0001213900-23-078547.txt : 20230922
0001213900-23-078547.hdr.sgml : 20230922
20230922091054
ACCESSION NUMBER: 0001213900-23-078547
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230920
FILED AS OF DATE: 20230922
DATE AS OF CHANGE: 20230922
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Meghji Mohsin Y
CENTRAL INDEX KEY: 0001202993
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40946
FILM NUMBER: 231270345
MAIL ADDRESS:
STREET 1: C/O LOUGHLIN MEGHJI + COMPANY
CITY: NEW YORK
STATE: NY
ZIP: 10016
FORMER NAME:
FORMER CONFORMED NAME: MEGHJI MOHSIN Y
DATE OF NAME CHANGE: 20021101
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: M3-Brigade Acquisition III Corp.
CENTRAL INDEX KEY: 0001856589
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 863185502
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1700 BROADWAY
STREET 2: 19TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: (212) 202-2200
MAIL ADDRESS:
STREET 1: 1700 BROADWAY
STREET 2: 19TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
4
1
ownership.xml
OWNERSHIP DOCUMENT
X0508
4
2023-09-20
0
0001856589
M3-Brigade Acquisition III Corp.
MBSC
0001202993
Meghji Mohsin Y
1700 BROADWAY,
19TH FLOOR
NEW YORK
NY
10019
1
1
1
0
Executive Chairman of BOD
0
Class B Common Stock
2023-09-20
4
J
0
400000
0.00
D
Class A Common Stock
400000
7100000
I
See footnote
Class B Common Stock
2023-09-20
4
C
0
7100000
0.00
D
Class A Common Stock
7100000
0
I
See footnote
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).
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.
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.
/s/ Mohsin Y. Meghji
2023-09-22