Sec Form 13G Filing - Brookfield OCM Holdings LLC filing for Weatherford International plc (WFRD) - 2020-02-13

Weatherford International plc

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

08579X101

(CUSIP Number)

December 31, 2019

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed.

☐	Rule 13d-1(b)
☒	Rule 13d-1(c)
☐	Rule 13d-1(d)
*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).

(1)	In its capacity as the direct owner of 401,807 shares of common stock, par value $0.001 per share of the Issuer (“Common Stock”).
(2)	All calculations of percentage ownership herein are based on a total of 69,999,954 shares of Common Stock issued and outstanding as of December 13, 2019, as reported by the Issuer on its Form 8-K filed with the United States Securities Exchange Commission (the “SEC”) on December 18, 2019 (the “Form 8-K”).

(1)	Solely in its capacity as the general partner of Oaktree Value Opportunities Fund Holdings, L.P.

(1)	Solely in its capacity as the general partner of Oaktree Value Opportunities Fund GP, L.P.

(1)	In its capacity as the direct owner of 2,710,524 Shares.

(1)	In its capacity as the direct owner of 925,129 Shares.

(1)	In its capacity as the direct owner of 700,889 Shares.

(1)	Solely in its capacity as the general partner of Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. and Oaktree Cascade Investment Fund I, L.P.

(1)	Solely in its capacity as the managing member of Oaktree Fund GP, LLC and the sole shareholder of Oaktree Value Opportunities Fund GP Ltd., Oaktree Opps Xb Holdco Ltd. and certain funds and accounts (the “Managed Entities”) that, in the aggregate, are the direct owners of 759,007 Shares.

(1)	Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.

CUSIP No. 08579X101

SCHEDULE 13G

Page 11 of 28

1	NAME OF REPORTING PERSON 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)  □ (b)  □
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION   Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER   5,497,356 (1)
		6	SHARED VOTING POWER   0
		7	SOLE DISPOSITIVE POWER   5,497,356 (1)
		8	SHARED DISPOSITIVE POWER   0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   5,497,356 (1)
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES			□
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   7.9%
12	TYPE OF REPORTING PERSON   PN

(1)	Solely in its capacity as the general partner of Oaktree Capital I, L.P.

(1)	Solely in its capacity as the managing member of OCM Holdings I, LLC.

(1)	Solely in its capacity as the sole director of Oaktree Value Opportunities Fund GP Ltd. and Oaktree Opps Xb Holdco Ltd. and as the duly appointed investment manager of the Managed Entities.

(1)	Solely in its capacity as the general partner of Oaktree Capital Management, L.P.

(1)	Solely in its capacity as the sole managing member of Oaktree Capital Management GP, LLC.

(1)	Solely in its capacity as the managing member of Oaktree Holdings, LLC.

(1)	Solely in its capacity as the indirect owner of the class B units of each of Oaktree Capital Group, LLC and Atlas OCM Holdings, LLC.

(1)	Solely in its capacity as the indirect owner of the class A units of each of Oaktree Capital Group, LLC and Atlas OCM Holdings, LLC.

CUSIP No. 08579X101

SCHEDULE 13G

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ITEM 1.	(a)	Name of Issuer:
		Weatherford International plc
	(b)	Address of Issuer’s Principal Executive Offices:
		2000 St. James Place Houston, Texas 77056
ITEM 2.	(a)-(c) Name of Person Filing; Address of Principal Business Office; and Citizenship
	This Schedule 13G is filed jointly by each of the following persons (collectively, the “Reporting Persons”) pursuant to a joint filing agreement attached hereto as Exhibit 1:

	(1)	Oaktree Value Opportunities Fund Holdings, L.P., a Delaware limited partnership (“VOF Holdings”), in its capacity as the direct owner of 401,807 shares of Common Stock;
	(2)	Oaktree Value Opportunities Fund GP, L.P., a Cayman Islands limited partnership (“VOF GP”), in its capacity as the general partner of VOF Holdings;
	(3)	Oaktree Value Opportunities Fund GP Ltd., a Cayman Islands exempted company (“VOF GP Ltd.”), in its capacity as the general partner of VOF GP;
	(4)	Oaktree Opps Xb Holdco Ltd.. a Cayman Islands exempted company (“Xb Holdco”), in its capacity as the direct owner of 2,710,524 shares of Common Stock;
	(5)	Oaktree Cascade Investment Fund I, L.P., a Delaware limited partnership (“Cascade”), in its capacity as the direct owner of 925,129 Shares;
	(6)	Oaktree Opportunities Fund Xb Holdings (Delaware), L.P., a Delaware limited partnership (“Xb Holdings), in its capacity as the direct owner of 700,889 shares of Common Stock;
	(7)	Oaktree Fund GP, LLC, a Delaware limited liability company (“Fund GP”), in its capacity as the general partner of Cascade and Xb Holdings;
	(8)	Oaktree Fund GP I, L.P., a Delaware limited partnership (“GP I”), in its capacity as the managing member of Fund GP, the sole shareholder of VOF GP Ltd., Xb Holdco and the Managed Entities that, in the aggregate, are the direct owners of 759,007 shares of Common Stock;
	(9)	Oaktree Capital I, L.P., a Delaware limited partnership (“Capital I”), in its capacity as the general partner of GP I;
	(10)	OCM Holdings I, LLC, a Delaware limited liability company (“Holdings I”), in its capacity as the general partner of Capital I;
	(11)	Oaktree Holdings, LLC, a Delaware limited liability company (“Holdings”) in its capacity as the managing member of Holdings I; and
	(12)	Oaktree Capital Management, L.P., a Delaware limited partnership (“Management”), in its capacity as the sole director of VOF GP Ltd. and Xb Holdco and as the duly appointed investment manager of the Managed Entities;

CUSIP No. 08579X101

SCHEDULE 13G

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	(13)	Oaktree Capital Management GP, LLC, a Delaware limited liabilit y company (“Management GP”), in its capacity as the general partner of Management;
	(14)	Atlas OCM Holdings LLC, a Delaware limited liability company (“Atlas”), in its capacity as the sole managing member of Management GP;
	(15)	Oaktree Capital Group, LLC, a Delaware limited liability company (“OCG”), in its capacity as the managing member of Holdings;
	(16)	Oaktree Capital Group Holdings GP, LLC, a Delaware limited liability company (“OCGH GP”), in its capacity as the indirect owner of the class B units of each of OCG and Atlas;
	(17)	Brookfield Asset Management Inc., a Canadian corporation (“BAM”), in its capacity as the indirect owner of the class A units of each of OCG and Atlas; and
	(18)	Partners Limited, a Canadian corporation (“Partners”), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

	The principal business address of each of the Reporting Persons is 333 S. Grand Avenue, 28th Floor, Los Angeles, CA 90071.
	(d)	Title of Class of Securities:
		Common Shares, $0.001 par value per share (the “Shares”)
	(e)	CUSIP Number: 08579X101

ITEM 3.	IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13D-1(B) OR 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
	(a)	[__]  Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o)
	(b)	[__]  Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c)
	(c)	[__]  Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c)
	(d)	[__]  Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8)
	(e)	[__]  An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E)
	(f)	[__]  An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F)
	(g)	[__]  A Parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G)
	(h)	[__]  A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813)
	(i)	[__]  A church plan that is excluded from the definition of an investment com pany under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3)
	(j)	[    ]  Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).

CUSIP No. 08579X101

SCHEDULE 13G

Page 22 of 28

ITEM 4.	OWNERSHIP
	The responses of the Reporting Persons to Rows 5-9 and 11 in each of their respective cover pages to this Schedule 13G are incorporated herein by reference.    VOF Holdings directly holds 401,807 shares of the Issuer’s Common Stock, constituting approximately 0.6% of the total issued and outstanding Shares and has the sole power to vote and dispose of such shares.   VOF GP, 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 vote and dispose of securities held by VOF Holdings; therefore, VOF GP may be deemed to beneficially own the Shares held by VOF Holdings.   VOF GP Ltd., in its capacity as the general partner of VOF GP, has the ability to direct the management of VOF GP’s business, including the power to direct the decisions of VOF GP regarding the vote and disposition of securities held by VOF Holdings; therefore, VOF GP Ltd. may be deemed to have indirect beneficial ownership of the Shares held by VOF Holdings.   Xb Holdco directly holds 2,710,524 Shares, constituting approximately 3.9% of the total issued and outstanding Shares and has the sole power to vote and dispose of such shares.   Cascade directly holds 925,129 Shares, constituting approximately 1.3% of the total issued and outstanding Shares and has the sole power to vote and dispose of such shares.   Xb Holdings directly holds 700,889 Shares, constituting approximately 1.0% of the total issued and outstanding Shares and has the sole power to vote and dispose of such shares.   Fund GP, in its capacity as the general partner of Cascade and Xb Holdings, has the ability to direct the management of Cascade’s and Xb Holdings’ business, including the power to vote and dispose of securities held by Cascade and Xb Holdings; therefore Fund GP may be deemed to beneficially own the Shares held by Cascade and Xb Holdings.   GP I, in its capacity as the sole shareholder of VOF GP Ltd., Xb Holdco and the Managed Funds, has the ability to appoint and remove the directors and direct the management of the business of VOF GP Ltd, Xb Holdco and the Managed Funds, including the power to direct the decisions of VOF GP Ltd., Xb Holdco and the Managed Funds regarding the vote and disposition of securities held by VOF Holdings, Xb Holdco and the Managed Funds. Additionally, GP I, in its capacity as the managing member of Fund GP, has the ability to direct the management of Fund GP’s business, including the power to direct the decisions of Fund GP regarding the vote and disposition of securities held by Cascade and Xb Holdings. Therefore, GP I may be deemed to have indirect beneficial ownership of the Shares held by VOF Holdings, Xb Holdco, the Managed Funds, Cascade and Xb Holdings.   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 VOF Holdings, Xb Holdco, the Managed Funds, Cascade and Xb Holdings; therefore, Capital I may be deemed to have indirect beneficial ownership of the Shares held by VOF Holdings, Xb Holdco, the Managed Funds, Cascade and Xb Holdings.

CUSIP No. 08579X101

SCHEDULE 13G

Page 23 of 28

CUSIP No. 08579X101

SCHEDULE 13G

Page 24 of 28

ITEM 5.	OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.
ITEM 6.	OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
	Not applicable.
ITEM 7.	IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
	Not applicable.
ITEM 8.	IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
	Not applicable.
ITEM 9.	NOTICE OF DISSOLUTION OF GROUP
	Not applicable.

ITEM 10.	CERTIFICATIONS.
	By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

CUSIP No. 08579X101

SCHEDULE 13G

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	OAKTREE VALUE OPPORTUNITIES FUND HOLDINGS, L.P.
	By:	Oaktree Value Opportunities Fund GP, L.P.
	Its:	General Partner
	By:	Oaktree Value Opportunities Fund GP Ltd.
	Its:	General Partner
	By:	Oaktree Capital Management, L.P.
	Its:	Director
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	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/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	OAKTREE VALUE OPPORTUNITIES FUND GP LTD.
	By:	Oaktree Capital Management, L.P.
	Its:	Director
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President

CUSIP No. 08579X101

SCHEDULE 13G

Page 26 of 28

	OAKTREE FUND GP I, L.P.
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Authorized Signatory
	OAKTREE CAPITAL I, L.P.
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President

	OCM HOLDINGS I, LLC
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	OAKTREE HOLDINGS, LLC
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President

CUSIP No. 08579X101

SCHEDULE 13G

Page 27 of 28

	OAKTREE CAPITAL MANAGEMENT, L.P.
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	OAKTREE CAPITAL MANAGEMENT GP, LLC
	By:	Atlas OCM Holdings, LLC
	Its:	Managing Member
	By:	Oaktree New Holdings, LLC
	Its:	Member
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	ATLAS OCM HOLDINGS, LLC
	By:	Oaktree New Holdings, LLC
	Its:	Member
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	OAKTREE CAPITAL GROUP, LLC
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	OAKTREE CAPITAL GROUP HOLDINGS GP, LLC
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	BROOKFIELD ASSET MANAGEMENT INC.
	By:	/s/ Justin Beber
	Name:	Justin Beber
	Title:	Chief Legal Officer
	PARTNERS LIMITED
	By:	/s/ Brian D. Lawson
	Name:	Brian D. Lawson
	Title:	Director

CUSIP No. 08579X101

SCHEDULE 13G

Page 28 of 28

Exhibit 1.

Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.

	OAKTREE CAPITAL MANAGEMENT, L.P.
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	OAKTREE CAPITAL MANAGEMENT GP, LLC
	By:	Atlas OCM Holdings, LLC
	Its:	Managing Member
	By:	Oaktree New Holdings, LLC
	Its:	Member
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	ATLAS OCM HOLDINGS, LLC
	By:	Oaktree New Holdings, LLC
	Its:	Member
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	OAKTREE CAPITAL GROUP, LLC
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	OAKTREE CAPITAL GROUP HOLDINGS GP, LLC
	By:	/s/ Jordan Mikes
	Name:	Jordan Mikes
	Title:	Senior Vice President
	BROOKFIELD ASSET MANAGEMENT INC.
	By:	/s/ Justin Beber
	Name:	Justin Beber
	Title:	Chief Legal Officer
	PARTNERS LIMITED
	By:	/s/ Brian D. Lawson
	Name:	Brian D. Lawson
	Title:	Director