SCHEDULE: Two Seas Capital Discloses 7.8% Stake in Calumet, Inc.
Beneficial Ownership Report
Two Seas Capital LP, along with its affiliates, has reported a 7.8% beneficial ownership stake in Calumet, Inc., totaling 6,752,538 shares as of September 30, 2025.
Summary
- Two Seas Capital LP, Two Seas Capital GP LLC, and Sina Toussi (collectively, the "Reporting Persons") beneficially own 6,752,538 shares of Calumet, Inc. Common Stock.
- This represents 7.8% of Calumet, Inc.'s outstanding Common Stock, calculated based on 86,752,229 shares outstanding as of September 30, 2025.
- The beneficial ownership includes 5,752,538 shares of Common Stock and options to purchase 1,000,000 shares of Common Stock.
- The shares are held by Two Seas Global (Master) Fund LP, for which Two Seas Capital LP acts as the investment adviser.
- The Reporting Persons have sole voting and dispositive power over these 6,752,538 shares.
- The stake was acquired and is held in the ordinary course of business, not for the purpose of changing or influencing control of Calumet, Inc.
Sentiment
Score: 7
Explanation: The disclosure of a 7.8% beneficial ownership by Two Seas Capital LP and its affiliates suggests a notable level of investor confidence in Calumet, Inc. The passive nature of the filing (13G) indicates the stake is held for investment purposes rather than to influence control, which is generally viewed neutrally to positively.
Positives
- A significant institutional investor, Two Seas Capital, has disclosed a 7.8% stake in Calumet, Inc., which may signal investor confidence.
- The stake includes options to purchase 1,000,000 shares, indicating potential for increased future ownership by the Reporting Persons.
Negatives
- The filing itself does not present any direct negative information regarding Calumet, Inc.'s operations or financial health.
Risks
- The filing does not explicitly mention company-specific risks. The primary risk related to this filing is the potential for changes in the Reporting Persons' investment strategy, which could lead to a decrease in their stake.
Future Outlook
The filing does not provide any forward-looking statements or guidance from Calumet, Inc. or the Reporting Persons regarding the issuer's future performance.
Management Comments
- The securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §§ 240.14a-11.
Industry Context
This filing is an ownership disclosure and does not provide information to analyze broader industry trends or competitors. It indicates a significant passive investment in Calumet, Inc. by an investment firm.
Stakeholder Impact
- Shareholders: The disclosure of a significant institutional investor holding a 7.8% stake may instill confidence and potentially attract other investors, positively impacting share price.
- Management: Management may view this as a vote of confidence from a large investor, but also as a watchful eye on company performance.
Next Steps
- The Reporting Persons will continue to monitor their investment in Calumet, Inc.
- Any significant changes in their beneficial ownership (e.g., crossing a 10% threshold or changing investment intent) would require further SEC filings (e.g., Schedule 13D or amendments to 13G).
Key Dates
| Date | Description |
|---|---|
| 09/30/2025 | Date of event requiring the filing of this statement, reflecting the beneficial ownership percentage. |
| 11/07/2025 | Date Calumet, Inc. filed Form 8-K disclosing 86,752,229 shares outstanding, used for percentage calculation. |
| 11/14/2025 | Date the Schedule 13G amendment was signed by the Reporting Persons. |
Recommendation
holdThis Schedule 13G filing primarily discloses a significant passive ownership stake by Two Seas Capital LP and its affiliates in Calumet, Inc. While a 7.8% stake by an institutional investor can be interpreted as a positive signal of confidence, the filing itself does not provide new fundamental information about Calumet, Inc.'s operational performance, financial health, or strategic direction. As such, it does not offer sufficient new data to warrant a 'buy' or 'sell' recommendation based solely on this disclosure. A 'hold' recommendation is appropriate as it acknowledges the presence of a significant investor without suggesting a change in investment thesis based on this specific, non-operational filing. Investors should continue to monitor Calumet, Inc.'s financial reports and strategic announcements for actionable insights.
Keywords
Calumet Inc, Two Seas Capital, Sina Toussi, Schedule 13G, Beneficial Ownership, Common Stock, Investment Adviser, Institutional Investor, Equity Stake
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