RAIT Enters Into a Stalking Horse Purchase Agreement to Sell Substantially All of Its Assets; Files Voluntary Chapter 11 Petitions to Facilitate Sale Process (8/30/19)
PHILADELPHIA--(BUSINESS WIRE)--RAIT Financial Trust (OTC Pink: RASF) (“RAIT”) today announced that it has into entered into an Equity and Asset Purchase Agreement (the “Purchase Agreement”) to sell substantially all of its assets to an entity owned by funds managed by affiliates of Fortress Investment Group LLC (“Fortress”) in a sale process under Section 363 of the United States Bankruptcy Code, as amended (the “Bankruptcy Code”). In addition, RAIT also announced that it has commenced voluntary proceedings for relief under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) for it and certain of its subsidiaries to facilitate the sale process.
The Purchase Agreement provides RAIT with a binding bid of approximately $174.4 million, subject to adjustment, along with the assumption of certain liabilities, which is subject to higher or better offers in the bidding process described below. The Purchase Agreement contains customary closing conditions to the obligations of the parties.
RAIT plans to file a motion with the Bankruptcy Court seeking approval of bid procedures in connection with the sale to Fortress. The sale and bid procedures will provide for notice to be given to third parties of the pending sale to Fortress and offer the opportunity for interested parties to submit higher and better bids for RAIT’s assets or propose an alternative transaction. Once the bid procedures have been approved by the Bankruptcy Court, RAIT will initiate the formal bidding process, and at such time interested parties will be able to obtain more information on the bidding process.
Following the chapter 11 filing, RAIT will continue to operate as a “debtor-in-possession” under the jurisdiction of the Bankruptcy Court. RAIT expects to file a number of first day motions with the Bankruptcy Court that, among other things, will seek authorization to continue the operations of RAIT in the ordinary course of business during the sale process. RAIT expects to receive court approval for these requests.
Court filings and other documents related to the bankruptcy proceedings are available on a website administered by RAIT’s claims agent, Epiq Corporate Restructuring, LLC (“Epiq”), at https://dm.epiq11.com/rait
, or www.deb.uscourts.gov, the official Bankruptcy Court website.
Drinker Biddle & Reath LLP and Ledgewood, P.C. are acting as legal counsel, M-III Partners, L.P. is acting as financial advisor, and UBS Securities, LLC is acting as investment banker to RAIT and its affiliates in connection with the proposed sale and the bankruptcy proceedings.
Stroock & Stroock & Lavan LLP and Young Conaway Stargatt & Taylor, LLP are acting as legal counsel to Fortress and its affiliates.
About RAIT Financial Trust
RAIT is an internally-managed real estate investment trust focused on managing a portfolio of commercial real estate loans and properties. For more information, please call Epiq at (855) 940-0841. https://www.businesswire.com/news/home/20190830005465/en/RAIT-Enters-Stalking-Horse-Purchase-Agreement-Sell