Filing Details

Accession Number:
0000950142-22-002667
Form Type:
4
Zero Holdings:
No
Publication Time:
2022-09-06 18:45:34
Reporting Period:
2022-08-31
Accepted Time:
2022-09-06 18:45:34
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1455684 Tpi Composites Inc TPIC Engines & Turbines (3510) 201590775
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1815055 Oaktree Phoenix Investment Fund, L.p. 333 South Grand Avenue
28Th Floor
Los Angeles CA 90071
No No Yes No
1861643 Trust Partners Bam Brookfield Place, 181 Bay Street
Suite 300
Toronto A6 M5J 2T3
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2022-08-31 2,835,000 $0.01 2,835,000 No 4 X Indirect See Footnote
Common Stock Disposition 2022-08-31 1,526 $18.59 2,833,474 No 4 S Indirect See Footnote
Common Stock Acquisiton 2022-08-31 1,750,000 $0.01 1,750,000 No 4 X Indirect See Footnote
Common Stock Disposition 2022-08-31 942 $18.59 1,749,058 No 4 S Indirect See Footnote
Common Stock Acquisiton 2022-08-31 81,667 $0.01 81,667 No 4 X Indirect See Footnote
Common Stock Disposition 2022-08-31 44 $18.59 81,623 No 4 S Indirect See Footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 X Indirect See Footnote
No 4 S Indirect See Footnote
No 4 X Indirect See Footnote
No 4 S Indirect See Footnote
No 4 X Indirect See Footnote
No 4 S Indirect See Footnote
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Warrants (right to buy) Disposition 2022-08-31 2,835,000 $0.00 2,835,000 $0.01
Common Stock Warrants (right to buy) Disposition 2022-08-31 1,750,000 $0.00 1,750,000 $0.01
Common Stock Warrants (right to buy) Disposition 2022-08-31 81,667 $0.00 81,667 $0.01
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2021-11-22 2026-11-22 No 4 X Direct
0 2021-11-22 2026-11-22 No 4 X Direct
0 2021-11-22 2026-11-22 No 4 X Direct
Footnotes
  1. On August 31, 2022, Opps TPIC Holdings, LLC ("Opps") exercised warrants issued by the Company pursuant to the Series A Preferred Stock Purchase Agreement, dated November 8, 2021 (the "Warrants") directly beneficially owned by Opps to purchase 2,835,000 shares of the Company's common stock for $0.01 a share. Opps paid the exercise price on a cashless basis, resulting in the Company's withholding of 1,526 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 2,833,474 shares.
  2. On August 31, 2022, Oaktree Power Opportunities Fund V (Delaware) Holdings, L.P. ("Power V") exercised warrants issued by the Company pursuant to the Series A Preferred Stock Purchase Agreement, dated November 8, 2021 (the "Warrants") directly beneficially owned by Power V to purchase 1,750,000 shares of the Company's common stock for $0.01 a share. Power V paid the exercise price on a cashless basis, resulting in the Company's withholding of 942 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 1,749,058 shares.
  3. On August 31, 2022, Oaktree Phoenix Investment Fund, L.P. ("Phoenix") exercised warrants issued by the Company pursuant to the Series A Preferred Stock Purchase Agreement, dated November 8, 2021 (the "Warrants") directly beneficially owned by Phoenix to purchase 81,667 shares of the Company's common stock for $0.01 a share. Phoenix paid the exercise price on a cashless basis, resulting in the Company's withholding of 44 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 81,623 shares.
  4. This Form 4 is being filed jointly by (each, a "Reporting Person" and, collective, the "Reporting Persons") (i) Opps, (ii) Power V, (iii) Oaktree Fund GP, LLC ("Fund GP"), as general partner of TPIC and Power V, (iv) Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, (v) Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, (vi) OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I, (vii) Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, (viii) Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, (ix) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of OCG, (x) Brookfield Asset Management Inc. ("BAM"), as indirect owner of the class A units of OCG, (xi) BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BAM and (xii) Phoenix.
  5. 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 3.