Rithm Capital Corp.
For the period ended Sep 30, 2025. Filed Oct 31, 2025.
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Sep 30, 2025 · Filed Oct 31, 2025
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Notes to Consolidated Financial Statements
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- BUSINESS AND ORGANIZATION
Rithm Capital Corp. (together with its consolidated subsidiaries, “Rithm Capital” or the “Company”) is a global asset manager focused on real estate, credit and financial services. Rithm Capital is a Delaware corporation and currently operates as an internally managed real estate investment trust (“REIT”).
Rithm Capital seeks to generate long-term value for its investors by using its investment expertise to identify, manage and invest in real estate related and other financial assets and through its broader asset management capabilities in order to provide investors with attractive risk-adjusted returns. The Company’s investments in real estate related assets include its equity interest in operating companies, including leading origination and servicing platforms held through wholly-owned subsidiaries, Newrez LLC (“Newrez”) and Genesis Capital LLC (“Genesis”), as well as investments in single-family rental (“SFR”) properties, title, appraisal and property preservation and maintenance businesses. The Company’s real estate related strategy involves opportunistically pursuing acquisitions and seeking to establish strategic partnerships that the Company believes enable it to maximize the value of its investments by offering products and services related to the lifecycle of each mortgage loan and underlying residential property or collateral. Rithm Capital’s asset management business primarily operates through its wholly-owned subsidiaries, Sculptor Capital Management, Inc. (“Sculptor”) and its affiliates, acquired on November 17, 2023, RCM GA Manager LLC (“RCM Manager”) and Rithm Capital Advisors LLC (“RCA”).
As of September 30, 2025, Rithm Capital conducted its business through the following segments: (i) Origination and Servicing, (ii) Investment Portfolio, (iii) Residential Transitional Lending and (iv) Asset Management.
Rithm Capital’s Origination and Servicing businesses operate through its wholly-owned subsidiaries Newrez and New Residential Mortgage LLC (“NRM”). The Company’s residential mortgage origination business sources and originates loans through four channels: Direct to Consumer, Retail/Joint Venture, Wholesale and Correspondent. Additionally, the Company’s servicing platform complements its origination business and offers its subsidiaries and third-party clients both performing and special servicing capabilities.
NRM and Newrez are licensed or otherwise eligible to service residential mortgage loans in all states within the United States of America (“U.S.”) and the District of Columbia. NRM and Newrez are also approved to service mortgage loans on behalf of investors, including the Federal National Mortgage Association (“Fannie Mae”) and the Federal Home Loan Mortgage Corporation (“Freddie Mac,” and together with Fannie Mae, “GSEs”), and in the case of Newrez, Government National Mortgage Association (“Ginnie Mae,” collectively with the GSEs, the “Agencies” and each of Fannie Mae, Freddie Mac and Ginnie Mae, an “Agency”). Newrez is also eligible to perform servicing on behalf of other servicers as a subservicer.
Newrez sells substantially all of the mortgage loans it originates into the secondary market. Newrez securitizes loans into residential mortgage-backed securities (“RMBS”) through the Agencies. Loans originated outside of the GSEs, guidelines of the Federal Housing Administration (“FHA”), U.S. Department of Agriculture or Department of Veterans Affairs (for loans securitized with Ginnie Mae) are sold to private investors and mortgage conduits. Newrez generally retains the right to service the underlying residential mortgage loans sold and securitized by Newrez. NRM and Newrez are required to conduct aspects of their operations in accordance with applicable policies and guidelines of such Agencies.
Rithm Capital also operates additional real estate related businesses through its wholly-owned subsidiaries, including: (i) Avenue 365 Lender Services, LLC, its title company, (ii) eStreet Appraisal Management LLC, its appraisal management company, (iii) Adoor LLC (“Adoor”), its company focused on the acquisition and management of SFR properties, (iv) Genesis, a lender for experienced developers and investors of residential real estate, which also supports the Adoor business, and (v) Guardian Asset Management (“Guardian”), a national provider of field services and property management services. In addition to these wholly-owned subsidiaries, Rithm Capital also has operations in (i) residential property management through Adoor Property Management LLC (“APM”), a strategic partnership with Darwin Homes, Inc., and (ii) commercial real estate through its joint venture with GreenBarn Investment Group, which provides acquisition and development opportunities, asset and property management, and leasing and construction support.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
With respect to Rithm’s Asset Management business, Sculptor is a leading global alternative asset manager and provides asset management services and investment products across credit, real estate and multi-strategy platforms through commingled funds, separate accounts and other alternative investment vehicles. RCM Manager manages Rithm Property Trust Inc. (“Rithm Property Trust”), a publicly traded mortgage REIT, pursuant to a management agreement, dated June 11, 2024 (as amended by that First Amendment to the Management Agreement, dated as of October 18, 2024, the “Rithm Property Trust Management Agreement”), and RCA serves as an investment adviser to funds and managed accounts.
In the first quarter of 2025, Rithm Capital sponsored the $230.0 million initial public offering (“IPO”) of Rithm Acquisition Corp., a consolidated special purpose acquisition company (the “SPAC”), formed for the purpose of entering into a business combination with one or more businesses, with a focus on businesses in the financial services, real estate and infrastructure sectors. See Note 20 for additional information.
Rithm Capital has elected and intends to qualify to be taxed as a REIT for U.S. federal income tax purposes. As such, Rithm Capital will generally not be subject to U.S. federal corporate income tax on that portion of its net income that is distributed to stockholders if it distributes at least 90% of its REIT taxable income to its stockholders by prescribed dates and complies with various other requirements. See Note 2 and Note 25 for additional information regarding Rithm Capital’s taxable REIT subsidiaries (“TRSs”).
Agreement to Acquire Crestline Management, L.P.
On September 3, 2025, Rithm Capital entered into a Purchase and Sale Agreement to acquire (such acquisition, the “Crestline Acquisition”) Crestline Management, L.P. and certain of its affiliates (“Crestline”) for an upfront cash consideration of $300 million, subject to adjustment for estimated transaction costs and working capital. The Crestline Acquisition is expected to close in the fourth quarter of 2025, subject to customary regulatory approvals and closing conditions.
Agreement to Acquire Paramount Group, Inc.
On September 17, 2025, Rithm Capital and certain of its affiliates (the “Rithm Parties”) entered into an Agreement and Plan of Merger (the “Original Merger Agreement”) with Paramount Group, Inc. (“Paramount”) and Paramount Group Operating Partnership LP (together with Paramount, the “Paramount Parties”). On October 8, 2025, the Rithm Parties and the Paramount Parties entered into Amendment No.1 to the Original Merger Agreement (the “Amendment” and the Original Merger Agreement, as amended by the Amendment, the “Paramount Merger Agreement”), which provides that the amount Paramount will be required to pay Rithm Capital, in connection with the termination of the Paramount Merger Agreement be reduced from $59.7 million to $47.7 million solely in the circumstance where Paramount enters into an alternative acquisition agreement providing for a Superior Proposal (as defined in the Paramount Merger Agreement) with a specified person and/or certain affiliates. Pursuant to the Paramount Merger Agreement, at the effective time, subject to the terms and conditions set forth therein, Rithm Capital will acquire Paramount for a purchase price of approximately $1.6 billion (the “Paramount Acquisition”). The Paramount Acquisition is expected to close in the fourth quarter of 2025, subject to customary closing conditions, including the approval of Paramount’s common stockholders.
- BASIS OF PRESENTATION
Interim Financial Statements — The accompanying consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP” or “U.S. GAAP”). In the opinion of management, all adjustments considered necessary for a fair presentation of Rithm Capital’s financial position, results of operations and cash flows have been included and are of a normal and recurring nature. The consolidated financial statements include the accounts of Rithm Capital and its consolidated subsidiaries. All intercompany transactions and balances have been eliminated. Rithm Capital consolidates those entities in which it has control over significant operating, financing and investing decisions of the entity, as well as those entities classified as VIEs in which Rithm Capital is determined to be the primary beneficiary. For entities over which Rithm Capital exercises significant influence, but which do not meet the requirements for consolidation, Rithm Capital applies the equity method of accounting whereby it records its share of the underlying income of such entities unless a fair value option (“FVO”) is elected. Distributions from such equity method investments are classified in the consolidated statements of cash flows based on the cumulative earnings approach, where all distributions up to cumulative earnings are classified as distributions of earnings.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Reclassifications — Certain prior period amounts in Rithm Capital’s consolidated financial statements and respective notes have been reclassified to be consistent with the current period presentation. In particular, the Company reclassified gains and losses related to certain derivatives and government and government-backed securities economically hedging mortgage servicing rights (“MSRs” and each, mortgage servicing right, an “MSR”) that were previously reported within realized and unrealized gains (losses), net, to the change in fair value of MSRs and MSR financing receivables, net of economic hedges line item on the consolidated statements of operations. Such reclassifications had no impact on net income, total assets, total liabilities, stockholders’ equity or cash position.
Risks and Uncertainties — In the normal course of its business, Rithm Capital primarily encounters two significant types of economic risk: credit risk and market risk. Credit risk is the risk of default on Rithm Capital’s investments that results from a borrower’s or counterparty’s inability or unwillingness to make contractually required payments. Market risk reflects changes in the value of investments due to changes in prepayment rates, interest rates, spreads or other market factors, including risks that impact the value of the collateral underlying Rithm Capital’s investments. Taking into consideration these risks along with estimated prepayments, financings, collateral values, payment histories and other information, Rithm Capital believes that the carrying values of its investments are reasonable. Furthermore, for each of the periods presented, a significant portion of Rithm Capital’s assets are dependent on its servicers’ and subservicers’ abilities to perform their servicing obligations with respect to the residential mortgage loans underlying Rithm Capital’s excess mortgage servicing rights (“Excess MSRs”), MSRs, MSR financing receivables, servicer advance investments, RMBS issued by either public trusts or private label securitization entities and loans. If a servicer or subservicer is terminated, Rithm Capital’s right to receive its portion of the cash flows related to interests in servicing related assets may also be terminated. The Company is also subject to significant tax risks. If the Company were to fail to qualify as a REIT in any taxable year, the Company would be subject to U.S. federal corporate income tax (including any applicable alternative minimum tax), which could be material. Unless entitled to relief under certain statutory provisions, the Company would also be disqualified from treatment as a REIT for the four taxable years following the year during which qualification is lost.
Use of Estimates — The preparation of consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts in the consolidated financial statements and accompanying notes. Management believes that estimates utilized in preparation of the consolidated financial statements are reasonable. The most critical estimates include those related to fair value measurements of the Company’s assets and liabilities and the determination of whether or not to consolidate a VIE or a voting interest entity (“VOE”). Actual results could differ from those estimates and such differences could be material.
Redeemable Noncontrolling Interests— The Company recognizes redeemable noncontrolling interests at their redemption amount each reporting period. Changes in the redemption amount are recognized as they occur with an adjustment to the carrying value at the end of each reporting period through additional paid-in capital in an amount equal to the difference between the carrying value of the interests (adjusted for the earnings attributable to noncontrolling interest holders) and their redemption value. The accretion of the redeemable noncontrolling interest to redemption value is recorded within change in redemption value of redeemable noncontrolling interests in the consolidated statements of operations. The Class A ordinary shares of the consolidated SPAC and certain units issued by a consolidated entity have redemption rights that are considered to be outside of the Company’s control, and as a result, these shares are presented as redeemable noncontrolling interests of consolidated subsidiaries on the consolidated balance sheets. Profits and losses attributable to these interests are presented as redeemable noncontrolling interests in income of consolidated subsidiaries in the consolidated statements of operations. The redeemable noncontrolling interest related to the SPAC was initially recorded at the original issue price, net of offering costs and the initial fair value of separately traded warrants.
For the complete listing of the significant accounting policies, see Note 2 to the Company’s consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Recent Accounting Pronouncements
Recently Adopted Accounting Standards
In March 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-01, Compensation-Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards, to clarify the scope application of profits interest and similar awards by adding illustrative guidance to help entities determine whether profit interests and similar awards should be accounted for as share-based payment arrangements within the scope of ASC 718, Compensation-Stock Compensation. This ASU became effective for the Company on January 1, 2025. The adoption of the new standard did not have a material impact on the Company’s consolidated financial statements.
Recently Issued Accounting Standards Not Yet Adopted
In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (Topic 740), which focuses on income tax disclosures around effective tax rates and cash income taxes paid. This standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation, including a tabular rate reconciliation for specified categories and additional information for reconciling items that meet a quantitative threshold. The standard also requires a summary of federal, state, local and foreign income taxes paid, net of refunds received, as well as separate disclosure of payments made to jurisdictions representing 5% or more of total income taxes paid. The new disclosures specified by ASU 2023-09 are required in the Company’s annual financial statements beginning with the year ending December 31, 2025, with early adoption permitted. The Company expects the adoption of ASU 2023-09 will lead to additional income tax disclosures in its consolidated financial statements for the year ending December 31, 2025 and future annual periods.
In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income Expense Disaggregation Disclosures (Subtopic 220-40), and in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date. This standard requires public companies to disclose additional information about specific expense categories in the notes to financial statements at interim and annual reporting periods. The new standard, as clarified by ASU 2025-01, is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the potential impact on its consolidated financial statements upon adoption.
In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity, which clarifies the guidance for identifying the accounting acquirer in business combinations effected primarily by exchanging equity interests when the legal acquiree is a VIE that meets the definition of a business. This ASU is effective for the Company on January 1, 2027, with early adoption permitted and is applied prospectively to acquisitions after the adoption date. The Company is currently evaluating the potential impact on its consolidated financial statements upon adoption.
In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurements of Credit Losses for Accounts Receivable and Contract Assets, which provides a practical expedient to measure credit losses for current accounts receivable and current contract assets under FASB Accounting Standards Codification 606 -Revenues from Contracts with Customers. The practical expedient assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset. This ASU is effective for the Company on January 1, 2026, with early adoption permitted. The Company does not expect this ASU to have a material impact on its consolidated financial statements upon adoption.
- BUSINESS ACQUISITIONS
Acquisition of Computershare Mortgage Services Inc.
Rithm Capital completed the acquisition of Computershare Mortgage Services Inc. (“Computershare”) and certain affiliated companies, including Specialized Loan Servicing LLC (“SLS”), and the simultaneous merger of SLS into Newrez on May 1, 2024 (the “Computershare Acquisition”). Rithm Capital accounted for this transaction using the acquisition method which requires, among other things, that the assets acquired and liabilities assumed be recognized at fair value as of the acquisition date.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Purchase Price Allocation
The following table summarizes the allocation of the total consideration paid to acquire the assets and assume the liabilities related to the Computershare Acquisition during the second quarter of 2024:
| Total Consideration | $715,458 |
|---|---|
| Assets: | |
| Residential mortgage loans, held-for-sale | 2,402 |
| Servicer advances receivable | 269,484 |
| Mortgage servicing rights, at fair value | 700,207 |
| Cash and cash equivalents | 101,993 |
| Restricted cash | 2,271 |
| Other assets(A) | 83,056 |
| Total Assets Acquired | 1,159,413 |
| Liabilities: | |
| Accrued expenses and other liabilities | 225,944 |
| Secured notes and bonds payable | 190,596 |
| Total Liabilities Assumed | 416,540 |
| Net Assets | 742,873 |
| Bargain Purchase Gain | $27,415 |
(A)Includes $16.0 million of intangible assets in the form of customer relationships. This intangible is being amortized over a finite life of 4.5 years.
Rithm Capital acquired 100% of the outstanding equity interests of Computershare and certain affiliated companies, including SLS, for cash consideration of $715.5 million. At the time of acquisition, SLS merged into Newrez. Upon completing the Computershare Acquisition, the consideration transferred for the acquired assets and assumed liabilities was determined to be less than the net assets acquired from Computershare, resulting in an economic gain (“Bargain Purchase”). Rithm Capital completed the required reassessment to validate that all assets acquired and liabilities assumed on the acquisition date had been identified and appropriately measured in accordance with ASC 805, Business Combinations. Based on the reassessment, the transaction resulted in a Bargain Purchase gain of $27.4 million, which has been included inother income (loss), net within the consolidated statements of operations for the year ended December 31, 2024. The Bargain Purchase gain was primarily driven by the change in fair value of the acquired MSRs between the signing and closing dates of the acquisition.
The estimate of fair value of assets and liabilities required the use of significant assumptions and estimates. Critical estimates included, but were not limited to, future expected cash flows, including projected revenues and expenses, and the applicable discount rates. These estimates were based on assumptions that management believes to be reasonable; however, actual results may differ materially from these estimates.
Rithm Capital has not disclosed the amount of revenue and net income attributable to Computershare for the three and nine months ended September 30, 2024, because it was impracticable to do so. As of the beginning of the third quarter of 2024, Computershare’s operations and financial information have been integrated within the Company’s systems, making it infeasible to separately identify and report the specific revenue and net income figures for Computershare.
Acquisition-related costs are expensed in the period incurred. Rithm Capital recognized $17.8 million of Computershare Acquisition related costs that were expensed for the nine months ended September 30, 2024. These costs were grouped and presented within compensation and benefits and general and administrative expenses in the consolidated statements of operations.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Intangible assets acquired consist of customer relationships. Rithm Capital amortizes finite-lived customer relationships on a straight-line basis over their respective useful lives. The weighted average life of the total acquired identifiable intangible assets is 4.5 years. The following table presents the details of identifiable intangible assets acquired:
| Estimated Useful Life | Amount | |
|---|---|---|
| Customer Relationships | 4.5 | $16,000 |
| Total Identifiable Intangible Assets | $16,000 |
Measurement Period Adjustments
The following table summarizes the provisional amounts recognized related to the Computershare Acquisition as of the acquisition date, as well as adjustments made during the measurement period to arrive at the final allocation of the total consideration paid for acquired assets and assumed liabilities:
| Preliminary Amounts as of the Acquisition Date | Subsequent Adjustments to Fair Value(A) | Final Amounts as of the Acquisition Date | |
|---|---|---|---|
| Total Consideration | $708,026 | $7,432 | $715,458 |
| Assets: | |||
| Residential mortgage loans, held-for-sale | 2,402 | — | 2,402 |
| Servicer advances receivable | 275,782 | (6,298) | 269,484 |
| Mortgage servicing rights, at fair value | 696,462 | 3,745 | 700,207 |
| Cash and cash equivalents | 102,011 | (18) | 101,993 |
| Restricted cash | 2,237 | 34 | 2,271 |
| Other assets | 84,028 | (972) | 83,056 |
| Total Assets Acquired | 1,162,922 | (3,509) | 1,159,413 |
| Liabilities: | |||
| Accrued expenses and other liabilities | 236,141 | (10,197) | 225,944 |
| Secured notes and bonds payable | 190,596 | — | 190,596 |
| Total Liabilities Assumed | 426,737 | (10,197) | 416,540 |
| Net Assets | 736,185 | 6,688 | 742,873 |
| Bargain Purchase Gain | $28,159 | $(744) | $27,415 |
(A)The adjustment to total consideration was primarily driven by changes in valuation of MSRs acquired and resolutions with seller with respect to servicing fee receivables (as reflected in other assets) and legal obligations (as reflected in accrued expenses and other liabilities).
Unaudited Supplemental Pro Forma Financial Information
The following table presents unaudited pro forma combined revenues and income before income taxes for the three and nine months ended September 30, 2024 prepared as if the Computershare Acquisition had been consummated on January 1, 2023:
| Pro Forma | Three Months Ended September 30, 2024 | Nine Months Ended September 30, 2024 |
|---|---|---|
| Revenues | $999,440 | $3,484,061 |
| Income before income taxes | 45,148 | 739,341 |
The unaudited supplemental pro forma financial information reflects, among other things, financing adjustments, amortization of intangibles and transaction costs. The unaudited supplemental pro forma financial information has not been adjusted to reflect all conforming accounting policies. The unaudited supplemental pro forma financial information does not include any anticipated synergies or other anticipated benefits of the Computershare Acquisition and, accordingly, the unaudited supplemental pro forma financial information is not necessarily indicative of either future results of operations or results that might have been achieved had the Computershare Acquisition occurred on January 1, 2023.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- SEGMENT REPORTING
Rithm Capital conducts its business and generates substantially all of its revenues primarily in the U.S. through operating segments that have been aggregated into the following reportable segments: (i) Origination and Servicing, (ii) Investment Portfolio, (iii) Residential Transitional Lending and (iv) Asset Management. Activities that are not directly attributable or not allocated to any of the reportable segments are reported under Corporate as a reconciling item to the Company’s consolidated financial statements. The activities within Corporate primarily consist of general and administrative expenses, corporate cash and related interest income, the Senior Unsecured Notes (as defined in Note 18) and related interest expense, and restricted cash and redeemable noncontrolling interest related to Class A ordinary shares of our consolidated SPAC.
In 2024, Rithm Capital reevaluated and revised the composition of its reportable segments based on the changes to its management reporting structure and performance assessment. MSR portfolio serviced by third-parties, government and government-backed securities, including corresponding hedges, servicer advances receivable and Guardian’s operations that were previously reflected within the Investment Portfolio segment are now reflected within the Origination and Servicing segment. Segment information for prior periods has been recast to reflect these changes. Additionally, the Mortgage Loans Receivable segment was renamed to Residential Transitional Lending.
Effective first quarter of 2025, new purchases of government and government-backed securities are reflected within the Investment Portfolio or the Origination and Servicing segment based on the nature of the business activity and performance assessment.
The structure of the reportable segments is differentiated by the nature of the Company’s business activities, which is consistent with the reporting structure of the Company’s internal organization, as well as by the financial information used by the Company’s chief operating decision maker (“CODM”) to make decisions regarding the Company’s business, including resource allocation and performance assessment. The Company’s CODM is the Chief Executive Officer.
The Origination and Servicing segment generates revenue through servicing fee revenue, interest income and gain on originated and sold residential mortgage loans. The Investment Portfolio segment generates revenue from certain real estate securities, SFR properties, residential mortgage loans, consumer loans and certain ancillary and equity method investments primarily in the form of interest income and other investment portfolio revenues. The Residential Transitional Lending segment generates revenue through interest income related to the origination and management of a portfolio of short-term mortgage loans to fund the construction and development of, or investment in, residential properties. The Asset Management segment generates revenue through management and incentive fees based primarily on the assets under management (“AUM”) and performance of funds and accounts managed by the Company.
Income before income taxes is the measure of segment profit and loss that is determined in accordance with the measurement principles used in measuring the corresponding amounts in the consolidated financial statements and used by the CODM to evaluate segment results. It is also one of the factors considered in determining capital allocation among the segments, assessing performance for each segment and determining compensation for certain employees.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following tables summarize segment financial information, including the Corporate category explained above, which in total reconciles to the same data for Rithm Capital on a consolidated basis:
| Origination and Servicing | Investment Portfolio | Residential Transitional Lending | Asset Management | Corporate Category | Total | |
|---|---|---|---|---|---|---|
| Servicing fee revenue, net and interest income from MSRs and MSR financing receivables | $579,281 | $— | $— | $— | $— | $579,281 |
| Change in fair value of MSRs and MSR financing receivables, net of economic hedges (includes realization of cash flows of $(189,881)) | (264,351) | — | — | — | — | (264,351) |
| Servicing revenue, net | 314,930 | — | — | — | — | 314,930 |
| Interest income | 309,878 | 52,480 | 77,606 | 10,601 | 3,221 | 453,786 |
| Gain (loss) on originated residential mortgage loans, held-for-sale, net | 182,446 | 13,862 | — | — | — | 196,308 |
| Other revenues | 28,946 | 26,682 | — | — | — | 55,628 |
| Asset management revenues | — | — | — | 84,871 | — | 84,871 |
| Total Revenues | 836,200 | 93,024 | 77,606 | 95,472 | 3,221 | 1,105,523 |
| Interest expense and warehouse line fees | 254,253 | 78,767 | 36,785 | 6,181 | 26,704 | 402,690 |
| Other segment expenses(A) | 141,525 | 19,248 | 5,112 | 26,926 | 21,151 | 213,962 |
| Compensation and benefits | 198,213 | 1,032 | 15,805 | 65,590 | 18,433 | 299,073 |
| Depreciation and amortization | 6,342 | 7,429 | 1,936 | 7,423 | — | 23,130 |
| Total Operating Expenses | 600,333 | 106,476 | 59,638 | 106,120 | 66,288 | 938,855 |
| Realized and unrealized gains, net | — | 43,620 | 3,145 | 6,628 | — | 53,393 |
| Other income (loss), net | (1,756) | 7,433 | 138 | 10,987 | 7 | 16,809 |
| Total Other Income (Loss) | (1,756) | 51,053 | 3,283 | 17,615 | 7 | 70,202 |
| Income (Loss) before Income Taxes | 234,111 | 37,601 | 21,251 | 6,967 | (63,060) | 236,870 |
| Income tax expense (benefit) | 7,754 | 3 | (627) | 942 | — | 8,072 |
| Net Income (Loss) | 226,357 | 37,598 | 21,878 | 6,025 | (63,060) | 228,798 |
| Noncontrolling interests in income of consolidated subsidiaries | 916 | 1,454 | — | 961 | — | 3,331 |
| Redeemable noncontrolling interests in income of consolidated subsidiaries | — | — | — | 1,309 | 2,620 | 3,929 |
| Net Income (Loss) Attributable to Rithm Capital Corp. | 225,441 | 36,144 | 21,878 | 3,755 | (65,680) | 221,538 |
| Dividends on preferred stock | — | — | — | — | 27,876 | 27,876 |
| Net Income (Loss) Attributable to Common Stockholders | $225,441 | $36,144 | $21,878 | $3,755 | $(93,556) | $193,662 |
(A)The Origination and Servicing segment’s other segment expenses primarily include expenses related to loan origination and servicing, information technology and property and maintenance. The Investment Portfolio segment’s other segment expenses primarily include expenses related to loan servicing and property and maintenance. The Residential Transitional Lending segment’s other segment expenses primarily include expenses related to loan origination. The Asset Management segment’s other segment expenses primarily include expenses related to legal and professional services, information technology and occupancy.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Origination and Servicing | Investment Portfolio | Residential Transitional Lending | Asset Management | Corporate Category | Total | |
|---|---|---|---|---|---|---|
| Servicing fee revenue, net and interest income from MSRs and MSR financing receivables | $1,724,899 | $— | $— | $— | $— | $1,724,899 |
| Change in fair value of MSRs and MSR financing receivables, net of economic hedges (includes realization of cash flows of $(513,452)) | (752,734) | — | — | — | — | (752,734) |
| Servicing revenue, net | 972,165 | — | — | — | — | 972,165 |
| Interest income | 912,379 | 206,413 | 219,519 | 27,855 | 7,335 | 1,373,501 |
| Gain (loss) on originated residential mortgage loans, held-for-sale, net | 502,378 | 23,417 | — | — | — | 525,795 |
| Other revenues | 82,123 | 78,344 | — | — | — | 160,467 |
| Asset management revenues | — | — | — | 267,551 | — | 267,551 |
| Total Revenues | 2,469,045 | 308,174 | 219,519 | 295,406 | 7,335 | 3,299,479 |
| Interest expense and warehouse line fees | 830,817 | 208,307 | 102,106 | 28,980 | 69,402 | 1,239,612 |
| Other segment expenses(A) | 432,281 | 64,402 | 15,177 | 85,004 | 45,857 | 642,721 |
| Compensation and benefits | 561,084 | 3,198 | 45,504 | 198,321 | 56,840 | 864,947 |
| Depreciation and amortization | 20,282 | 23,232 | 5,792 | 22,155 | 31 | 71,492 |
| Total Operating Expenses | 1,844,464 | 299,139 | 168,579 | 334,460 | 172,130 | 2,818,772 |
| Realized and unrealized gains (losses), net | — | 62,891 | 11,997 | 764 | (661) | 74,991 |
| Other income (loss), net | 4,561 | 17,763 | (716) | 23,949 | (1,197) | 44,360 |
| Total Other Income (Loss) | 4,561 | 80,654 | 11,281 | 24,713 | (1,858) | 119,351 |
| Income (Loss) before Income Taxes | 629,142 | 89,689 | 62,221 | (14,341) | (166,653) | 600,058 |
| Income tax expense (benefit) | (60,587) | (10,016) | (1,387) | 44,534 | — | (27,456) |
| Net Income (Loss) | 689,729 | 99,705 | 63,608 | (58,875) | (166,653) | 627,514 |
| Noncontrolling interests in income of consolidated subsidiaries | 2,251 | 3,715 | — | 1,620 | — | 7,586 |
| Redeemable noncontrolling interests in income of consolidated subsidiaries | — | — | — | 1,873 | 5,989 | 7,862 |
| Net Income (Loss) Attributable to Rithm Capital Corp. | 687,478 | 95,990 | 63,608 | (62,368) | (172,642) | 612,066 |
| Change in redemption value of redeemable noncontrolling interests | — | — | — | — | 15,611 | 15,611 |
| Dividends on preferred stock | — | — | — | — | 82,371 | 82,371 |
| Net Income (Loss) Attributable to Common Stockholders | $687,478 | $95,990 | $63,608 | $(62,368) | $(270,624) | $514,084 |
(A)The Origination and Servicing segment’s other segment expenses primarily include expenses related to loan origination and servicing, information technology and property and maintenance. The Investment Portfolio segment’s other segment expenses primarily include expenses related to loan servicing and property and maintenance. The Residential Transitional Lending segment’s other segment expenses primarily include expenses related to loan origination. The Asset Management segment’s other segment expenses primarily include expenses related to legal and professional services, information technology and occupancy.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Origination and Servicing | Investment Portfolio | Residential Transitional Lending | Asset Management | Corporate Category | Total | |
|---|---|---|---|---|---|---|
| Investments(A) | $21,614,292 | $5,216,553 | $2,575,354 | $— | $— | $29,406,199 |
| Cash and cash equivalents(A) | 1,155,874 | 28,080 | 71,388 | 96,945 | 258,671 | 1,610,958 |
| Restricted cash(A) | 187,467 | 46,957 | 72,653 | 7,448 | 235,989 | 550,514 |
| Other assets(A) | 6,156,590 | 2,378,829 | 183,140 | 1,149,756 | 5,842 | 9,874,157 |
| Goodwill | 29,468 | — | 55,731 | 48,633 | — | 133,832 |
| Assets of consolidated entities(A) | — | 3,071,055 | 985,815 | 1,532,864 | — | 5,589,734 |
| Total Assets | $29,143,691 | $10,741,474 | $3,944,081 | $2,835,646 | $500,502 | $47,165,394 |
| Debt(A) | $17,889,312 | $5,877,032 | $2,031,762 | $446,279 | $1,257,256 | $27,501,641 |
| Other liabilities(A) | 5,064,274 | 438,792 | 103,809 | 81,961 | 293,733 | 5,982,569 |
| Liabilities of consolidated entities(A) | — | 2,627,779 | 867,481 | 1,276,450 | — | 4,771,710 |
| Total Liabilities | 22,953,586 | 8,943,603 | 3,003,052 | 1,804,690 | 1,550,989 | 38,255,920 |
| Redeemable Noncontrolling Interests of Consolidated Subsidiaries | — | — | — | 60,800 | 235,989 | 296,789 |
| Total Stockholders’ Equity | 6,190,105 | 1,797,871 | 941,029 | 970,156 | (1,286,476) | 8,612,685 |
| Noncontrolling interests in equity of consolidated subsidiaries | 9,867 | 58,512 | — | 45,789 | — | 114,168 |
| Stockholders’ Equity in Rithm Capital Corp. | $6,180,238 | $1,739,359 | $941,029 | $924,367 | $(1,286,476) | $8,498,517 |
| Investments in Equity Method Investees | $24,777 | $318,955 | $27,605 | $218,212 | $— | $589,549 |
| Total Assets(A) | $32,418,256 | $7,463,738 | $3,439,075 | $2,508,130 | $219,758 | $46,048,957 |
(A)The Company's consolidated balance sheets include assets and liabilities of consolidated VIEs and certain other consolidated VIEs, including funds and CFEs that are presented separately within assets and liabilities of consolidated entities. VIE assets can only be used to settle obligations and liabilities of the VIEs. VIE creditors do not have recourse to Rithm Capital Corp.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Origination and Servicing | Investment Portfolio | Residential Transitional Lending | Asset Management | Corporate Category | Total | |
|---|---|---|---|---|---|---|
| Servicing fee revenue, net and interest income from MSRs and MSR financing receivables | $493,171 | $— | $— | $— | $— | $493,171 |
| Change in fair value of MSRs and MSR financing receivables, net of economic hedges (includes realization of cash flows of $(139,784)) | (367,411) | — | — | — | — | (367,411) |
| Servicing revenue, net | 125,760 | — | — | — | — | 125,760 |
| Interest income | 391,220 | 87,969 | 66,262 | 5,281 | — | 550,732 |
| Gain on originated residential mortgage loans, held-for-sale, net | 171,700 | 12,995 | — | — | — | 184,695 |
| Other revenues | 30,280 | 26,932 | — | — | — | 57,212 |
| Asset management revenues | — | — | — | 81,039 | — | 81,039 |
| Total Revenues | 718,960 | 127,896 | 66,262 | 86,320 | — | 999,438 |
| Interest expense and warehouse line fees | 370,641 | 79,885 | 34,304 | 8,243 | 17,095 | 510,168 |
| Other segment expenses(A) | 126,058 | 19,297 | 3,731 | 19,794 | 11,634 | 180,514 |
| Compensation and benefits | 181,343 | 288 | 9,520 | 58,267 | 16,255 | 265,673 |
| Depreciation and amortization | 15,093 | 10,632 | 1,567 | 7,523 | — | 34,815 |
| Total Operating Expenses | 693,135 | 110,102 | 49,122 | 93,827 | 44,984 | 991,170 |
| Realized and unrealized gains, net | 22 | 9,907 | 17,972 | 5,128 | — | 33,029 |
| Other income (loss), net | (10,626) | 6,107 | 36 | 8,334 | — | 3,851 |
| Total Other Income (Loss) | (10,604) | 16,014 | 18,008 | 13,462 | — | 36,880 |
| Income (Loss) before Income Taxes | 15,221 | 33,808 | 35,148 | 5,955 | (44,984) | 45,148 |
| Income tax expense (benefit) | (84,764) | (4,916) | 2,754 | 8,493 | — | (78,433) |
| Net Income (Loss) | 99,985 | 38,724 | 32,394 | (2,538) | (44,984) | 123,581 |
| Noncontrolling interests in income of consolidated subsidiaries | 847 | (1,123) | — | 2,115 | — | 1,839 |
| Net Income (Loss) Attributable to Rithm Capital Corp. | 99,138 | 39,847 | 32,394 | (4,653) | (44,984) | 121,742 |
| Dividends on preferred stock | — | — | — | — | 24,718 | 24,718 |
| Net Income (Loss) Attributable to Common Stockholders | $99,138 | $39,847 | $32,394 | $(4,653) | $(69,702) | $97,024 |
(A)The Origination and Servicing segment’s other segment expenses primarily include expenses related to loan origination and servicing, information technology and property and maintenance. The Investment Portfolio segment’s other segment expenses primarily include expenses related to legal and professional services, loan servicing and property and maintenance. The Residential Transitional Lending segment’s other segment expenses primarily include expenses related to loan origination. The Asset Management segment’s other segment expenses primarily include expenses related to legal and professional services, information technology and occupancy.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Origination and Servicing | Investment Portfolio | Residential Transitional Lending | Asset Management | Corporate Category | Total | |
|---|---|---|---|---|---|---|
| Servicing fee revenue, net and interest income from MSRs and MSR financing receivables | $1,462,040 | $— | $— | $— | $— | $1,462,040 |
| Change in fair value of MSRs and MSR financing receivables, net of economic hedges (includes realization of cash flows of $(421,761)) | (490,377) | — | — | — | — | (490,377) |
| Servicing revenue, net | 971,663 | — | — | — | — | 971,663 |
| Interest income | 1,009,760 | 248,700 | 190,555 | 15,161 | 4 | 1,464,180 |
| Gain on originated residential mortgage loans, held-for-sale, net | 473,340 | 7,554 | — | — | — | 480,894 |
| Other revenues | 92,615 | 79,445 | — | — | — | 172,060 |
| Asset management revenues | — | — | — | 261,423 | — | 261,423 |
| Total Revenues | 2,547,378 | 335,699 | 190,555 | 276,584 | 4 | 3,350,220 |
| Interest expense and warehouse line fees | 1,004,226 | 212,356 | 95,824 | 24,197 | 49,336 | 1,385,939 |
| Other segment expenses(A) | 358,267 | 58,407 | 11,657 | 67,707 | 39,193 | 535,231 |
| Compensation and benefits | 527,311 | 1,200 | 29,936 | 173,361 | 40,091 | 771,899 |
| Depreciation and amortization | 46,259 | 25,679 | 4,701 | 22,985 | — | 99,624 |
| Total Operating Expenses | 1,936,063 | 297,642 | 142,118 | 288,250 | 128,620 | 2,792,693 |
| Realized and unrealized gains, net | 22 | 44,605 | 61,277 | 6,753 | — | 112,657 |
| Other income (loss), net | 16,735 | 16,084 | (1,806) | 14,978 | 37 | 46,028 |
| Total Other Income | 16,757 | 60,689 | 59,471 | 21,731 | 37 | 158,685 |
| Income (Loss) before Income Taxes | 628,072 | 98,746 | 107,908 | 10,065 | (128,579) | 716,212 |
| Income tax expense (benefit) | 50,397 | (759) | 4,373 | 12,616 | — | 66,627 |
| Net Income (Loss) | 577,675 | 99,505 | 103,535 | (2,551) | (128,579) | 649,585 |
| Noncontrolling interests in income of consolidated subsidiaries | 1,918 | 2,024 | — | 4,310 | — | 8,252 |
| Net Income (Loss) Attributable to Rithm Capital Corp. | 575,757 | 97,481 | 103,535 | (6,861) | (128,579) | 641,333 |
| Dividends on preferred stock | — | — | — | — | 69,508 | 69,508 |
| Net Income (Loss) Attributable to Common Stockholders | $575,757 | $97,481 | $103,535 | $(6,861) | $(198,087) | $571,825 |
(A)The Origination and Servicing segment’s other segment expenses primarily include expenses related to loan origination and servicing, information technology and property and maintenance. The Investment Portfolio segment’s other segment expenses primarily include expenses related to legal and professional services, loan servicing and property and maintenance. The Residential Transitional Lending segment’s other segment expenses primarily include expenses related to loan origination. The Asset Management segment’s other segment expenses primarily include expenses related to legal and professional services, information technology and occupancy.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- MORTGAGE SERVICING RIGHTS AND MSR FINANCING RECEIVABLES
The following table summarizes activity related to MSRs and MSR financing receivables:
| Balance at December 31, 2024 | $10,321,671 |
|---|---|
| Originations(A) | 1,199,933 |
| Sales | 2,605 |
| Change in Fair Value due to: | |
| Realization of cash flows(B) | (516,406) |
| Change in valuation inputs and assumptions | (618,037) |
| Balance at September 30, 2025 | $10,389,766 |
(A)Represents MSRs retained on the sale of originated residential mortgage loans. Includes $143.5 million of MSRs capitalized through co-issue with third parties for the nine months ended September 30, 2025.
(B)Based on the paydown of the underlying residential mortgage loans.
The following table summarizes components of servicing revenue, net:
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Servicing fee revenue, net and interest income from MSRs and MSR financing receivables | $532,052 | $454,757 | $1,577,233 | $1,338,860 |
| Ancillary and other fees | 47,229 | 38,414 | 147,666 | 123,180 |
| Servicing fee revenue, net and fees | 579,281 | 493,171 | 1,724,899 | 1,462,040 |
| Change in Fair Value due to: | ||||
| Realization of cash flows(A) | (189,881) | (139,784) | (513,452) | (421,761) |
| Change in valuation inputs and assumptions, net of realized gains (losses)(B) | (219,555) | (607,551) | (623,387) | (309,297) |
| Gains on MSR economic hedges | 145,085 | 379,924 | 384,105 | 240,681 |
| Servicing Revenue, Net | $314,930 | $125,760 | $972,165 | $971,663 |
(A)Net of $0.5 million and $1.3 million of realization of cash flows related to MSR financing liability for the three months ended September 30, 2025 and 2024, respectively, and $3.0 million and $3.5 million for the nine months ended September 30, 2025 and 2024, respectively (Note 12).
(B)Net of $(8.6) million and $7.3 million of change in valuation inputs and assumptions related to MSR financing liability for the three months ended September 30, 2025 and 2024, respectively, and $(5.4) million and $14.1 million for the nine months ended September 30, 2025 and 2024, respectively (Note 12).
The following table summarizes MSRs and MSR financing receivables by type as of September 30, 2025 and December 31, 2024:
| UPB of Underlying Mortgages | Weighted Average Life (Years)(A) | Carrying Value(B) | |
|---|---|---|---|
| GSE | $380,422,006 | 6.4 | $6,265,449 |
| Non-Agency | 68,078,160 | 5.6 | 784,367 |
| Ginnie Mae | 147,592,847 | 6.1 | 3,339,950 |
| Total / Weighted Average | $596,093,013 | 6.2 | $10,389,766 |
| GSE | $383,014,320 | 6.5 | $6,413,199 |
| Non-Agency | 70,022,636 | 5.4 | 836,408 |
| Ginnie Mae | 137,177,395 | 6.4 | 3,072,064 |
| Total / Weighted Average | $590,214,351 | 6.4 | $10,321,671 |
(A)Represents the weighted average expected timing of the receipt of expected cash flows for this investment.
(B)Represents the fair value for this investment. As of September 30, 2025 and December 31, 2024, weighted average discount rates of 8.6% (range of 8.4% –10.3%) and 8.9% (range of 8.7% -10.3%), respectively, were used to value Rithm Capital’s MSRs and MSR financing receivables.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Residential Mortgage Loans Subject to Repurchase
Rithm Capital, through Newrez, is an approved issuer of Ginnie Mae mortgage-backed securities (“MBS”) and originates and securitizes government-insured residential mortgage loans. As the issuer of the Ginnie Mae-guaranteed securitizations, Rithm Capital has the unilateral right to repurchase loans from the securitizations when they are delinquent for more than 90 days. Loans in forbearance that are three or more consecutive payments delinquent are included as delinquent loans permitted to be repurchased. As a result, once the delinquency criteria have been met and regardless of whether the repurchase option has been exercised, the Company recognizes delinquent loans as if they had been repurchased with a corresponding liability. As of September 30, 2025 and December 31, 2024, Rithm Capital reflected approximately $2.7 billion in residential mortgage loans subject to repurchase and residential mortgage loan repurchase liability on its consolidated balance sheets. Rithm Capital may re-pool repurchased loans into new Ginnie Mae securitizations upon re-performance of the loan or otherwise sell to third-party investors. The Company does not change the accounting for MSRs related to previously sold loans upon re-recognizing loans eligible for repurchase. Rather, upon repurchase of a loan, the MSR is written off. As of September 30, 2025 and December 31, 2024, Rithm Capital held approximately $0.5 billion of such repurchased loans presented within residential mortgage loans, held-for-sale on the consolidated balance sheets.
Onity MSR Financing Receivable Transactions
Onity Group Inc. (formerly known as Ocwen Financial Corporation) (collectively with certain affiliates, “Onity”), and subsequently PHH Mortgage Corporation (“PHH”) (as successor through acquisition by Onity), and Rithm Capital entered into an agreement to transfer to Rithm Capital, Onity’s remaining interests in MSRs relating to loans with an aggregate unpaid principal balance (“UPB”) of approximately $110.0 billion and with respect to which Rithm Capital already held certain rights (“Rights to MSRs”). Additionally, Onity sold and transferred to Rithm Capital certain Rights to MSRs and other assets related to MSRs for loans with an UPB of approximately $86.8 billion, of which approximately $9.8 billion UPB, as of September 30, 2025, of underlying loans consents have not been received and all other conditions to transfer have not been met and, accordingly, are presented as MSR financing receivables within MSRs and MSR financing receivables, at fair value on the consolidated balance sheets.
Geographic Distributions
The table below summarizes the geographic distribution of the residential mortgage loans underlying the MSRs and MSR financing receivables:
| Percentage of Total Outstanding Unpaid Principal Amount | ||
|---|---|---|
| State Concentration | September 30, 2025 | December 31, 2024 |
| California | 16.0% | 16.5% |
| Florida | 8.1% | 8.2% |
| Texas | 6.7% | 6.6% |
| New York | 5.7% | 5.7% |
| Washington | 5.1% | 5.2% |
| New Jersey | 4.0% | 4.1% |
| Virginia | 3.8% | 3.7% |
| Maryland | 3.4% | 3.4% |
| Illinois | 3.2% | 3.3% |
| Georgia | 3.1% | 3.1% |
| Other U.S. | 40.9% | 40.2% |
| 100.0% | 100.0% | |
Geographic concentrations of investments expose Rithm Capital to the risk of economic downturns within the relevant states. Any such downturn in a state where Rithm Capital holds significant investments could affect the underlying borrower’s ability to make mortgage payments and therefore could have a meaningful, negative impact on the MSRs.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Residential Mortgage Loan Servicing and Subservicing
Newrez performs servicing of residential mortgage loans for unaffiliated parties under servicing agreements. The servicing agreements do not meet the criteria to be recognized as a servicing right asset and, therefore, are not recognized in the consolidated balance sheets. The UPB of residential mortgage loans serviced for others as of September 30, 2025 and December 31, 2024 was $269.2 billion and $242.9 billion, respectively. Rithm Capital earned servicing revenue of $77.0 million and $59.3 million for the three months ended September 30, 2025 and 2024, respectively, and $231.5 million and $148.4 million for the nine months ended September 30, 2025 and 2024, respectively, related to unaffiliated serviced loans presented within servicing revenue, net in the consolidated statements of operations.
In relation to certain owned MSRs, Rithm Capital engages unaffiliated licensed mortgage servicers as subservicers to perform the operational servicing duties, including recapture activities, in exchange for a subservicing fee, which is recognized as subservicing expense and presented in general and administrative in the consolidated statements of operations. As of September 30, 2025, PHH and Valon Mortgage, Inc. subserviced 5.6% and 3.7% of owned MSRs, respectively, with the remaining 90.7% of owned MSRs serviced by Newrez (Note 1).
Servicer Advances Receivable
In connection with Rithm Capital’s ownership of MSRs, the Company assumes the obligation to serve as a liquidity provider to initially fund servicer advances on the underlying pool of mortgages it services (Note 26). These servicer advances are recorded when advanced and are included in servicer advances receivable on the consolidated balance sheets.
The table below summarizes the type of advances included in the servicer advances receivable:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Principal and interest advances | $583,741 | $640,723 |
| Escrow advances (taxes and insurance advances) | 1,339,713 | 1,733,426 |
| Foreclosure advances | 848,976 | 950,092 |
| Gross advance balance(A)(B)(C) | 2,772,430 | 3,324,241 |
| Reserves, impairment, unamortized discount, net of recovery accruals | (125,389) | (125,320) |
| Total Servicer Advances Receivable | $2,647,041 | $3,198,921 |
(A)Includes $527.5 million and $673.7 million of servicer advances receivable related to GSE MSRs, respectively, recoverable either from the borrower or the Agencies.
(B)Includes $450.5 million and $529.3 million of servicer advances receivable related to Ginnie Mae MSRs, respectively, recoverable from either the borrower or Ginnie Mae. Expected losses for advances associated with Ginnie Mae loans in the MSR portfolio are considered in the MSR fair valuation through a non-reimbursable advance loss assumption.
(C)Expected losses for advances associated with loans in the MSR portfolio are considered in the MSR fair value through a non-reimbursable advance loss assumption.
Rithm Capital’s servicer advances receivable related to non-Agency MSRs generally have the highest reimbursement priority pursuant to the underlying servicing agreements (i.e., rank “top of the waterfall”), and Rithm Capital is generally entitled to repayment from the respective loan or REO liquidation proceeds before any interest or principal is paid on the notes issued by the trust. In most cases, advances in excess of the respective loan or REO liquidation proceeds may be recovered from pool-level proceeds. Furthermore, to the extent that advances are not recoverable by Rithm Capital as a result of the subservicer’s failure to comply with applicable requirements in the relevant servicing agreements, Rithm Capital has a contractual right to be reimbursed by the subservicer. For advances on loans that have been liquidated, sold, paid in full, modified or delinquent, the Company provisioned $117.6 million, or 4.2%, and $121.4 million, or 3.7%, for expected non-recovery of advances as of September 30, 2025 and December 31, 2024, respectively.
The following table summarizes servicer advances provision activity during the period:
| Balance at December 31, 2024 | $121,396 |
|---|---|
| Provision | 38,644 |
| Write-offs | (42,475) |
| Balance at September 30, 2025 | $117,565 |
See Note 18 regarding the financing of MSRs and servicer advances receivable.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- GOVERNMENT AND GOVERNMENT-BACKED SECURITIES
Government and government-backed securities include Agency securities issued by the GSEs or Ginnie Mae and U.S. Treasury (“Treasury”) securities. The following table summarizes Agency and Treasury securities classified as available-for-sale (“AFS”) or measured at fair value under the FVO election:
| September 30, 2025 · December 31,2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Gross Unrealized · Weighted Average | |||||||||
| Outstanding Face Amount | Gains | Losses | Carrying Value(A) | Number of Securities | Coupon | Yield | Life (Years)(B) | Carrying Value(A) | |
| Securities Designated as AFS: | |||||||||
| Agency(C)(D) | $66,050 | $— | $— | $59,313 | 1 | 3.5% | 3.5% | 11.0 | $60,135 |
| Securities Measured at FVO: | |||||||||
| Agency(C) | 8,494,878 | 171,501 | (5,364) | 8,478,722 | 31 | 5.1% | 5.1% | 7.8 | 6,390,508 |
| Treasury(C) | — | — | — | — | — | —% | —% | 0.0 | 3,260,703 |
| Total / Weighted Average | $8,560,928 | $171,501 | $(5,364) | $8,538,035 | 32 | 5.0% | 5.0% | 7.8 | $9,711,346 |
(A)Carrying value is equal to the fair value for all securities. See Note 19 regarding the fair value measurements.
(B)Based on the timing of expected principal reduction on the underlying assets.
(C)All fixed-rate as of September 30, 2025.
(D)Expected loss is realized through allowance for credit losses.
The following table summarizes Treasury securities classified as held-to-maturity (“HTM”):
| September 30, 2025 · December 31,2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Weighted Average | ||||||||
| Outstanding Face Amount | Amortized Cost / Carrying Value | Fair Value (A) | Unrecognized Gains /(Losses) | Number of Securities | Yield | Life (Years) | Amortized Cost / Carrying Value | |
| Treasury Securities Designated as HTM: | ||||||||
| Treasury | $25,000 | $24,790 | $24,788 | $(2) | 1 | 3.9% | 0.2 | $24,770 |
(A)See Note 19 regarding the fair value measurements.
The following table summarizes purchases and sales of Agency and Treasury securities:
| Three Months Ended September 30, · Nine Months Ended September 30, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2025 · 2024 · 2025 · 2024 | ||||||||
| Treasury | Agency | Treasury(A) | Agency | Treasury(A) | Agency | Treasury(A) | Agency | |
| Purchases: | ||||||||
| Face | $25,000 | $1,034,285 | $5,775,000 | $— | $75,000 | $2,390,086 | $8,800,000 | $1,280,545 |
| Purchase price | 24,755 | 1,030,943 | 5,787,401 | — | 74,222 | 2,357,838 | 8,788,328 | 1,249,562 |
| Sales: | ||||||||
| Face | $1,250,000 | $— | $2,500,000 | $2,556,839 | $3,250,000 | $1,274 | $5,500,000 | $2,556,839 |
| Amortized cost | 1,254,648 | — | 2,505,430 | 2,536,357 | 3,257,383 | 1,349 | 5,481,688 | 2,536,357 |
| Sale price | 1,255,371 | — | 2,542,051 | 2,583,782 | 3,269,180 | 1,291 | 5,499,395 | 2,583,782 |
| Gain (loss) on sale | 723 | — | 36,621 | 47,425 | 11,797 | (58) | 17,707 | 47,425 |
(A)Excludes Treasury short sales. Refer to Note 17 for information regarding short sales.
As of September 30, 2025, Rithm Capital purchased $535.9 million face amount of Agency securities for $535.0 million of which had not yet been settled as of the reporting date. Unsettled purchases are recorded on a trade date basis and presented within accrued expenses and other liabilities on the consolidated balance sheets.
See Note 18 regarding the financing of government and government-backed securities.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- RESIDENTIAL MORTGAGE LOANS
Rithm Capital accumulates its residential mortgage loan portfolio through originations, bulk acquisitions and the execution of call rights. Substantially all of the residential mortgage loan portfolio is serviced by Newrez.
Loans are accounted for based on Rithm Capital’s strategy and management’s intent and on whether the loan was credit-impaired at the date of acquisition. As of September 30, 2025, Rithm Capital accounts for loans based on the following categories:
Loans held-for-investment (“HFI”), at fair value
Loans held-for-sale (“HFS”), at lower of cost or fair value
Loans HFS, at fair value
Investments of consolidated CFEs represent mortgage loans held by certain mortgage securitization trusts where Rithm Capital is determined to be a primary beneficiary and, as a result, consolidates such trusts. The assets are measured based on the fair value of the more observable liabilities of such trusts under the CFE election. The obligations and liabilities of CFEs may only be satisfied with the assets of the respective consolidated CFEs, and creditors of the CFE do not have recourse to Rithm Capital Corp.
The following table summarizes residential mortgage loans outstanding by loan type:
| September 30, 2025 · December 31,2024 | ||||||
|---|---|---|---|---|---|---|
| Outstanding Face Amount | Carrying Value | LoanCount | Weighted Average Yield | Weighted Average Life (Years)(A) | Carrying Value | |
| Investments of consolidated CFEs(B) | $3,156,142 | $3,051,688 | 8,025 | 6.0% | 25.7 | $2,791,027 |
| Residential mortgage loans, HFI, at fair value | 360,448 | 334,589 | 6,836 | 7.7% | 4.6 | 361,890 |
| Residential Mortgage Loans, HFS: | ||||||
| Acquired performing loans(C) | 50,718 | 46,458 | 1,543 | 6.6% | 4.3 | 51,011 |
| Acquired non-performing loans(D) | 15,025 | 12,333 | 181 | 10.6% | 4.3 | 15,659 |
| Total Residential Mortgage Loans, HFS | $65,743 | $58,791 | 1,724 | 7.5% | 4.3 | $66,670 |
| Residential Mortgage Loans, HFS, at Fair Value: | ||||||
| Acquired performing loans(C)(E) | 1,657,670 | 1,694,140 | 4,049 | 6.2% | 9.7 | 408,421 |
| Acquired non-performing loans(D)(E) | 244,650 | 222,502 | 1,063 | 5.2% | 27.5 | 270,879 |
| Originated loans | 3,860,883 | 3,971,969 | 12,577 | 6.6% | 28.9 | 3,628,271 |
| Total Residential Mortgage Loans, HFS, at Fair Value | $5,763,203 | $5,888,611 | 17,689 | 6.4% | 23.3 | $4,307,571 |
(A)For loans classified as Level 3 in the fair value hierarchy, the weighted average life is based on the expected timing of the receipt of cash flows. For loans classified as Level 2 in the fair value hierarchy, the weighted average life is based on the contractual term of the loan.
(B)Residential mortgage loans of consolidated CFEs are classified as Level 2 in the fair value hierarchy and valued based on the fair value of the more observable financial liabilities under the CFE election.
(C)Performing loans are generally placed on non-accrual status when principal or interest is 90 days or more past due.
(D)As of September 30, 2025, Rithm Capital has placed non-performing loans, HFS on non-accrual status, except as described in (E) below.
(E)Includes $236.8 million and $234.1 million UPB of Ginnie Mae early buyout options performing and non-performing loans, respectively, on accrual status as contractual cash flows are guaranteed by the FHA as of September 30, 2025.
See Note 18 regarding the financing of residential mortgage loans.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes the past due status and difference between the aggregate UPB and the aggregate carrying value of residential mortgage loans, HFS and residential mortgage loans, HFI, at fair value on the consolidated balance sheets:
| September 30, 2025 · December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| Days Past Due | UPB | Carrying Value | Carrying Value Over (Under) UPB | UPB | Carrying Value | Carrying Value Over (Under) UPB |
| Current | $5,876,523 | $5,996,369 | $119,846 | $4,377,435 | $4,400,113 | $22,678 |
| 90+ | 312,871 | 285,622 | (27,249) | 369,118 | 336,018 | (33,100) |
| Total | $6,189,394 | $6,281,991 | $92,597 | $4,746,553 | $4,736,131 | $(10,422) |
The following table summarizes the activity of residential mortgage loans, HFS and residential mortgage loans, HFI, at fair value on the consolidated balance sheets:
| Loans HFI, at Fair Value | Loans HFS, at Lower of Cost or Fair Value | Loans HFS, at Fair Value | Total | |
|---|---|---|---|---|
| Balance at December 31, 2024 | $361,890 | $66,670 | $4,307,571 | $4,736,131 |
| Originations | — | — | 43,215,508 | 43,215,508 |
| Sales | — | — | (44,836,309) | (44,836,309) |
| Purchases/additional fundings | — | — | 3,732,587 | 3,732,587 |
| Proceeds from repayments | (31,996) | (7,478) | (104,792) | (144,266) |
| Transfer of loans to other assets(A) | — | (799) | (466,220) | (467,019) |
| Transfer of loans to REO | (1,945) | (706) | (609) | (3,260) |
| Valuation reversal on loans | — | 1,104 | — | 1,104 |
| Fair Value Adjustments due to: | ||||
| Changes in instrument-specific credit risk | (1,260) | — | (11,375) | (12,635) |
| Other factors | 7,900 | — | 52,250 | 60,150 |
| Balance at September 30, 2025 | $334,589 | $58,791 | $5,888,611 | $6,281,991 |
(A)Includes receivable modifications resulting in transfers between other assets and residential mortgage loans as well as transfers to consolidated CFEs.
Gain on Originated Residential Mortgage Loans, HFS, Net
Newrez originates conventional, government-insured and nonconforming residential mortgage loans for sale and securitization. In connection with the sale or securitization of loans to the GSEs or mortgage investors, Rithm Capital recognizes gain on sale within gain on originated residential mortgage loans, HFS, net in the consolidated statements of operations. See Note 20 for further details on Rithm Capital’s continuing involvement in residential mortgage loan securitizations.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes the components of gain on originated residential mortgage loans, HFS, net:
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Loss on residential mortgage loans originated and sold, net(A) | $(135,071) | $(94,216) | $(551,923) | $(435,845) |
| Loss on settlement of residential mortgage loan origination derivative instruments(B) | (105,636) | (95,899) | (67,867) | (101,346) |
| MSRs retained on transfer of residential mortgage loans(C) | 360,212 | 343,884 | 1,056,434 | 915,194 |
| Other(D) | 15,663 | 11,464 | 52,039 | 32,006 |
| Realized gain on sale of originated residential mortgage loans, net | 135,168 | 165,233 | 488,683 | 410,009 |
| Change in fair value of residential mortgage loans | 44,175 | 22,987 | 81,846 | 28,348 |
| Change in fair value of interest rate lock commitments (Note 17) | (29,957) | 15,711 | 9,271 | 8,379 |
| Change in fair value of derivative instruments (Note 17) | 46,922 | (19,236) | (54,005) | 34,158 |
| Gain on Originated Residential Mortgage Loans, HFS, Net | $196,308 | $184,695 | $525,795 | $480,894 |
(A)Includes residential mortgage loan origination fees of $296.4 million and $289.0 million in the three months ended September 30, 2025 and 2024, respectively, and $742.3 million and $700.4 million in the nine months ended September 30, 2025 and 2024, respectively. Includes gain on residential mortgage loan securitizations accounted for as sales of $(0.8) million and $17.0 million for the three months ended September 30, 2025 and 2024, respectively, and $24.2 million and $17.0 million for the nine months ended September 30, 2025 and 2024, respectively.
(B)Represents settlement of forward securities delivery commitments utilized as an economic hedge for mortgage loans not included within forward loan sale commitments.
(C)Represents the initial fair value of the capitalized MSRs upon loan sales with servicing retained.
(D)Includes fees for services associated with the residential mortgage loan origination process.
- CONSUMER LOANS
Rithm Capital’s consumer loan portfolio consists of (i) consumer loans acquired from Upgrade, Inc. (the “Upgrade loans” or “Upgrade”), (ii) consumer loans acquired from Goldman Sachs Bank USA (the “Marcus loans” or “Marcus”) and (iii) consumer loans acquired from SpringCastle (the “SpringCastle loans” or “SpringCastle”), which the Company now owns a 100% interest in upon the acquisition of the remaining interest in June 2024.
The Upgrade portfolio includes fixed-rate consumer home improvement loans; the Marcus portfolio includes unsecured fixed-rate closed-end installment loans; and the SpringCastle portfolio includes open-end personal unsecured loans and personal homeowner loans. The Upgrade loans are serviced by Upgrade, the Marcus loans are serviced by Systems and Services Technologies, Inc. and our internal loan servicing business at Newrez and the SpringCastle loans are serviced by OneMain Holdings Inc.
Pursuant to the forward flow agreement with Upgrade, entered into by the Company on July 31, 2025, Rithm Capital will purchase $1.0 billion UPB of consumer home improvement loans through the expiry of the Agreement. Each individual purchase is at Rithm Capital’s discretion, prices are negotiated on a best efforts basis, and the Company’s obligation to acquire the loans is subject to certain conditions being met. The agreement expires on October 31, 2026. As of September 30, 2025, $233.8 million UPB of loans were purchased under the agreement.
The Company has invested in SpringCastle loans with an aggregate of $135.7 million of unfunded and available revolving credit privileges as of September 30, 2025. However, under the terms of these loans, requests for draws may be denied and unfunded availability may be terminated at the Company’s discretion.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes characteristics of the consumer loan portfolio classified as HFI and measured at fair value under the fair value option election:
| UPB | Carrying Value | Weighted Average Coupon | Weighted Average Expected Life (Years) | |
|---|---|---|---|---|
| SpringCastle | $172,158 | $178,365 | 18.0% | 3.7 |
| Marcus | 339,048 | 213,007 | 11.2% | 0.6 |
| Upgrade | 218,978 | 206,775 | 12.9% | 11.0 |
| Total Consumer Loans | $730,184 | $598,147 | 13.3% | 4.5 |
| SpringCastle | $208,306 | $219,308 | 18.1% | 3.8 |
| Marcus | 559,317 | 446,257 | 11.0% | 1.0 |
| Total Consumer Loans | $767,623 | $665,565 | 12.9% | 1.8 |
See Note 18 regarding the financing of consumer loans.
The following table summarizes the past due status and difference between the aggregate UPB and the aggregate carrying value of consumer loans:
| September 30, 2025 · December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| Days Past Due | UPB | Carrying Value(A) | Carrying Value Over (Under) UPB | UPB | Carrying Value(A) | Carrying Value Over (Under) UPB |
| SpringCastle: | ||||||
| Current | $168,873 | $175,000 | $6,127 | $203,923 | $214,746 | $10,823 |
| 90+ | 3,285 | 3,365 | 80 | 4,383 | 4,562 | 179 |
| Total SpringCastle | 172,158 | 178,365 | 6,207 | 208,306 | 219,308 | 11,002 |
| Marcus: | ||||||
| Current | $198,115 | $198,709 | $594 | $438,712 | $438,712 | $— |
| 90+ | 140,933 | 14,298 | (126,635) | 120,605 | 7,545 | (113,060) |
| Total Marcus | 339,048 | 213,007 | (126,041) | 559,317 | 446,257 | (113,060) |
| Upgrade: | ||||||
| Current | $218,897 | $206,699 | $(12,198) | $— | $— | $— |
| 90+ | 81 | 76 | (5) | — | — | — |
| Total Upgrade | 218,978 | 206,775 | (12,203) | — | — | — |
| $730,184 | $598,147 | $(132,037) | $767,623 | $665,565 | $(102,058) | |
(A)Consumer loans are carried at fair value. See Note 19 regarding fair value measurements.
The following table summarizes the activity for consumer loans for the period:
| Balance at December 31, 2024 | $665,565 |
|---|---|
| Additional fundings(A) | 16,820 |
| Purchases | 220,962 |
| Proceeds from repayments | (315,250) |
| Accretion of loan discount and premium amortization, net | 3,157 |
| Fair Value Adjustments due to: | |
| Changes in instrument-specific credit risk | (12,263) |
| Other factors | 19,156 |
| Balance at September 30, 2025 | $598,147 |
(A)Represents draws on consumer loans with revolving privileges.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- SINGLE-FAMILY RENTAL PROPERTIES
Rithm Capital invests in and manages a geographically diversified portfolio of high-quality SFR properties. Rithm Capital owns SFR properties classified as both HFI and HFS. SFR properties HFI are carried at cost less accumulated depreciation and impairment. SFR properties HFS are managed for near term sale and disposition and are measured at the lower of carrying value or fair value less estimated cost to sell. SFR properties HFI and HFS are presented within single-family rental properties on the consolidated balance sheets.
The following table summarizes the net carrying value of investments in SFR properties:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Land | $188,145 | $191,992 |
| Building | 752,601 | 767,966 |
| Capital improvements | 159,649 | 150,811 |
| Total gross investment in SFR properties | 1,100,395 | 1,110,769 |
| Accumulated depreciation | (102,279) | (82,474) |
| Investment in SFR Properties, Net | $998,116 | $1,028,295 |
Depreciation expense for the three months ended September 30, 2025 and 2024 totaled $6.9 million and $7.3 million, respectively, and $21.7 million and $22.3 million for the nine months ended September 30, 2025 and 2024, respectively. Depreciation expense is included in general and administrative in the consolidated statements of operations.
As of September 30, 2025 and December 31, 2024, the carrying amount of the SFR properties includes capitalized acquisition costs of $6.8 million and $7.0 million, respectively.
The following table summarizes the activity for the period related to the net carrying value of investments in SFR properties:
| SFR Properties HFI | SFR Properties HFS | Total | |
|---|---|---|---|
| Balance at December 31, 2024 | $989,002 | $39,293 | $1,028,295 |
| Acquisitions and capital improvements | 13,935 | — | 13,935 |
| Transfers to (from) HFS/HFI | 10,197 | (10,197) | — |
| Dispositions | — | (22,451) | (22,451) |
| Depreciation expense | (21,663) | — | (21,663) |
| Balance at September 30, 2025 | $991,471 | $6,645 | $998,116 |
Rithm Capital generally rents its SFR properties under non-cancelable lease agreements with a term ofone totwo years.
The following table summarizes rental revenue and other variable revenue included inother revenues and other income (loss), net, respectively, on the consolidated statements of operations based on the specific lease terms for the period:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Rental revenue | $19,920 | $19,348 | $58,814 | $57,216 |
| Other variable revenue | 2,697 | 833 | 7,582 | 2,492 |
| Total | $22,617 | $20,181 | $66,396 | $59,708 |
The following table summarizes the future minimum rental revenues under existing leases on SFR properties:
| 2026 | $18,075 |
| 2027 and thereafter | 40,053 |
| Total | $58,128 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes SFR portfolio activity for the period by number of properties:
| SFR Properties HFI | SFR Properties HFS | Total | |
|---|---|---|---|
| Balance at December 31, 2024 | 3,891 | 158 | 4,049 |
| Transfer to (from) HFS/HFI | 42 | (42) | — |
| Disposition of SFR properties | — | (75) | (75) |
| Balance at September 30, 2025 | 3,933 | 41 | 3,974 |
See Note 18 regarding the financing of SFR properties.
- RESIDENTIAL TRANSITION LOANS
Genesis specializes in originating and managing a portfolio of primarily short-term mortgage loans to fund the construction and development of, or investment in, residential properties.
The following table summarizes residential transition loans, at fair value and residential transition loans (“RTL”) held by consolidated entities by loan type:
| Residential Transition Loans - Carrying Value(A) | Residential Transition Loans of Consolidated Entities - Carrying Value(A) | Total Carrying Value | % of Portfolio | LoanCount | % of Portfolio | Weighted Average Yield | Weighted Average Original Life (Months) | Weighted Average Committed Loan Balance to Value(B) | |
|---|---|---|---|---|---|---|---|---|---|
| Construction | $1,019,526 | $579,036 | $1,598,562 | 41.7% | 561 | 33.9% | 11.2% | 20.2 | 72.1% / 62.1% |
| Bridge | 1,274,957 | 455,451 | 1,730,408 | 45.2% | 537 | 32.5% | 9.5% | 26.2 | 67.2% |
| Renovation | 280,871 | 221,376 | 502,247 | 13.1% | 555 | 33.6% | 9.9% | 13.5 | 82.7% / 68.1% |
| $2,575,354 | $1,255,863 | $3,831,217 | 100.0% | 1,653 | 100.0% | 10.3% | 21.0 | N/A | |
| Construction | $935,142 | $492,071 | $1,427,213 | 45.4% | 490 | 31.9% | 11.4% | 20.0 | 72.7% / 62.2% |
| Bridge | 972,443 | 363,946 | 1,336,389 | 42.6% | 600 | 39.1% | 10.0% | 23.9 | 66.6% |
| Renovation | 270,490 | 106,175 | 376,665 | 12.0% | 445 | 29.0% | 10.5% | 12.8 | 82.8% / 68.2% |
| $2,178,075 | $962,192 | $3,140,267 | 100.0% | 1,535 | 100.0% | 10.7% | 20.4 | N/A |
(A)Residential transition loans are carried at fair value under the FVO election. Certain residential transition loans of consolidated entities, classified as CFEs, are valued based on the more observable financial liabilities of consolidated CFEs and are classified as Level 3. See Note 19 regarding fair value measurements.
(B)Weighted by commitment loan-to-value (“LTV”) for bridge loans, loan-to-cost and loan-to-after-repair-value for construction and renovation loans.
The following table summarizes the activity of loans included in residential transition loans, at fair value on the consolidated balance sheets:
| Balance at December 31, 2024 | $2,178,075 |
|---|---|
| Purchases | 3,434 |
| Initial loan advances | 2,136,360 |
| Construction holdbacks and draws | 851,226 |
| Repayments and sales | (1,475,250) |
| Purchased loans discount amortization | 33 |
| Transfer of loans to REO | (7,702) |
| Transfers to assets of consolidated entities | (1,108,269) |
| Fair Value Adjustments due to: | |
| Changes in instrument-specific credit risk | (27,538) |
| Other factors | 24,985 |
| Balance at September 30, 2025 | $2,575,354 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The Company is subject to credit risk in connection with its investments in mortgage loans. The two primary components of credit risk are default risk, which is the risk that a borrower fails to make scheduled principal and interest payments, and severity risk, which is the risk of loss upon a borrower’s default on a mortgage loan or other secured or unsecured loan. Severity risk includes the risk of loss of value of the property or other asset, if any, securing the loan, as well as the risk of loss associated with taking over the property or other asset, if any, including foreclosure costs.
The following table summarizes the past due status and difference between the aggregate UPB and the aggregate carrying value of loans included in residential transition loans, at fair value on the consolidated balance sheets:
| September 30, 2025 · December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| Days Past Due | UPB | Carrying Value | Carrying Value Over (Under) UPB | UPB | Carrying Value | Carrying Value Over (Under) UPB |
| Current | $2,472,492 | $2,483,692 | $11,200 | $2,117,479 | $2,128,802 | $11,323 |
| 90+ | 100,399 | 91,662 | (8,737) | 55,234 | 49,273 | (5,961) |
| Total | $2,572,891 | $2,575,354 | $2,463 | $2,172,713 | $2,178,075 | $5,362 |
See Note 18 regarding the financing of RTLs.
- CASH AND CASH EQUIVALENTS AND RESTRICTED CASH
Rithm Capital considers all highly liquid short-term investments with maturities of 90 days or less when purchased to be cash equivalents. Substantially all amounts on deposit with major financial institutions exceed insured limits.
Restricted cash consists of cash collateral pledges related to secured financing and securitizations, lease obligations and cash proceeds held in a trust account from the IPO of the SPAC that can only be used for purposes of completing an initial business combination or redemption of the SPAC’s Class A ordinary shares as set forth in the SPAC trust agreement.
The following table provides a reconciliation of cash and cash equivalents and restricted cash reported on Rithm Capital’s consolidated balance sheets to the total of the same amounts shown in the consolidated statements of cash flows:
| September 30,2025 | December 31,2024 | |
|---|---|---|
| Cash and cash equivalents | $1,610,958 | $1,458,743 |
| Restricted cash | 550,514 | 308,443 |
| Restricted cash of consolidated entities(A) | 84,302 | 150,623 |
| Total Cash and Cash Equivalents and Restricted Cash | $2,245,774 | $1,917,809 |
(A) Presented within investments, at fair value and other assets on the consolidated balance sheets.
The following table summarizes restricted cash balances by reporting segment including corporate category:
| September 30,2025 | December 31,2024 | |
|---|---|---|
| Investment Portfolio(A) | $66,324 | $66,419 |
| Origination and Servicing | 187,467 | 207,724 |
| Residential Transitional Lending(A) | 82,406 | 40,727 |
| Asset Management(A) | 62,630 | 144,196 |
| Corporate Category(B) | 235,989 | — |
| Total Restricted Cash | $634,816 | $459,066 |
(A)Includes restricted cash related to consolidated entities presented within investments, at fair value and other assets on the consolidated balance sheets.
(B)Restricted cash in the corporate category relates to the cash held in a trust account related to the Company’s consolidated SPAC.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- OTHER ASSETS AND LIABILITIES
Other assets and accrued expenses and other liabilities —other assets and accrued expenses and other liabilities on the consolidated balance sheets consist of the following:
| Other Assets · Accrued Expenses and Other Liabilities | |||||
|---|---|---|---|---|---|
| September 30,2025 · December 31,2024 · September 30,2025 · December 31,2024 | |||||
| CLOs, at fair value | $363,274 | $242,227 | Accounts payable | $165,039 | $133,037 |
| Derivative and hedging assets (Note 17) | 53,684 | 75,147 | Accrued compensation and benefits | 220,019 | 322,957 |
| Due from related parties | 50,391 | 35,198 | Net deferred tax liability | 736,893 | 786,141 |
| Equity investments(A) | 753,862 | 502,610 | Derivative liabilities (Note 17) | 101,789 | 52,610 |
| Excess MSRs, at fair value (Note 13) | 334,668 | 369,162 | Escheat payable | 208,202 | 187,830 |
| Goodwill (Note 15) | 133,832 | 133,832 | MSR financing liability, at fair value | 69,034 | 101,088 |
| Income and fees receivable | 67,372 | 208,672 | Interest payable | 180,732 | 260,931 |
| Intangible assets (Note 15) | 296,581 | 331,949 | Lease liability (Note 16) | 159,268 | 160,437 |
| Loans receivable, at fair value(B) | 8,038 | 31,580 | Notes receivable financing liability(E) | 375,685 | 371,788 |
| Margin receivable, net(C) | 150,483 | 414,404 | Open trades payable | 535,039 | — |
| Non-Agency securities, at fair value | 721,445 | 552,797 | RTL financing liability, at fair value | 87,717 | — |
| Notes receivable, at fair value(D) | 449,507 | 393,786 | Unearned income and fees | 9,630 | 17,280 |
| Operating lease ROU assets (Note 16) | 106,119 | 99,224 | Other liabilities | 263,604 | 236,672 |
| Other receivables | 161,289 | 178,651 | $3,112,651 | $2,630,771 | |
| Prepaid expenses | 63,717 | 59,198 | |||
| Principal and interest receivable | 138,273 | 181,271 | |||
| Property and equipment | 76,907 | 70,495 | |||
| REO | 27,380 | 27,898 | |||
| Servicer advance investments, at fair value (Note 14) | 302,278 | 339,646 | |||
| Servicing fee receivables | 163,179 | 106,228 | |||
| Warrants, at fair value | 11,745 | 9,316 | |||
| Other assets | 226,571 | 200,124 | |||
| $4,660,595 | $4,563,415 | ||||
(A)Represents equity investments in (i) certain real estate redevelopment projects, (ii) various real estate services operating companies, (iii) funds managed by Sculptor, (iv) the Credit Risk Transfer LLC (as defined in Note 19) that holds exposure in residential mortgage loan warehouse lines (measured at fair value under the FVO election), (v) Rithm Property Trust common and preferred securities, (vi) Newrez Joint Ventures (as defined in Note 20), (vii) APM and (viii) an energy fund managed by Rithm Capital.
(B)Represents a loan made pursuant to a senior subordinated credit agreement to an entity affiliated with funds managed by an affiliate of the Company’s former external manager, FIG LLC (the “Former Manager”), an affiliate of Fortress Investment Group LLC. The loan is measured at fair value under the FVO election.
(C)Represents collateral posted as a result of changes in the fair value of Rithm Capital’s (i) government and government-backed securities securing its secured financing agreements and (ii) derivative instruments.
(D)Represents notes receivable secured by commercial properties. The notes are measured at fair value under the FVO election.
(E)During the second quarter of 2024, the Company transferred an investment in a note receivable with a fair value of $365.0 million, subject to a repurchase financing of $323.5 million, from a third party to a nonconsolidated joint venture for cash consideration of $48.0 million. The transaction did not meet sale accounting under ASC 860 and, as a result, was treated as a secured borrowing for accounting purposes for which the Company elected the FVO and is included in accrued expenses and other liabilities in the consolidated balance sheets. The amount presented within notes receivable financing liability is comprised of the repurchase financing and the non-recourse liability in a secured borrowing. The Company continues to reflect the transferred note in other assets in the consolidated balance sheets, at fair value.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
REO —REO assets are individual properties acquired by Rithm Capital through foreclosure or deed-in-lieu of foreclosure as a result of borrower default. REO assets are measured at the lower of cost or fair value, with valuation provision recorded in other income (loss), net in the consolidated statements of operations. REO assets are managed for prompt sale and disposition.
The following table presents activity for the period related to the carrying value of investments in REO:
| Balance at December 31, 2024 | $27,898 |
|---|---|
| Property received in satisfaction of loan | 22,455 |
| Sales(A) | (23,561) |
| Valuation reversal | 588 |
| Balance at September 30, 2025 | $27,380 |
(A)Recognized when control of the property has transferred to the buyer.
As of September 30, 2025, Rithm Capital had residential mortgage loans and RTLs that were in the process of foreclosure with UPBs of $36.7 million and $12.0 million, respectively.
Notes and Loans Receivable —The following table summarizes the activity for the period for notes and loans receivable:
| Notes Receivable | Loans Receivable | Total | |
|---|---|---|---|
| Balance at December 31, 2024 | $393,786 | $31,580 | $425,366 |
| Fundings | 49,167 | — | 49,167 |
| Payment in kind | 3,467 | 1,458 | 4,925 |
| Proceeds from repayments | — | (25,000) | (25,000) |
| Fair Value Adjustments due to: | |||
| Other factors(A) | 3,087 | — | 3,087 |
| Balance at September 30, 2025 | $449,507 | $8,038 | $457,545 |
(A)There were no fair value adjustments due to changes in instrument-specific credit risk in the current period.
The following table summarizes the past due status and difference between the aggregate UPB and the aggregate carrying value of notes and loans receivable:
| September 30, 2025 · December 31, 2024 | ||||||
|---|---|---|---|---|---|---|
| Days Past Due | UPB | Carrying Value(A) | Carrying Value Over (Under) UPB | UPB | Carrying Value(A) | Carrying Value Over (Under) UPB |
| Current | $539,910 | $449,507 | $(90,403) | $518,856 | $425,366 | $(93,490) |
| 90+ | 8,038 | 8,038 | — | — | — | — |
| Total | $547,948 | $457,545 | $(90,403) | $518,856 | $425,366 | $(93,490) |
(A)Notes and loans receivable are carried at fair value. See Note 19 regarding fair value measurements.
- EXCESS MORTGAGE SERVICING RIGHTS
Excess MSR assets include Rithm Capital’s ownership of Excess MSRs, and associated recapture agreements, acquired from and serviced by Rocket Companies, Inc., as successor in merger to Mr. Cooper Group Inc. (“Mr. Cooper”). Prior to June 20, 2024, Rithm Capital owned certain pools of Excess MSRs directly and certain pools through a joint venture with the Former Manager (the “Fortress Excess MSR JV”).
On June 20, 2024, Rithm Capital, together with certain Sculptor nonconsolidated funds, acquired an Excess MSR portfolio from the Former Manager (including the Former Manager’s ownership in the Fortress Excess MSR JV) for approximately $124.0 million. A new joint venture with such Sculptor nonconsolidated funds was formed for the acquisition. Rithm Capital owns an 80.0% interest and manages the joint venture, and as a result, consolidates this joint venture. Following the acquisition from the Former Manager, all of Rithm Capital’s ownership in pools of Excess MSRs is consolidated and is presented in other assets at fair value on its consolidated balance sheets. See Note 20 for noncontrolling interests related to these Excess MSRs.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Mr. Cooper, as servicer, performs all of the servicing and advancing functions on the Company’s Excess MSR assets, retains the ancillary income and assumes servicing obligations and liabilities as the servicer of the underlying loans in the portfolio.
As part of the Computershare Acquisition (Note 3), Rithm Capital acquired MSRs owned by SLS underlying certain Excess MSRs already owned by Rithm Capital. Accordingly, those Excess MSRs have been reclassified to full MSRs on Rithm Capital’s consolidated balance sheets.
Investments in Excess MSRs
The following table presents activity related to the investments in Excess MSRs measured at fair value:
| Balance at December 31, 2024 | $369,162 |
|---|---|
| Interest income | 21,150 |
| Other gains | 598 |
| Proceeds from repayments | (51,895) |
| Proceeds from sales | (1,105) |
| Change in fair value | (3,242) |
| Balance at September 30, 2025 | $334,668 |
The following summarizes Rithm Capital’s investments in Excess MSRs:
| September 30, 2025 · December 31, 2024 | |||||||
|---|---|---|---|---|---|---|---|
| UPB of Underlying Mortgages · Interest in Excess MSR · Weighted Average Life (Years)(A) · Amortized Cost Basis · Carrying Value(B) · Carrying Value(B) | |||||||
| Rithm Capital(C)(D) · Mr. Cooper(C) | |||||||
| Total | $49,260,027 | 65.0% – 80.0%(68.6%) | 20.0% – 35.0%(31.4%) | 5.8 | $290,710 | $334,668 | $369,162 |
(A)Represents the weighted average expected timing of the receipt of expected cash flows for this investment.
(B)Carrying value represents the fair value of the pools and recapture agreements, as applicable.
(C)Amounts in parentheses represent weighted averages.
(D)Rithm Capital also invested in related servicer advance investments, including the base fee component of the related MSR as of September 30, 2025 and December 31, 2024 (Note 14) on $12.2 billion and $13.3 billion UPB, respectively, underlying these Excess MSRs.
As of September 30, 2025 and December 31, 2024, weighted average discount rates of 8.5% and 8.4%, respectively, were used to value Rithm Capital’s investments in Excess MSRs.
- SERVICER ADVANCE INVESTMENTS
Servicer advance investments consist of arrangements to fund existing outstanding servicer advances and the requirement to purchase all future servicer advances made with respect to a specified pool of residential mortgage loans in exchange for the base fee component of the related MSR. Rithm Capital elected to record its servicer advance investments, including the right to the base fee component of the related MSRs, at fair value under the FVO election to provide users of the financial statements with better information regarding the effects of market factors. The Company’s servicer advance investments are presented in other assets on the consolidated balance sheets.
As part of the Computershare Acquisition (Note 3), Rithm Capital acquired certain MSRs owned by SLS underlying a certain servicer advance investment and, therefore, reclassified the servicer advance investment to MSRs and MSR financing receivables, at fair value and servicer advances receivable on its consolidated balance sheets.
Mr. Cooper also performs all of the servicing and advancing functions on the Company’s remaining servicer advance investments. See Note 13 for further details.
Rithm Capital owns its interest in servicer advance investments through a consolidated subsidiary, Advance Purchaser LLC (“Advance Purchaser”), in which it has an ownership interest of 89.3%. The noncontrolling third-party co-investor and Rithm Capital have funded all their capital commitments. Advance Purchaser may recall $71.9 million and $602.0 million of capital distributed to the third-party co-investor and Rithm Capital, respectively. Neither the third-party co-investor nor Rithm Capital
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
is obligated to fund amounts in excess of their respective capital commitments, regardless of the capital requirements of Advance Purchaser.
The following table summarizes servicer advance investments, including the right to the base fee component of the related MSRs:
| Amortized Cost Basis | Carrying Value(A) | Weighted Average Discount Rate | Weighted Average Yield | Weighted Average Life (Years)(B) | |
|---|---|---|---|---|---|
| Servicer advance investments | $290,757 | $302,278 | 6.5% | 6.9% | 8.0 |
| Servicer advance investments | $327,471 | $339,646 | 6.5% | 6.9% | 7.6 |
(A)Represents the fair value of the servicer advance investments, including the base fee component of the related MSRs.
(B)Represents the weighted average expected timing of the receipt of expected net cash flows for this investment.
The following table provides additional information regarding the servicer advance investments and related financing:
| UPB of Underlying Residential Mortgage Loans · Outstanding Servicer Advances · Servicer Advances to UPB of Underlying Residential Mortgage Loans · Face Amount of Secured Notes and Bonds Payable · LTV(A) · Cost of Funds(C) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Gross · Net(B) · Gross · Net | ||||||||
| Servicer advance investments(D) | $12,224,189 | $264,921 | 2.2% | $231,018 | 84.5% | 82.5% | 6.2% | 5.6% |
| Servicer advance investments(D) | $13,316,828 | $298,945 | 2.2% | $258,183 | 85.0% | 82.9% | 6.3% | 5.9% |
(A)Based on outstanding servicer advances, excluding purchased but unsettled servicer advances.
(B)Ratio of face amount of borrowings to par amount of servicer advance collateral, net of any general reserve.
(C)Annualized measure of the cost associated with borrowings. Gross cost of funds primarily includes interest expense and facility fees. Net cost of funds excludes facility fees.
(D)The following table summarizes the types of advances included in servicer advance investments:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Principal and interest advances | $40,712 | $51,135 |
| Escrow advances (taxes and insurance advances) | 118,558 | 137,072 |
| Foreclosure advances | 105,651 | 110,738 |
| Total | $264,921 | $298,945 |
- GOODWILL AND INTANGIBLE ASSETS
As a result of acquisitions, the Company recognized intangible assets in the form of management contracts, customer relationships, purchased technology, trademarks and trade names. The Company also recognized goodwill on certain acquisitions. Goodwill and intangible assets are presented within other assets on the consolidated balance sheets.
The following table summarizes the carrying value of goodwill by reportable segment:
| Origination and Servicing | Residential Transitional Lending | Asset Management | Total | |
|---|---|---|---|---|
| Balance at December 31, 2024 | $29,468 | $55,731 | $48,633 | $133,832 |
| Impairment loss | — | — | — | — |
| Balance at September 30, 2025 | $29,468 | $55,731 | $48,633 | $133,832 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes the acquired identifiable intangible assets:
| Estimated Useful Lives (Years) | September 30, 2025 | December 31, 2024 | |
|---|---|---|---|
| Gross Intangible Assets: | |||
| Management contracts | 10 | $275,000 | $275,000 |
| Customer relationships | 2 to 9 | 79,753 | 79,753 |
| Purchased technology | 3 to 7 | 111,931 | 105,567 |
| Trademarks / Trade names(A) | 1 to 5 | 10,259 | 10,259 |
| Licenses | Indefinite | 21,365 | 21,365 |
| 498,308 | 491,944 | ||
| Accumulated Amortization: | |||
| Management contracts | 51,492 | 30,940 | |
| Customer relationships | 38,422 | 25,773 | |
| Purchased technology | 104,905 | 97,259 | |
| Trademarks / Trade names | 6,908 | 6,023 | |
| 201,727 | 159,995 | ||
| Intangible Assets, Net: | |||
| Management contracts | 223,508 | 244,060 | |
| Customer relationships | 41,331 | 53,980 | |
| Purchased technology | 7,026 | 8,308 | |
| Trademarks / Trade names(A) | 3,351 | 4,236 | |
| Licenses | 21,365 | 21,365 | |
| $296,581 | $331,949 | ||
(A)Includes indefinite-lived intangible assets of $1.9 million as of September 30, 2025 and December 31, 2024.
The Company didnot record any impairment loss on its intangible assets for the three and nine months ended September 30, 2025 and 2024.
The following table summarizes the amortization expense recorded by the Company related to its intangible assets. Amortization expense related to intangible assets is included in general and administrative in the consolidated statements of operations.
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Amortization expense | $11,997 | $24,582 | $38,152 | $66,961 |
The following table summarizes the expected future amortization expense for intangible assets as of September 30, 2025:
| Year Ending | Amortization Expense |
|---|---|
| October 1 through December 31, 2025 | $11,777 |
| 2026 | 41,791 |
| 2027 | 37,685 |
| 2028 | 36,956 |
| 2029 | 35,898 |
| 2030 | 29,653 |
| 2031 and thereafter | 79,580 |
| $273,340 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- LEASES
Rithm Capital, through its wholly-owned subsidiaries, has non-cancelable operating leases on office space and data centers expiring through 2035. Rent expense, net of sublease income for the three months ended September 30, 2025 and 2024 totaled $7.4 million and $8.7 million, respectively, and $22.1 million and $27.1 million for the nine months ended September 30, 2025 and 2024, respectively. The Company has leases that include renewal options and escalation clauses. The terms of the leases do not impose any financial restrictions or covenants.
Operating lease right-of-use (“ROU”) assets represent the right to use an underlying asset for the lease term and lease liabilities represent obligations to make lease payments arising from the lease. In addition, the Company has finance leases for computer hardware. As of September 30, 2025, the Company has pledged collateral related to its lease obligations of $7.4 million, which is presented as part of restricted cash on the consolidated balance sheets. Operating lease ROU assets and lease liabilities are presented as part ofother assets andaccrued expenses and other liabilities, respectively, on the consolidated balance sheets (Note 12).
The table below summarizes the future commitments under the non-cancelable leases:
| Year Ending | Operating Leases | Finance Leases | Total |
|---|---|---|---|
| October 1 through December 31, 2025 | $12,122 | $— | $12,122 |
| 2026 | 40,478 | 228 | 40,706 |
| 2027 | 42,181 | 228 | 42,409 |
| 2028 | 31,606 | — | 31,606 |
| 2029 | 29,747 | — | 29,747 |
| 2030 and thereafter | 32,081 | — | 32,081 |
| Total remaining undiscounted lease payments | 188,215 | 456 | 188,671 |
| Less: imputed interest | 29,377 | 26 | 29,403 |
| Total Remaining Discounted Lease Payments | $158,838 | $430 | $159,268 |
The future commitments under the non-cancelable leases have not been reduced by the sublease rentals of $27.5 million due in the future periods.
Other information related to leases is summarized below:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Weighted Average Remaining Lease Term (Years): | ||
| Operating leases | 5.2 | 5.1 |
| Finance leases | 1.8 | 2.5 |
| Weighted Average Discount Rate: | ||
| Operating leases | 6.6% | 6.5% |
| Finance leases | 7.9% | 7.9% |
| Nine Months Ended September 30, | ||
|---|---|---|
| Supplemental Information | 2025 | 2024 |
| Cash Paid for Amounts Included in the Measurement of Lease Liabilities: | ||
| Operating cash flows - operating leases | $33,350 | $38,226 |
| Operating cash flows - finance leases | 3 | 4 |
| Finance cash flows - finance leases | 225 | 224 |
| Supplemental Non-Cash Information on Lease Liabilities Arising from Obtaining ROU Assets: | ||
| ROU assets obtained in exchange for new operating lease liabilities | $22,844 | $20,465 |
See Note 9 for further information on leases of SFR properties.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- DERIVATIVES AND HEDGING
Rithm Capital enters into economic hedges including interest rate swaps, to-be-announced forward contract positions (“TBAs”) and futures to hedge a portion of its interest rate risk exposure. Interest rate risk is sensitive to many factors, including governmental monetary and tax policies, domestic and international economic and political considerations, as well as other factors. Rithm Capital’s credit risk with respect to economic hedges is the risk of default on Rithm Capital’s investments that results from a borrower’s or counterparty’s inability or unwillingness to make contractually required payments.
Rithm Capital may at times hold TBAs in order to mitigate Rithm Capital’s interest rate risk on certain specified MBS and MSRs. Amounts or obligations owed by or to Rithm Capital are subject to the right of set-off with the counterparty. As part of executing these trades, Rithm Capital may enter into agreements with its counterparties that govern the transactions for the purchases or sales made, including margin maintenance, payment and transfer, events of default, settlements and various other provisions. Changes in the value of economic hedges designed to protect against MBS and MSR fair value fluctuations, or hedging gains and losses, are reflected in the tables below.
As of September 30, 2025, Rithm Capital also held interest rate lock commitments (“IRLCs”), which represent a commitment to a particular interest rate provided the borrower is able to close the loan within a specified period, and forward loan sale and securities delivery commitments, which represent a commitment to sell specific residential mortgage loans at prices which are fixed as of the forward commitment date. Rithm Capital enters into forward loan sale and securities delivery commitments in order to hedge the exposure related to IRLCs and residential mortgage loans that are not covered by residential mortgage loan sale commitments.
Derivatives and other economic hedging instruments are recorded at fair value and presented in other assets or accrued expenses and other liabilities on the consolidated balance sheets, as follows:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Derivative and Hedging Assets: | ||
| Interest rate swaps and futures | $— | $6 |
| IRLCs | 36,573 | 21,496 |
| TBAs | 16,422 | 50,809 |
| Foreign exchange forwards | 689 | 2,836 |
| $53,684 | $75,147 | |
| Derivative and Hedging Liabilities: | ||
| IRLCs | $16,009 | $10,202 |
| TBAs | 43,706 | 15,628 |
| Treasury short sales(B) | — | 1,245 |
| Other commitments(C) | 31,512 | 25,521 |
| Stock options | 14 | 14 |
| Foreign exchange forwards | 897 | — |
| Interest rate swaps and futures(A) | 9,651 | — |
| $101,789 | $52,610 | |
(A)Net of $49.1 million and $42.0 million of related variation margin accounts as of September 30, 2025 and December 31, 2024, respectively.
(B)As of December 31, 2024, the carrying value represents the net of repurchase agreements and $503.9 million of related reverse repurchase agreement lending facilities used to borrow securities to effectuate short sales of Treasury securities.
(C)During the first quarter of 2024, a subsidiary of the Company entered into an agreement, classified as a derivative, with an affiliate, which could result in the subsidiary being required to make a payment under certain circumstances dependent upon amounts realized from an investment of the affiliate, subject to a maximum amount of $25.5 million. During the first quarter of 2025, the Company entered into a consolidated joint venture with a third party to invest in an affiliated fund. The third party’s interest is subject to a redemption right after a certain period. The Company separately accounts for the redemption right as a derivative with a fair value of $6.0 million as of September 30, 2025.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes notional amounts related to derivatives and other hedging instruments:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Interest rate swaps(A) | $7,845,000 | $8,995,000 |
| Interest rate futures(B) | 5,335,000 | — |
| IRLCs | 6,542,437 | 3,413,043 |
| TBAs(C) | 19,026,136 | 17,402,824 |
| Other commitments | 31,512 | 25,057 |
| Foreign exchange forwards | 69,108 | 17,300 |
(A)Includes $7.8 billion notional of receive fixed of 3.8%/pay Secured Overnight Financing Rate (“SOFR”) with weighted average maturity of 31 months, as of September 30, 2025. There were no receive SOFR/pay fixed interest rate swaps as of September 30, 2025. Includes $3.1 billion notional of receive SOFR/pay fixed of 3.6% and $5.9 billion notional of receive fixed of 3.8%/pay SOFR with weighted average maturities of 71 months and 32 months, respectively, as of December 31, 2024.
(B)Represents a $5.3 billion notional Eris SOFR swap future with weighted average maturity of 50 months that replicates cash flows of receive fixed/pay SOFR interest rate swaps.
(C)Represents the notional amount of Agency RMBS classified as derivatives.
The following table summarizes gain (loss) on derivatives and other hedging instruments and the related presentation on the consolidated statements of operations:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Servicing Revenue, Net: | ||||
| TBAs | $83,046 | $(23,946) | $203,146 | $(21,381) |
| Interest rate swaps | (20,307) | 62,075 | (26,261) | 70,979 |
| Interest rate futures | (14,332) | — | (5,141) | — |
| Treasury short sales | — | (16,956) | — | 24,341 |
| 48,407 | 21,173 | 171,744 | 73,939 | |
| Gain (Loss) on Originated Residential Mortgage Loans, HFS, Net(A): | ||||
| IRLCs | (29,957) | 15,711 | 9,271 | 8,379 |
| TBAs | 46,922 | (19,236) | (54,005) | 34,158 |
| 16,965 | (3,525) | (44,734) | 42,537 | |
| Realized and Unrealized Gains (Losses), Net(B): | ||||
| Interest rate swaps | — | (2,810) | (12,667) | 19,550 |
| Other commitments | — | (1,057) | — | (17,197) |
| Stock options | 134 | — | 117 | — |
| Foreign exchange forwards | 326 | — | (5,031) | — |
| 460 | (3,867) | (17,581) | 2,353 | |
| Total Gain | $65,832 | $13,781 | $109,429 | $118,829 |
(A)Represents unrealized gain (loss).
(B)Excludes $105.6 million loss and $95.9 million loss for the three months ended September 30, 2025 and 2024, respectively, and $67.9 million loss and $101.3 million loss for the nine months ended September 30, 2025 and 2024, respectively, reflected as gain (loss) on settlement of residential mortgage loan origination derivative instruments presented within gain on originated residential mortgage loans, HFS, net (Note 7) in the consolidated statements of operations.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- DEBT OBLIGATIONS
The following table summarizes secured financing agreements, secured notes, bonds payable and notes payable and other liabilities of consolidated entities:
| September 30, 2025 · December 31, 2024 | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Collateral | |||||||||||||||
| Debt Obligations/Collateral(C) · Outstanding Face Amount · Carrying Value(A) · Final Stated Maturity(B) · Weighted Average Funding Cost · Weighted Average Life (Years) · Outstanding Face · Amortized Cost Basis · Carrying Value · Weighted Average Life (Years) · Carrying Value(A) | |||||||||||||||
| Secured Financing Agreements: | |||||||||||||||
| Warehouse credit facilities - residential mortgage loans and REO(D) | $5,542,562 | $5,542,562 | Oct-25 to Mar-28 | 5.7% | 0.6 | $6,136,848 | $6,263,642 | $6,255,340 | 21.6 | $4,235,333 | |||||
| Warehouse credit facilities - RTLs(E) | 1,831,767 | 1,831,762 | Dec-25 to Mar-28 | 6.6% | 1.2 | 2,147,448 | 2,148,536 | 2,148,536 | 1.2 | 1,547,307 | |||||
| Government and government-backed securities(F) | 7,794,765 | 7,794,765 | Oct-25 to Jul-26 | 4.4% | 0.5 | 8,024,993 | 7,844,409 | 8,145,095 | 7.8 | 9,782,976 | |||||
| Non-Agency securities(D) | 896,129 | 896,129 | Oct-25 to Oct-28 | 5.9% | 0.4 | 15,353,048 | 1,225,723 | 1,304,980 | 4.9 | 744,457 | |||||
| Excess MSRs(E) | 217,000 | 216,549 | Sep-26 | 6.7% | 1.2 | 49,260,027 | 274,105 | 314,916 | 5.9 | 222,452 | |||||
| CLOs(E) | 256,437 | 254,871 | Jan-30 to Jul-39 | 3.8% | 7.4 | 259,170 | N/A | 258,847 | 7.4 | 170,990 | |||||
| SFR properties and commercial(E) | 2,047 | 2,047 | Dec-26 | 6.8% | 1.2 | N/A | 9,722 | 9,722 | N/A | 78,952 | |||||
| Total secured financing agreements | 16,540,707 | 16,538,685 | 5.2% | 0.7 | 16,782,467 | ||||||||||
| Secured Notes and Bonds Payable: | |||||||||||||||
| MSRs(G) | 5,550,691 | 5,534,804 | Oct-25 to Nov-31 | 6.6% | 2.3 | 571,546,048 | 8,182,037 | 10,135,402 | 6.4 | 5,838,250 | |||||
| Servicer advance investments(H) | 231,018 | 231,018 | Mar-26 | 6.2% | 0.4 | 264,921 | 290,757 | 302,278 | 8.0 | 258,183 | |||||
| Servicer advances(H) | 2,215,096 | 2,214,913 | Feb-26 to Jun-29 | 6.6% | 1.0 | 2,706,174 | 2,684,416 | 2,684,416 | 0.7 | 2,629,802 | |||||
| Consumer loans(I) | 521,705 | 502,782 | Oct-26 to Sep-37 | 4.4% | 2.5 | 730,184 | 384,965 | 598,147 | 4.6 | 564,791 | |||||
| SFR properties(J) | 818,273 | 800,775 | Feb-27 to Mar-28 | 4.3% | 1.8 | N/A | 988,394 | 988,394 | N/A | 716,649 | |||||
| RTLs(K) | 200,000 | 200,000 | Jul-26 | 5.8% | 0.8 | 201,132 | 201,132 | 202,006 | 0.4 | 200,000 | |||||
| Secured facility - asset management(M) | 25,000 | 24,834 | Nov-25 | 8.8% | 0.3 | N/A | N/A | N/A | N/A | 71,971 | |||||
| Other investments(E) | 30,000 | 30,000 | Feb-30 | 6.3% | 4.4 | N/A | N/A | N/A | N/A | — | |||||
| CLOs(E) | 6,180 | 6,154 | Jul-30 | 6.3% | 5.0 | 8,466 | N/A | 7,553 | 5.0 | 18,429 | |||||
| Total secured notes and bonds payable | 9,597,963 | 9,545,280 | 6.3% | 1.9 | 10,298,075 | ||||||||||
| Notes Payable and Secured Financing of Consolidated Entities | |||||||||||||||
| Consolidated funds(L) | 1,216,181 | 1,214,220 | May-28 to Jan-38 | 6.0% | 10.2 | 1,309,886 | N/A | 1,347,042 | 4.0 | 959,958 | |||||
| Residential mortgage loans | 2,716,465 | 2,608,079 | Mar-41 to Jun-53 | 6.6% | 25.7 | 3,156,142 | N/A | 3,051,688 | 25.7 | 2,369,934 | |||||
| RTLs | 861,949 | 866,526 | Mar-39 to Sep-39 | 6.2% | 13.7 | 934,450 | N/A | 958,789 | 0.8 | 859,023 | |||||
| Total notes payable and secured financing of consolidated entities | 4,794,595 | 4,688,825 | 6.4% | 19.6 | 4,188,915 | ||||||||||
| Total / Weighted Average | $30,933,265 | $30,772,790 | 5.7% | 4.0 | $31,269,457 | ||||||||||
(A)Net of deferred financing costs.
(B)Debt obligations with a stated maturity through the date of issuance of the consolidated financial statements were refinanced, extended or repaid.
(C)Associated with accrued interest payable of approximately $135.9 million and $239.4 million as of September 30, 2025 and December 31, 2024, respectively.
(D)Based on SOFR interest rates. Includes repurchase agreements and related collateral on non-Agency securities retained through consolidated securitizations.
(E)All SOFR- or Euro Interbank Offered Rate (EURIBOR)-based floating interest rates.
(F)Repurchase agreements are based on a fixed-rate. Collateral carrying value includes margin deposits.
(G)Includes $3.9 billion of MSR notes with an interest equal to the sum of (i) a floating rate index equal to SOFR and (ii) a margin ranging from 2.5% to 3.0%; and $1.6 billion of MSR notes with fixed interest rates ranging 3.1% to 7.4%. The outstanding face amount of the collateral represents the UPB of the residential mortgage loans underlying the MSRs and MSR financing receivables securing these notes.
(H)Includes $1.4 billion of debt with an interest rate equal to the sum of (i) a floating rate index equal to SOFR and (ii) a margin ranging from 1.6% to 2.8%; and $1.0 billion of debt with fixed interest rates ranging from 3.9% to 5.7%. Collateral includes servicer advance investments, as well as servicer advances receivable related to the MSRs and MSR financing receivables owned by NRM and Newrez.
(I)Includes (i) SpringCastle debt, which is primarily composed of the following classes of asset-backed notes held by third parties: $115.7 million UPB of Class A notes with a coupon of 2.0% and $53.0 million UPB of Class B notes with a coupon of 2.7%, (ii) $171.8 million of debt collateralized by the Marcus loans with an interest rate of SOFR plus a margin of 2.4% and (iii) $181.2 million of debt collateralized by the Upgrade loans with an interest rate of SOFR plus a margin of 1.6%.
(J)Includes $818.3 million of fixed rate notes which bear interest ranging from 3.5% to 6.2%.
(K)Fixed rate note which bears interest of 5.8%.
(L)Includes notes payable of consolidated collateralized loan obligations (“CLOs”) and of a structured alternative investment solution. Weighted average rate is the effective rate for the senior notes with stated coupon rates. The subordinate notes with UPBof $32.0 million donot have a stated rate of interest. Weighted average life of a structured alternative investment solution is based on expected maturity.
(M)Fixed rate note which bears interest of 8.8%.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
General
Certain of the debt obligations included above are obligations of Rithm Capital’s consolidated subsidiaries, which own the related collateral. In some cases, such collateral is not available to other creditors of Rithm Capital Corp. The obligations and liabilities of VIEs may only be satisfied with the assets of the respective consolidated VIEs, and creditors of the VIE do not have recourse to Rithm Capital Corp.
As of September 30, 2025, Rithm Capital has margin exposure on $16.5 billion of secured financing agreements. To the extent that the value of the collateral underlying these secured financing agreements declines below the collateral margin trigger, Rithm Capital may be required to post margin, which could significantly impact its liquidity.
The following table summarizes activities related to the carrying value of secured debt obligations:
| Servicer Advances and Excess MSRs(A) | MSRs | Government and Government-Backed and Other Securities | Residential Mortgage Loans and REO | Consumer Loans | SFR Properties and Commercial | RTLs | Asset Management, CLOs and Consolidated Funds | Total | |
|---|---|---|---|---|---|---|---|---|---|
| Balance at December 31, 2024 | $3,110,437 | $5,838,250 | $10,527,433 | $6,605,267 | $564,791 | $795,601 | $2,606,330 | $1,221,348 | $31,269,457 |
| Secured Financing Agreements: | |||||||||
| Borrowings | — | — | 41,778,417 | 54,963,477 | — | — | 2,878,614 | 88,375 | 99,708,883 |
| Repayments | (6,241) | — | (43,614,956) | (53,656,248) | — | (76,905) | (2,594,159) | (29,512) | (99,978,021) |
| Foreign exchange ("FX") remeasurement | — | — | — | — | — | — | — | 25,335 | 25,335 |
| Capitalized deferred financing costs, net of amortization | 338 | — | — | — | — | — | — | (317) | 21 |
| Secured Notes and Bonds Payable: | |||||||||
| Borrowings | 2,064,447 | 2,000,504 | 30,000 | — | 191,739 | 79,119 | — | 10,988 | 4,376,797 |
| Repayments | (2,506,943) | (2,295,651) | — | — | (255,067) | (1,463) | — | (71,897) | (5,131,021) |
| FX remeasurement | — | — | — | — | — | — | — | 224 | 224 |
| Unrealized loss on notes, fair value | — | — | — | — | 494 | — | — | — | 494 |
| Capitalized deferred financing costs, net of amortization | 442 | (8,299) | — | — | 825 | 6,470 | — | 1,272 | 710 |
| Notes Payable and Secured Financing of Consolidated Entities: | |||||||||
| Borrowings | — | — | — | 447,111 | — | — | — | 255,931 | 703,042 |
| Repayments | — | — | — | (271,654) | — | — | — | — | (271,654) |
| Unrealized (gain) loss on notes, fair value | — | — | — | 62,688 | — | — | 5,805 | (1,668) | 66,825 |
| Capitalized deferred financing costs, net of amortization | — | — | — | — | — | — | 1,698 | — | 1,698 |
| Balance at September 30, 2025 | $2,662,480 | $5,534,804 | $8,720,894 | $8,150,641 | $502,782 | $802,822 | $2,898,288 | $1,500,079 | $30,772,790 |
(A)Rithm Capital net settles daily borrowings and repayments of the secured notes and bonds payable on its servicer advances.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Maturities
Contractual maturities of debt obligations, including the Senior Unsecured Notes (as defined below), as of September 30, 2025 are as follows:
| Year Ending | Nonrecourse(A) | Recourse(B) | Total |
|---|---|---|---|
| October 1 through December 31, 2025 | $25,000 | $6,752,070 | $6,777,070 |
| 2026 | 3,307,354 | 10,662,617 | 13,969,971 |
| 2027 | 648,994 | 386,669 | 1,035,663 |
| 2028 | 744,860 | 431,367 | 1,176,227 |
| 2029 | 70,001 | 2,448,596 | 2,518,597 |
| 2030 and thereafter | 6,200,737 | 530,000 | 6,730,737 |
| $10,996,946 | $21,211,319 | $32,208,265 |
(A)Includes secured financing agreements, secured notes and bonds payable, unsecured notes net of issuance costs and notes payable of consolidated CFEs of $1.7 billion, $5.4 billion, $0.0 billion, and $3.8 billion, respectively.
(B)Includes secured financing agreements, secured notes and bonds payable, unsecured notes net of issuance costs and notes payable of consolidated CFEs of $15.0 billion, $5.1 billion, $1.3 billion, and $0.0 billion, respectively.
Borrowing Capacity
The following table represents borrowing capacity as of September 30, 2025:
| Debt Obligations / Collateral | Borrowing Capacity | Balance Outstanding | Available Financing(A) |
|---|---|---|---|
| Secured Financing Agreements: | |||
| Residential mortgage loans, RTLs and SFR | $6,818,073 | $3,339,393 | $3,478,680 |
| Loan originations | 6,077,000 | 4,036,982 | 2,040,018 |
| CLOs | 479,509 | 256,438 | 223,071 |
| Excess MSRs | 350,000 | 217,000 | 133,000 |
| Secured Notes and Bonds Payable: | |||
| MSRs | 6,915,743 | 5,550,691 | 1,365,052 |
| Servicer advances | 4,140,000 | 2,446,114 | 1,693,886 |
| SFR | 200,000 | 169,279 | 30,721 |
| Liabilities of Consolidated CFEs: | |||
| Consolidated funds | 52,500 | — | 52,500 |
| $25,032,825 | $16,015,897 | $9,016,928 | |
(A)Although available financing is uncommitted, Rithm Capital’s unused borrowing capacity is available if it has additional eligible collateral to pledge and meets other borrowing conditions as set forth in the applicable agreements, including any applicable advance rate.
Certain of the debt obligations are subject to customary loan covenants and event of default provisions, including event of default provisions triggered by certain specified declines in Rithm Capital’s equity or a failure to maintain a specified tangible net worth, liquidity or indebtedness to tangible net worth ratio. Rithm Capital was in compliance with all of its debt covenants as of September 30, 2025.
2030 Senior Unsecured Notes
On June 20, 2025, the Company issued $500.0 million aggregate principal amount of senior unsecured notes due on July 15, 2030 (the “2030 Senior Notes”) in a private offering for proceeds of approximately $495.0 million, net of commissions and estimated offering expenses payable by the Company. Interest on the 2030 Senior Notes accrues at the rate of 8.000% per annum with interest payable semi-annually in arrears on each of January 15th and July 15th, commencing on January 15, 2026.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The 2030 Senior Notes become redeemable in whole or in part at any time and from time to time, on or after July 15, 2027, at a price equal to the following fixed redemption prices (expressed as a percentage of principal amount of the 2030 Senior Notes to be redeemed):
| Year | Price |
|---|---|
| 2027 | 104.000% |
| 2028 | 102.000% |
| 2029 and thereafter | 100.000% |
Prior to July 15, 2027, the Company is entitled at its option, at any time and from time to time, to redeem the 2030 Senior Notes in whole or in part at a price equal to 100% of the principal amount thereof, plus the applicable “make-whole” premium as of the applicable redemption date, and accrued but unpaid interest, if any, to, but excluding the applicable date of redemption. In addition, prior to July 15, 2027, the Company is entitled at its option on one or more occasions to redeem the 2030 Senior Notes in an aggregate principal amount not to exceed 40% of the aggregate principal amount of the 2030 Senior Notes originally issued at a redemption price of 108.000%, plus accrued but unpaid interest, if any, to, but not including, the applicable redemption date with the net cash proceeds from one or more Qualified Equity Offerings (as defined in the Indenture, dated June 20, 2025, by and between the Company and U.S. Bank Trust Company, National Association (the “Trustee”), pursuant to which the 2030 Senior Notes were issued (the “2030 Notes Indenture”)).
The Company incurred fees of approximately $5.4 million in relation to the issuance of the 2030 Senior Notes. These fees were capitalized as debt issuance cost and presented as part of unsecured notes, net of issuance costs on the consolidated balance sheets. In connection with the 2030 Senior Notes, for thethree and nine months ended September 30, 2025, the Company recognized interest expense of$10.1 million and $11.2 million, respectively. As of September 30, 2025, the unamortized debt issuance cost was approximately$5.2 million.
The 2030 Senior Notes are senior unsecured obligations and rank equal in right of payment with all of the Company’s existing and future senior unsecured indebtedness and senior unsecured guarantees. At the time of issuance, the 2030 Senior Notes were not guaranteed by any of the Company’s subsidiaries and none of its subsidiaries are required to guarantee the 2030 Senior Notes in the future, except under limited specified circumstances.
The 2030 Senior Notes contain financial covenants and other non-financial covenants, including, among other things, limits on the ability of the Company and its restricted subsidiaries to incur certain indebtedness (subject to various exceptions), a requirement that the Company maintain Total Unencumbered Assets (as defined in the 2030 Notes Indenture) of not less than 120% of the aggregate principal amount of the outstanding unsecured debt of the Company, and imposes certain requirements in order for the Company to merge or consolidate with or transfer all or substantially all of its properties and assets to another person, in each case subject to certain qualifications set forth in the 2030 Notes Indenture. If the Company were to fail to comply with these covenants, after the expiration of the applicable cure periods, the debt maturity could be accelerated or other remedies could be sought by the lenders. As of September 30, 2025, the Company was in compliance with all covenants.
In the event of a Change of Control or Mortgage Business Triggering Event (each as defined in the 2030 Notes Indenture), each holder of the 2030 Senior Notes will have the right to require the Company to repurchase all or any part of such holder’s outstanding balance at a purchase price of 101% of the principal amount of the 2030 Senior Notes, plus accrued and unpaid interest, if any, to, but not including, the date of such repurchase.
2029 Senior Unsecured Notes
On March 19, 2024, the Company issued $775.0 million aggregate principal amount of senior unsecured notes due on April 1, 2029 (the “2029 Senior Notes”) in a private offering at an issue price of 98.981% for net proceeds of approximately $759.0 million, net of commissions and initial offering expenses. Interest on the 2029 Senior Notes accrues at the rate of 8.000% per annum with interest payable semi-annually in arrears on each of April 1st and October 1st, commencing on October 1, 2024.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The 2029 Senior Notes become redeemable in whole or in part at any time and from time to time, on or after April 1, 2026, at a price equal to the following fixed redemption prices (expressed as a percentage of principal amount of the 2029 Senior Notes to be redeemed):
| Year | Price |
|---|---|
| 2026 | 104.000% |
| 2027 | 102.000% |
| 2028 and thereafter | 100.000% |
Prior to April 1, 2026, the Company is entitled at its option, at any time and from time to time, to redeem the 2029 Senior Notes in whole or in part at a price equal to 100% of the principal amount thereof, plus the applicable “make-whole” premium as of the applicable redemption date, and accrued but unpaid interest, if any, to, but excluding the applicable date of redemption. In addition, prior to April 1, 2026, the Company is entitled at its option on one or more occasions to redeem the 2029 Senior Notes in an aggregate principal amount not to exceed 40% of the aggregate principal amount of the 2029 Senior Notes originally issued at a redemption price of 108.000%, plus accrued but unpaid interest, if any, to, but not including, the applicable redemption date with the net cash proceeds from one or more Qualified Equity Offerings (as defined in the Indenture, dated March 19, 2024, pursuant to which the 2029 Senior Notes were issued (the “2029 Notes Indenture”)).
The Company incurred fees of approximately $9.1 million in relation to the issuance of the 2029 Senior Notes. These fees were capitalized as debt issuance cost and presented as part of unsecured notes, net of issuance costs on the consolidated balance sheets. In connection with the 2029 Senior Notes, for thethree months ended September 30, 2025 and 2024, the Company recognized interest expense of$15.6 million and $16.3 million, and $46.4 million and $34.6 million for the nine months ended September 30, 2025 and 2024, respectively. As of September 30, 2025 and December 31, 2024, the unamortized discount and debt issuance cost was approximately$12.6 million and$14.8 million, respectively.
The 2029 Senior Notes are senior unsecured obligations and rank equal in right of payment with all of the Company’s existing and future senior unsecured indebtedness and senior unsecured guarantees. At the time of issuance, the 2029 Senior Notes were not guaranteed by any of the Company’s subsidiaries and none of its subsidiaries are required to guarantee the 2029 Senior Notes in the future, except under limited specified circumstances.
The 2029 Senior Notes contain financial covenants and other non-financial covenants, including, among other things, limits on the ability of the Company and its restricted subsidiaries to incur certain indebtedness (subject to various exceptions), a requirement that the Company maintain Total Unencumbered Assets (as defined in the 2029 Notes Indenture) of not less than 120% of the aggregate principal amount of the outstanding unsecured debt of the Company and imposes certain requirements in order for the Company to merge or consolidate with or transfer all or substantially all of its properties and assets to another person, in each case subject to certain qualifications set forth in the 2029 Notes Indenture. If the Company were to fail to comply with these covenants, after the expiration of the applicable cure periods, the debt maturity could be accelerated or other remedies could be sought by the lenders. As of September 30, 2025, the Company was in compliance with all covenants.
In the event of a Change of Control or Mortgage Business Triggering Event (each as defined in the 2029 Notes Indenture), each holder of the 2029 Senior Notes will have the right to require the Company to repurchase all or any part of such holder’s outstanding balance at a purchase price of 101% of the principal amount of the 2029 Senior Notes, plus accrued and unpaid interest, if any, to, but not including, the date of such repurchase.
2025 Senior Unsecured Notes
On September 16, 2020, the Company issued $550.0 million aggregate principal amount of senior unsecured notes due on October 15, 2025 (the “2025 Senior Notes” and, together with the 2030 Senior Notes and the 2029 Senior Notes, the “Senior Unsecured Notes”) in a private offering for net proceeds of $544.5 million. Interest on the 2025 Senior Notes accrued at the rate of 6.250% per annum with interest payable semi-annually in arrears on each April 15th and October 15th, commencing on April 15, 2021.
The notes became redeemable at any time and from time to time, on or after October 15, 2022 at certain fixed redemption prices. The Company was able to redeem the notes at a fixed redemption price of 100.000% after October 14, 2024 plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The Company incurred fees of approximately $8.3 million in relation to the issuance of the 2025 Senior Notes which were capitalized as debt issuance cost and are presented as part of unsecured notes, net of issuance costs on the consolidated balance sheets. In connection with the 2025 Senior Notes, for thethree months ended September 30, 2024, the Company recog nized interest expense of $4.3 million, and for the nine months ended September 30, 2025 and 2024, $8.6 million and $16.6 million, respectively. As of December 31, 2024, unamortized debt issuance costs were approximately $1.4 million. There wereno unamortized debt issuance costs related to the 2025 Senior Notes as of September 30, 2025.
The 2025 Senior Notes were senior unsecured obligations and ranked equal in right of payment with all of the Company’s existing and future senior unsecured indebtedness and senior unsecured guarantees. At the time of issuance, the 2025 Senior Notes were not guaranteed by any of the Company’s subsidiaries and none of its subsidiaries were required to guarantee the 2025 Senior Notes at a later date, except under limited specified circumstances.
During the first quarter of 2024 and in connection with the issuance of the 2029 Senior Notes, the Company tendered for and repurchased $275.0 million aggregate principal amount of its 2025 Senior Notes for cash in a total amount of $282.4 million, inclusive of an early tender premium of $30 per $1,000 principal amount of 2025 Senior Notes and accrued and unpaid interest. Following such tender offer, $275.0 million aggregate principal amount of 2025 Senior Notes remained outstanding.
During the second quarter of 2025 and following the issuance of the 2030 Senior Notes, the Company redeemed the remaining $275.0 million aggregate principal amount of its 2025 Senior Notes for cash in a total amount of $278.7 million, inclusive of accrued and unpaid interest. On June 30, 2025, the 2025 Senior Notes Indenture and the Company’s obligations under the 2025 Senior Notes were satisfied and discharged. As a result of the redemption, the Company recognized a loss on extinguishment of debt of $0.7 million which is included in realized and unrealized gains (losses), net in the consolidated statement of operations.
Tax Receivable Agreement
At the time of its IPO in 2007, Sculptor entered into a tax receivable agreement (“TRA”) with the former holders of units in Sculptor’s operating partnerships (the “TRA Holders”). The TRA provides for the payment by Sculptor to the TRA Holders of a portion of the cash savings in U.S. federal, state and local income tax that Sculptor realizes as a result of certain tax benefits attributable to taxable acquisitions by Sculptor (and certain affiliates and successors) of Sculptor operating partnership units.
The TRA includes certain “change of control” assumptions that became applicable as a result of the Sculptor Acquisition, including the assumption that Sculptor (or its successor) has sufficient taxable income to use the relevant tax benefits. As a result, payments under the TRA will be calculated without regard to Sculptor’s ability to actually use tax assets (including net operating losses), the use of which may be significantly limited and may therefore exceed the actual tax savings to Sculptor of the associated tax assets.
The estimated undiscounted future payment under the TRA was $237.9 million as of September 30, 2025. The carrying value of the TRA liability measured at amortized cost was $160.4 million and $170.4 million as of September 30, 2025 and December 31, 2024, respectively, with interest expense recognized under the effective interest method. The TRA liability is presented within unsecured notes, net of issuance costs on the consolidated balance sheets.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The table below presents the Company’s estimate as of September 30, 2025, of the maximum undiscounted amounts that would be payable under the TRA using the assumptions described above. In light of the numerous factors affecting Sculptor’s obligation to make such payments, the timing and amounts of any such actual payments may differ materially from those presented in the table.
| Year Ending | Potential Payments Under TRA |
|---|---|
| October 1 through December 31, 2025 | $— |
| 2026 | 17,513 |
| 2027 | 18,063 |
| 2028 | 16,697 |
| 2029 | 16,739 |
| 2030 and thereafter | 168,928 |
| $237,940 |
- FAIR VALUE MEASUREMENTS
Fair value represents the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date (i.e., an exit price). The Company holds a variety of assets and liabilities, certain of which are not publicly traded or that are otherwise illiquid. Significant judgment and estimation go into the assumptions that drive the fair value of these assets and liabilities. Due to the inherent uncertainty of valuations of investments that are determined to be illiquid or do not have readily ascertainable fair values, the estimates of fair value may differ from the values ultimately realized, and those differences can be material.
U.S. GAAP establishes a hierarchical disclosure framework that prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is impacted by a number of factors, including the type and the specific characteristics of the assets and liabilities, including existence and transparency of transactions between market participants. Assets and liabilities with readily available actively quoted prices or for which fair value can be measured from actively-quoted prices generally will have a higher degree of market price observability and lesser degree of judgment used in measuring fair value.
Assets and liabilities measured at fair value are classified and disclosed into one of the following categories based on the observability of inputs used in the determination of fair values:
Level 1 – Quoted prices in active markets for identical instruments.
Level 2 – Valuations based principally on other observable market parameters, including:
Quoted prices in active markets for similar instruments,
Quoted prices in less active or inactive markets for identical or similar instruments,
Other observable inputs, such as interest rates, yield curves, volatilities, prepayment rates, loss severities, credit risks and default rates (“CDR”) and
Market corroborated inputs (derived principally from or corroborated by observable market data).
Level 3 – Valuations based significantly on unobservable inputs.
Investments in funds that are measured at fair value using net asset value (“NAV”) per share as a practical expedient are not categorized within the fair value hierarchy.
Rithm Capital follows this hierarchy for its fair value measurements. The classifications are based on the lowest level of input that is significant to the fair value measurement.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The carrying values and fair values of assets and liabilities recorded at fair value on a recurring basis, as well as other financial instruments measured at amortized cost for which fair value is disclosed, as of September 30, 2025 were as follows:
| Principal Balance or Notional Amount · Carrying Value · Fair Value(E) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Level 1 · Level 2 · Level 3 · NAV · Total | |||||||||||||
| Assets: | |||||||||||||
| Excess MSRs(A) | $49,260,027 | $334,668 | $— | $— | $334,668 | $— | $334,668 | ||||||
| MSRs and MSR financing receivables(A) | 596,093,013 | 10,389,766 | — | — | 10,389,766 | — | 10,389,766 | ||||||
| Servicer advance investments | 264,921 | 302,278 | — | — | 302,278 | — | 302,278 | ||||||
| Government and government-backed securities(B) | 8,585,928 | 8,562,825 | 24,788 | 8,538,035 | — | — | 8,562,823 | ||||||
| Non-Agency securities | 8,618,043 | 721,445 | — | — | 721,445 | — | 721,445 | ||||||
| Residential mortgage loans, HFS | 65,743 | 58,791 | — | — | 58,791 | — | 58,791 | ||||||
| Residential mortgage loans, HFS, at fair value | 5,763,203 | 5,888,611 | — | 5,863,074 | 25,537 | — | 5,888,611 | ||||||
| Residential mortgage loans, HFI, at fair value | 360,448 | 334,589 | — | — | 334,589 | — | 334,589 | ||||||
| Residential mortgage loans subject to repurchase | 2,700,353 | 2,700,353 | — | 2,700,353 | — | — | 2,700,353 | ||||||
| Consumer loans | 730,184 | 598,147 | — | — | 598,147 | — | 598,147 | ||||||
| Derivative and hedging assets | 22,646,931 | 53,684 | — | 17,111 | 36,573 | — | 53,684 | ||||||
| Residential transition loans | 2,572,891 | 2,575,354 | — | — | 2,575,354 | — | 2,575,354 | ||||||
| Notes receivable | 539,910 | 449,507 | — | — | 449,507 | — | 449,507 | ||||||
| Loans receivable | 8,038 | 8,038 | — | — | 8,038 | — | 8,038 | ||||||
| Equity investment, at fair value | 192,500 | 194,313 | — | — | 194,313 | — | 194,313 | ||||||
| CLOs | 365,153 | 363,274 | — | 351,838 | 11,436 | — | 363,274 | ||||||
| Investments of consolidated entities - funds(C) | 1,412,589 | 1,427,623 | — | 782,310 | 297,163 | 348,150 | 1,427,623 | ||||||
| Investments of consolidated entities - loan securitizations(C) | 4,090,592 | 4,010,477 | — | 3,051,688 | 958,789 | — | 4,010,477 | ||||||
| Other assets | N/A | 212,731 | 123,218 | — | 89,513 | — | 212,731 | ||||||
| $39,186,474 | $148,006 | $21,304,409 | $17,385,907 | $348,150 | $39,186,472 | ||||||||
| Liabilities: | |||||||||||||
| Secured financing agreements | $16,540,707 | $16,538,685 | $— | $16,283,814 | $258,570 | $— | $16,542,384 | ||||||
| Secured notes and bonds payable(D) | 9,597,963 | 9,545,280 | — | — | 9,560,799 | — | 9,560,799 | ||||||
| Unsecured notes, net of issuance costs | 1,512,940 | 1,417,676 | — | — | 1,449,399 | — | 1,449,399 | ||||||
| Residential mortgage loan repurchase liability | 2,700,353 | 2,700,353 | — | 2,700,353 | — | — | 2,700,353 | ||||||
| Derivative liabilities | 16,202,262 | 101,789 | 14 | 54,254 | 47,521 | — | 101,789 | ||||||
| MSR financing liability(A) | 8,361,854 | 69,034 | — | — | 69,034 | — | 69,034 | ||||||
| Notes receivable financing liability | 371,446 | 375,685 | — | — | 380,439 | — | 380,439 | ||||||
| RTL financing liability | 87,717 | 87,717 | — | — | 87,717 | — | 87,717 | ||||||
| Notes payable and secured financing of consolidated entities - funds(C) | 1,216,181 | 1,214,220 | — | 987,573 | 226,647 | — | 1,214,220 | ||||||
| Notes payable of consolidated entities - loan securitizations(C) | 3,578,414 | 3,474,605 | — | 2,608,079 | 866,526 | — | 3,474,605 | ||||||
| $35,525,044 | $14 | $22,634,073 | $12,946,652 | $— | $35,580,739 | ||||||||
(A)The notional amount represents the total UPB of the residential mortgage loans underlying the MSRs, MSR financing receivables, Excess MSRs and MSR financing liability. Rithm Capital does not receive an excess mortgage servicing amount on non-performing loans in Agency portfolios.
(B)Includes Treasury securities classified as Level 1 and held at amortized cost basis of $24.8 million (see Note 6).
(C)Includes assets and notes issued by consolidated VIEs accounted for under the CFE election.
(D)Includes $153.0 million of SCFT 2020-A (as defined in Note 20) MBS as of September 30, 2025, for which the FVO for financial instruments was elected.
(E)The table excludes cash and cash equivalents and other short-term receivables and payables for which the carrying value approximates fair value due to their short term nature and are classified within Level 1.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The carrying values and fair values of assets and liabilities recorded at fair value on a recurring basis, as well as other financial instruments for which fair value is disclosed, as of December 31, 2024 were as follows:
| Principal Balance or Notional Amount · Carrying Value · Fair Value(E) | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Level 1 · Level 2 · Level 3 · NAV · Total | ||||||||||||||||||
| Assets: | ||||||||||||||||||
| Excess MSRs(A) | $53,494,378 | $369,162 | $— | $— | $369,162 | $— | $369,162 | |||||||||||
| MSRs and MSR financing receivables(A) | 590,214,351 | 10,321,671 | — | — | 10,321,671 | — | 10,321,671 | |||||||||||
| Servicer advance investments | 298,945 | 339,646 | — | — | 339,646 | — | 339,646 | |||||||||||
| Government and government-backed securities(B) | 9,947,189 | 9,736,116 | 3,285,478 | 6,450,643 | — | — | 9,736,121 | |||||||||||
| Non-agency securities | 8,962,730 | 552,797 | — | — | 552,797 | — | 552,797 | |||||||||||
| Residential mortgage loans, HFS | 75,872 | 66,670 | — | — | 66,670 | — | 66,670 | |||||||||||
| Residential mortgage loans, HFS, at fair value | 4,274,620 | 4,307,571 | — | 4,280,405 | 27,166 | — | 4,307,571 | |||||||||||
| Residential mortgage loans, HFI, at fair value | 396,061 | 361,890 | — | — | 361,890 | — | 361,890 | |||||||||||
| Residential mortgage loans subject to repurchase | 2,745,756 | 2,745,756 | — | 2,745,756 | — | — | 2,745,756 | |||||||||||
| Consumer loans | 767,623 | 665,565 | — | — | 665,565 | — | 665,565 | |||||||||||
| Derivative and hedging assets | 18,597,732 | 75,147 | — | 53,651 | 21,496 | — | 75,147 | |||||||||||
| Residential transition loans | 2,172,713 | 2,178,075 | — | — | 2,178,075 | — | 2,178,075 | |||||||||||
| Notes receivable | 487,276 | 393,786 | — | — | 393,786 | — | 393,786 | |||||||||||
| Loans receivable | 31,580 | 31,580 | — | — | 31,580 | — | 31,580 | |||||||||||
| Equity investment, at fair value | 192,500 | 194,410 | — | — | 194,410 | — | 194,410 | |||||||||||
| CLOs | 243,355 | 242,227 | — | 217,049 | 25,178 | — | 242,227 | |||||||||||
| Investments of consolidated entities - funds(C) | 1,108,903 | 1,118,359 | — | — | 785,253 | 333,106 | 1,118,359 | |||||||||||
| Investments of consolidated entities - loan securitizations(C) | 3,900,428 | 3,753,219 | — | 2,791,027 | 962,192 | — | 3,753,219 | |||||||||||
| Other assets | N/A | 113,224 | 17,831 | — | 95,393 | — | 113,224 | |||||||||||
| $37,566,871 | $3,303,309 | $16,538,531 | $17,391,930 | $333,106 | $37,566,876 | |||||||||||||
| Liabilities: | ||||||||||||||||||
| Secured financing agreements | $16,784,505 | $16,782,467 | $— | $16,611,477 | $175,559 | $— | $16,787,036 | |||||||||||
| Secured notes and bonds payable(D) | 10,353,561 | 10,298,075 | — | — | 10,318,385 | — | 10,318,385 | |||||||||||
| Unsecured notes, net of issuance costs | 1,302,492 | 1,204,220 | — | — | 1,229,408 | — | 1,229,408 | |||||||||||
| Residential mortgage loan repurchase liability | 2,745,756 | 2,745,756 | — | 2,745,756 | — | — | 2,745,756 | |||||||||||
| Derivative liabilities | 11,255,492 | 52,610 | 1,259 | 15,628 | 35,723 | — | 52,610 | |||||||||||
| MSR financing liability(A) | 15,271,757 | 101,088 | — | — | 101,088 | — | 101,088 | |||||||||||
| Notes receivable financing liability | 371,446 | 371,788 | — | — | 377,227 | — | 377,227 | |||||||||||
| Notes payable of consolidated entities - funds(C) | 1,182,640 | 959,958 | — | — | 959,958 | — | 959,958 | |||||||||||
| Notes payable of consolidated entities - loan securitizations(C) | 3,402,823 | 3,228,957 | — | 2,369,934 | 859,023 | — | 3,228,957 | |||||||||||
| $35,744,919 | $1,259 | $21,742,795 | $14,056,371 | $— | $35,800,425 | |||||||||||||
(A)The notional amount represents the total UPB of the residential mortgage loans underlying the MSRs, MSR financing receivables, Excess MSRs and MSR financing liability. Rithm Capital does not receive an excess mortgage servicing amount on non-performing loans in Agency portfolios.
(B)Includes Treasury Bills classified as Level 1 and held at amortized cost basis of $24.8 million (see Note 6).
(C)Includes assets and notes issued by consolidated VIEs accounted for under the CFE election.
(D)Includes $185.5 million of SCFT 2020-A (as defined in Note 20) MBS as of December 31, 2024, for which the FVO for financial instruments was elected.
(E)The table excludes cash and cash equivalents and other short-term receivables and payables for which the carrying value approximates fair value due to their short term nature and are classified within Level 1.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following tables summarize the changes in the Company’s Level 3 financial assets measured at fair value on a recurring basis for the periods presented:
| Excess MSRs(A) | MSRs and MSR Financing Receivables(A) | Servicer Advance Investments | Non-Agency Securities | CLOs(B) | Residential Mortgage Loans | Consumer Loans | Other Assets(C) | Residential Transition Loans(D) | Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance at June 30, 2025 | $345,677 | $10,360,063 | $312,986 | $739,143 | $87,853 | $430,194 | $465,231 | $760,591 | $3,465,225 | $16,966,963 |
| Transfers: | ||||||||||
| Transfers out of Level 3(E) | — | — | — | — | (59,136) | — | — | — | — | (59,136) |
| Transfers to Level 3(J) | — | — | — | — | 83 | — | — | — | — | 83 |
| Gain (Loss) Included in Net Income: | ||||||||||
| Credit losses on securities(F) | — | — | — | 707 | — | — | — | — | — | 707 |
| Servicing Revenue, Net(G): | ||||||||||
| Included in servicing revenue | — | (401,342) | — | — | — | — | — | — | — | (401,342) |
| Fair Value Adjustments due to: | ||||||||||
| Other factors(F) | (1,637) | — | 873 | (2,852) | — | 1,642 | 32,479 | (33,152) | 9,511 | 6,864 |
| Instrument-specific credit risk(F) | — | — | — | — | — | 222 | (5,875) | — | (11,720) | (17,373) |
| Other income, net(F) | 598 | — | — | — | 152 | 274 | — | 8,612 | — | 9,636 |
| Gains included in OCI(H) | — | — | — | 5,716 | — | — | — | — | — | 5,716 |
| Interest income (expense) | 7,851 | — | 5,001 | 9,855 | — | — | (3,543) | 49 | — | 19,213 |
| Purchases, Sales and Repayments: | ||||||||||
| Purchases, net(I) | — | — | 169,957 | — | 10,897 | 292 | 220,962 | 4,361 | 3,434 | 409,903 |
| Sales and settlement fundings | (1,060) | 81 | — | — | (28,324) | — | 5,151 | — | — | (24,152) |
| Proceeds from repayments | (16,761) | — | (186,539) | (31,124) | — | (12,555) | (116,258) | (10,037) | (915,406) | (1,288,680) |
| Originations and other | — | 430,964 | — | — | — | (1,152) | — | — | 1,280,173 | 1,709,985 |
| Balance at September 30, 2025 | $334,668 | $10,389,766 | $302,278 | $721,445 | $11,525 | $418,917 | $598,147 | $730,424 | $3,831,217 | $17,338,387 |
(C)For the purpose of this table, the IRLC asset and liability positions and other commitment derivatives are shown net.
(D)Includes residential transition loans of consolidated entities classified as Level 3 in the fair value hierarchy.
(E)For the three months ended September 30, 2025, transfers out of Level 3 to Level 2 were primarily due to increased price transparency.
(F)Gain (loss) recorded in earnings during the period is attributable to the change in unrealized gain (loss) relating to Level 3 assets still held at the reporting dates and realized gain (loss) recorded during the period.
(J)For the three months ended September 30, 2025, transfers to Level 3 financial assets were due to changes in the observability of inputs used in the valuation of such assets.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Excess MSRs(A) | MSRs and MSR Financing Receivables(A) | Servicer Advance Investments | Non-Agency Securities | CLOs(B) | Residential Mortgage Loans | Consumer Loans | Other Assets(C) | Residential Transition Loans(D) | Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance at December 31, 2024 | $369,162 | $10,321,671 | $339,646 | $552,797 | $810,431 | $455,726 | $665,565 | $700,942 | $3,140,267 | $17,356,207 |
| Transfers: | ||||||||||
| Transfers out of Level 3(E) | — | — | — | — | (844,389) | (858) | — | — | — | (845,247) |
| Transfers to Level 3(J) | — | — | — | — | 39,751 | 2,081 | — | — | — | 41,832 |
| Gain (Loss) Included in Net Income: | ||||||||||
| Credit losses on securities(F) | — | — | — | 104 | — | — | — | — | — | 104 |
| Servicing Revenue, Net(G): | ||||||||||
| Included in servicing revenue | — | (1,134,443) | — | — | — | — | — | — | — | (1,134,443) |
| Fair Value Adjustments due to: | ||||||||||
| Other factors(F) | (3,242) | — | (654) | 1,124 | — | 14,482 | 19,156 | 9,584 | 20,577 | 61,027 |
| Instrument-specific credit risk(F) | — | — | — | — | — | (6,228) | (12,263) | — | (27,538) | (46,029) |
| Other income, net(F) | 598 | — | — | — | 605 | 2,034 | — | 26,428 | — | 29,665 |
| Gains included in OCI(H) | — | — | — | 13,667 | — | — | — | — | — | 13,667 |
| Interest income | 21,150 | — | 15,601 | 26,427 | — | — | 3,157 | 168 | — | 66,503 |
| Purchases, Sales and Repayments: | ||||||||||
| Purchases, net(I) | — | — | 520,334 | 210,826 | 69,199 | 830 | 220,962 | 48,101 | 3,434 | 1,073,686 |
| Sales and settlement fundings | (1,105) | 2,605 | — | — | (64,072) | (7,216) | 16,820 | — | — | (52,968) |
| Proceeds from repayments | (51,895) | — | (572,649) | (83,500) | — | (45,028) | (315,250) | (54,799) | (2,289,290) | (3,412,411) |
| Originations and other | — | 1,199,933 | — | — | — | 3,094 | — | — | 2,983,767 | 4,186,794 |
| Balance at September 30, 2025 | $334,668 | $10,389,766 | $302,278 | $721,445 | $11,525 | $418,917 | $598,147 | $730,424 | $3,831,217 | $17,338,387 |
(C)For the purpose of this table, the IRLC asset and liability positions and other commitment derivatives are shown net.
(D)Includes residential transition loans of consolidated entities classified as Level 3 in the fair value hierarchy.
(E)For the nine months ended September 30, 2025, transfers out of Level 3 to Level 2 were primarily due to increased price transparency.
(F)Gain (loss) recorded in earnings during the period is attributable to the change in unrealized gain (loss) relating to Level 3 assets still held at the reporting dates and realized gain (loss) recorded during the period.
(J)For the nine months ended September 30, 2025, transfers to Level 3 financial assets were due to changes in the observability of inputs used in the valuation of such assets.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Excess MSRs(A) | MSRs and MSR Financing Receivables(A) | Servicer Advance Investments | Non-Agency Securities | CLOs(B) | Residential Mortgage Loans | Consumer Loans | Other Assets(D) | Residential Transition Loans(E) | Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance at June 30, 2024 | $395,606 | $9,693,331 | $357,220 | $548,046 | $261,492 | $384,587 | $946,367 | $491,712 | $2,541,369 | $15,619,730 |
| Transfers: | ||||||||||
| Transfers out of Level 3(C) | — | — | — | (7,384) | (219,832) | — | — | — | — | (227,216) |
| Transfers to Level 3(J) | — | — | — | — | — | 193,997 | — | — | — | 193,997 |
| Gain (Loss) Included in Net Income: | ||||||||||
| Credit losses on securities(F) | — | — | — | (273) | — | — | — | — | — | (273) |
| Servicing Revenue, Net(G): | ||||||||||
| Included in servicing revenue | — | (755,953) | — | — | — | — | — | — | — | (755,953) |
| Fair Value Adjustments due to: | ||||||||||
| Other factors(F) | (9,448) | — | (9,923) | 7,631 | 3,342 | 7,788 | (29,248) | (351) | 21,925 | (8,284) |
| Instrument-specific credit risk(F) | — | — | — | — | — | 12,234 | 10,896 | — | 7,438 | 30,568 |
| Loss on settlement of investments, net(F) | — | — | — | (137) | — | — | — | — | — | (137) |
| Other income (loss), net(F) | — | — | — | (939) | (4,646) | 6,285 | — | 25,057 | — | 25,757 |
| Gains included in OCI(H) | — | — | — | 10,761 | — | — | — | — | — | 10,761 |
| Interest income | 8,371 | — | 5,395 | 6,960 | — | — | 5,353 | 176 | — | 26,255 |
| Purchases, Sales and Repayments: | ||||||||||
| Purchases, net(I) | — | — | 189,609 | 37,430 | 25,032 | 1,714 | — | 209,932 | — | 463,717 |
| Sales and settlement fundings | — | 344 | — | — | — | (111,718) | 5,898 | — | — | (105,476) |
| Proceeds from repayments | (18,606) | — | (200,998) | (22,378) | — | (21,687) | (133,689) | (7,197) | (443,974) | (848,529) |
| Originations and other | — | 363,267 | — | — | — | 3,102 | — | — | 660,000 | 1,026,369 |
| Balance at September 30, 2024 | $375,923 | $9,300,989 | $341,303 | $579,717 | $65,388 | $476,302 | $805,577 | $719,329 | $2,786,758 | $15,451,286 |
(C)For the three months ended September 30, 2024, transfers out of Level 3 to Level 2 were primarily due to increased price transparency.
(D)For the purpose of this table, the IRLC asset and liability positions and other commitment derivatives are shown net.
(E)Includes residential transition loans of consolidated entities classified as Level 3 in the fair hierarchy.
(F)Gain (loss) recorded in earnings during the period is attributable to the change in unrealized gain (loss) relating to Level 3 assets still held at the reporting dates and realized gain (loss) recorded during the period.
(J)For the three months ended September 30, 2024, transfers to Level 3 financial assets were due to changes in the observability of inputs used in the valuation of such assets.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Excess MSRs(A) | MSRs and MSR Financing Receivables(A) | Servicer Advance Investments | Non-Agency Securities | CLOs(B) | Residential Mortgage Loans | Consumer Loans | Other Assets(D) | Residential Transition Loans(E) | Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance at December 31, 2023 | $271,150 | $8,405,938 | $376,881 | $577,543 | $226,486 | $513,381 | $1,274,005 | $549,446 | $2,232,913 | $14,427,743 |
| Transfers: | ||||||||||
| Transfers out of Level 3(C) | — | — | (7,873) | (7,384) | (219,832) | (28,985) | — | (68) | — | (264,142) |
| Transfers to Level 3(J) | — | — | — | — | — | 82,325 | — | — | — | 82,325 |
| Computershare Acquisition (Note 3) | (1,032) | 697,494 | — | — | — | — | — | — | — | 696,462 |
| Gain (Loss) Included in Net Income: | ||||||||||
| Credit losses on securities(F) | — | — | — | (1,187) | — | — | — | — | — | (1,187) |
| Servicing Revenue, Net(G): | ||||||||||
| Included in servicing revenue | — | (748,702) | — | — | — | — | — | — | — | (748,702) |
| Fair Value Adjustments due to: | ||||||||||
| Other factors(F) | 11,599 | — | (3,535) | 7,631 | 3,342 | 16,536 | (49,003) | (418) | 36,920 | 23,072 |
| Instrument-specific credit risk(F) | — | — | — | — | — | 28,127 | (20,738) | — | 17,995 | 25,384 |
| Gain (loss) on settlement of investments, net(F) | (656) | — | — | (137) | 36 | — | — | — | — | (757) |
| Other income, net(F) | — | — | — | — | — | 10,633 | — | 10,734 | — | 21,367 |
| Gains (losses) included in OCI(H) | — | — | — | 12,641 | (5,354) | — | — | — | — | 7,287 |
| Interest income | 18,893 | — | 18,649 | 21,828 | — | — | 21,331 | 114 | — | 80,815 |
| Purchases, Sales and Repayments: | ||||||||||
| Purchases, net(I) | 122,887 | — | 590,261 | 51,330 | 91,649 | 248,606 | — | 214,417 | — | 1,319,150 |
| Sales and settlement fundings | — | 2,748 | — | — | — | (173,250) | 15,996 | — | — | (154,506) |
| Proceeds from repayments | (46,918) | — | (633,080) | (82,548) | (30,939) | (53,773) | (436,014) | (54,835) | (1,479,447) | (2,817,554) |
| Originations and other | — | 943,511 | — | — | — | (167,298) | — | (61) | 1,978,377 | 2,754,529 |
| Balance at September 30, 2024 | $375,923 | $9,300,989 | $341,303 | $579,717 | $65,388 | $476,302 | $805,577 | $719,329 | $2,786,758 | $15,451,286 |
(C)For the nine months ended September 30, 2024, transfers out of Level 3 to Level 2 were primarily due to increased price transparency.
(D)For the purpose of this table, the IRLC asset and liability positions and other commitment derivatives are shown net.
(E)Includes residential transition loans of consolidated entities classified as Level 3 in the fair hierarchy.
(F)Gain (loss) recorded in earnings during the period is attributable to the change in unrealized gain (loss) relating to Level 3 assets still held at the reporting dates and realized gain (loss) recorded during the period.
(J)For the nine months ended September 30, 2024, transfers to Level 3 financial assets were due to changes in the observability of inputs used in the valuation of such assets.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following tables summarize the changes in the Company’s Level 3 financial liabilities measured at fair value on a recurring basis for the periods presented:
| Asset-Backed Securities Issued | Notes Payable of CFEs - Consolidated Funds | Notes Payable of CFEs - Residential Transition Loans | MSR Financing Liability | Notes Receivable Financing Liability | RTL Financing Liability | Total | |
|---|---|---|---|---|---|---|---|
| Balance at June 30, 2025 | $160,433 | $224,666 | $863,038 | $60,940 | $381,128 | $— | $1,690,205 |
| Gains (Losses) Included in Net Income: | |||||||
| Servicing revenue, net(A) | — | — | — | 8,094 | — | — | 8,094 |
| Other income (loss)(B) | 2,486 | 1,981 | 2,922 | — | (689) | — | 6,700 |
| Purchases, Issuance and Repayments: | |||||||
| Issuance | — | — | — | — | — | 88,422 | 88,422 |
| Repayments | (9,900) | — | — | — | — | (705) | (10,605) |
| Other | — | — | 566 | — | — | — | 566 |
| Balance at September 30, 2025 | $153,019 | $226,647 | $866,526 | $69,034 | $380,439 | $87,717 | $1,783,382 |
(B)Gain (loss) recorded in earnings during the period is attributable to the change in unrealized gain (loss) relating to Level 3 financial liabilities still held at the reporting dates and realized gain (loss) recorded during the period. The full fair value change during the period was due to factors other than instrument-specific credit risk.
| Asset-Backed Securities Issued | Notes Payable of CFEs - Consolidated Funds | Notes Payable of CFEs - Residential Transition Loans | MSR Financing Liability | Notes Receivable Financing Liability | RTL Financing Liability | Total | |
|---|---|---|---|---|---|---|---|
| Balance at December 31, 2024 | $185,460 | $959,958 | $859,023 | $101,088 | $377,227 | $— | $2,482,756 |
| Transfers: | |||||||
| Transfers out of Level 3(A) | — | (735,874) | — | — | — | — | (735,874) |
| Gains (Losses) Included in Net Income: | |||||||
| Servicing revenue, net(B) | — | — | — | 2,396 | — | — | 2,396 |
| Other income(C) | 494 | 2,563 | 5,805 | — | 3,212 | — | 12,074 |
| Purchases, Issuance and Repayments: | |||||||
| Issuance | — | — | — | — | — | 88,422 | 88,422 |
| Repayments | (32,935) | — | — | (34,450) | — | (705) | (68,090) |
| Other | — | — | 1,698 | — | — | — | 1,698 |
| Balance at September 30, 2025 | $153,019 | $226,647 | $866,526 | $69,034 | $380,439 | $87,717 | $1,783,382 |
(A)For the nine months ended September 30, 2025, transfers out of Level 3 to Level 2 were primarily due to increased price transparency.
(B)See Note 5 for further details on the components of servicing revenue, net.
(C)Gain (loss) recorded in earnings during the period is attributable to the change in unrealized gain (loss) relating to Level 3 financial liabilities still held at the reporting dates and realized gain (loss) recorded during the period. The full fair value change during the period was due to factors other than instrument-specific credit risk.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Asset-Backed Securities Issued | Notes Payable of CFEs - Consolidated Funds | Notes Payable of CFEs - Residential Transition Loans | MSR Financing Liability | Notes Receivable Financing Liability | Total | |
|---|---|---|---|---|---|---|
| Balance at June 30, 2024 | $205,286 | $221,801 | $451,682 | $116,142 | $352,683 | $1,347,594 |
| Transfers: | ||||||
| Transfers to Level 3 | — | — | — | — | 20,359 | 20,359 |
| Gains (Losses) Included in Net Income: | ||||||
| Servicing revenue, net(A) | — | — | — | (8,618) | — | (8,618) |
| Other income (loss)(B) | 4,263 | (4,542) | 4,660 | — | — | 4,381 |
| Purchases, Issuance and Repayments: | ||||||
| Issuance | — | — | 407,700 | — | — | 407,700 |
| Repayments | (12,315) | — | — | — | — | (12,315) |
| Other | — | — | (1,662) | — | — | (1,662) |
| Balance at September 30, 2024 | $197,234 | $217,259 | $862,380 | $107,524 | $373,042 | $1,757,439 |
(B)Gain (loss) recorded in earnings during the period is attributable to the change in unrealized gain (loss) relating to Level 3 financial liabilities still held at the reporting dates and realized gain (loss) recorded during the period. The full fair value change during the period was due to factors other than instrument-specific credit risk.
| Asset-Backed Securities Issued | Notes Payable of CFEs - Consolidated Funds | Notes Payable of CFEs - Residential Transition Loans | MSR Financing Liability | Notes Receivable Financing Liability | Total | |
|---|---|---|---|---|---|---|
| Balance at December 31, 2023 | $235,770 | $218,157 | $318,998 | $— | $— | $772,925 |
| Transfers: | ||||||
| Transfers to Level 3 | — | — | — | — | 373,042 | 373,042 |
| Computershare Acquisition (Note 3) | — | — | — | 125,168 | — | 125,168 |
| Gains (Losses) Included in Net Income: | ||||||
| Servicing revenue, net(A) | — | — | — | (17,644) | — | (17,644) |
| Other income(B) | 6,714 | (898) | 9,888 | — | — | 15,704 |
| Purchases, Issuance and Repayments: | ||||||
| Issuance | — | — | 858,828 | — | — | 858,828 |
| Repayments | (45,250) | — | (324,062) | — | — | (369,312) |
| Other | — | — | (1,272) | — | — | (1,272) |
| Balance at September 30, 2024 | $197,234 | $217,259 | $862,380 | $107,524 | $373,042 | $1,757,439 |
(B)Gain (loss) recorded in earnings during the period is attributable to the change in unrealized gain (loss) relating to Level 3 financial liabilities still held at the reporting dates and realized gain (loss) recorded during the period. The full fair value change during the period was due to factors other than instrument-specific credit risk.
Excess MSRs, MSRs and MSR Financing Receivables and MSR Financing Liability Valuation
Fair value estimates of Rithm Capital’s MSRs and related MSR financing liability and Excess MSRs were based on internal pricing models. The valuation technique is based on discounted cash flows. Significant inputs used in the valuations included expectations of prepayment rates, delinquency rates, recapture rates, mortgage servicing amount or excess mortgage servicing amount of the underlying residential mortgage loans, as applicable, and discount rates that market participants would use in determining the fair values of MSRs on similar pools of residential mortgage loans. In addition, for MSRs, significant inputs included the market-level estimated cost of servicing.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Significant increases (decreases) in the discount rates, prepayment or delinquency rates, or costs of servicing, in isolation would result in a significantly lower (higher) fair value measurement, whereas significant increases (decreases) in the recapture rates or mortgage servicing amount or excess mortgage servicing amount, as applicable, in isolation would result in a significantly higher (lower) fair value measurement. Generally, a change in the delinquency rate assumption is accompanied by a directionally similar change in the assumption used for the prepayment rate.
The following tables summarize certain information regarding the ranges and weighted averages of inputs used:
| September 30, 2025 | |||||
|---|---|---|---|---|---|
| Significant Inputs(A) | |||||
| Prepayment Rate(B) | Delinquency(C) | Recapture Rate(D) | Mortgage Servicing Amount or Excess Mortgage Servicing Amount (bps)(E) | Collateral Weighted Average Maturity (Years)(F) | |
| Excess MSRs directly held | 2.3% – 13.3%(6.8%) | 0.2% – 14.1%(4.7%) | 0.0% – 63.5%(39.2%) | 7 – 31(21) | 10 – 22(19) |
| MSRs, MSR Financing Receivables and MSR Financing Liability: | |||||
| GSE | 2.5% – 99.9%(6.7%) | 0.0% – 100.0%(1.8%) | 7.1% – 18.2% (13.8%) | 2 – 169(29) | 0 – 40(23) |
| Non-Agency | 1.7% – 99.9%(8.0%) | 6.0% – 99.0%(22.7%) | 0.0% – 2.8% (0.7%) | 1 – 173(44) | 0 – 59(21) |
| Ginnie Mae | 1.7% – 98.8%(9.4%) | 72.0% – 99.0%(9.1%) | 13.3% – 32.6% (28.2%) | 19 – 144(48) | 0 – 40(26) |
| Total / Weighted Average—MSRs, MSR Financing Receivables and MSR Financing Liability | 1.7% – 99.9%(7.7%) | 0.0% – 100.0%(5.7%) | 0.0% – 32.6% (20.0%) | 1 – 173(36) | 0 – 59(24) |
| December 31, 2024 | |||||
|---|---|---|---|---|---|
| Significant Inputs(A) | |||||
| Prepayment Rate(B) | Delinquency(C) | Recapture Rate(D) | Mortgage Servicing Amount or Excess Mortgage Servicing Amount (bps)(E) | Collateral Weighted Average Maturity (Years)(F) | |
| Excess MSRs directly held | 2.4% – 13.3%(6.6%) | 0.2% – 14.7%(5.1%) | 0.0% – 64.2%(39.6%) | 7 – 32(21) | 11 – 22(19) |
| MSRs, MSR Financing Receivables and MSR Financing Liability: | |||||
| GSE | 2.5% – 99.4%(6.0%) | 0.0% – 100.0%(1.9%) | 7.6% – 21.9% (14.1%)) | 2 – 159(28) | 0 – 40(23) |
| Non-Agency | 1.8% – 100.0%(8.4%) | 0.0% – 100.0%(24.8%) | 0.0% – 15.8% (1.6%) | 1 – 156(45) | 0 – 58(21) |
| Ginnie Mae | 2.1% – 78.5%(8.0%) | 0.0% – 100.0%(10.0%) | 8.0% – 26.1% (21.8%) | 8 – 154(46) | 0 – 42(26) |
| Total / Weighted Average—MSRs, MSR Financing Receivables and MSR Financing Liability | 1.8% – 100.0%(6.8%) | 0.0% – 100.0%(6.2%) | 0.0% – 26.1% (20.0%) | 1 – 159(35) | 0 – 58(24) |
(A)Weighted by fair value of the portfolio.
(B)Projected annualized weighted average lifetime voluntary and involuntary prepayment rate using a prepayment vector.
(C)Projected percentage of residential mortgage loans in the pool for which the borrower is expected to miss a mortgage payment.
(D)Percentage of voluntarily prepaid loans that are expected to be refinanced by the related servicer or subservicer, as applicable.
(E)Weighted average total mortgage servicing amount, in excess of the base fee as applicable, measured in basis points (“bps”). As of September 30, 2025 and December 31, 2024, weighted average costs of subservicing of $7.24 (range of $7.12 – $7.74) and $6.89 (range of $6.87 – $6.96), respectively, per loan per month was used to value the GSE MSRs. Weighted average costs of subservicing of $11.54 (range of $9.14 – $14.30) and $9.60 (range of $8.45 – $11.55), respectively, per loan per month was used to value the non-Agency MSRs, including MSR financing receivables. Weighted average cost of subservicing of $9.97 and $8.25, respectively, per loan per month was used to value the Ginnie Mae MSRs.
(F)Weighted average maturity of the underlying residential mortgage loans in the pool.
With respect to valuing the PHH-serviced MSRs and MSR financing receivables, which include a significant servicer advances receivable component, the cost of financing servicer advances receivable is assumed to be SOFR plus 85 bps and 95 bps as of September 30, 2025 and December 31, 2024, respectively.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
As of September 30, 2025 and December 31, 2024, weighted average discount rates of 8.5% (range of 8.1% –9.0%) and 8.4% (range of 8.1% –9.0%), respectively, were used to value Rithm Capital’s Excess MSRs. As of September 30, 2025 and December 31, 2024, weighted average discount rates of 8.6% (range of 8.4% –10.3%) and 8.9% (range of 8.7% -10.3%), respectively, were used to value Rithm Capital’s MSRs and MSR financing receivables.
All of the assumptions listed have some degree of market observability, based on Rithm Capital’s knowledge of the market, relationships with market participants and use of common market data sources. Rithm Capital uses assumptions that generate its best estimate of future cash flows for each investment in MSRs and related MSR financing liability and Excess MSRs.
When valuing these assets, Rithm Capital uses the following criteria to determine the significant inputs:
Prepayment Rate: Prepayment rate projections are in the form of a “vector” that varies over the expected life of the pool. The prepayment vector specifies the percentage of the collateral balance that is expected to prepay voluntarily (i.e., pay off) and involuntarily (i.e., default) at each point in the future. The prepayment vector is based on assumptions that reflect macroeconomic conditions like home price appreciation, current level of interest rates as well as loan level factors such as the borrower’s interest rate, FICO score, LTV ratio, debt-to-income ratio and vintage on a loan level basis. Rithm Capital considers historical prepayment experience associated with the collateral when determining this vector and also reviews industry research on the prepayment experience of similar loan pools. This data is obtained from remittance reports, market data services and other market sources.
Delinquency Rates: For existing mortgage pools, delinquency rates are based on the recent pool-specific experience of loans that missed their latest mortgage payments. Delinquency rate projections are in the form of a “vector” that varies over the expected life of the pool. The delinquency vector specifies the percentage of the UPB that is expected to be delinquent each month. The delinquency vector is based on assumptions that reflect macroeconomic conditions, the historical delinquency rates for the pools and the underlying borrower characteristics such as the FICO score and LTV ratio. For the recapture agreements and recaptured loans, delinquency rates are based on the experience of similar loan pools originated by Rithm Capital’s servicers and subservicers (the Company’s “Servicing Partners”) and delinquency experience over the past year. Rithm Capital believes this time period provides a reasonable sample for projecting future delinquency rates while taking into account current market conditions. Additional consideration is given to loans that are expected to become 30 or more days delinquent.
Recapture Rates: Recapture rates are based on actual average recapture rates experienced by Rithm Capital’s Servicing Partners on similar residential mortgage loan pools. Generally, Rithm Capital looks tothree tosix months’ worth of actual recapture rates, which it believes provides a reasonable sample for projecting future recapture rates while taking into account current market conditions. Recapture rate projections are in the form of a “vector” that varies over the expected life of the pool. The recapture vector specifies the percentage of the refinanced loans that have been recaptured within the pool by the servicer or subservicer. The recapture vector takes into account the nature and timeline of the relationship between the borrowers in the pool and the servicer or subservicer, the customer retention programs offered by the servicer or subservicer and the historical recapture rates.
Mortgage Servicing Amount or Excess Mortgage Servicing Amount: For existing mortgage pools, mortgage servicing amount and excess mortgage servicing amount projections are based on the actual total mortgage servicing amount, in excess of a base fee as applicable. For loans expected to be refinanced by the related servicer or subservicer and subject to a recapture agreement, Rithm Capital considers the mortgage servicing amount or excess mortgage servicing amount on loans recently originated by the related servicer over the past three months and other general market considerations. Rithm Capital believes this time period provides a reasonable sample for projecting future mortgage servicing amounts and excess mortgage servicing amounts while taking into account current market conditions.
Discount Rate: The discount rates used by Rithm Capital are derived from market data on pricing of MSRs backed by similar collateral.
Cost of subservicing: The costs of subservicing used by Rithm Capital are based on available market data for various loan types and delinquency statuses.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Rithm Capital uses different prepayment and delinquency assumptions in valuing the MSRs and Excess MSRs, relating to the original loan pools, the recapture agreements and the MSRs and Excess MSRs, relating to recaptured loans. The prepayment rate and delinquency rate assumptions differ because of differences in the collateral characteristics, refinance potential and expected borrower behavior for original loans and loans which have been refinanced. The assumptions for recapture and discount rates when valuing MSRs and Excess MSRs and recapture agreements are based on historical recapture experience and market pricing.
The following table summarizes the estimated change in fair value of Rithm Capital’s interests in GSE MSRs, owned as of September 30, 2025, given several parallel shifts in the discount rate, prepayment rate, delinquency rate and recapture rate:
| Fair value at September 30, 2025 | $6,265,449 | |||||
|---|---|---|---|---|---|---|
| Discount rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $6,814,715 | $6,528,717 | $6,021,949 | $5,796,791 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $549,266 | $263,268 | $(243,500) | $(468,658) | ||
| Percentage | 8.8% | 4.2% | (3.9)% | (7.5)% | ||
| Prepayment rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $6,613,354 | $6,432,278 | $6,110,456 | $5,967,773 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $347,905 | $166,829 | $(154,993) | $(297,676) | ||
| Percentage | 5.6% | 2.7% | (2.5)% | (4.8)% | ||
| Delinquency rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $6,287,271 | $6,276,432 | $6,253,715 | $6,241,872 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $21,822 | $10,983 | $(11,734) | $(23,577) | ||
| Percentage | 0.3% | 0.2% | (0.2)% | (0.4)% | ||
| Recapture rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $6,205,953 | $6,235,597 | $6,294,885 | $6,324,529 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $(59,496) | $(29,852) | $29,436 | $59,080 | ||
| Percentage | (0.9)% | (0.5)% | 0.5% | 0.9% | ||
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes the estimated change in fair value of Rithm Capital’s interests in non-Agency MSRs, including MSR financing receivables, owned as of September 30, 2025, given several parallel shifts in the discount rate, prepayment rate, delinquency rate and recapture rate:
| Fair value at September 30, 2025 | $784,367 | |||||
|---|---|---|---|---|---|---|
| Discount rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $867,742 | $822,973 | $747,979 | $714,632 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $83,375 | $38,606 | $(36,388) | $(69,735) | ||
| Percentage | 10.6% | 4.9% | (4.6)% | (8.9)% | ||
| Prepayment rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $830,841 | $806,939 | $762,960 | $742,684 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $46,474 | $22,572 | $(21,407) | $(41,683) | ||
| Percentage | 5.9% | 2.9% | (2.7)% | (5.3)% | ||
| Delinquency rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $790,844 | $787,641 | $780,998 | $777,621 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $6,477 | $3,274 | $(3,369) | $(6,746) | ||
| Percentage | 0.8% | 0.4% | (0.4)% | (0.9)% | ||
| Recapture rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $783,862 | $784,104 | $784,589 | $784,831 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $(505) | $(263) | $222 | $464 | ||
| Percentage | (0.1)% | —% | —% | 0.1% | ||
The following table summarizes the estimated change in fair value of Rithm Capital’s interests in Ginnie Mae MSRs, owned as of September 30, 2025, given several parallel shifts in the discount rate, prepayment rate, delinquency rate and recapture rate:
| Fair value at September 30, 2025 | $3,339,950 | |||||
|---|---|---|---|---|---|---|
| Discount rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $3,602,907 | $3,466,413 | $3,222,350 | $3,112,933 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $262,957 | $126,463 | $(117,600) | $(227,017) | ||
| Percentage | 7.9% | 3.8% | (3.5)% | (6.8)% | ||
| Prepayment rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $3,513,119 | $3,421,818 | $3,265,826 | $3,198,380 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $173,169 | $81,868 | $(74,124) | $(141,570) | ||
| Percentage | 5.2% | 2.5% | (2.2)% | (4.2)% | ||
| Delinquency rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $3,392,807 | $3,366,268 | $3,313,720 | $3,287,805 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $52,857 | $26,318 | $(26,230) | $(52,145) | ||
| Percentage | 1.6% | 0.8% | (0.8)% | (1.6)% | ||
| Recapture rate shift in % | -20% | -10% | 10% | 20% | ||
| Estimated fair value | $3,262,878 | $3,301,383 | $3,378,393 | $3,416,898 | ||
| Change in Estimated Fair Value: | ||||||
| Amount | $(77,072) | $(38,567) | $38,443 | $76,948 | ||
| Percentage | (2.3)% | (1.2)% | 1.2% | 2.3% | ||
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Each of the preceding sensitivity analyses is hypothetical and is provided for illustrative purposes only. There are certain limitations inherent in the sensitivity analyses presented. In particular, the results are calculated by stressing a particular economic assumption independent of changes in any other assumption; in practice, changes in one factor may result in changes in another, which might counteract or amplify the sensitivities. Also, changes in the fair value based on a 10% variation in an assumption generally may not be extrapolated because the relationship of the change in the assumption to the change in fair value may not be linear.
Servicer Advance Investments Valuation
Rithm Capital uses internal pricing models to estimate the future cash flows related to the servicer advance investments that incorporate significant unobservable inputs and include assumptions that are inherently subjective and imprecise. Rithm Capital’s estimations of future cash flows include the combined cash flows of all of the components that comprise the servicer advance investments: existing advances, the requirement to purchase future advances, the recovery of advances and the right to the base fee component of the related MSR. The factors that most significantly impact the fair value include (i) the rate at which the servicer advance balance changes over the term of the investment, (ii) the UPB of the underlying loans with respect to which Rithm Capital has the obligation to make advances and owns the base fee component of the related MSR which, in turn, is driven by prepayment rates and (iii) the percentage of delinquent loans with respect to which Rithm Capital owns the base fee component of the related MSR. The valuation technique is based on discounted cash flows. Significant inputs used in the valuations included the assumptions used to establish the aforementioned cash flows and discount rates that market participants would use in determining the fair values of servicer advance investments.
Significant increases (decreases) in the advance balance-to-UPB ratio, prepayment rate, delinquency rate or discount rate, in isolation, would result in a significantly lower (higher) fair value measurement. Generally, a change in the delinquency rate assumption is accompanied by a directionally similar change in the assumption used for the advance balance-to-UPB ratio.
The following table summarizes certain information regarding the ranges and weighted averages of significant inputs used in valuing the servicer advance investments, including the base fee component of the related MSRs:
| Significant Inputs | ||||||
|---|---|---|---|---|---|---|
| OutstandingServicer Advancesto UPB of UnderlyingResidential MortgageLoans | Prepayment Rate(A) | Delinquency | Mortgage Servicing Amount(B) | DiscountRate | Collateral Weighted Average Maturity (Years)(C) | |
| September 30, 2025 | 2.3% | 4.6% | 18.3% | 19.9 bps | 6.5% | 20.6 |
| December 31, 2024 | 2.1% | 4.6% | 19.6% | 19.9 bps | 6.5% | 21.1 |
(A)Projected annual weighted average lifetime voluntary and involuntary prepayment rate using a prepayment vector.
(B)Mortgage servicing amount is net of 3.3 bps and 3.8 bps which represent the amounts Rithm Capital paid its servicers as a monthly servicing fee as of as of September 30, 2025 and December 31, 2024, respectively.
(C)Weighted average maturity of the underlying residential mortgage loans in the pool.
The valuation of the servicer advance investments also takes into account the performance fee paid to the servicer, which in the case of the buyer is based on its equity returns and therefore is impacted by relevant financing assumptions such as LTV ratio and interest rate as well as advance-to-UPB ratio. All of the assumptions listed have some degree of market observability, based on Rithm Capital’s knowledge of the market, relationships with market participants and use of common market data sources. The prepayment rate, the delinquency rate and the advance-to-UPB ratio projections are in the form of “curves” or “vectors” that vary over the expected life of the underlying mortgages and related servicer advances. Rithm Capital uses assumptions that generate its best estimate of future cash flows for each servicer advance investment, including the base fee component of the related MSR.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
When valuing servicer advance investments, Rithm Capital uses the following criteria to determine the significant inputs:
Servicer advance balance: Servicer advance balance projections are in the form of a “vector” that varies over the expected life of the residential mortgage loan pool. The servicer advance balance projection is based on assumptions that reflect factors such as the borrower’s expected delinquency status, the rate at which delinquent borrowers re-perform or become current again, servicer modification offer and acceptance rates, liquidation timelines and the servicers’ stop advance and clawback policies.
Prepayment Rate: Prepayment rate projections are in the form of a “vector” that varies over the expected life of the pool. The prepayment vector specifies the percentage of the collateral balance that is expected to prepay voluntarily (i.e., pay off) and involuntarily (i.e., default) at each point in the future. The prepayment vector is based on assumptions that reflect macroeconomic conditions and factors such as the borrower’s FICO score, LTV ratio, debt-to-income ratio and vintage on a loan level basis. Rithm Capital considers collateral-specific prepayment experience when determining this vector.
Delinquency Rates: For existing mortgage pools, delinquency rates are based on the recent pool-specific experience of loans that missed recent mortgage payment(s) as well as loan- and borrower-specific characteristics such as the borrower’s FICO score, the LTV ratio, debt-to-income ratio, occupancy status, loan documentation, payment history and previous loan modifications. Rithm Capital believes the time period utilized provides a reasonable sample for projecting future delinquency rates while taking into account current market conditions.
Mortgage Servicing Amount: Mortgage servicing amounts are contractually determined on a pool-by-pool basis. Rithm Capital projects the weighted average mortgage servicing amount based on its projections for prepayment rates.
SOFR: The performance-based incentive fees on Mr. Cooper-serviced servicer advance investments portfolios are driven by SOFR-based factors. The SOFR curves used are widely used by market participants as reference rates for many financial instruments.
Discount Rate: The discount rates used by Rithm Capital are derived from market data on pricing of MSRs backed by similar collateral and the advances made thereon.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Real Estate and Other Securities Valuation
Real estate and other securities valuation methodology and results are detailed below. Increased (decreased) prepayment speeds, default rates or loss severity assumptions would decrease (increase) valuations. Generally, a change in default rate assumption is accompanied by a directionally similar change in loss severity assumptions. Treasury securities are valued using market-based prices published by the U.S. Department of the Treasury and are classified as Level 1.
| Fair Value | ||||||
|---|---|---|---|---|---|---|
| Asset Type | Outstanding Face Amount | Amortized Cost Basis | Multiple Quotes(A) | Single Quote(B) | Total | Level |
| Government-backed securities(C) | $8,560,928 | $8,378,480 | $8,538,035 | $— | $8,538,035 | 2 |
| CLOs(D) | 365,153 | 356,564 | 351,838 | 11,436 | 363,274 | 2 & 3 |
| Non-Agency and other securities(D) | 8,618,043 | 669,059 | 694,789 | 26,656 | 721,445 | 3 |
| Total | $17,544,124 | $9,404,103 | $9,584,662 | $38,092 | $9,622,754 | |
| Government-backed securities(C) | $6,672,189 | $6,510,235 | $6,450,643 | $— | $6,450,643 | 2 |
| CLOs(D) | 243,355 | 234,397 | 217,049 | 25,178 | 242,227 | 2 & 3 |
| Non-Agency and other securities(D) | 8,962,730 | 515,262 | 529,146 | 23,651 | 552,797 | 3 |
| Total | $15,878,274 | $7,259,894 | $7,196,838 | $48,829 | $7,245,667 | |
(A)Rithm Capital generally obtains pricing service quotations or broker quotations fromtwo sources. Rithm Capital evaluates quotes received, determines one as being most representative of fair value and does not use an average of the quotes. Even if Rithm Capital receives two or more quotes on a particular security that come from non-selling brokers or pricing services, it does not use an average because it believes using an actual quote more closely represents a transactable price for the security than an average level. Furthermore, in some cases, for non-Agency securities, there is a wide disparity between the quotes Rithm Capital receives. Rithm Capital believes using an average of the quotes in these cases would not represent the fair value of the asset. Based on Rithm Capital’s own fair value analysis, it selects one of the quotes which is believed to most accurately reflect fair value. Rithm Capital has not adjusted any of the quotes received in the periods presented. These quotations are generally received via email and contain disclaimers which state that they are “indicative” and not “actionable” — meaning that the party giving the quotation is not bound to purchase the security at the quoted price. Rithm Capital’s investments in government-backed securities are classified within Level 2 of the fair value hierarchy because the market for these securities is active and market prices are readily observable.
The third-party pricing services and brokers engaged by Rithm Capital (collectively, “valuation providers”) use either the income approach or the market approach, or a combination of the two, in arriving at their estimated valuations of securities. Valuation providers using the market approach generally look at prices and other relevant information generated by market transactions involving identical or comparable assets. Valuation providers using the income approach create pricing models that generally incorporate such assumptions as discount rates, expected prepayment rates, expected default rates and expected loss severities. Rithm Capital has reviewed the methodologies utilized by its valuation providers and has found them to be consistent with GAAP requirements. In addition to obtaining multiple quotations, when available, and reviewing the valuation methodologies of its valuation providers, Rithm Capital creates its own internal pricing models for Level 3 securities and uses the outputs of these models as part of its process of evaluating the fair value estimates it receives from its valuation providers. These models incorporate the same types of assumptions as the models used by the valuation providers, but the assumptions are developed independently. These assumptions are regularly refined and updated at least quarterly by Rithm Capital and reviewed by its independent valuation group, which is separate from its investment acquisition and management group, to reflect market developments and actual performance.
For 81.9% and 82.1% of non-Agency securities as of September 30, 2025 and December 31, 2024, respectively, the ranges and weighted averages of assumptions used by Rithm Capital’s valuation providers are summarized in the table below. The assumptions used by Rithm Capital’s valuation providers with respect to the remainder of non-Agency securities were not readily available.
| Fair Value | Discount Rate | Prepayment Rate(a) | CDR(b) | Loss Severity(c) | |
|---|---|---|---|---|---|
| September 30, 2025 | $591,136 | 4.5% – 20.6%(6.5%) | 0.0% – 25.0%(6.3%) | 0.0% – 1.9%(0.3%) | 0.0% – 55.0%(11.0%) |
| December 31, 2024 | $453,978 | 4.7% – 20.0%(6.9%) | 0.0% – 20.0%(6.3%) | 0.0% – 1.9%(0.5%) | 0.0% – 50.0%(17.0%) |
(a)Represents the annualized rate of the prepayments as a percentage of the total principal balance of the pool.
(b)Represents the annualized rate of the involuntary prepayments (defaults) as a percentage of the total principal balance of the pool.
(c)Represents the expected amount of future realized losses resulting from the ultimate liquidation of a particular loan, expressed as the net amount of loss relative to the outstanding balance of the loans in default.
(B)Rithm Capital was unable to obtain quotations from more than one source on these securities.
(C)Presented within government and government-backed securities on the consolidated balance sheets.
(D)Presented within other assets on the consolidated balance sheets.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Residential Mortgage Loans Valuation
Rithm Capital, through Newrez, originates residential mortgage loans that it intends to sell into Fannie Mae, Freddie Mac and Ginnie Mae mortgage-backed securitizations. Residential mortgage loans HFS, at fair value are typically pooled together and sold into certain exit markets, depending upon underlying attributes of the loan, such as agency eligibility, product type, interest rate and credit quality. Newrez also originates non-qualified residential mortgage (“Non-QM”) loans that do not meet the qualified mortgage rules per the Consumer Financial Protection Bureau that it intends to sell to private investors. Residential mortgage loans HFS, at fair value are valued using a market approach by utilizing either: (i) the fair value of securities backed by similar mortgage loans, adjusted for certain factors to approximate the fair value of a whole mortgage loan, (ii) current commitments to purchase loans or (iii) recent observable market trades for similar loans, adjusted for credit risk and other individual loan characteristics. As these prices are derived from market observable inputs, Rithm Capital classifies these valuations as Level 2 in the fair value hierarchy. Originated residential mortgage loans HFS for which there is little to no observable trading activity of similar instruments are valued using Level 3 measurements based upon (i) internal pricing models to forecast loan level cash flows using inputs such as default rates, prepayments speeds and discount rates, or (ii) consensus pricing (broker quotes) or historical sale transactions for similar loans.
Residential mortgage loans HFS, at fair value also include nonconforming seasoned mortgage loans acquired and identified for securitization, which are valued using internal pricing models to forecast loan level cash flows based on a potential securitization exit using inputs such as default rates, prepayments speeds and discount rates, and may include adjustments based on consensus pricing (broker quotes). Residential mortgage loans HFI, at fair value include nonconforming seasoned mortgage loans acquired and not identified for sale or securitization, which are valued using internal pricing models to forecast loan level cash flows using inputs such as default rates, prepayments speeds and discount rates, and may include adjustments based on consensus pricing (broker quotes). As the internal pricing models are based on certain unobservable inputs, Rithm Capital classifies these valuations as Level 3 in the fair value hierarchy.
For non-performing loans, asset liquidation cash flows are derived based on the estimated time to liquidate the loan, the estimated value of the collateral, expected costs and estimated home price levels. Estimated cash flows for both performing and non-performing loans are discounted at yields considered appropriate to arrive at a reasonable exit price for the asset. Rithm Capital classifies these valuations as Level 3 in the fair value hierarchy.
Significant increases (decreases) in prepayment rates, delinquency rates or discount rates, in isolation, would result in a significantly lower (higher) fair value measurement. Generally, a change in default rate assumption is accompanied by a directionally similar change in loss severity assumptions.
The following tables summarize certain information regarding the ranges and weighted averages of inputs (weighted by fair value) used in valuing residential mortgage loans HFS, at fair value classified as Level 3 as of September 30, 2025:
| Performing Loans | Fair Value | Discount Rate | Prepayment Rate | CDR | Loss Severity |
|---|---|---|---|---|---|
| Acquired loans | $17,487 | 6.6% – 8.3%(7.1%) | 4.4% – 7.6%(7.0%) | 0.9% – 3.6%(2.1%) | 28.6% – 48.5%(35.0%) |
| Non-Performing Loans | Fair Value | Discount Rate | Annual Change in Home Prices | CDR | Current Value of Underlying Properties |
|---|---|---|---|---|---|
| Acquired loans | $8,050 | 9.6% – 12.2%(11.3%) | 0.7% – 4.3%(3.1%) | 3.6% – 5.7%(5.0%) | 280.0% – 316.4%(292.3%) |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following tables summarize certain information regarding the ranges and weighted averages of inputs (weighted by fair value) used in valuing residential mortgage loans HFS, at fair value classified as Level 3 as of December 31, 2024:
| Performing Loans | Fair Value | Discount Rate | Prepayment Rate | CDR | Loss Severity |
|---|---|---|---|---|---|
| Acquired loans | $17,700 | 7.0% – 8.6%(7.9%) | 6.0% – 8.2%(7.9%) | 1.8% – 5.0%(3.1%) | 20.6% – 33.7%(24.0%) |
| Non-Performing Loans | Fair Value | Discount Rate | Annual Change in Home Prices | CDR | Current Value of Underlying Properties |
| Acquired loans | $9,466 | 8.5% – 9.3%(8.8%) | 8.6% – 15.8%(10.9%) | 1.3% – 5.1%(3.8%) | 264.9% – 310.3%(279.5%) |
The following table summarizes certain information regarding the ranges and weighted averages of inputs (weighted by fair value) used in valuing residential mortgage loans HFI, at fair value classified as Level 3:
| Fair Value | Discount Rate | Prepayment Rate | CDR | Loss Severity | |
|---|---|---|---|---|---|
| September 30, 2025 | $334,589 | 6.6% – 9.6%(7.7%) | 5.6% – 7.6%(7.4%) | 0.9% – 3.6%(1.7%) | 26.0% – 48.5%(39.0%) |
| December 31, 2024 | $361,890 | 7.9% – 9.3%(8.4%) | 5.4% – 8.2%(8.0%) | 1.3% – 4.9%(3.3%) | 12.4% – 33.7%(26.4%) |
Consumer Loans Valuation
Consumer loans are valued using internal discounted cash flow pricing models with inputs such as default rates, prepayments speeds and discount rates. Elevated (deflated) default rates or reduced (increased) recovery rates (particularly for unsecured portfolios) would depress (increase) fair value. Default rate changes are often inversely correlated with recovery rate adjustments. The following table summarizes certain information regarding the ranges and weighted averages of inputs (weighted by UPB) used in valuing consumer loans HFI, at fair value classified as Level 3 as of September 30, 2025:
| Fair Value | Discount Rate | Prepayment Rate | CDR | Loss Severity(A) | |
|---|---|---|---|---|---|
| SpringCastle | $178,365 | 9.2% – 10.2% (9.4%) | 12.3% – 39.1%(13.7%) | 3.0% – 36.6%(5.4%) | 80.4% - 100.0%(93.2%) |
| Marcus | 213,007 | 7.5% - 17.5%(11.7%) | 0.0% - 22.0%(12.7%) | 3.0% - 62.0%(27.5%) | 87.5% |
| Upgrade | 206,775 | 6.7% - 22.9%(7.7%) | 2.6% - 34.3%(17.2%) | 0.9% - 7.7%(3.3%) | 90.0% |
| Consumer Loans HFI, at Fair Value | $598,147 | ||||
(A)Loss severity is the expected amount of future realized losses resulting from the ultimate liquidation of a particular loan, expressed as the net amount of realized loss relative to the outstanding loan balance in default.
The following table summarizes certain information regarding the ranges and weighted averages of inputs (weighted by UPB) used in valuing consumer loans HFI, at fair value classified as Level 3 as of December 31, 2024:
| Fair Value | Discount Rate | Prepayment Rate | CDR | Loss Severity(A) | |
|---|---|---|---|---|---|
| SpringCastle | $219,308 | 9.2% – 10.2%(9.4%) | 12.9% – 38.4%(14.5%) | 2.3% – 17.1%(5.1%) | 74.2% – 100.0%(92.3%) |
| Marcus | 446,257 | 7.9% – 17.9%(10.1%) | 0.0% – 23.1%(17.8%) | 4.0% – 50.0%(14.3%) | 87.5% |
| Consumer Loans HFI, at Fair Value | $665,565 | ||||
(A)Loss severity is the expected amount of future realized losses resulting from the ultimate liquidation of a particular loan, expressed as the net amount of realized loss relative to the outstanding loan balance in default.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Residential Transition Loans and RTL Financing Liability Valuation
Rithm Capital classifies certain RTLs and related financing liability as Level 3 in the fair value hierarchy. Performing RTLs are valued using an income approach through internal pricing models to forecast cash flows with inputs such as default rates, prepayments speeds and discount rates, and may include adjustments based on consensus pricing (broker quotes). Non-performing RTLs, with UPB of $100.4 million and fair value of $91.7 million as of September 30, 2025 and UPB of $55.2 million and fair value of $49.3 million as of December 31, 2024, were valued using estimated liquidation cash flows, derived based on the estimated value of the collateral and adjusted for estimated recoveries, costs and time to liquidate the assets.
Significant increases (decreases) in default rates, loss severity assumptions or discount rates, in isolation, would result in a significantly lower (higher) fair value measurement. Generally, a change in default rate assumption is accompanied by a directionally similar change in loss severity assumptions.
The following table summarizes certain information regarding the weighted averages of inputs (weighted by fair value) used in valuing performing RTLs and related financing liability, at fair value classified as Level 3 as of September 30, 2025:
| Fair Value | Discount Rate | Prepayment Rate | CDR | Loss Severity | |
|---|---|---|---|---|---|
| RTLs | $2,483,692 | 8.2% – 8.7%(8.2%) | 0.0% – 50.0%(46.3%) | 0.0% – 1.8%(0.5%) | 25.0% |
| RTL investments of consolidated entities | 297,074 | 8.3% | 50.0% | 0.5% | 25.0% |
| RTL financing liability(A) | 45,903 | 8.2% | 50.0% | 0.5% | 25.0% |
(A)Excludes $41.8 million of financing liability related to a strategic partnership for which the Company elected fair value option. As of September 30, 2025, the amortized cost approximated fair value.
The following table summarizes certain information regarding the weighted averages of inputs (weighted by fair value) used in valuing performing RTLs, at fair value classified as Level 3 as of December 31, 2024:
| Fair Value | Discount Rate | Prepayment Rate | CDR | Loss Severity | |
|---|---|---|---|---|---|
| RTLs | $2,128,801 | 8.3% – 9.9%(8.3%) | 0.0% – 50.0%(45.8%) | 0.5% – 1.8%(0.5%) | 25.0% |
Derivatives and Hedging Valuation
Rithm Capital enters into economic hedges including interest rate swaps, caps and TBAs, which are categorized as Level 2 in the valuation hierarchy. Rithm Capital generally values such derivatives using quotations, similarly to the method of valuation used for Rithm Capital’s other assets that are classified as Level 2 in the fair value hierarchy. Treasury short sales represent the net of repurchase agreements and related reverse repurchase agreement lending facilities used to borrow securities to effectuate short sales of Treasury securities and are classified as Level 1.
Other commitments relate to (i) an agreement entered into by a subsidiary of Rithm Capital with its affiliate requiring a payment under certain circumstances dependent upon amounts realized from an investment of the affiliate and (ii) a third-party co-investor’s redemption right of its investment in a consolidated joint venture. These are classified as Level 3 in the fair value hierarchy, valued (i) at the excess of cost basis over the intrinsic value of the underlying investment and (ii) using a simulated Monte Carlo model by independent pricing services, respectively. In addition, Rithm Capital enters into IRLCs, which are valued using internal pricing models (i) incorporating market pricing for instruments with similar characteristics, (ii) estimating the fair value of the servicing rights expected to be recorded at sale of the loan and (iii) adjusting for anticipated loan funding probability. Both the fair value of servicing rights expected to be recorded at the date of sale of the loan and anticipated loan funding probability are significant unobservable inputs and therefore, IRLCs are classified as Level 3 in the fair value hierarchy.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes certain information regarding the ranges and weighted averages of inputs used in valuing IRLCs:
| Fair Value | Loan Funding Probability | Fair Value of Initial Servicing Rights (bps) | |
|---|---|---|---|
| September 30, 2025 | $20,564 | 2.1% – 100.0%(81.7%) | 3.4 – 408.6(271.2) |
| December 31, 2024 | $11,294 | 0.0% – 100.0%(86.1%) | 1.0 – 426.7(281.8) |
Asset-Backed Securities Issued
As of September 30, 2025 and December 31, 2024, Rithm Capital was the primary beneficiary of the SCFT 2020-A (as defined in Note 20) securitization, and therefore, Rithm Capital’s consolidated balance sheets include the asset-backed securities issued by the trust in the SCFT 2020-A securitization. Rithm Capital elected the FVO for the securities and valued them consistently with non-Agency securities described above.
The following table summarizes certain information regarding the ranges and weighted averages of inputs used in valuing asset-backed securities issued:
| Fair Value | Discount Rate | Prepayment Rate | CDR | Loss Severity | |
|---|---|---|---|---|---|
| September 30, 2025 | $153,019 | 5.0% | 13.8% | 5.4% | 93.2% |
| December 31, 2024 | $185,460 | 5.4% | 14.5% | 5.1% | 92.3% |
Notes Receivable, Notes Receivable Financing Liability and Loans Receivable
From time to time, Rithm Capital purchases notes and loans receivable that are generally collateralized by commercial real estate assets. Rithm Capital generally uses internal discounted cash flow pricing models to estimate the fair value of notes receivable, notes receivable financing liability and loans receivable. Due to the fact that the fair value of Rithm Capital’s notes receivable, notes receivable financing liability and loans receivable are based significantly on unobservable inputs, these are classified as Level 3 in the fair value hierarchy.
Future cash flows are generally estimated using contractual economic terms as well as significant unobservable inputs, such as the underlying collateral performance. Other significant unobservable inputs include discount rates which estimate the market participants’ required rates of return.
The following table summarizes certain information regarding the fair value and significant inputs used in valuing Rithm Capital’s notes receivable, notes receivable financing liability and loans receivable:
| Fair Value | Discount Rate | |
|---|---|---|
| Notes receivable | $449,507 | 7.8% - 13.6% (8.7%) |
| Notes receivable financing liability | 380,439 | 5.0% |
| Loans receivable | 8,038 | 17.5% |
| Notes receivable | $393,786 | 9.0% - 12.5% (9.2%) |
| Notes receivable financing liability | 377,227 | 5.7% |
| Loans receivable | 31,580 | 18.5% |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Equity Investments at Fair Value
The Company holds a 70% interest in a limited liability company (the “Credit Risk Transfer LLC”), structured as a credit risk transfer transaction, which directly or indirectly holds and finances exposures to residential mortgage loans through warehouse facilities and repurchase agreements. This equity investment is measured at fair value under the fair value option election. The investment is valued using an internal discounted cash flow pricing model to estimate the fair value of the investment. As of September 30, 2025 and December 31, 2024, the fair value of the investment was $194.3 million and $194.4 million, respectively. As the discount rates of 11.1% and 11.8% used to estimate the fair value of the investment as of September 30, 2025 and December 31, 2024, respectively, were significant unobservable inputs, this investment was classified as Level 3 in the fair value hierarchy.
Consolidated CFE - Funds
Sculptor’s consolidated structured alternative investment solution, a CFE, holds investments in funds measured at fair value using the NAV per share of the underlying funds, as a practical expedient.
The following table summarizes the fair value of the investments by fund type and ability to redeem such investments:
| September 30, 2025 | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| Fund Type(A) | Fair Value | Redemption Frequency | Redemption Notice Period | Fair Value | Redemption Frequency | Redemption Notice Period |
| Open-ended | $198,226 | Monthly – Annually | 30 days – 90 days | $172,409 | Monthly - Annually | 30 days - 90 days |
| Closed-ended | 149,924 | None(B) | N/A | 160,697 | None(B) | N/A |
| Total | $348,150 | $333,106 | ||||
(A)The structured alternative investment solution invests in both open-ended and closed-ended funds. The investments in each fund may represent investments in a particular tranche of such fund subject to different withdrawal rights.
(B)100% of these investments cannot be redeemed, as distributions will be received as the underlying assets are liquidated, which is expected to be approximately 7 to 9 years from inception.
As of September 30, 2025 and December 31, 2024, the structured alternative investment solution had unfunded commitments of $38.5 million and $23.8 million, respectively, related to the closed-ended funds presented in the table above, which will be funded by capital within the consolidated funds from its underlying open-ended funds and liquid assets.
As of September 30, 2025 and December 31, 2024, notes payable of the structured alternative investment solution with a fair value of $226.6 million and $224.1 million, respectively, were valued using independent pricing services and are classified as Level 3. The Company measures the financial liabilities of its consolidated structured alternative investment solution based on the fair value of the financial assets of the consolidated entity under the CFE election, as the Company believes the fair value of the financial assets is more observable. The notes payable of consolidated CLOs had a fair value of $731.6 million and $735.9 million as of September 30, 2025 and December 31, 2024, respectively, and were valued using independent pricing services. As of September 30, 2025, the Company measured the financial liabilities of its consolidated CLOs based on the fair value of the financial assets of its consolidated CLOs under the CFE election, as the Company believes the fair value of the financial assets were more observable and the fair value of notes payable of consolidated CLOs were transferred out of Level 3 to Level 2 primarily due to increased price transparency. As of December 31, 2024, the Company measured the financial assets of its consolidated CLOs based on the fair value of the financial liabilities of its consolidated CLOs, as the Company believed the fair value of the financial liabilities were more observable and were classified as Level 3. The Company performs analytical procedures and compares independent pricing service valuations to other vendors’ pricing as applicable. The Company also performs due diligence reviews on independent pricing services on an annual basis and performs other due diligence procedures as may be deemed necessary. Notes payable of such consolidated CFEs are included in notes payable, at fair value and other liabilities on the Company’s consolidated balance sheets. Unrealized gain (loss) from changes in fair value and related interest is included in realized and unrealized gains (losses), net in the Company’s consolidated statements of operations. Refer to Note 20 for further details.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Consolidated CFE - Loan Securitizations
Rithm Capital has securitized certain residential mortgage loans and RTLs which are held as part of consolidated CFEs. A CFE is a VIE that holds financial assets, issues beneficial interests in those assets and has no more than nominal equity, and the beneficial interests have contractual recourse only to the related assets of the CFE. GAAP allows entities to elect to measure both the financial assets and financial liabilities of the CFE using the more observable of the fair value of the financial assets and the fair value of the financial liabilities of the CFE. Rithm Capital has elected the FVO for initial and subsequent recognition of the debt issued by its consolidated securitization trust and has determined that the consolidated securitization trust meets the definition of a CFE. See Note 20 for further details regarding VIEs and securitization trusts. Rithm Capital determined the inputs to the fair value measurement of the financial liabilities of its consolidated CFEs to be more observable than those of the financial assets and, as a result, has used the fair value of the financial liabilities of the consolidated CFE to measure the fair value of the financial assets of the consolidated CFE. Refer to Note 2 for the accounting policies of consolidated entities. The fair value of the debt issued by the consolidated CFE is typically valued using external pricing data, which includes third-party valuations.
The securitized residential mortgage loans and RTLs, which are assets of the consolidated CFEs, are included in investments, at fair value and other assets, on the Company’s consolidated balance sheets. The notes issued by the consolidated CFEs are included in notes payable, at fair value and other liabilities on the Company’s consolidated balance sheets. Unrealized gains (losses) from changes in fair value of the notes issued and assets of the consolidated CFEs and related interest are included in realized and unrealized gains (losses), net in the Company’s consolidated statements of operations. The securitized residential mortgage loans and the notes issued by the Company’s CFEs are classified as Level 2.
| Residential Mortgage Loans Securitizations | Investments at Fair Value | Notes Payable at Fair Value |
|---|---|---|
| September 30, 2025 | $3,051,688 | $2,608,079 |
| December 31, 2024 | $2,791,027 | $2,369,934 |
Rithm Capital classifies securitized RTLs as Level 3 in the fair value hierarchy because the notes payable are valued based significantly on unobservable inputs. The valuation methodology is in line with non-Agency securities described above. The following table summarizes the inputs (weighted by fair value) used in valuing the notes payable:
| Residential Transition Loans Securitizations | Investments at Fair Value | Notes Payable at Fair Value | Spread(A) | Prepayment Rate(B) | CDR(C) | Loss Severity(D) |
|---|---|---|---|---|---|---|
| September 30, 2025 | $958,789 | $866,526 | 1.5% – 11.4%(2.2%) | 8.0% | 0.8% – 2.0%(1.3%) | 10.0% |
| December 31, 2024 | $962,192 | $859,023 | 1.7% – 11.7%(2.2%) | 8.0% | 0.8% – 2.0%(1.3%) | 10.0% |
(A)Represents the yield in excess of the risk-free rate.
(B)Represents the annualized rate of the prepayments as a percentage of the total principal balance of the pool.
(C)Represents the annualized rate of the involuntary prepayments (defaults) as a percentage of the total principal balance of the pool.
(D)Represents the expected amount of future realized losses resulting from the ultimate liquidation of a particular loan, expressed as the net amount of loss relative to the outstanding balance of the loans in default.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
Certain assets are measured at fair value on a nonrecurring basis; that is, they are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances, such as when there is evidence of impairment. For residential mortgage loans HFS, foreclosed real estate accounted for as REO and SFR properties, Rithm Capital measures the assets at the lower of cost or fair value which may require, from time to time, a nonrecurring fair value adjustment.
As of September 30, 2025 and December 31, 2024, assets measured at fair value on a nonrecurring basis were $82.0 million and $87.6 million, respectively, of which, approximately $58.8 million and $66.7 million, respectively, related to residential mortgage loans, HFS, and $23.2 million and $20.9 million, respectively, related to REO. The fair value of Rithm Capital’s residential mortgage loans, HFS is estimated based on a discounted cash flow model analysis using internal pricing models and is categorized within Level 3 of the fair value hierarchy.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The following table summarizes the inputs (weighted by fair value) used in valuing these residential mortgage loans:
| Fair Value | Discount Rate | Weighted Average Life (Years)(A) | Prepayment Rate | CDR(B) | Loss Severity(C) | |
|---|---|---|---|---|---|---|
| Performing loans | $46,458 | 6.6% – 8.3%(6.6%) | 4.2 – 6.2(4.3) | 4.4% – 7.6%(7.5%) | 0.9% – 3.6%(2.2%) | 28.6% – 48.5%(30.5%) |
| Non-performing loans | 12,333 | 9.6% – 12.2%(10.5%) | 3.6 – 4.8(4.4) | 4.0% – 5.6%(5.0%) | 3.6% – 5.7%(4.3%) | 26.0% – 73.2%(41.8%) |
| Total | $58,791 | |||||
| Performing loans | $51,011 | 6.3% – 8.6%(7.7%) | 2.8 – 6.0(4.4) | 6.0% – 8.2%(8.0%) | 1.8% – 22.9%(3.6%) | 18.7% – 33.7%(20.7%) |
| Non-performing loans | 15,659 | 8.5% – 9.4%(9.1%) | 5.2 – 6.2(5.8) | 1.7% – 5.4%(3.5%) | 1.3% – 9.3%(5.2%) | 12.4% – 39.9%(23.1%) |
| Total | $66,670 | |||||
(A)The weighted average life is based on the expected timing of the receipt of cash flows.
(B)Represents the annualized rate of the involuntary prepayments (defaults) as a percentage of the total principal balance.
(C)Loss severity is the expected amount of future realized losses resulting from the ultimate liquidation of a particular loan, expressed as the net amount of realized loss relative to the outstanding loan balance in default.
The fair value of REO is estimated using a broker’s price opinion discounted based upon Rithm Capital’s experience with actual liquidation values and, therefore, is categorized within Level 3 of the fair value hierarchy. These discounts to the broker price opinion generally range from 10.0% –25.0% (weighted average of 22.2%), depending on the information available to the broker.
The total change in the recorded value of residential mortgage loans for which a fair value adjustment has been included in the consolidated statements of operations consists of a reversal of valuation allowance of $0.3 million and a reversal of valuation allowance of $1.6 million for the three months ended September 30, 2025 and 2024, respectively, and a reversal of valuation allowance of $1.1 million and a reversal of valuation allowance of $5.0 million for the nine months ended September 30, 2025 and 2024, respectively.
The total change in the recorded value of REO for which a fair value adjustment has been included in the consolidated statements of operations consists of a valuation allowance of $0.3 million and a reversal of valuation allowance of $1.0 million for the three months ended September 30, 2025 and 2024, respectively, and a reversal of valuation allowance of $0.5 million and a valuation allowance of $0.4 million for the nine months ended September 30, 2025 and 2024, respectively.
- VARIABLE INTEREST ENTITIES
In the normal course of business, Rithm Capital enters into transactions with special purpose entities (“SPEs”), which primarily consist of trusts established for a limited purpose. The SPEs have been formed for the purpose of transactions in which the Company transfers assets into an SPE in return for various forms of debt obligations supported by those assets. In these transactions, the Company typically receives cash and/or other interests in the SPE as proceeds for the transferred assets. The Company retains the right to service the transferred receivables. The Company first evaluates whether it holds a variable interest in the entity. Where the Company has a variable interest, it is required to determine whether the entity is a VIE or a VOE, the classification of which will determine the consolidation model that the Company is required to follow when determining whether it should consolidate the entity.
VIEs are defined as entities in which (i) equity at risk investors do not have the characteristics of a controlling financial interest, (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties or (iii) substantially all of the activities of the entity are performed on behalf of the party with disproportionately few voting rights. Where an entity does not have the characteristics of a VIE, it is a VOE. A VIE is required to be consolidated by the primary beneficiary, which is defined as the party that has the power to direct the activities of a VIE that most significantly impact its economic performance and has the obligation to absorb losses or the right to receive benefits from the VIE that could be potentially significant to the VIE.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
To assess whether Rithm Capital has the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, Rithm Capital considers all the facts and circumstances, including its role in establishing the VIE and its ongoing rights and responsibilities. This assessment includes identifying (i) the activities that most significantly impact the VIE’s economic performance and (ii) which party, if any, has power over those activities. To assess whether Rithm Capital has the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE, Rithm Capital considers all of its economic interests and applies judgment in determining whether these interests, individually or in the aggregate, are considered potentially significant to the VIE. When an SPE meets the definition of a VIE and the Company determines that it is the primary beneficiary, the Company consolidates the SPE in its consolidated financial statements.
For certain consolidated VIEs that meet the definition of a CFE, which is a VIE that holds financial assets, issues beneficial interests in those assets and has no more than nominal equity, Rithm Capital has elected to account for the assets and liabilities of these entities under the CFE measurement alternative. The CFE measurement alternative allows companies to elect to measure both the financial assets and financial liabilities of a CFE using the more observable of the fair value of the financial assets or fair value of the financial liabilities. The net equity in an entity accounted for under the CFE election effectively represents the fair value of the beneficial interests Rithm Capital owns in the entity. The assets of the consolidated CFEs can only be used to settle obligations and liabilities of these consolidated CFEs and are not available for general use by the Company. The liabilities of these consolidated CFEs are liabilities only of these entities and creditors have no recourse to Rithm Capital Corp. for the consolidated CFEs’ liabilities.
Consolidated VIEs
The assets of consolidated VIEs may only be used to settle obligations of these entities. There is no recourse to Rithm Capital Corp. for the consolidated VIEs’ liabilities.
Advance Purchaser
Rithm Capital, through a taxable wholly-owned subsidiary, is the managing member of Advance Purchaser and owns approximately 89.3% of Advance Purchaser as of September 30, 2025. Rithm Capital is deemed to be the primary beneficiary of Advance Purchaser as a result of its ability to direct activities that most significantly impact the economic performance of the entities and its ownership of a significant equity investment. See Note 14 for details.
Newrez Joint Ventures
A wholly-owned subsidiary of Newrez, Newrez Ventures LLC (formerly known as Shelter Mortgage Company LLC) (“Newrez Ventures”), is a mortgage originator specializing in retail originations. Newrez Ventures operates its business through a series of joint ventures (“Newrez Joint Ventures”) and is deemed to be the primary beneficiary of such Newrez Joint Ventures as a result of its ability to direct activities that most significantly impact the economic performance of the Newrez Joint Venture entities and its ownership of a significant equity investment.
Residential Mortgage Loans Securitizations
The Company securitizes, sells and services residential mortgage loans. Securitization transactions typically involve the use of VIEs and are accounted for either as sales or as secured financings. Certain of these activities may involve SPEs which, by their nature, are deemed to be VIEs.
Rithm Capital sells pools of conforming mortgage loans through Agency and Ginnie Mae sponsored programs with the servicing retained by Newrez. The Company has several financing vehicles in the form of mortgage loan participation and sale agreements with financial institutions, or purchasers, to sell pools of agency residential mortgage loans.
Certain entities were formed to acquire, receive, participate, hold, release and dispose of participation interests in certain of Newrez’s residential mortgage loans HFS (“MLHFS PC”). These facilities transfer the MLHFS PC in exchange for cash. Newrez is the primary beneficiary of the VIEs and therefore consolidates the SPEs. The transferred MLHFS PC is classified on the consolidated balance sheets as residential mortgage loans, HFS and the related warehouse credit facility liabilities as part of secured financing agreements. Newrez retains the risks and benefits associated with the assets transferred to the SPEs.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
In May 2021, Newrez issued $750.0 million in notes through a securitization facility (the “2021-1 Securitization Facility”) that bear interest at 30-day SOFR plus a margin. The 2021-1 Securitization Facility is secured by newly originated, first-lien, fixed- and adjustable-rate residential mortgage loans eligible for purchase by the GSEs and Ginnie Mae. Through a master repurchase agreement, Newrez sells its originated residential mortgage loans to the 2021-1 Securitization Facility, which then issues notes to third-party qualified investors, with Newrez retaining the trust certificate. The loans serve as collateral with the proceeds from the note issuance ultimately financing the originations. The 2021-1 Securitization Facility will terminate on the earlier of (i) thethree-year anniversary of the initial closing date, (ii) the Company exercising its right to optional prepayment in full or (iii) a repurchase triggering event. The Company is the primary beneficiary of the 2021-1 Securitization Facility as it has both (i) the power to direct the activities of a VIE that most significantly impact its economic performance and (ii) the obligation to absorb losses or the right to receive benefits from the VIE that could be potentially significant to the VIE. As of April 30, 2024, the 2021-1 Securitization Facility was terminated.
In August 2022, Rithm Capital sponsored a securitization of mortgage loans (the “2022-SFR2 Securitization”) secured by certain single family rental properties owned by the Company (the “2022-SFR2 Properties”). The Company retained the most subordinate tranche trust certificate issued by 2022-SFR2 Securitization, classified as a VIE. During the third quarter of 2024, a related party of the Company, APM, became the property manager of the 2022-SFR2 Properties. Upon this reconsideration event, the Company reassessed its consolidation conclusion and concluded that it was now the primary beneficiary of 2022-SFR2 Securitization, as it has power to direct the activities that most significantly impact the 2022-SFR2 Securitization’s economic performance and has an obligation to absorb losses or the right to receive benefits from the VIE that could be potentially significant to the VIE. As a result, the Company consolidated 2022-SFR2 Securitization during the third quarter of 2024.
Consumer Loan Companies
Rithm Capital owns a 100% interest in a portfolio of consumer loans held through certain limited liability entities (the “Consumer Loan Companies”). The Consumer Loan Companies consolidate certain securitization vehicles (“Consumer Loan SPVs”), classified as VIEs, that issued debt collateralized by the consumer loans. The Company, through the Consumer Loan Companies, consolidates the Consumer Loan SPVs as it is the primary beneficiary.
On September 25, 2020, the Company sponsored a securitization of a portfolio of consumer loans which issued $663.0 million of asset-backed notes (“SCFT 2020-A”). Rithm Capital retained a residual interest of securitized loans for risk retention purposes. The Company is the primary beneficiary of SCFT 2020-A, classified as a VIE, and therefore consolidates it, as it has power to redeem the notes issued by SCFT 2020-A and liquidate the structure at any time and has the obligation to absorb losses or the right to receive benefits from the VIE that could be potentially significant to the VIE.
Asset Management and Other
In the second quarter of 2024, Sculptor launched a CLO equity investment platform to manage investments in the equity tranches of Sculptor managed CLOs in the U.S. and Europe (“Sculptor Loan Financing Partners”). The Company is the primary beneficiary of the Sculptor Loan Financing Partners, as it has both (i) the power to direct the activities of a VIE that most significantly impact its economic performance and (ii) the obligation to absorb losses or the right to receive benefits from the VIE that could be potentially significant to the VIE.
In the first quarter of 2025, the Company entered into a joint venture with a third party to invest in an affiliated fund. The Company is the primary beneficiary of the joint venture, classified as a VIE, as it has power over the VIE’s most significant activities and has an obligation to absorb losses and receive benefits from the VIE that could potentially be significant. Under certain circumstances, the Company’s interest in the joint venture could be subordinated up to a certain amount if the specified minimum return is not achieved upon the third party’s interest redemption.
Rithm Capital has investments in various commercial real estate entities classified as VIEs and held through wholly-owned subsidiaries. The Company has a controlling financial interest in these VIEs as it holds substantially all of the economic interests in such VIEs. The Company is the primary beneficiary and consolidates such VIEs.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
In the first quarter of 2025, the Company entered into a joint venture with Rithm Property Trust, a related party, to acquire a certain note receivable. While power is shared between the Company and Rithm Property Trust, the Company is the primary beneficiary and consolidates the VIE, as it is most closely associated with the VIE under the related-party tiebreaker guidance.
SPAC
As noted in Note 1, in the first quarter of 2025, the SPAC sponsored by the Company completed its IPO raising gross proceeds of $230.0 million (including the full exercise of the underwriter’s overallotment option) related to 23,000,000 units, each consisting of one Class A ordinary share and one-third of one redeemable warrant, totaling 23,000,000 Class A ordinary shares and 7,666,667 of one redeemable warrant classified as equity. The Company consolidates the SPAC, which is classified as a VIE. Additionally, the Company, through its consolidated subsidiary Rithm Acquisition Corp Sponsor LLC (the “Sponsor”), owns the majority of the SPAC’s outstanding Class B ordinary shares and has power to direct the activities of the VIE that most significantly impact its economic performance making it the primary beneficiary of the VIE.
Consolidated Entities
Loan Securitizations - RTLs
Rithm Capital sponsored securitization trusts, classified as VIEs, that issue securitized debt collateralized by RTLs and for which a wholly-owned subsidiary of Rithm Capital serves as asset manager. Rithm Capital acquired all of the most subordinated trust certificates. Rithm Capital concluded that the most subordinate tranche trust certificates absorb a majority of the trusts’ expected losses or receive a majority of the trusts’ expected residual returns. Rithm Capital also concluded that the securitization’s asset manager has the ability to direct activities that could impact the trusts’ economic performance. As a result, Rithm Capital consolidates such trusts.
The assets of these consolidated loan securitization trusts may only be used to settle obligations of these entities and are not available to creditors of the Company. The investors in these consolidated loan securitizations have no recourse against the assets of the Company, and there is no recourse to the Company for the consolidated entities’ liabilities.
As of September 30, 2025, these trusts’ assets consist of pools of performing, adjustable-rate and fixed-rate, interest-only, RTLs (construction, renovation and bridge), secured by a first lien or a first and second lien on a non-owner occupied mortgaged property with original terms to maturity of up to 120 months, with an aggregate UPB of approximately $934.4 million and an aggregate principal limit of approximately $1.2 billion. Refer to Note 19 regarding the fair value measurements of consolidated loan securitizations, classified as CFEs.
Loan Securitizations - Residential Mortgage Loans
Rithm Capital sponsors the formation of certain mortgage securitization trusts, considered VIEs, to securitize performing Non-QM loans and seasoned mortgage loans. The Company consolidates certain trusts for which it is the primary beneficiary. The Company acts as the primary servicer for such trusts and therefore has the ability to direct activities that could impact these trusts’ economic performance. Generally, the Company retains a vertical tranche of notes issued by these trusts for risk retention purposes in addition to the most subordinated tranches and “interest only” interests. Such retained interests were eliminated in consolidation. Depending on the type of securitization, the underlying pool of assets may consist of performing, amortizing and interest only, fixed rate and adjustable rate mortgage loans secured by first liens on single family residential properties, planned unit developments and condominiums.
The assets of these consolidated loan securitizations may only be used to settle obligations of these entities and are not available to creditors of the Company. The investors in these consolidated loan securitizations have no recourse against the assets of the Company, and there is no recourse to the Company for the consolidated entities’ liabilities.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
During the third quarter of 2024, the Company sold “interest only” securities intwo seasoned mortgage loan securitization trusts, and it now only holds such securities for risk retention purposes. The Company is not the primary beneficiary as it no longer holds significant interests in these trusts. As a result of deconsolidation, the Company derecognized $371.5 million of assets and $352.9 million of liabilities of consolidated CFEs and recognized a loss of $0.9 million presented in realized and unrealized gains (losses), net in the consolidated statements of operations. The Company continues to retain $16.8 million of notes held at fair value as of September 30, 2025.
As of September 30, 2025, the notes payable, at fair value of consolidated CFEs due to third parties had a fair value of $2.6 billion. Rithm Capital’s retained interest in the consolidated CFEs was $0.4 billion. Refer to Note 19 regarding the fair value measurements of consolidated loan securitizations, classified as CFEs.
Funds
In the ordinary course of business, Sculptor sponsors the formation of consolidated funds that are considered VIEs. The Company consolidates certain VIEs for which it is the primary beneficiary either directly or indirectly through a consolidated entity. The assets of these consolidated funds may only be used to settle obligations of these entities and are not available to creditors of the Company, including Sculptor. The investors in these consolidated funds have no recourse against the assets of the Company, including Sculptor. There is no recourse to the Company, including to Sculptor, for the consolidated funds’ liabilities.
The Company, through Sculptor, consolidates a structured alternative investment solution, which issued notes in the aggregate principal amount of $350.0 million, of which approximately $127.8 million were retained by Sculptor and eliminated in consolidation. The retained notes consists of $20.0 million Class A notes, $20.0 million of Class C notes and $87.8 million of subordinated notes. As of September 30, 2025, the consolidated notes payable due to third parties had a fair value of $226.6 million.
Sculptor’s structured alternative investment solution entered into a $52.5 million credit facility maturing March 18, 2026. This credit facility is capped at $20.0 million of total borrowing capacity per quarter, bearing interest of SOFR plus margin of 3.0%. The facility is also subject to an annual 1.15% unused commitment fee. As of September 30, 2025, the consolidated funds have not drawn on the facility.
Additionally, the Company consolidatestwo CLO funds, managed by Sculptor, which in 2024, issued notes in the aggregate principal amount of $814.4 million, of which approximately $76.3 million, were retained by the Company and eliminated in consolidation. As of September 30, 2025, the consolidated notes payable due to third parties had a fair value of $731.6 million. The Company’s investments in CLOs are generally subordinated to other interests in the entities. Investors in the CLOs have no recourse against the Company for any losses incurred by the CLOs. The Company’s maximum exposure to loss is limited to the retained interest.
During the third quarter of 2025, the Company entered into a strategic investment partnership with a third party investor to fund the acquisition of RTLs, originated and serviced by the Company’s subsidiary Genesis. The partnership is managed by the Company’s affiliate and is classified as a VIE. The Company is the primary beneficiary of the VIE as it has both (i) the power to direct the activities of a VIE that most significantly impact its economic performance and (ii) the obligation to absorb losses or the right to receive benefits from the VIE that could be potentially significant to the VIE. Under certain circumstances, the Company’s interest in the strategic partnership could be subordinated up to a certain amount if the third party’s interest is not fully redeemed including achievement of a specified minimum return upon its redemption. The assets and liabilities of this partnership are presented within assets and liabilities of consolidated entities on the consolidated balance sheets.
See Note 18 and Note 19 regarding the financing and fair value measurements of consolidated funds, respectively.
The table below presents the carrying value and classification of the assets and liabilities of consolidated VIEs on the consolidated balance sheets:
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
| Advance Purchaser · Newrez Joint Ventures · Residential Mortgage Loans · Consumer Loan Companies · Asset Management and Other · SPAC · Consolidated Entities(A) · Total | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2025 · Loan Securitizations - Residential Transition Loans · Loan Securitizations - Residential Mortgage Loans · Consolidated Funds | ||||||||||
| Assets: | ||||||||||
| Servicer advance investments, at fair value | $302,278 | $— | $— | $— | $— | $— | $— | $— | $— | $302,278 |
| Residential mortgage loans, HFS, at fair value | — | — | 448,651 | — | — | — | — | — | — | 448,651 |
| Consumer loans | — | — | — | 178,365 | — | — | — | — | — | 178,365 |
| Assets of consolidated entities - investments | — | — | — | — | — | — | 958,789 | 3,051,688 | 1,427,623 | 5,438,100 |
| Cash and cash equivalents | 11,227 | 22,424 | — | 256 | 1,053 | 551 | — | — | — | 35,511 |
| Restricted cash | 5,882 | — | 6,106 | 10,528 | — | 235,989 | 9,753 | 19,367 | 55,182 | 342,807 |
| Other assets | 4 | 383 | — | 480 | 273,810 | 330 | 17,273 | — | 50,059 | 342,339 |
| Total Assets | $319,391 | $22,807 | $454,757 | $189,629 | $274,863 | $236,870 | $985,815 | $3,071,055 | $1,532,864 | $7,088,051 |
| Liabilities: | ||||||||||
| Secured financing agreements | $— | $— | $362,782 | $— | $— | $— | $— | $— | $— | $362,782 |
| Secured notes and bonds payable | 231,018 | — | — | 153,019 | — | — | — | — | — | 384,037 |
| Notes payable and secured financing of consolidated entities | — | — | — | — | — | — | 866,526 | 2,608,079 | 1,214,220 | 4,688,825 |
| Accrued expenses and other liabilities | 2,250 | 2,874 | — | 1,384 | 2,921 | 8,101 | 954 | 19,700 | 104,045 | 142,229 |
| Total Liabilities | $233,268 | $2,874 | $362,782 | $154,403 | $2,921 | $8,101 | $867,480 | $2,627,779 | $1,318,265 | $5,577,873 |
| Assets: | ||||||||||
| Servicer advance investments, at fair value | $339,646 | $— | $— | $— | $— | $— | $— | $— | $— | $339,646 |
| Residential mortgage loans, HFS, at fair value | — | — | 496,420 | — | — | — | — | — | — | 496,420 |
| Consumer loans | — | — | — | 219,308 | — | — | — | — | — | 219,308 |
| Assets of consolidated entities - investments | — | — | — | — | — | — | 962,192 | 2,791,027 | 1,118,359 | 4,871,578 |
| Cash and cash equivalents | 5,163 | 21,023 | — | 1,118 | 11,796 | — | — | — | — | 39,100 |
| Restricted cash | 6,727 | — | 6,087 | 11,492 | — | — | 7,172 | 17,293 | 126,158 | 174,929 |
| Other assets | 4 | 452 | — | 4,618 | 89,654 | — | 26,348 | — | 59,277 | 180,353 |
| Total Assets | $351,540 | $21,475 | $502,507 | $236,536 | $101,450 | $— | $995,712 | $2,808,320 | $1,303,794 | $6,321,334 |
| Liabilities: | ||||||||||
| Secured financing agreements | $— | $— | $384,948 | $— | $— | $— | $— | $— | $— | $384,948 |
| Secured notes and bonds payable | 258,183 | — | — | 185,460 | — | — | — | — | — | 443,643 |
| Notes payable and secured financing of consolidated entities | — | — | — | — | — | — | 859,023 | 2,369,934 | 959,958 | 4,188,915 |
| Accrued expenses and other liabilities | 1,975 | 1,854 | — | 226 | 1,589 | — | 1,099 | 17,626 | 140,604 | 164,973 |
| Total Liabilities | $260,158 | $1,854 | $384,948 | $185,686 | $1,589 | $— | $860,122 | $2,387,560 | $1,100,562 | $5,182,479 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
(A)Reflect assets of consolidated entities - investments, at fair value and other assets and liabilities of consolidated entities - notes payable, at fair value and other liabilities on the consolidated balance sheets.
Non-Consolidated VIEs
The Company transfers residential mortgage loans to securitization trusts, classified as VIEs, and retains the right to service the transferred loans. The Company also retains interest in such VIEs pursuant to required risk retention regulations. The Company does not consolidate such VIEs, as it is not considered the primary beneficiary. The following table summarizes the carrying value of notes issued by unconsolidated VIEs and retained by the Company, which reflects the Company’s maximum exposure to loss, as well as the UPB of transferred loans. The retained notes are presented as non-Agency securities, at fair value within other assets on the consolidated balance sheets:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Residential mortgage loan UPB and other collateral | $8,678,960 | $8,152,970 |
| Weighted average delinquency(A) | 4.4% | 5.2% |
| Net credit losses | $173,880 | $161,646 |
| Face amount of debt held by third parties | $8,046,810 | $7,532,832 |
| Carrying value of notes retained by Rithm Capital(B)(C) | $547,828 | $532,845 |
| Cash flows received by Rithm Capital on these notes | $75,871 | $94,589 |
(A)Represents the percentage of the UPB that is 60+ days delinquent.
(B)Includes real estate bonds retained pursuant to required risk retention regulations.
(C)Classified within Level 3 of the fair value hierarchy as the valuation is based on certain unobservable inputs including discount rate, prepayment rates and loss severity. See Note 19 for details on unobservable inputs.
The following table summarizes the Company’s involvement, through Sculptor, with VIEs that are not consolidated and is generally limited to providing asset management services and, in certain cases, investments in the VIEs. The maximum exposure to loss represents the potential loss of current investments or income and fees receivables from these entities, as well as the obligation to repay unearned revenues, primarily incentive income subject to clawback, in the event of any future fund losses, as well as unfunded commitments to certain funds that are VIEs. The Company does not provide, nor is it required to provide, any type of non-contractual financial or other support to its VIEs that are not consolidated beyond its share of capital and other commitments described in Note 26.
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Maximum Risk of Loss as a Result of the Company’s Involvement with Unconsolidated VIEs: | ||
| Unearned income and fees | $9,137 | $17,268 |
| Income and fees receivable | 50,276 | 35,723 |
| Investments | 653,475 | 577,849 |
| Unfunded commitments(A) | 242,030 | 174,530 |
| Other commitments | 25,521 | 25,521 |
| Maximum Exposure to Loss | $980,439 | $830,891 |
(A)Includes commitments from certain current and former employees and managing directors in the amounts of $135.3 million and $133.9 million as of September 30, 2025 and December 31, 2024, respectively.
The following table summarizes the carrying value of the Company’s other unconsolidated commercial real estate entities which reflects the Company’s maximum exposure to loss. See Note 26 regarding certain guarantees provided in connection with the investments. These investments are presented as part of equity investments within other assets on the consolidated balance sheets:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Carrying value of Rithm Capital’s investments in unconsolidated commercial real estate VIEs | $123,873 | $57,846 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The Company holds a 70% membership interest in the Credit Risk Transfer LLC, a VIE that holds exposures in warehouse lines collateralized by residential mortgage loans. The Company does not have power to make significant decisions unilaterally over the VIE; therefore, it is not the primary beneficiary and does not consolidate the VIE. The following table summarizes the carrying value of the Company’s membership interest, which reflects the Company’s maximum exposure to loss. This equity investment is presented within other assets on the consolidated balance sheets:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Membership interest in unconsolidated VIEs | $194,313 | $194,410 |
- EXPENSES, REALIZED AND UNREALIZED GAINS (LOSSES), NET AND OTHER
Other revenues consists of the following:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Property and maintenance | $28,946 | $30,281 | $82,122 | $92,617 |
| Rental | 19,920 | 19,348 | 58,814 | 57,216 |
| Other | 6,762 | 7,583 | 19,531 | 22,227 |
| Total Other Revenues | $55,628 | $57,212 | $160,467 | $172,060 |
General and Administrative expenses consists of the following:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Legal and professional | $28,642 | $17,521 | $77,674 | $65,951 |
| Loan origination | 15,744 | 19,726 | 47,582 | 52,659 |
| Occupancy | 15,632 | 15,968 | 46,434 | 47,165 |
| Subservicing | 11,893 | 16,905 | 40,991 | 54,023 |
| Loan servicing | 38,154 | 2,948 | 120,409 | 12,041 |
| Property and maintenance | 29,768 | 31,717 | 86,325 | 93,936 |
| Depreciation and amortization | 23,130 | 34,815 | 71,492 | 99,624 |
| Information technology | 29,527 | 36,795 | 92,074 | 100,127 |
| Other | 44,602 | 38,934 | 131,232 | 109,329 |
| Total General and Administrative Expenses | $237,092 | $215,329 | $714,213 | $634,855 |
Other Income (Loss)
The following table summarizes the components of other income (loss):
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Real estate and other securities | $6,627 | $5,816 | $19,613 | $6,884 |
| Residential mortgage loans and REO | 5,993 | 12,569 | 16,818 | 38,718 |
| Derivative and hedging instruments | 460 | (3,867) | (17,581) | 2,353 |
| Notes and bonds payable | (3,146) | (5,203) | (2,433) | (7,834) |
| Consolidated entities(A) | 20,615 | 39,284 | 63,671 | 89,081 |
| Other(B) | 22,844 | (15,570) | (5,097) | (16,545) |
| Realized and unrealized gains, net | 53,393 | 33,029 | 74,991 | 112,657 |
| Other income, net | 16,809 | 3,851 | 44,360 | 46,028 |
| Total Other Income, Net | $70,202 | $36,880 | $119,351 | $158,685 |
(A)Includes change in the fair value of the consolidated CFEs’ financial assets and liabilities and related interest and other income.
(B)Includes Excess MSRs, servicer advance investments, consumer loans, RTLs and other.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- ASSET MANAGEMENT REVENUES
The following table presents the composition of asset management revenues:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Management fees | $65,146 | $57,487 | $190,309 | $174,477 |
| Incentive income | 19,725 | 23,552 | 77,242 | 86,946 |
| Total Asset Management Revenues | $84,871 | $81,039 | $267,551 | $261,423 |
The following table presents the composition of the Company’s income and fees receivable:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Management fees receivable | $57,573 | $25,337 |
| Incentive income receivable | 9,799 | 183,335 |
| Total Income and Fees Receivable | $67,372 | $208,672 |
The Company recognizes management fees over the period in which the performance obligation is satisfied, and such management fees are generally recognized at the end of each reporting period. The Company records incentive income when it is probable that a significant reversal of income will not occur. The majority of management fees and incentive income receivable at each balance sheet date is generally collected during the following quarter.
The following table presents the Company’s unearned income and fees:
| September 30, 2025 | December 31, 2024 | |
|---|---|---|
| Unearned management fees | $— | $12 |
| Unearned incentive income | 9,630 | 17,268 |
| Total Unearned Income and Fees | $9,630 | $17,280 |
A liability for unearned incentive income is generally recognized when the Company receives incentive income distributions from its funds, primarily its real estate funds, whereby the distributions received have not yet met the recognition threshold of it being probable that a significant reversal of cumulative revenue will not occur. A liability for unearned management fees is generally recognized when management fees are paid to the Company on a quarterly basis in advance, based on the amount of AUM at the beginning of the quarter.
- NONCONTROLLING INTERESTS
Noncontrolling interests represent the ownership interests in certain consolidated subsidiaries held by entities or persons other than Rithm Capital, and it is presented as a separate component of equity on the Company’s consolidated balance sheets. These interests are related to noncontrolling interests in consolidated entities that hold servicer advance investments (Note 14), the Newrez Joint Ventures, consumer loans (Note 8), Excess MSRs, asset management investments and other investments.
Others’ interests in the equity of consolidated subsidiaries is computed as follows:
| September 30, 2025 | December 31, 2024 | |||||
|---|---|---|---|---|---|---|
| Total Consolidated Equity | Others' Ownership Interest | Noncontrolling Interest in Equity of Consolidated Subsidiaries | Total Consolidated Equity | Others' Ownership Interest | Noncontrolling Interest in Equity of Consolidated Subsidiaries | |
| Advance Purchaser | $86,123 | 10.7% | $9,209 | $91,384 | 10.7% | $9,770 |
| Newrez Joint Ventures | 19,933 | 49.5% | 9,867 | 19,621 | 49.5% | 9,687 |
| Excess MSRs | 124,174 | 20.0% | 24,834 | 136,645 | 20.0% | 27,329 |
| Other investments | 103,973 | 23.5% | 24,469 | 50,778 | 10.0% | 4,608 |
| Asset management | 970,156 | n/m(B) | 45,789 | 844,669 | n/m(B) | 39,942 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Others’ interests in the net income (loss) of consolidated subsidiaries is computed as follows:
| Three Months Ended September 30, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Net Income (Loss) | Others’ Ownership Interest as a Percent of Total | Noncontrolling Interest in Income (Loss) of Consolidated Subsidiaries | Net Income (Loss) | Others’ Ownership Interest as a Percent of Total | Noncontrolling Interest in Income (Loss) of Consolidated Subsidiaries | |
| Advance Purchaser | $2,380 | 10.7% | $254 | $(9,584) | 10.7% | $(1,026) |
| Newrez Joint Ventures | 1,851 | 49.5% | 916 | 1,712 | 49.5% | 847 |
| Consumer Loan Companies(A) | (883) | —% | — | 2,991 | —% | — |
| Excess MSRs | 2,500 | 20.0% | 500 | (547) | 20.0% | (109) |
| Other investments | 2,580 | 23.5% | 700 | 120 | N/A | 12 |
| Asset management | 6,025 | n/m(B) | 961 | (2,538) | n/m(B) | 2,115 |
| Nine Months Ended September 30, | ||||||
| 2025 | 2024 | |||||
| Net Income (Loss) | Others’ Ownership Interest as a Percent of Total | Noncontrolling Interest in Income (Loss) of Consolidated Subsidiaries | Net Income (Loss) | Others’ Ownership Interest as a Percent of Total | Noncontrolling Interest in Income (Loss) of Consolidated Subsidiaries | |
| Advance Purchaser | $3,490 | 10.7% | $372 | $(1,212) | 10.7% | $(131) |
| Newrez Joint Ventures | 4,547 | 49.5% | 2,251 | 3,874 | 49.5% | 1,918 |
| Consumer Loan Companies(A) | (1,702) | —% | — | (2,136) | 46.5% | (2,384) |
| Excess MSRs | 7,264 | 20.0% | 1,452 | 22,635 | 20.0% | 4,527 |
| Other investments | 6,860 | 23.5% | 1,891 | 120 | N/A | 12 |
| Asset management | (58,875) | n/m(B) | 1,620 | (2,551) | n/m(B) | 4,310 |
(A)On June 28, 2024, Rithm Capital purchased the remaining 46.5% interest in the Consumer Loan Companies from the co-investor for a total purchase price of $22.0 million. Following the acquisition, Rithm Capital owns 100% interest in the Consumer Loan Companies.
(B)Percentages in the table above deemed “n/m” are not meaningful. Noncontrolling interests related to asset management investments represent the ownership interests in certain funds held by entities or persons other than the Company. These interests substantially relate to interests held by employees in real estate and energy funds managed by the Company adjusted for their capital activity and allocated earnings in such funds. Such employees’ portion of carried interest is expensed and recorded within compensation and benefits on the consolidated statements of operations and therefore excluded in the calculation of noncontrolling interests.
Redeemable Noncontrolling Interests
In the first quarter of 2025, the Company consolidated the SPAC it sponsors. The Class A ordinary shares issued by the consolidated SPAC are redeemable for cash by the public shareholders at the time of a business combination or in the event the SPAC is unable to complete a business combination by a set date. Since the redemption of the Class A ordinary shares is outside the Company’s control, they are not classified as permanent equity and are recognized as redeemable noncontrolling interests in consolidated subsidiaries in the consolidated balance sheets.
Additionally, in the first quarter of 2025, a certain interest held by a third-party in a consolidated entity is classified within redeemable noncontrolling interests due to a redemption feature.
The following table presents activity in redeemable noncontrolling interests:
| SPAC | Consolidated Entity | Total | |
|---|---|---|---|
| Balance at December 31, 2024 | $— | $— | $— |
| Initial carrying value | 214,389 | 59,967 | 274,356 |
| Distributions | — | (1,040) | (1,040) |
| Change in redemption value | 15,611 | — | 15,611 |
| Comprehensive income | 5,989 | 1,873 | 7,862 |
| Balance at September 30, 2025 | $235,989 | $60,800 | $296,789 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- EQUITY AND EARNINGS PER SHARE
Equity and Dividends
Rithm Capital’s certificate of incorporation authorizes 2.0 billion shares of common stock, par value $0.01 per share, and 100.0 million shares of preferred stock, par value $0.01 per share.
On September 18, 2025, Rithm Capital priced its underwritten public offering of 7,600,000 of its 8.750% Series E Fixed-Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share, with a liquidation preference of $25.00 per share for net proceeds of approximately $183.5 million. The offering closed on September 25, 2025. In connection with the offering, the Company granted the underwriters an option for a period of 30 days to purchase up to an additional 1,140,000 shares of Series E Preferred Stock, which was not exercised.
In February 2025, Rithm Capital’s board of directors renewed the Company’s stock repurchase program, authorizing the repurchase of up to $200.0 million of its common stock and $100.0 million of its preferred stock for the period from January 1, 2025 through December 31, 2025. The objective of the stock repurchase program is to seek flexibility to return capital when deemed accretive to stockholders. Repurchases can be made from time to time through open market purchases or privately negotiated transactions, pursuant to one or more plans established pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934 or by means of one or more tender offers, in each case, as permitted by securities laws and other legal requirements. During the nine months ended September 30, 2025, the Company didnot repurchase any shares of its common stock and redeemed 2,000,000 shares of its 7.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock for $50.0 million at a redemption price equal to $25.00 per share plus accumulated and unpaid distributions.
On September 24, 2024, in a public offering, Rithm Capital issued 30.0 million shares of its common stock, par value of $0.01 per share, for gross proceeds of $340.2 million, before deducting estimated offering costs.
On August 5, 2022, Rithm Capital entered into a Distribution Agreement (as amended by that Amendment No. 1 to the Distribution Agreement, dated August 1, 2025) to sell shares of its common stock, par value $0.01 per share, having an aggregate offering price of up to $500.0 million, from time to time, through an “at-the-market” equity offering program (the “2022 ATM Program”). On September 22, 2025, to replace the 2022 ATM Program, Rithm Capital entered into a Distribution Agreement to sell shares of its common stock, par value $0.01 per share, having an aggregate offering price of up to $750.0 million, from time to time, through an “at-the-market” equity offering program (the “2025 ATM Program” and, together with the 2022 ATM Program, the “ATM Program”). During the three and nine months ended September 30, 2025,23.9 million and 32.9 million shares of common stock, respectively were issued under the ATM Program.
Purchases and sales of Rithm Capital’s securities by the Company’s officers and directors are subject to the Rithm Capital Corp. Insider Trading Compliance Policy.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
The table below summarizes the Company’s outstanding preferred shares:
| Number of Shares · Liquidation Preference(A) · Carrying Value(C) · Dividends Declared per Share | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30,2025 · December 31, 2024 · September 30,2025 · December 31, 2024 · Issuance Discount · September 30,2025 · December 31, 2024 · Three Months Ended September 30, · Nine Months Ended September 30, | |||||||||||
| Series(B) · 2025 · 2024 · 2025 · 2024 | |||||||||||
| Series A, issued July 2019(D)(G)(I) | 4,200,068 | 6,200,068 | $105,002 | $155,002 | 3.15% | $99,822 | $149,822 | $0.66 | $0.71 | $1.96 | $1.65 |
| Series B, issued August 2019(D)(G) | 11,260,712 | 11,260,712 | 281,518 | 281,518 | 3.15% | 272,654 | 272,654 | 0.65 | 0.70 | 1.93 | 1.59 |
| Series C, issued February 2020(D)(H) | 15,903,342 | 15,903,342 | 397,584 | 397,584 | 3.15% | 385,289 | 385,289 | 0.60 | 0.40 | 1.80 | 1.20 |
| Series D, 7.00% issued September 2021(E) | 18,600,000 | 18,600,000 | 465,000 | 465,000 | 3.15% | 449,489 | 449,489 | 0.44 | 0.44 | 1.31 | 1.31 |
| Series E, 8.75% issued September 2025(F) | 7,600,000 | — | 190,000 | — | 3.15% | 183,536 | — | — | — | — | — |
| Total | 57,564,122 | 51,964,122 | $1,439,104 | $1,299,104 | $1,390,790 | $1,257,254 | $2.35 | $2.25 | $7.00 | $5.75 | |
(A)Each series has a liquidation preference or par value of $25.00 per share.
(B)Under certain circumstances upon a change of control, our Series A, Series B, Series C, Series D and Series E are convertible to shares of our common stock.
(C)Carrying value reflects par value less discount and issuance costs.
(D)Fixed-to-floating rate cumulative redeemable preferred.
(E)Fixed-rate reset cumulative redeemable preferred.
(F)Fixed-rate cumulative redeemable preferred.
(G)Effective August 15, 2024, dividends on the Series A and Series B accumulate at a floating rate. For the third quarter 2025 dividends, the Series A accrued dividends at a percentage of the $25.00 liquidation preference per share of the Series A equal to a three-month Chicago Mercantile Exchange (“CME”) SOFR, plus a spread adjustment of 0.261%, plus a spread of 5.802% and dividends on the Series B accumulated at a percentage of the $25.00 liquidation preference per share of the Series B preferred shares equal to a three-month CME SOFR, plus a spread adjustment of 0.261%, plus a spread of 5.640%.
(H)Effective February 15, 2025, dividends on the Series C accumulate at a floating rate. For the third quarter 2025 dividends, the Series C accrued dividends at a percentage of the $25.00 liquidation preference per share of the Series C equal to a three-month CME SOFR, plus a spread adjustment of 0.261%, plus a spread of 4.969%.
(I)The Company redeemed 2.0 million shares on the redemption date of March 28, 2025.
On September 17, 2025, Rithm Capital’s board of directors declared third quarter 2025 preferred dividends of $0.66 per share of Series A, $0.65 per share of Series B, $0.60 per share of Series C and $0.44 per share of Series D cumulative redeemable preferred stock, or approximately $2.8 million, $7.3 million, $9.6 million and $8.1 million, respectively.
Common dividends have been declared as follows:
| Per Share | |||
|---|---|---|---|
| Declaration Date | Payment Date | Quarterly Dividend | Total Amounts Distributed (millions) |
| March 20, 2024 | April 2024 | $0.25 | $120.9 |
| June 18, 2024 | July 2024 | 0.25 | 122.4 |
| September 20, 2024 | November 2024 | 0.25 | 129.9 |
| December 16, 2024 | January 2025 | 0.25 | 130.2 |
| March 21, 2025 | April 2025 | 0.25 | 132.5 |
| June 18, 2025 | July 2025 | 0.25 | 132.6 |
| September 17, 2025 | October 2025 | 0.25 | 138.5 |
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Warrants of Consolidated SPAC
At the time of IPO in February 2025, the SPAC issued 220,000 warrants to the Sponsor and 7,666,667 warrants to third parties. The warrants become exercisable 30 days after the consummation of a Business Combination (as defined in the Warrant Agreement) and will expire five years following such consummation, or earlier upon redemption or liquidation. The initial exercise price per share of each warrant is $11.50. The warrants are subject to other customary terms common for instruments of this type. The Company eliminates the SPAC warrants it holds in consolidation. Such warrants are indexed to the SPAC's Class A ordinary shares and meet conditions for equity classification. Accordingly, the SPAC warrants are classified as equity and accounted for as a component of additional paid-in capital at the time of issuance on the Company's consolidated balance sheets.
Earnings Per Share
Rithm Capital is required to present both basic and diluted earnings per share (“EPS”). Basic EPS is calculated by dividing net income by the weighted average number of shares of common stock outstanding for the period. Diluted EPS is calculated using the treasury stock method by dividing net income by the weighted average number of shares of common stock outstanding plus the additional dilutive effect, if any, of common stock equivalents during each period. The effect of dilutive securities is presented net of tax.
The following table summarizes the basic and diluted EPS calculations:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Net Income | $228,798 | $123,581 | $627,514 | $649,585 |
| Noncontrolling interests in income of consolidated subsidiaries | 3,331 | 1,839 | 7,586 | 8,252 |
| Redeemable noncontrolling interests in income of consolidated subsidiaries | 3,929 | — | 7,862 | — |
| Net Income Attributable to Rithm Capital Corp. | 221,538 | 121,742 | 612,066 | 641,333 |
| Change in redemption value of redeemable noncontrolling interests | — | — | 15,611 | — |
| Dividends on preferred stock | 27,876 | 24,718 | 82,371 | 69,508 |
| Net Income Attributable to Common Stockholders | $193,662 | $97,024 | $514,084 | $571,825 |
| Basic weighted average shares of common stock outstanding | 541,835,419 | 491,362,857 | 532,102,214 | 487,155,900 |
| Effect of Dilutive Securities(A)(B): | ||||
| Stock options | 233 | 1,239,374 | 162 | 1,073,199 |
| Restricted stock | — | 140,547 | 57,143 | 178,701 |
| Time-based RSU awards | 3,698,475 | 1,817,896 | 3,185,730 | 1,375,982 |
| Performance-based RSU awards | 2,761,322 | 1,633,437 | 2,426,870 | 1,179,634 |
| Time-based Class B Profit Units | 821,372 | 245,439 | 630,930 | 126,893 |
| Performance-based Class B Profit Units | 2,178,865 | 361,137 | 1,454,319 | 167,817 |
| Diluted Weighted Average Shares of Common Stock Outstanding | 551,295,686 | 496,800,687 | 539,857,368 | 491,258,126 |
| Basic Earnings per Share Attributable to Common Stockholders | $0.36 | $0.20 | $0.97 | $1.17 |
| Diluted Earnings per Share Attributable to Common Stockholders | $0.35 | $0.20 | $0.95 | $1.16 |
(A)Certain stock options that could potentially dilute basic EPS in the future were not included in the computation of diluted EPS for the periods where they were out-of-the-money or a loss has been recorded, because they would have been anti-dilutive for the period presented.
(B)Awards related to stock-based compensation were included to the extent dilutive and issuable under the relevant time and/or performance measures.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
- INCOME TAXES
Income tax expense (benefit) consists of the following:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Current: | ||||
| Federal | $1,245 | $(310) | $8,512 | $1,440 |
| State and local | 353 | (412) | 721 | 2,115 |
| Foreign | 2,591 | 2,327 | 14,576 | 6,030 |
| Total current income tax expense | 4,189 | 1,605 | 23,809 | 9,585 |
| Deferred: | ||||
| Federal | 2,901 | (72,709) | (33,769) | 42,963 |
| State and local | 1,082 | (5,818) | (15,657) | 14,117 |
| Foreign | (100) | (1,511) | (1,839) | (38) |
| Total deferred income tax expense (benefit) | 3,883 | (80,038) | (51,265) | 57,042 |
| Total Income Tax Expense (Benefit) | $8,072 | $(78,433) | $(27,456) | $66,627 |
Rithm Capital intends to qualify as a REIT for each of its tax years through December 31, 2025. A REIT is generally not subject to U.S. federal corporate income tax on that portion of its income that is distributed to stockholders if it distributes at least 90% of its REIT taxable income to its stockholders by prescribed dates and complies with various other requirements.
Rithm Capital operates various business segments, including Origination and Servicing, Asset Management and portions of the Investment Portfolio, through TRSs that are subject to regular corporate income taxes, which have been provided for in the provision for income taxes, as applicable.
As of September 30, 2025, Rithm Capital recorded a net deferred tax liability of $736.9 million, primarily composed of deferred tax liabilities generated through the deferral of gains from residential mortgage loans sold by the origination business and changes in fair value of MSRs, offset partially by deferred tax assets related to net operating losses and tax deductible goodwill. The net deferred tax liability is reported within accrued expenses and other liabilities in the consolidated balance sheets.
In assessing the realizability of deferred tax assets, Rithm Capital considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences become deductible. The valuation allowance as of September 30, 2025 was $78.3 million.
- COMMITMENTS AND CONTINGENCIES
Litigation — Rithm Capital is or may become, from time to time, involved in various disputes, litigation and regulatory inquiry and investigation matters that arise in the ordinary course of business. Given the inherent unpredictability of these types of proceedings, it is possible that future adverse outcomes could have a material adverse effect on its business, financial position or results of operations. Rithm Capital is not aware of any unasserted claims that it believes are material and probable of assertion where the risk of loss is expected to be reasonably possible.
Rithm Capital is, from time to time, subject to inquiries by government entities. Rithm Capital currently does not believe any of these inquiries would result in a material adverse effect on Rithm Capital’s business.
Indemnifications — In the normal course of business, Rithm Capital and its subsidiaries enter into contracts that contain a variety of representations and warranties and that provide general indemnifications. Rithm Capital’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against Rithm Capital that have not yet occurred. However, based on its experience, Rithm Capital expects the risk of material loss to be remote.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Capital Commitments — As of September 30, 2025, Rithm Capital had outstanding capital commitments related to investments in the following investment types:
MSRs and Servicer Advance Investments — Rithm Capital and, in some cases, third-party co-investors agreed to purchase future servicer advances related to certain non-Agency residential mortgage loans. In addition, Rithm Capital’s subsidiaries, NRM and Newrez, are generally obligated to fund future servicer advances related to the loans they are obligated to service. The actual amount of future advances purchased will be based on (i) the credit and prepayment performance of the underlying loans, (ii) the amount of advances recoverable prior to liquidation of the related collateral and (iii) the percentage of the loans with respect to which no additional advance obligations are made. The actual amount of future advances is subject to significant uncertainty. Refer to Notes 5 and 14 for discussion on Rithm Capital’s MSRs and servicer advance investments, respectively.
Mortgage Origination Reserves — Newrez currently originates, or has in the past originated, conventional, government-insured and nonconforming residential mortgage loans for sale and securitization. The GSEs or Ginnie Mae guarantee conventional and government insured mortgage securitizations and mortgage investors issue nonconforming private label mortgage securitizations, while Newrez generally retains the right to service the underlying residential mortgage loans. In connection with the transfer of loans to the GSEs or mortgage investors, Newrez makes representations and warranties regarding certain attributes of the loans and, subsequent to the sale, if it is determined that a sold loan is in breach of these representations and warranties, Newrez generally has an obligation to cure the breach. If Newrez is unable to cure the breach, the purchaser may require Newrez to repurchase the loan.
In addition, as issuers of Ginnie Mae guaranteed securitizations, Newrez holds the right to repurchase loans that are at least 90 days’ delinquent from the securitizations at their discretion. Loans in forbearance that are three or more consecutive payments delinquent are included as delinquent loans permitted to be repurchased. While Newrez is not obligated to repurchase the delinquent loans, Newrez generally exercises its respective option to repurchase loans that will result in an economic benefit. As of September 30, 2025, Rithm Capital’s estimated liability associated with representations and warranties and Ginnie Mae repurchases was $42.4 million and $2.7 billion, respectively. See Note 5 for information regarding the right to repurchase delinquent loans from Ginnie Mae securities and mortgage origination.
Residential Mortgage Loans— As part of its investment in residential mortgage loans, Rithm Capital may be required to outlay capital. These capital outflows primarily consist of advance escrow and tax payments, residential maintenance and property disposition fees. The actual amount of these outflows is subject to significant uncertainty. See Note 7 for information regarding Rithm Capital’s residential mortgage loans.
SFR Properties— On February 27, 2024, Viewpoint Murfreesboro Land LLC, a wholly-owned subsidiary of Rithm Capital (“Viewpoint”), executed a purchase and sale agreement (the “PSA”) with an affiliate of BTR Group, LLC (“BTR”), BTR VM LLC, to purchase land for a purchase price of $7.0 million. In connection with the PSA, on February 27, 2024, Viewpoint entered into a fixed price design-build construction contract with BTR (the “Construction Contract”) to purchase 171 SFR properties that are scheduled to be built by BTR on the purchased land in accordance with the plans and specifications approved in accordance with entry into the Construction Contract, for an aggregate purchase price of $49.0 million. The aggregate purchase price is payable in installments in accordance with the draw schedule set forth in the Construction Contract, and delivery of the homes is expected to begin in the third quarter of 2025. As of September 30, 2025, $32.2 million of the aggregate purchase price remains outstanding.
Residential Transition Loans — Genesis had commitments to fund up to $1.8 billion of additional advances on existing mortgage loans as of September 30, 2025. These commitments are generally subject to loan agreements with covenants regarding the financial performance of the customer and other terms regarding advances that must be met before Genesis funds the commitments.
Commercial Investments — Rithm Capital has invested in various commercial real estate projects. As part of its investments, Rithm Capital is required to fund its pro rata share of future capital contributions subject to certain limitations. As of September 30, 2025, the Company has an unfunded capital commitment to fund up to $75.8 million on an existing loan to a certain commercial real estate borrower.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Fund Commitments — As of September 30, 2025, the Company has unfunded capital commitments of $303.5 million, including certain funds managed by Sculptor, of which $42.2 million relates to commitments of consolidated funds. Approximately $135.3 million of the commitments will be funded by contributions to Sculptor from certain current and former employees and executive managing directors. Sculptor expects to fund these commitments over approximately the next 8 years. Sculptor has guaranteed these commitments in the event any executive managing director fails to fund any portion when called by the fund. Sculptor has historically not funded any of these commitments and does not expect to in the future, as these commitments are expected to be funded by Sculptor’s executive managing directors individually. During the first quarter of 2025, the Company entered into a consolidated joint venture with a third party to acquire an interest in an affiliated fund. As of September 30, 2025, the unfunded capital commitment to the consolidated joint venture was $105.4 million, of which $84.3 million is expected to be funded by the third-party.
Non-Recourse Carve-Out, Construction Completion, Environmental and Carry Guarantees – In connection with investments in two commercial real estate projects, Rithm Capital provided certain limited guarantees to the senior lender on the projects (or entered into reimbursement agreements with the guarantor) related to non-recourse carve outs, completion, environmental and carry costs of the projects. The actual amount that could be called under the guarantees is subject to significant uncertainty.
Environmental Costs — As an investor in and owner of commercial and residential real estate, Rithm Capital is subject to potential environmental costs. At September 30, 2025, Rithm Capital is not aware of any environmental concerns that would have a material adverse effect on its consolidated financial position or results of operations.
Debt Covenants — Certain of the Company’s debt obligations are subject to loan covenants and event of default provisions, including event of default provisions triggered by certain specified declines in Rithm Capital’s equity or a failure to maintain a specified tangible net worth, liquidity or indebtedness to tangible net worth ratio. Refer to Note 18 for further discussion of the Company’s debt obligations.
- RELATED PARTY TRANSACTIONS
A party is considered to be related to the Company if the party, directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners, management and directors, as well as members of their immediate families or any other parties with which Rithm Capital may deal if one party to a transaction controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.
Loan Agreement
In July 2023, an entity in which Rithm Capital has an ownership interest entered into an agreement to acquire a commercial real estate development project. Rithm Capital’s ownership interest in such entity is accounted for under the equity method and is presented within other assets on the Company’s consolidated balance sheets. Concurrently, Genesis entered into a loan agreement in the amount of $86.4 million, which was fully redeemed during the second quarter 2025. Prior to redemption, this loan was included in residential transition loans, at fair value on Rithm Capital’s consolidated balance sheets.
SFR Property Management Agreement
In January 2024, Rithm Capital entered into a property management agreement with APM, an entity in which the Company has an ownership interest, to manage certain of the Company’s SFR properties. Rithm Capital’s ownership interest in such entity is accounted for under the equity method and is presented within other assets on the consolidated balance sheets. Refer to Note 20 for additional details on the 2022-SFR2 Securitization.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Management Fees and Incentive Income Earned from Related Parties and Waived Fees
The Company earns substantially all of its management fees and incentive income from the funds, which are considered related parties as Sculptor manages the operations of and makes investment decisions for these funds.
As of September 30, 2025, approximately $1.6 billion of the Company’s AUM represented investments by Sculptor and Rithm Capital, its current executive managing directors, employees and certain other related parties in Sculptor’s funds. As of September 30, 2025, approximately 67.0% of this AUM is not charged management fees or incentive fees.
Due from Related Parties
The Company pays certain expenses on behalf of the funds. Amounts due from related parties relate primarily to reimbursements to Sculptor for these expenses and amounts due from Rithm Property Trust, to the extent the expenses were incurred by the Manager. Due from related parties is presented within other assets on the consolidated balance sheets.
Investments in Funds
In the first quarter of 2022, Sculptor closed on a $350.0 million structured alternative investment solution, a collateralized financing vehicle that invests in various open-ended and closed-ended funds managed by Sculptor. Sculptor invested approximately $127.8 million in the vehicle and the vehicle is consolidated on the Company’s consolidated financial statements. See Note 19 and Note 20 for additional details on the structured alternative investment solution.
In the second quarter of 2024, Sculptor launched Sculptor Loan Financing Partners, a CLO equity investment platform to manage investments in the equity tranches of Sculptor managed CLOs in the U.S. and Europe. The Company invested $125.2 million in the vehicle and the vehicle is consolidated on the Company’s consolidated financial statements. See Note 19 and Note 20 for additional details on the Sculptor Loan Financing Partners.
During the first quarter of 2025, the Company acquired interest in certain funds managed by the Company for approximately $74.6 million. See Note 26 for additional details on this investment. Additionally, the Company has an interest in a consolidated joint venture that holds an investment in an affiliated fund. Refer to Notes 20 and 26 for additional details.
During the third quarter of 2025, the Company entered into a strategic investment partnership, managed by the Company, with a third party investor to fund the acquisition of RTLs, originated and serviced by the Company’s subsidiary, Genesis. The Company invested $4.7 million in the partnership it consolidates. See Note 20 for additional details.
Investments in Loan Securitizations
The Company retains beneficial interests in loan securitization trusts that it sponsors. Refer to Note 20 for additional details.
Investment in the SPAC
In a private placement concurrent with the IPO of the SPAC, the Sponsor acquired 660,000 units of the SPAC (the “Private Placement Units”) for total gross proceeds of $6.6 million. Each Private Placement Unit consists of one Class A share and one-third of one non-redeemable warrant. In addition, the Sponsor purchased and owns substantially all of the outstanding Class B ordinary shares of the SPAC. The Private Placement Units and Class B ordinary shares held by the Company are eliminated upon consolidation.
RITHM CAPITAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(dollars in tables in thousands, except share and per share data)
Transactions with Rithm Property Trust
In connection with the transaction with Rithm Property Trust, on June 11, 2024, RCM Manager, a subsidiary of Rithm Capital, entered into the Rithm Property Trust Management Agreement to serve as Rithm Property Trust’s external manager. As of September 30, 2025, Rithm Capital holds 3.3 million shares of Rithm Property Trust common stock with a fair value of $8.3 million, equal to 7.3% of the outstanding shares of Rithm Property Trust common stock. In addition, Rithm Property Trust issued five-year warrants to Rithm Capital, exercisable for approximately 3.3 million shares of Rithm Property Trust’s common stock. During the first quarter of 2025, the Company acquired 400,000 shares, or 19.2%, for $10.0 million of Rithm Property Trust’s 9.875% Series C Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock at the public offering price of $25.00 per share.
Pursuant to the Rithm Property Trust Management Agreement, RCM Manager implements and manages Rithm Property Trust’s business strategy, investment activities and day-to-day operations subject to oversight by Rithm Property Trust’s board of directors. Additionally, the Company’s Chief Executive Officer currently serves as Rithm Property Trust’s Chief Executive Officer and a member of the board of directors of Rithm Property Trust. The Company’s Chief Executive Officer does not receive any compensation from Rithm Property Trust for his role either as Interim Chief Executive Officer or a member of the board of directors.
Rithm Property Trust pays all of its costs and expenses and reimburses the Manager (to the extent incurred by the Manager) on a monthly basis for the costs and expenses of providing services under the Management Agreement, including reimbursing the Manager or its affiliates, as applicable, for the Company’s allocable share of the compensation (whether paid in cash, stock or other forms), including annual base salary, bonus, any related withholding taxes and employee benefits, paid to (i) the Manager’s personnel serving as Rithm Property Trust’s chief financial officer based on the percentage of his or her time spent managing the Rithm Property Trust's affairs and (ii) other corporate finance, tax, accounting, middle office, internal audit, legal, risk management, operations, compliance and other non-investment personnel of the Manager and its affiliates who spend all or a portion of their time managing Rithm Property Trust's affairs.
During the first quarter of 2024 (prior to the closing of the transaction with Rithm Property Trust), the Company acquired a pool of performing and non-performing residential mortgage loans with an UPB of $245.3 million from Rithm Property Trust.
Further, during the second quarter of 2024, Newrez assumed operational servicing for mortgage loans with an UPB of approximately $562.1 million held directly by Rithm Property Trust, and servicing rights for mortgage loans with an UPB of approximately $2.9 billion in certain securitization trusts sponsored by Rithm Property Trust, which were previously serviced by an affiliate of Rithm Property Trust. For loans held directly by Rithm Property Trust, Newrez is entitled to receive an average servicing fee based on UPB of approximately 0.54% for performing loans and non-performing loans and the greater of (i) the servicing fee applicable to the underlying mortgage loan prior to foreclosure, or (ii)1.00% annually of the fair market value of the REO as reasonably determined by RCM Manager or 1.00% annually of the purchase price of any REO otherwise purchased by Rithm Property Trust for REO assets. For the servicing of the loans in the securitization trusts sponsored by Rithm Property Trust, Newrez is entitled to receive a servicing fee pursuant to the terms of the servicing agreement with each trust. As of September 30, 2025, the fair value of recognized MSRs associated with the loans in securitizations sponsored by Rithm Property Trust was approximately $22.1 million.
During the first quarter of 2025, the Company entered into a consolidated joint venture with Rithm Property Trust to fund a certain mortgage note receivable in the amount of $35.0 million, with each party contributing $17.5 million.
Other
The Company holds a derivative liability to an affiliate, which is measured at fair value. Refer to Note 17 for additional details.
- SUBSEQUENT EVENTS
There have been no events since September 30, 2025 that require recognition or disclosure in the consolidated financial statements.
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