FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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1. Name and Address of Reporting Person * Opps TPIC Holdings, LLC | 2. Issuer Name and Ticker or Trading Symbol TPI COMPOSITES, INC [ TPIC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
3. Date of Earliest Transaction
(MM/DD/YYYY)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
1.Title of Security (Instr. 3) | 2. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. Code (Instr. 8) |
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 8/31/2022 | X | 2835000 | A | $0.01 | 2835000 | I | See Footnote (4)(5) | ||
Common Stock | 8/31/2022 | S(1) | 1526 | D | $18.59 | 2833474 | I | See Footnote (4)(5) | ||
Common Stock | 8/31/2022 | X | 1750000 | A | $0.01 | 1750000 | I | See Footnote (4)(5) | ||
Common Stock | 8/31/2022 | S(2) | 942 | D | $18.59 | 1749058 | I | See Footnote (4)(5) | ||
Common Stock | 8/31/2022 | X | 81667 | A | $0.01 | 81667 | I | See Footnote (4)(5) | ||
Common Stock | 8/31/2022 | S(3) | 44 | D | $18.59 | 81623 | I | See Footnote (4)(5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrants (right to buy) | $0.01 | 8/31/2022 | X | 2835000 | 11/22/2021 | 11/22/2026 | Common Stock | 2835000 | $0.00 | 0 | D (4)(5) | ||||
Warrants (right to buy) | $0.01 | 8/31/2022 | X | 1750000 | 11/22/2021 | 11/22/2026 | Common Stock | 1750000 | $0.00 | 0 | D (4)(5) | ||||
Warrants (right to buy) | $0.01 | 8/31/2022 | X | 81667 | 11/22/2021 | 11/22/2026 | Common Stock | 81667 | $0.00 | 0 | D (4)(5) |
Remarks: Form 1 of 2 |
Reporting Owners | |||||
Reporting Owner Name / Address | |||||
Director | 10% Owner | Officer | Other | ||
Opps TPIC Holdings, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
Oaktree Power Opportunities Fund V (Delaware) Holdings, L.P. 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
Oaktree Fund GP, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
OAKTREE FUND GP I, L.P. 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
Oaktree Capital I, L.P. 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
OCM HOLDINGS I, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
OAKTREE HOLDINGS, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
Oaktree Capital Group, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
Oaktree Capital Group Holdings GP, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES, CA 90071 | X | ||||
BROOKFIELD ASSET MANAGEMENT INC. BROOKFIELD PLACE 181 BAY STREET, SUITE 300 TORONTO, A6 M5J2T3 | X |
Signatures | ||
/s/ See Signatures Included in Exhibit 99.1 | 9/6/2022 | |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
EXHIBIT 99.1
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 Floor, Los Angeles, California 90071.
Name of Designated Filer: OPPS TPIC Holdings, LLC
Date of Event Requiring Statement: August 31, 2022
Issuer Name and Ticker or Trading Symbol: TPIC
OPPS TPIC Holdings, LLC |
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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 |
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Title: Senior Vice President |
OAKTREE POWER OPPORTUNITIES FUND V (DELAWARE) HOLDINGS, L.P. |
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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 |
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Title: Senior Vice President |
OAKTREE FUND GP, LLC |
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By: | Oaktree Fund GP I, L.P. | ||
Its: | Managing Member | ||
By: | /s/ Henry Orren | ||
Name: Henry Orren |
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Title: Authorized Signatory |
OAKTREE FUND GP I, L.P. |
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By: | /s/ Henry Orren | ||
Name: Henry Orren |
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Title: Authorized Signatory |
OAKTREE CAPITAL I, L.P. |
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By: | /s/ Henry Orren | ||
Name: Henry Orren |
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Title: Senior Vice President |
OCM HOLDINGS I, LLC |
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By: | /s/ Henry Orren | ||
Name: Henry Orren |
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Title: Senior Vice President |
OAKTREE HOLDINGS, LLC |
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By: | /s/ Henry Orren | ||
Name: Henry Orren |
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Title: Senior Vice President |
OAKTREE CAPITAL GROUP, LLC |
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By: | /s/ Henry Orren | ||
Name: Henry Orren |
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Title: Senior Vice President |
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC |
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By: | /s/ Henry Orren | ||
Name: Henry Orren |
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Title: Senior Vice President |
BROOKFIELD ASSET MANAGEMENT INC. |
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By: | /s/ Kathy Sarpash | ||
Name: Kathy Sarpash |
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Title: Senior Vice President Legal & Regulatory |