OCM Growth Holdings LLC Amends Runway Growth Finance Stake
Ticker: RWAYI · Form: SC 13D/A · Filed: May 16, 2024 · CIK: 1653384
Sentiment: neutral
Topics: ownership-change, amendment, sec-filing
TL;DR
OCM Growth Holdings LLC updated its 13D on Runway Growth Finance, adding Brookfield and Oaktree entities to the group.
AI Summary
On May 16, 2024, OCM Growth Holdings LLC filed an amendment (Amendment No. 15) to its Schedule 13D regarding its holdings in Runway Growth Finance Corp. The filing indicates a change in the group members associated with the filing, including BAM PARTNERS TRUST, BROOKFIELD CORP, BROOKFIELD OAKTREE HOLDINGS, LLC, and OAKTREE CAPITAL GROUP HOLDINGS GP, LLC. OCM Growth Holdings LLC is based in Los Angeles, CA.
Why It Matters
This amendment signals potential shifts in control or strategy for Runway Growth Finance Corp. due to changes in its significant beneficial owners.
Risk Assessment
Risk Level: medium — Changes in significant beneficial ownership can indicate shifts in strategy or potential future actions that may impact the company's stock.
Key Players & Entities
- OCM Growth Holdings LLC (company) — Filing entity
- Runway Growth Finance Corp. (company) — Subject company
- BAM PARTNERS TRUST (company) — Group member
- BROOKFIELD CORP (company) — Group member
- BROOKFIELD OAKTREE HOLDINGS, LLC (company) — Group member
- OAKTREE CAPITAL GROUP HOLDINGS GP, LLC (company) — Group member
FAQ
What is the primary purpose of this SC 13D/A filing?
This filing is an amendment (Amendment No. 15) to Schedule 13D, indicating changes in the beneficial ownership of Runway Growth Finance Corp. by OCM Growth Holdings LLC and its associated group members.
Who are the new group members listed in this amendment?
The new group members listed are BAM PARTNERS TRUST, BROOKFIELD CORP, BROOKFIELD OAKTREE HOLDINGS, LLC, and OAKTREE CAPITAL GROUP HOLDINGS GP, LLC.
What is the business address of OCM Growth Holdings LLC?
The business address of OCM Growth Holdings LLC is 333 S. GRAND AVENUE, 28TH FLOOR, LOS ANGELES, CA 90071.
What is the business address of Runway Growth Finance Corp.?
The business address of Runway Growth Finance Corp. is 205 N. MICHIGAN AVE., SUITE 4200, CHICAGO, IL 60601.
When was the previous name change for Runway Growth Finance Corp.?
Runway Growth Finance Corp. was formerly known as Runway Growth Credit Fund Inc. after a name change on June 13, 2017, and prior to that as GSV Growth Credit Fund Inc. after a name change on September 17, 2015.
Filing Stats: 2,502 words · 10 min read · ~8 pages · Grade level 10.1 · Accepted 2024-05-16 16:16:35
Key Financial Figures
- $0.01 — me of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) (CUS
- $49,593,750 — of the Issuer for aggregate proceeds of $49,593,750 (the Block Sale). The Common Stock repo
- $11.50 — 00 shares of Common Stock at a price of $11.50 per share as part of the Block Sale.
Filing Documents
- d791319dsc13da.htm (SC 13D/A) — 92KB
- 0001193125-24-140576.txt ( ) — 94KB
Purpose of the Transaction
Item 4. Purpose of the Transaction. On May 14, 2024, the Reporting Persons participated in a registered block trade in which they sold 4,312,500 shares of Common Stock of the Issuer for aggregate proceeds of $49,593,750 (the Block Sale). The Common Stock reported as sold includes 562,500 shares of Common Stock sold pursuant to the underwriters exercise of an overallotment right.
Interest in Securities of the
Item 5. Interest in Securities of the Issuer Items 5 (a)-(c) of the Schedule 13D are hereby amended and restated as follows: (a) and (b). The information contained on the cover page of this Schedule 13D is incorporated by reference. Following the Block Sale, the Reporting Persons hold an aggregate 11,179,668 shares of Common Stock, representing approximately 28.35% of the Common Stock outstanding as of the date hereof. All such ownership percentages of the securities reported herein are based upon 39,438,460 shares of Common Stock outstanding as of May 7, 2024, as reported by the Issuer in its quarterly report on Form 10-Q filed with the SEC on May 7, 2024. This Amendment No. 15 is being filed to reflect changes to the percentages previously reported solely as a result of the change in the outstanding shares of Common Stock reported by the Issuer in its Form 10-Q. OCM Growth directly holds the Issuers Common Stock and has shared power to vote and dispose of the Issuers Common Stock. BOH, in its capacity as the indirect manager of OCM Growth, may be deemed to have indirect beneficial ownership of the shares of Common Stock held by OCM Growth. OCGH GP, in its capacity as the indirect owner of the class B units of BOH, has the ability to appoint and remove certain directors of BOH and, as such, may indirectly control the decisions of BOH regarding the vote and disposition of securities held by OCM Growth. BN, in its capacity as the indirect owner of class A units of BOH, may be deemed to have indirect beneficial ownership of the Shares held by OCM Growth. BAM Partners Trust, in its capacity as the sole owner of Class B Limited Voting Shares of BN, has the ability to appoint and remove certain directors of BN and, as such, may indirectly control the decisions of BN regarding the vote and disposition of securities held by OCM Growth; therefore BAM Partners Trust may be deemed to have indirect beneficial ownership of the Shares held by OCM Growth. With r
Material to Be Filed as Exhibits
Item 7. Material to Be Filed as Exhibits The following are filed herewith as Exhibits to this Schedule 13D: Exhibit99.7 Agreement Required for Joint Filing by Rule 13d1(k)(1) under the Securities Exchange Act of 1934, incorporated by reference to Amendment No. 14. SIGNATURE After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated as of May 16, 2024 OCM GROWTH HOLDINGS, LLC By: Oaktree Fund GP, LLC Its: Manager By: Oaktree Fund GP I, L.P. Its: Managing Member By: /s/ Henry Orren Name: Henry Orren Title: Senior Vice President BROOKFIELD OAKTREE HOLDINGS, LLC By: /s/ Henry Orren Name: Henry Orren Title: Senior Vice President OAKTREE CAPITAL GROUP HOLDINGS GP, LLC By: /s/ Henry Orren Name: Henry Orren Title: Senior Vice President BROOKFIELD CORPORATION By: /s/ Swati Mandava Name: Swati Mandava Title: Managing Director, Legal & Regulatory BAM PARTNERS TRUST By: /s/ Kathy Sarpash Name: Kathy Sarpash Title: Secretary