secwatch / observer

SunPower Inc. — fact timeline

Source-grounded facts extracted from SunPower Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

SPWR SunPower Inc. JSON
Material Agreements

SunPower Inc. amended Forward Purchase Agreement Second Amendment with Sandia Investment Management LP valued at Reset price lowered to $1.00 per share; VWAP Trigger Event amended (effective 2024-05-07).

“On May 7 and 8, 2024, respectively, the Company entered into separate amendments to the Forward Purchase Agreements (the collectively the “Second Amendments”) with Sandia (the “Sandia Second Amendment”) and Polar (the “Polar Second Amendment”).”
Material Agreements

SunPower Inc. entered into common stock purchase agreement with Kline Hill Partners Fund LP, Kline Hill Partners IV SPV LLC, and Kline Hill Partners Opportunity IV SPV LLC (together "Kline Hill") (effective 2024-05-01).

“On May 1, 2024, Complete Solaria, Inc. (the “Company”) entered into a common stock purchase agreement (the “Agreement”) with Kline Hill Partners Fund LP, Kline Hill Partners IV SPV LLC, and Kline Hill Partners Opportunity IV SPV LLC (together “Kline Hill”) providing for (a) the cancellation of all indebtedness owed to Kline Hill by the Company, termination of all debt instruments by and between the Company and Kline Hill, and the satisfaction of all obligations owed to Kline Hill by the Company under the terminated debt instruments, (b) the issuance of 9,800,000 shares of the Company’s Common Stock (the “Shares”) to Kline Hill, (c) the issuance of warrants (the “Warrants” and the shares issuable therefrom, the “Warrant Shares”) to Kline Hill to purchase up to 3,700,000 shares of the Company’s common stock, with an exercise price per share of $0.62 (the closing price per share of the Company’s common stock as reported on the Nasdaq Capital Market of the date of the Agreement), and (d) a”

Brian Wuebbels changed role as Chief Operations Officer at SunPower Inc..

“Brian Wuebbels to serve as Chief Operations Officer, effective immediately.”

Chris Lundell departed as Chief Executive Officer at SunPower Inc..

“Chris Lundell, Chief Executive Officer, and member of the Board, stepped down as Chief Executive Officer.”

Thurman J. Rodgers was appointed as Chief Executive Officer at SunPower Inc..

“appointed Thurman J. Rodgers as Chief Executive Officer, effective as of April 24, 2024”
Material Agreements

SunPower Inc. amended Second SAFE Amendment with Rodgers Family Freedom and Free Markets Charitable Trust valued at $3,500,000 (effective 2024-04-21).

“On April 21, 2024, the Company entered into an amendment to a simple agreement for future equity, dated February 9, 2024, (the “Second SAFE Amendment” and together with the First SAFE Amendment, the “SAFE Amendments”) with Rodgers Family Freedom and Free Markets Charitable Trust in connection with the Purchaser investing $3,500,000 in the Company.”
Material Agreements

SunPower Inc. amended First SAFE Amendment with Rodgers Massey Freedom and Free Markets Charitable Trust valued at $1,500,000 (effective 2024-04-21).

“On April 21, 2024, Complete Solaria, Inc. (the “Company”) entered into an amendment to a simple agreement for future equity, dated January 31, 2024, (the “First SAFE Amendment”) with the Rodgers Massey Freedom and Free Markets Charitable Trust (the “Purchaser”) in connection with the Purchaser investing $1,500,000 in the Company.”
Listing & Compliance Notices

SunPower Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5450(a)(1), 5810(c)(3)(A)).

“April 16, 2024, the Company received written notice (the “Notice”) from the Nasdaq Stock Market, LLC (“Nasdaq”) notifying the Company that it is not in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5450(a)(1) for continued listing on The Nasdaq Global Market. Nasdaq Listing Rule 5450(a)(1) requires listed securities to maintain a minimum bid price of $1.00 per share, and Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days. The Notice does”

Brian Wuebbels resigned as Chief Financial Officer at SunPower Inc..

“On March 6, 2024, Brian Wuebbels, the Chief Financial Officer of Complete Solaria, Inc. (the “Company”), notified the Company of his resignation effective April 30, 2024.”
Material Agreements

SunPower Inc. entered into Second SAFE with Rodgers Massey Freedom and Free Markets Charitable Trust valued at $3,500,000 (effective 2024-02-15).

“On February 15, 2024, the Company entered into a simple agreement for future equity (the “Second SAFE” and together with the First SAFE, the “SAFEs”) with the Purchaser in connection with the Purchaser investing $3,500,000 in the Company.”
Material Agreements

SunPower Inc. entered into First SAFE with Rodgers Massey Freedom and Free Markets Charitable Trust valued at $1,500,000 (effective 2024-01-31).

“On January 31, 2024, Complete Solaria, Inc. (the “Company”) entered into a simple agreement for future equity (the “First SAFE”) with the Rodgers Massey Freedom and Free Markets Charitable Trust (the “Purchaser”) in connection with the Purchaser investing $1,500,000 in the Company.”
Restructurings & Charges

SunPower Inc. announced a restructuring with charges of approximately $0.98 million (approximately 15 employees and 19 contractors, constituting approximately 14% of the Company’s workforce).

“will result in approximately $3.4 million in cost savings in 2024. The Company estimates that it will incur charges associated with the Workforce Reduction of approximately $0.98 million, primarily related to employee severance payments, benefits and related termination costs. The Company expects to recognize the majority of these charges in the first quarter of”

David Anderson was terminated as Chief Marketing Officer at SunPower Inc..

“on January 16, 2024, and in connection with the Workforce Reduction, the Company terminated David Anderson’s employment as the Company’s Chief Marketing Officer and Head of Strategic Partnerships, effective as of January 16, 2024”

William J. Anderson was terminated as Chief Executive Officer at SunPower Inc..

“On January 16, 2024, in connection with the Workforce Reduction, the Company terminated Mr. W. Anderson’s employment with the Company, effective as of January 16, 2024”

Will Anderson departed as Interim Chief Executive Officer at SunPower Inc..

“Will Anderson ceased serving as Interim Chief Executive Officer of the Company as of such date.”

Chris Lundell was appointed as Chief Executive Officer at SunPower Inc..

“On December 7, 2023, Complete Solaria, Inc. (the “Company”) entered into an executive employment agreement (the “Lundell Agreement”) with Chris Lundell to serve as Chief Executive Officer, effective immediately.”

William J. Anderson was appointed as Interim Chief Executive Officer at SunPower Inc..

“William J. Anderson was chosen by the Company's board of directors to serve as the Company's interim CEO.”

Taner Ozcelik resigned as Chief Executive Officer at SunPower Inc..

“However, Mr. Ozcelik and the Company agreed on November 21, 2023 that he would not continue as the Company's CEO due to personal reasons.”
Earnings Releases

SunPower Inc. reported Q3 2023 results: revenue $24.6 million.

“at 5:00 p.m. EST today at https://investors.completesolaria.com/. Third quarter summary (financial comments based on non-GAAP results unless noted): ● Revenue (systems only) of $24.6 million, down 4% from previous quarter ● Modules sales, $3.8 million, reported as “discontinued operations,” not revenue ● 25% gross margin, up from 18% in the prior quarter ● Sale of”

William J. Anderson departed as Chief Executive Officer at SunPower Inc..

“William J. Anderson, the Company’s co-founder, Chief Executive Officer and member of the Board will step down as Chief Executive Officer as of the Effective Date.”

Taner Ozcelik was appointed as Chief Executive Officer at SunPower Inc..

“On November 12, 2023, the board of directors of the Company (the “Board”) appointed Taner Ozecelik as Chief Executive Officer, effective as of November 20, 2023 (the “Effective Date”).”
M&A Transactions

SunPower Inc. completed a disposition involving Maxeon Solar Technologies, Ltd. for 1,100,000 Maxeon ordinary shares (closed 2023-10-06).

“to the Agreement, the parties consummated the sale, thereby completing the disposition of the Purchased Assets. As consideration for the Purchased Assets, the Company received 1,100,000 Maxeon ordinary shares. The unaudited pro forma combined financial information of the Company as of and for the six months ended June 30, 2023 and for the year ended December 31,”

Vikas Desai resigned as President & General Manager, Business Units at SunPower Inc..

“Concurrent with the sale of the Purchased Assets, on October 6, 2023, in connection with the Agreement, Vikas Desai, resigned from his position as the Company’s President & General Manager, Business Units.”

Arnaud Lepert departed as Chief Operating Officer at SunPower Inc..

“On September 19, 2023, Arnaud Lepert notified the Company that he was resigning as the Company’s Chief Operating Officer effective October 1, 2023.”
Earnings Releases

SunPower Inc. reported the fiscal quarter ended July 2, 2023 results: revenue $32.2 million.

“for investors at 5:00 p.m. EDT today, https://investors.completesolaria.com/. Second quarter summary (financial comments based on non-GAAP results unless noted): • Revenue of $32.2 million, down 9% from previous quarter Systems: $25.6 million, up 54% QoQ, and a record Modules: $6.6 million, down 65% QoQ • 18% gross margin, up 6% QoQ • Strategic Decision: company to”
Governance Changes

SunPower Inc.: Company ceased being a shell company as a result of the Merger.

“As a result of the Merger, the Company ceased being a shell company.”
Governance Changes

SunPower Inc.: Approved and adopted a new Code of Business Conduct and Ethics applicable to all employees, officers and directors (effective 2023-07-18).

“on July 18, 2023, the Company’s board of directors approved and adopted a new Code of Business Conduct and Ethics applicable to all employees, officers and directors of the Company.”
Governance Changes

SunPower Inc.: Amended and Restated Bylaws approved by board on July 18, 2023, effective at the Effective Time of the Merger (effective 2023-07-18).

“On July 18, 2023, the Company’s board of directors approved and adopted the Amended and Restated Bylaws of the Company (the “ Bylaws ”), which became effective as of the Effective Time.”
Governance Changes

SunPower Inc.: Amended and Restated Certificate of Incorporation effective upon filing with Delaware Secretary of State on July 17, 2023 (effective 2023-07-17).

“The Amended and Restated Certificate of Incorporation of the Company (the “ Certificate of Incorporation ”), which became effective upon filing with the Secretary of State of the State of Delaware on July 17, 2023”
M&A Transactions

SunPower Inc. underwent a change of control involving Legacy Complete Solaria, Inc. and The Solaria Corporation for $225,000,000 (closed 2023-07-18).

“of Complete Solaria Common Stock (the “ Aggregate Merger Consideration ”) issuable in connection with the consummation of the First Merger equals the quotient of: the sum of (x) $225,000,000 and (y) the product of (1) $10.00 and (2) the total number of shares of Complete Solaria Common Stock into which the Complete Solaria convertible notes would be convertible”
Material Agreements

SunPower Inc. amended Amended and Restated Registration Rights Agreement with certain persons and entities receiving shares of Common Stock pursuant to the Business Combination Agreement and certain persons and entities holding securities of FACT prior to the Closing.

“On the Closing Date, that certain Registration Rights Agreement, dated February 25, 2021, was amended and restated, and certain persons and entities receiving shares of Common Stock pursuant to the Business Combination Agreement and certain persons and entities holding securities of FACT prior to the Closing entered into the Amended and Restated Registration Rights Agreement (the “ A&R Registration Rights Agreement ”).”
Material Agreements

SunPower Inc. entered into Lock-Up Agreement with certain stockholders of the Sponsor, including the PIPE Investors, and certain stockholders, officers and directors of Legacy Complete Solaria.

“In connection with the Business Combination, the Company, certain stockholders of the Sponsor, including the PIPE Investors, and certain stockholders, officers and directors of Legacy Complete Solaria entered into a lock-up agreement (the “ Lock-Up Agreement ”).”
Governance Changes

SunPower Inc.: Amended and Restated Bylaws approved and adopted by the board of directors (effective 2023-07-18).

“On July 18, 2023, the Company’s board of directors approved and adopted the Amended and Restated Bylaws of the Company (the “ Bylaws ”).”
Governance Changes

SunPower Inc.: Certificate of Incorporation became effective, including amendments proposed by the Governing Documents Proposal (effective 2023-07-17).

“The Certificate of Incorporation of the Company (the “ Certificate of Incorporation ”), which became effective upon filing with the Secretary of State of the State of Delaware on July 17, 2023, includes the amendments proposed by the Governing Documents Proposals.”
Material Agreements

SunPower Inc. entered into Subscription Agreements with certain investors (the 'PIPE Investors') valued at $5,630,000 (effective 2023-07-13).

“On July 13, 2023, Freedom and Freedom Acquisition I LLC, a Cayman Islands limited liability company (the “Sponsor”) entered into subscription agreements (the “Subscription Agreements”) with certain investors (the “PIPE Investors”). Pursuant to the Subscription Agreements, the PIPE Investors agreed to subscribe for and purchase, and Freedom agreed to issue and sell to such investors, immediately prior to (but subject to), the Business Combination between Freedom and Complete Solaria, an aggregate of 563,000 shares of common stock of Freedom for a purchase price of $10.00 per share, for aggregate gross proceeds of $5,630,000 (the “PIPE Financing”).”
Material Agreements

SunPower Inc. entered into Forward Purchase Agreement with Meteora Special Opportunity Fund I, LP, Meteora Capital Partners, LP, Meteora Select Trading Opportunities Master, LP, Polar Multi-Strategy Master Fund, and a third-party investor (effective 2023-07-13).

“On July 13, 2023, Freedom Acquisition I Corp. (“Freedom”) and Complete Solaria, Inc. (“Complete Solaria”) entered into separate agreements (each a “Forward Purchase Agreement”, and together, the “Forward Purchase Agreements”) with each of (i) Meteora Special Opportunity Fund I, LP (“MSOF”), Meteora Capital Partners, LP (“MCP”) and Meteora Select Trading Opportunities Master, LP (“MSTO”) (with MSOF, MCP, and MSTO collectively as “Meteora”); (ii) Polar Multi-Strategy Master Fund (“Polar”), and (iii) another third-party investor (“Investor”, and each of Meteora, Polar, and Investor, individually, a “Seller”, and together, the “Sellers”) for OTC Equity Prepaid Forward Transactions.”
Shareholder Votes

SunPower Inc. shareholders approved Approval of domestication to Delaware and name change at the 2023-07-11 meeting.

“2. Resolved, as a special resolution, that Freedom be transferred by way of continuation to Delaware pursuant to Part XII of the Companies Act (As Revised) of the Cayman Islands and Section 388 of the General Corporation Law of the State of Delaware (the “DGCL”) and, immediately upon being de-registered in the Cayman Islands, Freedom be continued and domesticated as a corporation under the laws of the State of Delaware and, conditional upon, and with effect from, the registration of Freedom as a corporation in the State of Delaware, the name of Freedom be changed from “Freedom Acquisition I Corp.” to “Complete Solaria, Inc.”. FOR AGAINST ABSTAIN BROKER NON-VOTE 15,292,713 323,423 0 N/A”
Shareholder Votes

SunPower Inc. shareholders approved Approval of Business Combination Agreement and transactions at the 2023-07-11 meeting.

“FOR AGAINST ABSTAIN BROKER NON-VOTE 15,292,582 323,423 131 N/A 2. Resolved, as a special resolution, that Freedom be transferred by way of continuation to Delaware pursuant to Part XII of the Companies Act (As Revised) of the Cayman Islands and Section 388 of the General Corporation Law of the State of Delaware (the “DGCL”) and, immediately upon being de-registered in the Cayman Islands, Freedom be continued and domesticated as a corporation under the laws of the State of Delaware and, conditional upon, and with effect from, the registration of Freedom as a corporation in the State of Delaware, the name of Freedom be changed from “Freedom Acquisition I Corp.” to “Complete Solaria, Inc.”.”
Debt Financings

SunPower Inc. incurred loan of up to $470,000 with Freedom Acquisition I LLC at bears no interest maturing upon the consummation of the Company's business combination.

“On July 10, 2023, Freedom Acquisition I Corp. (the “Company”) issued an unsecured promissory note (the “Note”) in the amount of up to $470,000 to Freedom Acquisition I LLC (the “Payee”).”
Material Agreements

SunPower Inc. amended Consent to Business Combination Agreement (CRSEF Amendment) with Freedom Acquisition I Corp., Complete Solaria, Inc., CS Solis LLC, CRSEF Solis Holdings, L.L.C. valued at Conditional consent to business combination with potential payments of up to $5,000,000 from deSPAC (effective 2023-07-09).

“Pursuant to the CRSEF Amendment, CRSEF provided its conditional consent to the Business Combination, subject to the satisfaction of certain conditions, which include, among other things: (i) to the extent at least $30,000,000 in funds are available at the closing of the Business Combination in connection with (a) any issuance by Freedom of equity securities in a private placement (including any Freedom PIPE investment) and (b) the balance held in the trust account established in connection with Freedom’s initial public offering after giving effect to Freedom’s public shareholder redemptions (collectively and without duplication, such value the “deSPAC Proceeds”), CS Solis’s full, final and indefeasible payment to CRSEF, and CRSEF’s receipt (as confirmed by CRSEF in writing), of cash in an amount equal to the lesser of (1) $5,000,000 and (2) the difference between the amount of deSPAC Proceeds and $30,000,000, and (ii) a future payment obligation shall have been established for the bene”
Debt Financings

SunPower Inc. incurred loan of up to $300,000 with Freedom Acquisition I LLC at no interest maturing payable in full upon the consummation of the Company's business combination.

“On May 31, 2023, Freedom Acquisition I Corp. (the “Company”) issued an unsecured promissory note (the “Note”) in the amount of up to $300,000 to Freedom Acquisition I LLC (the “Payee”).”
Material Agreements

SunPower Inc. amended Amended and Restated Business Combination Agreement with Freedom Acquisition I Corp., Jupiter Merger Sub I Corp., Jupiter Merger Sub II LLC, Complete Solaria, Inc., The Solaria Corporation valued at Base Purchase Price = $225,000,000 + product of $10.00 and Company Note Conversion Shares (effective 2023-05-26).

“On May 26, 2023, Freedom, First Merger Sub, Second Merger Sub, Complete Solaria and Solaria amended and restated the Business Combination Agreement (the “ Amended and Restated Business Combination Agreement ”) to provide that the Base Purchase Price set forth therein is equal the sum of (i) $225,000,000 and (ii) the product of (x) $10.00 and (y) the Company Note Conversion Shares (as defined in the Amended and Restated Business Combination Agreement) and include other ministerial and conforming changes.”
Debt Financings

SunPower Inc. incurred loan of up to $2,100,000 with Freedom Acquisition I LLC at bears no interest maturing upon the consummation of the Company’s business combination.

“On February 28, 2023, Freedom Acquisition I Corp. (the “Company”) issued an unsecured promissory note (the “Note”) in the amount of up to $2,100,000 to Freedom Acquisition I LLC (the “Payee”).”
Shareholder Votes

SunPower Inc. shareholders approved Proposal to amend the Trust Agreement to reflect the Extension at the 2023-02-28 meeting.

“Proposal 2 The Shareholders approved by the affirmative vote of at least sixty-five percent (65%) of the votes cast of the outstanding Ordinary Shares, voting together as a single class, the proposal to amend the Trust Agreement in the form set forth in Annex B of the Proxy Statement, by and between Freedom and Continental, to reflect the Extension. The voting results for such proposal were as follows: For Against Abstain 35,047,305 326,543 0”
Shareholder Votes

SunPower Inc. shareholders approved Proposal to amend the Articles to extend the date by which Freedom must consummate a business combination at the 2023-02-28 meeting.

“Proposal 1 The Shareholders approved, by special resolution, the proposal to amend the Articles (the “ Extension Amendment ”) to extend the date by which Freedom must (i) consummate a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination, which Freedom refers to as its initial business combination, (ii) cease its operations except for the purpose of winding up if it fails to complete such initial business combination, and (iii) redeem all of the Class A Ordinary Shares, included as part of the units sold in the IPO, for an additional three months, from March 2, 2023 to June 2, 2023, and thereafter to up to three (3) times by an additional one month each time (or up to September 2, 2023) (the “ Extension ,” such date, the “ Extended Date ,” and such proposal, the “ Extension Amendment Proposal ”), in the form attached as Annex A to the proxy statement dated February 10, 2023, as supplemented (the “ Proxy Statement ”). The”
Material Agreements

SunPower Inc. amended Investment Management Trust Agreement with Continental Stock Transfer & Trust Company (effective 2023-02-28).

“On February 28, 2023, shareholders of Freedom Acquisition I Corp., a Cayman Islands exempted company (“ Freedom ”), approved an amendment (the “ Trust Amendment ”) to that certain Investment Management Trust Agreement, dated as of February 25, 2021 (the “ Trust Agreement ”), by and between Freedom and Continental Stock Transfer & Trust Company, a New York corporation, as trustee (“ Continental ”).”
Material Agreements

SunPower Inc. amended Second Amendment with Freedom Acquisition I Corp., Complete Solaria, Inc., Jupiter Merger Sub I Corp., Jupiter Merger Sub II LLC (effective 2023-01-17).

“On January 17, 2023, Freedom Acquisition I Corp., a Cayman Islands exempted company (“ Freedom ”), Complete Solaria, Inc. (f/k/a Complete Solar Holding Corporation), a Delaware corporation (“ Complete Solaria ”), Jupiter Merger Sub I Corp., a Delaware corporation and a wholly owned subsidiary of Freedom (“ First Merger Sub ”) and Jupiter Merger Sub II LLC, a Delaware limited liability company and a wholly owned subsidiary of Freedom (“ Second Merger Sub ”), entered into a letter agreement (the “ Second Amendment ”) amending the Business Combination Agreement”
Material Agreements

SunPower Inc. amended Amendment to the Business Combination Agreement with Complete Solaria, Inc. valued at Amendment to Business Combination Agreement deleting condition regarding $100M available cash, termi (effective 2022-12-26).

“On December 26, 2022, Freedom Acquisition I Corp., a Cayman Islands exempted company (“ Freedom ”), Complete Solaria, Inc. (f/k/a Complete Solar Holding Corporation), a Delaware corporation (“ Complete Solaria ”), Jupiter Merger Sub I Corp., a Delaware corporation and a wholly owned subsidiary of Freedom (“ First Merger Sub ”) and Jupiter Merger Sub II LLC, a Delaware limited liability company and a wholly owned subsidiary of Freedom (“ Second Merger Sub ”), entered into a letter agreement (the “ Amendment ”) amending the Business Combination Agreement, dated as of October 3, 2022, by and among Freedom, Complete Solaria, First Merger and Second Merger Sub (the “ Business Combination Agreement ”).”
Debt Financings

SunPower Inc. incurred loan of up to $325,000 with Tidjane Thiam, Adam Gishen, Edward Zeng, Abhishek Bhatia at bears no interest maturing payable in full upon the earlier to occur of (i) twenty-four (24) months from the closing of the initial public offering or (ii) the consummation of the Company.

“On December 14, 2022, Freedom Acquisition I Corp. (the “Company”) issued an unsecured promissory note (the “Note”) in an amount of up to $325,000 to Tidjane Thiam, the Company’s Executive Chairman, Adam Gishen, the Company’s Chief Executive Officer, Edward Zeng, a director of the Company, and Abhishek Bhatia, a board observer of the Company (each a “Payee”, and collectively, the “Payees”).”

Edward Zeng was appointed as Director at SunPower Inc..

“On June 6, 2022, our board of directors appointed Mr. Zeng to the board of directors, effective immediately.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.