Filing Details
- Accession Number:
- 0000902664-21-002138
- Form Type:
- 13D Filing
- Publication Date:
- 2021-03-31 16:20:48
- Filed By:
- Oaktree Capital Management
- Company:
- Super Micro Computer Inc. (NASDAQ:SMCI)
- Filing Date:
- 2021-03-31
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Oaktree Value Equity Fund | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Value Equity Fund GP | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Value Equity Fund GP Ltd | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Capital Management | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Capital Management GP | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Atlas OCM Holdings | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Fund GP I | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Capital I | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| OCM Holdings I | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Holdings | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Capital Group | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Oaktree Capital Group Holdings GP | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Brookfield Asset Management Inc | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| Partners Limited | 0 | 2,850,000 | 0 | 2,850,000 | 2,850,000 | 5.6% |
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| SCHEDULE 13D/A | |
| Under the Securities Exchange Act of 1934 | |
| (Amendment No. 1)* | |
| Super Micro Computer, Inc. | |
| (Name of Issuer) | |
| Common Stock, $0.001 par value per share | |
| (Title of Class of Securities) | |
| 86800U104 | |
| (CUSIP Number) | |
|
Todd E. Molz General Counsel, Chief Administrative Officer & Managing Director Oaktree Capital Group Holdings GP, LLC 333 South Grand Avenue, 28th Floor Los Angeles, California 90071 (213) 830-6300
| |
| with a copy to: Eleazer Klein, Esq. Schulte Roth & Zabel LLP 919 Third Avenue New York, New York 10022 (212) 756-2000 | |
| (Name, Address and Telephone Number of Person | |
| Authorized to Receive Notices and Communications) | |
| March 29, 2021 | |
| (Date of Event Which Requires Filing of This Statement) | |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. ¨
(Page 1 of 20 Pages)
______________________________
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 2 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Value Equity Fund, L.P. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS WC | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON PN | |||
(1) In its capacity as the direct owner of 2,850,000 shares of common stock of the Issuer.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 3 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Value Equity Fund GP, L.P. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON PN | |||
(1) Solely in its capacity as the general partner of Oaktree Value Equity Fund, L.P.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 4 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Value Equity Fund GP Ltd. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON OO | |||
(1) Solely in its capacity as the general partner of Oaktree Value Equity Fund GP, L.P.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 5 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Capital Management, L.P. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON PN | |||
(1) Solely in its capacity as the sole director of Oaktree Value Equity Fund GP Ltd.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 6 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Capital Management GP, LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON OO | |||
(1) Solely in its capacity as the general partner of Oaktree Capital Management, L.P.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 7 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Atlas OCM Holdings, LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON OO | |||
(1) Solely in its capacity as the sole managing member of Oaktree Capital Management GP, LLC.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 8 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Fund GP I, L.P. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON PN | |||
(1) Solely in its capacity as the sole shareholder of Oaktree Value Equity Fund GP Ltd.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 9 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Capital I, L.P. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON PN | |||
(1) Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 10 of 20 Pages |
| 1 | NAME OF REPORTING PERSON OCM Holdings I, LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON OO | |||
(1) Solely in its capacity as the general partner of Oaktree Capital I, L.P.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 11 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Holdings, LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON OO | |||
(1) Solely in its capacity as the managing member of OCM Holdings I, LLC.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 12 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Capital Group, LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON OO | |||
(1) Solely in its capacity as the managing member of Oaktree Holdings,
LLC.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 13 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Oaktree Capital Group Holdings GP, LLC | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON OO | |||
(1) Solely in its capacity as the duly elected manager of Oaktree Capital Group, LLC.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 14 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Brookfield Asset Management Inc. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Ontario, Canada | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON HC | |||
(1) Solely in its capacity as the indirect owner of the class A units of each of Oaktree Capital Group, LLC and Atlas OCM Holdings, LLC.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 15 of 20 Pages |
| 1 | NAME OF REPORTING PERSON Partners Limited | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) ¨ | ||
| 3 | SEC USE ONLY | |||
| 4 | SOURCE OF FUNDS AF | |||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | ¨ | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION Ontario, Canada | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 7 | SOLE VOTING POWER -0- | ||
| 8 | SHARED VOTING POWER 2,850,000 (1) | |||
| 9 | SOLE DISPOSITIVE POWER -0- | |||
| 10 | SHARED DISPOSITIVE POWER 2,850,000 (1) | |||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON 2,850,000 (1) | |||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | ¨ | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.6% | |||
| 14 | TYPE OF REPORTING PERSON HC | |||
(1) Solely in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield Asset Management, Inc.
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 16 of 20 Pages |
The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (“Amendment No. 1”). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein. Capitalized terms used herein and not otherwise defined in this Amendment No. 1 have the meanings set forth in the Schedule 13D. This Amendment No. 1 amends Items 3 and 5 as set forth below.
| Item 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION |
| Item 3 of the Schedule 13D is hereby amended and restated as follows: |
| A total of approximately $54,807,023 was paid to acquire the Common Stock reported herein. The funds for the purchase of the shares of Common Stock reported herein were derived from the working capital of VEF. |
| Item 5. | INTEREST IN SECURITIES OF THE ISSUER |
| Item 5 of the Schedule 13D is hereby amended and restated as follows: |
| (a) | See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of shares of Common Stock and the percentage of the Common Stock beneficially owned by each of the Reporting Persons. The percentages reported in this Amendment No. 1 were calculated based upon 50,575,310 shares of Common Stock outstanding as of January 31, 2021, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2021 filed with the Securities and Exchange Commission (the “SEC”) on February 5, 2021. |
| (b) | See rows (7) through (10) of the cover pages to this Schedule 13D for the number of shares of Common Stock as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition. |
| (c) | Except as set forth on Schedule B attached hereto, there have been no transactions in the shares of Common Stock during the sixty (60) days prior to the date of this Amendment No. 1 by any of the Reporting Persons. |
| (d) | No person other than the Reporting Persons is known to have the right to participate in the receipt of dividends from, or proceeds from the sale of, the shares of Common Stock held by VEF. |
| (e) | Not applicable. |
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 17 of 20 Pages |
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Date: March 31, 2021
| OAKTREE VALUE EQUITY FUND, L.P. | ||
| By: | Oaktree Value Equity Fund GP, L.P. | |
| Its: | General Partner | |
| By: | Oaktree Value Equity Fund GP, Ltd. | |
| Its: | General Partner | |
| By: | Oaktree Capital Management, L.P. | |
| Its: | Director | |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President | |
| OAKTREE VALUE EQUITY FUND GP, L.P. | ||
| By: | Oaktree Value Equity Fund GP, Ltd. | |
| Its: | General Partner | |
| By: | Oaktree Capital Management, L.P. | |
| Its: | Director | |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President | |
| OAKTREE VALUE EQUITY FUND GP LTD. | ||
| By: | Oaktree Capital Management, L.P. | |
| Its: | Director | |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President | |
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 18 of 20 Pages |
| OAKTREE CAPITAL MANAGEMENT, L.P. |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President |
| OAKTREE CAPITAL MANAGEMENT GP, LLC |
| By: | Atlas OCM Holdings, LLC | |
| Its: | Managing Member | |
| By: | Oaktree New Holdings, LLC | |
| Its: | Member | |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President |
| ATLAS OCM HOLDINGS, LLC |
| By: | Oaktree New Holdings, LLC | |
| Its: | Member |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President |
| OAKTREE FUND GP I, L.P. |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Authorized Signatory |
| OAKTREE CAPITAL I, L.P. |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President |
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 19 of 20 Pages |
| OCM HOLDINGS I, LLC |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President |
| OAKTREE HOLDINGS, LLC |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President |
| OAKTREE CAPITAL GROUP, LLC |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President |
| OAKTREE CAPITAL GROUP HOLDINGS GP, LLC |
| By: | /s/ Jordan Mikes | |
| Name: | Jordan Mikes | |
| Title: | Senior Vice President |
| BROOKFIELD ASSET MANAGEMENT INC. |
| By: | /s/ Jessica Diab | |
| Name: | Jessica Diab | |
| Title: | Vice President, Legal & Regulatory |
| PARTNERS LIMITED |
| By: | /s/ Lisa Chu | |
| Name: | Lisa Chu | |
| Title: | Treasurer |
| CUSIP No. 86800U104 | SCHEDULE 13D/A | Page 20 of 20 Pages |
SCHEDULE B
Transactions in the Common Stock of the Issuer During the Last 60 Days
The following table sets forth all transactions in the shares of Common Stock effected in the past sixty (60) days by the Reporting Persons. All such transactions were effected in the open market through brokers and the price per share includes commissions. Where a price range is provided in the column titled “Price Range ($)”, the price reported in the column titled “Price Per Share ($)” is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices between the price ranges indicated in the column titled “Price Range ($)”. The Reporting Persons will undertake to provide to the staff of the SEC, upon request, full information regarding the number of shares of Common Stock sold at each separate price.
| Trade Date | Shares Purchased (Sold) | Price Per Share ($) | Price Range ($) |
| 03/24/2021 | (30,700) | 37.73 | 37.60 – 38.05 |
| 03/25/2021 | (39,300) | 37.17 | 37.05 – 37.50 |
| 03/26/2021 | (60,000) | 38.07 | 38.00 – 38.25 |
| 03/29/2021 | (62,603) | 37.54 | 37.40 – 38.05 |
| 03/30/2021 | (17,397) | 37.28 | 37.25 – 37.75 |