SEC Form 3: L.P. Holdings, (Delaware) Iv Fund Opportunities Power Oaktree claimed ownership of 1,000 units of Common Stock
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| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/26/2021 |
3. Issuer Name and Ticker or Trading Symbol
Shoals Technologies Group, Inc. [ SHLS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock, par value $0.01 per share | 1,000 | D(1)(2)(3)(4)(5) | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. This Form 3 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) Oaktree Power Opportunities Fund IV (Delaware) Holdings, L.P. ("Oaktree Power"), (ii) Oaktree Power Opportunities Fund IV, L.P. (the "Main Fund"); (iii) Oaktree Power Opportunities Fund IV (Parallel), L.P. (the "Parallel Fund"); (iv) Oaktree Fund GP, LLC ("OFGP"); (v) Oaktree Capital Management, L.P. ("OCM"); (vi) Oaktree Capital Group, LLC ("OCG"); (vii) Atlas OCM Holdings LLC ("Atlas OCM"); (viii) Brookfield Asset Management, Inc. ("Brookfield"); (ix) Partners Limted and (x) Oaktree Capital Group Holdings, L.P. ("OCGH LP"). |
| 2. Oaktree Power Opportunities Fund IV (Delaware) Holdings, L.P. ("Oaktree Power") is beneficially owned by the Main Fund and Parallel Fund. We refer to the Main Fund and the Parallel Fund, collectively, as the "Oaktree Funds." Oaktree Power is controlled by its general partner, OFGP. OFGP is in turn an affiliate of OCM, which is the investment manager of each of the Oaktree Funds. As a result, each of the Oaktree Funds and OCM may be deemed to have beneficial ownership of the shares owned by Oaktree Power. OCM's asset management business is indirectly controlled by OCG and Atlas OCM. As of November 9, 2020, approximately 61.8% of OCM's business is indirectly owned by Brookfield and the remaining approximately 38.2% is ultimately owned by current and former OCM executives and employees. Brookfield's ownership interest in OCM's business is held through OCG, Atlas OCM and other holding entities. Partners Limited is the sole owner of Class B Limited Voting Shares of Brookfield. |
| 3. (Continued From footnote 2) The current and former OCM executives and employees hold their interests through a separate entity, OCGH LP. The board of directors of OCG and of Atlas OCM is currently comprised of: (i) five Oaktree senior executives, Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank, and Sheldon M. Stone; (ii) three independent directors, Stephen J. Gilbert, D. Richard Masson, and Marna C. Whittington; and (iii) two Brookfield senior executives, Justin B. Beber and J. Bruce Flatt. |
| 4. Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 3 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 3. |
| 5. The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. |
| Remarks: |
| Exhibit 24: Power of Attorney. Exhibit 99.1 Signatures |
| /s/ Mehgan Peetz, as Attorney-in-Fact for Oaktree Power Opportunities Fund IV (Delaware) Holdings, L.P. | 01/26/2021 | |
| See Signatures Included in Exhibit 99.1 | 01/26/2021 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||