Amended Statement of Ownership (sc 13g/a)
17 February 2021 - 8:36AM
Edgar (US Regulatory)
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UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13G*/
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(Rule 13d-102)
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Under the Securities Exchange
Act of 1934
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(Amendment No. 1)*
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Trepont
Acquisition Corp I
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(Name of Issuer)
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Class A ordinary shares, par value $0.0001 per share
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(Title of Class of Securities)
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G9095M119**
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(CUSIP Number)
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December
31, 2020
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Date of Event Which Requires Filing of the Statement
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Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
*/
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect
to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures
provided in a prior cover page.
** (See
item 2(e))
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).
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CUSIP No. G9095M119
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13G/A
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Page 2 of 14 Pages
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1.
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NAME OF REPORTING PERSON
Citadel Advisors LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
1,224,019 shares
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
See Row 6 above
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
See Row 6 above
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10.
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.3%1
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12.
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TYPE OF REPORTING PERSON
IA; OO; HC
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1
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The percentages reported in this Schedule 13G/A are based upon 23,000,000 Class A ordinary shares outstanding after completion
of the initial public offering (according to the issuer’s Form 8-K as filed with the Securities and Exchange Commission on
December 4, 2020).
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CUSIP No. G9095M119
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13G/A
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Page 3 of 14 Pages
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1.
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NAME OF REPORTING PERSON
Citadel Advisors Holdings LP
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
1,224,019 shares
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
See Row 6 above
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
See Row 6 above
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10.
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.3%
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12.
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TYPE OF REPORTING PERSON
PN; HC
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CUSIP No. G9095M119
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13G/A
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Page 4 of 14 Pages
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1.
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NAME OF REPORTING PERSON
Citadel GP LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
1,224,019 shares
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
See Row 6 above.
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
See Row 6 above.
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10.
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.3%
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12.
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TYPE OF REPORTING PERSON
OO; HC
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CUSIP No. G9095M119
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13G/A
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Page 5 of 14 Pages
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1.
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NAME OF REPORTING PERSON
Citadel Securities LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
7,325 shares
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
See Row 6 above.
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
See Row 6 above.
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10.
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 0.1%
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12.
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TYPE OF REPORTING PERSON
BD, OO
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CUSIP No. G9095M119
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13G/A
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Page 6 of 14 Pages
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1.
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NAME OF REPORTING PERSON
CALC IV LP
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
7,325 shares
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
See Row 6 above.
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
See Row 6 above.
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10.
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 0.1%
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12.
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TYPE OF REPORTING PERSON
PN; HC
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CUSIP No. G9095M119
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13G/A
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Page 7 of 14 Pages
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1.
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NAME OF REPORTING PERSON
Citadel Securities GP LLC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
7,325 shares
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
See Row 6 above.
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
See Row 6 above.
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10.
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 0.1%
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12.
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TYPE OF REPORTING PERSON
OO; HC
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CUSIP No. G9095M119
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13G/A
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Page
8 of 14
Pages
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1.
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NAME OF REPORTING PERSON
Kenneth Griffin
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
0
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6.
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SHARED VOTING POWER
1,231,344 shares
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7.
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SOLE DISPOSITIVE POWER
0
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8.
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SHARED DISPOSITIVE POWER
See Row 6 above
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
See Row 6 above
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10.
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CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.4%
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12.
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TYPE OF REPORTING PERSON
IN; HC
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CUSIP No. G9095M119
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13G/A
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Page
9 of 14
Pages
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Item 1(a)
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Name of Issuer
Trepont Acquisition Corp I
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Item 1(b)
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Address of Issuer’s Principal Executive Offices
Four Embarcadero Center, Suite 1400,
San Francisco, California 94111
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Item 2(a)
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Name of Person Filing
This Schedule 13G is being jointly filed by Citadel Advisors LLC
(“Citadel Advisors”), Citadel Advisors Holdings LP (“CAH”), Citadel GP LLC (“CGP”),
Citadel Securities LLC (“Citadel Securities”), CALC IV LP (“CALC4”), Citadel Securities GP LLC
(“CSGP”) and Mr. Kenneth Griffin (collectively with Citadel Advisors, CAH, CGP, Citadel Securities, CALC4 and
CSGP, the “Reporting Persons”) with respect to Class A ordinary shares of the above-named issuer owned by
Citadel Equity Fund Ltd., a Cayman Islands company (“CEFL”), Citadel Multi-Strategy Equities Master Fund
Ltd., a Cayman Islands company (“CM”), and Citadel Securities.
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Citadel Advisors is the portfolio manager for CEFL and CM. CAH is the sole member of Citadel Advisors. CGP is the general
partner of CAH. CALC4 is the non-member manager of Citadel Securities. CSGP is the general partner of CALC4. Mr. Griffin is
the President and Chief Executive Officer of CGP, and owns a controlling interest in CGP and CSGP.
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The filing of this statement shall not be construed as an admission that any of the Reporting Persons is the beneficial
owner of any securities covered by the statement other than the securities actually owned by such person (if any).
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Item 2(b)
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Address of Principal Business Office
The address of the principal business office of each of the Reporting Persons is 131 S. Dearborn Street, 32nd Floor, Chicago,
Illinois 60603.
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Item 2(c)
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Citizenship
Each of Citadel Advisors, CGP, Citadel Securities and CSGP is organized as a
limited liability company under the laws of the State of Delaware. Each of CALC4 and CAH is organized as a limited
partnership under the laws of the State of Delaware. Mr. Griffin is a U.S. citizen.
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Item 2(d)
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Title of Class of Securities
Class A ordinary shares, par value $0.0001 per share
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Item 2(e)
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CUSIP Number
As of the date of this Schedule 13G, a CUSIP number for the issuer’s
Class A ordinary shares is not available. Initially, each of Class A ordinary shares and warrants to purchase Class A
ordinary shares will trade as a unit. The CUSIP number for the issuer’s units is G9095M119.
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CUSIP No. G9095M119
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13G/A
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Page
10 of 14
Pages
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Item 3
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If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the
person filing is a:
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(a)
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¨
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Broker or dealer registered under Section 15 of the Exchange Act;
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(b)
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Bank as defined in Section 3(a)(6) of the Exchange Act;
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(c)
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Insurance company as defined in Section 3(a)(19) of the Exchange Act;
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(d)
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Investment company registered under Section 8 of the Investment Company Act;
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(e)
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
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(h)
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
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(i)
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A church plan that is excluded from the definition of an investment company under Section
3(c)(14) of the Investment Company Act;
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(j)
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A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
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(k)
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Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
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If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ____________.
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CUSIP No. G9095M119
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13G/A
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Page
11 of 14
Pages
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A.
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Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC
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(a)
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Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC may be deemed to beneficially
own 1,224,019 Class A ordinary shares.
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(b)
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The number of shares that each of Citadel Advisors LLC, Citadel Advisors Holdings LP
and Citadel GP LLC may be deemed to beneficially own constitutes approximately 5.3% of the Class A ordinary shares
outstanding.
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(c)
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Number
of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote: 0
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(ii)
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shared power to vote or to direct the vote: 1,224,019
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(iii)
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sole power to dispose or to direct the disposition of: 0
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(iv)
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shared power to dispose or to direct the disposition of: 1,224,019
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B.
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Citadel
Securities LLC
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(a)
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Citadel Securities LLC may be deemed to beneficially own 7,325 Class A ordinary shares.
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(b)
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The number of shares that Citadel Securities LLC may be deemed to beneficially own constitutes less
than 0.1% of the Class A ordinary shares outstanding.
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(c)
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Number
of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote: 0
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(ii)
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shared power to vote or to direct the vote: 7,325
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(iii)
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sole power to dispose or to direct the disposition of: 0
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(iv)
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shared power to dispose or to direct the disposition of: 7,325
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CUSIP No. G9095M119
|
13G/A
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Page
12 of 14
Pages
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C.
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CALC IV
LP and Citadel Securities GP LLC
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(a)
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Each of CALC IV LP and Citadel Securities GP LLC may be deemed to beneficially own 7,325 Class A ordinary
shares.
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(b)
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The number of shares that each of CALC IV LP and Citadel Securities GP LLC may be deemed to beneficially
own constitutes less than 0.1% of the Class A ordinary shares outstanding.
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(c)
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Number
of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote: 0
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(ii)
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shared power to vote or to direct the vote: 7,325
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(iii)
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sole power to dispose or to direct the disposition of: 0
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(iv)
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shared power to dispose or to direct the disposition of: 7,325
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(a)
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Mr. Griffin may be deemed to beneficially own 1,231,344 Class A ordinary shares.
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(b)
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The number of shares that Mr. Griffin may be deemed to beneficially own constitutes approximately
5.4% of the Class A ordinary shares outstanding.
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(c)
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Number
of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote: 0
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(ii)
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shared power to vote or to direct the vote: 1,231,344
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(iii)
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sole power to dispose or to direct the disposition of: 0
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(iv)
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shared power to dispose or to direct the disposition of: 1,231,344
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CUSIP No. G9095M119
|
13G/A
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Page
13 of 14
Pages
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Item 5
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Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than 5 percent of the class of securities, check the following ¨.
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Item 6
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Ownership of More than Five Percent on Behalf of Another Person
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Not Applicable
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Item 7
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Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding
Company
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See Item 2 above
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Item 8
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Identification and Classification of Members of the Group
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Not Applicable
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Item 9
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Notice of Dissolution of Group
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Not Applicable
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Item 10
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Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above 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.
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CUSIP No. G9095M119
|
13G/A
|
Page
14 of 14
Pages
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After reasonable inquiry
and to the best of its knowledge and belief, the undersigned certify that the information set forth in this statement is true,
complete and correct.
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Dated this 16th day of February, 2021.
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CITADEL SECURITIES LLC
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CITADEL ADVISORS LLC
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By:
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/s/ Guy Miller
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By:
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/s/ Gregory Johnson
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Guy Miller, Authorized Signatory
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Gregory Johnson, Authorized Signatory
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CALC IV LP
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CITADEL ADVISORS HOLDINGS LP
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By:
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/s/ Guy Miller
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By:
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/s/ Gregory Johnson
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Guy Miller, Authorized Signatory
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Gregory Johnson, Authorized Signatory
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CITADEL SECURITIES GP LLC
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CITADEL GP LLC
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By:
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/s/ Guy Miller
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By:
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/s/ Gregory Johnson
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Guy Miller, Authorized Signatory
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Gregory Johnson, Authorized Signatory
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By:
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/s/ Gregory Johnson
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Gregory Johnson, attorney-in-fact*
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*
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Gregory Johnson is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant to a power of attorney previously filed
with the Securities and Exchange Commission, and hereby incorporated by reference herein. The power of attorney was filed as an
attachment to a filing by Citadel Advisors LLC on Schedule 13G for Jaws Acquisition Corp. on February 1, 2021.
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