ITEM
1(a). |
NAME OF ISSUER:
FREYR Battery
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ITEM
1(b). |
ADDRESS OF ISSUER'S PRINCIPAL
EXECUTIVE OFFICES:
412F, Route dEsch, L-2086
Luxembourg
Grand Duchy of Luxembourg
N4 L-2086
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ITEM
2(a). |
NAME OF PERSON
FILING:
Sylebra Capital Limited ("Sylebra
HK");
Sylebra Capital Management ("Sylebra Cayman"); and
Daniel Patrick Gibson ("Mr. Gibson")
Sylebra HK may be deemed to beneficially own the Shares by virtue
of its position as the investment sub-adviser to Sylebra Capital
Partners Master Fund, Ltd, (SCP MF), Sylebra Capital Parc Master
Fund (PARC MF), Sylebra Capital Menlo Master Fund (Menlo MF) and
other advisory clients. Sylebra Cayman is the investment manager
and the parent of Sylebra HK. Mr. Gibson owns 100% of the shares of
Sylebra HK and more than 99% of the shares of Sylebra Cayman. In
such capacities, Sylebra HK, Sylebra Cayman, and Mr. Gibson may be
deemed to share voting and dispositive power over the Shares held
for SCP MF, PARC MF, Menlo MF and other advisory clients.
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ITEM
2(b). |
ADDRESS OF PRINCIPAL BUSINESS
OFFICE OR, IF NONE, RESIDENCE:
c/o Sylebra Capital Limited
28 Hennessy Road, Floor 20
Wan Chai
Hong Kong
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ITEM
2(c). |
CITIZENSHIP:
Sylebra Capital Limited is organized
in Hong Kong
Sylebra Capital Management is organized in the Cayman Islands
Mr. Gibson is a citizen of Antigua and Barbuda
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ITEM
2(d). |
TITLE OF CLASS OF
SECURITIES:
Ordinary Shares
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ITEM
2(e). |
CUSIP NUMBER:
L4135L100
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ITEM 3. |
IF THIS STATEMENT IS FILED
PURSUANT TO SECTION 240.13d-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 Act (15 U.S.C. 78c); |
(b)
[ ] |
Bank as defined in Section 3(a)(6) of the Act (15
U.S.C. 78c); |
(c)
[ ] |
Insurance company as defined in Section 3(a)(19)
of the Act (15 U.S.C. 78c); |
(d)
[ ] |
Investment company registered under Section 8 of
the Investment Company Act of 1940 (15 U.S.C 80a-8); |
(e)
[X] |
An investment adviser in accordance with
240.13d-1(b)(1)(ii)(E); |
(f)
[ ] |
An employee benefit plan or endowment fund in
accordance with 240.13d-1(b)(1)(ii)(F); |
(g)
[X] |
A parent holding company or control person in
accordance with 240.13d-1(b)(1)(ii)(G); |
(h)
[ ] |
A savings associations as defined in Section 3(b)
of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
(i)
[ ] |
A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3); |
(j)
[X] |
A non-U.S. institution in accordance with
240.13d-1(b)(1)(ii)(J); |
(k)
[ ] |
Group, in accordance with 240.13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with
240.13d1(b)(1)(ii)(J), please specify the type of institution:
Hong Kong Regulated Investment Adviser
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|
ITEM 4. |
OWNERSHIP |
|
(a) Amount beneficially
owned: |
0 |
(b) Percent of
class: |
0% |
(c) Number of shares as to
which the person has: |
(i) sole
power to vote or to direct the vote: |
Sylebra
Capital Limited :
Sylebra Capital Management :
Daniel Patrick Gibson : |
(ii)
shared power to vote or to direct the vote: |
Sylebra
Capital Limited : 0
Sylebra Capital Management : 0
Daniel Patrick Gibson : 0 |
(iii) sole
power to dispose or direct the disposition of: |
Sylebra
Capital Limited :
Sylebra Capital Management :
Daniel Patrick Gibson : |
(iv)
shared power to dispose or to direct the disposition of: |
Sylebra
Capital Limited : 0
Sylebra Capital Management : 0
Daniel Patrick Gibson : 0 |
ITEM
5. |
OWNERSHIP OF FIVE PERCENT OR
LESS OF A CLASS:
If this statement is being filed to
report the fact that as of the date hereof the reporting person has
ceased to be the beneficial owner of more than five percent of the
class of securities, check the following [ ].
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ITEM
6. |
OWNERSHIP OF MORE THAN FIVE
PERCENT ON BEHALF OF ANOTHER PERSON:
All Shares reported in this Schedule
13G are held by advisory clients of Sylebra HK. The positions have
been closed out. None of the advisory clients individually hold
economic interest of more than 5% of outstanding shares.
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ITEM
7. |
IDENTIFICATION AND
CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY:
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ITEM
8. |
IDENTIFICATION AND
CLASSIFICATION OF MEMBERS OF THE GROUP:
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ITEM
9. |
NOTICE OF DISSOLUTION OF
GROUP:
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ITEM
10. |
CERTIFICATION:
By signing below I certify that, to
the best of my knowledge and belief, the securities referred to
above were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or
effect.
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