(Amendment No. 1)*
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
The information required in the remainder of this
cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo Atlas Master Fund, LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Cayman Islands |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo Atlas Management, LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo PPF Credit Strategies, LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo
Credit Strategies Master Fund Ltd. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Cayman Islands |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
CO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo
ST Fund Management LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo
ST Operating LP |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
PN |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo
ST Capital LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
ST
Management Holdings, LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo
A-N Credit Fund (Delaware), L.P. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
PN |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo
A-N Credit Management, LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
0 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
0 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
0.0% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo SPAC Fund I, L.P. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Cayman Islands |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
891,000 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
891,000 shares |
9 |
aggregate amount beneficially owned by each reporting person |
891,000 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
5.9% |
12 |
type of reporting person (See Instructions) |
PN |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo SPAC Management I, L.P. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
891,000 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
891,000 shares |
9 |
aggregate amount beneficially owned by each reporting person |
0 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
5.9% |
12 |
type of reporting person (See Instructions) |
PN |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo SPAC Management I GP, LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
891,000 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
891,000 shares |
9 |
aggregate amount beneficially owned by each reporting person |
891,000 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) x |
11 |
percent of class represented by amount in row (9) |
5.9% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo Capital Management, L.P. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
891,000 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
891,000 shares |
9 |
aggregate amount beneficially owned by each reporting person |
891,000 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) ¨ |
11 |
percent of class represented by amount in row (9) |
5.9% |
12 |
type of reporting person (See Instructions) |
PN |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo
Capital Management GP, LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
891,000 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
891,000 shares |
9 |
aggregate amount beneficially owned by each reporting person |
891,000 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) ¨ |
11 |
percent of class represented by amount in row (9) |
5.9% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo
Management Holdings, L.P. |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
891,000 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
891,000 shares |
9 |
aggregate amount beneficially owned by each reporting person |
891,000 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) ¨ |
11 |
percent of class represented by amount in row (9) |
5.9% |
12 |
type of reporting person (See Instructions) |
PN |
|
|
|
|
|
1 |
Name of Reporting PersonS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
Apollo Management Holdings GP, LLC |
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) |
|
(a) ¨ |
(b) ¨ |
3 |
SEC USE ONLY |
|
4 |
CITIZENship or place of organization |
Delaware |
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH: |
5 |
sole voting power |
0 shares |
6 |
shared voting power |
891,000 shares |
7 |
sole dispositive power |
0 shares |
8 |
shared dispositive power |
891,000 shares |
9 |
aggregate amount beneficially owned by each reporting person |
891,000 shares |
10
|
check box if the aggregate amount in row (9) excludes certain shares (See Instructions) ¨ |
11 |
percent of class represented by amount in row (9) |
5.9% |
12 |
type of reporting person (See Instructions) |
OO |
|
|
|
|
|
Item 1. | (a) |
Name of Issuer |
LanzaTech Global, Inc.
| (b) | Address of Issuer’s Principal
Executive Offices |
600 Steamboat Road
Greenwich, Connecticut 06830
Item 2. | (a) |
Name of Person Filing |
This
statement is filed by (i) Apollo Atlas Master Fund, LLC (“Atlas”); (ii) Apollo Atlas Management, LLC (“Atlas
Management”); (iii) Apollo PPF Credit Strategies, LLC (“PPF Credit Strategies”); (iv) Apollo Credit Strategies
Master Fund Ltd. (“Credit Strategies”); (v) Apollo ST Fund Management LLC (“ST Management”); (vi) Apollo
ST Operating LP (“ST Operating”); (vii) Apollo ST Capital LLC (“ST Capital”); (viii) ST Management Holdings,
LLC (“ST Management Holdings”); (ix) Apollo A-N Credit Fund (Delaware), L.P. (“A-N Credit”); (x) Apollo
A-N Credit Management, LLC (“A-N Credit Management”); (xi) Apollo SPAC Fund I, L.P. (“SPAC Fund I”); (xii) Apollo
SPAC Management I, L.P. (“SPAC Management I”); (xiii) Apollo SPAC Management I GP, LLC (“SPAC Management I GP”)
(xiv) Apollo Capital Management, L.P. (“Capital Management”); (xv) Apollo Capital Management GP, LLC (“Capital
Management GP”); (xvi) Apollo Management Holdings, L.P. (“Management Holdings”); (xvii) Apollo Management
Holdings GP, LLC (“Management Holdings GP”). The foregoing are collectively referred to herein as the “Reporting Persons.”
SPAC Fund I holds securities of the
Issuer. Atlas, PPF Credit Strategies, and Credit Strategies no longer hold securities presently convertible into Common Stock of the Issuer.
A-N Credit no longer holds securities of the Issuer.
Atlas
Management serves as the investment manager of Atlas. Apollo PPF Credit Strategies Management, LLC serves as the investment manager
of PPF Credit Strategies. ST Management serves as the investment manager for Credit Strategies. ST Operating is the sole member
of ST Management. The general partner of ST Operating is ST Capital. ST Management Holdings is the sole member of ST Capital. A-N Credit
Management serves as the investment manager for A-N Credit. SPAC Management I serves as the investment manager for SPAC Fund I. The
general partner of SPAC Management I is SPAC Management I GP.
Capital
Management serves as the sole member of Atlas Management, A-N Credit Management and SPAC Management I GP, and as the sole
member and manager of ST Management Holdings. Capital Management GP serves as the general partner of Capital Management. Management Holdings
serves as the sole member and manager of Capital Management GP, and Management Holdings GP serves as the general partner of Management
Holdings.
| (b) | Address of Principal Business
Office or, if none, Residence |
The principal office of each of Atlas,
PPF Credit Strategies, A-N Credit, and SPAC Fund I is One Manhattanville Road, Suite 201, Purchase, New York 10577. The principal
office of Credit Strategies is c/o Walkers Corporate Limited, Cayman Corporate Centre, 27 Hospital Road, George Town, Grand Cayman, KY-9008,
Cayman Islands. The principal office of each of Atlas Management, ST Management, ST Operating, ST Capital, ST Management Holdings, A-N Credit
Management, SPAC Management I, SPAC Management I GP, Capital Management, Capital Management GP, Management Holdings, and Management Holdings
GP is 9 W. 57th Street, 43rd Floor, New York, New York 10019.
Atlas and Credit Strategies are each
an exempted company incorporated in the Cayman Islands with limited liability. SPAC Fund I is a Cayman Islands exempted limited partnership.
Atlas Management, PPF Credit Strategies, ST Management, ST Capital, ST Management Holdings, A-N Credit Management, SPAC Management
I GP, Capital Management GP, and Management Holdings GP are each a Delaware limited liability company. ST Operating, A-N Credit, SPAC
Management I, Capital Management, and Management Holdings are each a Delaware limited partnership.
| (d) | Title of Class of Securities |
Class A common stock,
par value $0.0001 per share (the “Common Stock”).
51655R101
| Item 3. | If this statement is filed pursuant
to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
Beneficial ownership information
is reported as of December 31, 2022.
| (a) | Amount beneficially
owned: |
Atlas | |
0 |
Atlas Management | |
0 |
PPF Credit Strategies | |
0 |
Credit Strategies | |
0 |
ST Management | |
0 |
ST Operating | |
0 |
ST Capital | |
0 |
ST Management Holdings | |
0 |
A-N Credit | |
0 |
A-N Credit Management | |
0 |
SPAC Fund I | |
891,000 |
SPAC Management I | |
891,000 |
SPAC Management I GP | |
891,000 |
Capital Management | |
891,000 |
Capital Management GP | |
891,000 |
Management Holdings | |
891,000 |
Management Holdings GP | |
891,000 |
Atlas, PPF Credit Strategies, Credit
Strategies, A-N Credit, and SPAC Fund I each disclaims beneficial ownership of all shares of Common Stock included in this report other
than the shares of Common Stock held of record by such Reporting Person, and the filing of this report shall not be construed as an admission
that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of
the Securities Exchange Act of 1934, as amended, or for any other purpose. Atlas Management, ST Management, ST Operating, ST Capital,
ST Management Holdings, A-N Credit Management, SPAC Management I, SPAC Management I GP, Capital Management, Capital Management GP,
Management Holdings and Management Holdings GP, and Messrs. Scott Kleinman, James Zelter and Marc Rowan, the managers, as well
as executive officers, of Management Holdings GP, each disclaims beneficial ownership of all shares of Common Stock included in this
report, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of
any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any
other purpose.
Atlas | |
0.0 | % |
Atlas Management | |
0.0 | % |
PPF Credit Strategies | |
0.0 | % |
Credit Strategies | |
0.0 | % |
ST Management | |
0.0 | % |
ST Operating | |
0.0 | % |
ST Capital | |
0.0 | % |
ST Management Holdings | |
0.0 | % |
A-N Credit | |
0.0 | % |
A-N Credit Management | |
0.0 | % |
SPAC Fund I | |
5.9 | % |
SPAC Management I | |
5.9 | % |
SPAC Management I GP | |
5.9 | % |
Capital Management | |
5.9 | % |
Capital Management GP | |
5.9 | % |
Management Holdings | |
5.9 | % |
Management Holdings GP | |
5.9 | % |
The percentages are based on 15,000,000 shares of Common Stock outstanding
as of December 16, 2022, as disclosed in the Issuer’s prospectus supplement filed on January 11, 2023.
| (c) | Number of shares
as to which the person has: |
| (i) | Sole power to vote or
to direct the vote: |
| | 0 for all Reporting Persons |
| (ii) | Shared power to vote
or to direct the vote: |
Atlas | |
0 |
Atlas Management | |
0 |
PPF Credit Strategies | |
0 |
Credit Strategies | |
0 |
ST Management | |
0 |
ST Operating | |
0 |
ST Capital | |
0 |
ST Management Holdings | |
0 |
A-N Credit | |
0 |
A-N Credit Management | |
0 |
SPAC Fund I | |
891,000 |
SPAC Management I | |
891,000 |
SPAC Management I GP | |
891,000 |
Capital Management | |
891,000 |
Capital Management GP | |
891,000 |
Management Holdings | |
891,000 |
Management Holdings GP | |
891,000 |
| (iii) | Sole power to dispose
or to direct the disposition of: |
| | 0 for all Reporting Persons |
| (iv) | Shared power to dispose
or to direct the disposition of: |
Atlas | |
0 |
Atlas Management | |
0 |
PPF Credit Strategies | |
0 |
Credit Strategies | |
0 |
ST Management | |
0 |
ST Operating | |
0 |
ST Capital | |
0 |
ST Management Holdings | |
0 |
A-N Credit | |
0 |
A-N Credit Management | |
0 |
SPAC Fund I | |
891,000 |
SPAC Management I | |
891,000 |
SPAC Management I GP | |
891,000 |
Capital Management | |
891,000 |
Capital Management GP | |
891,000 |
Management Holdings | |
891,000 |
Management Holdings GP | |
891,000 |
| Item 5. | Ownership of
Five Percent or Less of a Class. |
If this statement is
being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following: ¨
| Item 6. | Ownership of
More than Five Percent on Behalf of Another Person. |
Not applicable.
| Item 7. | Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. |
Not applicable.
| Item 8. | Identification and Classification
of Members of the Group. |
Not applicable.
| Item 9. | Notice of Dissolution of Group. |
Not applicable.
By signing below I
certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with
a nomination under § 240.14a-11.
[The remainder of this
page is intentionally left blank.]
SIGNATURE
After reasonable inquiry
and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February
13, 2023 |
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APOLLO ATLAS
MASTER FUND, LLC |
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By: |
Apollo Atlas
Management, LLC, |
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its investment
manager |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO ATLAS
MANAGEMENT, LLC |
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By: |
Apollo Capital
Management, L.P., |
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its sole member |
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By: |
Apollo Capital
Management GP, LLC, |
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its general
partner |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel |
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Title: |
Vice President |
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Apollo
PPF Credit Strategies, LLC |
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By: |
Apollo PPF
Credit Strategies Management, LLC, |
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its investment
manager |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO CREDIT
STRATEGIES MASTER FUND LTD. |
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By: |
Apollo ST Fund
Management LLC, |
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its investment
manager |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO ST
FUND MANAGEMENT LLC |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO ST
OPERATING LP |
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By: |
Apollo ST Capital
LLC, |
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its general
partner |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel |
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Title: |
Vice President |
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APOLLO ST
CAPITAL LLC |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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ST MANAGEMENT
HOLDINGS, LLC |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO A-N
CREDIT FUND (DELAWARE), L.P. |
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By: |
Apollo A-N
Credit Management, LLC, |
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its investment
manager |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO A-N
CREDIT MANAGEMENT, LLC |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO SPAC
FUND I, L.P. |
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By: |
Apollo SPAC
Management I, L.P., |
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its investment
manager |
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By: |
Apollo SPAC
Management I GP, LLC, |
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its general
partner |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel |
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Title: |
Vice President |
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APOLLO SPAC
MANAGEMENT I, L.P. |
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By: |
Apollo SPAC
Management I GP, LLC, |
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its general
partner |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO SPAC
MANAGEMENT I GP, LLC |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO CAPITAL
MANAGEMENT, L.P. |
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By: |
Apollo Capital
Management GP, LLC, |
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its general
partner |
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By: |
/s/ William Kuesel |
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Name: |
William Kuesel |
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Title: |
Vice President |
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APOLLO CAPITAL
MANAGEMENT GP, LLC |
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By: |
/s/
William Kuesel |
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Name : |
William Kuesel
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Title: |
Vice President |
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APOLLO MANAGEMENT
HOLDINGS, L.P. |
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By: |
Apollo Management
Holdings GP, LLC, |
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its general partner |
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By: |
/s/
William Kuesel |
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Name: |
William Kuesel
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Title: |
Vice President |
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APOLLO MANAGEMENT
HOLDINGS GP, LLC |
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By: |
/s/
William Kuesel |
|
Name: |
William Kuesel
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Title: |
Vice President |