Weinstein Group revises Sculptor bid after board's concerns

Jason Alden/Photographer: Jason Alden/Bloomb

Boaz Weinstein and his group of bidders revised their offer to buy Sculptor Capital Management Inc., seeking to address some of the concerns the board's special committee outlined in a proxy filing last week, according to people familiar with the matter.  

While Weinstein's bid remains at $12.76 a share, it has beefed up its equity commitments, eliminated risks associated with debt financing and increased the damages it would pay if it fails to consummate the transaction, the people said. 

Sculptor accepted Rithm Capital Corp.'s lower bid of $11.15 a share, or about $639 million, in July. It still preferred that offer as of a filing on Aug. 30, citing a variety of concerns about the higher bid from the other group.

It's unclear whether Sculptor will be swayed by the amended proposal. A spokesperson for the New York-based hedge fund firm had no immediate comment.

The stock rose 1.3% to $12 in extended trading at 7:01 p.m. in New York, continuing to climb above Rithm's bid toward the rival offer from the Weinstein-led group, which Sculptor filings call Bidder J.

The group, which also includes billionaires Bill Ackman, Marc Lasry and Jeff Yass, increased its offer last week by 51 cents a share. Former Sculptor Chief Executive Officer Rob Shafir, who owns 6.2% of the firm's Class A common stock, later issued a statement calling it "clearly superior" to the Rithm deal. The higher offer is also favored by Dan Och, who founded the firm previously known as Och-Ziff, and four other former executives. 

Sculptor, led by Chief Executive Officer Jimmy Levin, has said Bidder J's proposal is less attractive in part because of the risk that clients won't accept that buyer's choice to replace him. While Rithm plans to retain Levin, Weinstein's group has said it would oust him as chief investment officer, according to a proxy filing.

Och had positioned Levin to take over the firm, and paid him handsomely, but the two later fought over compensation and control. Och, who left in 2019 and remains one of Sculptor's biggest shareholders, has been a critic of Levin's pay ever since.