Magnetar Reveals 6.35% Passive Stake in FERAU via Schedule 13G

Magnetar Financial LLC and its affiliates have disclosed a 6.35% passive stake in Fifth Era Acquisition Corp I (FERAU) Class A ordinary shares.

Rhea-AI Filing Summary

Magnetar Financial LLC and its affiliates have disclosed a 6.35% passive stake in Fifth Era Acquisition Corp I (FERAU) Class A ordinary shares. A Schedule 13G filed for the 30 June 2025 event date shows the group—Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC and managing member David J. Snyderman—beneficially owns 1,500,000 shares out of ~23.6 million outstanding.

The shares are held across eight Magnetar-advised funds, the largest positions being 330 k in Constellation Master Fund and 300 k in Lake Credit Fund. All voting and dispositive rights are shared; none of the reporting persons holds sole power. The filing asserts the securities were acquired in the ordinary course of business and not to influence control of the SPAC.

Because ownership exceeds the 5 % threshold, Magnetar must report under Rule 13d-1(b)/(c). No other material transactions, earnings data or control-related intentions are disclosed.

Positive

• Institutional support: Magnetar, a well-known alternative asset manager, now owns 6.35 % of FERAU, adding credibility and potentially increasing liquidity.

Negative

• None.

Insights

Securities Analyst

TL;DR: Magnetar’s 1.5 m-share, 6.35 % stake adds an institutional holder but signals passive intent—impact on valuation likely limited.

Magnetar is a multi-strategy alternative manager; its passive accumulation marginally tightens FERAU’s free float and may aid share stability ahead of any future business-combination vote. However, a 6 % position is not large enough to block or dictate deal outcomes. The group’s shared voting power suggests coordinated decision-making across funds, yet the certification confirms no activist agenda. Overall, the disclosure is informational rather than catalytic and should be viewed as neutral for the investment thesis.

Corporate Governance Expert

TL;DR: Filing formalizes Magnetar’s grouping; passive stance limits governance implications.

The Schedule 13G clarifies relationships among Magnetar entities and side-letter funds, satisfying transparency requirements. Because the filing is on Form 13G, not 13D, Magnetar affirms it does not intend to influence control, reducing governance risk for other investors. The consolidated disclosure also avoids fragmented reporting across funds, which regulators scrutinize. From a governance standpoint, the event is routine and non-impactful.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many Fifth Era Acquisition Corp I shares does Magnetar own?

The group reports 1,500,000 Class A shares, equal to 6.35 % of shares outstanding.

Which Magnetar funds hold FERAU stock?

Eight funds including Constellation Master Fund (330 k) and Lake Credit Fund (300 k) collectively hold the shares.

Is Magnetar seeking control of Fifth Era Acquisition Corp I?

No. The Schedule 13G certification states the stake is passive and not intended to influence control.

Does Magnetar have sole voting power over the shares?

No. The filing lists 0 shares with sole voting/dispositive power; all 1.5 m shares are held with shared power.

Why was a Schedule 13G filed instead of 13D?

Because Magnetar qualifies as an investment adviser/holding company with a passive intent, allowing use of Form 13G under Rule 13d-1(b)/(c).

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/08/2025 - 08:45 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

FIFTH ERA ACQUISITION CORP I

(Name of Issuer)

Class A ordinary shares, par value $0.0001

(Title of Class of Securities)

G3415K101

(CUSIP Number)

06/30/2025

(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)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. G3415K101

1

Names of Reporting Persons

MAGNETAR FINANCIAL 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 0.00
6	Shared Voting Power 1,500,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,500,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,500,000.00

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)

6.35 %

12

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13G

CUSIP No. G3415K101

1

Names of Reporting Persons

MAGNETAR CAPITAL PARTNERS LP

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 0.00
6	Shared Voting Power 1,500,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,500,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,500,000.00

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)

6.35 %

12

Type of Reporting Person (See Instructions)

HC, PN

SCHEDULE 13G

CUSIP No. G3415K101

1

Names of Reporting Persons

SUPERNOVA MANAGEMENT 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 0.00
6	Shared Voting Power 1,500,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,500,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,500,000.00

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)

6.35 %

12

Type of Reporting Person (See Instructions)

HC, OO

SCHEDULE 13G

CUSIP No. G3415K101

1

Names of Reporting Persons

DAVID J. SNYDERMAN

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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,500,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,500,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,500,000.00

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)

6.35 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: FIFTH ERA ACQUISITION CORP I
(b)	Address of issuer's principal executive offices: PO Box 1093 Boundary Hall Cricket Square, Grand Cayman, Cayman Islands, 00000
Item 2.
(a)	Name of person filing: This statement is filed on behalf of each of the following person (collectively, the "Reporting Persons"): i) Magnetar Financial LLC ("Magnetar Financial"); ii) Magnetar Capital Partners LP (Magnetar Capital Partners"); iii) Supernova Management LLC ("Supernova Management"); and iv) David J. Snyderman ("Mr. Snyderman"). This statement relates to the Shares (as defined herein) held for Magnetar Constellation Master Fund, Ltd ("Constellation Master Fund"), Magnetar Xing He Master Fund Ltd ("Xing He Master Fund"), Magnetar SC Fund Ltd ("SC Fund"), Purpose Alternative Credit Fund Ltd ("Purpose Credit Fund"), all Cayman Islands exempted companies; Magnetar Structured Credit Fund, LP ("Structured Credit Fund") a Delaware limited partnership; Magnetar Alpha Star Fund LLC ("Alpha Star Fund"), Magnetar Lake Credit Fund LLC ("Lake Credit Fund"), Magnetar Waterfront Series A LLC ("Waterfront Series A Fund), all Delaware limited liability companies; collectively (the "Magnetar Funds"). Magnetar Financial serves as the investment adviser to the Magnetar Funds, and as such, Magnetar Financial exercises voting and investment power over the Shares held for the Magnetar Funds' accounts. Magnetar Capital Partners serves as the sole member and parent holding company of Magnetar Financial. Supernova Management is the general partner of Magnetar Capital Partners. The manager of Supernova Management is Mr. Snyderman.
(b)	Address or principal business office or, if none, residence: The address of the principal business office of each of Magnetar Financial, Magnetar Capital Partners, Supernova Management, and Mr. Snyderman is 1603 Orrington Avenue, 13th Floor, Evanston, Illinois 60201.
(c)	Citizenship: Place of Organization. i) Magnetar Financial is a Delaware limited liability company; ii) Magnetar Capital Partners is a Delaware limited partnership; iii) Supernova Management is a Delaware limited liability company; and iv) Mr. Snyderman is a citizen of the United States of America.
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001
(e)	CUSIP No.: G3415K101
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)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: As of June 30, 2025, each of Magnetar Financial, Magnetar Capital Partners, Supernova Management and Mr. Snyderman held 1,500,000 Shares. The amount consists of (A) 330,000 Shares held for the account of Constellation Master Fund; (B) 300,000 Shares held for the account of Lake Credit Fund; (C) 255,000 Shares held for the account of Structured Credit Fund; (D) 255,000 Shares held for the account of Xing He Master Fund; (E) 165,000 Shares held for the account of Alpha Star Fund; (F) 30,000 Shares held for the account of Purpose Credit Fund; (G) 120,000 Shares held for the account of SC Fund; and (H) 45,000 Shares held for the account Waterfront Series A Fund. The Shares held by the Magnetar Funds represent approximately 6.35% of the total number of Shares outstanding (calculated pursuant to Rule 13d-3(d)(1)(i)) of the outstanding shares of the Issuer).
(b)	Percent of class: As of June 30, 2025, each of the Reporting Persons were deemed to be the beneficial owner constituting approximately 6.35% of the total number of shares outstanding (based upon the information provided by the Issuer in its Form 10-Q filed with the SEC on May 8, 2025, there were approximately 23,600,000 Shares outstanding).
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 1,500,000
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 1,500,000
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 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 or Control Person.
	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.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held 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, other than activities solely in connection with a nomination under ?? 240.14a-11.

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.

MAGNETAR FINANCIAL LLC

Signature:	/s/ Hayley Stein
Name/Title:	Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:	08/08/2025

MAGNETAR CAPITAL PARTNERS LP

Signature:	/s/ Hayley Stein
Name/Title:	Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:	08/08/2025

SUPERNOVA MANAGEMENT LLC

Signature:	/s/ Hayley Stein
Name/Title:	Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:	08/08/2025

DAVID J. SNYDERMAN

Signature:	/s/ Hayley Stein
Name/Title:	Hayley Stein, Attorney-in-fact for David J. Snyderman, Manager of Supernova Management LLC
Date:	08/08/2025

Comments accompanying signature: MAGNETAR FINANCIAL LLC BY: Magnetar Capital Partners LP, its Sole Member BY: Supernova Management LLC, its General Partner MAGNETAR CAPITAL PARTNERS LP By: Supernova Management LLC, its General Partner

Exhibit Information

99.1 Joint Filing Agreement, dated as of August 8, 2025, among the Reporting Persons. 99.2 Power of Attorney, dated as of December 22, 2022 filed by the Reporting Persons on August 8, 2025.