4//SEC Filing
OCM PRINCIPAL OPPORTUNITIES FUND II LP 4
Accession 0001104659-11-037599
CIK 0001498710other
Filed
Jun 30, 8:00 PM ET
Accepted
Jul 1, 4:21 PM ET
Size
134.6 KB
Accession
0001104659-11-037599
Insider Transaction Report
Form 4
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
Oaktree Capital I, L.P.
10% Owner
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
OAKTREE FUND GP I, L.P.
10% Owner
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
OAKTREE CAPITAL MANAGEMENT LP
10% Owner
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
OCM Spirit Holdings II, LLC
10% Owner
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
OCM HOLDINGS I, LLC
10% Owner
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
OAKTREE HOLDINGS, LLC
10% Owner
Transactions
- Sale
Common Stock, par value of $0.0001 per share
2011-06-29$11.28/sh−256,513$2,893,467→ 29,146,335 total(indirect: See footnotes)
Footnotes (6)
- [F1]The securities are shares of common stock, par value $0.0001 ("Common Stock"), of Spirit Airlines, Inc. ("Issuer") disposed of upon the exercise of the underwriters' overallotment option pursuant to that certain Underwriting Agreement dated as of May 25, 2011 (as amended, the "Underwriting Agreement").
- [F2]This Form 4 is being filed with respect to 256,513 shares of the Issuer's Common Stock that were disposed of by OCM Spirit Holdings II, LLC (Holdings II") pursuant to the Underwriting Agreement.
- [F3]This Form 4 is being filed by (i) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the general partner of Oaktree Capital Group Holdings, L.P. ("OCGH LP"), (ii) OCGH LP, in its capacity as the majority holder of the voting units of Oaktree Capital Group, LLC ("OCG"), (iii) OCG, in its capacity as sole shareholder of Oaktree Holdings, Inc. ("OHI"), (iv) OHI, in its capacity as general partner of Oaktree Capital Management, L.P. ("Capital Management"), (v) Capital Management, in its capacity as manager of POF Spirit Foreign Holdings LLC ("Foreign Holdings"), OCM Spirit Holdings, LLC ("Holdings"), Holdings II, OCM Spirit Holdings III, LLC ("Holdings III"), OCM Spirit Holdings III-A, LLC ("Holdings III-A" and together with Foreign Holdings, Holdings, Holdings II and Holdings III, the "OCM Holding Entities" ), (vi) Holdings II, (vii) OCM Principal Opportunities Fund II, L.P. ("POF II"), as a member of Foreign Holdings, Holdings II and Holdings III-A,
- [F4](viii) OCM Principal Opportunities Fund III, L.P., as a member of Foreign Holdings, Holdings II and Holdings III ("POF III"), (ix) OCM Principal Opportunities Fund III GP, L.P. ("Fund III GP"), as general partner of POF III, (x) Oaktree Fund GP I, L.P. ("Oaktree GP"), as general partner of Fund III GP and POF II, (xi) Oaktree Capital I, L.P. ("Oaktree LP"), as general partner of Oaktree GP, (xii) OCM Holdings I, LLC ("OCM Holdings"), as general partner of Oaktree LP, and (xiii) Oaktree Holdings, LLC, as managing member of OCM Holdings ("OHL" and together with OCGH GP, OCGH LP, OCG, OHI, Capital Management, Holdings II, POF II, POF III, Fund III GP, Oaktree GP, Oaktree LP, and OCM Holdings, collectively the "Reporting Persons"). Each of OCGH GP, OCGH LP, OCG, OHI, Capital Management, Oaktree GP, Oaktree LP, and OCM Holdings may be deemed to have a beneficial interest in an aggregate of 29,146,335 shares of Common Stock that are directly owned by OCM Holdings Entities.
- [F5]POF II may be deemed to have a beneficial interest in an aggregate of 27,846,115 shares of Common Stock that are directly owned by Foreign, Holdings II and Holdings III-A. POF III and Fund III GP may be deemed to have a beneficial interest in an aggregate of 28,566,690 shares of Common Stock that are directly owned by Foreign Holdings, Holdings II and Holdings III. Holdings II directly owns 20,586,794 shares of Common Stock. Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Each Reporting Person disclaims beneficial ownership of all shares reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any shares covered by this Form 4.
- [F6]OCGH GP is a limited liability company managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, John B. Frank, David M. Kirchheimer, Sheldon M. Stone, Larry W. Keele, Stephen A. Kaplan and Kevin L. Clayton (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed indirect beneficial owners of the securities reported herein. Except to the extent of their respective pecuniary interest, each OCGH GP Member disclaims beneficial ownership of the securities reported herein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any securities covered by this Form 4.
Documents
Issuer
Spirit Airlines, Inc.
CIK 0001498710
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001049809
Filing Metadata
- Form type
- 4
- Filed
- Jun 30, 8:00 PM ET
- Accepted
- Jul 1, 4:21 PM ET
- Size
- 134.6 KB