8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): April 17, 2012

Resource America, Inc.

(Exact name of registrant as specified in its chapter)

Delaware	0-4408	72-0654145
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)
One Crescent Drive, Suite 203
Navy Yard Corporate Center
Philadelphia, PA		19112
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: 215-546-5005

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.01.                      Completion of Acquisition or Disposition of Assets.

On April 17, 2012, Resource America, Inc. (“RAI”) closed on its previously announced sale of 100% of the common equity interests of Apidos Capital Management, LLC (“Apidos”), its collateralized loan obligation (“CLO”) management subsidiary, to CVC Capital Partners SICAV-FIS, S.A. (“CVC”).  Pursuant to the previously reported sale and purchase agreement and related agreements between RAI and CVC dated as of December 29, 2011 (collectively, the “SPA”), RAI sold Apidos in exchange for (i) $25 million in cash, (ii) a 33% limited partner interest in CVC Credit Partners, L.P, a newly-formed Cayman Islands limited partnership jointly owned by RAI and CVC (the “Partnership”), and (iii) a 33% interest in the Partnership’s general partner, a Jersey corporation (the “General Partner”).  Prior to the closing, CVC contributed to the Partnership its credit management subsidiary, CVC Cordatus Group Limited (“Cordatus”). RAI retained a preferred equity interest in Apidos which entitles it to receive distributions from the Partnership equal to 75% of the incentive management fees from the legacy Apidos portfolios.

Item 7.01.                      Regulation FD Disclosure.

On April 17, 2012, RAI issued a press release announcing the closing of the above-described transaction. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the U.S. Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference in any filing under the U.S. Securities Act of 1933, as amended.

Item 9.01.                      Financial Statements and Exhibits.

(b)           Pro Forma Financial Information.

   The unaudited pro forma consolidated balance sheet of RAI as of December 31, 2011, and the related unaudited pro forma consolidated statements of operations for the three months ended December 31, 2011 and the fiscal year ended September 30, 2011 and the related notes are attached to this report as Exhibit 99.2.

(d)           Exhibits.

99.1 Press Release

 99.2  Unaudited pro forma condensed consolidated financial statements

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.

	Resource America, Inc.
Dated:  April 23, 2012	By:	/s/ Thomas C. Elliott
		Name:  Thomas C. Elliott
		Title:     Senior Vice President and Chief Financial Officer

Exhibit Index

Exhibit No.	Description
Ex 99.1	Press Release
Ex 99.2	Unaudited pro forma condensed consolidated financial statements

EX-99.1

Exhibit 99.1

Resource America Announces Closing of CVC-Credit Partners Transaction

PHILADELPHIA, PA, April 17, 2012 - Resource America, Inc. (NASDAQ: REXI) (“Resource America” or the "Company") announced today that it has closed the previously announced transaction with CVC Capital Partners SICAV-FIS, S.A. (“CVC”) that has created CVC Credit Partners, L.P. (“CCP”).  In connection with the transaction, the Company received $25.0 million in cash before transaction costs and a 33% interest in CCP and its general partner.  Resource America is also retaining certain incentive management fees that may be collected beginning in 2013, which the Company currently believes could be worth in excess of $20 million, relating to portfolios previously managed by the Company that will now be managed by CCP.  The Company expects to utilize previously recognized losses to reduce or eliminate the payment of any taxes in connection with the transaction.  After transaction expenses, the Company expects to record a gain of approximately $53 million.

CCP will be a global credit management business with over $7.5 billion in assets under management and offices in both the United States and Europe.  It includes Apidos Capital Management, LLC (“Apidos”), which the Company sold to CVC, and which CVC then contributed to CCP, and CVC Cordatus Group Limited (“CVC Cordatus”), CVC’s credit management subsidiary, which CVC also contributed to CCP. CCP will seek to raise additional capital to grow and expand its business.  The Company and CVC will jointly manage the strategy and operations of CCP.  The current employees of Apidos and CVC Cordatus will join CCP as part of the combination of the existing US and European platforms.  Jonathan Cohen, President and CEO of the Company, will be Chairman of CCP and Marc Boughton, Managing Partner, CVC Cordatus, will be its CEO.  Gretchen Bergstresser, currently Apidos’s Senior Portfolio Manager, and Jonathan Bowers, currently CVC Cordatus’ Senior Portfolio Manager, will be Senior Portfolio Managers, and Christopher Allen, currently Senior Managing Director of Apidos, will be CCP’s Chief Operating Officer.

Jonathan Cohen, President and CEO of the Company, said, “We are very excited to have closed this transaction and to launch CVC Credit Partners. The combination will enable us to prosper and we are excited about CCP’s prospects.  We think the opportunity is large.   CVC is an excellent partner with which to pursue growth in this area.  Our ability to generate a very meaningful after tax cash amount from the sale of Apidos while having a substantial stake in CCP and retaining the incentive fees is very positive for Resource America and its shareholders. We will be exploring ways of using this capital to enhance shareholder value.”

Resource America, Inc. is a specialized asset management company that uses industry specific expertise to generate and administer investment opportunities for its own account and for outside investors in the real estate, commercial finance and financial fund management sectors.  For more information please visit our website at www.resourceamerica.com or contact pkamdar@resourceamerica.com.

Certain matters discussed within this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Although Resource America, Inc. believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from expectations include failure to obtain regulatory and other approvals required to consummate the formation of CCP, financial performance, regulatory changes, changes in local or national economic conditions and other risks detailed from time to time in the Company's reports filed with the SEC, including quarterly reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K. Resource America, Inc. undertakes no obligation to update or revise any forward looking statement to reflect new or changing information or events, except as may be required by applicable law.

Resource America, Inc.

pkamdar@resourceamerica.com

http://www.resourceamerica.com

EX-99.2

Exhibit 99.2

Resource America, Inc.

Pro Forma Consolidated Statement of Operations

For the Fiscal Year Ended September 30, 2011

(in thousands)

				Pro Forma Adjustments
	Historical			Deconsolidate Apidos			Record proceeds from sale of Apidos to CVC			Other adjustments				As Adjusted
REVENUES
Real estate	$	25,841		$	–		$	–		$	–			$	25,841
Financial fund management		38,380			(14,004	)					2,952		[a]		27,328
Commercial finance		21,795			–										21,795
		86,016			(14,004	)		–			2,952				74,964
COSTS AND EXPENSES
Real estate		24,465													24,465
Financial fund management		20,562			(7,343	)					(1,018	)	[b]		12,201
Commercial finance		15,207													15,207
General and administrative		11,522													11,522
Gain on sale of leases		(659	)												(659	)
Provision for possible losses		10,661													10,661
Depreciation and amortization		10,739													10,739
		92,497			(7,343	)		–			(1,018	)			84,136
OPERATING (LOSS) INCOME		(6,481	)		(6,661	)		–			3,970				(9,172	)
OTHER INCOME (EXPENSE)
Gain on sale of management contract		6,520													6,520
Gain on sale of subsidiaries		–						54,373	[c]						54,373
Gain on extinguishment of servicing and     repurchase liabilities		4,426													4,426
Losses on sale of securities		(1,198	)												(1,198	)
Interest expense		(15,343	)												(15,343	)
Other income, net		2,242			–			–			–				2,242
Total other income (expense)		(3,353	)		–			54,373			–				51,020
(Loss) income from continuing operations before taxes		(9,834	)		(6,661	)		54,373			3,970				41,848
(Benefit) provision for income taxes		(4,607	)		(2,331	)		19,031	[c]		1,390				13,483
(Loss) income from continuing operations		(5,227	)		(4,330	)		35,342			2,580				28,365
Loss from discontinued operations, net of tax		(2,202	)		–			–			–				(2,202	)
Net (loss) income		(7,429	)		(4,330	)		35,342			2,580				26,163
Net income attributable to noncontrolling interests		(799	)		–			–			–				(799	)
Net (loss) income attributable to common shareholders	$	(8,228	)	$	(4,330	)	$	35,342		$	2,580			$	25,364

Notes to pro forma statement of operations:

[a] reflects the Company’s 33% pro forma equity interest in the joint venture for the year ended September 30, 2011.

[b] reflects costs the Company can charge the joint venture for shared services.

[c] reflects the pro forma gain on the sale of Apidos, net of tax.

Resource America, Inc.

Pro Forma Consolidated Statement of Operations

For the Three Months Ended December 31, 2011

(in thousands)

				Pro Forma Adjustments
	Historical			Deconsolidate Apidos			Record proceeds from sale of Apidos to CVC			Other adjustments				As Adjusted
REVENUES
Real estate	$	8,666		$	–		$	–		$	–			$	8,666
Financial fund management		6,579			(3,482	)					881		[a]		3,978
Commercial finance		3,419			–			–			–				3,419
		18,664			(3,482	)		–			881				16,063
COSTS AND EXPENSES
Real estate		7,192													7,192
Financial fund management		5,804			(1,801	)									4,003
Commercial finance		1,963													1,963
General and administrative		2,896									(255	)	[b]		2,641
Gain on sale of leases		(37	)												(37	)
Provision for possible losses		2,250													2,250
Depreciation and amortization		2,061													2,061
		22,129			(1,801	)		–			(255	)			20,073
OPERATING (LOSS) INCOME		(3,465	)		(1,681	)		–			1,136				(4,010	)
OTHER INCOME (EXPENSE)
Gain on sale of subsidiaries		8,749						54,373	[c]						63,122
Loss on extinguishment of debt		(2,190	)												(2,190	)
Gains on sale of securities		58													58
Interest expense		(2,974	)												(2,974	)
Other income, net		559			–			–			–				559
Total other income		4,202			–			54,373			–				58,575
Income (loss) from continuing operations before taxes		737			(1,681	)		54,373			1,136				54,565
Provision (benefit) for income taxes		154			(589	)		20,118	[c]		420				20,103
Income (loss) from continuing operations		583			(1,092	)		34,255			716				34,462
Loss from discontinued operations, net of tax		(20	)		–			–			–				(20	)
Net income (loss)		563			(1,092	)		34,255			716				34,442
Net income attributable to noncontrolling interests		(378	)		–			–			–				(378	)
Net income (loss) attributable to common shareholders	$	185		$	(1,092	)	$	34,255		$	716			$	34,604

Notes to pro forma statement of operations:

[a] reflects the Company’s 33% pro forma equity interest in the joint venture for the three months ended December 31, 2011.

[b] reflects costs the Company can charge the joint venture for shared services.

[c] reflects the pro forma gain on the sale of Apidos, net of tax.

Resource America, Inc.

 Pro Forma Consolidated Balance Sheet

December 31, 2011

(in thousands)

				Pro Forma Adjustments
	Historical			Deconsolidate Apidos			Amounts received  from sale of Apidos at fair value				As Adjusted
ASSETS
Cash	$	12,803		$	68		$	19,683		[a]	$	32,418
Restricted cash		607										607
Receivables		479										479
Receivables from managed entities and related parties, net		54,348										54,348
Investments in real estate		19,100										19,100
Investment securities, at fair value		17,330										17,330
Investments in unconsolidated entities		13,197			(249	)		34,690		[b],[c]		47,638
Property and equipment, net		4,294										4,294
Deferred tax assets, net		47,184						(20,118	)	[c]		27,066
Other assets		8,993			(5,011	)						3,982
Total assets	$	178,335		$	(5,328	)	$	34,255			$	207,262
LIABILITIES AND EQUITY
Liabilities:
Accrued expenses and other liabilities	$	29,327		$	(5,329	)	$	–			$	23,998
Payables to managed entities and related parties		275										275
Borrowings		28,471										28,471
Total liabilities		58,073			(5,329	)		–				52,744
Commitments and contingencies
Equity:
Preferred stock, none outstanding		–			–			–				–
Common stock, $.01 par value		281										281
Additional paid-in capital		281,357										281,357
Accumulated deficit		(48,416	)					34,255		[c]		(14,161	)
Treasury stock, at cost		(99,775	)									(99,775	)
Accumulated other comprehensive loss		(13,504	)		1			–				(13,503	)
Total stockholders’ equity		119,943			1			34,255				154,199
Noncontrolling interests		319			–			–				319
Total equity		120,262			1			34,255				154,518
	$	178,335		$	(5,328	)	$	34,255			$	207,262

Notes to pro forma balance sheet:
	[a]	reflects the cash proceeds to be received at closing from the sale of Apidos to CVC Capital Partners.
	[b]	reflects the fair value of the Company's 33% investment in the joint venture (CVC Credit Partners) and the Company's retained preferred equity interest in Apidos, which entitles it to receive incentive managment fees from the legacy Apidos portfolios.
	[c]	reflects the pro forma gain on the sale of Apidos, net of the utilization of capital loss carryfowards.