0001104659-22-108206.txt : 20221012 0001104659-22-108206.hdr.sgml : 20221012 20221012214249 ACCESSION NUMBER: 0001104659-22-108206 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221012 FILED AS OF DATE: 20221012 DATE AS OF CHANGE: 20221012 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Quinn William J CENTRAL INDEX KEY: 0001377293 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41529 FILM NUMBER: 221307968 MAIL ADDRESS: STREET 1: 125 E. JOHN CARPENTER FWY STREET 2: SUITE 600 CITY: IRVING STATE: TX ZIP: 75062 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PEARL ENERGY INVESTMENTS II, L.P. CENTRAL INDEX KEY: 0001708247 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41529 FILM NUMBER: 221307971 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVENUE, SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (972) 432-3925 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVENUE, SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pearl Energy Investment II GP, L.P. CENTRAL INDEX KEY: 0001833770 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41529 FILM NUMBER: 221307970 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVE., SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-308-5230 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVE., SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pearl Energy Investment II UGP, LLC CENTRAL INDEX KEY: 0001833773 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41529 FILM NUMBER: 221307969 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVE., SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-308-5230 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVE., SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Spring Valley Acquisition Sponsor II, LLC CENTRAL INDEX KEY: 0001843474 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41529 FILM NUMBER: 221307972 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVE., SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-308-5230 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVE., SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Spring Valley Acquisition Corp. II CENTRAL INDEX KEY: 0001843477 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVE., SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-308-5230 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVE., SUITE 1675 CITY: DALLAS STATE: TX ZIP: 75201 3 1 tm2228019-8_3seq1.xml OWNERSHIP DOCUMENT X0206 3 2022-10-12 0 0001843477 Spring Valley Acquisition Corp. II SVII 0001843474 Spring Valley Acquisition Sponsor II, LLC 2100 MCKINNEY AVE., SUITE 1675 DALLAS TX 75201 0 0 1 0 0001708247 PEARL ENERGY INVESTMENTS II, L.P. 2100 MCKINNEY AVENUE, SUITE 1675 DALLAS TX 75201 0 0 1 0 0001833770 Pearl Energy Investment II GP, L.P. 2100 MCKINNEY AVE., SUITE 1675 DALLAS TX 75201 0 0 1 0 0001833773 Pearl Energy Investment II UGP, LLC 2100 MCKINNEY AVE., SUITE 1675 DALLAS TX 75201 0 0 1 0 0001377293 Quinn William J C/O SPRING VALLEY ACQUISITION CORP. II 2100 MCKINNEY AVE., SUITE 1675 DALLAS TX 75201 0 0 1 0 Class B ordinary shares Class A ordinary shares 7546667 D Warrants (right to buy) 11.50 Class A ordinary shares 13350000 D As described in the registration statement on Form S-1 (File No. 333-249067) of Spring Valley Acquisition Corp. II (the "Issuer") under the heading "Description of Securities--Founder Shares", the Class B ordinary shares, par value $0.0001 per share, will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. The reported securities include 1,000,000 Class B ordinary shares and 1,350,000 private placement warrants that are subject to forfeiture to the extent the underwriters of the initial public offering of the Issuer's securities do not exercise in full their over-allotment option as described in the Issuer's registration statement. This Form 3 is being filed by Spring Valley Acquisition Sponsor II, LLC (the "Sponsor"). The Sponsor is controlled by Pearl Energy Investment II, L.P. ("Pearl"). Pearl is controlled by its general partner, Pearl Energy Investment II GP, LP ("Pearl GP"), and Pearl GP is controlled by its general partner, Pearl Energy Investment II UGP, LLC ("Pearl LLC"). Accordingly, all of the shares held by the Sponsor may be deemed to be beneficially held by Pearl, Pearl GP and Pearl LLC. Each such reporting person under this Form 3 disclaims beneficial ownership of the reported securities except to the extent of their respective pecuniary interest therein and the filing of this Form 3 shall not be construed as an admission that any such reporting person is the beneficial owner of any such securities. The warrants will become exercisable 30 days after the completion of the Issuer's initial business combination and will expire five years thereafter, or earlier upon redemption or liquidation in accordance with the terms of the warrant agreement. Spring Valley Acquisition Sponsor II, LLC, By: /s/ David Levinson, Name: David Levinson Title: Corporate Secretary 2022-10-12 Pearl Energy Investments II, L.P., By: /s/ William Quinn, Name: William Quinn Title: Managing Partner 2022-10-12 Pearl Energy Investment II GP, L.P., By: /s/ William Quinn, Name: William Quinn Title: Managing Partner 2022-10-12 Pearl Energy Investment II UGP, LLC, By: /s/ William Quinn, Name: William Quinn Title: Managing Partner 2022-10-12 /s/ William Quinn 2022-10-12