-----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, M/NwEHJLV/F4jEU0Iq4H9JDtm07dWB/6PYqhdywgmPk3pfAXP49D8VtxcOtRsWdH NGSfDOYO3Uotp+TQjm23xw== 0000950142-10-001397.txt : 20100914 0000950142-10-001397.hdr.sgml : 20100914 20100914212633 ACCESSION NUMBER: 0000950142-10-001397 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100914 FILED AS OF DATE: 20100914 DATE AS OF CHANGE: 20100914 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHARTER COMMUNICATIONS, INC. /MO/ CENTRAL INDEX KEY: 0001091667 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 431857213 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12405 POWERSCOURT DRIVE CITY: ST. LOUIS STATE: MO ZIP: 63131 BUSINESS PHONE: 314-965-0555 MAIL ADDRESS: STREET 1: 12405 POWERSCOURT DRIVE CITY: ST. LOUIS STATE: MO ZIP: 63131 FORMER COMPANY: FORMER CONFORMED NAME: CHARTER COMMUNICATIONS INC /MO/ DATE OF NAME CHANGE: 19990723 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OAKTREE FUND GP I, L.P. CENTRAL INDEX KEY: 0001402746 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 101072787 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: 001-33664 FILM NUMBER: 101072788 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 I, L.P. CENTRAL INDEX KEY: 0001403530 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 101072786 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: OCM HOLDINGS I, LLC CENTRAL INDEX KEY: 0001407178 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 101072785 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: OAKTREE HOLDINGS I, LLC DATE OF NAME CHANGE: 20070718 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OAKTREE HOLDINGS, LLC CENTRAL INDEX KEY: 0001407181 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33664 FILM NUMBER: 101072784 BUSINESS ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6300 MAIL ADDRESS: STREET 1: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 3 1 form3_oaktree091410bex.xml INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES X0203 3 2010-09-14 0 0001091667 CHARTER COMMUNICATIONS, INC. /MO/ CHTR 0001403528 Oaktree Capital Group, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES CA 90071 1 0 1 0 0001402746 OAKTREE FUND GP I, L.P. 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES CA 90071 1 0 1 0 0001403530 Oaktree Capital I, L.P. 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES CA 90071 1 0 1 0 0001407178 OCM HOLDINGS I, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 1 0 1 0 0001407181 OAKTREE HOLDINGS, LLC 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 1 0 1 0 Class A Common Stock 19725105 I See footnotes Class A Common Stock 2536 I See footnotes Common Stock Warrants (CUSIP 16117M123) 51.28 2009-11-30 2014-11-30 Class A Common Stock 136202 I See footnotes Common Stock Warrants (CUSIP 16117M131) 46.86 2009-11-30 2014-11-30 Class A Common Stock 292342 I See footnotes On November 30, 2009, Oaktree Opportunities Investments, L.P. ("OOI") purchased 16,428,631 shares of the Issuer's Class A Common Stock pursuant to the Issuer's joint plan of reorganization (the "Plan") at the price of $18.75 per share. OOI was issued 3,296,474 shares of the Issuer's Class A Common Stock in exchange for claims pursuant to the Plan. In exchange for claims pursuant to the Plan, OCM Opportunities Fund V, L.P. ("OCM V") was issued 42,423 CUSIP 16117M123 common stock warrants and 53,320 CUSIP 16117M131 common stock warrants, OCM Opportunities Fund VI, L.P. ("OCM VI") was issued 93,779 CUSIP 16117M123 common stock warrants and 121,329 CUSIP 16117M131 common stock warrants, OCM Opportunities Fund VII Delaware, L.P. ("OCM VII") was issued 104,553 CUSIP 16117M131 common stock warrants and Oaktree Value Opportunities Fund, L.P. ("VOF") was issued 13,140 CUSIP 16117M131 common stock warrants. Both the CUSIP 16117M123 common stock warrants and the CUSIP 16117M131 common stock warrants are referred to herein as the Class A Common Stock Warrants. This Form 3 is also filed by: (i) OOI, in its capacity as the direct owner of 19,725,105 shares of Class A Common Stock, (ii) OCM FIE, L.P. ("FIE"), in its capacity as the assignee of all economic, pecuniary and voting rights to 2,536 shares of restricted stock granted January 21, 2010 and scheduled to fully vest on November 30, 2010, (iii) OCM V, in its capacity as the direct owner of 95,743 Class A Common Stock Warrants, (iv) OCM VI, in its capacity as the direct owner of 215,108 Class A Common Stock Warrants, (v) OCM VII, in its capacity as the direct owner of 104,553 Class A Common Stock Warrants and (vi) VOF, in its capacity as the direct owner of 13,140 Class A Common Stock Warrants. This Form 3 is also filed by: (i) Oaktree Fund GP, LLC ("GP"), in its capacity as the general partner of OOI and FIE; (ii) OCM Opportunities Fund V GP, L.P. ("V GP"), in its capacity as the general partner of OCM V; (iii) OCM Opportunities Fund VI GP, L.P. ("VI GP"), in its capacity as the general partner of OCM VI; (iv) OCM Opportunities Fund VII Delaware GP Inc. ("VII GP"), in its capacity as the general partner of OCM VII; (v) OCM Opportunities Fund VII, L.P. ("Fund VII"), in its capacity as the sole shareholder of VII GP; (vi) OCM Opportunities Fund VII GP, L.P. ("Fund VII GP"), in its capacity as the general partner of Fund VII; (vii) OCM Opportunities Fund VII GP Ltd. ("Fund VII GP Ltd."), in its capacity as the general partner of Fund VII GP; (viii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF and (ix) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP. This Form 3 is also filed by: (i) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the managing member of GP, the general partner of V GP and VI GP and the sole shareholder of Fund VII GP Ltd. and VOF GP Ltd.; (ii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I; (iii) OCM Holdings I, LLC ("Holdings I"), in its capacity as the general partner of Capital I; (iv) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I; (v) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings; [continued in footnote 6] [continued from footnote 5] (vi) Oaktree Capital Group Holdings, L.P. ("OCGH"), in its capacity as the holder of a majority of the voting units of OCG; and (vii) Oaktree Capital Group Holdings GP, LLC ("OCGH GP," and together with OOI, FIE, OCM V, OCM VI, OCM VII, VOF, GP, V GP, VI GP, VII GP, Fund VII, Fund VII GP, Fund VII GP Ltd., VOF GP, VOF GP Ltd., GP I, Capital I, Holdings I, Holdings, OCG and OCGH, each a "Reporting Person" and collectively, the "Reporting Persons"), in its capacity as the general partner of OCGH. Information with respect to each Reporting Person 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. Each Reporting Person, other than OOI, OCM V, OCM VI, OCM VII and VOF with respect to their direct holdings and FIE with respect to its assigned holdings, disclaims beneficial ownership of all shares and warrants reported herein except to the extent of their respective pecuniary interest therein, and the filing of this Form 3 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any shares covered by this Form 3. OCGH GP is a limited liability company managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, John B. Frank, David M. Kirchheimer, Sheldon M. Stone, Larry W. Keele, Stephen A. Kaplan and Kevin L. Clayton (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed indirect beneficial owners of the securities reported herein. Except to the extent of their respective pecuniary interest, each OCGH GP Member disclaims beneficial ownership of the securities reported herein, and the filing of this Form 3 shall not be construed as an admission that any such person is the beneficial owner of any securities covered by this Form 3. The Reporting Persons may be deemed directors by virtue of (i) their right under the Plan to appoint one member of the initial board of directors for each 10% of the Issuer's Class A Common Stock held or (ii) their being an assignee of all economic, pecuniary and voting rights of such director's compensation. Bruce A. Karsh was elected to serve on the Issuer's board of directors on November 30, 2009. Bruce A. Karsh holds these 2,536 shares of restricted stock for the benefit of FIE. Pursuant to the policies of the Reporting Persons, Mr. Karsh must hold the shares on behalf of and for the benefit of FIE and is assigning all economic, pecuniary and voting rights to FIE. The Reporting Persons, other than FIE, disclaim beneficial ownership of these securities, and the filing of this Form 3 shall not be construed as an admission that such persons are beneficial owners of such securities covered by this Form 3, except to the extent of any indirect pecuniary interest therein. This Form 3 is being filed in three parts due to the electronic system's limitation of 10 Reporting Persons per joint filing. All filings relate to the same series of transactions described above. Part 3 of 3. See signatures included in Exhibit 99.1 2010-09-14 EX-99.1 2 ex991form3_oaktree091410b.txt EXHIBIT 99.1 Exhibit 99.1 ------------ This Statement on Form 3 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, CA 90071. Name of Designated Fileer: Oaktree Capital Group, LLC Date of Event Requiring Statement: September 14, 2010 Issuer Name and Ticker or Trading Symbol: CHTR - -------------------------------------------------- OAKTREE CAPITAL GROUP, LLC By: /s/ Richard Ting ------------------------------ Name: Richard Ting Title: Managing Director, Associate General Counsel and Assistant Secretary By: /s/ Emily Alexander ------------------------------- Name: Emily Alexander Title: Senior Vice President OAKTREE FUND GP I, L.P. By: /s/ Richard Ting ------------------------------ Name: Richard Ting Title: Authorized Signatory By: /s/ Emily Alexander ------------------------------- Name: Emily Alexander Title: Authorized Signatory OAKTREE CAPITAL I, L.P. By: OCM Holdings I, LLC Its: General Partner By: /s/ Richard Ting ------------------------------ Name: Richard Ting Title: Managing Director and Associate General Counsel By: /s/ Emily Alexander ------------------------------- Name: Emily Alexander Title: Senior Vice President OCM HOLDINGS I, LLC By: /s/ Richard Ting ------------------------------ Name: Richard Ting Title: Managing Director and Associate General Counsel By: /s/ Emily Alexander ------------------------------- Name: Emily Alexander Title: Senior Vice President OAKTREE HOLDINGS, LLC By: Oaktree Capital Group, LLC Its: Managing Member By: /s/ Richard Ting ------------------------------ Name: Richard Ting Title: Managing Director, Associate General Counsel and Assistant Secretary By: /s/ Emily Alexander ------------------------------- Name: Emily Alexander Title: Senior Vice President -----END PRIVACY-ENHANCED MESSAGE-----