M&A: Amentum Holdings, Inc.

Form Type: SCHEDULE 13D

Filing Date: 2024-12-23

Corporate Action: Merger

Type: New

Accession Number: 000149315224051925

Comments: This Schedule 13D was filed jointly by several reporting persons including Alan E. Goldberg and various limited liability companies and partnerships. The document outlines the recent merger where Amentum Joint Venture LP merged with Amentum Holdings, Inc. on September 27, 2024, with Amentum Holdings surviving. As consideration, Amentum JV received 90,021,804 common shares, equating to 37.0% ownership immediately after the merger. On December 17, 2024, these shares were distributed in a pro rata manner to Amentum JV's limited partners. The document includes details regarding the composition of the board of directors and rights related to the stockholders, emphasizing the involvement and rights of the Sponsor Stockholders in nominating board members and the outline of the Stockholders Agreement established on the merger closing date. Furthermore, this document reveals implications regarding ownership percentages and the ongoing evaluation of their investments in Amentum Holdings. The report also indicates a potential for future corporate transactions depending on various factors.

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