Preferred Stock in a registered direct offering to institutional investors.
How much capital did ACRES Commercial Realty Corp. (ACR) raise in the offering?
The company received approximately $52,750,000 in aggregate gross proceeds from the sale of 2,220,000 Series C preferred shares, before deducting placement agent fees and other offering-related expenses.
When did ACRES Commercial Realty Corp. (ACR) close the preferred stock offering?
The offering closed and the issuance and settlement of the Series C preferred shares occurred on August 12, 2026, following execution of the Securities Purchase Agreement on August 10, 2026.
Under what registration statement did ACR conduct this preferred stock offering?
The Series C preferred shares were offered under a Form S-3 registration statement (File No. 333-278433), declared effective on May 1, 2024, and a prospectus supplement dated August 10, 2026.
Who acted as placement agent for ACRES Commercial Realty Corp. (ACR) in this deal?
ACRES Commercial Realty Corp. engaged Seaport Global Securities LLC as placement agent under a placement agency agreement that includes customary fees, expense reimbursement, and indemnification provisions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
