Factorial Energy Inc. (FAC) SEC Filings

Alyeska Investment Group, L.P., Alyeska Fund GP, LLC and Anand Parekh report a significant ownership position in Factorial Energy Inc. They collectively report beneficial ownership of 7,366,196 shares of Series A Common Stock, representing 8.05% of the class as of 30 June 2026.

This position consists of 6,356,266 shares of Common Stock (including 5,500,000 shares acquired in a private placement and 840,000 founder shares) and 1,009,930 shares issuable upon exercise of warrants. The stake is held by Alyeska Master Fund, L.P., over which Alyeska Investment Group, L.P. exercises voting and investment control. All 7,366,196 shares are reported with shared voting and dispositive power and no sole power. The ownership percentage is based on 91,510,501 shares of Common Stock outstanding as stated in a Form S-1 dated 30 June 2026. Anand Parekh, as CEO of Alyeska Investment Group, L.P., may be deemed a beneficial owner but disclaims beneficial ownership.

Meteora Capital, LLC and Vik Mittal report that they no longer beneficially own any Class A Common Stock of Cartesian Growth Corp III. They disclose beneficial ownership of 0 shares, representing 0% of the class, with no sole or shared voting or dispositive power over any shares.

The reporting is made on behalf of Meteora Capital, as investment manager to certain funds and managed accounts, and Vik Mittal, its managing member. Both now indicate ownership of 5 percent or less of the issuer’s Class A Common Stock.

Factorial Energy Inc. received an updated Schedule 13G/A from Fort Baker Capital Management LP, Steven Patrick Pigott, and Fort Baker Capital, LLC reporting that they no longer beneficially own any Series A Common Stock.

The group reports 0 shares beneficially owned and a 0% ownership stake, with no sole or shared voting or dispositive power. The change follows a June 5, 2026 business combination in which Cartesian Growth Corp III combined with Factorial Energy Inc. and Cartesian Growth Corp III was renamed Factorial Energy Inc.

Cartesian Growth Corporation III received an amended Schedule 13G filing in which Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah report that they now beneficially own 0 Class A ordinary shares of the company. Each filer states 0.0% of the class is beneficially owned, with no sole or shared voting or dispositive power over any Class A ordinary shares. The filers indicate they now hold 5 percent or less of this class of securities.

Highbridge Capital Management, LLC, an investment adviser to certain funds and accounts, amended its Schedule 13G to report that it no longer beneficially owns any Series A Common Stock of Factorial Energy Inc. (f/k/a Cartesian Growth Corporation III). Highbridge reports 0.0% of the class, with no sole or shared voting or dispositive power over any shares.

Factorial Energy Inc. reports unaudited results for the quarter and six months ended June 30, 2026, its first period after completing a de‑SPAC merger with Cartesian Growth Corporation III and PIPE financing. The transaction, accounted for as a reverse recapitalization, generated approximately $112.1 million in gross proceeds, with $20.1 million in transaction costs, and converted all former preferred stock, warrants for preferred stock, and convertible notes into Series A Common Stock. Shares outstanding rose to 91,510,501 Series A and 15,512,742 Series B as of August 7, 2026.

Factorial, an early‑stage solid‑state battery developer, ended June 30, 2026 with $112.8 million in cash and cash equivalents and total assets of $142.7 million, compared with $28.9 million and $62.8 million at December 31, 2025. Management states that, after the de‑SPAC and PIPE proceeds, existing cash is expected to be sufficient to meet working capital and capital expenditure needs for at least twelve months, alleviating prior substantial doubt about going concern.

The company remains loss‑making, with a net loss of $11.3 million for the quarter and $19.9 million for the first half of 2026, versus $10.6 million and $23.4 million in the prior‑year periods. Operating expenses for the six‑month period were $19.5 million, largely research and development and selling, general and administrative costs. Operating cash outflow was $11.4 million for the first half, partly offset by $92.0 million of net financing cash inflows from the recapitalization and PIPE. A new warrant liability for Series A Common Stock of $44.6 million was recognized, and total stockholders’ equity improved from a deficit of $(221.4) million to positive $85.0 million.

Factorial Energy Inc. reported second quarter 2026 results and provided a detailed business update. For the three months ended June 30, 2026, the company recorded operating expenses of $13.0 million and a GAAP net loss of $11.3 million, reflecting ongoing investment in research and development, commercial activities, and operating infrastructure. For the six months ended June 30, 2026, operating expenses were $19.5 million with a GAAP net loss of $19.9 million; non-GAAP operating expenses were $14.5 million.

Capital expenditures for the first half of 2026 totaled $0.6 million, aligned with a capital-light strategy focused on expanding in-house fabrication lines. Cash and cash equivalents were approximately $112.8 million as of June 30, 2026. For full-year 2026, Factorial expects non-GAAP operating expenses of about $40 million and capital expenditures of about $13 million, supporting capacity expansion in phases through the end of 2028.

The company highlighted technology milestones and early commercialization steps, including automotive road testing with Stellantis, flight tests and a strategic partnership with Tulip Tech, its first commercial drone battery order, and an MoU with SK On on scaling solid-state manufacturing. Management expects first commercial revenue in 2027, driven by initial drone and supercar battery programs, and continues to develop its FEST® and Solstice™ solid-state platforms, which have demonstrated 390 Wh/kg energy density with a target of about 450 Wh/kg in drone applications by year-end.

Factorial Energy Inc. is reported to have 8,451,973 shares of Series A common stock beneficially owned by CGC III Sponsor LLC, Pangaea Three-B, LP and Peter Yu, representing 9.2% of the outstanding Series A common stock as of June 5, 2026. These shares reflect SPAC sponsor Class B shares that converted into Series A common stock at the closing of a business combination, shares acquired by Pangaea in a private placement, and additional shares purchased by Pangaea in the open market. A further 4,724,120 shares underlying warrants are excluded from beneficial ownership calculations due to a 4.9% beneficial ownership limitation on warrant exercise. Following the business combination, the issuer changed its name from Cartesian Growth Corporation III to Factorial Energy Inc., and Peter Yu resigned as chairman; the reporting group states it does not hold the shares with the purpose or effect of changing or influencing control.

Factorial Energy Inc. reports that WAVE Equity GP LP and managing directors Mark Robinson, Praveen Sahay and Haskell Crocker are ten percent owners through several investment funds holding its Class A common stock.

The funds hold 10,584,189 Class A shares via WAVE Equity Fund, L.P., 634,715 shares via WAVE Factorial Energy I, LLC, and 255,548 shares via WAVE AAC/LIO Co-Invest III, LLC as of June 5, 2026. Voting and investment power over the general partners of these funds is shared equally among the three managing directors, and each reporting person disclaims beneficial ownership beyond his or its pecuniary interest.