0000950142-14-001354.txt : 20140624 0000950142-14-001354.hdr.sgml : 20140624 20140617203027 ACCESSION NUMBER: 0000950142-14-001354 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140613 FILED AS OF DATE: 20140617 DATE AS OF CHANGE: 20140617 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PULSE ELECTRONICS CORP CENTRAL INDEX KEY: 0000096763 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 231292472 STATE OF INCORPORATION: PA FISCAL YEAR END: 1228 BUSINESS ADDRESS: STREET 1: 12220 WORLD TRADE DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92128 BUSINESS PHONE: 8586748100 MAIL ADDRESS: STREET 1: 12220 WORLD TRADE DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92128 FORMER COMPANY: FORMER CONFORMED NAME: TECHNITROL, INC. DATE OF NAME CHANGE: 20100324 FORMER COMPANY: FORMER CONFORMED NAME: TECHNITROL INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Capital Group Holdings GP, LLC CENTRAL INDEX KEY: 0001403525 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05375 FILM NUMBER: 14926512 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 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: 001-05375 FILM NUMBER: 14926513 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05375 FILM NUMBER: 14926515 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05375 FILM NUMBER: 14926514 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oaktree Fund GP, LLC CENTRAL INDEX KEY: 0001499005 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05375 FILM NUMBER: 14926518 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 PE Holdings, L.P. CENTRAL INDEX KEY: 0001562480 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05375 FILM NUMBER: 14926519 BUSINESS ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: (213) 830-6213 MAIL ADDRESS: STREET 1: C/O OAKTREE CAPITAL MANAGEMENT, L.P. STREET 2: 333 SOUTH GRAND AVENUE, 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER NAME: FORMER CONFORMED NAME: OCM PE Holdings, Inc. DATE OF NAME CHANGE: 20121116 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05375 FILM NUMBER: 14926517 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: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05375 FILM NUMBER: 14926516 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 4 1 es1400801_4-pulse.xml OWNERSHIP DOCUMENT X0306 4 2014-06-13 0 0000096763 PULSE ELECTRONICS CORP PULS 0001562480 OCM PE Holdings, L.P. 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES CA 90071 1 0 1 0 0001499005 Oaktree Fund GP, 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 0001403528 Oaktree Capital Group, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES CA 90071 1 0 1 0 0001403525 Oaktree Capital Group Holdings GP, LLC 333 SOUTH GRAND AVENUE 28TH FLOOR LOS ANGELES CA 90071 1 0 1 0 Common Stock 2014-06-13 4 A 0 21053 0 A 21053 I See footnotes Common Stock 11999585 D Represents Restricted Stock Units ("RSUs") granted on June 13, 2014 to Kaj Vazales, a Senior Vice President of Oaktree Capital Management, L.P. ("Oaktree"), a registered investment adviser under the Investment Advisers Act of 1940, as amended, and a director of the Issuer. Mr. Vazales holds these 21,053 RSUs for the benefit of FIE. Pursuant to Oaktree's policies, Mr. Vazales must hold the shares on behalf of and for the benefit of FIE and is assigning all economic, pecuniary and voting rights to FIE. Each RSU represents a contingent right to receive one share of common stock of the Issuer, par value $0.125 per share (the "Common Stock"). The RSUs represent the 2014 annual equity grant for a non-employee member of the Board of Directors of the Issuer ("Board") made pursuant to the Issuer's Directors Compensation Policy. Each RSU will vest on the earlier of (i) the day immediately preceding the next annual meeting of the Issuer's shareholders or (ii) the date on which there is a Change of Control of the Issuer, as defined in the related RSU Agreement (the "Vesting Date"), provided that the non-employee director has remained in continuous service as a member of the Board through such Vesting Date. (Continued in Footnote 3) (Continued from Footnote 2) Unless the non-employee director makes a deferral election in accordance with the Directors Compensation Policy, the Issuer will deliver the shares of Common Stock underlying the RSUs on the Vesting Date (or on the next business day thereafter if the Vesting Date is not a business day). If the non-employee director ceases to be a member of the Board due to death, disability or retirement or for any other reason, a majority of the members of the Board (other than the departing member) may accelerate the vesting of all or any portion of such RSUs. The Reporting Persons may be deemed directors by deputation by virtue of their right to designate a representative to be nominated by the Issuer to serve on the Issuer's board of directors. Kaj Vazales was designated to serve on the Issuer's board of directors on February 21, 2014. This Form 4 is being filed with respect to an aggregate of 12,020,638 shares of Common Stock. This report is filed by (i) OCM PE Holdings, L.P. ("PE Holdings") as beneficial owner of an aggregate of 11,999,585 shares of Common Stock directly owned by PE Holdings. This Form 4 is also being filed by (ii) Oaktree Fund GP, LLC, a Delaware limited liability company ("PE GP"), solely in its capacity as the general partner of PE Holdings and as the managing member of FIE; (iii) Oaktree Fund GP I, L.P., a Delaware limited partnership ("GP I"), solely in its capacity as the managing member of PE GP; and (iv) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), solely in its capacity as the general partner of GP I. This Form 4 is also being filed by (v) OCM Holdings I, LLC, a Delaware limited liability company ("Holdings I"), solely in its capacity as the general partner of Capital I; (vi) Oaktree Holdings, LLC, a Delaware limited liability company ("Holdings LLC"), solely in its capacity as the managing member of Holdings I; and (vii) Oaktree Capital Group, LLC, a Delaware limited liability company ("OCG"), solely in its capacity as the managing member of Holdings LLC. This Form 4 is also being filed by (viii) Oaktree Capital Group Holdings GP, LLC, a Delaware limited liability company ("OCGH GP" and together with PE Holdings, PE GP, GP I, Capital I, Holdings I, Holdings and OCG, collectively, the "Reporting Persons", and each individually, a "Reporting Person"), solely in its capacity as the duly elected manager of Oaktree Capital Group, LLC. 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 PE Holdings with respect to its direct holdings and FIE with respect to the assignment of the RSUs, disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any securities covered by this Form 4. Concurrently with the filing of this Form 4, Mr. Vazales is filing a Form 4 with respect to the RSUs reported herein. The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, Larry W. Keele, Stephen A. Kaplan, John B. Frank, David M. Kirchheimer and Kevin L. Clayton (each, an "OCGH GP Member" and collectively, the "OCGH GP Members"), who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of common stock held by PE Holdings. 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 4 shall not be construed as an admission that any such person is the beneficial owner of any securities covered by this Form 4. Exhibit 99.1 attached hereto See signatures included in Exhibit 99.1 2014-06-17 EX-99.1 2 es1400801_ex9901.htm EXHIBIT 99.1 - JOINT FILING AGREEMENT Unassociated Document
EXHIBIT 99.1

This Statement on Form 4 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 Fl., Los Angeles, CA 90071. 

Name of Designated Filer: OCM PE HOLDINGS, L.P.

Date of Event Requiring Statement: June 13, 2014
 
Date of Filing of Form 4: June 17, 2014

Issuer Name and Ticker or Trading Symbol:   Pulse Electronics Corporation [ PULS ]
 
 
OCM PE HOLDINGS, L.P.
  
       
 
By:
Oaktree Fund GP, LLC
  
 
Its:
General Partner
  
       
 
By:
Oaktree Fund GP I, L.P.
  
 
Its:
Managing Member
  
       
 
By:
/s/ Richard Ting 
  
 
Name:
Richard Ting
  
 
Title:
Authorized Signatory
  
       
 
By:
/s/ Jordan Mikes 
  
 
Name:
Jordan Mikes
  
 
Title:
Authorized Signatory
  

 
 
OAKTREE FUND GP, LLC
  
       
 
By:
Oaktree Fund GP I, L.P.
  
 
Its:
Managing Member
  
       
 
By:
/s/ Richard Ting 
  
 
Name:
Richard Ting
  
 
Title:
Authorized Signatory
  
       
 
By:
/s/ Jordan Mikes 
  
 
Name:
Jordan Mikes
  
 
Title:
Authorized Signatory
  

 
 
OAKTREE FUND GP I, L.P.
  
       
 
By:
/s/ Richard Ting 
  
 
Name:
Richard Ting
  
 
Title:
Authorized Signatory
  
       
 
By:
/s/ Jordan Mikes 
  
 
Name:
Jordan Mikes
  
 
Title:
Authorized Signatory
  
 

 
OAKTREE CAPITAL I, L.P.
 
  
 
By:
/s/ Richard Ting 
  
 
Name:
Richard Ting
  
 
Title:
Managing Director and Associate General Counsel
  
       
 
By:
/s/ Jordan Mikes 
  
 
Name:
Jordan Mikes
  
 
Title:
Assistant Vice President
  

 
 
OCM HOLDINGS I, LLC
  
       
 
By:
/s/ Richard Ting  
  
 
Name:
Richard Ting
  
 
Title:
Managing Director and Associate General Counsel
  
       
 
By:
/s/ Jordan Mikes 
  
 
Name:
Jordan Mikes
  
 
Title:
Assistant Vice President
  

 
 
OAKTREE HOLDINGS, LLC
 
  
 
By:
/s/ Richard Ting 
  
 
Name:
Richard Ting
  
 
Title:
Managing Director, Associate General Counsel and
Assistant Secretary
  
       
 
By:
/s/ Jordan Mikes 
  
 
Name:
Jordan Mikes
  
 
Title:
Assistant Vice President
  
 
 
 
OAKTREE CAPITAL GROUP, LLC
  
       
 
By:
/s/ Richard Ting  
  
 
Name:
Richard Ting
  
 
Title:
Managing Director, Associate General Counsel and Assistant Secretary
  
       
 
By:
/s/ Jordan Mikes 
  
 
Name:
Jordan Mikes
  
 
Title:
Assistant Vice President
  
 
 
 
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC
  
       
 
By:
/s/ Richard Ting 
  
 
Name:
Richard Ting
  
 
Title:
Managing Director and Associate General Counsel
  
       
 
By:
/s/ Jordan Mikes 
  
 
Name:
Jordan Mikes
  
 
Title:
Assistant Vice President