4//SEC Filing
Meghji Mohsin Y 4
Accession 0001213900-23-078547
CIK 0001856589other
Filed
Sep 21, 8:00 PM ET
Accepted
Sep 22, 9:10 AM ET
Size
9.8 KB
Accession
0001213900-23-078547
Insider Transaction Report
Form 4
Meghji Mohsin Y
DirectorExecutive Chairman of BOD10% Owner
Transactions
- Other
Class B Common Stock
2023-09-20−400,000→ 7,100,000 total(indirect: See footnote)→ Class A Common Stock (400,000 underlying) - Conversion
Class B Common Stock
2023-09-20−7,100,000→ 0 total(indirect: See footnote)→ Class A Common Stock (7,100,000 underlying)
Footnotes (3)
- [F1]As described in the Issuer's registration statement on Form S-1 (File No. 333-256017) under the heading "Description of Securities - Founder Shares," shares of Class B common stock were subject to certain adjustments described therein and had no expiration date. On September 20, 2023, the Issuer consummated its initial business combination ("Business Combination") with Greenfire Resources Inc., an Alberta corporation ("Greenfire"), pursuant to that certain Business Combination Agreement, dated December 14, 2022, as amended, by and among the Issuer, Greenfire, Greenfire Resources Ltd., an Alberta corporation ("New Greenfire"), and certain other parties ("BCA"). In connection with such consummation, each share of Class B Common Stock converted into one share of common stock of New Greenfire and an amount of cash equal to a prorated portion of the SPAC Working Capital (as defined in the BCA) plus the Extension Amounts (as defined in the BCA) at the Effective Time (as defined in the BCA).
- [F2]On September 20, 2023, M3-Brigade Sponsor III LP, a Delaware limited partnership ("Sponsor"), transferred 400,000 shares of Class B Common Stock to HT Investments, LLC, a Delaware limited liability company ("HT Investments"), pursuant to that certain FPA Termination Agreement, dated as of December 14, 2022, by and among the Issuer, M3-Brigade III FPA LP, a Delaware limited partnership, HT Investments, Brigade Capital GP, LLC, a Delaware limited liability company, and the Sponsor.
- [F3]The reported shares of the Issuer were directly held by the Sponsor. The general partner of the Sponsor is M3-Brigade Acquisition Partners III Corp. Mohsin Y. Meghji is the sole director of M3-Brigade Acquisition Partners III Corp. Mr. Meghji may be deemed to have had beneficial ownership of the common stock held directly by the Sponsor.
Documents
Issuer
M3-Brigade Acquisition III Corp.
CIK 0001856589
Entity typeother
Related Parties
1- filerCIK 0001202993
Filing Metadata
- Form type
- 4
- Filed
- Sep 21, 8:00 PM ET
- Accepted
- Sep 22, 9:10 AM ET
- Size
- 9.8 KB