Item 8.01 Other Events. On May 12, 2026, Rithm Capital Corp. (“Rithm” or the “Company”) issued a press release announcing the pricing of a private offering of $500 million aggregate principal amount of 8.500% senior unsecured notes due 2031 (the “2031 Senior Notes,” and such offering, the “Senior Notes Offering”).…
Filed May 12, 2026Accepted May 12, 2026, 4:37 PM EDTCIK 1556593Accession 0001104659-26-059463
Rithm Capital Corp. is a global alternative asset manager with significant experience managing credit and real estate assets. Rithm’s integrated platform spans asset-based finance, residential and commercial real estate lending, mortgage servicing rights, and structured credit. Through platforms including Elecor Properties, Newrez, Genesis Capital, Sculptor Capital Management, and Crestline Investors, Rithm employs a unique owner-operator model to drive value for shareholders and investors.
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Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events.
On May 12,
2026, Rithm Capital Corp. (“Rithm” or the “Company”) issued a press release announcing the pricing of a private
offering of $500 million aggregate principal amount of 8.500% senior unsecured notes due 2031 (the “2031 Senior Notes,” and
such offering, the “Senior Notes Offering”). The Senior Notes Offering is expected to close on May 14, 2026, subject
to customary closing conditions. A copy of the Company’s press release with respect to the Senior Notes Offering is filed as Exhibit 99.1
to this Current Report on Form 8-K and is incorporated herein by reference.
The Company intends
to use the net proceeds from the Senior Notes Offering for general corporate purposes, which may include the repayment of certain indebtedness.
The 2031 Senior
Notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers, as defined in, and in reliance
on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) and to non-U.S. persons in offshore
transactions outside the United States in reliance on Regulation S under the Securities Act. The 2031 Senior Notes are not registered
under the Securities Act or any other securities laws of any jurisdiction and will not have the benefit of any exchange offer or other
registration rights. The 2031 Senior Notes may not be offered or sold in the United States absent registration or an applicable exemption
from registration requirements.
This report does
not constitute an offer to sell, or a solicitation of an offer to buy, any security and it does not constitute a notice of redemption
with respect to any security. No offer, solicitation, or sale will be made in any jurisdiction in which such an offer, solicitation,
or sale would be unlawful.
Filed exhibits (1)
EX-99.1 (by filename) tm2613828d2_ex99-1.htm
EX-99.1
2
tm2613828d2_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Rithm Capital Corp. Announces Pricing of
Offering of Senior Unsecured Notes
NEW YORK - (BUSINESS WIRE) - May 12, 2026 -
Rithm Capital Corp. (NYSE: RITM; “Rithm” or the “Company”) announced today that it has priced its previously
announced offering of $500 million aggregate principal amount of 8.500% senior unsecured notes due 2031 (the “notes”). The Company
intends to use the net proceeds from this offering for general corporate purposes, which may include the repayment of certain indebtedness.
The notes will not have any registration rights.
The offering is expected to close on May 14, 2026, subject to
customary closing conditions.
The notes have not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the “Securities Act”), any state securities laws or the securities laws of any other jurisdiction,
and may not be offered or sold in the United States absent registration or an applicable exemption from registration. Accordingly, the
notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A
under the Securities…