Oz Management Announces Determination to Change its Tax Classification from a Partnership to a Corporation Effective April 1,...
December 27 2018 - 7:30AM
As previously disclosed by Och-Ziff Capital Management Group LLC
(NYSE: OZM) (the “Company,” or “Oz Management” or “Oz”), in
connection with the Company’s previously announced recapitalization
and other transactions, the Company announced that it intended to
change its tax classification from a partnership to a corporation
effective on December 31, 2018 and also noted at such time there
could be no assurances that such date could be achieved.
The Company has subsequently determined to change its tax
classification from a partnership to a corporation effective April
1, 2019 (the “Corporate Classification Date”).
The Company expects to make a final partnership distribution for
the fourth quarter of 2018 on March 29, 2019 to shareholders of
record at the close of business on March 22, 2019.
Shareholders will receive a final Form K-1 for the period from
January 1, 2019, through the date immediately preceding the
Corporate Classification Date. There can be no assurance that
shareholders will receive sufficient distributions to satisfy
payment of tax liabilities in respect of their membership interests
in the Company. Distributions received after the Company’s
change in tax classification will be treated as dividends and
reported on Form 1099-DIV.
Forward-Looking Statements
The information contained in this press release may contain
forward-looking statements within the meaning of Section 27A of the
Securities Act and Section 21E of the Exchange Act that reflect the
Company's current views with respect to, among other things, the
recapitalization and the transactions described herein, including
the timing for completing the change to the Company’s tax
classification from a partnership to a corporation; the
recapitalization’s effect on the Company, including on the
Company’s cash flows, balance sheet and earnings; the Company’s
ability to create value; the Company’s growth prospects; the
anticipated benefits of changing the Company’s tax classification
from a partnership to a corporation; and future events and
financial performance. The Company generally identifies
forward-looking statements by terminology such as "outlook,"
"believe," "expect," "potential," "continue," "may," "will,"
"should," "could," "seek," "approximately," "predict," "intend,"
"plan," "estimate," "anticipate," "opportunity," "comfortable,"
"assume," "remain," "maintain," "sustain," "achieve," "see,"
"think," "position" or the negative version of those words or other
comparable words.
Any forward-looking statements contained in this press release
are based upon historical information and on the Company's current
plans, estimates and expectations. The inclusion of this or other
forward-looking information should not be regarded as a
representation by the Company or any other person that the future
plans, estimates or expectations contemplated by the Company will
be achieved.
The Company cautions that forward-looking statements are subject
to numerous assumptions, estimates, risks and uncertainties,
including but not limited to the following: global economic,
business, market and geopolitical conditions; U.S. and foreign
regulatory developments relating to, among other things, financial
institutions and markets, government oversight, fiscal and tax
policy; the outcome of third-party litigation involving the
Company; the consequences of the Foreign Corrupt Practices Act
settlements with the SEC and the U.S. Department of Justice; the
Company's ability to implement the conversion and the
recapitalization and the other transactions described in this press
release, including obtaining all applicable consents and approvals,
satisfying all conditions to effectiveness on a timely basis or at
all and reaching agreement on the implementing agreements relating
to all such transactions, and whether the Company realizes all or
any of the anticipated benefits from the conversion and the
recapitalization; whether the conversion and the recapitalization
result in any increased or unforeseen costs or have an impact on
the Company's ability to retain or compete for professional talent
or investor capital; conditions impacting the alternative asset
management industry; the Company's ability to retain existing
investor capital; the Company's ability to successfully compete for
fund investors, assets, professional talent and investment
opportunities; the Company's ability to retain its active executive
managing directors, managing directors and other investment
professionals; the Company's successful formulation and execution
of its business and growth strategies; the Company's ability to
appropriately manage conflicts of interest and tax and other
regulatory factors relevant to the Company's business; and
assumptions relating to the Company's operations, investment
performance, financial results, financial condition, business
prospects, growth strategy and liquidity.
If one or more of these or other risks or uncertainties
materialize, or if the Company's assumptions or estimates prove to
be incorrect, the Company's actual results may vary materially from
those indicated in these statements. These factors are not and
should not be construed as exhaustive and should be read in
conjunction with the other cautionary statements and risks that are
included in the Company's filings with the SEC, including but not
limited to the Company's Annual Report on Form 10-K for the year
ended December 31, 2017, dated February 23, 2018, as well as may be
updated from time to time in the Company's other SEC filings. There
may be additional risks, uncertainties and factors that the Company
does not currently view as material or that are not known. The
Company does not undertake to update any forward-looking statement,
because of new information, future developments or otherwise.
This press release does not constitute an offer of any Oz
Management fund.
About Oz Management
Oz Management is one of the largest institutional alternative
asset managers in the world, with offices in New York, London, Hong
Kong, Mumbai, Beijing, and Shanghai. Oz provides asset
management services to investors globally through its
multi-strategy funds, dedicated credit funds, including
opportunistic credit funds and Institutional Credit Strategies
products, real estate funds and other alternative investment
vehicles. Oz seeks to generate consistent, positive, absolute
returns across market cycles, with low volatility compared to the
broader markets, and with an emphasis on preservation of capital.
Oz's funds invest across multiple strategies and geographies,
consistent with the investment objectives for each fund. The global
investment strategies Oz employs include convertible and
derivative arbitrage, corporate credit, long/short equity special
situations, merger arbitrage, private investments, real estate and
structured credit. As of December 1, 2018, Oz had
approximately $32.3 billion in assets under management. For
more information, please visit Oz’s website (www.ozm.com).
Investor
Relations Contact |
|
Media Relations
Contacts |
Adam Willkomm |
|
Jonathan
Gasthalter |
Head of Business
Development and Shareholder Services |
|
Gasthalter & Co.
LP |
+1-212-719-7381 |
|
+1-212-257-4170 |
investorrelations@ozm.com |
|
jg@gasthalter.com |
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