0000899243-21-003784.txt : 20210129 0000899243-21-003784.hdr.sgml : 20210129 20210129215659 ACCESSION NUMBER: 0000899243-21-003784 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210128 FILED AS OF DATE: 20210129 DATE AS OF CHANGE: 20210129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital Group Holdings, L.P. CENTRAL INDEX KEY: 0001403527 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574067 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: Atlas OCM Holdings, LLC CENTRAL INDEX KEY: 0001790787 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574068 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574069 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 MANAGEMENT LP CENTRAL INDEX KEY: 0000949509 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574070 BUSINESS ADDRESS: STREET 1: 333 S GRAND AVENUE 28TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2138306300 MAIL ADDRESS: STREET 1: 333 S GRAND AVE 28TH FL CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: OAKTREE CAPITAL MANAGEMENT LLC DATE OF NAME CHANGE: 20010605 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Power Opportunities Fund IV (Parallel), L.P. CENTRAL INDEX KEY: 0001701705 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574071 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVENUE CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVENUE 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574072 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 Power Opportunities Fund IV, L.P. CENTRAL INDEX KEY: 0001622599 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574073 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Partners Ltd CENTRAL INDEX KEY: 0001540229 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574074 BUSINESS ADDRESS: STREET 1: 181 BAY STREET STREET 2: BROOKFIELD PLACE, SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5J2T3 BUSINESS PHONE: 416 956 5812 MAIL ADDRESS: STREET 1: 181 BAY STREET STREET 2: BROOKFIELD PLACE, SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5J2T3 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BROOKFIELD ASSET MANAGEMENT INC. CENTRAL INDEX KEY: 0001001085 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574075 BUSINESS ADDRESS: STREET 1: BROOKFIELD PLACE, 181 BAY ST, STE 300 STREET 2: PO BOX 762 CITY: TORONTO STATE: A6 ZIP: M5J2T3 BUSINESS PHONE: 416-363-9491 MAIL ADDRESS: STREET 1: BROOKFIELD PLACE, 181 BAY ST, STE 300 STREET 2: PO BOX 762 CITY: TORONTO STATE: A6 ZIP: M5J2T3 FORMER NAME: FORMER CONFORMED NAME: BRASCAN CORP/ DATE OF NAME CHANGE: 20010321 FORMER NAME: FORMER CONFORMED NAME: EDPERBRASCAN CORP DATE OF NAME CHANGE: 19970904 FORMER NAME: FORMER CONFORMED NAME: BRASCAN LTD DATE OF NAME CHANGE: 19950919 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Power Opportunities Fund IV (Delaware) Holdings, L.P. CENTRAL INDEX KEY: 0001834996 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39942 FILM NUMBER: 21574076 BUSINESS ADDRESS: STREET 1: 1400 SHOALS WAY CITY: PORTLAND STATE: TN ZIP: 37148 BUSINESS PHONE: 615-451-1400 MAIL ADDRESS: STREET 1: 1400 SHOALS WAY CITY: PORTLAND STATE: TN ZIP: 37148 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Shoals Technologies Group, Inc. CENTRAL INDEX KEY: 0001831651 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1400 SHOALS WAY CITY: PORTLAND STATE: TN ZIP: 37148 BUSINESS PHONE: 615-451-1400 MAIL ADDRESS: STREET 1: 1400 SHOALS WAY CITY: PORTLAND STATE: TN ZIP: 37148 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-01-28 0 0001831651 Shoals Technologies Group, Inc. SHLS 0001834996 Oaktree Power Opportunities Fund IV (Delaware) Holdings, L.P. 1400 SHOALS WAY PORTLAND TN 37148 0 0 1 0 0001001085 BROOKFIELD ASSET MANAGEMENT INC. BROOKFIELD PLACE 181 BAY STREET, SUITE 300 TORONTO A6 M5J 2T3 ONTARIO, CANADA 0 0 1 0 0001540229 Partners Ltd BROOKFIELD PLACE 181 BAY STREET, SUITE 300 TORONTO A6 M5J 2T3 ONTARIO, CANADA 0 0 1 0 0001622599 Oaktree Power Opportunities Fund IV, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001499005 Oaktree Fund GP, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001701705 Oaktree Power Opportunities Fund IV (Parallel), L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0000949509 OAKTREE CAPITAL MANAGEMENT LP 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 0001790787 Atlas OCM Holdings, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001403527 Oaktree Capital Group Holdings, L.P. 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 Common Stock, par value $0.01 per share 2021-01-28 4 J 0 1000 D 0 D Class A Common Stock, par value $0.00001 per share 2021-01-28 4 A 0 81977751 A 81977751 D Class A Common Stock, par value $0.00001 per share 2021-01-29 4 J 0 77000000 D 4977751 D This Form 4 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 Limited and (x) Oaktree Capital Group Holdings, L.P. ("OCGH LP"). 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. (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. 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 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. In the reorganization transactions (the "Reorganization Transactions") in connection with the initial public offering (the "IPO") of Shoals Technologies Group, Inc. (the "Issuer"), Oaktree Power surrendered all Common Stock to the Issuer to be redeemed and cancelled, and was issued 81,977,751 shares of Class A Common Stock ("Class A Common Stock"). Represents Class A Common Stock disposed of in connection with the IPO, which closed on January 29, 2021. These shares of Class A Common Stock were disposed at $23.75 per share, an initial public offering price of $25.00 per share less the underwriting discounts. Exhibit 99.1 Signatures /s/ Mehgan Peetz, as Attorney-in-Fact for Oaktree Power Opportunities Fund IV (Delaware) Holdings, L.P. 2021-01-29 See Signatures Included in Exhibit 99.1 2021-01-29 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

This Statement on Form 4 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 Fl., Los Angeles, CA 90071.

Name of Designated Filer: Oaktree Power Opportunities Fund IV (Delaware)
Holdings, L.P.

Date of Event Requiring Statement: January 28, 2021

Issuer Name and Ticker or Trading Symbol: SHLS


Oaktree Power Opportunities Fund IV, L.P.

By:    Oaktree Power Opportunities Fund IV GP, L.P.
Its:   General Partner

By:    Oaktree Fund GP, LLC
Its:   General Partner

By:    Oaktree Fund GP I, L.P.
Its:   Managing Member


By:    /s/ Henry Orren
       --------------------------------
Name:  Henry Orren
Title: Authorized Signatory


Oaktree Power Opportunities Fund IV (Parallel), L.P.

By:    Oaktree Power Opportunities Fund IV GP, L.P.
Its:   General Partner

By:    Oaktree Fund GP, LLC
Its:   General Partner

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 Capital Management, L.P.


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


Oaktree Capital Group, LLC


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


Atlas OCM Holdings, LLC


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


Brookfield Asset Management Inc.


By:    /s/ Jessica Diab
       --------------------------------
Name:  Jessica Diab
Title: Vice President - Legal & Regulatory


Partners Limited


By:    /s/ Brian Lawson
       --------------------------------
Name:  Brian Lawson
Title: President


Oaktree Capital Group Holdings, L.P.

By:    Oaktree Capital Group Holding GP, LLC
Its:   General Partner

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