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Filing Details

Accession Number:: 0001209191-22-021399
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-03-28 21:49:59
Reporting Period:: 2022-03-25

Accepted Time:: 2022-03-28 21:49:59
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1823766	Archaea Energy Inc.	LFG	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1494533	Eif United States Power Fund Iv, L.p.	C/O Ares Management Llc Three Charles River Place, Suite 101 Needham MA 02494	Yes	No	Yes	No
1683439	United States Power Fund Iii, L.p.	C/O Ares Management Llc Three Charles River Place, Suite 101 Needham MA 02494	Yes	No	Yes	No
1683442	Ares Eif Management, Llc	2000 Avenue Of The Stars 12Th Floor Los Angeles CA 90067	Yes	No	Yes	No
1881619	Aria Renewable Energy Systems Llc	2000 Avenue Of The Stars 12Th Floor Los Angeles CA 90067	Yes	No	Yes	No
1882064	Eif Us Power Iii, Llc	2000 Avenue Of The Stars 12Th Floor Los Angeles CA 90067	Yes	No	Yes	No
1882131	Eif Us Power Iv, Llc	2000 Avenue Of The Stars 12Th Floor Los Angeles CA 90067	Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class B Common Stock	Disposition	2022-03-25	14,942,643	$0.00	0	No	4	J	Direct
Class A Common Stock	Acquisiton	2022-03-25	14,942,643	$0.00	14,942,643	No	4	C	Direct
Class A Common Stock	Disposition	2022-03-25	14,942,643	$17.04	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	J	Direct
No	4	C	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	LFG Class A Units	Disposition	2022-03-25	14,942,643	$0.00	14,942,643	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	C	Direct

Footnotes

On March 25, 2022, 14,942,643 Class A Units of LFG Acquisition Holdings LLC ("OpCo"), a subsidiary of Archaea Energy Inc. (the "Issuer"), held by Aria Renewable Energy Systems LLC ("Aria RES"), were redeemed on a one-for-one basis for 14,942,643 shares of Class A Common Stock of the Issuer (the "Class A Redemption Shares") pursuant to a Redemption Notice from Aria RES dated March 14, 2022 and 14,942,643 shares of the Issuer's Class B common stock, par value $0.0001 per share, held by Aria RES were surrendered to the Issuer and canceled. On March 25, 2022, the Class A Redemption Shares were sold by Aria RES pursuant to an underwritten public offering (the "Sale").
The Class A Redemption Shares are directly held by Aria RES. The Reporting Persons may be deemed to beneficially own, these shares by reason of the direct or indirect beneficial ownership of such shares, except as follows: (i) United States Power Fund III, L.P. ("USP Fund III") may be deemed to beneficially own 8,067,336 of these shares, (ii) EIF United States Power Fund IV, L.P. ("EIF USP Fund IV") may be deemed to beneficially own 6,875,307 of these shares, (iii) EIF US Power III, LLC may be deemed to beneficially own 8,067,336 of these shares, and (iv) EIF US Power IV, LLC may be deemed to beneficially own 6,875,307 of these shares.
This statement is being filed jointly by (i) Aria RES, (ii) USP Fund III, (iii) EIF USP Fund IV (together with USP Fund III, the "Ares Funds"), (iv) EIFUS Power III, LLC, (v) EIF US Power IV, LLC, and (vi) Ares EIF Management LLC (collectively, the "Reporting Persons").
Aria RES is indirectly controlled by the Ares Funds. The general partner of USP Fund III is EIF US Power III, LLC, and the managing member of EIF US Power III, LLC is Ares EIF Management LLC. The general partner of EIF USP Fund IV is EIF US Power IV, LLC, and the managing member of EIF US Power IV, LLC is Ares EIF Management LLC. The sole member of Ares EIF Management LLC is Ares Management LLC. See Form 4 filed with the Securities and Exchange Commission by Ares Management LLC and certain other reporting persons on March 28, 2022.
Each of the Reporting Persons (other than Aria RES with respect to the shares held directly), and the other directors, officers, partners, stockholders, member and managers of the Reporting Persons, expressly disclaims beneficial ownership of any equity securities of the Issuer, except to the extent of any pecuniary interest therein, and this Form 4 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act, or for any other purposes.