Item 8.01. Other Events.
On September 18, 2020, New Residential Investment Corp. (the "Company") filed
with the Securities and Exchange Commission a prospectus supplement (the "Resale
Prospectus Supplement") to the prospectus dated August 1, 2019 included in the
Company's automatic shelf registration statement on Form S-3ASR (No.
333-232952). The Resale Prospectus Supplement was filed for the purpose of
registering the sale from time to time by certain selling stockholders
(collectively, the "Selling Stockholders") of up to 43,441,603 shares of the
Company's common stock, par value $0.01 per share ("Common Stock"), issuable
upon exercise of the warrants of the Company, dated May 19, 2020 or May 27,
2020, as applicable.
The Company will not receive any of the proceeds from the sale of Common Stock
by the Selling Stockholders.
In connection with the filing of the Resale Prospectus Supplement, the Company
is filing an opinion of its counsel, Skadden, Arps, Slate, Meagher & Flom LLP,
regarding the legality of the securities being registered, which opinion is
attached as Exhibit 5.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are being filed herewith:
No. Description
5.1 Opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the
Resale Prospectus Supplement.
23.1 Consent of Skadden, Arps, Slate, Meagher & Flom LLP (included in Exhibit
5.1).
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded
within the Inline XBRL document.
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