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Avondale/Streeterville Disclose 1.94M FGL Shares, 9.99% Cap

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Founder Group Ltd filings show that Avondale Capital, LLC and related reporting persons beneficially own 1,939,587 ordinary shares, representing 9.99% of the 19,415,289 shares outstanding reported on May 19, 2025. The stake is held directly by Avondale and is beneficially reported by Streeterville Capital LLC, Streeterville Management LLC and John M. Fife through their ownership and management relationships. The position arises under a Pre-Paid Purchase agreement that includes a contractual ownership cap set at 9.99%. The filers certify the shares were not acquired to change or influence control.

Positive

  • Material stake disclosure: beneficial ownership of 1,939,587 shares equals 9.99%
  • Clear ownership chain: Avondale, Streeterville entities, and John M. Fife disclose their relationships and roles
  • Contractual cap defined: Pre-Paid Purchase limits ownership to 9.99%, reducing surprise accumulation
  • Non-control certification: Filers certify the shares were not acquired to change or influence control

Negative

  • Near-10% threshold: stake approaches the common regulatory/attention level and may restrict additional purchases
  • Dependence on prior share count: percent calculation uses the May 19, 2025 outstanding share number; changes in share count could alter the percent
  • Potential trigger for active reporting: any change in intent or additional purchases could require conversion to a Schedule 13D

Insights

Stake disclosure shows a near-10% capped economic position without control intent.

The report documents a 1,939,587-share economic interest that equals 9.99% of the company based on the May 19, 2025 share count. The position is held under a Pre-Paid Purchase arrangement subject to a contractual ownership cap, which limits the holder from exceeding 9.99%.

The filing includes a certification that the stake was not acquired to change or influence control, reducing immediate governance risk. Monitor any amendment filings or Form 13D conversions if the cap changes or if purchases approach the contractual limit within the next 30–90 days.

Disclosure aligns with Schedule 13G reporting standards for passive holdings under a contractual cap.

The group structure is disclosed: Avondale holds the shares, Streeterville entities and John M. Fife report indirect beneficial ownership through managerial and membership relationships. The report checks the Schedule 13G pathway and includes the required certification about non-control intent.

Key compliance items to watch are any conversion to Schedule 13D if intent changes and any filings that update the outstanding share count or the contractual cap within the next quarter.






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




Comment for Type of Reporting Person: Reporting person Avondale Capital, LLC ("Avondale") has rights, under a Pre-Paid Purchase #1, to own an aggregate number of shares of the Issuer's Ordinary Shares which, except for a contractual cap on the amount of outstanding shares that Avondale may own, would exceed such a cap. Avondale's current ownership cap is 9.99%. Thus, the number of shares of the Issuer's Ordinary Shares beneficially owned by Avondale as of the date of this filing was 1,939,587 shares, which is 9.99% of the 19,415,289 shares outstanding on May 19, 2025 (as reported in the Issuer's Form 424(b)(1) filed on May 27, 2025). To clarify, the Form line 11 is limited to displaying only the tenth decimal place, but the ownership limitation prescribed in the agreement is 9.99%.


SCHEDULE 13G




Comment for Type of Reporting Person: Reporting Person Streeterville Capital, LLC is the sole member of Avondale. Avondale has rights, under a Pre-Paid Purchase #1, to own an aggregate number of shares of the Issuer's Ordinary Shares which, except for a contractual cap on the amount of outstanding shares that Avondale may own, would exceed such a cap. Avondale's current ownership cap is 9.99%. Thus, the number of shares of the Issuer's Ordinary Shares beneficially owned by Avondale as of the date of this filing was 1,939,587 shares, which is 9.99% of the 19,415,289 shares outstanding on May 19, 2025 (as reported in the Issuer's Form 424(b)(1) filed on May 27, 2025). To clarify, the Form line 11 is limited to displaying only the tenth decimal place, but the ownership limitation prescribed in the agreement is 9.99%.


SCHEDULE 13G




Comment for Type of Reporting Person: Reporting Person Streeterville Management, LLC is the manager of Streeterville Capital, LLC, which is the sole member of Avondale. Avondale has rights, under a Pre-Paid Purchase #1, to own an aggregate number of shares of the Issuer's Ordinary Shares which, except for a contractual cap on the amount of outstanding shares that Avondale may own, would exceed such a cap. Avondale's current ownership cap is 9.99%. Thus, the number of shares of the Issuer's Ordinary Shares beneficially owned by Avondale as of the date of this filing was 1,939,587 shares, which is 9.99% of the 19,415,289 shares outstanding on May 19, 2025 (as reported in the Issuer's Form 424(b)(1) filed on May 27, 2025). To clarify, the Form line 11 is limited to displaying only the tenth decimal place, but the ownership limitation prescribed in the agreement is 9.99%.


SCHEDULE 13G




Comment for Type of Reporting Person: Reporting Person John M Fife is the sole member of Streeterville Management, LLC which is the manager of Streeterville Capital, LLC, which is the sole member of Avondale. Avondale has rights, under a Pre-Paid Purchase #1, to own an aggregate number of shares of the Issuer's Ordinary Shares which, except for a contractual cap on the amount of outstanding shares that Avondale may own, would exceed such a cap. Avondale's current ownership cap is 9.99%. Thus, the number of shares of the Issuer's Ordinary Shares beneficially owned by Avondale as of the date of this filing was 1,939,587 shares, which is 9.99% of the 19,415,289 shares outstanding on May 19, 2025 (as reported in the Issuer's Form 424(b)(1) filed on May 27, 2025). To clarify, the Form line 11 is limited to displaying only the tenth decimal place, but the ownership limitation prescribed in the agreement is 9.99%.


SCHEDULE 13G



Avondale Capital, LLC
Signature:John Fife
Name/Title:President
Date:10/10/2025
Streeterville Capital LLC
Signature:John Fife
Name/Title:President
Date:10/10/2025
Streeterville Management, LLC
Signature:John Fife
Name/Title:President
Date:10/10/2025
John M. Fife
Signature:John Fife
Name/Title:John Fife
Date:10/10/2025

FAQ

What stake does Avondale Capital report in Founder Group Ltd (FGL)?

Avondale Capital reports beneficial ownership of 1,939,587 shares, equal to 9.99% of the 19,415,289 shares outstanding as of May 19, 2025.

Who else is listed on the Schedule 13G/A besides Avondale Capital?

The filing also lists Streeterville Capital LLC, Streeterville Management LLC, and John M. Fife as reporting persons who disclose indirect beneficial ownership through their relationships to Avondale.

Why is the ownership percentage shown as 9.99%?

The position arises under a Pre-Paid Purchase agreement that includes a contractual ownership cap limiting Avondale's ownership to 9.99%; the filing notes the Form line displays only the tenth decimal, but the cap is 9.99%.

Did the filers state any intention to influence control of Founder Group Ltd?

No. The filing includes a certification that the securities were not acquired and are not held to change or influence control of the issuer.

What could trigger additional disclosure after this Schedule 13G filing?

Conversion to a Schedule 13D would be required if the reporting persons acquire the securities for the purpose of changing or influencing control or if the non-passive status of the position changes.
Founder Group Ltd

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