0001564590-19-043807.txt : 20191119 0001564590-19-043807.hdr.sgml : 20191119 20191119084742 ACCESSION NUMBER: 0001564590-19-043807 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20191119 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20191119 DATE AS OF CHANGE: 20191119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RAIT Financial Trust CENTRAL INDEX KEY: 0001045425 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 232919819 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14760 FILM NUMBER: 191229096 BUSINESS ADDRESS: STREET 1: TWO LOGAN SQUARE STREET 2: 100 N. 18TH STREET, 23RD FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: (215) 207-2100 MAIL ADDRESS: STREET 1: TWO LOGAN SQUARE STREET 2: 100 N. 18TH STREET, 23RD FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 FORMER COMPANY: FORMER CONFORMED NAME: RAIT INVESTMENT TRUST DATE OF NAME CHANGE: 20010227 FORMER COMPANY: FORMER CONFORMED NAME: RESOURCE ASSET INVESTMENT TRUST DATE OF NAME CHANGE: 19970904 8-K 1 ras-8k_20191119.htm 8-K ras-8k_20191119.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549 

FORM 8-K 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 19, 2019 

 

RAIT Financial Trust

(Exact name of registrant as specified in its charter)

 

Maryland

1-14760

23-2919819

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number)

Identification No.)

  

 

 

 

 Two Logan Square, 100 N. 18th St., 23rd Floor, Philadelphia, Pennsylvania 19103

 

(Address of Principal Executive Offices, and Zip Code)

 

 

 

 

(215) 207-2100

 

Registrant’s telephone number, including area code:

N/A

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Not applicable

Not applicable

Not applicable

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 



Item 8.01. Other Events.

 

Modified Exchange Act Reporting

 

As previously disclosed, on August 30, 2019, RAIT Financial Trust (“RAIT”) and its affiliates RAIT Funding LLC, RAIT General, Inc., RAIT Limited, Inc., Taberna Realty Finance Trust, RAIT JV TRS, LLC, and RAIT JV TRS Sub, LLC (together, the “Debtors”) filed voluntary bankruptcy cases (the “Chapter 11 Cases”) under chapter 11, Title 11 of the U.S. Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). The Chapter 11 Cases are jointly administered under the caption In re: RAIT Funding, LLC, a Delaware limited liability company, et. al

During the pendency of the Chapter 11 Cases, in lieu of filing Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K under Section 13(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), RAIT intends to follow the procedures outlined in Exchange Act Release No. 9660 (June 30, 1972) (“Release No. 9660”), the Securities and Exchange Commission’s (the “Commission”) Staff Legal Bulletin No. 2 (April 15, 1997) and the Commission’s related no-action correspondence. Accordingly, RAIT will file with the Commission, under cover of Current Reports on Form 8-K, copies of the monthly operating reports required to be submitted to the Bankruptcy Court.  RAIT will satisfy all other provisions of the Exchange Act, including filing all Current Reports on Form 8-K (with the exception of the financial information required by Item 9.01 of Form 8-K that would be triggered by a purchase or sale of assets by RAIT) and satisfying the proxy, issuer tender offer and going-private provisions. The Current Reports on Form 8-K will include material events relating to RAIT’s expected winding up and dissolution (including as to whether any liquidation payments will be made to security holders, the amount of any liquidation payments and the amount of any expenses incurred). RAIT believes that this modified reporting program is consistent with the protection of its investors as set forth in Release No. 9660.

Monthly Operating Report

On October 30, 2019, the Debtors jointly filed a monthly operating report for the period from August 30, 2019 to September 30, 2019 (the “Monthly Operating Report”) with the Bankruptcy Court.  A copy of the Monthly Operating Report is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The Monthly Operating Report, court filings and other information related to the Chapter 11 Cases are available at a website administered by the Debtors’ noticing and claims agent, Epiq Corporate Restructuring, LLC, at https://dm.epiq11.com/rait, or www.deb.uscourts,gov, the official Bankruptcy Court website. The information set forth in these websites is not incorporated into this Item 8.01.

Cautionary Statement Regarding Forward-Looking Statements

This Current Report on Form 8-K may contain certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “potential,” “should,” “will,” “plans,” “continuing,” “ongoing,” “expects,” “intends to,” and similar words or phrases.  Although RAIT believes that the expectations reflected in these forward-looking statements are reasonable, these statements are not guarantees of future performance and involve risks and uncertainties that are subject to change based on various important factors, some of which are beyond our control. Such forward-looking statements include, but are not limited to, statements related to (a) the transactions contemplated by (i) the Equity and Asset Purchase Agreement, dated August 30, 2019 (the “Purchase Agreement”), by and among RAIT, certain of its direct and indirect subsidiaries, and CF RFP Holdings LLC, a Delaware limited liability company and an entity owned by funds managed by affiliates of Fortress Investment Group LLC (“Buyer”), pursuant to which, among other things, Buyer agreed to purchase certain subsidiaries and assets of RAIT (together, the “Purchased Assets”), (ii) the Restructuring and Plan Support Agreement, dated August 29, 2019, by and among RAIT, Taberna Realty Finance Trust, and TP Management LLC, an affiliate of Buyer, in its capacity as delegate collateral manager, and (iii) the Restructuring and Plan Support Agreement, dated August 31, 2019, by and among RAIT, RAIT Funding, LLC, and Kodiak CDO I., Ltd., as holder of certain preferred securities, including the Chapter 11 Cases, and (b) the ability of the Debtors to operate as a “debtor in possession” under the jurisdiction of the Bankruptcy Court. These risks, uncertainties and contingencies include, but are not limited to, (i) whether the closing conditions of the Purchase Agreement will be satisfied or waived and whether the transactions contemplated thereby will be completed as provided therein, (ii) whether RAIT or its affiliates will be able to obtain approval with respect to motions in the Chapter 11 Cases and the Bankruptcy Court’s rulings in the Chapter 11 Cases and the outcome of the Chapter 11 Cases in general; (iii) the length of time the Debtors will operate under the Chapter 11 Cases; (iv) risks associated with third-party motions in the Chapter 11


Cases, which may interfere with RAIT and its affiliates’ ability to develop and consummate the sale of the Purchased Assets; (v) the potential adverse effects of the Chapter 11 Cases on the Debtors’ liquidity, results of operations or business prospects; (vi) increased legal, advisor and other costs related to the Chapter 11 Cases and other litigation and the inherent risks involved in a bankruptcy process; and (vii) the effect of the Chapter 11 Cases on the trading price and value of RAIT securities. For additional discussion of these risks, refer to the section entitled “Risk Factors” and elsewhere in the RAIT’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the Commission on March 26, 2019, Amendment No. 1 to RAIT’s Annual Report on Form 10-K/A for the year ended December 31, 2018, filed with the Commission on April 30, 2019, RAIT’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2019, filed with the Commission on November 7, 2019 and RAIT’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2019, filed with the Commission on November 7, 2019. In light of the significant uncertainties inherent in any forward-looking information included herein, the inclusion of such information should not be regarded as a representation by RAIT or any other person that RAIT’s expectations, objectives or plans will be achieved in the timeframe anticipated or at all. RAIT undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as may be required by law. All forward-looking statements attributable to RAIT are expressly qualified by these cautionary statements.

 

Cautionary Statement Regarding Financial Operating Data

 

The Debtors caution investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any securities of the Debtors. The Debtors prepared the Monthly Operating Report solely for purposes of complying with the monthly operating reporting requirements applicable in the Chapter 11 Cases. The financial information contained in the Monthly Operating Report is unaudited, limited in scope, and as such, has not been subject to procedures that would typically be applied to financial statements in accordance with accounting principles generally accepted in the United States of America. These unaudited financial statements were prepared using certain assumptions and estimates.  These assumptions and estimates are subject to revision.  Further, the amounts shown in this statement may differ materially due to adjustments in accruals, changes in facts and circumstances, changes in estimates, further analysis, and other factors.  Accordingly, there can be no assurances that, from the perspective of an investor or potential investor in RAIT’s or its subsidiaries’ securities, the financial information contained in the Monthly Operating Report is complete.

 

Item 9.01 Financial Statements and Exhibits. 

 

(d)Exhibits.

 

The following exhibit is included as part of this report:

 

 

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

RAIT Financial Trust

  

 

 

 

 

November 19, 2019

 

By:

 

/s/ Alfred J. Dilmore

 

 

 

 

Name: Alfred J. Dilmore

 

 

 

 

Title: Chief Financial Officer,

 

 

 

 

Treasurer and Chief Accounting Officer

 

 

 

 

EX-99.1 2 ras-ex991_40.htm EX-99.1 ras-ex991_40.htm

Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 1 of 16

 

 

Exhibit 99.1

 

 

X

 

In re

:

Chapter 11

 

RAIT FUNDING, LLC,

a Delaware limited liability company, et. al. (1)

 

:

:

 

Case No. 19-11915 (BLS)

 

UNITED STATES BANKRUPTCY COURT THE DISTRICT OF DELAWARE

 

 

 

 

 

 

:

 

 

:

Debtors. : Jointly Administered

X

 

 

 

Monthly Operating Report

For the Period August 30, 2019 to September 30, 2019

 

DEBTORS' ADDRESS: Two Logan Square

100 N. 18th Street, 23rd Floor Philadelphia, Pennsylvania 19103 (Attn: John J. Reyle)

 

 

 

DEBTORS' ATTORNEYS:

Patrick A. Jackson (Del. Bar No. 4976) Joseph N. Argentina, Jr. (Del. Bar No. 5453)

222 Delaware Avenue, Suite 1410

Wilmington, DE 19801

Tel: (302) 467-4200

Fax: (302) 467-4201

Patrick.Jackson@dbr.com

Joseph.Argentina@dbr.com

Michael P. Pompeo

Brian P. Morgan

1177 Avenue of the Americas, 41st

Floor

New York, NY 10036-2714

Tel: (212) 248-3140

Fax: (212) 248-3141

Michael.Pompeo@dbr.com

Brian.Morgan@dbr.com

 

 

 

REPORT PREPARER: RAIT FUNDING, LLC

 

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.

 

 

 

 

 

/s/ Alfred Dilmore 10/30/2019

Alfred Dilmore Date

Chief Financial Officer

 

 

Notes:

(1) The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number (if applicable),

are as follows: RAIT Funding, LLC, a Delaware limited liability company (9983); RAIT Financial Trust, a Maryland real estate investment trust (9819); RAIT General, Inc., a Maryland corporation (9987); RAIT Limited, Inc., a Maryland corporation (9773); Taberna Realty Finance Trust, a Maryland real estate investment trust (3577); RAIT JV TRS, LLC, a Delaware limited liability company (3190); and RAIT JV TRS Sub, LLC, a Delaware limited liability company (4870). The mailing address for all Debtors is Two Logan Square,

100 N. 18th Street, 23rd Floor, Philadelphia, Pennsylvania 19103 (Attn: John J. Reyle).

 

FORM Cover Page

PAGE 1 OF 16

 


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 2 of 16

 

 

 

 

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF DELAWARE

 

 

RAIT FUNDING LLC Case No. 19-11915 (BLS)

DebtorReporting Period: 8/30/19 - 9/30/19

 

 

 

Monthly Operating Report

 

 

Required Documents

 

Form  No.

Document

Attached

Explanation

Attached

Schedule of Cash Receipts  and Disbursements

MOR-1a

x

 

Bank Account Reconciliation/Information

MOR-1b

N/A

x

Schedule of Professional Fees Paid

MOR-1c

x

 

Copies of Bank Statements

 

N/A

x

Cash Disbursements Journals

 

N/A

x

Statement of Operations

MOR-2

x

 

Balance Sheet

MOR-3

x

 

Status of Post-Petition Taxes

MOR-4a

N/A

x

Copies of IRS Form 6123

 

N/A

x

Copies of Tax Returns Filed During Reporting Period

 

N/A

x

Summary of Unpaid Post-Petition Debts

MOR-4b

x

 

Listing of Aged Accounts Payable

MOR-4b

x

 

Accounts   Receivable Reconciliation and Aging

MOR-5a

x

 

Debtor Questionnaire

MOR-5b

x

 

 

FORM MOR

PAGE 2 OF 16

 


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 3 of 16

 

 

 

 

 

Global Notes and Statements of Limitations and Disclaimers Regarding the Debtors' Monthly Operating Reports

 

 

This Monthly Operating Report ("MOR") includes activity for the following Debtors:

 

 

Debtor

Case No.

 

RAIT Funding, LLC                                                         19-11915 (BLS) RAIT Financial Trust                                                         19-11916 (BLS) RAIT General, Inc.                                                             19-11917 (BLS) RAIT Limited, Inc.                                                           19-11918 (BLS) Taberna Realty Finance Trust                                           19-11919 (BLS) RAIT JV TRS, LLC                                                           19-11920 (BLS) RAIT JV TRS SUB, LLC                                                 19-11921 (BLS)

 

On August 30, 2019 (the Petition Date), RAIT Funding LLC and 6 of its affiliates (collectively, the Debtors”), each commenced a voluntary case under chapter

11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors are authorized to operate their businesses and manage their properties as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. On September 4, 2019, the Bankruptcy Court entered an order authorizing the joint administration of these cases pursuant to Bankruptcy Rule 1015(b).

 

These following notes and statements and limitations should be referred to, and referenced in connection with, any review of this MOR.

 

 

1. Basis for Presentation. This MOR has been prepared solely for the purpose of complying with the monthly reporting requirements in these chapter 11 cases and is in a format the Debtors believe is acceptable to the United States Trustee. The financial statements and supplemental information contained herein are preliminary, unaudited and may not comply in all material respects with accounting principles generally accepted in the United States ("GAAP"). In addition, certain of the financial statements and supplemental information contained herein represent consolidated information (e.g., RAIT Financial Trust and its consolidated subsidiaries). The unaudited consolidated financial statements have been derived from the books and records of the Debtors. This information, however, has not been subject to certain procedures that would typically be applied to financial information in accordance with GAAP, and upon application of

such procedures the financial information could be subject to material change. The MOR should not be relied upon by any persons for information relating to current or future financial conditions, events, or performance of any of the Debtors.

 

The information furnished in this report includes normal recurring adjustments, but may not include all adjustments that would typically be made for financial information in accordance with GAAP.

 

The consolidated results of operations contained herein are not necessarily indicative of results which may be expected for any other period or for the full year and may not necessarily reflect the consolidated results of the Debtors' operations, their financial position and the schedule of receipts and disbursements in the future. The Debtors caution readers not to place undue reliance upon the MOR. There can be no assurance that such information is complete and the MOR may be subject to revision.

 

2. Accuracy. The financial information disclosed herein was not prepared in accordance with federal or state securities laws or other applicable nonbankruptcy law or in lieu of complying with any periodic reporting requirements thereunder. Persons and entities trading in or otherwise purchasing, selling, or transferring the claims against the Debtors should evaluate this financial information in light of the purposes for which it was prepared. The Debtors are not liable for and undertake no responsibility to indicate variations from securities laws or for any evaluations of the Debtors based on this financial information or any other information.

 

3. Liabilities Subject to Compromise. Liabilities subject to compromise have been reported at the amounts recorded on the Debtors' books and records as of the date of the report. The amounts classified as liabilities subject to compromise in the financial statements included herein are preliminary and may be subject to future adjustments depending on Bankruptcy Court actions, developments with respect to disputed claims, determinations of the secured status of certain claims, the values of any collateral securing such claims, rejection of executory contracts, reconciliation of claims, and other events.

 

4. Reservation of Rights. The Debtors reserve all rights to amend or supplement the MOR in all respects, as may be necessary or appropriate. Nothing contained in this MOR shall constitute a waiver of any of the Debtors' rights or an admission with respect to their chapter 11 cases.

 

5. Reporting Period. Unless otherwise noted herein, the MOR generally reflects the Debtors' books and records and financial activity occurring during the applicable reporting period. Except as otherwise noted, no adjustments have been made for activity occurring after the close of the reporting period.

 

6. Consolidated Entity Accounts Payable and Disbursement Systems. Cash is received and disbursed by the Debtors as described in the Motion of Debtors for Entry of Interim and Final Orders (I) Authorizing The Debtors To (A) Continue To Operate Their Cash Management System, (B) Honor Certain Prepetition Obligations Related Thereto, (C) Maintain Existing Business Forms, And (D) Continue To Perform Intercompany Transactions, (II) Suspending The Requirements Contained In Section 345(B) Of The Bankruptcy Code, and (III) Granting Related Relief [Docket No. 4, 32 and 122]

 

FORM Notes

PAGE 3 OF 16

 


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 4 of 16

 

 

 

 

 

Global Notes and Statements of Limitations (cont.)

 

7. Debtor & Non-Debtor Activities. To the best of the Debtors' ability, the information shown in this MORis for the 7 Debtor entities. In that regard, MOR-2 (Statement of Operations) and MOR-3 (Balance Sheet) include individual data for Debtors, with aggregated activity for all non-Debtors, and aggregated intercompany eliminations accross Debtors and non-Debtors. Historically, financial statements have only been produced by the Debtors on a consolidated basis (e.g., RAIT Financial Trust and its consolidated subsidiaries), and accounting processes and general ledger activity have occurred to support preparation of these consolidated financial statements, and not stand-alone financial statements for each Debtor. Accordingly, each Debtor's individual information within MOR-2 and MOR-3 may not be in accordance with GAAP. As such. relying upon an unconsolidated view of each Debtor may be misleading and is being shown only for the purposes of complying with MOR reporting requirements.

 

 

 

 

 

FORM Notes

PAGE 4 OF 16

 


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 5 of 16

 

 

RAIT FUNDING LLC

Case No.

19-11915 (BLS)

 

Debtor

Reporting Period:

8/30/19 - 9/30/19

 

 

 

 

 

 

MOR-1a

 

Schedule of the Debtors' Cash Receipts and Disbursements

 

 

 

 

For the Period August 30, 2019 to September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

($ in thousands)

 

 

 

 

Bank Balance 8/30/2019 (at Filing)

 

$

39,005

 

 

 

 

 

 

Receipts:

 

 

 

 

Cash Receipts

 

 

1,163

 

Total Receipts

 

$

1,163

 

 

 

 

 

 

Disbursements:

 

 

 

 

  Operating Disbursements

 

 

 

 

Payroll and Benefits

 

 

(321

)

Professional Fees - Recurring

 

 

-

 

Litigation Related Costs

 

 

-

 

Corporate Overhead

 

 

(35

)

REO Maintenance

 

 

-

 

Other

 

 

-

 

Total Operating Disbursements

 

$

(357

)

 

 

 

 

 

  Non-Operating Cash Items

 

 

 

 

Professional Fees - Restructuring

 

 

-

 

Principal & Interest

 

 

-

 

Transaction Related Expenses

 

 

-

 

Sale Proceeds

 

 

-

 

Total Non-Operating Cash Flow

 

$

-

 

 

 

 

 

 

Net Cash Flow

 

$

807

 

 

 

 

 

 

Ending Bank Balance 9/30/2019

 

$

39,811

 

 

 

 

 

 

Outstanding Checks

 

 

(14

)

 

 

 

 

 

Ending Book Balance 9/30/2019

 

$

39,797

 

 

 

FORM MOR-1a

PAGE 5 OF 16


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 6 of 16

 

 

RAIT FUNDING LLC Case No. 19-11915 (BLS)

Debtor Reporting Period: 8/30/19 - 9/30/19

 

MOR-1b

Bank Reconciliation

As of September 30, 2019

 

The Debtors hereby submit this attestation in lieu of providing copies of bank statements, bank reconciliations, and cash disbursement journals.

 

Attached to MOR-1a is a listing of all Debtor bank accounts, by account number, with period ending book balances. The Debtors affirm these accounts are reconciled monthly in accordance with the Debtors' ordinary course accounting practices and are available to the United States Trustee upon request. Further, the Debtors affirm that cash bank statements and cash disbursement journals are maintained in accordance with the Debtors' ordinary course accounting practices and are available to the United States Trustee upon request.

 

 

/s/ Alfred Dilmore 10/30/2019

Signature of Authorized Individual Date

 

Alfred Dilmore Chief Financial Officer

Printed Name of Authorized Individual Title of Authorized Individual

 

FORM MOR-1b – Bank Rec

PAGE 6 OF 16


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 7 of 16

 

 

 

 

RAIT FUNDING LLC

 

 

Case No.

19-11915 (BLS)

 

Debtor

 

 

Reporting Period:

8/30/19 - 9/30/19

 

 

 

 

 

 

 

 

MOR-1b (cont.)

 

Book Balances

 

As of September 30, 2019

 

 

 

 

 

 

 

 

($ in thousands)

 

 

 

 

 

 

Entity

Bank

Account No. (1)

Description

Ending Book Balance

 

RAIT Financial Trust

Citibank NA

*2169

Operating

$

3,838

 

RAIT Financial Trust

Citibank NA

*1136

MMA

 

6,531

 

RAIT Financial Trust

Citibank NA

*0232

MMA

 

20,690

 

Taberna Realty Finance Trust

Citibank NA

*0397

Operating

 

8,688

 

RAIT Funding LLC

Citibank NA

*5657

Operating

 

43

 

RAIT JV TRS LLC

Citibank NA

*9356

Operating

 

8

 

RAIT Financial Trust

Wilmington Trust

*4000

Escrow

 

-

 

Taberna Realty Finance Trust

Wilmington Trust

*9000

Escrow

 

-

 

 

 

 

 

 

 

 

Total Debtors Book Cash

 

 

 

$

39,797

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Represents last four digits of account number

 

 

 

 

 

FORM MOR-1b – Book Balances

PAGE 7 OF 16

 


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 8 of 16

 

 

 

 

 

RAIT FUNDING LLC

 

Case No.

 

19-11915 (BLS)

 

 

 

Debtor

 

Reporting Period:

 

8/30/19 - 9/30/19

 

 

 

 

 

 

 

 

 

 

 

 

 

MOR-1b (cont.)

 

 

 

Estimated US Trustee Fees

 

 

 

As of September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

($ in actuals)

 

 

 

 

 

 

 

 

 

Entity

Case No.

Q3-2019

Disbursements

 

U.S. Trustee Fee

Q3-2019

 

 

 

RAIT Financial Trust

19-11916 (BLS)

$

356,550

 

$

4,875

 

 

 

RAIT Funding, LLC

19-11915 (BLS)

 

-

 

 

325

 

 

 

RAIT JV TRS LLC

19-11920 (BLS)

 

-

 

 

325

 

 

 

RAIT General, Inc.

19-11917 (BLS)

 

-

 

 

325

 

 

 

RAIT Limited, Inc.

19-11918 (BLS)

 

-

 

 

325

 

 

 

RAIT JV TRS SUB, LLC

19-11921 (BLS)

 

-

 

 

325

 

 

 

Taberna Realty Finance Trust

19-11919 (BLS)

 

-

 

 

325

 

 

 

 

 

 

 

 

 

 

 

 

 

Estimated US Trustee Fees

 

$

356,550

 

$

6,825

 

 

 

 

 

 

FORM MOR-1b – UST Fee

PAGE 8 OF 16

 


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 9 of 16

 

RAIT FUNDING LLC

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Case No.

 

19-11915 (BLS)

 

Debtor

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reporting Period:

 

8/30/19 - 9/30/19

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MOR-1c

 

Schedule of Professional Fees Paid

 

For the Period August 30, 2019 to September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

($ in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Schedule of Professional Fees Paid

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Check/Wire

 

Current Period Payments

 

 

 

 

 

 

 

 

Amount Paid Since Filing

 

Professional

Period Covered

Payor

Number

Date

 

Fees

 

Expenses

 

Total

 

 

Fees

 

Expenses

 

Total

 

None

-

-

-

-

 

$

-

 

$

-

 

$

-

 

 

$

-

 

$

-

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

$

-

 

$

-

 

$

-

 

 

$

-

 

$

-

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FORM MOR-1c

PAGE 9 OF 16

 


Case 19-11915-BLS

Doc 168

Filed 10/30/19

Page 10 of 16

 

RAIT FUNDING LLC

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Case No.

 

19-11915 (BLS)

 

 

 

 

Debtor

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reporting Period:

 

8/30/19 - 9/30/19

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MOR-2

 

Statement of Operations

 

For the Period August 30, 2019 to September 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

($ in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Entity

RAIT FUNDING, LLC

 

RAIT FINANCIAL TRUST

 

RAIT GENERAL, INC.

 

RAIT LIMITED, INC.

 

TABERNA REALTY FINANCE TRUST

 

RAIT JV TRS, LLC

 

RAIT JV TRS SUB, LLC

 

Non-Debtors

 

Eliminations

 

Total

 

Case No.

19-11915

 

19-11916

 

19-11917

 

19-11918

 

19-11919

 

19-11920

 

19-11921

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment interest income

$

-

 

$

-

 

$

-

 

$

-

 

$

81

 

$

-

 

$

-

 

$

3,247

 

$

(1,759

)

$

1,570

 

Investment interest expense

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(825

)

 

-

 

 

(825

)

Net interest margin

$

-

 

$

-

 

$

-

 

$

-

 

$

81

 

$

-

 

$

-

 

$

2,422

 

$

(1,759

)

$

744

 

Property income

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

1,144

 

 

(31

)

 

1,113

 

Fee and other income

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

43

 

 

(17

)

 

26

 

Total revenue

$

-

 

$

-

 

$

-

 

$

-

 

$

81

 

$

-

 

$

-

 

$

3,609

 

$

(1,807

)

$

1,883

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

-

 

 

0

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(2,041

)

 

1,759

 

 

(282

)

Real estate operating expense

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(616

)

 

31

 

 

(585

)

Property management expenses

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(47

)

 

-

 

 

(47

)

General and administrative expenses

 

(14

)

 

(758

)

 

-

 

 

-

 

 

-

 

 

-

 

 

(1

)

 

(576

)

 

17

 

 

(1,333

)

Depreciation and amortization expense

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(449

)

 

-

 

 

(449

)

Total expenses

$

(14

)

$

(758

)

$

-

 

$

-

 

$

-

 

$

-

 

$

(1

)

$

(3,730

)

$

1,807

 

$

(2,697

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Operating (Loss) Income

$

(14

)

$

(758

)

$

-

 

$

-

 

$

81

 

$

-

 

$

(1

)

$

(121

)

$

-

 

$

(813

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income (expense), net

 

-

 

 

0

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

38

 

 

-

 

 

38

 

(Gains) / Losses on assets

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

Gains (losses) on extinguishments of debt

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

(8

)

 

-

 

 

(8

)

Reorganization items, net

 

1,463

 

 

(2,309

)

 

-

 

 

-

 

 

(13,385

)

 

-

 

 

(1

)

 

-

 

 

-

 

 

(14,231

)

Income (loss) before taxes

$

1,449

 

$

(3,067

)

$

-

 

$

-

 

$

(13,303

)

$

-

 

$

(2

)

$

(90

)

$

-

 

$

(15,014

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit (provision)

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

-

 

 

18

 

 

-

 

 

18