0001140361-23-056253.txt : 20231204 0001140361-23-056253.hdr.sgml : 20231204 20231204210038 ACCESSION NUMBER: 0001140361-23-056253 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231130 FILED AS OF DATE: 20231204 DATE AS OF CHANGE: 20231204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital Group, LLC CENTRAL INDEX KEY: 0001403528 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465013 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 AZ Strategic Lending Fund, L.P. CENTRAL INDEX KEY: 0001893422 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465018 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Atlas OCM Holdings, LLC CENTRAL INDEX KEY: 0001790787 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465012 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Diversified Income Fund Inc. CENTRAL INDEX KEY: 0001870714 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465019 BUSINESS ADDRESS: STREET 1: BROOKFIELD PLACE STREET 2: 250 VESEY STREET CITY: NEW YORK STATE: NY ZIP: 10281 BUSINESS PHONE: 212-417-7049 MAIL ADDRESS: STREET 1: BROOKFIELD PLACE STREET 2: 250 VESEY STREET CITY: NEW YORK STATE: NY ZIP: 10281 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree LSL Fund Holdings EURRC S.a.r.l. CENTRAL INDEX KEY: 0001993020 STATE OF INCORPORATION: N4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465016 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Loan Acquisition Fund, L.P. CENTRAL INDEX KEY: 0001992600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465017 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree LSL Fund Delaware Holdings EURRC, L.P. CENTRAL INDEX KEY: 0001992639 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465015 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree PRE Life Sciences Fund, L.P. CENTRAL INDEX KEY: 0001992640 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465014 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree GCP Fund Delaware Holdings, L.P. CENTRAL INDEX KEY: 0001992719 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40353 FILM NUMBER: 231465020 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-830-6300 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 S. GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMPEL PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001445499 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 263058238 STATE OF INCORPORATION: DE FISCAL YEAR END: 0426 BUSINESS ADDRESS: STREET 1: 201 ELLIOTT AVE. W STREET 2: SUITE 260 CITY: SEATTLE STATE: WA ZIP: 98119 BUSINESS PHONE: 206-568-1466 MAIL ADDRESS: STREET 1: 201 ELLIOTT AVE. W STREET 2: SUITE 260 CITY: SEATTLE STATE: WA ZIP: 98119 FORMER COMPANY: FORMER CONFORMED NAME: IMPEL NEUROPHARMA INC DATE OF NAME CHANGE: 20080917 4 1 form4.xml X0508 4 2023-11-30 0001445499 IMPEL PHARMACEUTICALS INC IMPL 0001992719 Oaktree GCP Fund Delaware Holdings, L.P. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001870714 Oaktree Diversified Income Fund Inc. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001893422 Oaktree AZ Strategic Lending Fund, L.P. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001992600 Oaktree Loan Acquisition Fund, L.P. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001993020 Oaktree LSL Fund Holdings EURRC S.a.r.l. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001992639 Oaktree LSL Fund Delaware Holdings EURRC, L.P. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001992640 Oaktree PRE Life Sciences Fund, L.P. 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001403528 Oaktree Capital Group, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true 0001790787 Atlas OCM Holdings, LLC 333 S. GRAND AVENUE, 28TH FLOOR LOS ANGELES CA 90071 true false Warrants 0.01 2023-11-30 4 J 0 445294 A Common Stock 445294 3117057 I See Footnote In connection with the achievement of a strategic milestone, the Issuer drew $2.5 million loans (of which the Reporting Persons funded $1.875 million) and issued the reported securities to the Reporting Persons. The reported amount reflects (i) 4,880 Warrants issued to Oaktree-TCDRS Strategic Credit, LLC, (ii) 3,946 Warrants issued to Oaktree-Forrest Multi-Strategy, LLC, (iii) 2,374 Warrants issued to Oaktree-TBMR Strategic Credit Fund C, LLC, (iv) 3,718 Warrants issued to Oaktree-TBMR Strategic Credit Fund F, LLC, (v) 6,070 Warrants issued to Oaktree-TBMR Strategic Credit Fund G, LLC, (vi) 6,110 Warrants issued to Oaktree-TSE 16 Strategic Credit, LLC, (vii) 1,808 Warrants issued to INPRS Strategic Credit Holdings, LLC, (viii) 30,578 Warrants issued to Oaktree Gilead Investment Fund AIF (Delaware), L.P., (ix) 116,748 Warrants issued to Oaktree Specialty Lending Corporation, (x) 2,716 Warrants issued to Oaktree GCP Fund Delaware Holdings, L.P., (xi) 8,914 Warrants issued to Oaktree Diversified Income Fund Inc., (xii) 58,080 Warrants issued to Oaktree AZ Strategic Lending Fund, L.P., (continued from Footnote 2) (xiii) 84,914 Warrants issued to Oaktree LSL Fund Holdings EURRC S.a r.l., (xiv) 33,966 Warrants issued to Oaktree LSL Fund Delaware Holdings EURRC, L.P., (xv) 38,014 Warrants issued to Oaktree PRE Life Sciences Fund, L.P., and (xvi) 42,458 Warrants issued to Oaktree Strategic Credit Fund. The Warrants are exercisable at any time prior to the earlier to occur of: (a) the seventh anniversary of the date of issuance or (b) a change of control. Prior to the reported issuance, 1,335,881 Warrants were issued on September 5, 2023, 445,293 Warrants were issued on October 2, 2023, 445,295 Warrants were issued on October 6, 2023, 222,647 Warrants were issued on November 3, 2023, and 222,647 Warrants were issued on November 10, 2023. The reported amount reflects (i) 34,162 Warrants held directly by Oaktree-TCDRS Strategic Credit, LLC, (ii) 27,619 Warrants held directly by Oaktree-Forrest Multi-Strategy, LLC, (iii) 16,615 Warrants held directly by Oaktree-TBMR Strategic Credit Fund C, LLC, (iv) 26,027 Warrants held directly by Oaktree-TBMR Strategic Credit Fund F, LLC, (v) 42,487 Warrants held directly by Oaktree-TBMR Strategic Credit Fund G, LLC, (vi) 42,767 Warrants held directly by Oaktree-TSE 16 Strategic Credit, LLC, (vii) 12,655 Warrants held directly by INPRS Strategic Credit Holdings, LLC, (viii) 214,048 Warrants held directly by Oaktree Gilead Investment Fund AIF (Delaware), L.P., (ix) 817,232 Warrants held directly by Oaktree Specialty Lending Corporation, (x) 19,013 Warrants held directly by Oaktree GCP Fund Delaware Holdings, L.P., (xi) 62,402 Warrants held directly by Oaktree Diversified Income Fund Inc., (xii) 406,558 Warrants held directly by Oaktree AZ Strategic Lending Fund, L.P., (continued from Footnote 5) (xiii) 135,861 Warrants held directly by Oaktree Loan Acquisition Fund, L.P., (xiv) 458,532 Warrants held directly by Oaktree LSL Fund Holdings EURRC S.a r.l., (xv) 237,767 Warrants held directly by Oaktree LSL Fund Delaware Holdings EURRC, L.P., (xvi) 266,102 Warrants held directly by Oaktree PRE Life Sciences Fund, L.P. (each of the foregoing, an "Atlas Entity," and together, the "Atlas Entities"), and (xvii) 297,210 Warrants held directly by Oaktree Strategic Credit Fund (together with the Atlas Entities, the "Oaktree Holders," and each an "Oaktree Holder"). Oaktree Capital Group, LLC, in its capacity as the indirect manager of Oaktree Strategic Credit Fund, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. Atlas OCM Holdings, LLC, in its capacity as the indirect manager of the Atlas Entities, may be deemed to beneficially own the Warrants held directly by the Atlas Entities. Brookfield Corporation, in its capacity as the indirect owner of the class A units of Oaktree Capital Group, LLC, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of Brookfield Corporation, may be deemed to beneficially own the Warrants held directly by Oaktree Strategic Credit Fund. Brookfield Asset Management ULC, in its capacity as the indirect owner of Class A units of Atlas OCM Holdings, LLC, may be deemed to beneficially own the Warrants held directly by the Atlas Entities. Neither the filing of this Form 4 nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons that it is the beneficial owner of any of the Warrants referred to herein for the purposes of Section 16 of the Securities and Exchange Act, or for any other purpose, and such beneficial ownership is expressly disclaimed by each Reporting Person, other than each Oaktree Holder with respect to securities reported as directly held by such Oaktree Holder. Form 2 of 3. Oaktree GCP Fund Delaware Holdings, L.P., By: Oaktree Global Credit Plus Fund GP, L.P., Its: GP, By: Oaktree Global Credit Plus Fund GP Ltd., Its: GP, By: Oaktree Capital Management, L.P., Its: Director, /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree Diversified Income Fund, Inc., By: Oaktree Fund Advisers, LLC, Its: Investment Adviser, /s/ Henry Orren, Senior Vice President 2023-12-04 Oaktree AZ Strategic Lending Fund, L.P., By: Oaktree AZ Strategic Lending Fund GP, L.P., Its: GP, By: Oaktree Fund GP IIA, LLC, Its: GP, By: Oaktree Fund GP II, L.P., Its: Managing Member, /s/ Henry Orren, Authorized Signatory 2023-12-04 Oaktree Loan Acquisition Fund, L.P., By: Oaktree Fund GP IIA, LLC, Its: GP, By: Oaktree Fund GP II, L.P., Its: Managing Member, /s/ Henry Orren, Authorized Signatory 2023-12-04 Oaktree LSL Fund Holdings EURRC S.a r.l., /s/ Martin Eckel, Manager 2023-12-04 Oaktree LSL Fund Delaware Holdings EURRC, L.P., By: Oaktree Life Sciences Lending Fund GP, L.P., Its: GP, By: Oaktree Life Sciences Lending Fund GP Ltd., Its: GP, By: Oaktree Capital Management, L.P., Its: Director, /s/ Henry Orren, SVP 2023-12-04 Oaktree PRE Life Sciences, L.P., By: Oaktree PRE Life Sciences Fund GP, L.P., Its: GP, By: Oaktree Fund GP IIA, LLC, Its: GP, By: Oaktree Fund GP II, L.P., Its: Managing Member, /s/ Henry Orren, Authorized Signatory 2023-12-04 Oaktree Capital Group, LLC, /s/ Henry Orren, Senior Vice President 2023-12-04 Atlas OCM Holdings, LLC, /s/ Henry Orren, Senior Vice President 2023-12-04