0001104659-24-068669.txt : 20240605
0001104659-24-068669.hdr.sgml : 20240605
20240605160523
ACCESSION NUMBER: 0001104659-24-068669
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240603
FILED AS OF DATE: 20240605
DATE AS OF CHANGE: 20240605
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GIP III Sol Acquisition, LLC
CENTRAL INDEX KEY: 0001946519
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34166
FILM NUMBER: 241021990
BUSINESS ADDRESS:
STREET 1: 1345 AVENUE OF THE AMERICAS
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10105
BUSINESS PHONE: 212-315-8100
MAIL ADDRESS:
STREET 1: 1345 AVENUE OF THE AMERICAS
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10105
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GIP III Sol Holdings, L.P.
CENTRAL INDEX KEY: 0001946844
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34166
FILM NUMBER: 241021991
BUSINESS ADDRESS:
STREET 1: 1345 AVENUE OF THE AMERICAS
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10105
BUSINESS PHONE: 212-315-8100
MAIL ADDRESS:
STREET 1: 1345 AVENUE OF THE AMERICAS
STREET 2: 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10105
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SUNPOWER CORP
CENTRAL INDEX KEY: 0000867773
STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674]
ORGANIZATION NAME: 04 Manufacturing
IRS NUMBER: 943008969
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 880 HARBOUR WAY SOUTH, SUITE 600
CITY: RICHMOND
STATE: CA
ZIP: 94804
BUSINESS PHONE: 408-240-5500
MAIL ADDRESS:
STREET 1: 880 HARBOUR WAY SOUTH, SUITE 600
CITY: RICHMOND
STATE: CA
ZIP: 94804
4
1
tm2416430-1_4seq1.xml
OWNERSHIP DOCUMENT
X0508
4
2024-06-03
0
0000867773
SUNPOWER CORP
SPWR
0001946844
GIP III Sol Holdings, L.P.
1345 AVENUE OF THE AMERICAS, 30TH FLOOR
NEW YORK
NY
10105
1
0
1
0
0001946519
GIP III Sol Acquisition, LLC
1345 AVENUE OF THE AMERICAS, 30TH FLOOR
NEW YORK
NY
10105
1
0
1
0
0
Common Stock
2024-06-03
4
M
0
33402112
0.01
A
162970512
I
See Footnote
Common Stock
2024-06-03
4
F
0
110357
3.03
D
162860155
I
See Footnote
Warrant (right to buy)
0.01
2024-06-03
4
M
0
1.00
0.00
D
2034-05-30
Common Stock
33402112
0
I
See Footnote
The securities reported herein are held directly by Sol Holding, LLC ("HoldCo"). TotalEnergies Renewables USA, LLC owns a number of units of HoldCo equal to 50% of the outstanding units plus one unit, and GIP III Sol Acquisition, LLC, owns a number of units of HoldCo equal to 50% of the outstanding units minus one unit.
The sole member of GIP III Sol Acquisition, LLC is GIP III Sol Holdings, L.P. The general partner of GIP III Sol Holdings, L.P. is Global Infrastructure GP III, L.P. The General Partner of Global Infrastructure GP III, L.P. is Global Infrastructure Investors III, LLC. As a result, each of the foregoing entities is a Reporting Person and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization".
On June 3, 2024, HoldCo exercised a warrant previously issued to it by SunPower Corp. ("Issuer") on May 30, 2024. The warrant is exercisable for shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock").
HoldCo paid the exercise price on a cashless basis pursuant to the terms of the warrant, resulting in the Issuer withholding 110,357 shares of Common Stock to pay the exercise price and issuing to HoldCo an aggregate of 33,291,755 shares of Common Stock.
GIP III SOL HOLDINGS, L.P. By: Global Infrastructure GP III, L.P., its general partner By: /s/ Jonathan Bram Name: Jonathan Bram Title: Partner
2024-06-05
GIP III SOL ACQUISITION, LLC By: /s/ Jonathan Bram Name: Jonathan Bram Title: President
2024-06-05