MSD Sparrowhawk, L.P.

SEC source: 0001123292-17-000098 · edgar.xml · nonDerivative · entry 1

MSD CAPITAL L P · CIK 0001105497 · 10% owner

MSD Sparrowhawk, L.P. · CIK 0001688033 · 10% owner

Orange Marlin Investments, L.P. · CIK 0001688031 · 10% owner

DELL MICHAEL S · CIK 0000908724 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · kind: On January 10, 2017, pursuant to a merger agreement among the Issuer, Colony Capital, Inc. ("Colony"), NorthStar Realty Finance Corp. ("NRF"), Colony NorthStar, Inc. ("Colony NorthStar") and certain other parties, the Issuer, Colony and NRF merged with and into Colony NorthStar. In connection with these transactions, the Reporting Persons acquired securities of Colony NorthStar. The Reporting Persons no longer beneficially own any securities of the Issuer.

F1 · price: On January 10, 2017, pursuant to a merger agreement among the Issuer, Colony Capital, Inc. ("Colony"), NorthStar Realty Finance Corp. ("NRF"), Colony NorthStar, Inc. ("Colony NorthStar") and certain other parties, the Issuer, Colony and NRF merged with and into Colony NorthStar. In connection with these transactions, the Reporting Persons acquired securities of Colony NorthStar. The Reporting Persons no longer beneficially own any securities of the Issuer.

F2 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), MSD Sparrowhawk, L.P. ("MSD Sparrowhawk") and Orange Marlin Invesments, L.P. ("Orange Marlin"). MSD Sparrowhawk is the record and direct beneficial owner of 1,397,832 shares of the Issuer's common stock reported herein. Orange Marlin is the record and direct beneficial owner of 5,109,044 shares of the Issuer's common stock reported herein. MSD Capital Management LLC ("MSD Capital Management") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. [footnote continued]

F3 · ownership.nature: [continuation] Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F4 · ownership.nature: Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker may be deemed to be a member of a group with MSD Partners, L.P., MSD Torchlight Partners, L.P. and MSD Torchlight Partners (MM), L.P., with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

SEC source: 0001123292-16-002914 · edgar.xml · derivative · entry 3

MSD CAPITAL L P · CIK 0001105497 · 10% owner

MSD Sparrowhawk, L.P. · CIK 0001688033 · 10% owner

Orange Marlin Investments, L.P. · CIK 0001688031 · 10% owner

DELL MICHAEL S · CIK 0000908724 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 81,542 shares

Expires 2016-11-01

F1 · derivative.exercise_price: On October 27, 2016, an equity swap agreement existing among the reporting persons and a counterparty was cash settled pursuant to its contractual terms. The termination of the equity swap agreement and the reported acquisition of common stock therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F1 · price: On October 27, 2016, an equity swap agreement existing among the reporting persons and a counterparty was cash settled pursuant to its contractual terms. The termination of the equity swap agreement and the reported acquisition of common stock therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), MSD Sparrowhawk, L.P. ("MSD Sparrowhawk") and Orange Marlin Invesments, L.P. ("Orange Marlin"). MSD Sparrowhawk is the record and direct beneficial owner of 1,397,832 shares of the Issuer's common stock reported herein. Orange Marlin is the record and direct beneficial owner of 5,109,044 shares of the Issuer's common stock reported herein. MSD Capital Management LLC ("MSD Capital Management") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. [footnote continued]

F3 · ownership.nature: [continuation] Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F4 · ownership.nature: Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker may be deemed to be a member of a group with MSD Partners, L.P., MSD Torchlight Partners, L.P. and MSD Torchlight Partners (MM), L.P., with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

SEC source: 0001123292-16-002914 · edgar.xml · nonDerivative · entry 2

MSD CAPITAL L P · CIK 0001105497 · 10% owner

MSD Sparrowhawk, L.P. · CIK 0001688033 · 10% owner

Orange Marlin Investments, L.P. · CIK 0001688031 · 10% owner

DELL MICHAEL S · CIK 0000908724 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See foonotes

Disclosed balance after: 6,506,876

F1 · price: On October 27, 2016, an equity swap agreement existing among the reporting persons and a counterparty was cash settled pursuant to its contractual terms. The termination of the equity swap agreement and the reported acquisition of common stock therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), MSD Sparrowhawk, L.P. ("MSD Sparrowhawk") and Orange Marlin Invesments, L.P. ("Orange Marlin"). MSD Sparrowhawk is the record and direct beneficial owner of 1,397,832 shares of the Issuer's common stock reported herein. Orange Marlin is the record and direct beneficial owner of 5,109,044 shares of the Issuer's common stock reported herein. MSD Capital Management LLC ("MSD Capital Management") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. [footnote continued]

F3 · ownership.nature: [continuation] Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F4 · ownership.nature: Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker may be deemed to be a member of a group with MSD Partners, L.P., MSD Torchlight Partners, L.P. and MSD Torchlight Partners (MM), L.P., with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

SEC source: 0001123292-16-002914 · edgar.xml · nonDerivative · entry 1

MSD CAPITAL L P · CIK 0001105497 · 10% owner

MSD Sparrowhawk, L.P. · CIK 0001688033 · 10% owner

Orange Marlin Investments, L.P. · CIK 0001688031 · 10% owner

DELL MICHAEL S · CIK 0000908724 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 6,588,418

F1 · price: On October 27, 2016, an equity swap agreement existing among the reporting persons and a counterparty was cash settled pursuant to its contractual terms. The termination of the equity swap agreement and the reported acquisition of common stock therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), MSD Sparrowhawk, L.P. ("MSD Sparrowhawk") and Orange Marlin Invesments, L.P. ("Orange Marlin"). MSD Sparrowhawk is the record and direct beneficial owner of 1,397,832 shares of the Issuer's common stock reported herein. Orange Marlin is the record and direct beneficial owner of 5,109,044 shares of the Issuer's common stock reported herein. MSD Capital Management LLC ("MSD Capital Management") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. [footnote continued]

F3 · ownership.nature: [continuation] Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F4 · ownership.nature: Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker may be deemed to be a member of a group with MSD Partners, L.P., MSD Torchlight Partners, L.P. and MSD Torchlight Partners (MM), L.P., with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

SEC source: 0001123292-16-002924 · edgar.xml · derivative · entry 3

MSD CAPITAL L P · CIK 0001105497 · 10% owner

MSD Sparrowhawk, L.P. · CIK 0001688033 · 10% owner

Orange Marlin Investments, L.P. · CIK 0001688031 · 10% owner

DELL MICHAEL S · CIK 0000908724 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 81,542 shares

Expires 2016-11-01

F2 · derivative.exercise_price: On October 27, 2016, an equity swap agreement existing among the reporting persons and a counterparty was cash settled pursuant to its contractual terms. The termination of the equity swap agreement and the reported acquisition of common stock therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F1 · date: THIS AMENDMENT IS FILED SOLELY TO INCLUDE THE SIGNATURE THAT WAS OMITTED FROM THE ORIGINAL FILING.

F2 · price: On October 27, 2016, an equity swap agreement existing among the reporting persons and a counterparty was cash settled pursuant to its contractual terms. The termination of the equity swap agreement and the reported acquisition of common stock therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F3 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), MSD Sparrowhawk, L.P. ("MSD Sparrowhawk") and Orange Marlin Invesments, L.P. ("Orange Marlin"). MSD Sparrowhawk is the record and direct beneficial owner of 1,397,832 shares of the Issuer's common stock reported herein. Orange Marlin is the record and direct beneficial owner of 5,109,044 shares of the Issuer's common stock reported herein. MSD Capital Management LLC ("MSD Capital Management") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. [footnote continued]

F4 · ownership.nature: [continuation] Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F5 · ownership.nature: Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker may be deemed to be a member of a group with MSD Partners, L.P., MSD Torchlight Partners, L.P. and MSD Torchlight Partners (MM), L.P., with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

SEC source: 0001123292-16-002924 · edgar.xml · nonDerivative · entry 2

MSD CAPITAL L P · CIK 0001105497 · 10% owner

MSD Sparrowhawk, L.P. · CIK 0001688033 · 10% owner

Orange Marlin Investments, L.P. · CIK 0001688031 · 10% owner

DELL MICHAEL S · CIK 0000908724 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See foonotes

Disclosed balance after: 6,506,876

F1 · date: THIS AMENDMENT IS FILED SOLELY TO INCLUDE THE SIGNATURE THAT WAS OMITTED FROM THE ORIGINAL FILING.

F2 · price: On October 27, 2016, an equity swap agreement existing among the reporting persons and a counterparty was cash settled pursuant to its contractual terms. The termination of the equity swap agreement and the reported acquisition of common stock therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F3 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), MSD Sparrowhawk, L.P. ("MSD Sparrowhawk") and Orange Marlin Invesments, L.P. ("Orange Marlin"). MSD Sparrowhawk is the record and direct beneficial owner of 1,397,832 shares of the Issuer's common stock reported herein. Orange Marlin is the record and direct beneficial owner of 5,109,044 shares of the Issuer's common stock reported herein. MSD Capital Management LLC ("MSD Capital Management") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. [footnote continued]

F4 · ownership.nature: [continuation] Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F5 · ownership.nature: Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker may be deemed to be a member of a group with MSD Partners, L.P., MSD Torchlight Partners, L.P. and MSD Torchlight Partners (MM), L.P., with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

SEC source: 0001123292-16-002924 · edgar.xml · nonDerivative · entry 1

MSD CAPITAL L P · CIK 0001105497 · 10% owner

MSD Sparrowhawk, L.P. · CIK 0001688033 · 10% owner

Orange Marlin Investments, L.P. · CIK 0001688031 · 10% owner

DELL MICHAEL S · CIK 0000908724 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 6,588,418

F1 · date: THIS AMENDMENT IS FILED SOLELY TO INCLUDE THE SIGNATURE THAT WAS OMITTED FROM THE ORIGINAL FILING.

F2 · price: On October 27, 2016, an equity swap agreement existing among the reporting persons and a counterparty was cash settled pursuant to its contractual terms. The termination of the equity swap agreement and the reported acquisition of common stock therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F3 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Capital, L.P. ("MSD Capital"), MSD Sparrowhawk, L.P. ("MSD Sparrowhawk") and Orange Marlin Invesments, L.P. ("Orange Marlin"). MSD Sparrowhawk is the record and direct beneficial owner of 1,397,832 shares of the Issuer's common stock reported herein. Orange Marlin is the record and direct beneficial owner of 5,109,044 shares of the Issuer's common stock reported herein. MSD Capital Management LLC ("MSD Capital Management") is the general partner of MSD Capital and may be deemed to beneficially own securities owned by MSD Capital. Each of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. [footnote continued]

F4 · ownership.nature: [continuation] Michael S. Dell is the controlling member of MSD Capital Management and may be deemed to beneficially own securities owned by MSD Capital Management. Each of Messrs. Dell, Fuhrman, Phelan and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F5 · ownership.nature: Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker may be deemed to be a member of a group with MSD Partners, L.P., MSD Torchlight Partners, L.P. and MSD Torchlight Partners (MM), L.P., with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Dell, Fuhrman, Phelan and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.