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Filing Details

Accession Number:: 0001213900-20-038065
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2020-11-18 18:12:09
Reporting Period:: 2020-11-16

Accepted Time:: 2020-11-18 18:12:09
Original Submission Date:: 2020-11-17
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1805077	Eos Energy Enterprises Inc.	EOSE	()	4/A

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1207269	R Bryant Riley	11100 Santa Monica Blvd., Suite 800 Los Angeles CA 90025	No	No	Yes	No
1464790	B. Riley Financial, Inc.	11100 Santa Monica Blvd Suite 800 Los Angeles CA 90025	No	No	Yes	No
1505748	B. Riley Securities, Inc.	11100 Santa Monica Blvd Suite 800 Los Angeles CA 90025	No	No	Yes	No
1642765	Brc Partners Opportunity Fund, Lp	11100 Santa Monica Blvd. Suite 800 Los Angeles CA 90025	No	No	Yes	No
1658704	B. Riley Capital Management, Llc	11100 Santa Monica Blvd. Suite 800 Los Angeles CA 90025	No	No	Yes	No
1749420	Brc Partners Management Gp, Llc	11100 Santa Monica Blvd Suite 800 Los Angeles CA 90025	No	No	Yes	No
1776226	B. Riley Principal Investments, Llc	21255 Burbank Blvd, Suite 400 Woodland Hills CA 91367	No	No	Yes	No
1811637	B. Riley Principal Sponsor Co. Ii, Llc	299 Park Avenue 21St Floor New York NY 10171	No	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	Explanation
Class A Common Stock	Acquisiton	2020-11-16	5,000	$10.72	93,793	No	4	P	Indirect	By B. Riley Securities, Inc.
Class A Common Stock	Acquisiton	2020-11-16	5,000	$10.70	98,793	No	4	P	Indirect	By B. Riley Securities, Inc.
Class A Common Stock	Acquisiton	2020-11-16	4,236	$10.68	103,029	No	4	P	Indirect	By B. Riley Securities, Inc.
Class A Common Stock	Acquisiton	2020-11-16	3,221,250	$0.00	3,871,250	No	4	J	Indirect	By B. Riley Principal Sponsor Co. II, LLC
Class A Common Stock	Acquisiton	2020-11-16	140,000	$10.00	390,000	No	4	P	Indirect	By BRC Partners Opportunity Fund, LP
Class A Common Stock	Acquisiton	2020-11-16	2,167,000	$10.00	2,167,000	No	4	P	Indirect	By B. Riley Principal Investments, LLC
Class A Common Stock	Acquisiton	2020-11-16	20,000	$10.00	20,000	No	4	P	Direct
Class A Common Stock	Acquisiton	2020-11-16	5,000	$10.00	5,000	No	4	P	Indirect	By Bryant R. Riley, as UTMA custodian for Charlie Riley
Class A Common Stock	Acquisiton	2020-11-16	5,000	$10.00	5,000	No	4	P	Indirect	By Bryant R. Riley, as UTMA custodian for Susan Riley
Class A Common Stock	Acquisiton	2020-11-16	5,000	$10.00	5,000	No	4	P	Indirect	By Bryant R. Riley, as UTMA custodian for Abigail Riley
Class A Common Stock	Acquisiton	2020-11-16	5,000	$10.00	5,000	No	4	P	Indirect	By Bryant R. Riley, as UTMA custodian for Eloise Riley

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By B. Riley Securities, Inc.
No	4	P	Indirect	By B. Riley Securities, Inc.
No	4	P	Indirect	By B. Riley Securities, Inc.
No	4	J	Indirect	By B. Riley Principal Sponsor Co. II, LLC
No	4	P	Indirect	By BRC Partners Opportunity Fund, LP
No	4	P	Indirect	By B. Riley Principal Investments, LLC
No	4	P	Direct
No	4	P	Indirect	By Bryant R. Riley, as UTMA custodian for Charlie Riley
No	4	P	Indirect	By Bryant R. Riley, as UTMA custodian for Susan Riley
No	4	P	Indirect	By Bryant R. Riley, as UTMA custodian for Abigail Riley
No	4	P	Indirect	By Bryant R. Riley, as UTMA custodian for Eloise Riley

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2020-11-16	1,073,750	$0.00	1,073,750	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2020-11-16	3,221,250	$0.00	3,221,250	$0.00
Class A Common Stock	Warrants (right to buy)	Acquisiton	2020-11-17	325,000	$0.00	325,000	$11.50
Class A Common Stock	Warrants (right to buy)	Acquisiton	2020-11-17	25,000	$0.00	25,000	$11.50

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
3,221,250	No	4	J	Indirect
0	No	4	J	Indirect
325,000	No	4	J	Indirect
25,000	No	4	J	Indirect

Footnotes

BRC Partners Management GP, LLC, a Delaware limited liability company ("BRPGP"), is a subsidiary of B. Riley Capital Management, LLC, a New York limited liability company and registered investment advisor ("BRCM"), and is the general partner of BRC Partners Opportunity Fund, LP, a Delaware limited partnership ("BRPLP"). B. Riley Financial, Inc., a Delaware corporation ("BRF"), is the parent company of BRCM. As a result, BRF, BRCM and BRPGP may be deemed to indirectly beneficially own the shares held by BRPLP. BRF is the parent company of B. Riley Securities, Inc., a Delaware corporation ("BRS"). As a result, BRF may be deemed to indirectly beneficially own the shares held by BRS. B. Riley Principal Investments, LLC ("BRPI") is the sole member of B. Riley Principal Sponsor Co. II, LLC (the "Sponsor") and is a wholly-owned subsidiary of BRF. BRPI and BRF may be deemed to indirectly beneficially own the shares held by the Sponsor.
Bryant R. Riley is the Co-Chief Executive Officer and Chairman of the Board of Directors of BRF. As a result, Bryant R. Riley may be deemed to indirectly beneficially own the shares of Common Stock directly held by BRF, BRS, BRPLP and the Sponsor. Each of BRF, BRPGP, BRCM, BRPLP, BRS, BRPI, the Sponsor and Bryant R. Riley disclaims beneficial ownership of the outstanding shares of Common Stock reported herein, except to the extent of its/his respective pecuniary interest therein.
The Sponsor owned 650,000 of the Issuer's Private Placement Units, as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-237812) (the "Registration Statement"), which automatically separated into their component securities upon the closing of the business combination between Eos Energy Enterprises, Inc. (formerly known as B. Riley Principal Merger Corp. II or "BMRG") and Eos Energy Storage LLC (the "Business Combination").
1,288,500 of such shares are subject to the earnout restrictions set forth in the Sponsor Earnout Letter that was entered into on November 16, 2020, by and between BMRG and the Sponsor, in connection with the Business Combination.
In connection with the Business Combination, among other things, each share of BMRG's Class B common stock (as described under the heading "Description of Securities" in the Registration Statement) converted into shares of BMRG's Class A common stock on a one-for-one basis and subsequently, each share of BMRG's Class A common stock was reclassified as a share of common stock of Eos Energy Enterprises, Inc. (or "EOSE").
BRPLP owned 50,000 of the Issuer's public units, as described under the heading "Description of Securities" in the Issuer's Registration Statement on Form S-1 (File No. 333-237812) (the "Registration Statement"), which automatically separated into their component securities upon the closing of the Business Combination.
As previously disclosed, on September 7, 2020, the Company entered into certain subscription agreements (the "Subscription Agreements") with investors (the "PIPE investors") pursuant to which such investors agreed to purchase, immediately prior to the closing of the Business Combination, an aggregate of $40,000,000 of the Company's shares of common stock at a price of $10.00 per share, or an aggregate of 4,000,000 shares of common stock. BRPLP, BRPI and Bryant R. Riley are among the PIPE investors.
Represents shares held directly by Bryant R. Riley.
Represents a pro-rata distribution to the members of the Sponsor for no consideration.
The warrants will become exercisable on the later of (a) 30 days after the completion of the Business Combination or (b) 12 months from the closing of the Public Offering.
The Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation.