4//SEC Filing
KARSH BRUCE A 4
Accession 0000899243-19-024716
CIK 0001403528other
Filed
Oct 1, 8:00 PM ET
Accepted
Oct 2, 4:50 PM ET
Size
25.2 KB
Accession
0000899243-19-024716
Insider Transaction Report
Form 4
KARSH BRUCE A
DirectorPresident and Principal
Transactions
- Disposition to Issuer
Class A Units
2019-09-30−101,826→ 0 total - Disposition to Issuer
Class A Units
2019-09-30−13,000→ 0 total(indirect: See Footnotes) - Disposition to Issuer
OCGH Units
2019-09-30−1,784,291→ 7,137,159 total(indirect: See footnote)→ Class A Units (1,784,291 underlying) - Disposition to Issuer
OCGH Units
2019-09-30−665,697→ 2,662,799 total(indirect: By Trust)→ Class A Units (665,697 underlying) - Disposition to Issuer
OCGH Units
2019-09-30−2,662,799→ 0 total(indirect: By Trust)→ Class A Units (2,662,799 underlying) - Disposition to Issuer
OCGH Units
2019-09-30−560,706→ 2,242,820 total(indirect: See footnote)→ Class A Units (560,706 underlying) - Disposition to Issuer
OCGH Units
2019-09-30−7,137,159→ 0 total(indirect: See footnote)→ Class A Units (7,137,159 underlying) - Disposition to Issuer
OCGH Units
2019-09-30−2,242,820→ 0 total(indirect: See footnote)→ Class A Units (2,242,820 underlying)
Footnotes (9)
- [F1]On September 30, 2019, Brookfield Asset Management Inc. ("Brookfield") and Oaktree Capital Group, LLC ("Oaktree") completed the transactions contemplated by the Agreement and Plan of Merger, dated as of March 13, 2019, among Oaktree, Brookfield, Berlin Merger Sub, LLC, Oslo Holdings LLC and Oslo Holdings Merger Sub LLC (the "Merger Agreement"), pursuant to which Brookfield acquired approximately 61.2% of the Oaktree business (the "Merger"). Pursuant to the Merger Agreement, each vested Class A Unit of Oaktree was disposed of in exchange for either (A) $49.00 in cash or (B) 1.0770 Class A Limited Voting Shares of Brookfield, in each case, subject to the merger consideration election made by the reporting person and the proration adjustment set forth in the Merger Agreement (the "Merger Consideration").
- [F2]Oaktree Capital Group Holdings, L.P. ("OCGH") held 13,000 Class A units. The general partner of OCGH is Oaktree Capital Group Holdings GP, LLC ("OCGH GP"). In their capacities as members of the executive committee of OCGH GP holding more than 50% of the aggregate number of OCGH units held by all of the members of the executive committee as a group, the Reporting Person and Howard Marks, the Issuer's Co-Chairman, may be deemed to be beneficial owners of the securities held by OCGH.
- [F3]Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, the Reporting Person states that this filing shall not be deemed to be an admission that the Reporting Person is the beneficial owner of any of the Class A units reported herein as indirectly held, and the Reporting Person disclaims beneficial ownership of such securities, except to the extent of the Reporting Person's pecuniary interest therein.
- [F4]Each OCGH Unit represents a limited partnership interest in OCGH. Prior to the Merger, subject to certain conditions and limitations, OCGH Units were exchangeable for, at the option of the Issuer's board of directors, Class A Units of Oaktree on a one-for-one basis or other consideration of equal value or any combination of the foregoing, with certain adjustments.
- [F5]Pursuant to the Merger Agreement, 20% of the reporting person's vested limited partnership units of OCGH were exchanged for Merger Consideration.
- [F6]In connection with the Merger, Oaktree, Brookfield and certain of their affiliates entered into a Third Amended and Restated Exchange Agreement pursuant to which certain vested limited partnership interests in OCGH, including those that are issued and outstanding on the closing date of the Merger immediately after giving effect to the Merger, will become exchangeable for one of the following forms of consideration, at the election of Brookfield: cash, Brookfield class A shares or direct or indirect interests in certain promissory notes. The reporting person continues to hold these limited partnership interests in OCGH following the Merger, but the limited partnership interests in OCGH are no longer exchangeable into Class A Units of Oaktree.
- [F7]This balance represents the number of OCGH units held by Mr. Karsh, including in one or more entities controlled by him.
- [F8]This balance represents the number of OCGH units held by certain trusts controlled by Mr. Karsh in his capacity as trustee (the "Karsh Trusts").
- [F9]Held by an entity controlled by Mr. Karsh.
Documents
Issuer
Oaktree Capital Group, LLC
CIK 0001403528
Entity typeother
Related Parties
1- filerCIK 0001187256
Filing Metadata
- Form type
- 4
- Filed
- Oct 1, 8:00 PM ET
- Accepted
- Oct 2, 4:50 PM ET
- Size
- 25.2 KB