Sec Form 13G Filing - Apollo Management Holdings GP LLC filing for Fisker Inc.Fisker Inc. - 2022-02-14

 

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

 

SCHEDULE 13G 

(Amendment No. 1)*

 

Under the Securities Exchange Act of 1934

 

	Fisker Inc.
	(Name of Issuer)
	Class A common stock, $0.00001 par value per share
	(Title of Class of Securities)
	33813J106
	(CUSIP Number)
	December 31, 2021
	(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨	Rule 13d-1(b)
¨	Rule 13d-1(c)
ý	Rule 13d-1(d)

 

^* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No. 33813J106

 

1		Name of Reporting PersonS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		Spartan Energy Acquisition Sponsor LLC
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
							(a) ¨
							(b) ¨
3		SEC USE ONLY
4		CITIZENship or place of organization
		Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:			5	sole voting power
				0 shares of common stock
			6	shared voting power
				0 shares of common stock
			7	sole dispositive power
				0 shares of common stock
			8	shared dispositive power
				0 shares of common stock
9		aggregate amount beneficially owned by each reporting person
		0 shares of common stock
10		check box if the aggregate amount in row (9) excludes certain shares (See Instructions)					¨
11		percent of class represented by amount in row (9)
		0.0%
12		type of reporting person (See Instructions)
		OO

 

CUSIP No. 33813J106

 

1		Name of Reporting PersonS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		Apollo Natural Resources Partners II, L.P.
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
							(a) ¨
							(b) ¨
3		SEC USE ONLY
4		CITIZENship or place of organization
		Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:			5	sole voting power
				0 shares of common stock
			6	shared voting power
				0 shares of common stock
			7	sole dispositive power
				0 shares of common stock
			8	shared dispositive power
				0 shares of common stock
9		aggregate amount beneficially owned by each reporting person
		0 shares of common stock
10		check box if the aggregate amount in row (9) excludes certain shares (See Instructions)					¨
11		percent of class represented by amount in row (9)
		0.0%
12		type of reporting person (See Instructions)
		PN

 

CUSIP No. 33813J106

 

1		Name of Reporting PersonS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		Apollo Commodities Management, L.P., with respect to Series IV thereof
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
							(a) ¨
							(b) ¨
3		SEC USE ONLY
4		CITIZENship or place of organization
		Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:			5	sole voting power
				0 shares of common stock
			6	shared voting power
				0 shares of common stock
			7	sole dispositive power
				0 shares of common stock
			8	shared dispositive power
				0 shares of common stock
9		aggregate amount beneficially owned by each reporting person
		0 shares of common stock
10		check box if the aggregate amount in row (9) excludes certain shares (See Instructions)					¨
11		percent of class represented by amount in row (9)
		0.0%
12		type of reporting person (See Instructions)
		OO

 

CUSIP No. 33813J106

 

1		Name of Reporting PersonS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		Apollo Commodities Management GP, LLC
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
							(a) ¨
							(b) ¨
3		SEC USE ONLY
4		CITIZENship or place of organization
		Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:			5	sole voting power
				0 shares of common stock
			6	shared voting power
				0 shares of common stock
			7	sole dispositive power
				0 shares of common stock
			8	shared dispositive power
				0 shares of common stock
9		aggregate amount beneficially owned by each reporting person
		0 shares of common stock
10		check box if the aggregate amount in row (9) excludes certain shares (See Instructions)					¨
11		percent of class represented by amount in row (9)
		0.0%
12		type of reporting person (See Instructions)
		OO

 

CUSIP No. 33813J106

 

 

1		Name of Reporting PersonS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		Apollo Management Holdings, L.P.
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
							(a) ¨
							(b) ¨
3		SEC USE ONLY
4		CITIZENship or place of organization
		Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:			5	sole voting power
				0 shares of common stock
			6	shared voting power
				0 shares of common stock
			7	sole dispositive power
				0 shares of common stock
			8	shared dispositive power
				0 shares of common stock
9		aggregate amount beneficially owned by each reporting person
		0 shares of common stock
10		check box if the aggregate amount in row (9) excludes certain shares (See Instructions)					¨
11		percent of class represented by amount in row (9)
		0.0%
12		type of reporting person (See Instructions)
		PN

 

CUSIP No. 33813J106

 

1		Name of Reporting PersonS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
		Apollo Management Holdings GP, LLC
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
							(a) ¨
							(b) ¨
3		SEC USE ONLY
4		CITIZENship or place of organization
		Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:			5	sole voting power
				0 shares of common stock
			6	shared voting power
				0 shares of common stock
			7	sole dispositive power
				0 shares of common stock
			8	shared dispositive power
				0 shares of common stock
9		aggregate amount beneficially owned by each reporting person
		0 shares of common stock
10		check box if the aggregate amount in row (9) excludes certain shares (See Instructions)					¨
11		percent of class represented by amount in row (9)
		0.0%
12		type of reporting person (See Instructions)
		CO

 

 

Item 1.

(a)

Name of Issuer

Fisker Inc.

 

(b)

Address of Issuer’s Principal Executive Offices

1888 Rosecrans Avenue

Manhattan Beach, CA 90266

 

Item 2.

(a)

Name of Person Filing

This statement is filed by (i) Spartan Energy Acquisition Sponsor LLC (“Spartan Energy Sponsor”); (ii) Apollo Natural Resources Partners II, L.P. (“ANRP II”); (iii) Apollo Commodities Management, L.P., with respect to Series IV thereof (“Commodities Management”); (iv) Apollo Commodities Management GP, LLC (“Commodities GP”); (v) Apollo Management Holdings, L.P. (“Management Holdings”); and (vi) Apollo Management Holdings GP, LLC (“Management Holdings GP”). The foregoing are collectively referred to herein as the “Reporting Persons.”

 

ANRP II is the sole member of Spartan Energy Sponsor. Commodities Management is the manager of ANRP II. Commodities GP is the general partner of Commodities Management. Management Holdings is the sole member and manager of Commodities GP. Management Holdings GP is the general partner of Management Holdings.

 

(b)

Address of Principal Business Office or, if none, Residence

The address of the principal bu siness office of each of the Reporting Persons is 9 West 57th Street, 43rd Floor, New York, New York 10019.

 

(c)

Citizenship

Spartan Energy Sponsor, Commodities GP, and Management Holdings GP are each Delaware limited liability companies. ANRP II, Commodities Management, and Management Holdings are each Delaware limited partnerships.

 

(d)

Title of Class of Securities

Class A common stock, $0.00001 par value per share (the “Common Stock”).

 

(e)

CUSIP Number

33813J106

 

 

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

Not applicable.

 

Item 4.

Ownership.

 

Beneficial ownership information is reported as of the date of filing of this Schedule 13G.

 

 

(a)       Amount beneficially owned:

 

Spartan Energy Sponsor			0
ANRP II			0
Commodities Management			0
Commodities GP			0
Management Holdings			0
Management Holdings GP			0

 

ANRP II, Commodities Management, Commodities GP, Management Holdings, and Management Holdings GP, and Messrs. Marc Rowan, Scott Kleinman and James Zelter, the managers, as well as executive officers, of Management Holdings GP, each disclaim beneficial ownership of all shares of Common Stock included in this filing, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose.

 

(b)        Percent of class:

 

Spartan Energy Sponsor			0.0	%
ANRP II			0.0	%
Commodities Management			0.0	%
Commodities GP			0.0	%
Management Holdings			0.0	%
Management Holdings GP			0.0	%

 

The percentages are based on 163,840,984 shares of Common Stock outstanding as of November 11, 2021, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on November 15, 2021.

 

(c)       Number of shares as to which the person has:

 

(i)       Sole power to vote or to direct the vote:

 

0 for all Reporting Persons

 

(ii)       Shared power to vote or to direct the vote:

 

Spartan Energy Sponsor			0
ANRP II			0
Commodities Management			0
Commodities GP			0
Management Holdings			0
Management Holdings GP			0

 

(iii)       Sole power to dispose or to direct the disposition of:

 

0 for all Reporting Persons

 

(iv)       Shared power to dispose or to direct the disposition of:

 

Spartan Energy Sponsor			0
ANRP II			0
Commodities Management			0
Commodities GP			0
Management Holdings			0
Management Holdings GP			0

 

 

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ý

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

Not applicable.

 

Item 10.

Certification.

Not applicable.

 

[The remainder of this page is intentionally left blank.]

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 14, 2022

 

	Spartan Energy Acquisition Sponsor LLC
	By:	AP Spartan Energy Holdings, L.P.,
		its sole member
		By:	Apollo ANRP Advisors II, L.P.,
			its general partner
			By:	Apollo ANRP Capital Management II, LLC,
				its general partner
				By:	/s/ James Elworth
				Name:	James Elworth
				Title:	Vice President

 

	APOLLO NATURAL RESOURCES PARTNERS II, L.P.
	By:	Apollo ANRP Advisors II, L.P.,
		its general partner
		By:	Apollo ANRP Capital Management II, LLC
			its general partner
			By:	/s/ James Elworth
			Name:	James Elworth
			Title:	Vice President

 

	APOLLO COMMODITIES MANAGEMENT, L.P.,
	with respect to Series IV thereof
	By:	Apollo Commodities Management GP, LLC
		its general partner
		By:	/s/ James Elworth
		Name:	James Elworth
		Title:	Vice President

 

 

	APOLLO COMMODITIES MANAGEMENT GP, LLC
	By:	/s/ James Elworth
	Name:	James Elworth
	Title:	Vice President

 

	APOLLO MANAGEMENT HOLDINGS, L.P.
	By:	Apollo Management Holdings GP, LLC,
		its general partner
		By:	/s/ James Elworth
		Name:	James Elworth
		Title:	Vice President

 

	APOLLO MANAGEMENT HOLDINGS GP, LLC
	By:	/s/ James Elworth
	Name:	James Elworth
	Title:	Vice President