Gyrodyne, LLC Files Amendment No. 3 to S-1 Registration Statement

TL;DR

<b>Gyrodyne, LLC has filed an S-1/A amendment, indicating progress in its public offering registration process.</b>

AI Summary

Gyrodyne, LLC (GYRO) filed a Amended IPO Registration (S-1/A) with the SEC on February 1, 2024. Gyrodyne, LLC filed an S-1/A (Amendment No. 3) with the SEC on February 1, 2024. The filing relates to a registration statement under the Securities Act of 1933. The company's principal executive offices are located at One Flowerfield, Suite 24, Saint James, New York. Gyrodyne, LLC is classified as a non-accelerated filer and a smaller reporting company. The filing indicates the company is incorporated in New York and operates under SIC code 6512 (Operators of Nonresidential Buildings).

Why It Matters

For investors and stakeholders tracking Gyrodyne, LLC, this filing contains several important signals. This amendment signifies ongoing efforts by Gyrodyne, LLC to become a publicly traded entity, which could provide access to capital markets for growth or other strategic initiatives. As a smaller reporting company and non-accelerated filer, Gyrodyne, LLC's filing provides insights into its regulatory status and reporting obligations as it navigates the path to an IPO.

Risk Assessment

Risk Level: low — Gyrodyne, LLC shows low risk based on this filing. The risk is low as this is a routine amendment to a registration statement, not indicating immediate financial distress or significant changes in business operations.

Analyst Insight

Monitor future filings for updates on the registration statement's effectiveness and details regarding the proposed public offering.

Key Numbers

• 2024-02-01 — Filing Date (Date of S-1/A filing)
• 333-276312 — SEC File Number (Registration number for the offering)
• 6512 — SIC Code (Operators of Nonresidential Buildings)
• NY — State of Incorporation (Jurisdiction of Gyrodyne, LLC's incorporation)
• 11780 — ZIP Code (Business and Mail Address ZIP Code)
• 631-584-5400 — Business Phone (Contact number for Gyrodyne, LLC)

Key Players & Entities

• Gyrodyne, LLC (company) — Registrant
• Gary Fitlin (person) — President and Chief Executive Officer
• Alon Y. Kapen (person) — Agent for Service
• Farrell Fritz, P.C. (company) — Legal Counsel
• New York (location) — State of Incorporation
• St. James (location) — City of Principal Executive Offices
• 333-276312 (registration_number) — SEC File Number
• 6512 (sic_code) — Standard Industrial Classification Code

Forward-Looking Statements

• Gyrodyne, LLC will complete its public offering within the next 6 months. (Gyrodyne, LLC) — medium confidence, target: 2024-08-01

FAQ

Industry Context

Gyrodyne, LLC operates in the real estate sector, specifically as an operator of nonresidential buildings.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration of securities offerings in the United States.

What Investors Should Do

1. Review the full S-1/A filing for detailed information on the securities being offered and the terms of the potential offering.
2. Track subsequent SEC filings from Gyrodyne, LLC for updates on the registration statement's effectiveness and any material developments.
3. Analyze the company's business model and financial health as disclosed in the registration statement to assess investment potential.

Key Dates

• 2024-02-01: Filing of Amendment No. 3 to Form S-1 — Indicates progress in the registration process for a public offering.

Year-Over-Year Comparison

This is Amendment No. 3 to the S-1 registration statement, indicating iterative updates and refinements to the initial filing.

Key Financial Figures

• $8.00 — THE EXERCISE OF SUBSCRIPTION RIGHTS AT $8.00 PER SHARE Gyrodyne, LLC (the "Company
• $5,000,000 — to receive aggregate gross proceeds of $5,000,000. You will not be entitled to receive an
• $9.65 — r common shares on January 31, 2024 was $9.65 per share. The common shares are bein
• $1.58 million — result in a reduction of approximately $1.58 million in net assets in liquidation. There can

Filing Documents

• gyrllc20240201_s1a.htm (S-1/A) — 771KB
• ex_621669.htm (EX-4.4) — 2KB
• ex_621671.htm (EX-23.1) — 3KB
• ex_621672.htm (EX-99.1) — 44KB
• ex_621673.htm (EX-99.2) — 18KB
• ex_621674.htm (EX-99.3) — 21KB
• ex_621675.htm (EX-99.4) — 17KB
• ex_621676.htm (EX-99.5) — 26KB
• ex_621677.htm (EX-99.6) — 15KB
• ex_621678.htm (EX-99.7) — 6KB
• ex_621679.htm (EX-99.8) — 26KB
• ex_621680.htm (EX-FILING FEES) — 23KB
• c01.jpg (GRAPHIC) — 457KB
• c02.jpg (GRAPHIC) — 425KB
• 0001437749-24-002846.txt (&nbsp;) — 2187KB

USE OF PROCEEDS

USE OF PROCEEDS 21 CAPITALIZATION 22

DILUTION

DILUTION 23 STOCK MARKET AND DIVIDEND INFORMATION 24 THE RIGHTS OFFERING 24 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES 34

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 37 PLAN OF DISTRIBUTION 39

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 40

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 41 WHERE YOU CAN FIND ADDITIONAL INFORMATION 42 LEGAL MATTERS 43 EXPERTS 43 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 43 (i) ABOUT THIS PROSPECTUS This prospectus is part of a registration statement that we have filed with the Securities and Exchange Commission (the "SEC"). The exhibits to the registration statement contain the full text of certain contracts and other important documents we have summarized in this prospectus. Since these summaries may not contain all the information that you may find important in deciding whether to purchase our securities, you should review the full text of these documents. The registration statement and the exhibits can be obtained from the SEC as indicated under the sections entitled "Where You Can Find Additional Information" and "Incorporation by Reference." You should read this prospectus, the documents incorporated by reference into this prospectus, and any prospectus supplement or free writing prospectus that we may authorize for use in connection with this offering in their entirety before making an investment decision. Until [DATE] (the 25th day after the date of this prospectus), all dealers that effect transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealers' obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions. You should rely only on the information contained in this prospectus and any free writing prospectus we may authorize to be delivered to you. We have not authorized anyone to provide you with information different from, or in addition to, that contained in this prospectus and any related free writing prospectus. If anyone provides you with additional, different or inconsistent information, you should not rely on it. We take no responsibility for, and can provid

View Full Filing

View this S-1/A filing on SEC EDGAR