0000950170-24-072988.txt : 20240613
0000950170-24-072988.hdr.sgml : 20240613
20240613160515
ACCESSION NUMBER: 0000950170-24-072988
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240611
FILED AS OF DATE: 20240613
DATE AS OF CHANGE: 20240613
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BEP Special Situations IV LLC
CENTRAL INDEX KEY: 0001942792
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41279
FILM NUMBER: 241041210
BUSINESS ADDRESS:
STREET 1: 200 CRESCENT COURT
STREET 2: SUITE 1900
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 469-398-2205
MAIL ADDRESS:
STREET 1: 200 CRESCENT COURT
STREET 2: SUITE 1900
CITY: DALLAS
STATE: TX
ZIP: 75201
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bluescape Energy Partners IV GP LLC
CENTRAL INDEX KEY: 0001942819
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41279
FILM NUMBER: 241041209
BUSINESS ADDRESS:
STREET 1: 200 CRESCENT COURT
STREET 2: SUITE 1900
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 469-398-2205
MAIL ADDRESS:
STREET 1: 200 CRESCENT COURT
STREET 2: SUITE 1900
CITY: DALLAS
STATE: TX
ZIP: 75201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: 5E Advanced Materials, Inc.
CENTRAL INDEX KEY: 0001888654
STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400]
ORGANIZATION NAME: 01 Energy & Transportation
IRS NUMBER: 873426517
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 9329 MARIPOSA ROAD
STREET 2: SUITE 210
CITY: HESPERIA
STATE: CA
ZIP: 92344
BUSINESS PHONE: 442 292 2120
MAIL ADDRESS:
STREET 1: 9329 MARIPOSA ROAD
STREET 2: SUITE 210
CITY: HESPERIA
STATE: CA
ZIP: 92344
4
1
ownership.xml
4
X0508
4
2024-06-11
0001888654
5E Advanced Materials, Inc.
FEAM
0001942792
BEP Special Situations IV LLC
300 CRESCENT COURT,
SUITE 1860
DALLAS
TX
75201
false
false
true
false
0001942819
Bluescape Energy Partners IV GP LLC
300 CRESCENT COURT, SUITE 1860
DALLAS
TX
75201
false
false
true
false
false
Convertible Notes
2024-06-11
4
P
false
2934891
A
Common Stock
2934891
36065702
D
The reported securities represent $3,000,000 in aggregate principal amount of additional senior secured convertible notes (the "Additional Convertible Notes") with a conversion rate of 650.4065 shares of common stock, par value $.01 per share (the "Common Stock"), of the Issuer, per $1,000 principal amount of the Additional Convertible Notes. The Additional Notes are directly held by BEP Special Situations IV LLC ("Bluescape") and the terms of the Additional Convertible Notes are substantially similar to the existing senior secured convertible notes reported as beneficially owned by the Reporting Persons (collectively with the Additional Convertible Notes, the "Notes").
(continued from footnote 1) All or any portion of the Notes may be converted at Bluescape's election at any time prior to the close of business on the business day immediately preceding August 15, 2028. The 2,934,891 and 36,065,702 shares of Common Stock reported as underlying the Additional Convertible Notes and the previously reported Notes, respectively, reflect the maximum number of shares of Common Stock Bluescape would receive assuming the Issuer pays all accrued interest in kind until maturity.
Bluescape Energy Partners IV GP LLC ("Bluescape GP" and, together with Bluescape, the "Reporting Persons") is the general partner of Bluescape Energy Recapitalization and Restructuring Fund IV LP, which wholly owns Bluescape. As such, Bluescape GP may be deemed to have beneficial ownership of the securities held by Bluescape. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
/s/ Jonathan Siegler, Managing Director and Chief Financial Officer, on behalf of BEP Special Situations IV LLC
2024-06-13
/s/ Jonathan Siegler, Managing Director and Chief Financial Officer, on behalf of Bluescape Resources GP Holdings LLC, managing member of Bluescape Energy Partners IV GP LLC
2024-06-13