Log in
E-mail
Password
Remember
Forgot password ?
Become a member for free
Sign up
Sign up
Settings
Settings
Dynamic quotes 
OFFON

MarketScreener Homepage  >  Equities  >  Nyse  >  Fortress Investment Group LLC    FIG

FORTRESS INVESTMENT GROUP LLC (FIG)
My previous session
Most popular
  Report  
SummaryNewsCompany 
News SummaryMost relevantAll newsOfficial PublicationsSector newsTweets

FORTRESS INVESTMENT GROUP LLC : Termination of a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Material Modification to Rights of Security Holders, Changes in Control or Registrant, Change in Directors or Principal Officers, Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Other Events, Financial Statements and Exhibits (form 8-K)

share with twitter share with LinkedIn share with facebook
share via e-mail
0
12/28/2017 | 12:06pm CEST

Item 1.02. Termination of a Material Definitive Agreement.

On December 27, 2017, in connection with closing of the Merger, FIG LLC, a Delaware limited liability company and a subsidiary of the Company, repaid in full all outstanding loans, together with interest and all other amounts due in connection with such repayment, under that certain Credit Agreement, dated as of January 15, 2016, by and among FIG LLC, as borrower, the guarantors party thereto, the lenders party thereto and Bank of America, N.A., in its capacity as administrative agent, and terminated all commitments thereunder.

                                       2

--------------------------------------------------------------------------------

At the Founders Closing, that certain Shareholders Agreement, dated as of February 13, 2007, by and among the Founders, the Company and the other parties thereto, as amended, terminated in accordance with its terms.

Item 2.01. Completion of Acquisition or Disposition of Assets.

The disclosure set forth in the Introductory Note is incorporated herein by reference.

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On December 27, 2017, in connection with the Merger, the Company notified the New York Stock Exchange (the "NYSE") of the consummation of the Merger and requested that the NYSE file with the SEC an application on Form 25 to report that the Class A Shares are no longer listed on the NYSE. In addition, the Company intends to file with the SEC a certification and notice of termination on Form 15 with respect to the Class A Shares, requesting that the Class A Shares be deregistered under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and that the reporting obligations of the Company with respect to the Class A Shares under the Exchange Act be suspended.

Item 3.03. Material Modification to Rights of Security Holders.

The disclosure set forth in the Introductory Note and Item 3.01 are incorporated herein by reference.

Item 5.01. Changes in Control of Registrant.

Pursuant to the Merger Agreement, at the Effective Time, the Company became a wholly owned indirect subsidiary of Parent. The disclosure set forth in the Introductory Note and Item 5.02 is incorporated herein by reference.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Following the Effective Time, Messrs. Briger, Edens and Nardone remained directors of the Company. In addition, following the Effective Time, each of Michael G. Rantz, George G. Wellde, Jr., Yoshimitsu Goto and Rajeev Misra became directors of the Company.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Immediately following the Effective Time, the Company's sole member approved the amendment and restatement of the Company's Limited Liability Company Agreement. A copy of the Fifth Amended and Restated Limited Liability Company Agreement of the Company is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 8.01 Other Events

On December 27, 2017, SoftBank issued a press release announcing the completion of the Merger. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.


(d) Exhibits.



Exhibit
  No.                                   Description

3.1         Fifth Amended and Restated Limited Liability Company Agreement of
          Fortress Investment Group LLC

99.1        Press Release, dated December 27, 2017




                                       3

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses

share with twitter share with LinkedIn share with facebook
share via e-mail
0
Latest news on FORTRESS INVESTMENT GROUP
2017FORTRESS INVESTMENT LLC : Japans SoftBank completes $3.3 billion acquisition of ..
AQ
2017DRIVE SHACK INC : . Announces Agreement to Internalize Management
AQ
2017FORTRESS INVESTMENT GROUP LLC (NYSE : FIG) Files An 8-K Termination of a Materia..
AQ
2017FORTRESS INVESTMENT GROUP LLC : Termination of a Material Definitive Agreement, ..
AQ
2017FORTRESS INVESTMENT LLC : SoftBank Group Completes Acquisition of Fortress Inves..
AQ
2017FORTRESS INVESTMENT LLC : SoftBank Group Completes Acquisition of Fortress Inves..
BU
2017ONEMAIN : Announces Secondary Offering of Common Stock by an Affiliate of Fortre..
AQ
2017FORTRESS INVESTMENT GROUP LLC (NYSE : FIG) Files An 8-K Regulation FD Disclosure
AQ
2017FORTRESS INVESTMENT GROUP LLC : Regulation FD Disclosure (form 8-K)
AQ
2017FORTRESS INVESTMENT LLC : Fintech MoneyMe secures $120 million capital facility ..
AQ
More news
News from SeekingAlpha
08/03Intercontinental Exchange forms new company for digital asset ecosystem 
01/04OneMain Financial soars 25% after Apollo buys in 
01/03REUTERS : Apollo nears deal for Fortress' stake in OneMain 
01/02DRIVE SHACK : A Whiff For Investors? 
2017SoftBank completes Fortress Investment Group acquisition, FIG ceases trading