SCHEDULE 13G: Koch Inc. Affiliates Disclose Significant Stake in Li-Cycle Holdings Corp. via Convertible Notes

Affiliates of Koch Inc., including Wood River Capital and Spring Creek Capital, have disclosed beneficial ownership of 5.28% of Li-Cycle Holdings Corp.'s common shares, primarily through convertible notes.

Summary

• Spring Creek Capital, LLC beneficially owns 6,720 common shares of Li-Cycle Holdings Corp., representing 0.02% of the class.
• Wood River Capital, LLC beneficially owns 1,976,654 common shares of Li-Cycle Holdings Corp., representing 5.26% of the class, which are issuable upon conversion of unsecured convertible notes.
• The unsecured convertible notes were issued under a Note Purchase Agreement dated September 29, 2021, with an original principal amount of $100,000,000.
• As of December 31, 2024, the outstanding principal amount of these convertible notes is $133,760,217.
• Koch, Inc. is deemed to beneficially own a total of 1,983,374 common shares, representing 5.28% of Li-Cycle Holdings Corp., through its indirect beneficial ownership of Spring Creek Capital and Wood River Capital.
• The percentage for Wood River Capital and Koch, Inc. is calculated based on 37,579,871 Public Shares deemed outstanding as of January 16, 2025, which includes 35,603,217 shares currently outstanding and 1,976,654 shares issuable upon conversion of the notes.

Sentiment

Score: 5

Explanation: The document is a standard Schedule 13G filing disclosing beneficial ownership, which is a factual and regulatory requirement. It does not contain information that would inherently lead to a positive or negative sentiment beyond confirming an existing significant investor's stake.

Positives

• Confirmation of a significant strategic investor (Koch Inc.) holding a substantial stake in Li-Cycle Holdings Corp.
• The outstanding principal amount of the convertible notes has increased from an original $100 million to $133.76 million, indicating potential additional investment or capitalized accrued interest.

Risks

• The value of the beneficial ownership is subject to the market price fluctuations of Li-Cycle Holdings Corp. common shares.
• Conversion of the unsecured convertible notes could lead to dilution for existing shareholders.

Future Outlook

NA

Industry Context

This filing indicates continued investment interest from large industrial conglomerates like Koch Inc. in the battery recycling sector, represented by Li-Cycle Holdings Corp. This aligns with broader industry trends focusing on sustainable materials and circular economy initiatives for critical battery minerals.

Related Party Transactions

• The filing details the beneficial ownership structure where Koch, Inc. indirectly owns Spring Creek Capital, LLC and Wood River Capital, LLC, which are the direct holders of Li-Cycle shares and convertible notes. This establishes a clear related-party relationship between the reporting entities and the ultimate beneficial owner, Koch, Inc.

Stakeholder Impact

• Shareholders: Potential dilution upon conversion of the unsecured convertible notes held by Wood River Capital, LLC. Confirmation of a significant strategic investor (Koch Inc.) may provide stability or confidence.
• Creditors: The convertible notes represent a form of debt that can convert to equity, impacting the company's capital structure.

Key Dates

Keywords

Li-Cycle Holdings Corp., Koch Inc., Wood River Capital, Spring Creek Capital, SEC filing, Schedule 13G, beneficial ownership, convertible notes, battery recycling, lithium-ion, equity stake