UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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||||
|
SCHEDULE 13G
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Under the Securities Exchange Act of 1934
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||||
(Amendment No. )*
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||||
NextNav Inc.
|
||||
(Name of Issuer)
|
||||
Common Stock,
par value $0.0001 per share
|
||||
(Title of Class of Securities)
|
||||
65345N 106
|
||||
(CUSIP Number)
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||||
October 28, 2021
|
||||
(Date of Event which Requires Filing of this Statement)
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
CF NNAV-E LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
12.23%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and Exchange
Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
FCOF V UST LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
12.23%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and Exchange
Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
FCOF V CDG Investments LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
11,678,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
12.23%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and Exchange
Commission on October 28, 2021)
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
FCO Fund V GP LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
14.85%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and
Exchange Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Fortress Credit Opportunities V Advisors LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
14.85%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and Exchange
Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Hybrid GP Holdings LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
14.85%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and Exchange
Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Hybrid GP Holdings (Cayman) LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
14.85%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and Exchange
Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
FIG LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
14.85%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and Exchange
Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Fortress Operating Entity I LP
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
14.85%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
PN
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and
Exchange Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
FIG Corp.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
14.85%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
CO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and
Exchange Commission on October 28, 2021).
|
CUSIP NO.
|
65345N 106
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Fortress Investment Group LLC
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 shares
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0 shares
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
14,178,054 shares
Refer to Item 4 below.
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
14.85%
Refer to Item 4 below.
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
1
|
The percentages reported in this Schedule 13G are based upon 95,475,334 shares of common stock outstanding as of October 28, 2021 (according to the issuer’s Form 8-K as filed with the Securities and
Exchange Commission on October 28, 2021).
|
(i)
|
CF NNAV-E LLC, a Delaware limited liability company (“CF NNAV-E”), directly holds shares of Common Stock of the Issuer (the “NNAV-E Shares”).
|
|
(ii)
|
FCOF V UST LLC, a Delaware limited liability company (“FCOF V UST”), is the holder of a majority of interests of CF NNAV-E and may therefore be deemed to beneficially own the NNAV-E Shares.
|
|
(iii)
|
FCOF V CDG Investments LLC, a Delaware limited liability company, is the holder of a majority of interests of FCOF V UST and may there be deemed to beneficially own the NNAV-E Shares.
|
|
(iv)
|
FCO Fund V GP LLC, a Delaware limited liability company ("FCO Fund V GP") is the general partner of certain investment funds that own a majority of interests in CF NNAV-E and CF NNAV-P LLC, a Delaware limited liability company
(“CF NNAV-P” and together with CF NNAV-E, the “Holders”), that directly holds additional shares of Common Stock of the Issuer, and may therefore be deemed to beneficially own the shares of Common Stock held by the Holders (the
“Shares”);
|
|
(v)
|
Fortress Credit Opportunities V Advisors LLC, a Delaware limited liability company ("FCO V Advisors"), is the investment advisor of certain investment funds that own a majority of interests in CF NNAV-E and CF NNAV-P and may
therefore be deemed to beneficially own the Shares.
|
|
(vi)
|
FIG LLC, a Delaware limited liability company, is the holder of all of the issued and outstanding interests of FCO V Advisors and may therefore be deemed to beneficially own the Shares.
|
|
(vii)
|
Hybrid GP Holdings (Cayman) LLC, a Delaware limited liability company, is the holder of all of the issued and outstanding interests of FCO Fund V GP and may therefore be deemed to beneficially own the Shares.
|
|
(viii)
|
Hybrid GP Holdings LLC, a Delaware limited liability company, is the holder of all the issued and outstanding interests of Hybrid GP Holdings (Cayman) LLC and may therefore be deemed to beneficially own the Shares.
|
|
(ix)
|
Fortress Operating Entity I LP, a Delaware limited partnership, is the holder of all the issued and outstanding shares of FIG LLC and Hybrid GP Holdings LLC, and may therefore be deemed to beneficially own the Shares;
|
(x)
|
FIG Corp., a Delaware corporation, is the general partner of Fortress Operating Entity I LP and may therefore be deemed to beneficially own the Shares; and
|
|
(xi)
|
Fortress Investment Group LLC, a Delaware limited liability company, is the holder of all the issued and outstanding shares of FIG Corp. and may therefore be deemed to beneficially own the Shares.
|
Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
Item 4. |
Ownership
|
(a)
|
Amount Beneficially Owned:
See Item 9 of each of the cover pages.
|
|
|
(b)
|
Percent of Class:
See Item 11 of each of the cover pages.
|
|
|
(c)
|
Number of Shares as to which such person has:
|
|
(i)
|
Sole power to vote or direct the vote:
See Item 5 of each of the cover pages.
|
|
|
|
|
|
|
(ii)
|
Shared power to vote or direct the vote:
See Item 6 of each of the cover pages.
|
|
|
|
|
|
|
(iii)
|
Sole power to dispose or direct the disposition:
See Item 7 of each of the cover pages.
|
|
|
|
|
|
|
(iv)
|
Shared power to dispose or direct the disposition:
See Item 8 of each of the cover pages.
|
Item 8. |
Identification and Classification of Members of the Group
|
Item 9. |
Notice of Dissolution of Group
|
Item 10. |
Certification
|
CF NNAV-E LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FCOF V UST LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FCOF V CDG INVESTMENTS LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FCO FUND V GP LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FORTRESS CREDIT OPPORTUNITIES V ADVISORS LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FIG LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
HYBRID GP HOLDINGS (CAYMAN) LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
HYBRID GP HOLDINGS LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FORTRESS OPERATING ENTITY I L.P.
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FIG CORP.
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FORTRESS INVESTMENT GROUP LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
CF NNAV-E LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FCOF V UST LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FCOF V CDG INVESTMENTS LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FCO FUND V GP LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FORTRESS CREDIT OPPORTUNITIES V ADVISORS LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FIG LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
HYBRID GP HOLDINGS (CAYMAN) LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
HYBRID GP HOLDINGS LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FORTRESS OPERATING ENTITY I L.P.
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FIG CORP.
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||
FORTRESS INVESTMENT GROUP LLC
|
|||
|
By:
|
/s/ | |
Name: David N. Brooks |
|||
Title: Secretary |
|||