---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-25-025059"
form_type: "8-K"
ticker: null
cik: "0001407623"
company_name: "RETAIL OPPORTUNITY INVESTMENTS CORP"
filed_at: "2025-02-12T23:59:59+00:00"
generated_at: "2026-05-26T22:47:07.372986+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Blackstone completes $4B all-cash privatization of Retail Opportunity Investments Corp. at $17.50/share

## Summary
- Shareholders received $17.50 per share in cash; total deal value ~$4 billion including debt.
- All $450M of 2026/2027 senior notes redeemed on Feb 12; $350M of 2028 notes to be redeemed Feb 22.
- Board of directors and CEO Tanz, CFO Haines, COO Schoebel departed without cause effective Feb 12.
- ROIC common stock to be delisted from Nasdaq; company will deregister under Exchange Act.

## SEC filing metadata
- accession: 0001193125-25-025059
- form_type: 8-K
- cik: 0001407623
- company_name: RETAIL OPPORTUNITY INVESTMENTS CORP
- filed_at: 2025-02-12T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1407623/000119312525025059/0001193125-25-025059-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1407623/000119312525025059/d915895d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-25-025059
- JSON: https://secwatch.observer/filing/0001193125-25-025059.json
- Plain text: https://secwatch.observer/filing/0001193125-25-025059.txt

## Key facts
- Executive change
  Stuart A. Tanz was terminated as Chief Executive Officer at RETAIL OPPORTUNITY INVESTMENTS CORP.
  - Action: terminated
  - Role: Chief Executive Officer
  source text: In addition, effective as of the Company Merger Effective Time, Stuart A. Tanz (Chief Executive Officer), Michael B. Haines (Chief Financial Officer) and Richard K. Schoebel (Chief Operating Officer) ceased to be officers of the Company and their employment with the Company terminated.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1407623/000119312525025059/0001193125-25-025059-index.htm
- Executive change
  Richard K. Schoebel was terminated as Chief Operating Officer at RETAIL OPPORTUNITY INVESTMENTS CORP.
  - Action: terminated
  - Role: Chief Operating Officer
  source text: In addition, effective as of the Company Merger Effective Time, Stuart A. Tanz (Chief Executive Officer), Michael B. Haines (Chief Financial Officer) and Richard K. Schoebel (Chief Operating Officer) ceased to be officers of the Company and their employment with the Company terminated.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1407623/000119312525025059/0001193125-25-025059-index.htm
- Executive change
  Michael B. Haines was terminated as Chief Financial Officer at RETAIL OPPORTUNITY INVESTMENTS CORP.
  - Action: terminated
  - Role: Chief Financial Officer
  source text: In addition, effective as of the Company Merger Effective Time, Stuart A. Tanz (Chief Executive Officer), Michael B. Haines (Chief Financial Officer) and Richard K. Schoebel (Chief Operating Officer) ceased to be officers of the Company and their employment with the Company terminated.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1407623/000119312525025059/0001193125-25-025059-index.htm
- Governance Changes
  RETAIL OPPORTUNITY INVESTMENTS CORP: Company effected a merger; charter amended and restated as part of merger closing (effective 2025-02-12).
  - Change: charter amendment
  - Effective: 2025-02-12
  source text: On February 12, 2025 and effective as of the Company Merger Effective Time, as contemplated by the Merger Agreement, the charter of the Company was amended and restated to be in the form agreed to by the parties to the Merger Agreement and set forth as Exhibit C to the Merger Agreement.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1407623/000119312525025059/0001193125-25-025059-index.htm
- M&A Transactions
  RETAIL OPPORTUNITY INVESTMENTS CORP underwent a change of control involving Blackstone Real Estate Partners X L.P. for $17.50 per share in cash, valued at approximately $4 billion including outstanding debt (closed 2025-02-12).
  - Action: change of control
  - Counterparty: Blackstone Real Estate Partners X L.P.
  - Consideration: $17.50 per share in cash, valued at approximately $4 billion including outstanding debt
  - Closing: 2025-02-12
  source text: Sub I or Merger Sub II or any of their respective wholly owned subsidiaries) was cancelled and automatically converted into the right to receive an amount in cash equal to $17.50 per share, without interest and less any applicable withholding taxes (the “Common Stock Merger Consideration”). • Restricted Stock Awards : Immediately prior to the Company
  evidence_url: https://www.sec.gov/Archives/edgar/data/1407623/000119312525025059/0001193125-25-025059-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.