0001209191-17-067436.txt : 20171227 0001209191-17-067436.hdr.sgml : 20171227 20171227173054 ACCESSION NUMBER: 0001209191-17-067436 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171227 FILED AS OF DATE: 20171227 DATE AS OF CHANGE: 20171227 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Briger Peter L JR CENTRAL INDEX KEY: 0001380193 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33294 FILM NUMBER: 171276736 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS STREET 2: 46TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Fortress Investment Group LLC CENTRAL INDEX KEY: 0001380393 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS STREET 2: 46TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 212-798-6100 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS STREET 2: 46TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: Fortress Investment Group Holdings LLC DATE OF NAME CHANGE: 20061107 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-12-27 0 0001380393 Fortress Investment Group LLC FIG 0001380193 Briger Peter L JR 1345 AVENUE OF THE AMERICAS 46TH FLOOR NEW YORK NY 10105 1 1 1 0 Principal Class A Shares 2017-12-27 4 D 0 924926 D 0 I FPB Management LP Class A Shares 2017-12-27 4 D 0 2998875 D 0 D Class A Shares 2017-12-27 4 D 0 5 D 0 I As UGMA custodian for William Briger Restricted Share Units 2017-12-27 4 D 0 670967 8.08 D Class A Shares 670967 0 D FOGUs 2017-12-27 4 D 0 7397290 7.79 D Class A Shares 7397290 0 D FOGUs 2017-12-27 4 D 0 3428000 7.79 D Class A Shares 3428000 0 I By 2010 GRAT Family Trust FOGUs 2017-12-27 4 D 0 3238640 7.79 D Class A Shares 3238640 0 I By 2008 GRAT Family Trust FOGUs 2017-12-27 4 D 0 16738579 7.79 D Class A Shares 16738579 0 I Wainscott Holdings, LLC FOGUs 2017-12-27 4 D 0 29348909 7.79 D Class A Shares 29348909 0 I By 2017 Children?s Trust Disposed of pursuant to the Agreement and Plan of Merger, dated as of February 14, 2017, as amended by Amendment No. 1, dated as of July 7, 2017 ("Merger Agreement"), by and among the issuer, SB Foundation Holdings LP. ("Parent") and Foundation Acquisition LLC, a wholly owned subsidiary of Parent, pursuant to which each of the issuer's outstanding Class A shares were converted into the right to receive $8.08 in cash, without interest, less any applicable taxes required to be withheld. Each Restricted Share Unit represented a contingent right to one Class A Share. Disposed of pursuant to the Merger Agreement, pursuant to which each Restricted Share Unit relating to the issuer's Class A shares, whether vested but not yet delivered or unvested, that was outstanding immediately prior to the effective time of the merger was cancelled and converted as of the effective time of the merger into the right of the holder thereof to receive a cash payment equal to the per-share merger consideration of $8.08, without interest, less any applicable withholding taxes. See Issuer Proxy statement for information on vesting dates. The rights attaching to Restricted Share Units generally terminate upon termination of employment. A "Fortress Operating Group Unit", or "FOGU", represented one limited partner interest in each of Fortress Operating Entity I LP, FOE II (NEW) LP and Principal Holdings I LP. The Reporting Person had the right, exercisable from time to time, to exchange each FOGU for one Class A share of the Company, provided, that one Class B share of the Company (which had no economic interest in the Company) was concurrently delivered to the Company for cancellation. The Reporting Person owned Class B shares in the same amount as the Reporting Person's FOGUs. Such shares did not represent an economic interest in the Company and are not separately reported herein. The FOGUs had no expiration date. Disposed of pursuant to the Founders Agreement, dated as of February 14, 2017, as amended ("Founders Agreement"), by and among the issuer, Parent, FIG Corp., a wholly owned subsidiary of the issuer ("OP Buyer"), FIG Asset Co. LLC, a wholly owned subsidiary of the issuer ("PH Buyer", and together with OP Buyer, the "Buyers"), and each of the reporting person, Wesley Edens, Principal and Co-Chairman of the issuer, and Randal Nardone, Chief Executive Officer, Principal and Director of the issuer, and their related parties (collectively, the "Sellers") that owned FOGUs, pursuant to which the Buyers purchased from the Sellers each outstanding FOGU not already owned by the issuer and its subsidiaries for $7.79 in cash (representing the agreed $8.08 purchase price per FOGU, as reduced pursuant to and in accordance with the Founders Agreement for excess distributions in the amount of $0.29 per FOGU made since the date of the Founders Agreement). /s/ Peter L. Briger, Jr. 2017-12-27