8-K 1 w65287e8vk.txt FORM 8-K DATED OCTOBER 31, 2002 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): October 31, 2002 RAIT INVESTMENT TRUST (Exact name of registrant as specified in its charter) Maryland 1-14760 23-2919819 ------------------------- ---------------- ----------------- (State of incorporation (Commission (I.R.S. Employer or organization) File Number) Identification No.) 1818 Walnut Street, 28th Floor, Philadelphia, PA 19103 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (215) 861-7900 ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE. On October 31, 2002, the registrant entered into a Purchase Agreement (the "Purchase Agreement") with U.S. Bancorp Piper Jaffray Inc. for the sale of 550,000 common shares of beneficial interest at such initial public price per share, less underwriting discounts, as is provided in the Purchase Agreement (the "Offering"). On November 4, 2002, in connection with the Offering, the registrant filed a prospectus supplement pursuant to Rule 424(b). Opinions regarding the legality of the shares offered in the Offering and certain tax matters related to the Offering are attached as exhibits to this Form 8-K. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits Exhibit Number Description of Document -------------- ----------------------- 1 Purchase 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: November 7, 2002 By: /s/ Ellen J. DiStefano ---------------------------- Ellen J. DiStefano Chief Financial Officer and Executive Vice President