Sec Form 13D Filing - GSO Altus Holdings LP @ Altus Power, Inc.

Insider filing report for Changes in Beneficial Ownership

Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

Altus Power, Inc.

(Name of Issuer)

Class A Common Stock, $0.0001 par value

(Title of Class of Securities)

02217A102

(CUSIP Number)

John G. Finley
Blackstone Inc., 345 Park Avenue
New York, NY, 10154
(212) 583-5000

Marisa Beeney
Blackstone Alternative Credit Advisors, 345 Park Avenue
New York, NY, 10154
(212) 583-5000

Julian J. Seiguer, P.C,
Kirkland & Ellis LLP, 609 Main Street
Houston, TX, 77002
(713) 836-3600

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

04/16/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on 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 (“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).

SCHEDULE 13D

CUSIP No.

02217A102

Name of reporting person

GSO Altus Holdings LP

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

0.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

0 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

CUSIP No.

02217A102

Name of reporting person

GSO Altus Holdings Associates LLC

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

0.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

0 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

CUSIP No.

02217A102

Name of reporting person

GSO Holdings I L.L.C.

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

0.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

0 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

CUSIP No.

02217A102

Name of reporting person

Blackstone Holdings II L.P.

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

0.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

0 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

CUSIP No.

02217A102

Name of reporting person

Blackstone Holdings I/II GP L.L.C.

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

0.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

0 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

CUSIP No.

02217A102

Name of reporting person

Blackstone Inc.

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

0.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

P ercent of class represented by amount in Row (11)

0 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

CUSIP No.

02217A102

Name of reporting person

Blackstone Group Management L.L.C.

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

0.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

0 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

CUSIP No.

02217A102

Name of reporting person

Stephen A. Schwarzman

Check the appropriate box if a member of a Group (See Instructions)

(a)

(b)

SEC use only

Source of funds (See Instructions)

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Checkbox not checked

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

Aggregate amount beneficially owned by each reporting person

0.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Checkbox not checked

Percent of class represented by amount in Row (11)

0 %

Type of Reporting Person (See Instructions)

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Class A Common Stock, $0.0001 par value

(b)

Name of Issuer:

Altus Power, Inc.

(c)

Address of Issuer's Principal Executive Offices:

2200 Atlantic Street, 6th Floor, Stamford, CONNECTICUT , 06902.

Item 1 Comment:

This Amendment No. 3 ("Amendment No. 3") amends and supplements the Schedule 13D, originally filed on December 17, 2021, as amended by the Amendment No. 1 filed on October 4, 2022, and Amendment No. 2 filed on February 7, 2025. Except as set forth herein, the Schedule 13D remains in full force and effect. Each capitalized term used but not defined herein has the meaning ascribed to such term in the Schedule 13D.

Item 4.

Purpose of Transaction

Item 4 of the Schedule 13D is hereby amended and supplement to add the following at the end thereof:In connection with consummation of the transactions contemplated by the Merger Agreement ("Closing"), the Reporting Persons disposed of all shares of Class A Common Stock in exchange for consideration equal to $5 per share. Following Closing, the Class A Common Stock ceased to be listed or traded on the New York Stock Exchange, and the Issuer became a privately-held company.

Item 5.

Interest in Securities of the Issuer

(a)

Item 5(a) of the Schedule 13D is hereby amended and restated in its entirety as follows:The information set forth in rows (11) and (13) of the cover pages of this Schedule 13D is incorporated by reference into this Item 5.As of the date hereof, none of the Reporting Persons directly or indirectly hold any shares of Class A Common Stock.GSO Altus Holdings Associates LLC is the general partner of GSO Altus Holdings. GSO Holdings I L.L.C. is the managing member of GSO Altus Holdings Associates LLC. Blackstone Holdings II L.P. is the managing member of GSO Holdings I L.L.C. Blackstone Holdings I/II GP L.L.C. is the general partner of Blackstone Holdings II L.P. Blackstone Inc. is the sole member of Blackstone Holdings I/II GP L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

(b)

Item 5(b) of the Schedule 13D is hereby amended and restated in its entirety as follows:The information set forth in rows (7) through (10) of the cover pages of this Schedule 13D is incorporated by reference into this Item 5.

(c)

Item 5(c) of the Schedule 13D is hereby amended and restated in its entirety as follows:Except as set forth in Item 4 hereof, none of the Reporting Persons or, to the best knowledge of the Reporting Persons, has effected any transactions in Class A Common Stock in the past 60 days.

(d)

Not Applicable.

(e)

As a result of the Merger and transactions related thereto, each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the outstanding shares of Class A Common Stock on April 16, 2025.

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.

GSO Altus Holdings LP

Signature:	/s/ Marisa Beeney
Name/Title:	Authorized Signatory
Date:	04/18/2025

GSO Altus Holdings Associates LLC

Signature:	/s/ Marisa Beeney
Name/Title:	Authorized Signatory
Date:	04/18/2025

GSO Holdings I L.L.C.

Signature:	/s/ Marisa Beeney
Name/Title:	Authorized Signatory
Date:	04/18/2025

Blackstone Holdings II L.P.

Signature:	/s/ Victoria Portnoy
Name/Title:	Managing Director - Assistant Secretary
Date:	04/18/2025

Blackstone Holdings I/II GP L.L.C.

Signature:	/s/ Victoria Portnoy
Name/Title:	Managing Director - Assistant Secretary
Date:	04/18/2025

Blackstone Inc.

Signature:	/s/ Victoria Portnoy
Name/Title:	Managing Director - Assistant Secretary
Date:	04/18/2025

Blackstone Group Management L.L.C.

Signature:	/s/ Victoria Portnoy
Name/Title:	Managing Director - Assistant Secretary
Date:	04/18/2025

Stephen A. Schwarzman

Signature:	/s/ Stephen A. Schwarzman
Name/Title:	Stephen A. Schwarzman
Date:	04/18/2025

Comments accompanying signature:

GSO ALTUS HOLDINGS LP By: GSO Altus Holdings Associates LLC. its general partner By: GSO Holdings I L.L.C., its managing member GSO ALTUS HOLDINGS ASSOCIATES LLC By: GSO Holdings I L.L.C., its managing member BLACKSTONE HOLDINGS II L.P. By: Blackstone Holdings I/II GP L.L.C., its general partner

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Sec Form 13D Filing - GSO Altus Holdings LP filing for Altus Power, Inc. (AMPS) - 2025-04-18