SCHEDULE 13D/A: Koch Entities Divest Significant Stake in FREYR Battery, Ceasing Over 5% Beneficial Ownership

Koch, Inc. and its affiliates, including Wood River Capital, LLC, have significantly reduced their holdings in FREYR Battery, Inc., falling below the 5% beneficial ownership threshold and filing their final Schedule 13D amendment.

Summary

• Wood River Capital, LLC and Koch, Inc., along with other affiliated entities (collectively, the "Reporting Persons"), have ceased to be beneficial owners of more than five percent of FREYR Battery, Inc.'s Public Shares as of January 3, 2025.
• The Reporting Persons now hold 7,167,835 Public Shares, representing approximately 4.60% of the outstanding Public Shares.
• This filing, Amendment No. 5, serves as the final amendment to their Schedule 13D and constitutes an exit filing for each Reporting Person.
• The percentage of outstanding shares is calculated based on 155,928,253 Public Shares, which includes 140,490,406 shares outstanding as of November 8, 2024, and an additional 15,437,847 shares issued on December 27, 2024.
• The Reporting Persons conducted multiple sales of Public Shares between November 7, 2024, and January 6, 2025, at weighted average prices ranging from $2.36 to $3.01 per share.

Sentiment

Score: 3

Explanation: The sentiment is negative as a major institutional investor has significantly reduced its stake and exited its position as a >5% beneficial owner, which can be interpreted as a lack of confidence in the company's future performance or valuation.

Negatives

• A significant reduction in stake by a major institutional investor (Koch entities) could signal a lack of confidence in the company's future prospects or valuation.
• The divestment of shares by a large holder may put downward pressure on the stock price due to increased supply in the market.

Risks

• The exit of a major beneficial owner like Koch could be perceived negatively by other investors, potentially leading to a decline in investor confidence and share price.
• The market may interpret the divestment as a signal of underlying issues or a less favorable outlook for FREYR Battery, even if not explicitly stated in the filing.

Future Outlook

The document does not contain any forward-looking statements or guidance from FREYR Battery, Inc. It primarily details the divestment of shares by the Reporting Persons.

Industry Context

This filing is a disclosure of a change in beneficial ownership by a significant investor and does not provide direct analysis of broader industry trends or competitors. However, a major investor's divestment in a battery technology company could be viewed in the context of the evolving and competitive energy storage sector.

Stakeholder Impact

• Shareholders: May experience negative sentiment and potential downward pressure on share price due to the divestment by a major investor.
• Management: May face increased scrutiny regarding the company's performance and strategic direction following a significant investor's exit.

Next Steps

• The Reporting Persons have filed their final amendment to Schedule 13D, indicating no further filings are expected from them regarding their beneficial ownership of FREYR Battery, Inc. unless their stake again exceeds 5%.

Key Dates

Recommendation

Keywords

FREYR Battery, Koch Inc., Wood River Capital, Schedule 13D, beneficial ownership, share sale, divestment, exit filing, institutional investor