M&A - AE RED HOLDINGS, LLC

Form Type: SCHEDULE 13D/A

Filing Date: 2025-06-17

Corporate Action: Acquisition

Type: Update

Accession Number: 000095017025087522

Filing Summary: On June 13, 2025, Redwire Corporation completed its acquisition of Edge Autonomy via the mergers set forth in the Amended Merger Agreement. In connection with the acquisition, Redwire issued Seller 49,764,847 shares of Common Stock. The amendment updates the beneficial ownership of certain Reporting Persons and reflects changes due to the issuance of these shares. The amendment is a continuation from previous filings, providing details on the direct and indirect beneficial ownership held by AE Red Holdings, LLC and others involved in the transaction. The document also discusses the rights and responsibilities of the stockholders regarding board membership and registration rights for their shares. The total beneficial ownership reported is 101,656,136 shares, representing 71.1% of the Issuer's Common Stock. It includes detailed information from prior filings about ownership structures and relationships among the various Reporting Persons involved.

Form Type: SCHEDULE 13D/A

Filing Date: 2025-06-10

Corporate Action: Acquisition

Type: Update

Accession Number: 000095017025084557

Filing Summary: AE Red Holdings, LLC has filed Amendment No. 7 to Schedule 13D on June 10, 2025, to report that Redwire Corporation entered into Amendment No. 2 to an agreement to acquire Edge Autonomy Intermediate Holdings, LLC. The acquisition will be through mergers outlined in the Amended Merger Agreement, originally dated January 20, 2025, and involves several parties including Edge Autonomy Holdings and Echelon Merger Sub, Inc. The amendment was executed to facilitate this acquisition, which highlights Edge Autonomy as a leading provider of uncrewed airborne system technology. In addition to this, a registration rights coordination agreement was established to address registration issues regarding the Series A Convertible Preferred Stock. This agreement also includes a provision for lock-up agreements by various parties involved in the acquisition following the equity offering and commitments made by the Issuer regarding resale registration statements for the shares issued after the transaction.

Form Type: SCHEDULE 13D/A

Filing Date: 2025-01-22

Corporate Action: Merger

Type: Update

Accession Number: 000095017025007811

Filing Summary: On January 20, 2025, Redwire Corporation entered into a Merger Agreement to acquire Edge Autonomy Intermediate Holdings, LLC, which includes various related entities involved in uncrewed airborne system technology. The Amendment reflects changes in beneficial ownership of shares due to market transactions, assignment of shares from Kirk Konert to AE Industrial Partners, and the issuance of paid-in-kind dividends on Series A Convertible Preferred Stock. The Reporting Persons, who hold substantial shares of the Issuer, will acquire shares of Common Stock related to the Merger Agreement. The common stock outstanding is 81,709,573 shares, factoring in all conversions and warrants. Additionally, a Voting Agreement has been established among the Reporting Persons and Redwire Corp to support the transaction, preventing share transfers until specific conditions are met. This is Amendment No. 5 to the existing Schedule 13D filed on September 2, 2021, and the primary focus is on the merger with Edge Autonomy and related ownership changes.