Founding Partners of Sculptor Capital File Complaint in Delaware Seeking Injunctive Relief
- Rithm and the Company from consummating the Merger until the Boaz Weinstein Consortium (the “Consortium”) is able to bid for the Company without restriction from the standstill obligations imposed on them by the Board and Special Committee;
- The Company, Board and Special Committee from enforcing the standstill restrictions described above against the Consortium, including but not limited to provisions that have limited the Consortium's ability to communicate with stockholders and/or other potential bidders; and
- Rithm from voting new shares of Sculptor stock acquired from Delaware Life Insurance in a side deal facilitated by the Special Committee to influence the vote on the Merger.
The lawsuit also seeks to reinstate the provision of the Merger Agreement requiring the approval of a majority of independent stockholders to effectuate the Merger and to reduce the break-up fee to the substantially lesser amount to which Rithm and the Company had previously agreed.
The Founding Partners said:
“The Special Committee’s actions over the past several weeks remove any doubt that they favor only one result – the preservation of management’s jobs and compensation, at the expense of shareholder value. Since the initial announcement of the Rithm transaction at
The Sculptor Board continues to prevent the Consortium from communicating directly with the public stockholders or the Company’s clients, and from negotiating with the Founders. In contrast, the Special Committee has readily waived Rithm’s NDA to permit it to negotiate with the Founders and to purchase
View source version on businesswire.com: https://www.businesswire.com/news/home/20231017782562/en/
Media:
Dan Gagnier
dg@gagnierfc.com
646-569-5897
Source: On behalf of The Founding Partners of Sculptor Capital Management, Inc.