SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): March 15, 2004
RAIT INVESTMENT TRUST
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(Exact name of registrant as specified in its charter)
Maryland 1-14760 23-2919819
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(State of incorporation (Commission (I.R.S. Employer
or organization) File Number) Identification No.)
c/o RAIT Partnership, L.P.
1818 Market Street, 28th Floor, Philadelphia, PA 19103
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (215) 861-7900
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
On March 15, 2004, the Company entered into an Underwriting Agreement
(the "Underwriting Agreement") with Friedman Billings Ramsey & Co., Inc., as
representative of the several underwriters listed in the Underwriting Agreement,
for the sale of 2,400,000 7.75% Series A cumulative redeemable preferred shares
of beneficial interest, plus up to 360,000 additional shares to cover
over-allotments, at such initial public price per share, less underwriting
discounts as is provided in the Underwriting Agreement (the "Offering"). The
Underwriting Agreement is attached as an exhibit to this Form 8-K.
On March 16, 2004, in connection with the Offering, the Company filed
a prospectus supplement pursuant to Rule 424(b)(5). Opinions delivered in
connection with the Offering regarding the legality of the shares offered and
certain tax matters are attached as exhibits to this Form 8-K.
The form of certificate for these shares is attached as an exhibit to
this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit Number Description of Document
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1 Underwriting Agreement
4 Form of Certificate for 7.75%
Series A cumulative redeemable
preferred shares of beneficial
interest of RAIT Investment Trust
5 Legal Opinion from Maryland counsel
8 Tax Opinion
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 INVESTMENT TRUST
Date: March 22, 2004 By: /s/ Ellen J. DiStefano
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Ellen J. DiStefano
Chief Financial Officer and
Executive Vice President