Item 1(a) Name of Issuer
The name of the issuer is NextNav Inc. (the “Issuer”).
Item 1(b)
Address of Issuer’s Principal Executive Offices
The Issuer’s principal executive offices are located at: 1775 Tysons Blvd., 5th Floor McLean, Virginia 22102.
Item 2(a) Name of Person Filing
This Schedule 13G is being filed on behalf of the following persons (the “Reporting Persons”)*:
(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”). |
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(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. |
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(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. |
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(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”); |
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(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. |
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(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. |
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(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. |
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(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. |
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(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; |
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(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 |
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(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. |
The Joint Filing Agreement among the Reporting Persons to file this Schedule 13G jointly in accordance with Rule 13d-1(k) of the Exchange Act is attached as Exhibit A hereto.
Item 2(b) Address of Principal Business Office or, if None, Residence
The address of the principal business office of each of the Reporting Persons is: c/o Fortress Investment Group LLC, 1345 Avenue of the Americas, 46th Floor, New York, NY 10105.
Item 2(c) Citizenship
See Item 4 of each of the cover pages.
Item 2(d) Title of Class of Securities
Common Stock, par value $0.0001 per share.
Item 2(e) CUSIP No.
65345N 106
| 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: |
Not applicable.
(a) | Amount Beneficially Owned: See Item 9 of each of the cover pages. |
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(b) | Percent of Class: See Item 11 of each of the cover pages. |
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(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. | |
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| (ii) | Shared power to vote or direct the vote: See Item 6 of each of the cover pages. | |
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| (iii) | Sole power to dispose or direct the disposition: See Item 7 of each of the cover pages. |
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| (iv) | Shared power to dispose or direct the disposition: See Item 8 of each of the cover pages. | |
Item 5. Ownership of Five Percent or Less of a Class
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not applicable.
| Item 8. | Identification and Classification of Members of the Group |
Not applicable.
Item 9.
| Notice of Dissolution of Group |
Not applicable.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
November 8, 2021
