The Founding Partners of Sculptor Capital Enter Into Agreement With Rithm Capital to Support Increased Offer to Benefit All Sculptor Shareholders
27 Octubre 2023 - 5:02AM
Business Wire
The Founding Partners of Sculptor Capital Management, Inc.
("Sculptor" or the "Company") (NYSE: SCU), which group is comprised
of Daniel S. Och, Harold Kelly, Richard Lyon, James O’Connor and
Zoltan Varga, today announced that they have entered into an
agreement to support Rithm Capital Corp. (NYSE: RITM; “Rithm”) in
connection with its materially increased offer to acquire Sculptor
for $12.70 per Class A share (the “Support Agreement”).
Over the last 18 months, the Founding Partners have focused on
increasing shareholder value. Through public statements and
actions, we have sought to promote transparency and worked to
ensure a competitive process open to all bidders.
Specifically, since Sculptor announced a deal with Rithm, we
have focused our efforts on securing a better deal for all
shareholders. Today, Rithm has raised the deal price for all
shareholders to $12.70, which is an increase of 13.9% from the
original deal price of $11.15. The enhanced consideration will be
paid in part by the adoption of additional management compensation
changes, including by eliminating a walkaway provision and
establishing standard non-compete and non-solicit clauses that will
promote stability at the combined company.
Daniel S. Och, said, “We are pleased to have helped negotiate a
better outcome for Sculptor shareholders. I have known Michael
Nierenberg for a long time, and I believe that he and his team will
be proper stewards of the business for the benefit of investors,
employees and shareholders.”
Under the terms of the Support Agreement, the Founding Partners
have agreed to vote shares held by them, representing an aggregate
of approximately 15.2% of the outstanding Sculptor voting shares,
in favor of the transaction. The Founding Partners have also agreed
to withdraw their pending litigation.
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Gagnier Communications LLC Dan Gagnier dg@gagnierfc.com
646-569-5897
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