Sixth Street Partners Management Form 3 NEW RITE AID / Alan Waxman ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Sixth Street Partners Management Company, L.P.

(Last) (First) (Middle)

C/O SIXTH STREET PARTNERS, LLC

2100 MCKINNEY AVENUE, SUITE 1500

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/30/2024

3. Issuer Name and Ticker or Trading Symbol
NEW RITE AID, LLC [ NONE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Units(1)	82,967	I	Held by TAO Finance 3-A, LLC(2)(5)
Class A Units(1)	67,335	I	Held by Conifer Finance 3, LLC(3)(5)
Class A Units(1)	14,810	I	Held by Cypress V Finance 3, LLC(4)(5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Sixth Street Partners Management Company, L.P.

(Last) (First) (Middle)

C/O SIXTH STREET PARTNERS, LLC

2100 MCKINNEY AVENUE, SUITE 1500

(Street)

DALLAS TX 75201

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Waxman Alan

(Last) (First) (Middle)

C/O SIXTH STREET PARTNERS, LLC

1 LETTERMAN DR, BUILDING B, SUITE B6-100

(Street)

SAN FRANCISCO CA 94129

(City) (State) (Zip)

Explanation of Responses:

1. The Form is with respect to securities of New Rite Aid, LLC ("New Rite Aid"), a successor to Rite Aid Corporation ("Old Rite Aid"). On August 16, 2024, the U.S. Bankruptcy Court for the District of New Jersey (the "Bankruptcy Court") entered an order confirming the plan of reorganization (as amended, the "Plan") of Old Rite Aid and certain of its affiliates (the "Debtors"). Pursuant to the Plan, on August 30, 2024 (the "Effective Date"), Old Rite Aid, New Rite Aid, Plan Emergence Merger Sub, Inc. ("Merger Sub"), a wholly owned subsidiary of New Rite Aid, and certain other parties entered into an agreement and plan of merger (the "Merger Agreement") pursuant to which Merger Sub merged with and into Old Rite Aid with Old Rite Aid surviving the merger and ultimately becoming a wholly owned subsidiary of New Rite Aid. In connection with the Plan, on the Effective Date, New Rite Aid issued the Class A Units described herein pursuant to the Plan in exchange for certain claims.

2. These securities are owned directly by TAO Finance 3-A, LLC, a Delaware limited liability company. Sixth Street TAO GenPar, L.P., a Delaware limited partnership, is the manager of TAO Finance 3-A, LLC, which is ultimately indirectly controlled by Sixth Street Partners Management Company, L.P., a Delaware limited partnership ("Management Company"). Management Company is managed by its general partner, whose managing member is Alan Waxman.

3. These securities are owned directly by Conifer Finance 3, LLC, a Delaware limited liability company. Sixth Street Fundamental Strategies GenPar, L.P., a Delaware limited partnership, is the manager of Conifer Finance 3, LLC, which is ultimately indirectly controlled by Management Company. Management Company is managed by its general partner, whose managing member is Alan Waxman.

4. These securities are owned directly by Cypress V Finance 3, LLC, a Delaware limited liability company. Sixth Street Opportunities GenPar V, L.P., a Delaware limited partnership, is the manager of Cypress V Finance 3, LLC, which is ultimately indirectly controlled by Management Company. Management Company is managed by its general partner, whose managing member is Alan Waxman.

5. Each Reporting Person disclaims beneficial ownership over the reported securities herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of its or his pecuniary interest therein.

Remarks:

Exhibit 24 - Authorization and Designation Letter, dated July 15, 2023, by Alan Waxman

	Sixth Street Partners Management Company, L.P., By: /s/ Joshua Peck, Authorized Signatory of the GP of Sixth Street Partners Management Company, L.P.	09/09/2024
	Alan Waxman By: /s/ Joshua Peck, on behalf of Alan Waxman	09/09/2024
	** Signature of Reporting Person	Date
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