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BROOKFIELD Corp /ON/ — Director's Dealing 2021
May 14, 2021
29863_dirs_2021-05-14_4190e0a1-da82-4d9f-8342-ae2a188e101e.zip
Director's Dealing
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SEC Form 3 — Initial Statement of Beneficial Ownership
Issuer: Garrett Motion Inc. (GTX)
CIK: 0001735707
Period of Report: 2021-04-30
Reporting Person: OAKTREE HOLDINGS, LLC (10% Owner)
Reporting Person: Atlas OCM Holdings, LLC (10% Owner)
Reporting Person: Oaktree Capital Group, LLC (10% Owner)
Reporting Person: Oaktree Capital Group Holdings GP, LLC (10% Owner)
Reporting Person: BROOKFIELD ASSET MANAGEMENT INC. (10% Owner)
Reporting Person: BAM Partners Trust (10% Owner)
Reporting Person: Oaktree Phoenix Investment Fund, L.P. (10% Owner)
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 3593111 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Series A Cumulative Convertible Preferred Stock | $5.25 | Common Stock (68834814) | Indirect |
Footnotes
F1: On April 30, 2021, the Plan of Reorganization (the "Plan") under Chapter 11 of Title 11 of the United States Code of Garrett Motion Inc., a Delaware corporation (the "Company"), became effective. Upon effectiveness of the Plan, all previously issued and outstanding common stock of the Company was cancelled in exchange for an equal number of shares of the reorganized Company's common stock, $0.001 par value per share (the "Common Stock").
F2: Pursuant to the terms of the Plan and the Replacement Equity Backstop Commitment Agreement dated March 9, 2021, the Company also issued 247,771,426 shares of Series A Cumulative Convertible Preferred Stock, par value $0.001 per share (the "Series A Preferred Stock"). Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of the Certificate of Designations of Series A Cumulative Convertible Preferred Stock (the "Series A Certificate of Designations"), dated as of April 30, 2021 by Garrett Motion Inc. as filed pursuant to its Form 8-K dated as of April 30, 2021.
F3: These shares of Common Stock and the Series A Preferred Stock of the Company are beneficially owned by Oaktree Capital Management, L.P. ("Management"), OCM Opps GTM Holdings, LLC ("GTM Holdings") and Oaktree Phoenix Investment Fund LP ("Phoenix") as a result of being the investment managers of certain private investment funds that directly hold Common Stock and Series A Preferred Stock, including Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as general partner of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP and the sole shareholder of VOF GP Ltd.,
F4: (Continued from Footnote 3) Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC ("Atlas"), as manager of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Asset Management Inc. ("BAM"), as indirect owner of the class A units of each of OCG and Atlas, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BAM. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.