Form 4: Sylebra Capital Discloses Convertible Note Holdings in Aeva Technologies
Statement of Changes in Beneficial Ownership
Sylebra Capital LLC, a significant shareholder and director, has reported its beneficial ownership of Aeva Technologies' convertible senior notes.
Summary
- Sylebra Capital LLC, acting as an investment sub-adviser and manager for various funds, has filed a Form 4 detailing its beneficial ownership of Aeva Technologies, Inc. (AEVA) convertible senior notes.
- The filing specifically reports on the 4.375% Convertible Senior Notes due 2032, with an aggregate principal amount of $50,000,000.
- These notes were acquired by Sylebra-managed funds (Solutions Funds) on June 30, 2026, through an in-kind capital contribution from Apollo Contributors.
- The conversion price for these notes is set at $15.86 per share of Common Stock, based on an initial conversion rate of 63.0348 shares per $1,000 principal amount.
- This principal amount is convertible into approximately 3,151,740 shares of Aeva's Common Stock, subject to adjustments.
- Sylebra Capital LLC, along with related entities and its Chief Investment Officer, Daniel Patrick Gibson, may be deemed to share voting and dispositive power over these notes.
- Daniel Patrick Gibson is also a member of Aeva's board of directors.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this filing as neutral, primarily representing a disclosure of existing financial instruments and ownership structures rather than new operational or financial performance data.
Positives
- Sylebra Capital LLC, a 10% owner and director, has disclosed its holdings, providing transparency regarding significant convertible note ownership.
- The convertible notes represent a substantial principal amount of $50,000,000, indicating a significant investment in Aeva Technologies.
- The conversion price of $15.86 per share suggests a potential upside for the notes if Aeva's stock price appreciates significantly above this level.
Negatives
- The filing represents a disclosure of debt instruments that could dilute existing shareholders if converted.
- The transaction involves related parties and fund structures, which can sometimes add complexity to ownership analysis.
Risks
- Potential dilution to existing shareholders if the convertible notes are converted into common stock.
- The value of the convertible notes is subject to market fluctuations and the performance of Aeva Technologies' stock.
- The terms of the Indenture and potential adjustments to the conversion rate could impact the number of shares issuable upon conversion.
Future Outlook
The convertible senior notes are convertible at the option of the holder at any time prior to the business day preceding the maturity date of November 15, 2032. The Issuer also has the option to settle conversions in cash, common stock, or a combination thereof.
Industry Context
StockSavvy.ai notes that the disclosure of significant convertible note holdings by a major investor and director is common in the technology sector, particularly for growth-stage companies like Aeva Technologies. Such instruments are often used to secure capital while offering investors potential equity upside.
Related Party Transactions
- The contribution of $50,000,000 aggregate principal amount of Notes by Apollo Contributors to the Solutions Funds in exchange for Class D limited partner interests.
Stakeholder Impact
- Shareholders: Potential for dilution if the convertible notes are converted into common stock.
- Creditors: The convertible notes represent a form of debt that ranks senior to equity holders in the event of bankruptcy, but subordinate to other senior secured debt.
Next Steps
- Monitoring Aeva Technologies' stock performance to assess the likelihood and impact of convertible note conversion.
- Observing any future transactions or disclosures related to these convertible notes or Sylebra Capital's holdings.
Key Dates
| Date | Description |
|---|---|
| 2025-11-06 | Date of the Indenture governing the convertible senior notes. |
| 2026-06-30 | Date of the Contribution Agreement and the earliest transaction date reported in the filing, when Apollo Contributors contributed notes to Solutions Funds. |
| 2026-07-02 | Date the Form 4 was signed by the reporting person. |
| 2032-11-15 | Maturity Date of the 4.375% Convertible Senior Notes. |
Keywords
Form 4, SEC Filing, Sylebra Capital, Aeva Technologies, AEVA, Convertible Senior Notes, Beneficial Ownership, Securities, Investment, Director, 10% Owner
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