| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment
No. 1
)*
|
bleuacacia ltd (Name of Issuer) |
Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) |
G11728105 (CUSIP Number) |
12/31/2024 (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) |
 Rule
13d-1(d) |
SCHEDULE 13G |
| CUSIP No. | G11728105 |
| 1 | Names of Reporting Persons Moore Capital Management, LP | ||||||||
| 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 DELAWARE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IA, PN |
SCHEDULE 13G |
| CUSIP No. | G11728105 |
| 1 | Names of Reporting Persons MOORE GLOBAL INVESTMENTS, 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 DELAWARE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) OO |
SCHEDULE 13G |
| CUSIP No. | G11728105 |
| 1 | Names of Reporting Persons Moore Capital Advisors 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 DELAWARE | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) OO |
SCHEDULE 13G |
| CUSIP No. | G11728105 |
| 1 | Names of Reporting Persons Louis M. Bacon | ||||||||
| 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: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
SCHEDULE 13G |
| Item 1. | ||
| (a) | Name of issuer: bleuacacia ltd | |
| (b) | Address of issuer's principal executive
offices: 500 Fifth Avenue, New York, New York, 10110 | |
| Item 2. | ||
| (a) | Name of person filing: This statement is being filed (1) by Moore Capital Management, LP, a Delaware limited partnership ("MCM"), (2) by Moore Global Investments, LLC, a Delaware limited liability company ("MGI"), (3) by Moore Capital Advisors, L.L.C., a Delaware limited liability company ("MCA") and (4) by Louis M. Bacon ("Mr. Bacon"), a United States citizen, in his capacity as chairman, chief executive officer and director of MCM (collectively, the "Reporting Persons"). MCM serves as discretionary investment manager to MGI. MCA is the managing member of MGI. Mr. Bacon is the indirect majority owner of and controls MCM and MCA and is the indirect majority owner of MGI. This statement relates to Class A Ordinary Shares, $0.0001 par value per share, of bleuacacia ltd ("Shares") previously held by MGI. Each of MCM, MGI, MCA and Mr. Bacon, in the capacities set forth above, may have been deemed to have been the beneficial owner of Shares, as applicable. | |
| (b) | Address or principal business office or, if
none, residence: The principal business office of each of MCM, MGI, MCA and Mr. Bacon is located at 11 Times Square, 39th Floor, New York, New York 10036. | |
| (c) | Citizenship: (i) MCM is a Delaware limited partnership, (ii) MGI is a Delaware limited liability company, (iii) MCA is a Delaware limited liability company, and (iv) Mr. Bacon is a United States citizen. | |
| (d) | Title of class of securities: Class A Ordinary Shares, $0.0001 par value per share | |
| (e) | CUSIP No.: G11728105 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-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. 78o); | |
| (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) | 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) | 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) | A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: | |
| (k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned: As of December 31, 2024, each of MCM, MGI, MCA and Mr. Bacon did not beneficially own any Shares. | |
| (b) | Percent of class: As of December 31, 2024, each of MCM, MGI, MCA and Mr. Bacon beneficially owned 0% of the Issuer's outstanding Shares. % | |
| (c) | Number of shares as to which the person has: | |
| (i) Sole power to vote or to direct the vote: As of December 31, 2024, each of MCM, MGI, MCA and Mr. Bacon had sole power to vote or direct the vote of 0 Shares. | ||
| (ii) Shared power to vote or to direct the
vote: As of December 31, 2024, each of MCM, MGI, MCA and Mr. Bacon had shared power to vote or direct the vote of 0 Shares. | ||
| (iii) Sole power to dispose or to direct the
disposition of: As of December 31, 2024, each of MCM, MGI, MCA and Mr. Bacon had sole power to dispose or direct the disposition of 0 Shares. | ||
| (iv) Shared power to dispose or to direct the
disposition of: As of December 31, 2024, each of MCM, MGI, MCA and Mr. Bacon had shared power to dispose or direct the disposition of 0 Shares. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
|
Ownership of 5 percent or less of a class | ||
| Item 6. | Ownership of more than 5 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. | Certifications: |
Not Applicable
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| 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. |
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Exhibit
Information |
99.1 Joint Filing Agreement, dated as of February 13, 2025, by and between Moore Capital Management, LP, Moore Global Investments, LLC, Moore Capital Advisors, L.L.C. and Louis M. Bacon.
24.1 Power of Attorney, dated as of February 10, 2022, granted by Louis M. Bacon in favor of James E. Kaye and James Danza. |