0001627436-23-000010.txt : 20230828 0001627436-23-000010.hdr.sgml : 20230828 20230828172651 ACCESSION NUMBER: 0001627436-23-000010 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230824 FILED AS OF DATE: 20230828 DATE AS OF CHANGE: 20230828 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sylebra Capital Ltd CENTRAL INDEX KEY: 0001627436 STATE OF INCORPORATION: K3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40234 FILM NUMBER: 231217317 BUSINESS ADDRESS: STREET 1: 28 HENNESSY ROAD, 20TH FLOOR STREET 2: WAN CHAI CITY: HONG KONG STATE: K3 ZIP: 00000 BUSINESS PHONE: 852-2191-2100 MAIL ADDRESS: STREET 1: 28 HENNESSY ROAD, 20TH FLOOR STREET 2: WAN CHAI CITY: HONG KONG STATE: K3 ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: Sylebra HK Co Ltd DATE OF NAME CHANGE: 20141209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PureCycle Technologies, Inc. CENTRAL INDEX KEY: 0001830033 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5950 HAZELTINE NATIONAL DRIVE, SUITE 300 CITY: ORLANDO STATE: FL ZIP: 32822 BUSINESS PHONE: 877-648-3565 MAIL ADDRESS: STREET 1: 5950 HAZELTINE NATIONAL DRIVE, SUITE 300 CITY: ORLANDO STATE: FL ZIP: 32822 FORMER COMPANY: FORMER CONFORMED NAME: Roth CH Acquisition I Co. Parent Corp. DATE OF NAME CHANGE: 20201026 4 1 primary_doc.xml PRIMARY DOCUMENT X0508 4 2023-08-24 0 0001830033 PureCycle Technologies, Inc. PCT 0001627436 Sylebra Capital Ltd 28 HENNESSY ROAD, 20TH FLOOR WAN CHAI HONG KONG K3 00000 HONG KONG 0 0 1 0 0 7.25% Green Convertible Senior 14.82 2023-08-24 4 P 0 0 0 A 2024-02-24 2030-08-15 Common Stock 0 0 I Footnote (1) & (2) Sylebra Capital Limited (Sylebra HK) and Sylebra Capital LLC (Sylebra US) are the investment sub-advisers to Sylebra Capital Partners Master Fund, Ltd. (SCP MF), Sylebra Capital Parc Master Fund (PARC MF), Sylebra Capital Menlo Master Fund (MENLO MF), and other advisory clients. SCP MF, PARC MF, MENLO MF and other advisory clients are referred to collectively as the Affiliated Investment Entities. Sylebra Capital Management (Sylebra Cayman) is the investment manager and parent of Sylebra HK. Sylebra Cayman owns 100% of the shares of Sylebra HK, and Daniel Patrick Gibson (Gibson) owns 100% of the Class A shares of Sylebra Cayman and 100% of the capital stock of Sylebra US. Gibson is a founder and Chief Investment Officer of Sylebra Cayman. In such capacities, Sylebra HK, Sylebra US, Sylebra Cayman and Gibson may be deemed to share voting and dispositive power over the securities of the Issuer held by the Affiliated Investment Entities. These securities are held by the Affiliated Investment Entities. Sylebra HK, Sylebra US, Sylebra Cayman and Gibson disclaim beneficial ownership of these securities, and this report shall not be deemed an admission that Sylebra HK, Sylebra US, Sylebra Cayman and Gibson are the beneficial owners of such securities, except to the extent of their pecuniary interest, if any, therein. The Affiliated Investment Entities purchased $50,000,000 aggregate principal amount at maturity of the Issuers 7.25% Green Convertible Senior Notes due 2030 (the notes), for an aggregate issue price of $45,000,000. The conversion rate of the notes will initially be 67.4764 shares of the Issuers common stock per $1,000 principal amount at maturity of the notes (or an aggregate of 3,373,820 shares of the Issuers common stock in the case of the notes purchased by the Affiliated Investment Entities). Notwithstanding the foregoing, the Affiliated Investment Entities will not be entitled to receive any shares of the Issuers common stock otherwise deliverable upon conversion of the notes to the extent, but only to the extent, that such receipt would cause any of the Affiliated Investment Entities, or Sylebra HK, Sylebra US, Sylebra Cayman and Gibson, to become, directly or indirectly, the beneficial owner of more than 19.99% of the shares of the Issuers common stock outstanding at such time. Matthew Whitehead 2023-08-28