Home/Filings/3/0000899243-17-012545

3//SEC Filing

HPSCP Opportunities, L.P. 3

Accession 0000899243-17-012545

CIK 0001574197other

View on SEC.gov Company Profile

Filed

May 8, 8:00 PM ET

Accepted

May 9, 6:34 PM ET

Size

26.2 KB

Accession

0000899243-17-012545

Insider Transaction Report

Form 3

Period: 2017-05-09

Five Point Holdings, LLCFPH

TCO Fund GP, L.P.

10% Owner

Holdings

San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)
Class B Common Shares
(indirect: See footnotes)
18,932,182
Class A Common Shares
(indirect: See footnotes)
3,910,858
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)

Castlelake I, L.P.

10% Owner

Holdings

Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
Class B Common Shares
(indirect: See footnotes)
18,932,182
San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)
Class A Common Shares
(indirect: See footnotes)
3,910,858

TCS II REO USA, LLC

10% Owner

Holdings

Class B Common Shares
(indirect: See footnotes)
18,932,182
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)
Class A Common Shares
(indirect: See footnotes)
3,910,858

Castlelake II GP, L.P.

10% Owner

Holdings

San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
Class B Common Shares
(indirect: See footnotes)
18,932,182
Class A Common Shares
(indirect: See footnotes)
3,910,858

HFET Opportunities, LLC

10% Owner

Holdings

Class A Common Shares
(indirect: See footnotes)
3,910,858
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)
Class B Common Shares
(indirect: See footnotes)
18,932,182

TCO Fund, L.P.

10% Owner

Holdings

San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
Class A Common Shares
(indirect: See footnotes)
3,910,858
Class B Common Shares
(indirect: See footnotes)
18,932,182

TCO Investors, L.P.

10% Owner

Holdings

Class B Common Shares
(indirect: See footnotes)
18,932,182
Class A Common Shares
(indirect: See footnotes)
3,910,858
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)

HPSCP Opportunities, L.P.

10% Owner

Holdings

Class A Common Shares
(indirect: See footnotes)
3,910,858
San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
Class B Common Shares
(indirect: See footnotes)
18,932,182

TCS Diamond Solutions, LLC

10% Owner

Holdings

Class A Common Shares
(indirect: See footnotes)
3,910,858
Class B Common Shares
(indirect: See footnotes)
18,932,182
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)

Castlelake I GP, L.P.

10% Owner

Holdings

Class A Common Shares
(indirect: See footnotes)
3,910,858
Operating Company Class A Units
(indirect: See footnotes)
→ Class A Common Shares (7,101,625 underlying)
Class B Common Shares
(indirect: See footnotes)
18,932,182
San Francisco Venture Class A Units
(indirect: See footnotes)
→ Operating Company Class A Units (11,830,557 underlying)

Footnotes (6)

[F1]Represents securities held directly by: TCO Fund, L.P. ("TCO"), TCO Investors, L.P. ("TCOI"), Castlelake I, L.P. ("Castlelake I"), TCS Diamond Solutions, LLC ("Diamond Solutions"), TCS II REO USA, LLC ("TCSII REO"), HPSCP Opportunities, L.P. ("HPSCP) and HFET Opportunities, LLC ("HFET"). TCO Fund GP, L.P. ("TCO GP" and, together with TCO and TCOI, the "TCO Fund Entities") is the general partner of TCO and TCOI, and in such capacity may be deemed to share beneficial ownership of the securities held by TCO and TCOI. Castlelake I GP, L.P. ("Castlelake I GP" and, together with Castlelake I and Diamond Solutions, the "Castlelake I Fund Entities"), is the general partner of Castlelake I and the managing member of Diamond Solutions, and in such capacity may be deemed to share beneficial ownership of the securities held by Castlelake I and Diamond Solutions.
[F2]Castlelake II GP, L.P. ("Castlelake II GP" and, together with TCSII REO and HPSCP, the "Castlelake II Fund Entities") is the general partner of TCSII REO and HPSCP, and in such capacity may be deemed to share beneficial ownership of the securities held by TCSII REO and HPSCP. Castlelake III GP, L.P. ("Castlelake III GP" and, together with HFET, the "Castlelake III Fund Entities"), is the managing member of HFET, and in such capacity may be deemed to share beneficial ownership of the securities held by HFET.
[F3]Castlelake, L.P. ("Castlelake") is the investment manager of the TCO Fund Entities, the Castlelake I Fund Entities, the Castlelake II Fund Entities and the Castlelake III Fund Entities, and in such capacity may be deemed to share beneficial ownership of the securities beneficially owned by such entities. Rory O'Neill is the managing partner and chief executive officer of Castlelake. Castlelake, Mr. O'Neill, TCO GP, Castlelake I GP, Castlelake II GP, HFET REO and Castlelake III GP disclaim beneficial ownership of the securities reported herein except to the extent of any pecuniary interest therein.
[F4]Upon an exchange of Class A units of Five Point Operating Company, LLC (each an "Operating Company Class A Units") or Class A units of The Shipyard Communities, LLC (each a "San Francisco Venture Class A Unit") for Class A common shares, an equal number of Class B common shares will convert to Class A common shares on a 1-for-0.0003 basis.
[F5]The Operating Company Class A Units have no expiration date and are exchangeable at the option of the Issuer for either (i) Class A common shares on a one-for-one basis or (ii) cash in an amount equal to the market value of such shares at the time of exchange.
[F6]San Francisco Class A Units have no expiration date and are exchangeable at any time at the option of the holder for Operating Company Class A Units on a one-for-one basis.

Documents

1 file

3
doc3.xmlPrimary
FORM 3 SUBMISSION

Issuer

Five Point Holdings, LLC

CIK 0001574197

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001704520

Filing Metadata

Form type: 3
Filed: May 8, 8:00 PM ET
Accepted: May 9, 6:34 PM ET
Size: 26.2 KB

View on SEC.gov