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Filing Details

Accession Number:: 0000950142-22-002667
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-09-06 18:45:34
Reporting Period:: 2022-08-31

Accepted Time:: 2022-09-06 18:45:34
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1455684	Tpi Composites Inc	TPIC	Engines & Turbines (3510)	201590775

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1815055	Oaktree Phoenix Investment Fund, L.p.	333 South Grand Avenue 28Th Floor Los Angeles CA 90071		No	No	Yes	No
1861643	Trust Partners Bam	Brookfield Place, 181 Bay Street Suite 300 Toronto A6 M5J 2T3		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2022-08-31	2,835,000	$0.01	2,835,000	No	4	X	Indirect	See Footnote
Common Stock	Disposition	2022-08-31	1,526	$18.59	2,833,474	No	4	S	Indirect	See Footnote
Common Stock	Acquisiton	2022-08-31	1,750,000	$0.01	1,750,000	No	4	X	Indirect	See Footnote
Common Stock	Disposition	2022-08-31	942	$18.59	1,749,058	No	4	S	Indirect	See Footnote
Common Stock	Acquisiton	2022-08-31	81,667	$0.01	81,667	No	4	X	Indirect	See Footnote
Common Stock	Disposition	2022-08-31	44	$18.59	81,623	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	X	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	X	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	X	Indirect	See Footnote
No	4	S	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Warrants (right to buy)	Disposition	2022-08-31	2,835,000	$0.00	2,835,000	$0.01
Common Stock	Warrants (right to buy)	Disposition	2022-08-31	1,750,000	$0.00	1,750,000	$0.01
Common Stock	Warrants (right to buy)	Disposition	2022-08-31	81,667	$0.00	81,667	$0.01

Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2021-11-22	2026-11-22	No	4	X	Direct
2021-11-22	2026-11-22	No	4	X	Direct
2021-11-22	2026-11-22	No	4	X	Direct

Footnotes

On August 31, 2022, Opps TPIC Holdings, LLC ("Opps") exercised warrants issued by the Company pursuant to the Series A Preferred Stock Purchase Agreement, dated November 8, 2021 (the "Warrants") directly beneficially owned by Opps to purchase 2,835,000 shares of the Company's common stock for $0.01 a share. Opps paid the exercise price on a cashless basis, resulting in the Company's withholding of 1,526 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 2,833,474 shares.
On August 31, 2022, Oaktree Power Opportunities Fund V (Delaware) Holdings, L.P. ("Power V") exercised warrants issued by the Company pursuant to the Series A Preferred Stock Purchase Agreement, dated November 8, 2021 (the "Warrants") directly beneficially owned by Power V to purchase 1,750,000 shares of the Company's common stock for $0.01 a share. Power V paid the exercise price on a cashless basis, resulting in the Company's withholding of 942 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 1,749,058 shares.
On August 31, 2022, Oaktree Phoenix Investment Fund, L.P. ("Phoenix") exercised warrants issued by the Company pursuant to the Series A Preferred Stock Purchase Agreement, dated November 8, 2021 (the "Warrants") directly beneficially owned by Phoenix to purchase 81,667 shares of the Company's common stock for $0.01 a share. Phoenix paid the exercise price on a cashless basis, resulting in the Company's withholding of 44 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 81,623 shares.
This Form 4 is being filed jointly by (each, a "Reporting Person" and, collective, the "Reporting Persons") (i) Opps, (ii) Power V, (iii) Oaktree Fund GP, LLC ("Fund GP"), as general partner of TPIC and Power V, (iv) Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, (v) Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, (vi) OCM Holdings I, LLC ("Holdings I"), as general partner of Capital I, (vii) Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, (viii) Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, (ix) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of OCG, (x) Brookfield Asset Management Inc. ("BAM"), as indirect owner of the class A units of OCG, (xi) BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BAM and (xii) Phoenix.
Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests 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 equity securities covered by this Form 3.