SEC Form SC 13G/A filed by Aetherium Acquisition Corp. (Amendment)

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 2 of 19

(1)	Represents 100,000 shares of Class A common stock, $0.0001 par value of Aetherium Acquisition Corp. (the “Issuer”) held directly by OCM Value SPAC Holdings, L.P.

(2)	All calculations of percentage ownership herein are based on an aggregate of 12,028,500 shares of Class A common stock, $0.0001 par value of the Issuer outstanding as of November 14, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q filed on November 15, 2022.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 3 of 19

1	NAMES OF REPORTING PERSONS
	OCM Value SPAC Holdings II, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			100,000(1)
		6	SHARED VOTING POWER
		7	SOLE DISPOSITIVE POWER
			100,000(1)
		8	SHARED DISPOSITIVE POWER
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	100,000(1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	0.8%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	Represents 100,000 shares of Class A common stock, $0.0001 par value of the Issuer held directly by OCM Value SPAC Holdings II, L.P.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 4 of 19

1	NAMES OF REPORTING PERSONS
	Oaktree Fund GP, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			200,000(1)
		6	SHARED VOTING POWER
		7	SOLE DISPOSITIVE POWER
			200,000(1)
		8	SHARED DISPOSITIVE POWER
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	200,000(1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.7%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO

(1)	Solely in its capacity as the general partner of OCM Value SPAC Holdings, L.P. and OCM Value SPAC Holdings II, L.P.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 5 of 19

1	NAMES OF REPORTING PERSONS
	Oaktree Fund GP I, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			200,000(1)
		6	SHARED VOTING POWER
		7	SOLE DISPOSITIVE POWER
			200,000(1)
		8	SHARED DISPOSITIVE POWER
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	200,000(1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.7%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	Solely in its capacity as the managing member of Oaktree Fund GP, LLC.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 6 of 19

1	NAMES OF REPORTING PERSONS
	Oaktree Capital I, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			200,000(1)
		6	SHARED VOTING POWER
		7	SOLE DISPOSITIVE POWER
			200,000(1)
		8	SHARED DISPOSITIVE POWER
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	200,000(1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.7%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)	Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 7 of 19

(1)	Solely in its capacity as the general partner of Oaktree Capital I, L.P.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 8 of 19

(1)	Solely in its capacity as the managing member of OCM Holdings I, LLC.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 9 of 19

(1)	Solely in its capacity as the managing member of Oaktree Holdings, LLC.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 10 of 19

(1)	Solely in its capacity as the indirect owner of the class B units of Oaktree Capital Group, LLC.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 11 of 19

1	NAMES OF REPORTING PERSONS
	Brookfield Corporation
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			200,000(1)
		6	SHARED VOTING POWER
		7	SOLE DISPOSITIVE POWER
			200,000(1)
		8	SHARED DISPOSITIVE POWER
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	200,000(1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	1.7%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	HC

(1)	Solely in its capacity as the indirect owner of the class A units of Oaktree Capital Group, LLC.

SCHEDULE 13G/A
CUSIP No. 00809J101	Page 12 of 19

(1)	Solely in its capacity as the sole owner of the Class B Limited Voting Shares of Brookfield Corporation (f/k/a Brookfield Asset Management, Inc.).

Item 1(a).

Name of Issuer:

Item 1(b).

Address of Issuer’s Principal Executive Offices:

Item 2(a)-(c).

Name of Person Filing; Address of Principal Business Office; and Citizenship

i)	OCM Value SPAC Holdings, L.P., a Delaware limited partnership (“OCM Value SPAC”), in its capacity as the direct owner of 100,000 shares of Class A common stock, $0.0001 par value of the Issuer;

ii)	OCM Value SPAC Holdings II, L.P., a Delaware limited partnership (“OCM Value SPAC II”), in its capacity as the direct owner of 100,000 shares of Class A common stock, $0.0001 par value of the Issuer;

iii)	Oaktree Fund GP, LLC, a Delaware limited liability company (“Fund GP”), in its capacity as the general partner of OCM Value SPAC and OCM Value SPAC II;

iv)	Oaktree Fund GP I, L.P., a Delaware limited partnership (“GP I”), in its capacity as the managing member of Fund GP;

v)	Oaktree Capital I, L.P., a Delaware limited partnership (“Capital I”), in its capacity as the general partner of GP I;

vi)	OCM Holdings I, LLC, a Delaware limited liability company (“Holdings I”), in its capacity as the general partner of Capital I;

vii)	Oaktree Holdings, LLC, a Delaware limited liability company (“Holdings”), in its capacity as the managing member of Holdings I;

viii)

Oaktree Capital Group, LLC, a Delaware limited liability company (“OCG”), in its capacity as the managing member of Holdings;

ix)	Oaktree Capital Group Holdings GP, LLC, a Delaware limited liability company (“OCGH GP”), in its capacity as the indirect owner of the class B units of OCG;

x)	Brookfield Corporation (f/k/a Brookfield Asset Management Inc.), an Ontario corporation (“Brookfield”), in its capacity as the indirect owner of the class A units of OCG, in its capacity as such; and

xi)	BAM Partners Trust, a trust established under the laws of Ontario (the “BAM Partnership”), in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

Item 2(d).

Title of Class of Securities:

Item 2(e).

CUSIP Number:

Item 3.

If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a:

Item 4.

Ownership:

Item 5.

Ownership of Five Percent or Less of a Class:

Item 6.

Ownership of More than Five Percent on Behalf of Another Person:

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

Item 8.

Identification and Classification of Members of the Group:

Item 9.

Notice of Dissolution of Group:

Item 10.

Certification:

	OCM VALUE SPAC HOLDINGS, L.P.
	By:	Oaktree Fund GP I, L.P.
	Its:	General Partner
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Authorized Signatory
	OCM VALUE SPAC HOLDINGS II, L.P.
	By:	Oaktree Fund GP I, L.P.
	Its:	General Partner
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Authorized Signatory
	OAKTREE FUND GP, LLC
	By:	Oaktree Fund GP I, L.P.
	Its:	Managing Member
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Authorized Signatory
	OAKTREE FUND GP I, L.P.
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Authorized Signatory
	OAKTREE CAPITAL I, L.P.
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Senior Vice President

	OCM HOLDINGS I, LLC
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Senior Vice President
	OAKTREE HOLDINGS, LLC
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Senior Vice President
	OAKTREE CAPITAL GROUP, LLC
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Senior Vice President
	OAKTREE CAPITAL GROUP HOLDINGS GP, LLC
	By:	/s/ Henry Orren
	Name:	Henry Orren
	Title:	Senior Vice President
	BROOKFIELD CORPORATION
	By:	/s/ Swati Mandava
	Name:	Swati Mandava
	Title:	Senior Vice President Legal & Regulatory

	BAM PARTNERS TRUST, by its trustee, BAM CLASS B PARTNERS INC.
	By:	/s/ Kathy Sarpash
	Name:	Kathy Sarpash
	Title:	Secretary

Exhibit 1.

Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.