SC 13G/A: Perimeter Solutions, SA

AI Summary

SC 13G/A filing by Perimeter Solutions, SA.

Risk Assessment

Risk Level: low

Key Financial Figures

• $1.00 — ssuer) Ordinary Shares, Nominal Value $1.00 per Share (Title of Class of Securiti

Filing Documents

• prm129243sc13ga2.htm (SC 13G/A) — 69KB
• 0001214659-24-002845.txt ( ) — 71KB

(a)

Item 1(a). Name of Issuer: Perimeter Solutions, SA (the “Issuer”)

(b)

Item 1(b). Address of Issuer’s Principal Executive Offices: 12E rue Guillaume Kroll, L-1882 Luxembourg Grand Duchy of Luxembourg 352 2668 62-1

(a)

Item 2(a). Name of Person Filing: This statement is being jointly filed by: · The WindAcre Partnership LLC, a Delaware limited liability company, (“WindAcre”) · The WindAcre Partnership Master Fund LP, an exempted limited partnership established in the Cayman Islands (“Master Fund”) · Snehal Rajnikant Amin, as the principal beneficial owner of The WindAcre Partnership LLC and the only beneficial owner holding more than 5% (“Mr. Amin”). Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.” WindAcre serves as the investment manager of the Master Fund. Mr. Amin is the managing member of WindAcre. By virtue of these relationships, each of WindAcre and Mr. Amin may be deemed to beneficially own the Issuer’s Common Shares directly owned by the Master Fund.

(b)

Item 2(b). Address of Principal Business Office or, if none, Residence: The principal business address of WindAcre is 2200 Post Oak Blvd., Suite 1580, Houston, Texas 77056. The principal business address of the Master Fund is Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman KY1-9009, Cayman Islands.

(c)

Item 2(c). Citizenship: Mr. Amin is a citizen of the United States of America. WindAcre is a limited liability company formed under the laws of the State of Delaware. The Master Fund is an exempted company formed under the laws of the Cayman Islands.

(d)

Item 2(d). Title of Class of Securities: Ordinary Stock, Nominal Value $1.00 per Share (“Common Shares” or “Shares”)

(e)

Item 2(e). CUSIP Number: L7579L106 Item 3. If this Statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) ¨ Broker or dealer registered under Section 15 of the Act; (b) ¨ Bank as defined in Section 3(a)(6) of the Act; (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act; (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940; (e) x An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) ; (f) ¨ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F) ; (g) ¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G) ; (h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) ¨ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; (j) ¨ A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J) ; (k) ¨ Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K) . If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Page 5 of 8 pages Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount Beneficially Owned: The Master Fund owns 21,600,000 Shares of Class A Common Stock, consisting of 21,600,000 Ordinary Shares directly held. By virtue of their relationships with the Master Fund discussed in further detail in Item 2, each of WindAcre and Mr. Amin may be deemed to beneficially own the Shares owned by the Master Fund. This Schedule 13G reports an aggregate of 21,600,000 Ordinary, consisting of 21,600,000 Ordinary Shares directly held. The filing of this Schedule 13G shall not be