M&A: Complete Solaria, Inc.

Form Type: 424B5

Filing Date: 2024-12-30

Corporate Action: Acquisition

Type: New

Accession Number: 000121390024113198

Comments: Complete Solaria, Inc. has filed a prospectus related to a Controlled Equity OfferingSM Sales Agreement dated December 19, 2024, with Cantor Fitzgerald & Co. The company aims to sell shares of its common stock with an aggregate offering price up to $50 million. The offering is described as an 'at the market offering' which may fluctuate based on market conditions, with no specific minimum or maximum sales price for the shares. Recent activity includes the acquisition of certain assets from SunPower Corporation, which was completed under a bankruptcy proceeding related to SunPower's Chapter 11 filing. The acquired assets pertain to SunPower's Blue Raven Solar business. The prospectus outlines risks associated with the investment, including potential dilution and reliance on market conditions affecting share pricing. The document includes details on the intended use of proceeds from the offering, financial risks, and regulatory conditions. As of the last report on December 16, 2024, the company's stock was trading at $1.66 per share, indicating the market price and context for this offering. Moreover, information relevant to shareholders and potential investors is highlighted, encouraging thorough examination of associated risks and the company's strategic ambitions following its recent restructuring and asset acquisition activities.

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Form Type: POS AM

Filing Date: 2024-12-30

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390024113201

Comments: Complete Solaria, Inc. filed a Post-Effective Amendment No. 1 to its Form S-1 on Form S-3, amending its Registration Statement originally declared effective on July 30, 2024. This amendment updates the registration statement, allowing for a conversion into a registration statement on Form S-3 and updating related information. No new securities are being registered under this amendment. This filing follows the company's acquisition of assets from SunPower Corporation, which was prompted by SunPower's Chapter 11 bankruptcy filing. The acquired assets relate to SunPower's Blue Raven Solar business and other associated operations. This acquisition was finalized on September 30, 2024, following approval by the bankruptcy court on September 23, 2024.

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Form Type: S-3

Filing Date: 2024-12-30

Corporate Action: Acquisition

Type: New

Accession Number: 000121390024113194

Comments: Complete Solaria, Inc. is filing a registration statement under the Securities Act of 1933. The company, which was formerly known as Freedom Acquisition I Corp., has undergone a significant business combination and recently completed the acquisition of certain assets from SunPower Corporation's Blue Raven Solar business on September 30, 2024. The acquisition was part of a voluntary petition by SunPower under Chapter 11, approved by the Bankruptcy Court. The registration statement pertains to the issuance of up to 12,416,071 shares of common stock, which includes shares issuable upon the exercise of warrants and shares previously issued in private placements. The company is categorized as a smaller reporting and emerging growth company and is electing to comply with reduced disclosure obligations. The last reported sale prices for the company's common stock and warrants were $1.81 and $0.07, respectively, as of December 24, 2024.

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