4//SEC Filing
OAKTREE FUND GP II, L.P. 4
Accession 0001104659-19-029376
CIK 0001504461other
Filed
May 13, 8:00 PM ET
Accepted
May 14, 7:00 PM ET
Size
15.9 KB
Accession
0001104659-19-029376
Insider Transaction Report
Form 4
OAKTREE FUND GP II, L.P.
10% Owner
Transactions
- Disposition to Issuer
10.75% Class A Convertible Preferred Units
2019-05-10$9.92/sh−12,473,191$123,709,108→ 0 total(indirect: See footnotes)→ Common Units (12,473,191 underlying)
Oaktree Capital II, L.P.
10% Owner
Transactions
- Disposition to Issuer
10.75% Class A Convertible Preferred Units
2019-05-10$9.92/sh−12,473,191$123,709,108→ 0 total(indirect: See footnotes)→ Common Units (12,473,191 underlying)
Oaktree Holdings, Inc.
10% Owner
Transactions
- Disposition to Issuer
10.75% Class A Convertible Preferred Units
2019-05-10$9.92/sh−12,473,191$123,709,108→ 0 total(indirect: See footnotes)→ Common Units (12,473,191 underlying)
Oaktree Capital Group, LLC
10% Owner
Transactions
- Disposition to Issuer
10.75% Class A Convertible Preferred Units
2019-05-10$9.92/sh−12,473,191$123,709,108→ 0 total(indirect: See footnotes)→ Common Units (12,473,191 underlying)
Transactions
- Disposition to Issuer
10.75% Class A Convertible Preferred Units
2019-05-10$9.92/sh−12,473,191$123,709,108→ 0 total(indirect: See footnotes)→ Common Units (12,473,191 underlying)
Footnotes (5)
- [F1]The 10.75% Class A Convertible Preferred Units (the "Preferred Units") are convertible at the quotient (the "Conversion Rate"), per unit and subject to certain adjustments, of (i) $12.035 (the "Class A Preferred Unit Price") and (ii) the Class A Preferred Unit Price; provided, however, that if the volume-weighted average trading price (the "VWAP Price") for the fifteen (15) consecutive trading days ending on the trading day immediately preceding the Initial Conversion Date is less than the Class A Preferred Unit Price (such price, the "Adjusted VWAP Price"), then at all times on and after the Initial Conversion Date, the figure used in clause (ii) shall be the greater of (A) the Adjusted VWAP Price and (B) $5.00 (subject to adjustment for any splits, combinations or recapitalizations).
- [F2]On May 10, 2019, the Issuer redeemed all outstanding Preferred Units for consideration of $13.2385 per unit.
- [F3]The Form 4 filed by the Reporting Persons on April 9, 2019 incorrectly stated the number of securities beneficially owned following the reported redemption of Preferred Units.
- [F4]Highstar Capital NGL Co-Invest Manager LLC ("Highstar Co-Invest") is the managing member of NGL CIV A, LLC ("NGL CIV") and as a result may be deemed to share beneficial ownership of the securities held of record by NGL CIV. Highstar Capital GP IV, L.P. ("Highstar GP IV") is one of two members of Highstar NGL Prism/IV-A Interco LLC ("Highstar Prism") and is the non-member manager of the other member. In addition, Highstar GP IV is the non-member manager of Highstar NGL Main Interco LLC ("Highstar Main") and is the managing member of NGL Prism/IV-A Blocker LLC ("NGL Blocker") and Highstar Co-Invest. As a result, Highstar GP IV may deemed to share beneficial ownership of the securities held of record by Highstar Prism, Highstar Main, NGL CIV and NGL Blocker.
- [F5]Oaktree Capital Group Holdings GP, LLC is the duly elected manager of Oaktree Capital Group, LLC, which is the sole shareholder of Oaktree Holdings, Inc., which is the general partner of Oaktree Capital II, L.P., which is the general partner of Oaktree Fund GP II, L.P., which is the sole shareholder of Highstar Capital GP IV Holdings, which is the sole member of Highstar Capital GP IV, LLC, which is the general partner of Highstar GP IV. Oaktree Capital Group Holdings GP, LLC is managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank and Sheldon M. Stone who, by virtue of their membership interests in Oaktree Capital Group Holdings GP, LLC, may be deemed to share voting and dispositive power with respect to the Preferred Units and Warrants held by Highstar Prism, Highstar Main, NGL CIV A, LLC and NGL Prism/IV-A Blocker LLC. Each such entity or person disclaims any such beneficial ownership of such securities.
Documents
Issuer
NGL Energy Partners LP
CIK 0001504461
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001402869
Filing Metadata
- Form type
- 4
- Filed
- May 13, 8:00 PM ET
- Accepted
- May 14, 7:00 PM ET
- Size
- 15.9 KB