Form SC 13D/A - General Statement of Acquisition of Beneficial Ownership: [Amend]

 

 

 

United States
Securities and Exchange Commission

Washington, D.C. 20549

 

 

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

 

(Amendment No. 7)

 

 

 

Enviva Inc.

(Name of Issuer)

 

Common stock, par value $0.001 per share
(Title of Class of Securities)

 

29415B103
(CUSIP Number)

 

Christina Shalhoub

c/o Riverstone Holdings LLC

712 Fifth Avenue, 36th Floor

New York, NY 10019

[phone]

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

December 6, 2024
(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. ¨

 

 

 

 

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 1 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone Echo Rollover Holdings, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   PN

1

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 2 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone Echo Continuation Holdings, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   PN

2

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 3 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone Echo PF Holdings, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   PN

3

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 4 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone Echo Rollover GP, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   OO (Delaware limited liability company)

4

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 5 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone ECF GP, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   OO (Delaware limited liability company)

5

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 6 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone Echo Partners, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   PN

6

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 7 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone Echo GP, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   OO (Delaware limited liability company)

7

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 8 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone Holdings LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   OO (Delaware limited liability company)

8

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 9 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone/Gower Mgmt Co Holdings, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   PN

9

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 10 of 15 Pages

 

1	NAME OF REPORTING PERSON   Riverstone Management Group, L.L.C.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   OO (Delaware limited liability company)

10

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 11 of 15 Pages

 

1	NAME OF REPORTING PERSON   David M. Leuschen
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   IN

11

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 12 of 15 Pages

 

1	NAME OF REPORTING PERSON   Pierre F. Lapeyre, Jr.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP   (a):  o (b):  o
3	SEC USE ONLY
4	SOURCE OF FUNDS   OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)   o
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   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   o
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)   0%
14	TYPE OF REPORTING PERSON   IN

12

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 13 of 15 Pages

 

Explanatory Note

 

This Amendment No. 7 (this “Amendment No. 7”) 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 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:

 

Bankruptcy Emergence

 

On March 12, 2024, the Issuer and certain subsidiaries of the Issuer (collectively, the “Debtors”) filed voluntary petitions for reorganization under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the Eastern District of Virginia (the “Bankruptcy Court”). The Issuer also filed motions with the Bankruptcy Court seeking joint administration of the Debtors’ cases under the caption In re Enviva Inc., et al., Case No. 24-10453 (the “Chapter 11 Cases”). On November 14, 2024, the Bankruptcy Court entered an order confirming the Debtors’ Amended and Restated Joint Chapter 11 Plan of Reorganization of Enviva Inc. and Its Debtor Affiliates, dated as of October 4, 2024 (the “Plan”) and on December 6, 2024 (the “Effective Date”), the Plan became effective in accordance with its terms, and the Debtors emerged from the Chapter 11 Cases.

 

On the Effective Date, pursuant to the terms of the Plan, the Common Stock, including any options, warrants, restricted stock units, and any other rights or agreements to acquire Common Stock, outstanding immediately before the Effective Date was canceled, released, discharged, and extinguished.

 

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) As of the Effective Date, the Reporting Persons hold zero shares of the Issuer’s Common Stock.

 

(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. 7, except as described in Item 4 of this Schedule 13D, which information is incorporated herein by reference.

 

(d)   None.

 

(e)   On the Effective Date, the Reporting Persons ceased to be the beneficial owners of more than five percent of the Issuer’s Common Stock.

 

13

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 14 of 15 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: December 9, 2024

 

	RIVERSTONE ECHO ROLLOVER HOLDINGS, L.P.
	By	Riverstone Echo Rollover GP, LLC, its general Partner
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	RIVERSTONE ECHO CONTINUATION HOLDINGS, L.P.
	By Riverstone ECF GP, LLC, its general partner
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	RIVERSTONE ECHO PF HOLDINGS, L.P.
	By Riverstone ECF GP, LLC, its general partner
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	RIVERSTONE ECHO ROLLOVER GP, LLC
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	RIVERSTONE ECF GP, LLC
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	RIVERSTONE ECHO PARTNERS, L.P.
	By Riverstone Echo GP, LLC, its general partner
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	RIVERSTONE ECHO GP, LLC
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person

 

14

 

 

CUSIP No. 29415B103

SCHEDULE 13D

Page 15 of 15 Pages

 

	RIVERSTONE HOLDINGS LLC
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	RIVERSTONE/GOWER MGMT CO HOLDINGS, L.P.
	By: Riverstone Management Group, L.L.C., its general partner
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	RIVERSTONE MANAGEMENT GROUP, L.L.C.
	By:	/s/ Thomas Smith
	Name:	Thomas Smith
	Title:	Authorized Person
	/s/ David M. Leuschen
	David M. Leuschen
	/s/ Pierre F. Lapeyre, Jr.
	Pierre F. Lapeyre, Jr.

 

15

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