Filing Details
- Accession Number:
- 0000950142-16-004816
- Form Type:
- 13D Filing
- Publication Date:
- 2016-11-22 17:06:35
- Filed By:
- Oaktree Capital Management
- Company:
- Exco Resources Inc (NYSE:XCOOQ)
- Filing Date:
- 2016-11-22
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
OCM Principal Opportunities Fund IV Delaware | 8,492,009 | 86,250 | 8,492,009 | 86,250 | 8,578,259 | 3.0% |
OCM Principal Opportunities Fund IV Delaware GP Inc | 8,492,009 | 86,250 | 8,492,009 | 86,250 | 8,578,259 | 3.0% |
OCM Principal Opportunities Fund IV | 8,492,009 | 86,250 | 8,492,009 | 86,250 | 8,578,259 | 3.0% |
OCM Principal Opportunities Fund IV GP | 8,492,009 | 86,250 | 8,492,009 | 86,250 | 8,578,259 | 3.0% |
OCM Principal Opportunities Fund IV GP Ltd | 8,492,009 | 86,250 | 8,492,009 | 86,250 | 8,578,259 | 3.0% |
OCM Principal Opportunities Fund III | 1,271,525 | 86,250 | 1,271,525 | 86,250 | 1,357,775 | 0.5% |
OCM Principal Opportunities Fund IIIA | 23,307 | 86,250 | 23,307 | 86,250 | 109,557 | 0.0% |
OCM Principal Opportunities Fund III GP | 1,294,832 | 86,250 | 1,294,832 | 86,250 | 1,381,082 | 0.5% |
Oaktree Fund GP I | 11,123,091 | 11,123,091 | 11,123,091 | 3.9% | ||
Oaktree Capital I | 11,123,091 | 11,123,091 | 11,123,091 | 3.9% | ||
OCM Holdings I | 11,123,091 | 11,123,091 | 11,123,091 | 3.9% | ||
Oaktree Holdings | 11,123,091 | 11,123,091 | 11,123,091 | 3.9% | ||
OCM EXCO Holdings | 19,736,841 | 86,250 | 19,736,841 | 86,250 | 19,823,091 | 7.0% |
Oaktree Capital Management | 30,859,932 | 30,859,932 | 30,859,932 | 10.9% | ||
Oaktree Holdings, Inc | 30,859,932 | 30,859,932 | 30,859,932 | 10.9% | ||
Oaktree Capital Group | 30,859,932 | 30,859,932 | 30,859,932 | 10.9% | ||
Oaktree Capital Group Holdings GP | 30,859,932 | 30,859,932 | 30,859,932 | 10.9% | ||
Oaktree Value Opportunities Fund Holdings | 1,250,000 | 86,250 | 1,250,000 | 86,250 | 1,336,250 | 0.4% |
Oaktree Value Opportunities Fund GP | 1,250,000 | 86,250 | 1,250,000 | 86,250 | 1,336,250 | 0.4% |
Oaktree Value Opportunities Fund GP Ltd | 1,250,000 | 86,250 | 1,250,000 | 86,250 | 1,336,250 | 0.4% |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 7)*
EXCO RESOURCES, INC. |
(Name of Issuer) |
Common Stock, par value $0.001 per share |
(Title of Class of Securities) |
269279402 |
(CUSIP Number) |
Todd E. Molz
Managing Director and General Counsel
Oaktree Capital Group Holdings GP, LLC
333 South Grand Avenue, 28th Floor
Los Angeles, California 90071
(213) 830-6300
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) | ||
November 18, 2016 | ||
(Date of Event Which Requires Filing of this Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-l(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7(b) for other parties to whom copies are to be sent.
____________________________* 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 disclosures provided in a prior cover page.
The information required on 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).
SCHEDULE 13D
CUSIP No. 269279402 | Page 2 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Principal Opportunities Fund IV Delaware, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 8,492,009 |
8 | SHARED VOTING POWER 86,250 | |
9 | SOLE DISPOSITIVE POWER 8,492,009 | |
10 | SHARED DISPOSITIVE POWER 86,250 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,578,259 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.0% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
SCHEDULE 13D
CUSIP No. 269279402 | Page 3 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Principal Opportunities Fund IV Delaware GP Inc. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 8,492,009* |
8 | SHARED VOTING POWER 86,250* | |
9 | SOLE DISPOSITIVE POWER 8,492,009* | |
10 | SHARED DISPOSITIVE POWER 86,250* |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,578,259 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.0% (See Item 5) | |
14 | TYPE OF REPORTING PERSON CO |
* Solely in its capacity as the general partner of OCM Principal Opportunities Fund IV Delaware, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 4 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Principal Opportunities Fund IV, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 8,492,009* |
8 | SHARED VOTING POWER 86,250* | |
9 | SOLE DISPOSITIVE POWER 8,492,009* | |
10 | SHARED DISPOSITIVE POWER 86,250* |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,578,259 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.0% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
* Solely in its capacity as the sole shareholder of OCM Principal Opportunities Fund IV Delaware GP Inc.
SCHEDULE 13D
CUSIP No. 269279402 | Page 5 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Principal Opportunities Fund IV GP, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 8,492,009* |
8 | SHARED VOTING POWER 86,250* | |
9 | SOLE DISPOSITIVE POWER 8,492,009* | |
10 | SHARED DISPOSITIVE POWER 86,250* |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,578,259 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.0% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
* Solely in its capacity as the general partner of OCM Principal Opportunities Fund IV, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 6 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Principal Opportunities Fund IV GP Ltd. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 8,492,009* |
8 | SHARED VOTING POWER 86,250* | |
9 | SOLE DISPOSITIVE POWER 8,492,009* | |
10 | SHARED DISPOSITIVE POWER 86,250* |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,578,259 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.0% (See Item 5) | |
14 | TYPE OF REPORTING PERSON OO |
SCHEDULE 13D
CUSIP No. 269279402 | Page 7 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Principal Opportunities Fund III, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,271,525 |
8 | SHARED VOTING POWER 86,250 | |
9 | SOLE DISPOSITIVE POWER 1,271,525 | |
10 | SHARED DISPOSITIVE POWER 86,250 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,357,775 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.5% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
SCHEDULE 13D
CUSIP No. 269279402 | Page 8 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Principal Opportunities Fund IIIA, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 23,307 |
8 | SHARED VOTING POWER 86,250 | |
9 | SOLE DISPOSITIVE POWER 23,307 | |
10 | SHARED DISPOSITIVE POWER 86,250 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 109,557 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.0%* (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
* Less than 0.1%
SCHEDULE 13D
CUSIP No. 269279402 | Page 9 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Principal Opportunities Fund III GP, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,294,832* |
8 | SHARED VOTING POWER 86,250* | |
9 | SOLE DISPOSITIVE POWER 1,294,832* | |
10 | SHARED DISPOSITIVE POWER 86,250* |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,381,082 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.5% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
* Solely in its capacity as general partner of OCM Principal Opportunities Fund III, L.P. and OCM Principal Opportunities Fund IIIA, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 10 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Fund GP I, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 11,123,091* |
8 | SHARED VOTING POWER None | |
9 | SOLE DISPOSITIVE POWER 11,123,091* | |
10 | SHARED DISPOSITIVE POWER None |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,123,091 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.9% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
* Solely in its capacity as the sole shareholder of OCM Principal Opportunities Fund IV GP Ltd. and Oaktree Value Opportunities Fund GP Ltd. and general partner of OCM Principal Opportunities Fund III GP, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 11 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Capital I, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 11,123,091* |
8 | SHARED VOTING POWER None | |
9 | SOLE DISPOSITIVE POWER 11,123,091* | |
10 | SHARED DISPOSITIVE POWER None |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,123,091 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.9% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
* Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 12 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM Holdings I, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 11,123,091* |
8 | SHARED VOTING POWER None | |
9 | SOLE DISPOSITIVE POWER 11,123,091* | |
10 | SHARED DISPOSITIVE POWER None |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,123,091 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.9% (See Item 5) | |
14 | TYPE OF REPORTING PERSON OO |
* Solely in its capacity as the general partner of Oaktree Capital I, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 13 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Holdings, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 11,123,091* |
8 | SHARED VOTING POWER None | |
9 | SOLE DISPOSITIVE POWER 11,123,091* | |
10 | SHARED DISPOSITIVE POWER None |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,123,091 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.9% (See Item 5) | |
14 | TYPE OF REPORTING PERSON OO |
SCHEDULE 13D
CUSIP No. 269279402 | Page 14 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON OCM EXCO Holdings, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 19,736,841 |
8 | SHARED VOTING POWER 86,250 | |
9 | SOLE DISPOSITIVE POWER 19,736,841 | |
10 | SHARED DISPOSITIVE POWER 86,250 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 19,823,091 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.0% (See Item 5) | |
14 | TYPE OF REPORTING PERSON OO |
SCHEDULE 13D
CUSIP No. 269279402 | Page 15 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Capital Management, L.P. (formerly Oaktree Capital Management, LLC) | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 30,859,932* |
8 | SHARED VOTING POWER None | |
9 | SOLE DISPOSITIVE POWER 30,859,932* | |
10 | SHARED DISPOSITIVE POWER None |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 30,859,932 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.9% (See Item 5) | |
14 | TYPE OF REPORTING PERSON IA, OO |
* Solely in its capacity as manager of OCM EXCO Holdings, LLC, as director of OCM Principal Opportunities Fund IV GP Ltd. and Oaktree Value Opportunities Fund GP Ltd. and as the duly elected investment manager of OCM Principal Opportunities Fund IV, L.P., OCM Principal Opportunities Fund III, L.P. and OCM Principal Opportunities Fund IIIA, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 16 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Holdings, Inc. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 30,859,932* |
8 | SHARED VOTING POWER None | |
9 | SOLE DISPOSITIVE POWER 30,859,932* | |
10 | SHARED DISPOSITIVE POWER None |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 30,859,932 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.9% (See Item 5) | |
14 | TYPE OF REPORTING PERSON CO |
* Solely in its capacity as the general partner of Oaktree Capital Management, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 17 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Capital Group, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 30,859,932* |
8 | SHARED VOTING POWER None | |
9 | SOLE DISPOSITIVE POWER 30,859,932* | |
10 | SHARED DISPOSITIVE POWER None |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 30,859,932 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.9% (See Item 5) | |
14 | TYPE OF REPORTING PERSON OO |
* Solely in its capacity as the managing member of Oaktree Holdings, LLC and sole shareholder of Oaktree Holdings, Inc.
SCHEDULE 13D
CUSIP No. 269279402 | Page 18 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Capital Group Holdings GP, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 30,859,932* |
8 | SHARED VOTING POWER None | |
9 | SOLE DISPOSITIVE POWER 30,859,932* | |
10 | SHARED DISPOSITIVE POWER None |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 30,859,932 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.9% (See Item 5) | |
14 | TYPE OF REPORTING PERSON OO |
* Solely in its capacity as the manager of Oaktree Capital Group, LLC.
SCHEDULE 13D
CUSIP No. 269279402 | Page 19 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Value Opportunities Fund Holdings, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,250,000 |
8 | SHARED VOTING POWER 86,250 | |
9 | SOLE DISPOSITIVE POWER 1,250,000 | |
10 | SHARED DISPOSITIVE POWER 86,250 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,336,250 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.4% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
SCHEDULE 13D
CUSIP No. 269279402 | Page 20 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Value Opportunities Fund GP, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,250,000* |
8 | SHARED VOTING POWER 86,250* | |
9 | SOLE DISPOSITIVE POWER 1,250,000* | |
10 | SHARED DISPOSITIVE POWER 86,250* |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,336,250 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.4% (See Item 5) | |
14 | TYPE OF REPORTING PERSON PN |
* Solely in its capacity as the general partner of Oaktree Value Opportunities Fund Holdings, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 21 of 34 Pages |
1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Oaktree Value Opportunities Fund GP Ltd. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) o (b) x |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) | o |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 1,250,000* |
8 | SHARED VOTING POWER 86,250* | |
9 | SOLE DISPOSITIVE POWER 1,250,000* | |
10 | SHARED DISPOSITIVE POWER 86,250* |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,336,250 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | o |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.4% (See Item 5) | |
14 | TYPE OF REPORTING PERSON CO |
* Solely in its capacity as the general partner of Oaktree Value Opportunities Fund GP, L.P.
SCHEDULE 13D
CUSIP No. 269279402 | Page 22 of 34 Pages |
Item 1. Security and Issuer
This Amendment No. 7 (this “Amendment”), filed jointly by Oaktree Capital Management, L.P., a Delaware limited partnership (“Oaktree LP”), OCM Principal Opportunities Fund III GP, L.P., a Delaware limited partnership (“Fund III GP”), OCM Principal Opportunities Fund III, L.P., a Delaware limited partnership (“Fund III”), OCM Principal Opportunities Fund IIIA, L.P., a Delaware limited partnership (“Fund IIIA”), OCM Principal Opportunities Fund IV GP Ltd., a Cayman Islands company (“Fund IV GP Ltd.”), OCM Principal Opportunities Fund IV GP, L.P., a Cayman Islands limited partnership (“Fund IV GP”), OCM Principal Opportunities Fund IV, L.P., a Cayman Islands limited partnership (“Fund IV”), OCM EXCO Holdings, LLC, a Delaware limited liability company (“OCM EXCO”), OCM Principal Opportunities Fund IV Delaware, L.P., a Delaware limited partnership (“Fund IV Delaware”), OCM Principal Opportunities Fund IV Delaware GP Inc., a Delaware corporation (“Fund IV Delaware GP”), Oaktree Holdings, Inc., a Delaware corporation (“Holdings Inc.”), Oaktree Fund GP I, L.P., a Delaware limited partnership (“GP I”), Oaktree Capital I, L.P., a Delaware limited partnership (“Capital I”), OCM Holdings I, LLC, a Delaware limited liability company (“Holdings I”), Oaktree Holdings, LLC, a Delaware limited liability company (“Holdings”), Oaktree Capital Group, LLC, a Delaware limited liability company (“OCG”), Oaktree Capital Group Holdings, L.P., a Delaware limited partnership, Oaktree Capital Group Holdings GP, LLC, a Delaware limited liability company (“OCGH GP”), Oaktree Value Opportunities Fund Holdings, L.P., a Delaware limited partnership (“VOF Holdings”), Oaktree Value Opportunities Fund GP, L.P., a Cayman Islands limited partnership (“VOFGP”), and Oaktree Value Opportunities Fund GP Ltd., a Cayman Islands limited company (“VOF GP Ltd.”) (together, the “Reporting Persons”), amends and supplements the statement on Schedule 13D filed on April 9, 2007, as amended by Amendment No. 1 filed on August 30, 2007, Amendment No. 2 filed on July 22, 2008, Amendment No. 3 filed on November 2, 2010, Amendment No. 4 filed on January 26, 2011 Amendment No. 5 filed on January 14, 2014 and Amendment No. 6 filed on August 12, 2016 (as so amended, the “Schedule 13D”).
Capitalized terms used in this Amendment and not otherwise defined herein have the respective meanings given in the Schedule 13D. Unless set forth below, all previous Items set forth in the Schedule 13D remain unchanged. The filing of this Amendment shall not be construed to be an admission by the Reporting Persons that a material change has occurred in the facts set forth in the Schedule 13D or that this Amendment is required under Rule 13d-2 of the Securities Exchange Act of 1934, as amended.
Item 2. Identity and Background
(a)-(c) & (f)
Item 2 of the Schedule 13D is hereby amended and supplemented by replacing the previously filed Annex A relating to the directors, executive officers, members and general partners, as applicable, of each Reporting Person (collectively, the “Covered Persons”) with the Annex A filed herewith.
(d)-(e)
During the last five years, none of the Reporting Persons, or to the best of their knowledge, any Covered Persons (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceedings was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 4. Purpose of the Transaction
Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
On November 18, 2016, Fund III sold 909,453 shares of Common Stock, Fund IIIA sold 16,670 shares of Common Stock and Fund IV sold 6,073,877 shares of Common Stock, in each case for $1.13 per share, in privately
SCHEDULE 13D
CUSIP No. 269279402 | Page 23 of 34 Pages |
negotiated transactions. Fund III, Fund IIIA and Fund IV, together with the other Reporting Persons, may seek to sell additional shares.
Item 5. Interest in Securities of the Issuer
Item 5 is hereby amended and restated in its entirety as follows:
(a) and (b)
The information contained on the cover pages of this Amendment is incorporated herein by reference.
Based upon information provided in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2016 (the “Form 10-Q”), the Issuer has 282,445,821shares of Common Stock outstanding. All calculations of percentage ownership in this Amendment are based on a total of 282,527,071 shares of Common Stock outstanding, which is the sum of (a) 282,445,821shares of Common Stock, as set forth in the Form 10-Q, plus (b) 81,250 shares of Common Stock issuable upon the exercise of vested Stock Options issued to B. James Ford (a former Managing Director of Oaktree LP), the economic, pecuniary and voting rights of which have been assigned to certain Oaktree Funds.
The Reporting Persons
Fund IV Delaware beneficially owns 8,492,009 shares of Common Stock (approximately 3.0% of the total number of shares of Common Stock outstanding). Fund IV Delaware has the sole power to vote or direct the vote, and the sole power to dispose or direct the disposition of, all such shares of Common Stock.
SCHEDULE 13D
CUSIP No. 269279402 | Page 24 of 34 Pages |
Fund III beneficially owns 1,271,525 shares of Common Stock (approximately 0.4% of the total number of shares of Common Stock outstanding). Fund III has the sole power to vote or direct the vote, and the sole power to dispose or direct the disposition of, all such shares of Common Stock.
Fund IIIA beneficially owns 23,307 shares of Common Stock (less than 0.1% of the total number of shares of Common Stock outstanding). Fund IIIA has the sole power to vote or direct the vote, and the sole power to dispose or direct the disposition of, all such shares of Common Stock.
OCM EXCO beneficially owns 19,736,841 shares of Common Stock (approximately 7.0% of the total number of shares of Common Stock outstanding). OCM EXCO has the sole power to vote or direct the vote, and the sole power to dispose or direct the disposition of, all such shares of Common Stock.
VOF Holdings beneficially owns 1,250,000 shares of Common Stock (approximately 0.4% of the total number of shares of Common Stock outstanding). VOF Holdings has the sole power to vote or direct the vote, and the sole power to dispose or direct the disposition of, all such shares of Common Stock.
Certain Oaktree Funds, including Fund III, Fund IIIA, Fund IV Delaware, OCM EXCO and VOF Holdings beneficially own (i) the vested Stock Options that are exercisable on the date of this Amendment into 81,250 shares of Common Stock and each have the shared power to vote or direct the vote, and the shared power to dispose or direct the disposition of, all such shares of Common Stock and (ii) 5,000 restricted shares of Common Stock and each have the shared power to vote or direct the vote, and the shared power to dispose or direct the disposition of, all such shares of Common Stock (together, the “Additional Shares”).
Fund IV Delaware GP, in its capacity as the general partner of Fund IV Delaware, has the ability to direct the management of Fund IV Delaware’s business, including the power to vote and dispose of securities held by Fund IV Delaware. Fund IV, in its capacity as the sole shareholder of Fund IV Delaware GP, has the ability to appoint and remove directors of Fund IV Delaware GP and, as such, may indirectly control the decisions of Fund IV Delaware GP regarding the vote and disposition of securities held by Fund IV Delaware. Fund IV GP, in its capacity as the general partner of Fund IV, has the ability to direct the management of Fund IV’s business, including the power to direct the decisions of Fund IV to vote and dispose of securities held by Fund IV Delaware. Fund IV GP Ltd., in its capacity as the general partner of Fund IV GP, has the ability to direct the management of Fund IV GP’s business, including the power to direct the decisions of Fund IV GP to vote and dispose of securities held by Fund IV Delaware.
Therefore, each of Fund IV Delaware GP, Fund IV, Fund IV GP and Fund IV GP Ltd. may be deemed to have indirect beneficial ownership of 8,578,259 shares of Common Stock (approximately 3.0% of the total number of shares of Common Stock outstanding), consisting of (a) 8,492,009 shares of Common Stock held by Fund IV Delaware and (b) the 86,250 Additional Shares.
Fund III GP, in its capacity as the general partner of Fund III and Fund IIIA, has the ability to direct the managements of Fund III’s and Fund IIIA’s business, including the power to vote and dispose of securities held by Fund III and Fund IIIA; therefore, Fund III GP may be deemed to beneficially own 1,381,082 shares of Common Stock (approximately 0.5% of the total number of shares of Common Stock outstanding), consisting of (a) 1,294,832 shares of Common Stock held by Fund III and Fund IIIA and (b) the 86,250 Additional Shares.
GP I, (i) in its capacity as the sole shareholder of Fund IV GP Ltd., has the ability to appoint and remove directors of Fund IV GP Ltd. and, as such, may indirectly control the decisions of Fund IV GP Ltd. regarding the vote and disposition of securities held by Fund IV Delaware, (ii) in its capacity as the general partner of Fund III GP, has the ability to direct the management of Fund III GP’s business, including the power to direct the decisions of Fund III GP regarding the vote and disposition of securities held by Fund III and Fund IIIA and (iii) in its capacity as the sole shareholder of VOF GP Ltd., has the ability to appoint and remove directors of VOF GP Ltd. and, as such, may indirectly control the decisions of VOF GP Ltd. regarding the vote and disposition of securities held by VOF GP Delaware. Capital I, in its capacity as the general partner of GP I, has the ability to direct the management of GP I’s business, including the power to direct the decisions of GP I regarding the vote and disposition of securities held by Fund IV Delaware, Fund III, Fund IIIA and VOF Holdings. Holdings I, in its
SCHEDULE 13D
CUSIP No. 269279402 | Page 25 of 34 Pages |
capacity as the general partner of Capital I, has the ability to direct the management of Capital I’s business, including the power to direct the decisions of Capital I regarding the vote and disposition of securities held by Fund IV Delaware, Fund III, Fund IIIA and VOF Holdings. Holdings, in its capacity as the managing member of Holdings I, has the ability to direct the management of Holding I’s business, including the power to direct the decisions of Holdings I regarding the vote and disposition of securities held by Fund IV Delaware, Fund III, Fund IIIA and VOF Holdings.
Therefore, each of GP I, Capital I, Holdings I and Holdings may be deemed to have indirect beneficial ownership of 11,123,091 shares of Common Stock (approximately 3.9% of the total number of shares of Common Stock outstanding), consisting of (a) 8,492,009 shares of Common Stock held by Fund IV Delaware, (b) 1,294,832 shares of Common Stock held by Fund III and Fund IIIA, (c) 1,250,000 shares of Common Stock held by VOF Holdings and (d) the 86,250 Additional Shares.
Oaktree LP, (i) in its capacity as the manager of OCM EXCO, has the ability to, has the ability to direct the management of OCM EXCO’s business, including the power to vote and dispose securities held by OCM EXCO, (ii) in its capacity as the director of Fund IV GP Ltd., has the ability to direct the management of Fund IV GP Ltd.’s business, including the power to vote and dispose securities held by Fund IV Delaware, (iii) in its capacity as the director of VOF GP Ltd., has the ability to direct the management of VOF GP Ltd.’s business, including the power to vote and dispose securities held by VOF Holdings, and (iv) in its capacity as the investment manager of Fund III and Fund IIIA, has the ability to direct the investment decisions of Fund III and Fund IIIA, including the power to vote and dispose of securities held by Fund III and Fund IIIA. Holdings, Inc., in its capacity as general partner of Oaktree LP, has the ability to direct the management of Oaktree LP’s business, including the power to vote and dispose of securities held by Fund IV Delaware, Fund III, Fund IIIA, OCM EXCO and VOF Holdings. OCG, in its capacity as (i) the managing member of Holdings, has the ability to direct the management of Holdings’ business, including the power to direct the decisions of Holdings regarding the vote and disposition of securities held by Fund IV Delaware, Fund III, Fund IIIA and VOF Holdings and (ii) the sole shareholder of Holdings, Inc., has the ability to appoint and remove directors of Holdings, Inc. and, as such, may indirectly control the decisions of Holdings, Inc. regarding the vote and disposition of securities held by OCM EXCO, Fund IV Delaware and VOF Holdings. OCGH GP, in its capacity as the manager of OCG, has the ability to direct the management of OCG’s business, including the power to direct the decisions of OCG regarding the vote and disposition of securities held by Fund IV Delaware, Fund III, Fund IIIA, OCM EXCO and VOF Holdings.
Therefore, each of Oaktree LP, Holdings, Inc., OCG and OCGH GP may be deemed to have indirect beneficial ownership of 30,859,932 shares of Common Stock (approximately 10.9% of the total number of shares of Common Stock outstanding), consisting of (a) 8,492,009 shares of Common Stock held by Fund IV Delaware, (b) 1,294,832 shares of Common Stock held by Fund III and Fund IIIA, (c) 19,736,841 shares of Common Stock held by OCM EXCO, (d) 1,250,000 shares of Common Stock held by VOF Holdings and (e) the 86,250 Additional Shares.
VOFGP, in its capacity as the general partner of VOF Holdings, has the ability to direct the management of VOF Holdings’ business, including the power to direct the decisions of VOF Holdings to vote and dispose of securities held by VOF Holdings. VOF GP Ltd., in its capacity as the general partner of VOFGP, has the ability to direct the management of VOFGP’s business, including the power to direct the decisions of VOFGP to vote and dispose of securities held by VOF Holdings.
Therefore, each of VOFGP and VOF GP Ltd. may be deemed to have indirect beneficial ownership of 1,336,250 shares of Common Stock (approximately 0.4% of the total number of shares of Common Stock outstanding), consisting of (a) 1,250,000 shares of Common Stock held by VOF Holdings and (b) the 86,250 Additional Shares.
With respect to the shares of Common Stock reported herein, each of the Reporting Persons may be deemed to have sole voting and dispositive power or the sole power to direct the vote and disposition of the number of shares of Common Stock which such Reporting Person may be deemed to beneficially own as set forth above.
Neither the filing of this Amendment nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons, other than Fund IV Delaware, Fund III, Fund IIIA, OCM EXCO and VOF Holdings,
SCHEDULE 13D
CUSIP No. 269279402 | Page 26 of 34 Pages |
that it is the beneficial owner of any of the Common Stock referred to herein for the purposes of Section 13(d) of the Act, or for any other purpose, and such beneficial ownership is expressly disclaimed by each Reporting Person, other than Fund IV Delaware, Fund III, Fund IIIA, OCM EXCO and VOF Holdings.
To the knowledge of the Reporting Persons, none of the Covered Persons directly owns any shares of Common Stock; provided, however, that because of each Covered Persons’ status as a manager, general partner, director, executive officer or member of a Reporting Person, a Covered Person may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by such Reporting Person. Each of the Covered Persons disclaims beneficial ownership of the shares of Common Stock reported herein and the filing of this Schedule 13D shall not be construed as an admission that any such Covered Person is the beneficial owner of any securities covered by this statement.
(c) Except as set forth in Item 4 herein, to the knowledge of the Reporting Persons, none of the Reporting Persons has effected any transactions in shares of Common Stock during the past 60 days.
(d) Not applicable.
(e) Not applicable.
Item 7. Material to be Filed as Exhibits
The following are filed herewith as Exhibits to this Schedule 13D:
SCHEDULE 13D
CUSIP No. 269279402 | Page 27 of 34 Pages |
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this Schedule 13D is true, complete and correct.
Dated as of November 22, 2016. | | ||
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| OCM PRINCIPAL OPPORTUNITIES FUND IV DELAWARE, L.P. | ||
| | ||
| By: | OCM Principal Opportunities Fund IV Delaware GP Inc. | |
| Its: | General Partner | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Authorized Signatory | |
| | ||
| | ||
| OCM PRINCIPAL OPPORTUNITIES FUND IV DELAWARE GP INC. | ||
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Authorized Signatory | |
| |
SCHEDULE 13D
CUSIP No. 269279402 | Page 28 of 34 Pages |
| OCM PRINCIPAL OPPORTUNITIES FUND IV, L.P. | ||
| | ||
| By: | OCM Principal Opportunities Fund IV GP, L.P., | |
| Its: | General Partner | |
| By: | OCM Principal Opportunities Fund IV GP Ltd., | |
| Its: | General Partner | |
| | ||
| By: | Oaktree Capital Management, L.P., | |
| Its: | Director | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| | ||
| | ||
| OCM PRINCIPAL OPPORTUNITIES FUND IV GP, L.P. | ||
| | ||
| By: | OCM Principal Opportunities Fund IV GP Ltd., | |
| Its: | General Partner | |
| | ||
| By: | Oaktree Capital Management, L.P., | |
| Its: | Director | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| |
SCHEDULE 13D
CUSIP No. 269279402 | Page 29 of 34 Pages |
| OCM PRINCIPAL OPPORTUNITIES FUND IV GP LTD. | ||
| | ||
| By: | Oaktree Capital Management, L.P., | |
| Its: | Director | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| | ||
| | ||
| OCM PRINCIPAL OPPORTUNITIES FUND III, L.P. | ||
| | ||
| By: | OCM Principal Opportunities Fund III GP, L.P. | |
| Its: | General Partner | |
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| By: | Oaktree Fund GP I, L.P., | |
| Its: | General Partner | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Authorized Signatory | |
| |
SCHEDULE 13D
CUSIP No. 269279402 | Page 30 of 34 Pages |
| OCM PRINCIPAL OPPORTUNITIES FUND IIIA, L.P. | ||
| | ||
| By: | OCM Principal Opportunities Fund III GP, L.P., | |
| Its: | General Partner | |
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| By: | Oaktree Fund GP I, L.P., | |
| Its: | General Partner | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Authorized Signatory | |
| | ||
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| OCM PRINCIPAL OPPORTUNITIES FUND III GP, L.P. | ||
| | ||
| By: | Oaktree Fund GP I, L.P., | |
| Its: | General Partner | |
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| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Authorized Signatory | |
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| OCM EXCO HOLDINGS, LLC | ||
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| By: | Oaktree Capital Management, L.P., | |
| Its: | Manager | |
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| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| |
SCHEDULE 13D
CUSIP No. 269279402 | Page 31 of 34 Pages |
| OAKTREE CAPITAL MANAGEMENT, L.P. | ||
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| | ||
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| OAKTREE HOLDINGS, INC. | ||
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
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| OAKTREE CAPITAL GROUP, LLC | ||
| By: | Oaktree Capital Group Holdings GP, LLC | |
| Its: | Manager | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President |
SCHEDULE 13D
CUSIP No. 269279402 | Page 32 of 34 Pages |
| OAKTREE CAPITAL GROUP HOLDINGS GP, LLC | ||
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| | ||
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| OAKTREE VALUE OPPORTUNITIES FUND HOLDINGS, L.P. | ||
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| By: | Oaktree Value Opportunities Fund GP, L.P. | |
| Its: | General Partner | |
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| By: | Oaktree Value Opportunities Fund GP Ltd. | |
| Its: | General Partner | |
| | ||
| By: | Oaktree Capital Management, L.P. | |
| Its: | Director | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| | ||
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| OAKTREE VALUE OPPORTUNITIES FUND GP, L.P. | ||
| | ||
| By: | Oaktree Value Opportunities Fund GP Ltd. | |
| Its: | General Partner | |
| | ||
| By: | Oaktree Capital Management, L.P. | |
| Its: | Director | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| |
SCHEDULE 13D
CUSIP No. 269279402 | Page 33 of 34 Pages |
| OAKTREE VALUE OPPORTUNITIES FUND GP LTD. | ||
| | ||
| By: | Oaktree Capital Management, L.P. | |
| Its: | Director | |
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| | ||
| | ||
| OAKTREE FUND GP I, L.P. | ||
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Authorized Signatory | |
| | ||
| | ||
| OAKTREE CAPITAL I, L.P. | ||
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Authorized Signatory | |
| | ||
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| OCM HOLDINGS I, LLC | ||
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| |
SCHEDULE 13D
CUSIP No. 269279402 | Page 34 of 34 Pages |
| OAKTREE HOLDINGS, LLC | ||
| | ||
| By: | /s/ Jamie Toothman | |
| Name: | Jamie Toothman | |
| Title: | Vice President | |
| |