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Leading Proxy Advisory Firms ISS and Glass Lewis Recommend Sculptor Capital Stockholders Vote “For” Merger With Rithm Capital Corp.
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0 KommentareSculptor Capital Management Inc. (NYSE: SCU) (“Sculptor”) today announced that leading proxy advisory firms Institutional Shareholder Services (“ISS”) and Glass Lewis & Co. (“Glass Lewis’) recommend that Sculptor stockholders vote “FOR” its proposed merger with Rithm Capital Corp. (NYSE: RITM) (“Rithm”) at Sculptor’s special meeting of stockholders (the “Special Meeting”) to be held on November 16, 2023.
Marcy Engel, Chair of the Board of Directors of Sculptor, stated, “We are pleased that the two leading proxy advisory firms, ISS and Glass Lewis, have recommended that stockholders vote “FOR” our proposed transaction by Rithm, which will deliver immediate and certain value for stockholders. We urge Sculptor stockholders to vote in favor of this compelling transaction at the Special Meeting on November 16, 2023.”
In making its recommendation, ISS* noted:
- “Given the premium to the unaffected price, downside risk in the event of non-approval, and the cash form of consideration, which provides liquidity and certainty of value for SCU shareholders, support for the transaction is warranted.”
In making its recommendation, Glass Lewis* noted:
- “[W]e believe the proposed Rithm transaction currently represents the most viable option to maximize shareholder value.”
*Sculptor has neither sought nor obtained consent from ISS or Glass Lewis to use previously published information in this press release.
Sculptor’s Board of Directors strongly encourages stockholders to follow ISS’ and Glass Lewis’ recommendations and vote “FOR” the proposed merger at the Special Meeting.
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Your Vote Is Important, No Matter How Many or How Few Shares You Own!
Please vote today by telephone, via the Internet or by signing, dating and returning the enclosed proxy card. Simply follow the easy instructions on the proxy card.
If you have questions about how to vote your shares, please contact:
INNISFREE M&A INCORPORATED Shareholders May Call Toll-free: (888) 750-5834 Banks and Brokers May Call Collect: (212) 750-5833 |
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PJT Partners acted as financial advisor and Latham & Watkins LLP acted as legal counsel the special committee of independent members of the Sculptor’s Board of Directors. J.P. Morgan Securities LLC acted as financial advisor and Ropes & Gray LLP acted as legal counsel to Sculptor.
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