0000899243-17-012545.txt : 20170509
0000899243-17-012545.hdr.sgml : 20170509
20170509183421
ACCESSION NUMBER: 0000899243-17-012545
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170509
FILED AS OF DATE: 20170509
DATE AS OF CHANGE: 20170509
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HPSCP Opportunities, L.P.
CENTRAL INDEX KEY: 0001704520
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827939
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TCS II REO USA, LLC
CENTRAL INDEX KEY: 0001704551
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827940
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Castlelake I GP, L.P.
CENTRAL INDEX KEY: 0001704583
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827941
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TCO Fund GP, L.P.
CENTRAL INDEX KEY: 0001704521
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827944
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TCO Fund, L.P.
CENTRAL INDEX KEY: 0001704530
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827946
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HFET Opportunities, LLC
CENTRAL INDEX KEY: 0001704511
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827937
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Castlelake II GP, L.P.
CENTRAL INDEX KEY: 0001704499
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827938
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TCS Diamond Solutions, LLC
CENTRAL INDEX KEY: 0001704544
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827942
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Five Point Holdings, LLC
CENTRAL INDEX KEY: 0001574197
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500]
IRS NUMBER: 270599397
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 25 ENTERPRISE
STREET 2: SUITE 300
CITY: ALISO VIEJO
STATE: CA
ZIP: 92656
BUSINESS PHONE: (949) 349-1000
MAIL ADDRESS:
STREET 1: 25 ENTERPRISE
STREET 2: SUITE 300
CITY: ALISO VIEJO
STATE: CA
ZIP: 92656
FORMER COMPANY:
FORMER CONFORMED NAME: Newhall Holding Company, LLC
DATE OF NAME CHANGE: 20130411
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Castlelake I, L.P.
CENTRAL INDEX KEY: 0001704584
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827943
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: TCO Investors, L.P.
CENTRAL INDEX KEY: 0001704526
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38088
FILM NUMBER: 17827945
BUSINESS ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 851-3000
MAIL ADDRESS:
STREET 1: 4600 WELLS FARGO CENTER
STREET 2: 90 SOUTH 7TH STREET
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2017-05-09
0
0001574197
Five Point Holdings, LLC
FPH
0001704530
TCO Fund, L.P.
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704526
TCO Investors, L.P.
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704521
TCO Fund GP, L.P.
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704584
Castlelake I, L.P.
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704544
TCS Diamond Solutions, LLC
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704583
Castlelake I GP, L.P.
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704551
TCS II REO USA, LLC
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704520
HPSCP Opportunities, L.P.
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704499
Castlelake II GP, L.P.
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
0001704511
HFET Opportunities, LLC
4600 WELLS FARGO CENTER,
90 SOUTH 7TH STREET
MINNEAPOLIS
MN
55402
0
0
1
0
Class A Common Shares
3910858
I
See footnotes
Class B Common Shares
18932182
I
See footnotes
Operating Company Class A Units
Class A Common Shares
7101625
I
See footnotes
San Francisco Venture Class A Units
Operating Company Class A Units
11830557
I
See footnotes
Represents securities held directly by: TCO Fund, L.P. ("TCO"), TCO Investors, L.P. ("TCOI"), Castlelake I, L.P. ("Castlelake I"), TCS Diamond Solutions, LLC ("Diamond Solutions"), TCS II REO USA, LLC ("TCSII REO"), HPSCP Opportunities, L.P. ("HPSCP) and HFET Opportunities, LLC ("HFET"). TCO Fund GP, L.P. ("TCO GP" and, together with TCO and TCOI, the "TCO Fund Entities") is the general partner of TCO and TCOI, and in such capacity may be deemed to share beneficial ownership of the securities held by TCO and TCOI. Castlelake I GP, L.P. ("Castlelake I GP" and, together with Castlelake I and Diamond Solutions, the "Castlelake I Fund Entities"), is the general partner of Castlelake I and the managing member of Diamond Solutions, and in such capacity may be deemed to share beneficial ownership of the securities held by Castlelake I and Diamond Solutions.
Castlelake II GP, L.P. ("Castlelake II GP" and, together with TCSII REO and HPSCP, the "Castlelake II Fund Entities") is the general partner of TCSII REO and HPSCP, and in such capacity may be deemed to share beneficial ownership of the securities held by TCSII REO and HPSCP. Castlelake III GP, L.P. ("Castlelake III GP" and, together with HFET, the "Castlelake III Fund Entities"), is the managing member of HFET, and in such capacity may be deemed to share beneficial ownership of the securities held by HFET.
Castlelake, L.P. ("Castlelake") is the investment manager of the TCO Fund Entities, the Castlelake I Fund Entities, the Castlelake II Fund Entities and the Castlelake III Fund Entities, and in such capacity may be deemed to share beneficial ownership of the securities beneficially owned by such entities. Rory O'Neill is the managing partner and chief executive officer of Castlelake. Castlelake, Mr. O'Neill, TCO GP, Castlelake I GP, Castlelake II GP, HFET REO and Castlelake III GP disclaim beneficial ownership of the securities reported herein except to the extent of any pecuniary interest therein.
Upon an exchange of Class A units of Five Point Operating Company, LLC (each an "Operating Company Class A Units") or Class A units of The Shipyard Communities, LLC (each a "San Francisco Venture Class A Unit") for Class A common shares, an equal number of Class B common shares will convert to Class A common shares on a 1-for-0.0003 basis.
The Operating Company Class A Units have no expiration date and are exchangeable at the option of the Issuer for either (i) Class A common shares on a one-for-one basis or (ii) cash in an amount equal to the market value of such shares at the time of exchange.
San Francisco Class A Units have no expiration date and are exchangeable at any time at the option of the holder for Operating Company Class A Units on a one-for-one basis.
Due to the limitations of the Securities and Exchange Commission's electronic filing system, Castlelake III GP, L.P., Castlelake L.P. and Mr. O'Neill are filing a separate Form 3.
TCO FUND, L.P., By: TCO Fund GP, L.P., its general partner, By: /s/ Kevin Hinkler, Vice President
2017-05-09
TCO INVESTORS, L.P., By: TCO Fund GP, L.P., its general partner, By: /s/ Kevin Hiniker, Vice President
2017-05-09
TCO FUND GP, L.P., By: /s/ Kevin Hiniker, Vice President
2017-05-09
CASTLELAKE I, L.P., By: Castlelake I GP, L.P., its general partner, By: /s/ Kevin Hiniker, Vice President
2017-05-09
TCS DIAMOND SOLUTIONS, LLC, By: Castlelake I GP, L.P., its managing member, By: /s/ Kevin Hiniker, Vice President
2017-05-09
CASTLELAKE I GP, L.P., By: /s/ Kevin Hiniker, Vice President
2017-05-09
TCS II REO USA, LLC, By: Castlelake II GP, L.P., its managing member, By: /s/ Kevin Hiniker, Vice President
2017-05-09
HPSCP OPPORTUNITIES, L.P., By: Castlelake II GP, L.P., its general partner, By: /s/ Kevin Hiniker, Vice President
2017-05-09
CASTLELAKE II GP, L.P., By: /s/ Kevin Hiniker, Vice President
2017-05-09
HFET OPPORTUNITIES, LLC, By: HFET REO USA, LLC, its sole member, By: Castlelake III GP, L.P., its managing member, By: /s/ Kevin Hiniker, Vice President
2017-05-09