0000950142-21-003675.txt : 20211110 0000950142-21-003675.hdr.sgml : 20211110 20211110160719 ACCESSION NUMBER: 0000950142-21-003675 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20211102 FILED AS OF DATE: 20211110 DATE AS OF CHANGE: 20211110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OAKTREE HOLDINGS, LLC CENTRAL INDEX KEY: 0001407181 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396575 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OAKTREE FUND GP I, L.P. CENTRAL INDEX KEY: 0001402746 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396578 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital Group, LLC CENTRAL INDEX KEY: 0001403528 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396574 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital I, L.P. CENTRAL INDEX KEY: 0001403530 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396577 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OCM HOLDINGS I, LLC CENTRAL INDEX KEY: 0001407178 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396576 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: OAKTREE HOLDINGS I, LLC DATE OF NAME CHANGE: 20070718 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OCM AHT Holdings, LLC CENTRAL INDEX KEY: 0001892278 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396580 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVE. STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVE. STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Fund GP, LLC CENTRAL INDEX KEY: 0001499005 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396579 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Real Estate Opportunities Fund VIII GP Ltd. CENTRAL INDEX KEY: 0001763293 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396571 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2138306300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: Oaktree Real Estate Opportuniites Fund VIII GP Ltd. DATE OF NAME CHANGE: 20181231 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Real Estate Opportunities Fund VIII GP, L.P. CENTRAL INDEX KEY: 0001763429 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396572 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2138306300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: Oaktree Real Estate Opportuniites Fund VIII GP, L.P. DATE OF NAME CHANGE: 20190103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROF8 AHT PT, LLC CENTRAL INDEX KEY: 0001892223 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31775 FILM NUMBER: 211396573 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVE. STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVE. STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ASHFORD HOSPITALITY TRUST INC CENTRAL INDEX KEY: 0001232582 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 861062192 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 14185 DALLAS PARKWAY SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75254 BUSINESS PHONE: 9724909600 MAIL ADDRESS: STREET 1: 14185 DALLAS PARKWAY SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75254 3 1 es210198399_3-aht1.xml OWNERSHIP DOCUMENT X0206 3 2021-11-02 0 0001232582 ASHFORD HOSPITALITY TRUST INC AHT 0001892278 OCM AHT Holdings, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001499005 Oaktree Fund GP, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001402746 OAKTREE FUND GP I, L.P. C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001403530 Oaktree Capital I, L.P. C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001407178 OCM HOLDINGS I, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001407181 OAKTREE HOLDINGS, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001403528 Oaktree Capital Group, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001892223 ROF8 AHT PT, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001763429 Oaktree Real Estate Opportunities Fund VIII GP, L.P. C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001763293 Oaktree Real Estate Opportunities Fund VIII GP Ltd. C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 Warrants (right to buy) 40 2021-11-02 2026-01-15 Common Stock 860064 I See Footnote Warrants (right to buy) 40 2021-11-02 2026-01-15 Common Stock 860064 I See Footnote Warrants (right to buy) 40 2021-11-02 2026-01-15 Common Stock 25132 I See Footnote Consists of Warrants issued by the Company pursuant to the Amendment No. 1 to the Credit Agreement, dated as of October 12, 2021 (the ?Warrants?) directly beneficially owned by OCM AHT Holdings, LLC (?OCM AHT?) exercisable for 860,064 shares of Common Stock at an exercise price of $40.00 per share. Consists of Warrants directly beneficially owned by ROF8 AHT PT, LLC (?ROF8 AHT?) exercisable for 860,064 shares of Common Stock at an exercise price of $40.00 per share. Consists of Warrants directly beneficially owned by Oaktree Phoenix Investment Fund AIF (Delaware), L.P. (?AIF?) exercisable for 25,132 shares of Common Stock at an exercise price of $40.00 per share. This Form 3 is being filed jointly by (each, a ?OCM AHT Reporting Person? and, collectively, the ?OCM AHT Reporting Persons?) (i) OCM AHT, (ii) Oaktree Fund GP, LLC (?Fund GP?) as the manager of OCM AHT, (iii) Oaktree Fund GP I, L.P. (Fund GP I) as the managing member of Fund GP, (iv) Oaktree Capital I, L.P. (?Capital I?) as the general partner of Fund GP I, (v) OCM Holdings I, LLC (?Holdings I?) as the general partner of Capital I, (vi) Oaktree Holdings, LLC as the managing member of Holdings I. Each of the OCM AHT 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 OCM AHT Reporting Person is the beneficial owner of any equity securities covered by this Form 3. This Form 3 is being filed jointly by (each, a ?ROF8 AHT Reporting Person? and, collectively, the ?ROF8 AHT Reporting Persons?) (i) ROF8 AHT, (ii) Oaktree Real Estate Opportunities Fund VIII GP, L.P. (?Fund VIII GP, L.P.?) as the managing member of ROF8 AHT, (iii) Oaktree Real Estate Opportunities Fund VIII GP Ltd. (?Fund VIII GP Ltd.?) as the general partner of Fund VIII GP, L.P., (iv) Oaktree Capital Management, L.P. (?Management?) as the sole director of Fund VIII GP Ltd., (v) Oaktree Capital Management GP, LLC (?Management GP?) as the general partner of Management, (vi) Atlas OCM Holdings, LLC (?Atlas?) as the sole managing member of Management GP, (vii) Brookfield Asset Management Inc. (?BAM?) as the indirect owner of the class A units of Atlas and (viii) BAM Partners Trust (?BAM Partnership?) as the sole owner of Class?B Limited Voting Shares of BAM. (con?t in FN6) (con?t from FN5) Each of the ROF8 AHT 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 ROF8 AHT Reporting Person is the beneficial owner of any equity securities covered by this Form 3. This Form 3 is being filed jointly by (each, a ?AIF Reporting Person? and, collectively, the ?AIF Reporting Persons?) (i) AIF, (ii) Oaktree Fund AIF Series, L.P. (?AIF Series?) as the general partner of AIF, (iii) Oaktree Fund GP AIF, LLC (?GP AIF?) as the general partner of AIF Series, (iv) Oaktree Fund GP III, L.P. (?Fund GP III?) as the managing member of GP AIF, (v) Oaktree AIF Investments, L.P. (?AIF Investments?) as the general partner of Fund GP III, (vi) Oaktree AIF Investment GP, LLC (?AIF Investment GP?) as the general partner of AIF Investments, (vii) Atlas as the sole member of AIF Investment GP, (viii) BAM as the indirect owner of the class A units of Atlas and (ix) BAM Partnership as the sole owner of Class?B Limited Voting Shares of BAM. (con?t in FN8) (con?t from FN7) Each of the AIF 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 AIF Reporting Person is the beneficial owner of any equity securities covered by this Form 3. Form 1 of 3 /s/ See Signatures Included in Exhibit 99.1 2021-11-10 EX-99.1 2 es210198399_ex9901.htm EXHIBIT 99.1

 

EXHIBIT 99.1

 

This Statement on Form 3 is filed jointly by the Reporting Persons listed below. The principal business address of each of these Reporting Persons is 333 South Grand Avenue, 28th Floor, Los Angeles, California 90071.

 

Name of Designated Filer: OCM AHT HOLDINGS, LLC

 

Date of Event Requiring Statement: November 2, 2021

 

Issuer Name and Ticker or Trading Symbol: AHT

 

 

OCM AHT HOLDINGS, LLC

By: Oaktree Fund GP, LLC

Its: Manager

By: Oaktree Fund GP I, L.P.

Its: Managing Member

  
       
  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  

 

  ROF8 AHT PT, LLC  
       
  By: /s/ Henry Orren  
  Name: Henry Orren  
  Title: Authorized Signatory  

 

 

OAKTREE REAL ESTATE OPPORTUNITIES FUND VIII GP, L.P.

By: Oaktree Real Estate Opportunities Fund VIII GP Ltd.

Its: General Partner

By: Oaktree Capital Management, L.P.

Its: Director

  
 

 

  
  By: /s/ Henry Orren  
  Name: Henry Orren  
  Title: Senior Vice President  

 

 

OAKTREE REAL ESTATE OPPORTUNITIES FUND VIII GP LTD.

By: Oaktree Capital Management, L.P.

Its: Director

  
       
  By: /s/ Henry Orren  
  Name: Henry Orren  
  Title: Senior Vice President