Johnson Cole Wayne Files 13D for Bitech Technologies

TL;DR

**Bitech Technologies (BTTC) 13D filed by Johnson Cole Wayne. Ownership change incoming.**

AI Summary

On April 24, 2024, Johnson Cole Wayne filed a Schedule 13D for Bitech Technologies Corp, indicating a change in beneficial ownership. The filing was made from Fort Worth, Texas, with a business address at 777 Main Street, Suite 3000. Bitech Technologies Corp is incorporated in Delaware and operates in the electric services sector.

Why It Matters

This filing signals a potential shift in control or significant investment in Bitech Technologies Corp, which could impact its stock price and strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or changes in control, which can introduce volatility.

Key Players & Entities

• Johnson Cole Wayne (person) — Filer of the Schedule 13D
• Bitech Technologies Corp (company) — Subject company of the filing
• 777 Main Street, Suite 3000, Fort Worth, TX 76102 (address) — Mailing address for the filer
• 895 Dove Street, Suite 300, Newport Beach, CA 92660 (address) — Business and mailing address for Bitech Technologies Corp
• April 24, 2024 (date) — Date of the event requiring the filing

FAQ

Key Financial Figures

• $0.001 — TION (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securiti
• $0.50 — the first 1/5th of the granted Options, $0.50 per share of Common Stock which may be
• $0.75 — he second 1/5th of the granted Options, $0.75 per share of Common Stock which may be
• $1.00 — the third 1/5th of the granted Options, $1.00 per share of Common Stock which may be
• $1.25 — he fourth 1/5th of the granted Options, $1.25 per share of Common Stock which may be
• $1.50 — the final 1/5th of the granted Options, $1.50 per share of Common Stock which may be
• $9,825,000 — BESS Development Fees . The sum of (i) $9,825,000 for prior actions of affiliates of Ener
• $0.03 — dquo;BESS Initial Fee”); and (ii) $0.03 per watt for each applicable BESS Devel
• $19,200,000 — Solar Development Fees . The sum of (i) $19,200,000 for prior actions of affiliates of Ener
• $0.02 — ercent (50%) of the gross margin or (b) $0.02 per watt in cash, subject to such Other
• $5,000,000 — suer receiving net proceeds of at least $5,000,000, and at such time 15% of the proceeds f
• $240,000 — ovide respectively for a base salary of $240,000 for Mr. Tran and an award of stock opti
• $200,000 b — n Award Agreement discussed below and a $200,000 base salary for Mr. Johnson and an award

Filing Documents

• formsc13d.htm (SC 13D) — 141KB
• ex99-1.htm (EX-99.1) — 8KB
• 0001493152-24-018725.txt ( ) — 151KB

Business

Business Combination In connection with the Issuer’s acquisition of Emergen Energy LLC, a Delaware limited liability company (“Emergen”) on April 24, 2024 (the “Closing”), the Issuer exchanged 222,222,000 unregistered shares of its Common Stock for 100% of Emergen’s equity interests held by C & C Johnson Holdings LLC (“C & C”) pursuant to the terms of a Membership Interest Purchase Agreement (the “MIPA”) entered into among, the Issuer, Emergen, Bridgelink Development, LLC, a Delaware limited liability company (“Bridgelink”) and C & C, the sole member of Bridgelink dated April 14, 2024 (the “Business Combination”). On April 24, 2024, the Issuer, Emergen, Bridgelink and C&C entered into Amendment No. 1 to the MIPA (the “Amendment”). Due to inadvertent administrative error, the Reporting Persons failed to timely file this Schedule 13D to report its acquisition of the Common Stock. The Amendment provides that instead of expanding the Company’s Board of Directors (the “Board”) to five persons upon the closing of the Business Combination, the size of the Board will be expanded to four persons and name Mr. Johnson to the Board as of the date of the Closing. In addition, the Amendment requires the Company to expand the size of the Board to five persons, and thereafter to name to the Board two persons as named by the Issuer, two persons as named by Bridgelink, and one person jointly selected by the Company and Bridgelink, which person shall meet the requirements of being an “independent director” pursuant to the rules and regulations of the Nasdaq Stock Market. This Schedule 13D is being filed to, among other things, reflect and report the shares of the Company’s Common Stock issued as a result of the Business Combination. Option Agreement On April 24, 2024 (the “Award Date”), the Issuer entered into Option Agreement (the &

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct. Dated: May 10, 2024 C & C Johnson Holdings LLC By: /s/ Cole W. Johnson Cole W. Johnson, Manager COLE W. JOHNSON By: /s/ Cole W. Johnson Cole W. Johnson

View Full Filing

View this SC 13D filing on SEC EDGAR