121  0 Kommentare Rithm Capital Corp. Enters into Amended Merger Agreement to Acquire Sculptor Capital Management For $12.70 Per Sculptor Class A Share

Daniel S. Och and other former EMDs have executed a transaction support agreement under which they will vote their shares, representing an aggregate of approximately 15.2% of the outstanding Sculptor voting shares, in favor of the Transaction. The group has also agreed to dismiss their pending litigation with prejudice.

As part of the Amended Agreement, Rithm has also agreed to waive Sculptor’s client consent condition with respect to all Sculptor funds, provided that the closing of the Transaction occurs on or prior to November 17, 2023.

Michael Nierenberg, Chairman, Chief Executive Officer and President of Rithm stated, “We remain thrilled to partner with Sculptor and thank Dan and the other founders for their support of Rithm’s amended agreement. We 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. We look forward to closing this transformational transaction that delivers great value to Sculptor and Rithm stockholders.”

Marcy Engel, Chair of the Board of Directors of Sculptor stated, “We are pleased to reach this amended agreement with Rithm, which delivers a highly attractive premium to Sculptor stockholders, and appreciate the support of Mr. Och and the other former EMDs in achieving this outcome for stockholders.”

The Sculptor Board of Directors, acting on the unanimous approval and recommendation of the Special Committee, has approved the Amended Agreement and recommends Sculptor stockholders vote in favor of the Amended Agreement.