Oasis Management Amends Stratus Properties Stake

TL;DR

**Oasis Management just updated their stake in Stratus Properties, watch for potential moves!**

AI Summary

Oasis Management Co Ltd. filed an Amendment No. 5 to its Schedule 13D/A regarding Stratus Properties Inc. (NASDAQ: STRP) on February 20, 2024. This filing updates their beneficial ownership of Stratus Properties Inc. common stock, $0.01 par value. Oasis Management Co Ltd. is a significant shareholder, and this amendment reflects changes in their holdings or intentions concerning the company.

Why It Matters

This filing indicates a change in the position or intentions of a major institutional investor, Oasis Management Co Ltd., regarding Stratus Properties Inc., which could influence the company's stock performance or strategic direction.

Risk Assessment

Risk Level: medium — Changes in significant shareholder positions can introduce volatility or signal potential strategic shifts for the company.

Key Players & Entities

• Oasis Management Co Ltd. (company) — filer of SC 13D/A Amendment No. 5
• Stratus Properties Inc. (company) — subject company of the filing
• February 20, 2024 (date) — filing date of the SC 13D/A Amendment No. 5
• $0.01 (dollar_amount) — par value of Stratus Properties Inc. common stock

FAQ

Key Financial Figures

• $0.01 — Inc. (Name of Issuer) Common stock, $0.01 par value (Title of Class of Securitie
• $27.30 — binding offer to acquire the Issuer for $27.30 per share (the " Proposed Purchase Pric

Filing Documents

• p24-0907sc13da.htm (SC 13D/A) — 143KB
• 0000902664-24-001863.txt ( ) — 145KB

of the Schedule 13D is hereby amended and supplemented by the addition of the following

Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following: On February 16, 2024, Oasis II Fund entered into a Support Agreement (the " Support Agreement ") with NXSTEP Opportunity Partners Fund GP, LLC, a Texas limited liability company (" NXSTEP "), in support of NXSTEP's non-binding offer to acquire the Issuer for $27.30 per share (the " Proposed Purchase Price "), payable in cash. Pursuant to the Support Agreement, Oasis II Fund agreed to vote in favor of any NXSTEP Transaction (as defined in the Support Agreement) and each of the actions contemplated by any NXSTEP Transaction at any meeting of shareholders of the Issuer, and against (A) any transaction that would reasonably be expected to result in (x) a breach of failure or failure to perform any representation, warranty, covenant or agreement of the Issuer under any binding agreement executed to effect any NXSTEP Transaction (a " NXSTEP Definitive Agreement ") or (y) any of the closing conditions set forth in any NXSTEP Definitive Agreement not being satisfied, (B) against any transaction, proposal, agreement or action made in opposition to the adoption of any NXSTEP Transaction or in competition or inconsistent with any NXSTEP Transaction, and (C) against any other transaction, proposal, agreement or action that is intended to, or would reasonably be expected to prevent, impede, or, in any material respect, interfere with or delay the consummation of any NXSTEP Transaction. In addition, in the event of any NXSTEP Transaction that commences with a tender offer by NXSTEP for all of the issued and outstanding Shares at a price equal to or in excess of the Proposed Purchase Price (a " Tender Offer "), Oasis II Fund has agreed to tender all of the Shares held by it into the Tender Offer as set forth in the Support Agreement. CUSIP No. 13863167201 SCHEDULE D/A Page 5 of 6 Pages The Support Agreement terminates upon the occurrence of certain events, including the terminati

of the Schedule 13D is hereby amended and supplemented by the addition of the following

Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following:

of this Amendment No. 5 is incorporated by reference herein

Item 4 of this Amendment No. 5 is incorporated by reference herein. Item 7. MATERIAL TO BE FILED AS EXHIBITS

of the Schedule 13D is hereby amended and supplemented by

Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following: Exhibit 6: Support Agreement, dated February 16, 2024 CUSIP No. 13863167201 SCHEDULE D/A Page 6 of 6 Pages

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his, her or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: February 20, 2024 Oasis Management CoMPANY Ltd. By: /s/ Phillip Meyer Name:Phillip Meyer Title:Director and General Counsel Oasis Investments II Master Fund Ltd. By: /s/ Phillip Meyer Name:Phillip Meyer Title:Director /s/ Seth Fischer SETH FISCHER EXHIBIT 6 SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “ Agreement ”), dated as February 16, 2024, is made by and between NXSTEP Opportunity Partners Fund GP, LLC, a Texas limited liability company (together with its Affiliates, “ NXSTEP ”), and Oasis Investments II Master Fund Ltd., a Cayman Islands exempted company (the “ Stockholder ”). NXSTEP and the Stockholder are each sometimes referred to herein as a “ Party ” and collectively, as the “ Parties .” WHEREAS, the Stockholder is the record and / or “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act of 1934, as amended (the “ Exchange Act ”), and such record and beneficial ownership, to “ Own ”, be the “ Owner ” of or be “ Owned ” by) of 1,158,426 shares of common stock, par value $0.01 per share, of Stratus Properties Inc., a Delaware corporation (“ Stratus ” or the “ Company ”) (all such shares of common stock, together with any other securities of the Company that are issued to or otherwise directly or indirectly acquired by the Stockholder prior to the valid termination of this Agreement in accordance with Section 5.1 , including for the avoidance of doubt any securities of the Company as to which the Stockholder acquires beneficial ownership after the date hereof and prior to the termination of this Agreement, including any securities of the Company acquired by purch

View Full Filing

View this SC 13D/A filing on SEC EDGAR