Announcement • Nov 18

Rithm Capital Corp. (NYSE:RITM) completed the acquisition of Sculptor Capital Management, Inc. (NYSE:SCU) from shareholders.

Rithm Capital Corp. (NYSE:RITM) entered into a definitive agreement to acquire Sculptor Capital Management, Inc. (NYSE:SCU) from shareholders for approximately $550 million on June 23, 2023. As per the amended agreement entered on October 12, 2023, the aggregate transaction value is approximately $676 million. As part of the transaction, Sculptor Class A shareholders will receive cash consideration equal to $11.15 per share, with Sculptor operating partnership unitholders receiving the applicable amount of cash consideration in accordance with the Sculptor partnership agreements based on such $11.15 per share price. As of October 12, 2023 Sculptor Class A stockholders will receive $12.00 per share, representing an increase of 7.62% over Rithm’s previously agreed price of $11.15 per Class A share announced on July 24, 2023. As of October 26, 2023 Sculptor Class A stockholders will receive $12.70 per share with an aggregate transaction value of approximately $719.8 million. The parties also expect that, subject to the satisfaction of certain conditions, Sculptor operating partnership Class A / Class A-1 unitholders will be given the opportunity, in lieu of receiving cash consideration, to roll their Sculptor partnership units into partnership units of one or more Rithm subsidiaries. Sculptor is expected to operate as a separate business unit within Rithm. The transaction represents a premium of 18% over the closing price of Sculptor’s Class A shares on July 21, 2023 and a premium of 31% over the unaffected November 17, 2022 closing Class A share price of $8.50. The transaction is expected to be funded from Rithm’s cash on hand and available liquidity and is expected to be accretive to Rithm shareholders in 2025. Sculptor will be required to pay Rithm a termination fee of $16,576,819 (net of any payment of Rithm Expenses (as defined below)) in the following circumstances (i) if Rithm terminates the Merger Agreement due to an adverse recommendation change; (ii) if Sculptor terminates the Merger Agreement and an adverse recommendation change occurs, the Sculptor stockholder meeting has been held and the Merger Agreement has not been adopted by the Required Stockholder Approval; (iii) if Sculptor terminates the Merger Agreement in order to enter into a definitive agreement with respect to a superior proposal; or (iv) if an acquisition proposal is made for Sculptor and not withdrawn, the Merger Agreement is later terminated under certain circumstances and within twelve months after termination Sculptor enters into a definitive agreement with respect to an acquisition proposal and that acquisition proposal is subsequently consummated. As on October 12, as per amended agreement, the termination fee was increased to $20,307,196 (net any payment of Rithm expenses). The Amendment also increases the cap on the amount of Rithm expenses that Sculptor is required to reimburse in certain circumstances in the amount of $5,415,252.The Sculptor Board of Directors, acting on the unanimous recommendation of the Special Committee, has unanimously approved the transaction and has recommended that Sculptor shareholders vote to approve it as well. Rithm’s Board of Directors has also unanimously approved the transaction. The transaction is subject to customary closing conditions, including approvals by Sculptor’s shareholders (including the approval by the holders of a majority of the outstanding shares of Class A stock not owned by Class A / A-1 unitholder shareholders or executive managing directors of Sculptor as of July 23, 2023 or the date of Sculptor’s shareholder meeting to approve the transaction), certain regulatory approvals, and the receipt of certain consents. As on October 12, 2023, Sculptor announced that the FCA approval was obtained which is valid for three months expiring on November 23, 2023 and the HSR Act waiting period expired at on September 5, 2023, also, on September 29, 2023, Rithm received written confirmation of the SFC Approval. Such approval is valid for a six-month period expiring on March 29, 2024. As of October 17, 2023, Daniel S. Och, Harold Kelly, Richard Lyon, James O’Connor and Zoltan Varga, today filed a complaint against the Company, its directors (including the members of the Special Committee) and Rithm Capital in the Delaware Court of Chancery. The transaction is expected to close in the fourth quarter of 2023. As of October 26, 2023, the Second Amendment increases the termination fee payable by Sculptor to Rithm in certain circumstances pursuant to the Merger Agreement (the “Company Termination Fee”). Under the terms of the Second Amendment, the Company Termination Fee has been increased from the dollar amount of $20,307,196 to the dollar amount of $22,426,831. As part of the Amended Agreement, Rithm has also agreed to waive Sculptor’s client consent condition with respect to all Sculptor funds, provided that the closing of the Transaction occurs on or prior to November 17, 2023. As of November 16, 2023, shareholders of Sculptor voted in favor of the merger agreement thereby approving the transaction. Citi acted as the exclusive financial advisor to Rithm. Peter D Serating, Heather Cruz, David C Hepp, David Polster and Blair T Thetford of Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisors to Rithm Capital Corp. Lawrence Cagney, Gregory Gooding, Gary Murphy, Jeff Robins, Robert Dura, Marc Ponchione, John Young, Jane Shvets, Phillip Rohlik and Konstantin Bureiko of Debevoise & Plimpton LLP served as legal counsel to Rithm. PJT Partners acted as financial advisor and fairness opinion provider; and Peter Harwich of Latham & Watkins LLP acted as legal counsel to Sculptor’s Special Committee. J.P. Morgan Securities LLC acted as financial advisor and fairness opinion provider; and Adé Heyliger, Brian Parness, David E. Wohl, Harvey M. Eisenberg, Jason Vollbracht, Jessie Chiang, Joe Pari, Marc Schubert, Raymond O. Gietz, Regina Readling, Shawn Brett Cooley, Shawn Kodes, Rachel Shapiro, Michael C. Naughton and Nathan Cunningham of Weil, Gotshal & Manges LLP acted as legal counsel to Sculptor. Jakob Rendtorff of Simpson Thacher & Bartlett LLP Represents PJT Partners LP as Financial Advisor. Stuart Rogers of Alston & Bird acted as legal counsel to Citigroup, financial advisor to Rithm Capital Corp. Andrew J. Levander and Kenneth E. Young of Dechert LLP acted as legal advisor to Sculptor Capital Management, Inc. Sculptor retained Innisfree M&A Incorporated, a proxy solicitation firm, to solicit proxies in connection with the Special Meeting at a cost of approximately $50,000, plus a success fee of $50,000, and will reimburse Innisfree for certain expenses. American Stock Transfer & Trust Company acted as transfer agent to Sculptor. Ropes & Gray LLP acted as legal counsel to Sculptor. PJT Partners is entitled to receive aggregate compensation of approximately $10 million, of which $2 million became payable on delivery of PJT Partners’ opinion to the Special Committee and with the remainder of this fee to become payable upon consummation of the proposed Transactions. Sculptor has agreed to pay J.P. Morgan an estimated fee of $17.5 million, $2.0 million of which became payable to J.P. Morgan at the time J.P. Morgan delivered its opinion. J.P. Morgan and PJT Partners also acted as due diligence provider to Sculptor in the transaction. Rithm Capital Corp. (NYSE:RITM) completed the acquisition of Sculptor Capital Management, Inc. (NYSE:SCU) from shareholders on November 17, 2023. As a result of the completion of the merger, class A common stock of Sculptor will be delisted from NYSE. In connection with the consummation of the transaction, James Levin, Wayne Cohen, Marcy Engel, Charmel Maynard, Bharath Srikrishnan, and David Bonanno, all of the directors of Sculptor, resigned from the board of directors.

CEO salary percentage	4.89%
CEO tenure	12.6yrs
CEO ownership	0.2%
Management average tenure	2.3yrs
Board average tenure	4.6yrs

Date	Total Compensation	Salary	Company Earnings
Mar 31 2026	n/a	n/a	US$599m
Dec 31 2025	US$20m	US$1m	US$567m
Sep 30 2025	n/a	n/a	US$777m
Jun 30 2025	n/a	n/a	US$681m
Mar 31 2025	n/a	n/a	US$610m
Dec 31 2024	US$21m	US$1m	US$835m
Sep 30 2024	n/a	n/a	US$484m
Jun 30 2024	n/a	n/a	US$581m
Mar 31 2024	n/a	n/a	US$725m
Dec 31 2023	US$20m	US$1m	US$533m
Sep 30 2023	n/a	n/a	US$702m
Jun 30 2023	n/a	n/a	US$632m
Mar 31 2023	n/a	n/a	US$272m
Dec 31 2022	US$9m	US$654k	US$865m

Name	Position	Tenure	Compensation	Ownership
Michael Nierenberg	Chairman	12.6yrs	US$20.45m	0.23% $ 12.0m
Nicola Santoro	CFO, Chief Accounting Officer & Treasurer	10.8yrs	US$2.81m	0.014% $ 735.3k
David Zeiden	Chief Legal Officer	2.2yrs	US$1.92m	0.0016% $ 84.8k
Charles Sorrentino	MD & Head of Investments	1.1yrs	no data	no data
Andrew Sloves	Managing Director	1.4yrs	US$241.91k	no data
Varun Wadhawan	Managing Director	no data	no data	no data
Sanjeev Khanna	Managing Director	no data	no data	no data
Kenneth Bruce	Managing Director	2.3yrs	no data	no data
Satish Mansukhani	Managing Director of Investment Strategy	3.1yrs	no data	no data
Martin Migliara	Managing Director	no data	no data	no data
Peter Sibilia	Managing Director	no data	no data	no data
Paul Gross	Managing Director	no data	no data	no data

Name	Position	Tenure	Compensation	Ownership
Michael Nierenberg	Chairman	12.6yrs	US$20.45m	0.23% $ 12.0m
William Addas	Independent Director	1.6yrs	US$275.01k	0.0081% $ 414.4k
David Saltzman	Independent Director	13.2yrs	US$295.01k	0.011% $ 566.6k
Ranjit Kripalani	Independent Director	1.6yrs	US$285.01k	0.0055% $ 282.3k
Kevin Finnerty	Independent Director	13.2yrs	US$285.01k	0.063% $ 3.2m
Peggy Hwan Hebard	Independent Director	3.4yrs	US$295.01k	0.017% $ 891.1k
Patrice Le Melle	Independent Director	4.6yrs	US$275.01k	0.013% $ 649.4k

Data	Last Updated (UTC time)
Company Analysis	2026/06/24 12:44
End of Day Share Price	2026/06/24 00:00
Earnings	2026/03/31
Annual Earnings	2025/12/31

Package	Data	Timeframe	Example US Source ^*
Company Financials	10 years	Income statement Cash flow statement Balance sheet	SEC Form 10-K SEC Form 10-Q
Analyst Consensus Estimates	+3 years	Forecast financials Analyst price targets	Analyst Research Reports Blue Matrix
Market Prices	30 years	Stock prices Dividends, Splits and Actions	ICE Market Data SEC Form S-1
Ownership	10 years	Top shareholders Insider trading	SEC Form 4 SEC Form 13D
Management	10 years	Leadership team Board of directors	SEC Form 10-K SEC Form DEF 14A
Key Developments	10 years	Company announcements	SEC Form 8-K

Analyst	Institution
null null	Argus Research Company
Mark DeVries	Barclays
Kenneth Bruce	BofA Global Research

Rithm Capital Management

Management criteria checks 3/4

Key information

Recent management updates

Rithm Capital Corp., Annual General Meeting, May 21, 2026

Rithm Capital Corp., Annual General Meeting, May 22, 2025

Rithm Capital Corp. Announces Board and Committee Changes

Rithm Capital Corp., Annual General Meeting, May 23, 2024

Rithm Capital Corp. Announces Hire of Satish Mansukhani as Managing Director in Investment Strategy

Rithm Capital Corp. Appoints Kenneth Bruce as Managing Director; Investor Relations

Recent updates

Rithm Capital Corp. Declares Dividend for the Second Quarter 2026, Payable on July 31, 2026

Rithm Capital Corp. to Report Q1, 2026 Results on Apr 28, 2026

Rithm Capital Corp., Annual General Meeting, May 21, 2026

Rithm Capital Corp. Declares First Quarter 2026 Common Stock Dividend, Payable on April 30, 2026

Rithm Capital Corp. to Report Q4, 2025 Results on Feb 03, 2026

Rithm Capital Corp. (NYSE:RITM) completed the acquisition of Paramount Group, Inc. (NYSE:PGRE) from The Vanguard Group, Inc., BlackRock, Inc. (NYSE:BLK), Long Pond Capital, LP and others.

Rithm Capital Corp. Declares Fourth Quarter 2025 Common Dividend, Payable on January 30, 2026

Rithm Capital Corp. (NYSE:RITM) completed the acquisition of Crestline Investors Inc.

Rithm Capital Corp. to Report Q3, 2025 Results on Oct 30, 2025

Rithm Capital Corp. has filed a Follow-on Equity Offering in the amount of $750 million.

Rithm Capital Corp. Declares Third Quarter 2025 Common Dividend, Payable on October 31, 2025

Rithm Capital Corp. (NYSE:RITM) entered into an Agreement and Plan of Merger to acquire Paramount Group, Inc. (NYSE:PGRE) for $1.5 billion.

Rithm Capital Corp. (NYSE:RITM) entered into a definitive agreement to acquire Crestline Investors Inc.

Rithm Capital Corp. to Report Q2, 2025 Results on Jul 28, 2025

Stunning New Luxe Rental in Park Slope, Brooklyn: "Paseo on Fifth"

Rithm Capital Corp. Declares Common Dividend for the Second Quarter 2025, Payable on July 31, 2025

Rithm Capital Corp., Annual General Meeting, May 22, 2025

Rithm Capital Corp. Announces Close of Large Mortgage Servicing Rights Debt Issuance, NZES 2025-FHT1

Rithm Capital Corp. Declares Dividend for the First Quarter of 2025, Payable on April 30, 2025

Rithm Capital Corp. (NYSE:RITM) announces an Equity Buyback for $200 million worth of its shares.

Rithm Capital Corp. to Report Q4, 2024 Results on Feb 06, 2025

Rithm Capital Corp. Declares Dividend for the Fourth Quarter of 2024, Payable on January 31, 2025

Rithm Capital Corp. Announces Board and Committee Changes

Rithm Capital Corp. to Report Q3, 2024 Results on Oct 29, 2024

Rithm Capital Corp. has completed a Follow-on Equity Offering in the amount of $340.2 million.

Rithm Capital Corp. has filed a Follow-on Equity Offering.

Rithm Capital Corp. announced delayed 10-Q filing

Rithm Capital Corp. to Report Q2, 2024 Results on Jul 31, 2024

Rithm Capital Corp. Declares a Dividend for the Second Quarter 2024, Payable on July 26, 2024

Rithm Capital Corp. to Report Q1, 2024 Results on Apr 30, 2024

Rithm Capital Corp., Annual General Meeting, May 23, 2024

Rithm Capital Corp. Declares Dividend on Common Stock for the First Quarter 2024, Payable on April 26, 2024

Rithm Capital Corp. (NYSE:RITM) announces an Equity Buyback for $200 million worth of its shares.

Rithm Capital Corp. to Report Q4, 2023 Results on Feb 07, 2024

Rithm Capital Corp. Declares Fourth Quarter 2023 Common Dividend, Payable on January 26, 2024

Rithm Capital Corp. (NYSE:RITM) completed the acquisition of Sculptor Capital Management, Inc. (NYSE:SCU) from shareholders.

Rithm Capital Corp.(NYSE:RITM) dropped from S&P Global BMI Index

Rithm Capital Corp. to Report Q3, 2023 Results on Oct 26, 2023

Rithm Capital Corp. (NYSE:RITM), American Real Estate Partners and GreenBarn Investment Group acquired Luxury 200-unit subdivision of townhomes in Ashburn, Virginia from Dream Finders Homes, Inc. (NYSE:DFH) for approximately $120 million.

Rithm Capital Corp. (NYSE:RITM) entered into a definitive agreement to acquire Sculptor Capital Management, Inc. (NYSE:SCU) from shareholders for approximately $700 million.

Rithm Capital Corp. to Report Q2, 2023 Results on Aug 02, 2023

Rithm Capital Declares Quarterly Dividend Payable on July 28, 2023

Rithm Capital Corp. Announces Hire of Satish Mansukhani as Managing Director in Investment Strategy

Rithm Capital Corp. to Report Q4, 2022 Results on Feb 08, 2023

Rithm Capital Corp. Appoints Kenneth Bruce as Managing Director; Investor Relations

Rithm Capital Corp. Elects Peggy Hwan Hebard to the Board of Directors

CEO Compensation Analysis

CEO

Leadership Team

Board Members

Company Analysis and Financial Data Status

Data Sources

Analysis Model and Snowflake

Industry and Sector Metrics

Analyst Sources