Magnetar Financial LLC - 16 May 2023 Form 3 Insider Report for Churchill Capital Corp VII

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
Issuer symbol
N/A
Transactions as of
16 May 2023
Net transactions value
$0
Form type
3
Filing time
26 May 2023, 16:34:51 UTC
Previous filing
24 Mar 2023
Next filing
14 Jun 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding CVII Class A Common Stock 4,370,571 16 May 2023 See Footnotes F1, F2, F3, F4
holding CVII Class A Common Stock 668,318 16 May 2023 See Footnotes F1, F2, F3, F5
holding CVII Class A Common Stock 1,750,348 16 May 2023 See Footnotes F1, F2, F3, F6
holding CVII Class A Common Stock 1,516,969 16 May 2023 See Footnotes F1, F2, F3, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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 are held directly by Magnetar Constellation Master Fund, Ltd.
F5 These securities are held directly by Magnetar Lake Credit Fund LLC.
F6 These securities are held directly by Magnetar Structured Credit Fund, LP.
F7 These securities are held directly by Magnetar Xing He Master Fund Ltd.

Remarks:

This Form 3 is being filed solely due to the redemption of 79,983,929 shares of the Issuer's Class A Common Stock by Issuer's stockholders on May 16, 2023, after which the Reporting Persons' aggregate beneficial ownership was above 10%. The Reporting Persons have not acquired and have not sold shares of the Issuer's Class A Common Stock since being pushed over 10% due to the redemptions on May 16, 2023. Exhibit 99.1 - Joint Filing Agreement Exhibit 99.2 - Limited Power of Attorney (incorporated by reference to Exhibit 99.2 to the Schedule 13G filed by the Reporting Persons on February 2, 2023).