Filing Details
- Accession Number:
- 0001104659-22-002729
- Form Type:
- 13D Filing
- Publication Date:
- 2022-01-09 19:00:00
- Filed By:
- Riverstone Echo Continuation Holdings, L.p.
- Company:
- Enviva Llc (NYSE:EVVAQ)
- Filing Date:
- 2022-01-10
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Enviva Collateral PledgeCo | 0 | 0 | 0 | 0 | 0 | 0% |
| Enviva Cottondale Acquisition I | 0 | 0 | 0 | 0 | 0 | 0% |
| Riverstone Enviva Holdings GP | 0 | 0 | 0 | 0 | 0 | 0% |
| Riverstone Echo Rollover Holdings | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone Echo Continuation Holdings | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone Echo PF Holdings | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone Echo Rollover GP | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone ECF GP | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone Echo Partners | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone Echo GP | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone Holdings | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone Gower Mgmt Co Holdings | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Riverstone Management Group | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| David M. Leuschen | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
| Pierre F. Lapeyre, Jr | 0 | 27,797,923 | 0 | 27,797,923 | 27,797,923 | 45.6% |
United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)
Enviva Inc.
(Name of Issuer)
Common stock,
par value $0.001 per share
(Title of Class of Securities)
29415B103
(CUSIP Number)
Dianna Rosser Aprile
c/o Riverstone Holdings LLC
712 Fifth Avenue, 36th Floor
New York, NY 10019
(212) 993-0076
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
January 3, 2022
(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. o
| CUSIP No. 29415B103 | 13D | Page 1 of 21 Pages |
| 1 | Names of Reporting Persons
Enviva Collateral PledgeCo, LLC
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO | |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
0
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
0
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
0
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
0%
| |
| 14 | Type of Reporting Person
OO (Delaware limited liability company)
| |
| CUSIP No. 29415B103 | 13D | Page 2 of 21 Pages |
| 1 | Names of Reporting Persons
Enviva Cottondale Acquisition I, LLC
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO | |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
0
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
0
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
0
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
0%
| |
| 14 | Type of Reporting Person
OO (Delaware limited liability company)
| |
| CUSIP No. 29415B103 | 13D | Page 3 of 21 Pages |
| 1 | Names of Reporting Persons
Riverstone Enviva Holdings GP, LLC
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO
| |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
0
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
0
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
0
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares
| ¨ |
| 13 | Percent of Class Represented by Amount in Row (11)
0%
| |
| 14 | Type of Reporting Person
OO (Delaware limited liability company)
| |
| CUSIP No. 29415B103 | 13D | Page 4 of 21 Pages |
| 1 | Names of Reporting Persons
Riverstone Echo Rollover Holdings, L.P.
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨ |
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO
| |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares
| ¨ |
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
PN
| |
| CUSIP No. 29415B103 | 13D | Page 5 of 21 Pages |
| 1 | Names of Reporting Persons
Riverstone Echo Continuation Holdings, L.P.
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨ |
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO
| |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨ | |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨ |
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
PN
| |
| CUSIP No. 29415B103 | 13D | Page 6 of 21 Pages |
| 1 | Names of Reporting Persons Riverstone Echo PF Holdings, L.P. | ||
| 2 | Check the Appropriate Box if a Member of a Group (a) ¨
| ||
| 3 | SEC Use Only | ||
| 4 | Source of Funds (See Instructions)
OO | ||
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| ||
| 6 | Citizenship or Place of Organization
Delaware | ||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0 | |
| 8 | Shared Voting Power
27,797,923 | ||
| 9 | Sole Dispositive Power
0 | ||
| 10 | Shared Dispositive Power
27,797,923 | ||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923 | ||
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
| ||
| 13 | Percent of Class Represented by Amount in Row (11)
45.6% | ||
| 14 | Type of Reporting Person
PN | ||
| CUSIP No. 29415B103 | 13D | Page 7 of 21 Pages |
| 1 | Names of Reporting Persons Riverstone Echo Rollover GP, LLC | ||
| 2 | Check the Appropriate Box if a Member of a Group (a) ¨
| ||
| 3 | SEC Use Only | ||
| 4 | Source of Funds (See Instructions)
OO | ||
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| ||
| 6 | Citizenship or Place of Organization
Delaware | ||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0 | |
| 8 | Shared Voting Power
27,797,923 | ||
| 9 | Sole Dispositive Power
0 | ||
| 10 | Shared Dispositive Power
27,797,923 | ||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923 | ||
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares ¨ | ||
| 13 | Percent of Class Represented by Amount in Row (11)
45.6% | ||
| 14 | Type of Reporting Person
OO (Delaware limited liability company) | ||
| CUSIP No. 29415B103 | 13D | Page 8 of 21 Pages |
| 1 | Names of Reporting Persons Riverstone ECF GP, LLC | ||
| 2 | Check the Appropriate Box if a Member of a Group (a) ¨
| ||
| 3 | SEC Use Only | ||
| 4 | Source of Funds (See Instructions)
OO | ||
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨ | ||
| 6 | Citizenship or Place of Organization
Delaware | ||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0 | |
| 8 | Shared Voting Power
27,797,923 | ||
| 9 | Sole Dispositive Power
0 | ||
| 10 | Shared Dispositive Power
27,797,923 | ||
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923 | ||
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
| ||
| 13 | Percent of Class Represented by Amount in Row (11)
45.6% | ||
| 14 | Type of Reporting Person
OO (Delaware limited liability company) | ||
| CUSIP No. 29415B103 | 13D | Page 9 of 21 Pages |
| 1 | Names of Reporting Persons
Riverstone Echo Partners, L.P.
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO | |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
PN | |
| CUSIP No. 29415B103 | 13D | Page 10 of 21 Pages |
| 1 | Names of Reporting Persons
Riverstone Echo GP, LLC
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO | |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
OO (Delaware limited liability company)
| |
| CUSIP No. 29415B103 | 13D | Page 11 of 21 Pages |
| 1 | Names of Reporting Persons
Riverstone Holdings LLC | |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO | |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
OO (Delaware limited liability company)
| |
| CUSIP No. 29415B103 | 13D | Page 12 of 21 Pages |
| 1 | Names of Reporting Persons
Riverstone/Gower Mgmt Co Holdings, L.P.
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO | |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number
of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
PN
| |
| CUSIP No. 29415B103 | 13D | Page 13 of 21 Pages |
| 1 | Names of Reporting Persons
Riverstone Management Group, L.L.C.
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO | |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
Delaware
| |
| Number
of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
OO (Delaware limited liability company)
| |
| CUSIP No. 29415B103 | 13D | Page 14 of 21 Pages |
| 1 | Names of Reporting Persons
David M. Leuschen
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO | |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
United States
| |
| Number
of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
IN
| |
| CUSIP No. 29415B103 | 13D | Page 15 of 21 Pages |
| 1 | Names of Reporting Persons
Pierre F. Lapeyre, Jr.
| |
| 2 | Check the Appropriate Box if a Member of a Group | (a) ¨ (b) ¨
|
| 3 | SEC Use Only
| |
| 4 | Source of Funds (See Instructions)
OO
| |
| 5 | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
| |
| 6 | Citizenship or Place of Organization
United States
| |
| Number of Shares Beneficially Owned by Each Reporting Person With | 7 | Sole Voting Power
0
|
| 8 | Shared Voting Power
27,797,923
| |
| 9 | Sole Dispositive Power
0
| |
| 10 | Shared Dispositive Power
27,797,923
|
| 11 | Aggregate Amount Beneficially Owned by Each Reporting Person
27,797,923
| |
| 12 | Check if the Aggregate Amount in Row (11) Excludes Certain Shares | ¨
|
| 13 | Percent of Class Represented by Amount in Row (11)
45.6%
| |
| 14 | Type of Reporting Person
IN
| |
| CUSIP No. 29415B103 | 13D | Page 16 of 21 Pages |
Explanatory Note
This Amendment No. 5 (this “Amendment No. 5”) amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission on December 28, 2015 (as amended to date, the “Schedule 13D”) with respect to the common stock, par value $0.001 per share (“Common Stock”) of Enviva Inc. (formerly Enviva Partners, LP) (the “Issuer”). Capitalized terms used in this Amendment and not otherwise defined shall have the same meanings ascribed to them in the Schedule 13D.
Item 1. Security and Issuer.
Item 1 of the Schedule 13D is hereby amended and restated in its entirety as follows:
This Schedule 13D relates to the Common Stock of the Issuer, whose principal executive offices are located at 7272 Wisconsin Ave., Suite 1800, Bethesda, MD 20814.
| Item 2. | Identity and Background. |
Item 2 of the Schedule 13D is hereby amended and restated in its entirety as follows:
The Schedule 13D is being filed by the following persons (each a “Reporting Person” and, collectively, the “Reporting Persons”):
Riverstone Echo Rollover Holdings, L.P. (“Rollover Holdings”)
Riverstone Echo Continuation Holdings, L.P. (“Continuation Holdings”)
Riverstone Echo PF Holdings, L.P. (“PF Holdings”)
Riverstone Echo Rollover GP, LLC
Riverstone ECF GP, LLC
Riverstone Echo Partners, L.P.
Riverstone Echo GP, LLC
Riverstone Holdings LLC
Riverstone/Gower Mgmt Co Holdings, L.P.
Riverstone Management Group, L.L.C.
David M. Leuschen
Pierre F. Lapeyre, Jr.
Mr. Leuschen and Mr. Lapeyre are citizens of the United States of America. Each of the other reporting persons is organized in the State of Delaware. The business address of each of the Reporting Persons is, c/o Riverstone Holdings LLC, 712 Fifth Avenue, 36th Floor, New York, NY 10019. Each of the Reporting Persons is principally engaged in the business of investing in securities, including the securities of the Issuer. Mr. Leuschen and Mr. Lapeyre are also each Founders and Senior Managing Directors of Riverstone Holdings LLC.
| CUSIP No. 29415B103 | 13D | Page 17 of 21 Pages |
| Item 4. | Purpose of the Transaction. |
Item 4 of the Schedule 13D is hereby amended by inserting the following information at the end of Item 4:
The Conversion
On December 30, 2021, the Issuer completed its previously disclosed conversion into a Delaware corporation (the “Conversion”). Pursuant to the Conversion, each outstanding common unit representing a limited partner interest in Enviva Partners, LP was exchanged for one share of Common Stock of the Issuer.
The Restructuring Transactions
On January 3, 2022, the Reporting Persons completed an internal restructuring (the “Restructuring Transactions”). As a result, each of Enviva Collateral PledgeCo, LLC, Enviva Cottondale Acquisition I, LLC, and Riverstone Enviva Holdings GP, LLC ceased to be the beneficial owners of any shares of Common Stock of the Issuer and PF Holdings became the beneficial owner Common Stock as described herein.
General
The Reporting Persons acquired the securities described in this Schedule 13D for investment purposes and intend to review their investments in the Issuer on a continuing basis. Subject to the terms of the Support Agreement, Stockholders Agreement, and Restricted Securities Agreement (each as defined in Amendment No. 4), market conditions, valuations, regulatory approvals and any other approvals, the Reporting Persons may, from time to time and at any time, dispose of any or all of their shares of Common Stock in open market transactions, registered offerings, privately negotiated transactions, or otherwise, or engage in any hedging or similar transactions with respect to such securities.
Subject to the terms of the Support Agreement, Stockholders Agreement, and Restricted Securities Agreements, the Reporting Persons may engage in discussions with management, the Issuer’s board of directors (the “Board”) or other representatives of the Issuer and/or with other holders of securities of the Issuer and, from time to time and at any time, suggest or take a position regarding, or participate in, a variety of matters relating to the Issuer, which may include, among other things, the Issuer’s operations, management, corporate governance, capital structure, control, strategic alternatives, and direction, as well as other potential transactions which relate to or would result in extraordinary corporate transactions, such as a merger, reorganization, or other transaction that could result in the de-listing or de-registration of the Common Stock; sale or acquisition of assets or business; changes to the capitalization or dividend policy of Issuer; or other material changes to the Issuer’s business or corporate structure, including changes to the Issuer’s charter or bylaws or changes in management or the composition of the Issuer’s board of directors. To facilitate their consideration of such matters, the Reporting Persons may retain consultants and advisors and may enter into discussions with potential sources of capital and other third parties. The Reporting Persons may exchange information with any such persons pursuant to appropriate confidentiality or similar agreements. The Reporting Persons will likely take some or all of the foregoing steps at preliminary stages in their consideration of various possible courses of action before forming any intention to pursue any particular plan or direction.
Except as described in this Schedule 13D, the Reporting Persons do not have any present plans or proposals that relate to or would result in any of the actions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D, although, subject to the agreements described herein, the Reporting Persons, at any time and from time to time, may review, reconsider and change their position and/or change their purpose and/or develop such plans and may seek to influence management or the Board with respect to the business and affairs of the Issuer and may from time to time consider pursuing or proposing such matters with advisors, the Issuer or other persons.
| CUSIP No. 29415B103 | 13D | Page 18 of 21 Pages |
| Item 5. | Interest in Securities of the Issuer. |
Item 5 of the Schedule 13D is amended and restated in its entirety as follows:
(a)-(b) The percent of class provided for each Reporting Person below is based on 61,022,931 shares of Common Stock outstanding as of November 19, 2021.
| Reporting Person | Amount beneficially owned | Percent of class | Sole power to vote or to direct the vote | Shared power to vote or to direct the vote | Sole power to dispose or to direct the disposition | Shared power to dispose or to direct the disposition | ||||||||||||||||||
| Enviva Collateral PledgeCo, LLC | 0 | 0 | % | 0 | 0 | 0 | 0 | |||||||||||||||||
| Enviva Cottondale Acquisition I, LLC | 0 | 0 | % | 0 | 0 | 0 | 0 | |||||||||||||||||
| Riverstone Enviva Holdings GP, LLC | 0 | 0 | % | 0 | 0 | 0 | 0 | |||||||||||||||||
| Riverstone Echo Rollover Holdings, L.P. | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone Echo Continuation Holdings, L.P. | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone Echo PF Holdings, L.P. | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone Echo Rollover GP, LLC | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone ECF GP, LLC | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone Echo Partners, L.P. | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone Echo GP, LLC | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone Holdings LLC | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone/Gower Mgmt Co Holdings, L.P. | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Riverstone Management Group, L.L.C. | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| David M. Leuschen | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
| Pierre F. Lapeyre, Jr. | 27,797,923 | 45.6 | % | 0 | 27,797,923 | 0 | 27,797,923 | |||||||||||||||||
Includes 13,424,466 shares of Common Stock held of record by Continuation Holdings, 2,504,508 shares of Common Stock held of record by Rollover Holdings and 11,868,949 shares of Common Stock held of record by PF Holdings. David M. Leuschen and Pierre F. Lapeyre, Jr. are the managing directors of Riverstone Management Group, L.L.C. (“Riverstone Management”), and have or share voting and investment discretion with respect to the securities beneficially owned by Riverstone Management, which is the general partner of Riverstone/Gower Mgmt Co Holdings, L.P., which is the sole member of Riverstone Holdings LLC, which is the sole member of Riverstone Echo GP, LLC, which is the general partner of Riverstone Echo Partners, L.P., which is the sole member of each of Riverstone ECF GP, LLC (“ECF GP”) and Riverstone Echo Rollover GP, LLC (“Echo Rollover GP”). ECF GP is the general partner of each of Continuation Holdings and PF Holdings. Echo Rollover GP is the general partner of Rollover Holdings.
(c) None of the Reporting Persons have effected any transactions in the Common Stock of the Issuer during the 60 days preceding the date of this Amendment No. 5, except as described in Item 4 of this Schedule 13D, which information is incorporated herein by reference, and the acquisition of 107,448 shares upon reinvestment of the Issuer’s dividend paid on November 26, 2021.
| CUSIP No. 29415B103 | 13D | Page 19 of 21 Pages |
(d) None
(e) On January 3, 2022, following the Restructuring Transactions, each of Enviva Collateral PledgeCo, LLC, Enviva Cottondale Acquisition I, LLC, and Riverstone Enviva Holdings GP, LLC ceased to be the beneficial owners of any shares of Common Stock of the Issuer.
| Item 7. | Material to Be Filed as Exhibits. |
Item 7 of the Schedule 13D is amended as follows:
| Exhibit Number | Description of Exhibit | |
| 1 | Joint Filing Agreement |
| CUSIP No. 29415B103 | 13D | Page 20 of 21 Pages |
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information with respect to it set forth in this statement is true, complete and correct.
Dated: January 10, 2022
| ENVIVA COLLATERAL PLEDGECO, LLC |
| By Enviva Cottondale Acquisition I, LLC, its managing member, |
| By Riverstone Echo Continuation Holdings, L.P., its member, |
| By Riverstone ECF GP, LLC, its general partner |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| ENVIVA COTTONDALE ACQUISITION I, LLC |
| By Riverstone Echo Continuation Holdings, L.P., its member, |
| By Riverstone ECF GP, LLC, its general partner |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| RIVERSTONE ENVIVA HOLDINGS GP, LLC |
| By Riverstone ECF GP, LLC, its general partner |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| RIVERSTONE ECHO ROLLOVER HOLDINGS, L.P. |
| By Riverstone Echo Rollover GP, LLC, its general partner |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| RIVERSTONE ECHO CONTINUATION HOLDINGS, L.P. |
| By Riverstone ECF GP, LLC, its general partner |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| RIVERSTONE ECHO PF HOLDINGS, L.P. |
| By Riverstone ECF GP, LLC, its general partner |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| CUSIP No. 29415B103 | 13D | Page 21 of 21 Pages |
| RIVERSTONE ECHO ROLLOVER GP, LLC |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| RIVERSTONE ECF GP, LLC |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| RIVERSTONE ECHO PARTNERS, L.P. |
| By Riverstone Echo GP, LLC, its general partner |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| RIVERSTONE ECHO GP, LLC |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Managing Director |
| RIVERSTONE HOLDINGS LLC |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Authorized Person |
| RIVERSTONE/GOWER MGMT CO HOLDINGS, L.P. |
| By: Riverstone Management Group, L.L.C., its general partner |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Manager |
| RIVERSTONE MANAGEMENT GROUP, L.L.C. |
| By: | /s/ Peter Haskopoulos |
| Name: | Peter Haskopoulos | |
| Title: | Manager |
| /s/ David M. Leuschen | |
| David M. Leuschen | |
| /s/ Pierre F. Lapeyre, Jr. | |
| Pierre F. Lapeyre, Jr. | |