M&A - Bess Lane

Form Type: SCHEDULE 13D/A

Filing Date: 2025-05-13

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025042277

Filing Summary: On May 13, 2025, Lane Bess and Bess Ventures filed a Schedule 13D/A relating to their beneficial ownership of common stock of Blaize Holdings, Inc. The document outlines that the beneficial ownership is approximately 10.8% of the outstanding shares, reflecting their involvement in a Business Combination that closed on January 13, 2025. This agreement involved the acquisition of Blaize, Inc. by BurTech Acquisition Corp. and resulted in Bess Ventures receiving 9,336,751 shares of Blaize Holdings' common stock. The filing discloses that Bess Ventures and the Destin Huang Irrevocable Trust play significant roles in this acquisition, holding substantial shares of the newly formed entity. The summary also highlights prior agreements that pre-date the Business Combination, including various promissory notes involving Bess Ventures and the Sponsor, indicating complex financial arrangements secured by shares of common stock. The report further mentions various investments and future intentions regarding the securities of the issuer, including potential acquisitions or sales depending on market conditions and the issuer's performance. The parties express no current plans that would significantly alter governance or structure but do intend to maintain ongoing assessments of their investments.

Form Type: SCHEDULE 13D

Filing Date: 2025-01-21

Corporate Action: Merger

Type: New

Accession Number: 000121390025004767

Filing Summary: The document outlines the beneficial ownership of shares related to Blaize Holdings, Inc. following a Business Combination Agreement, which closed on January 13, 2025. Lane B. Bess and his entities collectively hold approximately 9.4% of the outstanding shares of Common Stock of the issuer, translating to 9,521,985 shares post-merger. This follows conversions of preferred shares and stock options as stipulated in the Business Combination Agreement. The agreement was initiated on December 22, 2023, involved multiple amendments, and contributed to a significant acquisition of Blaize stock by the reporting persons. They acquired securities for investment purposes and explicitly disclaim beneficial ownership of all shares except those held of record. Furthermore, they may engage in various activities in the coming period related to the issuer's business operations. The report elaborates on additional agreements such as registration rights, lock-up agreements, promissory notes, and a support agreement that facilitated the combination. The document accentuates the ongoing nature of Bess's review of investments in the issuer, highlighting his influence as Chairman of the Board.