Sec Form 3 Filing - CBRE Acquisition Sponsor, LLC @ Altus Power, Inc. - 2021-12-09

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CBRE Acquisition Sponsor, LLC
2. Issuer Name and Ticker or Trading Symbol
Altus Power, Inc. [ AMPS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O CBRE GROUP, INC., 2100 MCKINNEY AVENUE SUITE 1250
3. Date of Earliest Transaction (MM/DD/YY)
12/09/2021
(Street)
DALLAS, TX75201
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 22,000,000 I Held through CBRE Acquisition Sponsor, LLC( 1 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock ( 2 )( 3 ) ( 2 ) ( 2 ) Class A Common Stock 13,136,973( 2 )( 3 ) I Held through CBRE Acquisition Sponsor, LLC( 1 )
Warrants (Right to Buy) $ 11 ( 4 ) 12/09/2026 Class A Common Stock 9,237,749 I Held through CBRE Acquisition Sponsor, LLC( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CBRE Acquisition Sponsor, LLC
C/O CBRE GROUP, INC.
2100 MCKINNEY AVENUE SUITE 1250
DALLAS, TX75201
X X
CBRE SERVICES, INC.
C/O CBRE GROUP, INC.
2100 MCKINNEY AVENUE SUITE 1250
DALLAS, TX75201
X X
CBRE GROUP, INC.
2100 MCKINNEY AVENUE SUITE 1250
DALLAS, TX75201
X X
Signatures
CBRE ACQUISITION SPONSOR, LLC, By: /s/Emma E. Giamartino, Name: Emma E. Giamartino, Title: Global Group President, Chief Financial, Officer and Chief Investment Officer 12/13/2021
Signature of Reporting Person Date
CBRE SERVICES, INC., By: /s/ Emma E. Giamartino, Name: Emma E. Giamartino, Title: Global Group President, Chief Financial, Officer and Chief Investment Officer 12/13/2021
Signature of Reporting Person Date
CBRE GROUP, INC., By: /s/ Emma E. Giamartino, Name: Emma E. Giamartino, Title: Global Group President, Chief Financial, Officer and Chief Investment Officer 12/13/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents securities directly held by CBRE Acquisition Sponsor, LLC ("CBRE Sponsor"). The sole member of CBRE Sponsor is CBRE Services, Inc., which is a wholly-owned subsidiary of CBRE Group, Inc., a publicly traded company.
( 2 )On December 9, 2021, CBRE Acquisition Holdings, Inc. completed a business combination with Altus Power, Inc. (the "Business Combination"), and CBRE Acquisition Holdings, Inc. changed its name to Altus Power, Inc. (the "Issuer"). Pursuant to the terms of the Class B common stock of the Issuer (the "Class B Common Stock"), of which an aggregate of 1,408,750 shares are currently outstanding, on the last day of each measurement period, which will occur annually over seven fiscal years following the completion of the Business Combination, an aggregate of 201,250 shares of Class B Common Stock will automatically convert, subject to adjustment, into shares of Class A common stock of the Issuer (the "Class A Common Stock"), pursuant to a formula based on the stock price of the Class A Common Stock, into an aggregate minimum of 2,013 shares of Class A Common Stock on each conversion date, up to an aggregate maximum of 14,596,637 shares of Class A Common Stock over such seven year period.
( 3 )CBRE Sponsor holds 1,267,875 shares of Class B Common Stock and the number of shares of Class A Common Stock reported as underlying such shares of Class B Common Stock in the Table above represents the approximate maximum number of shares of Class A Common Stock that may be delivered with respect to shares of Class B Common Stock held by CBRE Sponsor based on its proportionate ownership of shares of Class B Common Stock.
( 4 )Each Warrant is initially exercisable for one share of Class A Common Stock at an exercise price of $11.00 per share, subject to certain adjustments. The Warrants become exercisable on January 8, 2022, 30 days after the Issuer completed its Business Combination, and expire five years after completion of the Business Combination or earlier upon redemption or liquidation.

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