4//SEC Filing
FIRST BANCORP /PR/ 4
Accession 0001104659-13-070466
$FBPCIK 0001057706operating
Filed
Sep 16, 8:00 PM ET
Accepted
Sep 17, 4:20 PM ET
Size
79.5 KB
Accession
0001104659-13-070466
Insider Transaction Report
Form 4
Oaktree Fund GP AIF, LLC
10% Owner
Transactions
- Sale
Common Stock, par value $0.10 per share
2013-09-13$6.67/sh−840,904$5,605,130→ 41,854,769 total(indirect: See Footnotes)
Oaktree Fund GP III, L.P.
10% Owner
Transactions
- Sale
Common Stock, par value $0.10 per share
2013-09-13$6.67/sh−840,904$5,605,130→ 41,854,769 total(indirect: See Footnotes)
HARMON MICHAEL P
Director10% Owner
Transactions
- Sale
Common Stock, par value $0.10 per share
2013-09-13$6.67/sh−840,904$5,605,130→ 41,854,769 total(indirect: See Footnotes)
Transactions
- Sale
Common Stock, par value $0.10 per share
2013-09-13$6.67/sh−840,904$5,605,130→ 41,854,769 total(indirect: See Footnotes)
Transactions
- Sale
Common Stock, par value $0.10 per share
2013-09-13$6.67/sh−840,904$5,605,130→ 41,854,769 total(indirect: See Footnotes)
Oaktree Fund AIF Series, L.P.
10% Owner
Transactions
- Sale
Common Stock, par value $0.10 per share
2013-09-13$6.67/sh−840,904$5,605,130→ 41,854,769 total(indirect: See Footnotes)
Oaktree AIF Investments, L.P.
10% Owner
Transactions
- Sale
Common Stock, par value $0.10 per share
2013-09-13$6.67/sh−840,904$5,605,130→ 41,854,769 total(indirect: See Footnotes)
Oaktree AIF Holdings, Inc.
10% Owner
Transactions
- Sale
Common Stock, par value $0.10 per share
2013-09-13$6.67/sh−840,904$5,605,130→ 41,854,769 total(indirect: See Footnotes)
Footnotes (7)
- [F1]On September 13, 2013, Oaktree Principal Fund V (Delaware), L.P. (the "PF V Fund") sold 695,680 shares of Common Stock of the Issuer and Oaktree FF Investment Fund AIF (Delaware), L.P. (the "AIF Fund") sold 145,224 shares of Common Stock of the Issuer pursuant to the Underwriting Agreement, dated as of August 12, 2013, among Credit Suisse Securities (USA) LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Sandler O'Neill & Partners, L.P., as representatives of the several underwriters named therein, the Issuer and the selling stockholders named therein, including the PF V Fund and the AIF Fund (the "Sale").
- [F2]After giving effect to the Sale, the PF V Fund holds 34,617,194 shares of Common Stock of the Issuer and the AIF Fund holds 7,226,387 shares of Common Stock of the Issuer. Michael P. Harmon, a Managing Director of Oaktree Capital Management, L.P. and a director of First BanCorp., also holds 11,188 shares of restricted stock for the benefit of OCM FIE, LLC ("FIE"). Pursuant to the policies of the Reporting Persons (defined below), Mr. Harmon must hold the shares on behalf of and for the benefit of FIE and has assigned all economic, pecuniary and voting rights to FIE.
- [F3]This Form 4 is being filed by Mr. Harmon and by (i) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), in its capacities as manager of Oaktree Capital Group, LLC ("OCG") and general partner of Oaktree Capital Group Holdings, L.P. ("OCGH LP"), (ii) OCG, in its capacity as managing member of Oaktree Holdings, LLC ("Oaktree Holdings"), (iii) Oaktree Holdings, in its capacity as managing member of OCM Holdings I, LLC ("Oaktree Holdings I"), (iv) Oaktree Holdings I, in its capacity as general partner of Oaktree Capital I, L.P. ("Oaktree Capital I"), (v) Oaktree Capital I, in its capacity as general partner of Oaktree Fund GP I, L.P. ("Oaktree Fund GP I"), (vi) Oaktree Fund GP I, in its capacity as managing member of Oaktree Fund GP, LLC ("Oaktree Fund GP"), (vii) Oaktree Fund GP, in its capacities as general partner of the PF V Fund and managing member of FIE, (viii) OCGH LP in its capacity as controlling shareholder of Oaktree AIF Holdings, Inc. ("Oaktree AIF Holdings"),
- [F4](ix) Oaktree AIF Holdings, in its capacity as general partner of Oaktree AIF Investments, L.P. ("Oaktree AIF Investments"), (x) Oaktree AIF Investments, in its capacity as general partner of Oaktree Fund GP III, L.P. ("Oaktree GP III"), (xi) Oaktree GP III, in its capacity as sole member of Oaktree Fund GP AIF, LLC ("Oaktree GP AIF"), (xii) Oaktree GP AIF, in its capacity as general partner of Oaktree Fund AIF Series, L.P. - Series I ("Oaktree AIF" and, collectively with OCGH GP, OCGH LP, OCG, Oaktree Holdings, Oaktree Holdings I, Oaktree Capital I, Oaktree Fund GP I, Oaktree Fund GP, Oaktree AIF Holdings, Oaktree AIF Investments, Oaktree GP III and Oaktree GP AIF, the "Reporting Persons" and each, a "Reporting Person"), and (xiii) Oaktree AIF, in its capacity as general partner of the AIF Fund.
- [F5]By virtue of Mr. Harmon's voting and investment authority with respect to Oaktree Fund GP I and Oaktree GP III, Mr. Harmon may be deemed to have a beneficial ownership interest in the 41,843,581 shares of Common Stock held and collectively owned by the PF V Fund and the AIF Fund (Mr. Harmon being referred to herein as a "Reporting Person" with respect to such shares). OCGH GP may be deemed to have a beneficial ownership interest in the 41,854,769 shares of Common Stock that are held and collectively owned by the PF V Fund, the AIF Fund and Mr. Harmon. Each of OCG, Oaktree Holdings, Oaktree Holdings I, Oaktree Capital I, Oaktree Fund GP I and Oaktree Fund GP may be deemed to have a beneficial ownership interest in the 34,628,382 shares of Common Stock that are held and collectively owned by the PF V Fund and Mr. Harmon.
- [F6]Each of OCGH LP, Oaktree AIF Holdings, Oaktree AIF Investments, Oaktree GP III, Oaktree GP AIF and Oaktree AIF may be deemed to have a beneficial ownership interest in the 7,226,387 shares of Common Stock that are held by the AIF Fund. 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.
- [F7]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
FIRST BANCORP /PR/
CIK 0001057706
Entity typeoperating
IncorporatedPR
Related Parties
1- filerCIK 0001057706
Filing Metadata
- Form type
- 4
- Filed
- Sep 16, 8:00 PM ET
- Accepted
- Sep 17, 4:20 PM ET
- Size
- 79.5 KB