Initial Statement of Beneficial Ownership (3)
10 November 2021 - 10:10PM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP
OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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| 1. Name
and Address of Reporting Person * BAM Partners
Trust |
2. Date of Event Requiring Statement
(MM/DD/YYYY)
11/2/2021
|
3. Issuer Name and Ticker or Trading
Symbol ASHFORD HOSPITALITY TRUST INC [AHT] |
|
(Last)
(First)
(Middle)
BROOKFIELD PLACE, 181 BAY STREET, SUITE 300 |
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director ___X___
10% Owner
_____ Officer (give title
below) _____
Other (specify below)
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(Street)
TORONTO, A6 M5J
2T3
(City)
(State)
(Zip)
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5. If Amendment, Date Original
Filed(MM/DD/YYYY)
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6. Individual or Joint/Group
Filing(Check Applicable
Line)_X_ Form filed by One Reporting
Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Beneficially
Owned
|
1.Title of Security
(Instr. 4) |
2. Amount of Securities Beneficially Owned
(Instr. 4) |
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) |
4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 4) |
2. Date Exercisable and Expiration Date
(MM/DD/YYYY) |
3. Title and Amount of Securities Underlying
Derivative Security
(Instr. 4) |
4. Conversion or Exercise Price of Derivative
Security |
5. Ownership Form of Derivative Security: Direct (D)
or Indirect (I)
(Instr. 5) |
6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
|
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
|
Warrants (right to buy) |
11/2/2021 |
1/15/2026 |
Common Stock |
860064 (1) |
$40 |
I |
See Footnote (4) |
|
Warrants (right to buy) |
11/2/2021 |
1/15/2026 |
Common Stock |
860064 (2) |
$40 |
I |
See Footnote (5)(6) |
|
Warrants (right to buy) |
11/2/2021 |
1/15/2026 |
Common Stock |
25132 (3) |
$40 |
I |
See Footnote (7)(8) |
| Explanation of
Responses: |
| (1) |
Consists of Warrants issued
by the Company pursuant to the Amendment No. 1 to the Credit
Agreement, dated as of October 12, 2021 (the ?Warrants?) directly
beneficially owned by OCM AHT Holdings, LLC (?OCM AHT?) exercisable
for 860,064 shares of Common Stock at an exercise price of $40.00
per share. |
| (2) |
Consists of Warrants
directly beneficially owned by ROF8 AHT PT, LLC (?ROF8 AHT?)
exercisable for 860,064 shares of Common Stock at an exercise price
of $40.00 per share. |
| (3) |
Consists of Warrants
directly beneficially owned by Oaktree Phoenix Investment Fund AIF
(Delaware), L.P. (?AIF?) exercisable for 25,132 shares of Common
Stock at an exercise price of $40.00 per share. |
| (4) |
This Form 3 is being filed
jointly by (each, a ?OCM AHT Reporting Person? and, collectively,
the ?OCM AHT Reporting Persons?) (i) OCM AHT, (ii) Oaktree Fund GP,
LLC (?Fund GP?) as the manager of OCM AHT, (iii) Oaktree Fund GP I,
L.P. (Fund GP I) as the managing member of Fund GP, (iv) Oaktree
Capital I, L.P. (?Capital I?) as the general partner of Fund GP I,
(v) OCM Holdings I, LLC (?Holdings I?) as the general partner of
Capital I, (vi) Oaktree Holdings, LLC as the managing member of
Holdings I. Each of the OCM AHT 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 3 shall not be
construed as an admission that any such OCM AHT Reporting Person is
the beneficial owner of any equity securities covered by this Form
3. |
| (5) |
This Form 3 is being filed
jointly by (each, a ?ROF8 AHT Reporting Person? and, collectively,
the ?ROF8 AHT Reporting Persons?) (i) ROF8 AHT, (ii) Oaktree Real
Estate Opportunities Fund VIII GP, L.P. (?Fund VIII GP, L.P.?) as
the managing member of ROF8 AHT, (iii) Oaktree Real Estate
Opportunities Fund VIII GP Ltd. (?Fund VIII GP Ltd.?) as the
general partner of Fund VIII GP, L.P., (iv) Oaktree Capital
Management, L.P. (?Management?) as the sole director of Fund VIII
GP Ltd., (v) Oaktree Capital Management GP, LLC (?Management GP?)
as the general partner of Management, (vi) Atlas OCM Holdings, LLC
(?Atlas?) as the sole managing member of Management GP, (vii)
Brookfield Asset Management Inc. (?BAM?) as the indirect owner of
the class A units of Atlas and (viii) BAM Partners Trust (?BAM
Partnership?) as the sole owner of Class?B Limited Voting Shares of
BAM. (con?t in FN6) |
| (6) |
(con?t from FN5) Each of the
ROF8 AHT 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 3 shall not be construed as an admission that any such
ROF8 AHT Reporting Person is the beneficial owner of any equity
securities covered by this Form 3. |
| (7) |
This Form 3 is being filed
jointly by (each, a ?AIF Reporting Person? and, collectively, the
?AIF Reporting Persons?) (i) AIF, (ii) Oaktree Fund AIF Series,
L.P. (?AIF Series?) as the general partner of AIF, (iii) Oaktree
Fund GP AIF, LLC (?GP AIF?) as the general partner of AIF Series,
(iv) Oaktree Fund GP III, L.P. (?Fund GP III?) as the managing
member of GP AIF, (v) Oaktree AIF Investments, L.P. (?AIF
Investments?) as the general partner of Fund GP III, (vi) Oaktree
AIF Investment GP, LLC (?AIF Investment GP?) as the general partner
of AIF Investments, (vii) Atlas as the sole member of AIF
Investment GP, (viii) BAM as the indirect owner of the class A
units of Atlas and (ix) BAM Partnership as the sole owner of
Class?B Limited Voting Shares of BAM. (con?t in FN8) |
| (8) |
(con?t from FN7) Each of the
AIF 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 3 shall not be construed as an admission that any such
AIF Reporting Person is the beneficial owner of any equity
securities covered by this Form 3. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
BAM Partners Trust
BROOKFIELD PLACE
181 BAY STREET, SUITE 300
TORONTO, A6 M5J 2T3 |
|
X |
|
|
Signatures
|
|
/s/ See Signatures Included in Exhibit
99.1 |
|
11/10/2021 |
| **Signature
of Reporting Person |
Date |
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