UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

September 2229, ~~2022~~2023

Bluescape Opportunities Acquisition Corp.

(Exact name of registrant as specified in its charter)

Cayman Islands

001-39666

98-1547348

(State or other jurisdiction

of incorporation)

(Commission
File Number)

(I.R.S. Employer

Identification No.)

200 Crescent Court, 19th Floor Dallas, Texas		75201
300 Crescent Court, 18th Floor Dallas, Texas		75201
(Address of principal executive offices)		(Zip Code)

Registrant'’s telephone number, including area code: (469) 398-2200

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-half of one redeemable warrant	BOAC.U	New York Stock Exchange
Class A Ordinary Shares included as part of the units	BOAC	New York Stock Exchange
Redeemable warrants included as part of the units, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50	BOAC WS	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 17.01 ~~Entry~~Regulation ~~into~~FD ~~a Material Definitive Agreement~~Disclosure.

On September ~~22,~~ ~~2022~~29, ~~in connection with its Extraordinary General Meeting held on September 22~~2023, ~~2022 (the “Extraordinary General Meeting”),~~ Bluescape Opportunities Acquisition Corp. (the “Company”) ~~and~~announced ~~Continental~~that ~~Stock~~it ~~Transfer &~~would ~~Trust~~not ~~Company~~complete ~~(the~~its ~~“Trustee”)~~initial ~~entered~~business ~~into~~combination ~~Amendment~~by ~~No. 1 to the Investment Management Trust Agreement, dated~~ October ~~27,~~ ~~2020~~30, ~~to extend~~ 2023, the ~~date~~deadline onfor ~~which~~ the ~~Trustee~~Company ~~must~~to ~~liquidate~~complete ~~the trust~~its ~~account~~initial ~~established~~business incombination. ~~connection~~A ~~with~~copy ~~the~~of ~~Company’s~~an ~~initial~~announcement ~~public~~by ~~offering (~~the ~~“trust~~Chairman ~~account”)~~of if the Company’s ~~has~~board ~~not~~of ~~completed~~directors ~~its~~related ~~initial~~to ~~business~~such ~~combination~~determination ~~from~~is ~~October 30,~~furnished ~~2022~~as toExhibit ~~October 20, 2023 (the “Trust Amendment”)~~99. A1 ~~copy of the Trust Amendment is attached~~ to this Current Report on Form 8-K ~~as Exhibit 10~~.~~1 and incorporated herein by reference.~~

The information in this Item 57.0301 ~~Amendments~~and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to ~~Articles~~the liabilities of ~~Incorporation~~that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or ~~Bylaws;~~the ~~Change~~Exchange Act, except as expressly set forth by specific reference in ~~Fiscal~~such ~~Year~~a filing.

~~The information disclosed in~~ Item ~~5.07 of this Current Report on Form~~ 8~~-K is incorporated by reference into this Item 5~~.0301 toOther ~~the extent required herein~~Events.

~~Item~~Due 5to the Company not completing a business combination, as required by the Company’s Amended and Restated Memorandum and Articles of Association, on October 30, 2023, the Company will redeem (the “Redemption”) 100% of the Company’s issued and outstanding Class A ordinary shares, par value $0.070001 ~~Submission~~per share (the “Public Shares”). The Redemption is expected to be completed on October 31, 2023 (the “Redemption Date”). In the Redemption, funds held in the Company’s trust account, less $100,000 to pay dissolution expenses and net of ~~Matters~~taxes payable, will be distributed to each holder of Public Shares on a ~~Vote~~pro rata basis (such amount, the “Redemption Amount”). Based upon the amount held in the trust account as of ~~Security~~June ~~Holders~~30, 2023, which was $74,408,965, the Company estimates that the per-share Redemption Amount will be approximately $10.04. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless upon the liquidation of the Company.

AtThe Company anticipates that the ~~Extraordinary~~Public Shares, ~~General~~as ~~Meeting~~well as the Company’s publicly traded units, ~~holders~~will cease trading as of 64the close of business on October 30,~~516~~ 2023. On September 28,~~622~~ of2023, The New York Stock Exchange (the “NYSE”) notified the Company that the NYSE determined to commence proceedings to delist the Company’s ~~ordinary~~warrants ~~shares~~from the NYSE and that trading in the Company’s warrants would be suspended immediately, ~~which~~due ~~represents~~to ~~approximately~~trading 84price levels pursuant to Section 802.~~96%~~01D of the ~~ordinary~~NYSE ~~shares~~Listed ~~outstanding~~Company Manual. As a result of the expected expiration of the warrants, the Company does not intend to appeal the NYSE’s determination. On the Redemption Date, the Public Shares will be deemed canceled and ~~entitled~~will represent only the right to ~~vote~~receive asthe ofRedemption Amount. The Company has been advised that the ~~record~~New ~~date~~York ofStock ~~August 22,~~Exchange ~~2022~~will file a Form 25 with the United States Securities and Exchange Commission (the “Commission”) to delist the Company’s securities. Thereafter, ~~were~~the ~~represented~~Company inwill ~~person~~file ora byForm ~~proxy~~15 with the Commission to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended.

AtBeneficial ~~the~~owners ~~Extraordinary General Meeting, the shareholders approved (1) a special resolution to amend the Amended and Restated Memorandum and Articles~~ of ~~Association of~~ the ~~Company~~Public ~~(the~~Shares held in “~~Extension~~street ~~Amendment~~name”~~) to~~ ~~extend~~will ~~the~~not ~~date~~need byto ~~which~~take ~~the~~any ~~Company~~action ~~must~~in ~~(a) consummate~~order ato ~~merger,~~receive ~~amalgamation,~~their ~~share~~pro ~~exchange,~~rata ~~asset~~portion ~~acquisition,~~of ~~share~~the ~~purchase, reorganization~~Redemption orAmount. ~~similar business combination with one or more businesses (a “business combination”), (b) cease its~~Holders ~~operations except for the purpose~~ of ~~winding~~registered upPublic ifShares itwill ~~fails~~need to ~~complete~~present ~~such~~their ~~business~~respective ~~combination,~~share ~~and~~certificates ~~(c) redeem~~to ~~all of~~ the Company’s ~~Class A~~ ~~ordinary~~transfer ~~shares~~agent, ~~included~~Continental Stock asTransfer ~~part~~& ofTrust ~~the units sold in the~~ Company~~’s initial public offering from October 30~~, ~~2022~~ to ~~October 30,~~receive ~~2023~~their ~~and~~pro ~~(2) the~~rata ~~proposal~~portion ~~to approve the Trust Amendment. A copy~~ of the ~~Extension~~Redemption ~~Amendment is attached to this Current Report on Form 8-K as Exhibit 3~~Amount.~~1 and incorporated herein by reference.~~

Approval of Extension Amendment

Votes For		Votes Against		Abstentions
60,645,252		3,855,088		16,282

Approval of Trust Amendment

Votes For		Votes Against		Abstentions
60,645,252		3,855,088		16,282

In connection with the vote to approve the Extension Amendment, the holders of 53,350,554 Class A ordinary shares elected to redeem their shares for cash at a redemption price of approximately $10.06 per share, for an aggregate redemption amount of approximately $536.5 million, leaving approximately $74.4 million in the trust account.

The information included in Item 1.01 is incorporated by reference in this item to the extent required herein.

The proposal to adjourn the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there were insufficient votes for, or otherwise in connection with, the Extension Amendment proposal or the Trust Amendment proposal, was not presented at the Extraordinary General Meeting, as the Extension Amendment proposal and the Trust Amendment proposal received a sufficient number of votes required for approval.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
3.1		Amendment to Amended and Restated Memorandum and Articles of Association
99.1		Announcement, dated September 29, 2023, by the Chairman of the Board of Directors of Bluescape Opportunities Acquisition Corp.
10.1		Amendment No. 1, dated as of September 22, 2022, to the Investment Management Trust Agreement, dated as of October 27, 2020, between the Company and Continental Stock Transfer & Trust Company, as trustee
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 22 29, ~~2022~~2023

	Bluescape Opportunities Acquisition Corp.

	By:	/s/ C. John Wilder
		C. John Wilder
		Chief Executive Officer

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