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Filing Details

Accession Number:: 0001532823-21-000002
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-03-11 19:12:52
Reporting Period:: 2021-03-09

Accepted Time:: 2021-03-11 19:12:52
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1499832	Townsquare Media Inc.	TSQ	Operators Of Nonresidential Buildings (6512)	A6

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1001085	Brookfield Asset Management Inc.	181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	Yes	No
1403525	Oaktree Capital Group Holdings Gp, Llc	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	No	No	Yes	No
1403527	Oaktree Capital Group Holdings, L.p.	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	No	No	Yes	No
1532819	Oaktree Aif Investment Gp, Llc	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	No	No	Yes	No
1532820	Oaktree Aif Investments, L.p.	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	No	No	Yes	No
1532823	Oaktree Fund Gp Iii, L.p.	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	No	No	Yes	No
1540229	Ltd Partners	181 Bay Street, Suite 300 Toronto A6 M5J 2T3	No	No	Yes	No
1790787	Atlas Ocm Holdings, Llc	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Units	Disposition	2021-03-09	1,595,224	$6.40	0	No	4	S	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Warrants to purchase Class A Common Stock	Disposition	2021-03-09	8,814,980	$6.40	8,814,980	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-03-09	2,151,373	$6.40	2,151,373	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	S	Indirect
0			No	4	S	Indirect

Footnotes

On March 9, 2021, the repurchase by the Issuer of 1,595,224 shares of Class A Common Stock, 2,151,373 shares of Class B Common Stock and 8,814,980 warrants to purchase Class A Common Stock (collectively, the "Securities") pursuant to that certain stock repurchase agreement, dated as of January 24, 2021, by and among the Issuer, OCM POF IV AIF GAP Holdings, L.P. ("GAP Holdings"), OCM PF/FF Radio Holdings PT, L.P. ("Radio Holdings") and the other sellers named therein for $6.40 per Security, was consummated.
This Form 4 is also being filed by: Partners Limited, in its capacity as the sole owner of class B limited voting shares of Brookfield Asset Management Inc. ("BAM"); BAM, in its capacity as the indirect owner of the Class A units of each of Oaktree Capital Group Holdings GP, LLC ("OCGH") and Atlas OCM Holdings, LLC ("Atlas OCM"); OCGH, in its capacity as general partner of Oaktree Capital Group Holdings, L.P. ("Capital Group LP"); Capital Group LP, in its capacity as sole managing member of Atlas OCM; Atlas OCM, in its capacity as sole managing member of Oaktree AIF Investment G.P. LLC ("AIF GP"); AIF GP, in its capacity as general partner of Oaktree AIF Investments, L.P. ("AIF Investments"); AIF Investments, in its capacity as general partner of Oaktree Fund GP III, L.P.
(Continued from (2)) Oaktree Fund GP AIF, LLC ("Fund GP AIF LLC"), in its capacity as general partner of Oaktree Fund AIF Series, L.P. - Series B ("Series B"), Oaktree Fund AIF Series, L.P. - Series I ("Series I") and Oaktree Fund AIF Series, L.P. - Series D ("Series D"); Series B, in its capacity as general partner of OCM Principal Opportunities Fund IV AIF (Delaware), L.P. ("Principal Opportunities"); Series I and Series D, in their capacity as general partners of Radio Holdings; Principal Opportunities, in its capacity as the sole member of OCM/GAP Holdings IV, LLC ("OCM/GAP"); and OCM/GAP, in its capacity as general partner of GAP Holdings.
Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Each Reporting Person, other than Radio Holdings and GAP Holdings with respect to their direct holdings, disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest 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 securities covered by this Form 4.
OCGH is a limited liability company managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, John B. Frank, Sheldon M. Stone and Jay S. Wintrob (each, an "OCGH Member" and, collectively, the "OCGH Members"). In such capacity, the OCGH Members may be deemed indirect beneficial owners of the securities reported herein. Except to the extent of their respective pecuniary interest, each OCGH Member disclaims beneficial ownership of the securities reported herein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any securities covered by this Form 4.
The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.
In connection with the Issuer's initial public offering, GAP Holdings and Radio Holdings entered into a stockholders' agreement (the "Stockholders' Agreement") with FiveWire Media Ventures, LLC ("FiveWire"), and the members of FiveWire. Pursuant to the Stockholders' Agreement, FiveWire and its members agreed to support certain nominees of affiliates of GAP Holdings and Radio Holdings and their affiliates (collectively, "Oaktree"), as directors of the Issuer, and will grant to Oaktree an irrevocable proxy to vote the shares of Class B common stock of the Issuer held by FiveWire and its members. As a result, the Reporting Persons may have been deemed to form a "group" with FiveWire and its members. The Reporting Persons disclaim beneficial ownership of any securities held by FiveWire and its members.
The warrants are immediately exercisable and do not expire unless so elected by the board of directors of the Issuer in certain circumstances.
The shares of Class B Common Stock are convertible at any time or times into an equal number of shares of Class A Common Stock.