0001026505-05-000003.txt : 20120614
0001026505-05-000003.hdr.sgml : 20120614
20050316151014
ACCESSION NUMBER: 0001026505-05-000003
CONFORMED SUBMISSION TYPE: SC 13D
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20050316
DATE AS OF CHANGE: 20050316
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: SUNSET FINANCIAL RESOURCES INC
CENTRAL INDEX KEY: 0001270436
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 161685692
FILING VALUES:
FORM TYPE: SC 13D
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-79769
FILM NUMBER: 05685085
BUSINESS ADDRESS:
STREET 1: 10245 CENTURION PARKWAY
STREET 2: 3RD FLOOR
CITY: JACKSONVILLE
STATE: FL
ZIP: 32256
BUSINESS PHONE: 9044254099
MAIL ADDRESS:
STREET 1: 10245 CENTURION PARKWAY
STREET 2: 3RD FLOOR
CITY: JACKSONVILLE
STATE: FL
ZIP: 32256
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: AKIN THOMAS B
CENTRAL INDEX KEY: 0001026505
IRS NUMBER: 545824213
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D
BUSINESS ADDRESS:
BUSINESS PHONE: 9494808300
MAIL ADDRESS:
STREET 1: C/O ACACIA RESEARCH CORPORATION
STREET 2: 500 NEWPORT CENTER DRIVE, 7TH FLOOR
CITY: NEWPORT BEACH
STATE: CA
ZIP: 92660
SC 13D
1
sfomar05.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
SUNSET FINANCIAL RESOURCES, INC
(Name of Issuer)
COMMON STOCK, $0.01 PAR VALUE PER SHARE
(Title of Class of Securities)
867708109
(CUSIP number)
Thomas B. Akin
Talkot Capital, LLC
2400 Bridgeway, Suite 300
Sausalito, CA 94965
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
March 15, 2005
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box / /. Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See Rule
13d-7(b) for other parties to whom copies are to be sent.
*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
disclosures provided in a prior cover page.
The information required on 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). Potential persons who are to respond to the collection of
information contained in this form are not required to respond unless the form
displays a currently valid OMB control number.
1 NAME OF REPORTING PERSON
IRS IDENTIFICATION NO. OF ABOVE PERSON
Thomas Bruce Akin
-----------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /x/
-----------------------------------------------------------------------------
3 SEC USE ONLY
-----------------------------------------------------------------------------
4 SOURCE OF FUNDS*
PF
-----------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
-----------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
-----------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 446,800
BENEFICIALLY --------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 659,700
REPORTING --------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 446,800
--------------------------------------------------------
10 SHARED DISPOSITIVE POWER
659,700
-----------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
446,800
-----------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
-----------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.28%
-----------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
1 NAME OF REPORTING PERSON
IRS IDENTIFICATION NO. OF ABOVE PERSON
Talkot Crossover Fund, L.P.
-----------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /x/
-----------------------------------------------------------------------------
3 SEC USE ONLY
-----------------------------------------------------------------------------
4 SOURCE OF FUNDS*
GF
-----------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
-----------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
-----------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY ---------------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH -0-
REPORTING ---------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH -0-
---------------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
-----------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
212,900
-----------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
-----------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.04%
-----------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
GR
ITEM 1. SECURITY AND ISSUER.
This statement relates to shares of Common Stock (the "Stock") of Sunset
Financial Resources, Inc. ("SFO"). The principal executive office of SFO is
located at 10245 Centurion Parkway, Third Floor, Jacksonville, Florida
32256.
ITEM 2. IDENTITY AND BACKGROUND.
The persons filing this statement and the persons enumerated in Instruction
C of Schedule 13D and, where applicable, their respective places of
organization, general partners, directors, executive officers and controlling
persons, and the information regarding them, are as follows:
The names of the persons filing this statement are Thomas Bruce Akin (Thomas
Akin), and the Talkot Crossover Fund (the Fund).
(a) The names of the persons filing this statement are Thomas Bruce Akin
("Thomas Akin"), Talkot Crossover Fund, L.P. ("the Fund"),
(collectively, the "Filers").
(b) The address of the filers is 10 Via El Verano, Tiburon, CA 94920.
The Talkot Crossover Fund, L.P. is located at 2400 Bridgeway, Suite
300, Sausalito, CA 94965.
(c) Thomas Akin is the Managing General Partner of the Talkot Crossover
Fund, L.P. which is located at 2400 Bridgeway, Suite 300,
Sausalito, CA 94965.
(d) During the last five years, none of the Filers has been convicted in
a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, none of the Filers was a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject
to a judgment, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) All of the Filers who are natural persons are citizens of the United
States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The source and amount of funds used in purchasing the Stock were as follows:
Purchaser Source of Funds Amount
Thomas Akin PF $4,680,152
The Fund GF $2,402,265
ITEM 4. PURPOSE OF TRANSACTION.
The Filers have acquired the Stock primarily for investment. The Filers feel
SFO to be a significantly undervalued asset with increasing earnings and
dividend capability. The Filers intend to review continuously their options
with respect to their investment in the Stock and expressly reserve their
right to (a) purchase additional shares of the Stock; (b) dispose of all or
part of their holdings of the Stock by public or private sales or otherwise,
at such prices and on such terms as they may deem advisable; or (c) take such
other action with respect to their investment in the Stock as they may deem
appropriate, including meeting or consulting with the management or the
Board of Directors of SFO to discuss SFO's assets, corporate structure,
dividend policies, capital operations, properties management and personnel
or potential extraordinary transactions such as a merger, reorganization or
liquidation of SFO or any of its assets or subsidiaries, and contacting
other stockholders of SFO to discuss corporate strategy on any of the
foregoing matters.
Except as set forth above, the Filers have no present plans or proposals that
would result in or relate to any of the transactions described in Item 4 of
Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Aggregate number and percentage of securities beneficially owned:
Thomas Akin is the direct beneficial owner of 446,800 shares of Common Stock,
representing approximately 4.28% of Sunset Financial Resources, Inc. Common
Stock based upon 12,450,000 shares outstanding per Sunset's 10-Q dated
November 10, 2004.
Talkot Crossover Fund, L.P. is the direct beneficial owner of 212,900 shares of
Common Stock, representing approximately 2.04% of Sunset Financial Resources,
Inc. Common Stock based upon 12,450,000 shares outstanding per Sunset's
10-Q dated November 10, 2004.
By virtue of the relationship between Mr. Akin and the Fund described
in Item 2, Mr. Akin may be deemed to possess indirect beneficial ownership
of the shares of Common Stock beneficially owned by the Fund. Mr. Akin and
The Fund own collectively 659,700 shares representing approximately 6.31% of
shares outstanding.
(b) The beneficial ownership of the Stock of the persons named in Item 2 of
this statement is as follows at the date hereof:
Aggregate
Beneficially
Owned Voting Power Dispositive Power
Name Number Percent Sole Shared Sole Shared
Thomas Akin 446,800 4.28% 446,800 659,700 446,800 659,700
The Fund 212,900 2.04% -0- -0- -0- -0-
(c) Transactions effected during the past 60 days or since the most recent
filing on Schedule 13D, whichever is less:
Purchase Amount of Price Per
Name or Sale Date Common Stock Share ($)
Thomas Akin P 01/14/05 25,000 $10.26690
Thomas Akin P 01/31/05 10,000 $10.17250
Thomas Akin P 02/15/05 2,000 $ 9.86000
Thomas Akin P 02/28/05 1,000 $ 9.79000
Thomas Akin P 03/08/05 4,500 $ 9.58161
Thomas Akin P 03/10/05 8,300 $ 9.64057
Thomas Akin P 03/11/05 15,000 $ 9.73877
Thomas Akin P 03/11/05 5,900 $ 9.73877
ITEM. 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
Thomas Akin is the Managing General Partner of the Fund. As such, he has the
power to vote the Stock held by such persons and to direct the receipt of
dividends from, or the proceeds from the sale of, the Stock held by such
persons.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Not applicable.
SIGNATURES
After reasonable inquiry and to the best of my knowledge, I certify that the
information set forth in this statement is true, complete and correct.
DATED: March 15, 2005
/s/ Thomas Bruce Akin
Thomas Bruce Akin
TALKOT CROSSOVER FUND, L.P.
By: /s/ Thomas Bruce Akin
Thomas Bruce Akin, Managing General Partner