0001140361-23-007018.txt : 20230214 0001140361-23-007018.hdr.sgml : 20230214 20230214170731 ACCESSION NUMBER: 0001140361-23-007018 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20230214 DATE AS OF CHANGE: 20230214 GROUP MEMBERS: BAM PARTNERS TRUST GROUP MEMBERS: BROOKFIELD CORP GROUP MEMBERS: OAKTREE CAPITAL GROUP HOLDINGS GP, LLC GROUP MEMBERS: OAKTREE CAPITAL I, L.P. GROUP MEMBERS: OAKTREE FUND GP I, L.P. GROUP MEMBERS: OAKTREE FUND GP, LLC GROUP MEMBERS: OAKTREE HOLDINGS, LLC GROUP MEMBERS: OCM HOLDINGS I, LLC GROUP MEMBERS: OCM VALUE SPAC HOLDINGS II, L.P. GROUP MEMBERS: OCM VALUE SPAC HOLDINGS, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EF Hutton Acquisition Corp I CENTRAL INDEX KEY: 0001922858 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-93759 FILM NUMBER: 23631359 BUSINESS ADDRESS: STREET 1: 24 SHIPYARD DRIVE, SUITE 102 CITY: HINGHAM STATE: MA ZIP: 02043 BUSINESS PHONE: 929-528-0767 MAIL ADDRESS: STREET 1: 24 SHIPYARD DRIVE, SUITE 102 CITY: HINGHAM STATE: MA ZIP: 02043 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Oaktree Capital Group, LLC CENTRAL INDEX KEY: 0001403528 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G 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 SC 13G 1 brhc10048151_sc13g.htm SC 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



SCHEDULE 13G

Under the Securities Exchange Act of 1934



EF HUTTON ACQUISITION CORPORATION I
(Name of Issuer)

Units, consisting of one share of Common Stock, $0.0001 par value, one redeemable Warrant, and one right
(Title of Class of Securities)

28201D109
(CUSIP Number)

December 31, 2022
(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
Rule 13d-1(b)
 
Rule 13d-1(c)
 
Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



CUSIP No. 28201D109
SCHEDULE 13G
Page 2 of 20
1
NAMES OF REPORTING PERSONS
 
 
OCM Value SPAC Holdings, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
495,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
495,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
495,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
3.4%(2)
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


(1)
Represents 495,000 units of EF Hutton Acquisition Corporation I (the “Issuer”), which consist of one share of Common Stock, $0.0001 par value, one redeemable Warrant, and one right to receive one-eighth (1/8) of one share of Common Stock upon the consummation of a qualifying business combination, held directly by OCM Value SPAC Holdings, L.P.
(2)
All calculations of percentage ownership herein are based on an aggregate of 14,632,500 shares of Common Stock of the Issuer outstanding as of November 10, 2022, as reported in the Issuer’s Form 10-Q filed on November 10, 2022.


CUSIP No. 28201D109
SCHEDULE 13G
Page 3 of 20
1
NAMES OF REPORTING PERSONS
 
 
OCM Value SPAC Holdings II, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
495,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
495,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
495,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
3.4%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 



(1)
Represents 495,000 units of the Issuer, which consist of one share of Common Stock, $0.0001 par value, one redeemable Warrant, and one right to receive one-eighth (1/8) of one share of Common Stock upon the consummation of a qualifying business combination, held directly by OCM Value SPAC Holdings II, L.P.


CUSIP No. 28201D109
SCHEDULE 13G
Page 4 of 20
1
NAMES OF REPORTING PERSONS
 
 
Oaktree Fund GP, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 


(1)
Solely in its capacity as the general partner of OCM Value SPAC Holdings, L.P. and OCM Value SPAC Holdings II, L.P.


CUSIP No. 28201D109
SCHEDULE 13G
Page 5 of 20
1
NAMES OF REPORTING PERSONS
 
 
Oaktree Fund GP I, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


(1)
Solely in its capacity as the managing member of Oaktree Fund GP, LLC.


CUSIP No. 28201D109
SCHEDULE 13G
Page 6 of 20
1
NAMES OF REPORTING PERSONS
 
 
Oaktree Capital I, L.P.
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
PN
 
 
 
 


(1)
Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.


CUSIP No. 28201D109
SCHEDULE 13G
Page 7 of 20
1
NAMES OF REPORTING PERSONS
 
 
OCM Holdings I, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 


(1)
Solely in its capacity as the general partner of Oaktree Capital I, L.P.


CUSIP No. 28201D109
SCHEDULE 13G
Page 8 of 20
1
NAMES OF REPORTING PERSONS
 
 
Oaktree Holdings, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 


(1)
Solely in its capacity as the managing member of OCM Holdings I, LLC.


CUSIP No. 28201D109
SCHEDULE 13G
Page 9 of 20
1
NAMES OF REPORTING PERSONS
 
 
Oaktree Capital Group, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 


(1)
Solely in its capacity as the managing member of Oaktree Holdings, LLC.


CUSIP No. 28201D109
SCHEDULE 13G
Page 10 of 20
1
NAMES OF REPORTING PERSONS
 
 
Oaktree Capital Group Holdings GP, LLC
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☐
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
OO
 
 
 
 


(1)
Solely in its capacity as the indirect owner of the class B units of Oaktree Capital Group, LLC.


CUSIP No. 28201D109
SCHEDULE 13G
Page 11 of 20
1
NAMES OF REPORTING PERSONS
 
 
Brookfield Corporation
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Ontario, Canada
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
HC
 
 
 
 


(1)
Solely in its capacity as the indirect owner of the class A units of Oaktree Capital Group, LLC.


CUSIP No. 28201D109
SCHEDULE 13G
Page 12 of 20
1
NAMES OF REPORTING PERSONS
 
 
BAM Partners Trust
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   
(a)☐
   
(b)☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Ontario, Canada
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
990,000(1)
 
 
 
 
6
SHARED VOTING POWER
 
 
 
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
990,000(1)
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
990,000(1)
 
 
 
 
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
6.8%
 
 
 
 
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
 
HC
 
 
 
 


(1)
Solely in its capacity as the sole owner of the Class B Limited Voting Shares of Brookfield Corporation (f/k/a Brookfield Asset Management, Inc.).


CUSIP No. 28201D109
SCHEDULE 13G
Page 13 of 20
Item 1(a).
Name of Issuer:

EF Hutton Acquisition Corporation I (the “Issuer”)

Item 1(b).
Address of Issuer’s Principal Executive Offices:

48 Bridge Street, Building A, Metuchen, New Jersey 08840

Item 2(a)-(c).
Name of Person Filing; Address of Principal Business Office; and Citizenship

This Schedule 13G is filed jointly by each of the following persons (collectively, the “Reporting Persons”) pursuant to a joint filing agreement attached hereto as Exhibit 1:

 
i)
OCM Value SPAC Holdings, L.P., a Delaware limited partnership (“OCM Value SPAC”), in its capacity as the direct owner of 495,000 units of the Issuer;

  ii)
OCM Value SPAC Holdings II, L.P., a Delaware limited partnership (“OCM Value SPAC II”), in its capacity as the direct owner of 495,000 units of the Issuer;

  iii)
Oaktree Fund GP, LLC, a Delaware limited liability company (“Fund GP”), in its capacity as the general partner of each of OCM Value SPAC and OCM Value SPAC II;

  iv)
Oaktree Fund GP I, L.P., a Delaware limited partnership (“GP I”), in its capacity as the managing member of Fund GP;

  v)
Oaktree Capital I, L.P., a Delaware limited partnership (“Capital I”), in its capacity as the general partner of GP I;

  vi)
OCM Holdings I, LLC, a Delaware limited liability company (“Holdings I”), in its capacity as the general partner of Capital I;

  vii)
Oaktree Holdings, LLC, a Delaware limited liability company (“Holdings”), in its capacity as the managing member of Holdings I;

  viii)
Oaktree Capital Group, LLC, a Delaware limited liability company (“OCG”), in its capacity as the managing member of Holdings;

  ix)
Oaktree Capital Group Holdings GP, LLC, a Delaware limited liability company (“OCGH GP”), in its capacity as the indirect owner of the class B units of OCG;

  x)
Brookfield Corporation (f/k/a Brookfield Asset Management Inc.), an Ontario corporation (“Brookfield”), in its capacity as the indirect owner of the class A units of OCG, in its capacity as such; and

  xi)
BAM Partners Trust, a trust established under the laws of Ontario (the “BAM Partnership”), in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield.

The address of the principal business office of Brookfield and of the BAM Partnership is Brookfield Place, Suite 300, 181 Bay Street, P.O. Box 762, Toronto, Ontario, Canada M5J 2T3. The address of the principal business office of other Reporting Persons is 333 S. Grand Avenue, 28th Floor, Los Angeles, CA 90071.

Item 2(d).
Title of Class of Securities:

Units, consisting of one share of Common Stock, $0.0001 par value, one redeemable Warrant, and one right to receive one-eighth (1/8) of one share of Common Stock upon the consummation of a qualifying business combination.

Item 2(e).
CUSIP Number:

28201D109


CUSIP No. 28201D109
SCHEDULE 13G
Page 14 of 20
Item 3.
If This Statement is Filed Pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a:

This Item 3 is not applicable.

Item 4.
Ownership:

The responses of the Reporting Persons to Rows 5-9 and 11 in each of their respective cover pages to this Schedule 13G are incorporated herein by reference.

OCM Value SPAC directly holds 495,000 units, consisting of one share of Common Stock $0.0001 par value, one redeemable Warrant, and one right to receive one-eighth (1/8) of one share of Common Stock upon the consummation of a qualifying business combination of Issuer, constituting approximately 3.4% of the Issuer’s total outstanding units and has the sole power to vote and dispose of such shares.

OCM Value SPAC II directly holds 495,000 units, consisting of one share of Common Stock $0.0001 par value, one redeemable Warrant, and one right to receive one-eighth (1/8) of one share of Common Stock upon the consummation of a qualifying business combination of Issuer, constituting approximately 3.4% of the Issuer’s total outstanding units and has the sole power to vote and dispose of such shares.

Fund GP, in its capacity as the general partner of each of OCM Value SPAC and OCM Value SPAC II, has the ability to direct the management of each of OCM Value SPAC’s and OCM Value SPAC II’s business regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore, Fund GP may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPAC II.

GP I, in its capacity as the managing member of Fund GP, has the ability to direct the management of Fund GP’s business regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore, GP I may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPAC II.

Capital I, in its capacity as the general partner of GP I, has the ability to direct the management of GP I’s business regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore, Capital I may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPAC II.

Holdings I, in its capacity as the general partner of Capital I, has the ability to direct the management of Capital I’s business regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore, Holdings I may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPAC II.

Holdings, in its capacity as the managing member of Holdings I, has the ability to direct the management of Holdings I’s business regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore, Holdings may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPAC II.

OCG, in its capacity as the managing member of Holdings, has the ability to direct the management of Holdings’ business regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore, OCG may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPACII.

OCGH GP, in its capacity as the managing member of OCG, has the ability to direct the management of Holdings’ business regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore, OCGH GP may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPAC II.


CUSIP No. 28201D109
SCHEDULE 13G
Page 15 of 20
Brookfield, in its capacity as the indirect owner of the class A units of OCG, has the ability to appoint and remove certain directors of OCG and, as such, may indirectly control the decisions of OCG regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore Brookfield may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPAC II.

BAM Partnership, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield, has the ability to appoint and remove certain directors of Brookfield and, as such, may indirectly control the decisions of Brookfield regarding the vote and disposition of securities held by each of OCM Value SPAC and OCM Value SPAC II; therefore BAM Partnership may be deemed to have indirect beneficial ownership of the shares held by each of OCM Value SPAC and OCM Value SPAC II.


CUSIP No. 28201D109
SCHEDULE 13G
Page 16 of 20
Pursuant to Rule 13d-4 of the Exchange Act, the Reporting Persons declare that filing this Statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Exchange Act, the beneficial owner of any securities covered by this Statement except to the extent of such person’s pecuniary interest in the units, and except to the extent of its pecuniary interest, such beneficial ownership is expressly disclaimed by each Reporting Person.  All calculations of percentage ownership herein are based on an aggregate of 14,632,500 units of the Issuer outstanding as of November 10, 2022, as reported in the Issuer’s Form 10-Q filed on November 10, 2022, after giving effect to the completion of the Issuer’s initial public offering on November 10, 2022 and the concurrent sale of the Issuer’s private placement units.

Item 5.
Ownership of Five Percent or Less of a Class:

Item 5 is not applicable.

Item 6.
Ownership of More than Five Percent on Behalf of Another Person:

This Item 6 is not applicable.

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

This Item 7 is not applicable.

Item 8.
Identification and Classification of Members of the Group:

This Item 8 is not applicable.

Item 9.
Notice of Dissolution of Group:

This Item 9 is not applicable.

Item 10.
Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.


CUSIP No. 28201D109
SCHEDULE 13G
Page 17 of 20
SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 14, 2023
 
   
 
OCM VALUE SPAC HOLDINGS, L.P.
   
 
By:
Oaktree Fund GP I, L.P.
 
Its:
General Partner
     
 
By:
/s/ Henry Orren
 
Name:
Henry Orren
 
Title:
Authorized Signatory
     
  OCM VALUE SPAC HOLDINGS II, L.P. 
     
  By: Oaktree Fund GP I, L.P.
  Its: General Partner
     
  By: /s/ Henry Orren
  Name: Henry Orren
  Title: Authorized Signatory
     
 
OAKTREE FUND GP, LLC
   
 
By:
Oaktree Fund GP I, L.P.
 
Its:
Managing Member
     
 
By:
/s/ Henry Orren
 
Name:
Henry Orren
 
Title:
Authorized Signatory
     
 
OAKTREE FUND GP I, L.P.
   
 
By:
/s/ Henry Orren
 
Name:
Henry Orren
 
Title:
Authorized Signatory
     
 
OAKTREE CAPITAL I, L.P.
   
 
By:
/s/ Henry Orren
 
Name:
Henry Orren
 
Title:
Senior Vice President


CUSIP No. 28201D109
SCHEDULE 13G
Page 18 of 20
 
OCM HOLDINGS I, LLC
   
 
By:
/s/ Henry Orren
 
Name:
Henry Orren
 
Title:
Senior Vice President
     
 
OAKTREE HOLDINGS, LLC
   
 
By:
/s/ Henry Orren
 
Name:
Henry Orren
 
Title:
Senior Vice President


CUSIP No. 28201D109
SCHEDULE 13G
Page 19 of 20
 
OAKTREE CAPITAL GROUP, LLC
   
 
By:
/s/ Henry Orren
 
Name:
Henry Orren
 
Title:
Senior Vice President
     
 
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC
   
 
By:
/s/ Henry Orren
 
Name:
Henry Orren
 
Title:
Senior Vice President
     
 
BROOKFIELD CORPORATION
   
 
By:
/s/ Swati Mandava
 
Name:
Swati Mandava
 
Title:
Senior Vice President Legal & Regulatory

 
BAM PARTNERS TRUST, by its trustee, BAM CLASS B PARTNERS INC.
     
 
By:
/s/ Kathy Sarpash
 
Name:
Kathy Sarpash
 
Title:
Secretary


CUSIP No. 28201D109
SCHEDULE 13G
Page 20 of 20
Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.



EX-99.1 2 brhc10048151_ex1.htm EXHIBIT 1

EXHIBIT 1
JOINT FILING AGREEMENT

Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on this Schedule 13G is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements. Each of the undersigned acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

Dated: February 14, 2023
   
     
 
OCM VALUE SPAC HOLDINGS, L.P.
 
 
By:
Oaktree Fund GP I, L.P.
 
 
Its:
General Partner
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Authorized Signatory
 
     
 
OCM VALUE SPAC HOLDINGS II, L.P.
 
 
By:
Oaktree Fund GP I, L.P.
 
 
Its:
General Partner
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Authorized Signatory
 
     
 
OAKTREE FUND GP, LLC
 
 
By:
Oaktree Fund GP I, L.P.
 
 
Its:
Managing Member
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Authorized Signatory
 
     
 
OAKTREE FUND GP I, L.P.
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Authorized Signatory
 
     
 
OAKTREE CAPITAL I, L.P.
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Senior Vice President
 
     
 
OCM HOLDINGS I, LLC
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Senior Vice President
 


 
OAKTREE HOLDINGS, LLC
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Senior Vice President
 
     
 
OAKTREE CAPITAL GROUP, LLC
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Senior Vice President
 
     
 
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC
 
 
By:
/s/ Henry Orren
 
 
Name:
Henry Orren
 
 
Title:
Senior Vice President
 
     
 
BROOKFIELD CORPORATION
 
 
By:
/s/ Swati Mandava
 
 
Name:
Swati Mandava
 
 
Title:
Senior Vice President Legal & Regulatory
 
     
 
BAM PARTNERS TRUST, by its trustee, BAM CLASS B PARTNERS INC.
 
 
By:
/s/ Kathy Sarpash
 
 
Name:
Kathy Sarpash
 
 
Title:
Secretary