Oaktree Capital Management Lp - Apr 30, 2021 Form 3 Insider Report for Garrett Motion Inc. (GTX)

Role
10%+ Owner
Signature
OAKTREE VALUE OPPORTUNITIES FUND HOLDINGS, L.P., By: Oaktree Capital Management, L.P., Its: Indirect Director, By: /s/ Henry Orren, Name: Henry Orren, Title: Senior Vice President
Stock symbol
GTX
Transactions as of
Apr 30, 2021
Transactions value $
$0
Form type
3
Date filed
5/14/2021, 05:00 PM
Next filing
Apr 6, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding GTX Common Stock 3.59M Apr 30, 2021 See footnotes F1, F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding GTX Series A Cumulative Convertible Preferred Stock Apr 30, 2021 Common Stock 68.8M $5.25 See footnotes F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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.

Remarks:

The Reporting Persons are jointly filing this Form 3. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any or all of the reported securities for purposes of Section 16 or for any other purpose. We note that the undersigned have made a Schedule 13D filing, and we refer to the disclosures contained therein regarding potential "group" status and disclaimers thereto.