In a captivating turn of events, Rithm Capital Corp., the parent company of Newrez LLC and Caliber Home Loans Inc., has upped the ante, raising its offer to purchase Sculptor Capital Management Inc. by 7.62% to an impressive $676 million.
The move comes as Rithm faces fierce competition from a consortium of investors and navigates through shareholder disputes at the asset management firm.
Rithm, on July 24, initially announced its intention to acquire the New York-based asset management powerhouse for $639 million or $11.15 per Class A share. This acquisition would channel Sculptor’s considerable $34 billion assets under management into Rithm's portfolio, spanning real estate, credit, and multi-strategy investing arenas.
However, not all went smoothly following that announcement. Sculptor’s shareholders witnessed internal disagreements, especially when a $12.76 per-share bid from influential investors, including Boaz Weinstein, Bill Ackman, Marc Lasry, and Jeff Yass was tabled. Despite this tempting offer, Sculptor expressed its inclination towards Rithm, primarily due to the deal's closing assurance, but nudged Rithm to boost its bid.
Yielding to the pressure, Rithm's new offer, announced Thursday, sets the price per share at $12. Both companies' boards have given their unanimous nods of approval. The final chapter of this corporate saga will unfold at a special meeting set for Nov. 16, 2023, where Sculptor's board has urged stockholders to vote in favor of the revised deal. If all goes as planned, the transaction is expected to conclude in the final quarter of 2023.
“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.
Michael Nierenberg, chairman, CEO, and president of Rithm Capital, added: “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. 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.”
