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): June 21, 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 organization) (Commission (I.R.S. Employer
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 June 21, 2004, we 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 2,000,000 of our common shares of beneficial interest, plus up
to 300,000 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 June 22, 2004, in connection with the Offering, we 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.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit Number Description of Document
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1 Underwriting Agreement
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: June 28, 2004 By: /s/ Ellen J. DiStefano
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Ellen J. DiStefano
Chief Financial Officer and
Executive Vice President