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Ownership Document |
Schema Version: X0306 |
Document Type: 4 |
Period of Report: 9/14/22 |
Issuer: |
| Issuer CIK: 1835512 |
| Issuer Name: Terran Orbital Corp |
| Issuer Trading Symbol: LLAP |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1453885 |
| | Owner Name: Beach Point Capital Management LP |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1455152 |
| | Owner Name: Beach Point GP LLC |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1537618 |
| | Owner Name: Beach Point Advisors LLC |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1770106 |
| | Owner Name: Klein Scott Martin |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1226862 |
| | Owner Name: GOLDSMITH CARL H |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1684300 |
| | Owner Name: BPC OPPORTUNITIES FUND III LP |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1531824 |
| | Owner Name: Beach Point Select Fund LP |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1640449 |
| | Owner Name: Beach Point Securitized Credit Fund LP |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1726758 |
| | Owner Name: Beach Point SCF XI LP |
| Reporting Owner Address: |
| | Owner Street 1: 1620 26TH STREET |
| | Owner Street 2: SUITE 6000N |
| | Owner City: SANTA MONICA |
| | Owner State: CA |
| | Owner ZIP Code: 90404 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 9/14/22 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 11,537 |
| | | Transaction Price Per Share: |
| Value: 4.01 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 11,147,995 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By: BPC Opportunities Fund III LP |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 9/14/22 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 3,272 |
| | | Transaction Price Per Share: |
| Value: 4.01 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 3,162,293 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By: Beach Point Select Fund LP |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 9/14/22 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1,505 |
| | | Transaction Price Per Share: |
| Value: 4.01 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,453,927 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By: Beach Point Securitized Credit Fund LP |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 9/14/22 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1,380 |
| | | Transaction Price Per Share: |
| Value: 4.01 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,333,980 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By: Beach Point SCF XI LP |
Derivative Table: |
Footnotes: |
Remarks: Form 1 of 2 (1) The reported securities are owned by Beach Point SCF XI LP (SCF XI), Beach Point SCF IV LLC (SCF IV), Beach Point SCF Multi-Port LP (SCF Multi), BPC Opportunities Fund III LP (Opportunities), Beach Point Select Fund LP (Select), Beach Point Securitized Credit Fund LP (Securitized) and Beach Point TX SCF LP (TX and collectively with SCF XI, SCF IV, SCF Multi, Opportunities, Select and Securitized, the Funds). The Funds may be deemed a (group) for purposes of Section 13(d) of the Exchange Act. (2) Beach Point Capital Management LP is the investment manager of each of the Funds (Investment Manager) and Beach Point GP LLC (Beach Point GP) is the general partner of the Investment Manager. In such capacities, Investment Manager and Beach Point GP may be deemed to share voting and dispositive power over the reported securities held by the Funds. Investment Manager and Beach Point GP each disclaims beneficial ownership of the reported securities, and this report shall not be deemed an admission that either is the beneficial owner of the reported securities, except to the extent of pecuniary interest, if any, therein. (3) Beach Point Advisors LLC, a Delaware limited liability company (Fund GP), is the General Partner or Managing Member of each of the Funds and Scott Klein and Carl Goldsmith are the members of the Fund GP and may be deemed to beneficially own the securities held by the Funds. Notwithstanding the foregoing, the Fund GP, Mr. Klein and Mr. Goldsmith each disclaims beneficial ownership of the reported securities and this report shall not be deemed an admission that any of the foregoing is the beneficial owner of the reported securities except to the extent of its or his respective pecuniary interest, if any, therein. |
Owner Signature: |
| Signature Name: Beach Point Capital Management LP /s/Lawrence M. Goldman By: Lawrence M. Goldman Chief Administrative Officer and General Counsel |
| Signature Date: 9/15/22 |
Owner Signature: |
| Signature Name: Beach Point GP LLC /s/Lawrence M. Goldman By: Lawrence M. Goldman Authorized Signatory |
| Signature Date: 9/15/22 |
Owner Signature: |
| Signature Name: Beach Point Advisors LLC /s/Lawrence M. Goldman By: Lawrence M. Goldman Authorized Signatory |
| Signature Date: 9/15/22 |
Owner Signature: |
| Signature Name: /s/Scott Klein By: Scott Klein |
| Signature Date: 9/15/22 |
Owner Signature: |
| Signature Name: /s/ Carl Goldsmith By: Carl Goldsmith |
| Signature Date: 9/15/22 |
Owner Signature: |
| Signature Name: BPC Opportunities Fund III LP By: Beach Point Capital Management LP, its Investment Manager /s/Lawrence M. Goldman By: Lawrence M. Goldman Chief Administrative Officer and General Counse |
| Signature Date: 9/15/22 |
Owner Signature: |
| Signature Name: Beach Point Select Fund LP By: Beach Point Capital Management LP, its Investment Manager /s/Lawrence M. Goldman By: Lawrence M. Goldman Chief Administrative Officer and General Counsel |
| Signature Date: 9/15/22 |
Owner Signature: |
| Signature Name: Beach Point Securitized Credit Fund LP By: Beach Point Capital Management LP, its Investment Manager /s/Lawrence M. Goldman By: Lawrence M. Goldman Chief Administrative Officer and General Counsel |
| Signature Date: 9/15/22 |
Owner Signature: |
| Signature Name: Beach Point SCF XI LP By: Beach Point Capital Management LP, its Investment Manager /s/Lawrence M. Goldman By: Lawrence M. Goldman Chief Administrative Officer and General Counsel |
| Signature Date: 9/15/22 |