0001140361-24-001578.txt : 20240109 0001140361-24-001578.hdr.sgml : 20240109 20240109193431 ACCESSION NUMBER: 0001140361-24-001578 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240105 FILED AS OF DATE: 20240109 DATE AS OF CHANGE: 20240109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: bleuacacia sponsor LLC CENTRAL INDEX KEY: 0001842835 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41074 FILM NUMBER: 24524578 BUSINESS ADDRESS: STREET 1: 500 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10110 BUSINESS PHONE: (857) 891-4372 MAIL ADDRESS: STREET 1: 500 FIFTH AVENUE STREET 2: 44TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10110 FORMER NAME: FORMER CONFORMED NAME: bleuacacia sponsor ltd DATE OF NAME CHANGE: 20210127 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: bleuacacia ltd CENTRAL INDEX KEY: 0001843370 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 500 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10110 BUSINESS PHONE: (857) 891-4372 MAIL ADDRESS: STREET 1: 500 FIFTH AVENUE STREET 2: 44TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10110 4 1 form4.xml FORM 4 X0508 4 2024-01-05 0001843370 bleuacacia ltd BLEU 0001842835 bleuacacia sponsor LLC C/O THE KEFFI GROUP LTD. 500 FIFTH AVENUE NEW YORK NY 10110 true false Class A ordinary shares 2024-01-05 4 C 0 3000000 0 A 3000000 D Class B ordinary shares 0 2024-01-05 4 C 0 3000000 0 D Class A Ordinary Shares 3000000 3790000 D In connection with the extraordinary general meeting of the issuer held on January 2, 2024, the Reporting Person converted on a one-for-one basis 3,000,000 Class B ordinary shares, par value $0.0001 per share, of the issuer into Class A ordinary shares, par value $0.0001 per share, of the issuer for no consideration, which consummated on January 5, 2024. As described in the issuer's registration statement on Form S-1 (File No. 333-257240) under the heading "Description of Securities-Founder Shares," the Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustments. The Class B ordinary shares have no expiration date. Jide Zeitlin and at least three other individuals each have voting and dispositive power over the shares owned by bleuacacia sponsor LLC. Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by three or more individuals, and a voting or dispositive decision requires the approval of a majority of those individuals, then none of the individuals is deemed a beneficial owner of the entity's securities. Based upon the foregoing analysis, the aforementioned individuals do not exercise voting or dispositive control over any of the securities held by bleuacacia sponsor LLC, even those in which such person directly holds a pecuniary interest. Accordingly, none of them will be deemed to have or share beneficial ownership of such shares. bleuacacia sponsor LLC, By: /s/Thomas Northover, as attorney-in-fact 2024-01-09