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Commitments and Contingencies
9 Months Ended
Sep. 30, 2014
Commitments and Contingencies

NOTE 14: COMMITMENTS AND CONTINGENCIES

We are involved from time to time in litigation on various matters, including disputes with tenants of owned properties, disputes arising out of agreements to purchase or sell properties and disputes arising out of our loan portfolio. Given the nature of our business activities, these lawsuits are considered routine to the conduct of our business. The result of any particular lawsuit cannot be predicted, because of the very nature of litigation, the litigation process and its adversarial nature, and the jury system. We do not expect that the liabilities, if any, that may ultimately result from such routine legal actions will have a material adverse effect on our consolidated financial position, results of operations or cash flows.

On March 13, 2012, the staff of the SEC notified us that they had initiated a non-public investigation concerning our investment advisory subsidiary, Taberna Capital Management, LLC, or TCM. The investigation relates to TCM’s receipt of approximately $15,000 of restructuring fees from issuers of securities collateralizing Taberna securitizations for which TCM served as collateral manager in connection with certain exchange transactions involving these securities and securitizations. TCM participated in these exchange transactions between March 2, 2009 and November 28, 2012 and has not subsequently participated in any exchange transactions in which it has collected a fee. The SEC staff has issued administrative subpoenas seeking testimony and information from us in connection with this matter, and we are cooperating fully in providing such information.

On September 16, 2014, an agreement in principle with SEC staff was reached to resolve this investigation which remains subject to final documentation and approval by the SEC. The settlement will be entered into by TCM without admitting or denying the allegations and will resolve all violations alleged by the SEC relating to this investigation against TCM under the Investment Advisers Act of 1940, or the Investment Advisers Act, and the Securities Exchange Act of 1934, or the Exchange Act. Under the terms of the agreement in principle, among other things, TCM will pay $21,500 and RAIT will guarantee this payment obligation. This non-recurring settlement charge is included as a component of other liabilities in the accompanying consolidated balance sheet as of September 30, 2014 and other income (expense) in the accompanying consolidated statements of operations for the three-month and nine-month periods ended September 30, 2014. We cannot assure you that the settlement with the SEC will be finalized and/or approved or that any final settlement will not have different or additional material terms.

On October 8, 2014, two executive officers and one former employee of RAIT each received a written “Wells Notice” from the SEC staff. A Wells Notice is neither a formal allegation of wrongdoing nor a finding that any of the recipients violated any law. Rather, it provides a recipient an opportunity to respond to issues raised by the SEC staff and to present any reasons of law, policy or fact why the SEC staff should not recommend that the SEC initiate an enforcement action prior to the SEC staff making such a recommendation. The Wells Notices in this matter indicate the SEC staff has made a preliminary determination to recommend to the SEC that the SEC file an action against each of the named individuals relating to the individuals’ activities on behalf of TCM in connection with the matters that were the subject of the investigation described above. One of these executive officers is our Managing Director-Business Development, General Counsel and Secretary and the other of these executive officers is our Executive Vice President-Portfolio and Risk Management. The former employee left RAIT in 2010.