0000902664-24-001619.txt : 20240214 0000902664-24-001619.hdr.sgml : 20240214 20240214094818 ACCESSION NUMBER: 0000902664-24-001619 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20240214 DATE AS OF CHANGE: 20240214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Mativ Holdings, Inc. CENTRAL INDEX KEY: 0001000623 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 621612879 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-48407 FILM NUMBER: 24633279 BUSINESS ADDRESS: STREET 1: 100 NORTH POINT CENTER EAST STREET 2: SUITE 600 CITY: ALPHARETTA STATE: GA ZIP: 30022-8246 BUSINESS PHONE: 8005140186 MAIL ADDRESS: STREET 1: 100 NORTH POINT CENTER EAST STREET 2: SUITE 600 CITY: ALPHARETTA STATE: GA ZIP: 30022-8246 FORMER COMPANY: FORMER CONFORMED NAME: SCHWEITZER MAUDUIT INTERNATIONAL INC DATE OF NAME CHANGE: 19950914 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Boundary Creek Advisors LP CENTRAL INDEX KEY: 0001771944 ORGANIZATION NAME: IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 340 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10173 BUSINESS PHONE: 212-503-6260 MAIL ADDRESS: STREET 1: 340 PARK AVENUE, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10173 SC 13G 1 p24-0781sc13g.htm

 

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G
 
 
Under the Securities Exchange Act of 1934
 
(Amendment No.  )*
 

Mativ Holdings, Inc.

(Name of Issuer)
 

Common stock, par value $0.10 per share

(Title of Class of Securities)
 

808541106

(CUSIP Number)
 

December 31, 2023

(Date of event which requires filing of this statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:
 
x Rule 13d-1(b)
¨ Rule 13d-1(c)
¨ Rule 13d-1(d)
 
(Page 1 of 7 Pages)

 

______________________________

* 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 (the "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. 808541106

13GPage 2 of 7 Pages

 

1

NAMES OF REPORTING PERSONS

Boundary Creek Advisors LP

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(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 -

6

SHARED VOTING POWER

3,800,054 (including 2,610,200 shares of Common Stock underlying call options)

7

SOLE DISPOSITIVE POWER

- 0 -

8

SHARED DISPOSITIVE POWER

3,800,054 (including 2,610,200 shares of Common Stock underlying call options)

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,800,054 (including 2,610,200 shares of Common Stock underlying call options)

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.0%

12

TYPE OF REPORTING PERSON

IA, PN

         

 

CUSIP No. 808541106

13GPage 3 of 7 Pages

 

1

NAMES OF REPORTING PERSONS

Peter Greatrex

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

- 0 -

6

SHARED VOTING POWER

3,800,054 (including 2,610,200 shares of Common Stock underlying call options)

7

SOLE DISPOSITIVE POWER

- 0 -

8

SHARED DISPOSITIVE POWER

3,800,054 (including 2,610,200 shares of Common Stock underlying call options)

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,800,054 (including 2,610,200 shares of Common Stock underlying call options)

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.0%

12

TYPE OF REPORTING PERSON

IN

         

 

CUSIP No. 808541106

13GPage 4 of 7 Pages

 

 

Item 1(a). NAME OF ISSUER.
   
  The name of the Issuer is Mativ Holdings, Inc. (the “Company”).

 

Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
   
  The Company’s principal executive offices are located at 100 Kimball Pl, Suite 600, Alpharetta, GA 30009.
Item 2(a). NAME OF PERSON FILING:

 

  This statement is filed by:

 

  (i)

Boundary Creek Advisors LP (the "Investment Manager"), a Delaware limited partnership, and the investment adviser to Boundary Creek Master Fund LP (the "Boundary Creek Fund"), with respect to the shares of Common Stock (as defined in Item 2(d) below) directly held by (and underlying call options directly held by) the Boundary Creek Fund; and

   
   (ii) Mr. Peter Greatrex  ("Mr. Greatrex"), the managing member of Boundary Creek Partners LLC, the general partner of the Investment Manager, with respect to the shares of Common Stock directly held by (and underlying call options directly held by) the Boundary Creek Fund.

 

  The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
   
  The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock reported herein.  

 

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

 

  The address of the business office of each of the Reporting Persons is 340 Madison Avenue, 12th Floor, New York, NY 10173.

 

Item 2(c). CITIZENSHIP:

 

  The Investment Manager is a Delaware limited partnership. Mr. Greatrex is a citizen of the United States.

 

Item 2(d). TITLE OF CLASS OF SECURITIES:
   
  Common stock, par value $0.10 per share (the “Common Stock”).

 

 

CUSIP No. 808541106

13GPage 5 of 7 Pages

 

Item 2(e). CUSIP NUMBER:
   
  808541106

 

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 (15 U.S.C. 78o);
  (b) ¨ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);
  (c) ¨ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
  (d) ¨ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
  (e) x Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
  (f) ¨

Employee benefit plan or endowment fund in accordance with

Rule 13d-1(b)(1)(ii)(F);

 

  (g) x

Parent holding company or control person in accordance with

Rule 13d-1(b)(1)(ii)(G);

  (h) ¨

Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

  (i) ¨

Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);

 

  (j) ¨ Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
  (k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

 

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please

specify the type of institution: __________________________________________

   

 

Item 4. OWNERSHIP.

 

   

The information required by Items 4(a) - (c) is set forth in Rows 5 - 11 of the cover page for each of the Reporting Persons and is incorporated herein by reference.

 

The percentages set forth herein are calculated based upon 54,200,680 shares of Common Stock outstanding as of November 6, 2023, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023, filed with the Securities and Exchange Commission on November 9, 2023.

 

 

CUSIP No. 808541106

13GPage 6 of 7 Pages

 

Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
   
  Not applicable.

 

Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
   
  See Item 2.  The Boundary Creek Fund has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein.  

 

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.  
   
  Each of the Reporting Persons hereby makes the following certification:
   
  By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

CUSIP No. 808541106

13GPage 7 of 7 Pages

 

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct.

Date:  February 14, 2024  
  BOUNDARY CREEK ADVISORS LP
  BY: BOUNDARY CREEK PARTNERS LLC, ITS GENERAL PARTNER
   
  By:  /s/ David O’Mara                                                
  Name:  David O’Mara                                                
  Title:    General Counsel & Chief Compliance Officer
   
   
   /s/ Peter Greatrex                                                
   Peter Greatrex
   
   
     

 

 

 

EX-99.1 2 p24-0781exhibit99.htm JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13D-1(K)

 

EXHIBIT 99.1

JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(k)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

Date:  February 14, 2024  
  BOUNDARY CREEK ADVISORS LP
  BY: BOUNDARY CREEK PARTNERS LLC, ITS GENERAL PARTNER
   
  By:  /s/ David O’Mara                                                
  Name:  David O’Mara                                                
  Title:    General Counsel & Chief Compliance Officer
   
   
   /s/ Peter Greatrex                                                
   Peter Greatrex