| ITEM 1(a). |
NAME OF ISSUER:
Rithm Capital Corp
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| ITEM 1(b). |
ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
799 Broadway 8th Floor
New York, NY 10003
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| ITEM 2(a). |
NAME OF PERSON FILING:
This Schedule 13G is being filed on behalf of the following persons*:
Canyon Capital Advisors LLC ("CCA")
Joshua S. Friedman
Mitchell R. Julis
CCA is the investment advisor, direct or indirect, to the following persons:
(i) Canyon Value Realization Fund, L.P. ("VRF")
(ii) The Canyon Value Realization Master Fund (Cayman), L.P. ("CVRF")
(iii) Canyon ESG Master Fund, L.P. ("CESG")
(iv) Canyon Balanced Master Fund, Ltd. ("CBEF")
(v) Canyon-GRF Master Fund II, L.P. ("GRF2")
(vi) EP Canyon Ltd. ("PERMIO")
(vii) Canyon Distressed Opportunity Master Fund III, L.P. ("CDOFIII")
(viii) Canyon NZ-DOF Investing, L.P. ("NZ-TRADING")
(ix) Canyon-EDOF (Master) L.P. ("EDOF")
(x) Canyon IC Credit Master Fund L.P. ("CIC")
(xi) Canyon Distressed TX L.P. ("CTX")
(xii) Canyon Distressed TX (B) LLC ("CTXB")
* Attached as Exhibit A is a copy of an agreement among the persons filing (as specified hereinabove) that this Schedule 13G is being filed on behalf of each of them.
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| ITEM 2(b). |
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
The principal business office of the persons comprising the group filing this Schedule 13G is located at
2728 North Harwood Street, 2nd Floor
Dallas, TX 75201
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| ITEM 2(c). |
CITIZENSHIP:
Canyon Capital Advisors LLC - Delaware
Joshua S. Friedman - United States
Mitchell R. Julis - United States
VRF: a Delaware limited partnership
CVRF: a Cayman Islands exempted limited partnership
CESG: a Cayman Islands exempted limited partnership
CBEF: a Cayman Islands corporation
GRF2: a Cayman Islands exempted limited partnership
PERMIO: a British Virgin Islands Company
CDOFIII: a Cayman Islands exempted limited partnership
NZ-TRADING: a Delaware limited partnership
EDOF: a Cayman Islands exempted limited partnership
CIC: a Cayman Islands exempted limited partnership
CTX: a Delaware limited partnership
CTXB: a Delaware limited liability company
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| ITEM 2(d). |
TITLE OF CLASS OF SECURITIES:
Common Stock
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| ITEM 2(e). |
CUSIP NUMBER:
64828T201
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| ITEM 3. |
IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b), or 13d-2(b) or (c) CHECK WHETHER THE PERSON FILING IS A:
|
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(a)
[ ] |
Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78c); |
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(b)
[ ] |
Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); |
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(c)
[ ] |
Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
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(d)
[ ] |
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8); |
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(e)
[X] |
An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E); |
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(f)
[ ] |
An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F); |
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(g)
[ ] |
A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G); |
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(h)
[ ] |
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
|
(i)
[ ] |
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
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(j)
[ ] |
A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J); |
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(k)
[ ] |
Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution:
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| ITEM 4. |
OWNERSHIP
|
|
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| (a) Amount beneficially owned: |
| 25,585,016 (including 25,568,847 warrants) |
| (b) Percent of class: |
| 5.12% |
| (c) Number of shares as to which the person has: |
| (i) sole power to vote or to direct the vote: |
| 25,585,016 (including 25,568,847 warrants) |
| (ii) shared power to vote or to direct the vote: |
| 25,585,016 (including 25,568,847 warrants) |
| (iii) sole power to dispose or direct the disposition of: |
| 25,585,016 (including 25,568,847 warrants) |
| (iv) shared power to dispose or to direct the disposition of: |
| 25,585,016 (including 25,568,847 warrants) |
| ITEM 5. |
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following
[ ].
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| ITEM 6. |
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
CCA is an investment advisor to various managed accounts, including VRF, CVRF, CESG, CBEF, GRF2, PERMIO,CDOFIII, NZ-TRADING, EDOF, CIC, CTX and CTXB, with the right to receive, or the power to direct the receipt, of dividends from, or the proceeds from the sale of the securities held by, such managed accounts. Messrs. Friedman and Julis control entities which own 100% of CCA.
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| ITEM 7. |
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
Not Applicable
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| ITEM 8. |
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not Applicable
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| ITEM 9. |
NOTICE OF DISSOLUTION OF GROUP:
Not Applicable
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| ITEM 10. |
CERTIFICATION:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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