Rithm Capital completes acquisition of Paramount Group for $6.60 per share cash

This filing

Paramount and the limited partners party thereto (the “ OP Agreement ”)) in effect on such date with respect to such Operating Partnership Common Units multiplied by (ii) $6.60, without interest (the “ Partnership Merger Consideration ”). Each issued and outstanding Operating Partnership Common Unit held by (i) the Rithm Parties or any of their

Comparable filing

Québec and a wholly owned indirect subsidiary of the Company (the “ Purchaser ”), acquired all of the issued and outstanding shares of Eddyfi from the vendors for cash equal to $1.45 billion, subject to customary purchase price adjustments set forth in the Purchase Agreement relating to cash, indebtedness, transaction expenses, and net working capital of Eddyfi, its

This filing

Paramount and the limited partners party thereto (the “ OP Agreement ”)) in effect on such date with respect to such Operating Partnership Common Units multiplied by (ii) $6.60, without interest (the “ Partnership Merger Consideration ”). Each issued and outstanding Operating Partnership Common Unit held by (i) the Rithm Parties or any of their

Comparable filing

KUBRA became an indirect wholly owned subsidiary of the Company. Pursuant to the Purchase Agreement, the aggregate cash purchase price for the Acquisition was approximately $372 million, subject to customary post-closing adjustments. The closing cash consideration was funded with a combination of cash on hand and borrowings under the Credit Agreement described

This filing

Paramount and the limited partners party thereto (the “ OP Agreement ”)) in effect on such date with respect to such Operating Partnership Common Units multiplied by (ii) $6.60, without interest (the “ Partnership Merger Consideration ”). Each issued and outstanding Operating Partnership Common Unit held by (i) the Rithm Parties or any of their

Comparable filing

On May 26, 2026, Ashford BC LP and Ashford TRS BC LLC (together “Seller”), indirect subsidiaries of Braemar Hotels & Resorts Inc. (the “Company”), completed the sale of the Park Hyatt Beaver Creek Resort & Spa located in Avon, Colorado (the “Hotel”) pursuant to an Agreement of Purchase and Sale, dated as of April 27, 2026, by and among Seller and Apres Owner, LLC, as purchaser, for $176 million in cash, subject to customary pro-rations and adjustments.

This filing

Paramount and the limited partners party thereto (the “ OP Agreement ”)) in effect on such date with respect to such Operating Partnership Common Units multiplied by (ii) $6.60, without interest (the “ Partnership Merger Consideration ”). Each issued and outstanding Operating Partnership Common Unit held by (i) the Rithm Parties or any of their

Comparable filing

On May 7, 2026, as contemplated by the Business Combination Agreement and as described in the section titled “ The BCA Proposal ” beginning on pa ge 180 of the Proxy Statement/Prospectus, the Company, Enhanced and Merger Sub consummated the business combination contemplated by the Business Combination Agreement, whereby: • Merger Sub merged with and into Enhanced (the “First Merger”), with Enhanced surviving the merger as a wholly owned subsidiary of the Company;

This filing

Paramount and the limited partners party thereto (the “ OP Agreement ”)) in effect on such date with respect to such Operating Partnership Common Units multiplied by (ii) $6.60, without interest (the “ Partnership Merger Consideration ”). Each issued and outstanding Operating Partnership Common Unit held by (i) the Rithm Parties or any of their

Comparable filing

Mr. Owens, Ms. Owens and JAO, the “Sellers”), and Jacob Owens in his capacity as representative of the Sellers. The aggregate consideration for the Acquisition consisted of (i) 1,296,456 shares of Class A Common Stock, par value $0.0001 per share, of the Company (“Class A Common Stock”) issued to the Sellers (the “Stock Consideration”) and (ii) a $42.3 million net

This filing

Paramount and the limited partners party thereto (the “ OP Agreement ”)) in effect on such date with respect to such Operating Partnership Common Units multiplied by (ii) $6.60, without interest (the “ Partnership Merger Consideration ”). Each issued and outstanding Operating Partnership Common Unit held by (i) the Rithm Parties or any of their

Comparable filing

On May 5, 2026, pursuant to the Purchase Agreement, VSE acquired all of the capital stock of PAG HoldCo from the Seller for an up-front consideration equal to $2.025 billion

This filing

Paramount and the limited partners party thereto (the “ OP Agreement ”)) in effect on such date with respect to such Operating Partnership Common Units multiplied by (ii) $6.60, without interest (the “ Partnership Merger Consideration ”). Each issued and outstanding Operating Partnership Common Unit held by (i) the Rithm Parties or any of their

Comparable filing

the Company purchased substantially all of the assets and certain specified liabilities of Seller for $14,000,000, subject to certain customary adjustments for working capital, transaction expenses, and cash, on the terms and subject to the conditions set forth in the Purchase Agreement (the “Transaction”). The Transaction closed simultaneously with the execution of the Purchase Agreement.

This filing

Paramount and the limited partners party thereto (the “ OP Agreement ”)) in effect on such date with respect to such Operating Partnership Common Units multiplied by (ii) $6.60, without interest (the “ Partnership Merger Consideration ”). Each issued and outstanding Operating Partnership Common Unit held by (i) the Rithm Parties or any of their

Comparable filing

On May 5, 2026 (the “Closing Date”), Applied Digital Corporation, a Nevada corporation (the “Company”), completed the previously announced divestiture of its cloud business pursuant to that certain Contribution and Exchange Agreement