SC 13G 1 tm215847d1_sc13g.htm SC 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Bluescape Opportunities Acquisition Corp.

(Name of Issuer)

Class A Ordinary Shares, par value $0.0001 per share

(Title of Class of Securities)

G1195N 105

(CUSIP Number)

December 31, 2020

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

	¨	Rule 13d-1(b)
	¨	Rule 13d-1(c)
	x	Rule 13d-1(d)

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.

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).

CUSIP No. G1195N 105

1.	Names of Reporting Persons Bluescape Sponsor LLC
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization Cayman Islands

Number of Shares Beneficially Owned By Each Reporting Person With:	5.	Sole Voting Power 15,142,500 ⁽¹⁾
	6.	Shared Voting Power 0
	7.	Sole Dispositive Power 15,142,500 ⁽¹⁾
	8.	Shared Dispositive Power 0

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 15,142,500 ⁽¹⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares ¨
11.	Percent of Class Represented by Amount in Row (9) 19.9% ⁽¹⁾⁽²⁾
12.	Type of Reporting Person (See Instructions) OO

CUSIP No. G1195N 105

1.	Names of Reporting Persons C. John Wilder
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨
3.	SEC Use Only
4.	Citizenship or Place of Organization United States

Number of Shares Beneficially Owned By Each Reporting Person With:	5.	Sole Voting Power 0
	6.	Shared Voting Power 15,142,500 ⁽¹⁾
	7.	Sole Dispositive Power 0
	8.	Shared Dispositive Power 15,142,500 ⁽¹⁾

9.	Aggregate Amount Beneficially Owned by Each Reporting Person 15,142,500 ⁽¹⁾
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares ¨
11.	Percent of Class Represented by Amount in Row (9) 19.9% ⁽¹⁾⁽²⁾
12.	Type of Reporting Person (See Instructions) IN

CUSIP No. G1195N 105

(1)

See Item 4. These are the Issuer’s Class B ordinary shares, which will automatically convert into the Issuer’s Class A ordinary shares at the time of the Issuer’s initial business combination and as more fully described under the heading “Description of Securities-Founder Shares” in the Issuer’s registration statement on Form S-1 (File No. 333-248551).

(2)

Based on 60,750,000 Class A ordinary shares, $0.0001 par value, and 15,187,500 Class B ordinary shares, $0.0001 par value, issued and outstanding as of December 10, 2020 as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 10, 2020 and assuming the conversion of all the shares of Class B ordinary shares held by Bluescape Sponsor LLC.

Item 1(a).		Name of Issuer Bluescape Opportunities Acquisition Corp.
Item 1(b).		Address of the Issuer’s Principal Executive Offices 200 Crescent Court, 19th Floor Dallas, TX 75201
Item 2(a).		Names of Persons Filing This statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”): (i) Bluescape Sponsor LLC; and (ii) C. John Wilder.
Item 2(b).		Address of the Principal Business Office, or if none, Residence: The address of each of the Reporting Persons is: 200 Crescent Court, 19th Floor Dallas, TX 7520
Item 2(c).		Citizenship Bluescape Sponsor LLC is a limited liability company formed in the State of Delaware. C. John Wilder is a citizen of the United States.
Item 2(d).		Title of Class of Securities Class A ordinary shares, $0.0001 par value per share.
Item 2(e).		CUSIP Number G1195N 105
Item 3.	If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

	¨		(a) Broker or Dealer registered under Section 15 of the Exchange Act.

	¨		(b) Bank as defined in Section 3(a)(b) or the Exchange Act.

	¨		(c) Insurance company as defined in Section 3(a)(19) of the Exchange Act.

	¨		(d) Investment company registered under Section 8 of the Investment Company Act.

	¨		(e) An Investment adviser in accordance with Rule 13d-1 (b)(1)(ii)(e).

	¨		(f) An employee benefit plan or endowment fund in accordance with Rule 13d 1(b)(1)(ii)(f).

	¨		(g) A Parent Holding Company or control person in accordance with Rule 13d 1(b)(1)(ii)(g).

	¨		(h) A Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act.

	¨		(i) A Church Plan that is excluded from the definition of an investment company under Section 3 (c)(14) of the Investment Company Act.

	¨		(j) Group, in accordance with Rule 13d-1 (b)(1)(ii)(j).

	¨		Not applicable

Item 4.

Ownership

	The responses to Items 5-11 of the cover pages of this Schedule 13G are incorporated herein by reference. As of December 31, 2020, the Reporting Persons may be deemed to beneficially own 15,142,500 shares of the Issuer’s Class B ordinary shares, representing 19.9% of the total Class A and Class B ordinary shares issued and outstanding. The Class B ordinary shares are automatically convertible into the Issuer’s Class A ordinary shares at the time of the Issuer’s initial business combination on a one-for-one basis, subject to adjustment, as more fully described under the heading “Description of Securities—Founder Shares” in the Issuer’s registration statement on Form S-1 (File No. 333-248551). C. John Wilder controls Bluescape Sponsor LLC, and as such has voting and investment discretion with respect to the securities held by Bluescape Sponsor LLC and may be deemed to have beneficial ownership of the securities held directly by Bluescape Sponsor LLC.

Item 5.	Ownership of Five Percent or Less of a Class Not Applicable

Item 6.	Ownership of More than Five Percent on Behalf of Another Person Not Applicable

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person Not Applicable

Item 8.	Identification and Classification of Members of the Group Not Applicable

Item 9.	Notice of Dissolution of Group Not Applicable

Item 10.	Certification Not Applicable

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.

DATE: February 11, 2021	Bluescape Sponsor LLC

	By:	/s/ C. John Wilder
		Name:	C. John Wilder
		Title:	Executive Chairman

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations

(See 18 U.S.C. 1001)

SEC Form SC 13G filed