-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RcSdRodfexwSRKSNoQcr7eEgKLgINL9yLRYQK0flzb6nS3pm2jwE6GZ/6zEaK6mq rxSQ49Db0DX04ZM0Kh/ZTw== 0001104659-07-063715.txt : 20070820 0001104659-07-063715.hdr.sgml : 20070820 20070820170436 ACCESSION NUMBER: 0001104659-07-063715 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070525 FILED AS OF DATE: 20070820 DATE AS OF CHANGE: 20070820 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LODGIAN INC CENTRAL INDEX KEY: 0001066138 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 522093696 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3445 PEACHTREE ROAD N E SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30326 BUSINESS PHONE: 4043649400 MAIL ADDRESS: STREET 1: 3445 PEACHTREE ROAD N E SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30326 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OAKTREE FUND GP II, L.P. CENTRAL INDEX KEY: 0001402869 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14537 FILM NUMBER: 071068574 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital II, L.P. CENTRAL INDEX KEY: 0001403378 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14537 FILM NUMBER: 071068575 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Holdings, Inc. CENTRAL INDEX KEY: 0001403382 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14537 FILM NUMBER: 071068576 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital Group, LLC CENTRAL INDEX KEY: 0001403528 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14537 FILM NUMBER: 071068577 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital Group Holdings GP, LLC CENTRAL INDEX KEY: 0001403525 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14537 FILM NUMBER: 071068579 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital Group Holdings, L.P. CENTRAL INDEX KEY: 0001403527 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14537 FILM NUMBER: 071068578 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 3 1 a3.xml 3 X0202 3 2007-05-25 0 0001066138 LODGIAN INC LGN 0001403525 Oaktree Capital Group Holdings GP, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001403527 Oaktree Capital Group Holdings, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001403528 Oaktree Capital Group, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001403382 Oaktree Holdings, Inc. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001403378 Oaktree Capital II, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 0001402869 OAKTREE FUND GP II, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 0 0 1 0 Common Stock, $0.01 par value per share 2788864 I See footnotes This Form 3 is being filed by: (i) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), in its capacity as the general partner of Oaktree Capital Group Holdings, L.P. ("OCGH"); (ii) OCGH in its capacity as the holder of a majority of the voting units in Oaktree Capital Group, LLC ("OCG"); (iii) OCG in its capacity as the sole shareholder of Oaktree Holdings, Inc. ("Holdings"); (iv) Holdings in its capacity as the general partner of Oaktree Capital II, L.P. ("Capital II"); (v) Capital II in its capacity as the general partner of Oaktree Fund GP II, L.P. ("GP II" , and together with OCGH GP, OCGH, OCG, Holdings and Capital II, each a "Reporting Person" and collectively the "Reporting Persons"); and (vi) GP II in its capacity as (a) the managing member of OCM Real Estate Opportunities Fund III GP, LLC ("Fund III GP") and (b) the general partner of OCM Real Estate Opportunities Fund II, L.P. (" Fund II"). Fund III GP is the general partner of OCM Real Estate Opportunities Fund III, L.P. ("Fund III") and OCM Real Estate Opportunities Fund IIIA, L.P. ("Fund IIIA"). Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. As disclosed in the Form 4 filed with the Securities and Exchange Commission (the "SEC") on July 15, 2004, Fund II directly owns 2,512,726 shares of common stock of Lodgian, Inc., par value $0.01 per share ("Common Stock"). As disclosed in the Form 3 filed with the SEC on March 6, 2007, Fund III directly owns 267,855 shares of Common Stock and Fund IIIA directly owns 8,283 shares of Common Stock. As the general partner of Fund II, GP II has investment and voting control over the shares of Common Stock held by Fund II, and as the general partner of Fund III and Fund IIIA, Fund III GP has investment and voting control over the shares of Common Stock held by Fund III and Fund IIIA. Each Reporting Person disclaims beneficial ownership of all Common Stock reported herein except to the extent of its pecuniary interest therein. The filing of this Form 3 shall not be deemed an admission that any Reporting Person is, for purposes of Section 16 of the Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, the beneficial owner of any of the Common Stock reported herein. OCGH GP is a limited liability company managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, D. Richard Masson, Larry W. Keele, Stephen A. Kaplan, John B. Frank, David M. Kirchheimer and Kevin L. Clayton (each, an "OCGH GP Member" and collectively, the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed indirect beneficial owners of the Common Stock reported herein. Except to the extent of their respective pecuniary interest, each OCGH GP Member disclaims beneficial ownership of the Common Stock reported herein and the filing of this Form 3 shall not be construed as an admission for purposes of Section 16 of the Exchange Act or otherwise, that any such person is the beneficial owner of any Common Stock reported herein. This Form 3 is being filed to reflect the internal corporate restructuring of Oaktree Capital Management, LLC on May 25, 2007. See signatures included in Exhibit 99.1 2007-08-20 EX-99.1 2 ex-99d1.htm EX-99.1

Exhibit 99.1

This Statement on Form 3 is filed jointly by Oaktree Fund GP II, L.P., Oaktree Capital II, L.P., Oaktree Holdings, Inc., Oaktree Capital Group, LLC, Oaktree Capital Group Holdings, L.P. and Oaktree Capital Group Holdings GP, LLC. The principal business address of each of these reporting persons is 333 South Grand Avenue, 28^th Fl., Los Angeles, CA 90071.

Name of Designated Filer: Oaktree Fund GP II, L.P.

Date of Event Requiring Statement: May 25, 2007

Issuer Name and Ticker or Trading Symbol: Lodgian Inc. [LGN]

OAKTREE CAPITAL GROUP HOLDINGS GP, LLC						08/20/2007


/s/ Todd E. Molz
By:	Todd E. Molz
Title:	Managing Director and General Counsel

/s/ Richard Ting
By:	Richard Ting
Title:	Senior Vice President

OAKTREE CAPITAL GROUP HOLDINGS, L.P.						08/20/2007

By:	Oaktree Capital Group Holdings GP, LLC
Its:	General Partner


/s/ Todd E. Molz
By:	Todd E. Molz
Title:	Managing Director and General Counsel

/s/ Richard Ting
By:	Richard Ting
Title:	Senior Vice President


OAKTREE CAPITAL GROUP, LLC						08/20/2007


/s/ Todd E. Molz
By:	Todd E. Molz
Title:	Senior Vice President and Secretary

/s/ Richard Ting
By:	Richard Ting
Title:	Vice President and Assistant Secretary

OAKTREE HOLDINGS, INC.				08/20/2007


/s/ Todd E. Molz
By:	Todd E. Molz
Title:	Sole Director, Vice President and Secretary

/s/ Richard Ting
By:	Richard Ting
Title:	Vice President and Assistant Secretary


OAKTREE CAPITAL II, L.P.				08/20/2007

By:	OCM Holdings, Inc.
Its:	General Partner

/s/ Todd E. Molz
By:	Todd E. Molz
Title:	Sole Director, Vice President and Secretary

/s/ Richard Ting
By:	Richard Ting
Title:	Vice President and Assistant Secretary


OAKTREE FUND GP II, L.P.				08/20/2007


/s/ Todd E. Molz
By:	Todd E. Molz
Title:	Authorized Signatory

/s/ Cary A. Kleinman
By:	Cary A. Kleinman
Title:	Authorized Signatory

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