Magnetar Financial LLC - Aug 20, 2024 Form 4 Insider Report for Churchill Capital Corp VII (CVII)

Role
10%+ Owner
Signature
/s/ Hayley A. Stein, Attorney-in-Fact for David J. Snyderman, as Manager of Supernova Management LLC, which is the General Partner of Magnetar Capital Partners LP, which is in turn the Sole Member of Magnetar Financial LLC
Stock symbol
CVII
Transactions as of
Aug 20, 2024
Transactions value $
-$90,084,438
Form type
4
Date filed
8/22/2024, 04:21 PM
Previous filing
Jan 18, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CVII Class A Common Stock Other -$47.4M -4.37M -100% $10.85 0 Aug 20, 2024 See Footnotes F1, F2, F3, F4, F8
transaction CVII Class A Common Stock Other -$7.25M -668K -100% $10.85 0 Aug 20, 2024 See Footnotes F1, F2, F3, F5, F8
transaction CVII Class A Common Stock Other -$19M -1.75M -100% $10.85 0 Aug 20, 2024 See Footnotes F1, F2, F3, F6, F8
transaction CVII Class A Common Stock Other -$16.5M -1.52M -100% $10.85 0 Aug 20, 2024 See Footnotes F1, F2, F3, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Magnetar Financial LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Magnetar Financial LLC ("Magnetar Financial") serves as the investment adviser to each of Magnetar Constellation Master Fund, Ltd, a Cayman Islands exempted company, Magnetar Lake Credit Fund LLC, a Delaware limited liability company, Magnetar Structured Credit Fund, LP, a Delaware limited partnership, and Magnetar Xing He Master Fund Ltd, a Cayman Islands exempted company (collectively, the "Magnetar Funds").
F2 Magnetar Capital Partners LP ("Magnetar Capital Partners"), a Delaware limited partnership, is the sole member and parent holding company of Magnetar Financial. Supernova Management LLC ("Supernova Management"), a Delaware limited liability company, is the general partner of Magnetar Capital Partners. The manager of Supernova Management is David J. Snyderman, a citizen of the United States of America.
F3 Each of the Magnetar Funds, Magnetar Financial, Magnetar Capital Partners, Supernova Management and David J. Snyderman disclaims beneficial ownership of these shares of the Issuer's Class A Common Stock.
F4 These securities were held directly by Magnetar Constellation Master Fund, Ltd.
F5 These securities were held directly by Magnetar Lake Credit Fund LLC.
F6 These securities were held directly by Magnetar Structured Credit Fund, LP.
F7 These securities were held directly by Magnetar Xing He Master Fund Ltd.
F8 On August 20, 2024, because the Issuer had not consummated an initial business combination within the time period required by its Amended and Restated Certificate of Incorporation, as amended, the Issuer redeemed all shares of Class A Common Stock issued and outstanding at a redemption price of $10.84572005 per share.

Remarks:

A joint filing agreement was filed as Exhibit 99.1 to the Form 3 jointly filed with the SEC by the Reporting Persons on May 26, 2023 and is incorporated by reference herein.