SCHEDULE: KKR Entities File Joint Ownership Statement for GMR Solutions

Several KKR-affiliated entities and individuals have filed a joint Schedule 13G statement, disclosing beneficial ownership of over 81% of GMR Solutions Inc.'s Class A common stock.

Summary

• This filing is a joint statement by multiple KKR-related entities and individuals regarding their beneficial ownership of GMR Solutions Inc. Class A common stock.
• As of June 30, 2026, the reporting persons collectively beneficially own approximately 168,027,379.1707 shares, representing 81.1% of the outstanding Class A Common Stock.
• This ownership includes 14,785,611 shares held directly by Pegasus Aggregator Holdco LLC and 153,241,768.1707 warrants to purchase Class A Common Stock held by the same entity.
• The calculation of beneficial ownership is based on 54,011,711 shares of Class A Common Stock outstanding as of June 1, 2026, and assumes the exercise of all warrants held by the reporting persons.
• Several entities, including Pegasus Aggregator Holdco LLC, Pegasus Aggregator Parent LLC, KKR GMR Consolidated Aggregator LLC, KKR North America Fund XI (AMG) LLC, KKR AMG Managing Member LLC, Henry R. Kravis, and George R. Roberts, are listed as reporting persons.
• A minority third-party investor in Pegasus Aggregator Holdco LLC has the right to request the sale of up to 9,935,455.54 shares of Class A Common Stock underlying warrants held by Pegasus Aggregator Holdco LLC, exercisable starting 18 months after the IPO.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a neutral filing, primarily administrative in nature, detailing a joint filing agreement for beneficial ownership disclosure rather than operational or financial performance.

Positives

• Significant beneficial ownership by KKR-affiliated entities indicates strong conviction and potential strategic involvement in GMR Solutions Inc.

Negatives

• The filing does not contain financial performance data, operational updates, or forward-looking statements, limiting insights into the company's current health or future prospects.

Risks

• A minority third-party investor in Pegasus Aggregator Holdco LLC has the right to request the sale of a substantial number of shares, which could impact market supply and price if exercised.
• The high concentration of ownership (81.1%) could limit the free float of shares, potentially affecting liquidity and price discovery.

Future Outlook

No specific future outlook or guidance is provided in this filing, as it pertains to beneficial ownership disclosure.

Management Comments

• Reporting Persons may be deemed to beneficially own an aggregate of 168,027,379.1707 shares of Class A Common Stock representing approximately 81.1% of the outstanding shares of Class A Common Stock of the Issuer calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended.
• Each of Pegasus Aggregator Parent LLC (as the sole member of Pegasus Aggregator Holdco LLC), KKR GMR Consolidated Aggregator LLC (as the sole member of Pegasus Aggregator Parent LLC), KKR North America Fund XI (AMG) LLC (as the managing member of KKR GMR Consolidated Aggregator LLC), KKR AMG Managing Member LLC (as the managing member of KKR North America Fund XI (AMG) LLC) and Messrs. Henry R. Kravis and George R. Roberts (as the sole members of KKR AMG Managing Member LLC) may be deemed to be the beneficial owners of the securities directly held by Pegasus Aggregator Holdco LLC but disclaim beneficial ownership of such securities.
• A minority third-party investor in Pegasus Aggregator Holdco LLC has the right, exercisable beginning 18 months from the closing of the Issuer's initial public offering, to request the sale of up to 9,935,455.54 shares of Class A Common Stock underlying warrants held by Pegasus Aggregator Holdco LLC.

Industry Context

StockSavvy.ai notes that this filing is typical for large investment firms like KKR when they acquire a significant stake or control in a company, indicating a substantial investment or strategic interest in GMR Solutions Inc. The high percentage of ownership suggests a potential for significant influence over the company's direction.

Stakeholder Impact

• Shareholders: The significant ownership by KKR may influence corporate strategy and future decisions, potentially impacting shareholder value. The potential sale of shares by the minority investor could also affect market dynamics.
• Creditors: A stable, significant owner like KKR could be viewed positively, potentially enhancing the company's creditworthiness.
• Employees: Changes in strategic direction driven by a major shareholder could impact employment and company operations.

Next Steps

• The reporting persons will continue to hold and manage their beneficial ownership of GMR Solutions Inc. Class A common stock and warrants.
• The minority third-party investor's right to request a sale of shares may lead to future market activity.

Key Dates

Keywords

beneficial ownership, Schedule 13G, KKR, GMR Solutions Inc., warrants, Class A Common Stock, joint filing