BAM Partners Trust - Aug 31, 2022 Form 4 Insider Report for TPI COMPOSITES, INC (TPIC)

Role: 10%+ Owner
Signature: /s/ See Signatures Included in Exhibit 99.1
Stock symbol: TPIC
Transactions as of: Aug 31, 2022
Transactions value $: -$31
Form type: 4
Date filed: 9/6/2022, 06:45 PM
Previous filing: Mar 29, 2022
Next filing: Sep 12, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TPIC	Common Stock	Exercise of in-the-money or at-the-money derivative security	$28.4K	+2.84M		$0.01^*	2.84M	Aug 31, 2022	See Footnote	F4, F5
transaction	TPIC	Common Stock	Sale	-$28.4K	-1.53K	-0.05%	$18.59	2.83M	Aug 31, 2022	See Footnote	F1, F4, F5
transaction	TPIC	Common Stock	Exercise of in-the-money or at-the-money derivative security	$17.5K	+1.75M		$0.01^*	1.75M	Aug 31, 2022	See Footnote	F4, F5
transaction	TPIC	Common Stock	Sale	-$17.5K	-942	-0.05%	$18.59	1.75M	Aug 31, 2022	See Footnote	F2, F4, F5
transaction	TPIC	Common Stock	Exercise of in-the-money or at-the-money derivative security	$817	+81.7K		$0.01^*	81.7K	Aug 31, 2022	See Footnote	F4, F5
transaction	TPIC	Common Stock	Sale	-$818	-44	-0.05%	$18.59	81.6K	Aug 31, 2022	See Footnote	F3, F4, F5

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
transaction	TPIC	Warrants (right to buy)	Exercise of in-the-money or at-the-money derivative security	$0	-2.84M	-100%	$0.00^*	0	Aug 31, 2022	Common Stock	2.84M	$0.01	Direct	F4, F5
transaction	TPIC	Warrants (right to buy)	Exercise of in-the-money or at-the-money derivative security	$0	-1.75M	-100%	$0.00^*	0	Aug 31, 2022	Common Stock	1.75M	$0.01	Direct	F4, F5
transaction	TPIC	Warrants (right to buy)	Exercise of in-the-money or at-the-money derivative security	$0	-81.7K	-100%	$0.00^*	0	Aug 31, 2022	Common Stock	81.7K	$0.01	Direct	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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.
F2	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.
F3	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.
F4	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.
F5	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.

Remarks:

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