4//SEC Filing
BEP Special Situations IV LLC 4
Accession 0000950170-24-107767
CIK 0001888654other
Filed
Sep 17, 8:00 PM ET
Accepted
Sep 18, 4:05 PM ET
Size
10.6 KB
Accession
0000950170-24-107767
Insider Transaction Report
Form 4
BEP Special Situations IV LLC
Director10% Owner
Transactions
- Purchase
Convertible Notes
2024-09-16+4,690,335→ 40,947,329 total→ Common Stock (4,690,335 underlying)
Bluescape Energy Partners IV GP LLC
Director10% Owner
Transactions
- Purchase
Convertible Notes
2024-09-16+4,690,335→ 40,947,329 total→ Common Stock (4,690,335 underlying)
Footnotes (4)
- [F1]The reported securities represent $3,000,000 in aggregate principal amount of additional senior secured convertible notes (the "Additional Convertible Notes") with a conversion rate of 1,066.6667 shares of common stock, par value $.01 per share (the "Common Stock"), of the Issuer, per $1,000 principal amount of the Additional Convertible Notes. The Additional Notes are directly held by BEP Special Situations IV LLC ("Bluescape") and the terms of the Additional Convertible Notes are substantially similar to the existing senior secured convertible notes reported as beneficially owned by the Reporting Persons (collectively with the Additional Convertible Notes, the "Notes").
- [F2](continued from footnote 1) All or any portion of the Notes may be converted at Bluescape's election at any time prior to the close of business on the business day immediately preceding August 15, 2028. The 4,690,335 and 36,256,994 shares of Common Stock reported as underlying the Additional Convertible Notes and the previously reported Notes, respectively, reflect the maximum number of shares of Common Stock Bluescape would receive assuming the Issuer pays all accrued interest in kind until maturity.
- [F3]In connection with the consummation of the offering by the Issuer, on August 28, 2024, of an of an aggregate of: (i) 5,333,333 shares of Common Stock, (ii) Series A warrants to purchase up to an aggregate of up to 5,333,333 shares of Common Stock and (iii) Series B warrants to purchase an aggregate of 5,333,333 shares of Common Stock, the conversion rate for the Notes issued on June 11, 2024, which were previously reported as purchased by the Reporting Person on June 13, 2024 (the "June Notes"), was automatically adjusted pursuant to Section 2.8(d)(iv) of the Amended and Restated Note Purchase Agreement, dated as of January 18, 2024, as amended on April 28, 2024, May 28, 2024, and September 16, 2024, from 650.4065 to 692.7990 per $1,000 principal amount of the June Notes, resulting in an additional 191,292 shares of Common Stock underlying the June Notes assuming the Issuer pays all accrued interest on the June Notes in kind until maturity.
- [F4]Bluescape Energy Partners IV GP LLC ("Bluescape GP" and, together with Bluescape, the "Reporting Persons") is the general partner of Bluescape Energy Recapitalization and Restructuring Fund IV LP, which wholly owns Bluescape. As such, Bluescape GP may be deemed to have beneficial ownership of the securities held by Bluescape. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
Documents
Issuer
5E Advanced Materials, Inc.
CIK 0001888654
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001942792
Filing Metadata
- Form type
- 4
- Filed
- Sep 17, 8:00 PM ET
- Accepted
- Sep 18, 4:05 PM ET
- Size
- 10.6 KB