113 0 Kommentare Rithm Capital Corp. Enters into Amended Definitive Merger Agreement to Acquire Sculptor Capital Management for $12.00 Per Sculptor Class A Share

Rithm Capital Corp. (NYSE: RITM) (“Rithm”) and Sculptor Capital Management Inc. (NYSE: SCU) (“Sculptor”) today announced that they have amended the terms of their previously announced definitive merger agreement (the “Amended Agreement”), pursuant to which Rithm will acquire Sculptor. Under the Amended Agreement, which has been unanimously approved by the boards of directors of both companies, Sculptor Class A stockholders will receive $12.00 per share, representing an increase of 7.62% over Rithm’s previously agreed price of $11.15 per Class A share announced on July 24, 2023, and an aggregate transaction value of approximately $676 million.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20231012306204/en/

Sculptor’s Board of Directors, acting on the unanimous recommendation of the special committee of independent members of Sculptor’s Board of Directors (the “Special Committee”), unanimously approved and recommended that stockholders vote to adopt the Amended Agreement at Sculptor’s special meeting of stockholders (the “Special Meeting”), which will be held at 9:00am ET on November 16, 2023. Stockholders of record as of the close of business on October 17, 2023 will be entitled to vote their shares at the Special Meeting. All regulatory approvals necessary to consummate the transaction have been received and the fund investor consent threshold of 85% has currently been met (although this is subject to change at the time of closing).

“Throughout this process, the Special Committee has been solely focused on consummating a transaction that maximizes value and certainty of closing for Sculptor stockholders. We are pleased to have been able to deliver a price increase and believe this transaction is in the best interest of Sculptor’s stockholders,” said Marcy Engel, Chairperson of Sculptor’s Board of Directors.

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“We remain thrilled to partner with Sculptor and are confident this combination will deliver long-term value for stockholders and fund investors alike by bringing together two talented teams and platforms to create a superior asset management business,” said Michael Nierenberg, Chairman, Chief Executive Officer, and President of Rithm Capital. “We are grateful for the support we have received from Sculptor’s clients, whose backing is an important testament to the long-term potential of this combination, and look forward to closing this transformational transaction.”

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