UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE13G
(Amendment No. 2)*
Under the Securities Exchange Act of 1934
Hennessy CapitalInvestment Corp. VI
(Name of Issuer)
Class Acommon stock, par value $0.0001 per share
(Title of Class of Securities)
42600H108
(CUSIP Number)
December 31,2023
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuantto which this Schedule
is filed:
.. Rule 13d-1(b)
x Rule 13d-1(c)
.. Rule 13d-1(d)
* The remainder of this cover page shallbe filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for anysubsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder ofthis cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Actof 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisionsof the Act (however,
see
the
Notes
).
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS .
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo Atlas Master Fund, LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Cayman Islands
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
2
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS .
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo Atlas Management, LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
3
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo PPF Credit Strategies, LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
4
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo Credit Strategies Master Fund Ltd.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Cayman Islands
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
CO
Page
5
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo ST Fund Management LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
10 check box if the aggregate amount in row (9) excludes certain shares ( x
See Instructions)
11 percent of class represented by amount in row (9)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
6
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo ST Operating LP
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
PN
Page
7
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo ST Capital LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
8
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
ST Management Holdings, LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Cayman Islands
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
9
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo SPAC Fund I, L.P.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Cayman Islands
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
PN
Page
10
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo SPAC Management I, L.P.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
PN
Page
11
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo SPAC Management I GP, LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
12
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo Capital Management, L.P.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
PN
Page
13
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo Capital Management GP, LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
14
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo Management Holdings, L.P.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
PN
Page
15
of 22
CUSIP No. 42600H108
1 NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Apollo Management Holdings GP, LLC
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (
See Instructions)
2 (a)
..
(b)
..
3 SEC USE ONLY
4 CITIZENship or place of organization
Delaware
NUMBER OF SHARES sole voting power
BENEFICIALLY 5
OWNED BY EACH
REPORTING PERSON
WITH:
0 shares
shared voting power
6
0 shares
sole dispositive power
7
0 shares
shared dispositive power
8
0/shares
9 aggregate amount beneficially owned by each reporting person
0 shares
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)
0.0%
12 type of reporting person (
See Instructions)
OO
Page
16
of 22
Item 1. Name of Issuer
Hennessy Capital Investment Corp. VI
(a) Address of Issuer's Principal Executive Offices
3415 N. Pines Way, Suite 204
Wilson, Wyoming 83014
Item 2. Name of Person Filing
This statement is filed by (i) ApolloAtlas Master Fund, LLC ("Atlas"); (ii)
Apollo Atlas Management, LLC ("Atlas Management"); (iii) ApolloPPF Credit
Strategies, LLC ("PPF Credit Strategies"); (iv) Apollo Credit Strategies
Master Fund Ltd. ("CreditStrategies"); (v) Apollo ST Fund Management LLC ("ST
Management"); (vi) Apollo ST Operating LP ("STOperating"); (vii) Apollo ST
Capital LLC ("ST Capital"); (viii) ST Management Holdings, LLC ("ST
ManagementHoldings"); (ix) Apollo SPAC Fund I, L.P. ("SPAC Fund I"); (x)
Apollo SPAC Management I, L.P. ("SPACManagement I"); (xi) Apollo SPAC
Management I GP, LLC ("SPAC Management I GP"); (xii) Apollo Capital
Management,L.P. ("Capital Management"); (xiii) Apollo Capital Management GP,
LLC ("Capital Management GP"); (xiv) ApolloManagement Holdings, L.P.
("Management Holdings"); and (xv) Apollo Management Holdings GP, LLC
("Management HoldingsGP"). The foregoing are collectively referred to herein
as the "Reporting Persons."
Atlas, PPF Credit Strategies, CreditStrategies, and SPAC Fund I each held, but
no longer holds, shares of Common Stock of the Issuer.
Atlas Management serves as the investmentmanager of Atlas. Apollo PPF Credit
Strategies Management, LLC serves as the investment manager of PPF Credit
Strategies. ST Managementserves as the investment manager for Credit
Strategies. ST Operating is the sole member of ST Management. The general
partner of ST Operatingis ST Capital. ST Management Holdings is the sole
member of ST Capital. SPAC Management I serves as the investment manager for
SPAC FundI. The general partner of SPAC Management I is SPAC Management I GP.
Capital Management serves as the solemember of Atlas Management, SPAC
Management I GP, and SA Management, and as the sole member and manager of ST
Management Holdings. CapitalManagement GP serves as the general partner of
Capital Management. Management Holdings serves as the sole member and manager
of CapitalManagement GP, and Management Holdings GP serves as the general
partner of Management Holdings.
(a) Address of Principal Business Office or, if none, Residence
The principal office of each of Atlas,PPF Credit Strategies, and SPAC Fund I
100 West Putnam Avenue, Greenwich, Connecticut 06830. The principal office of
Credit Strategiesis c/o Walkers Corporate Limited, Cayman Corporate Centre, 27
Hospital Road, George Town, Grand Cayman, KY-9008, Cayman Islands.
Theprincipal office of each of Atlas Management, ST Management, ST Operating,
ST Capital, ST Management Holdings, SPAC Management I,SPAC Management I GP,
Capital Management, Capital Management GP, Management Holdings, and Management
Holdings GP is 9 W. 57
th
Street, 43
rd
Floor, New York, New York 10019.
(b) Citizenship
Atlas, Credit Strategies, and ST ManagementHoldings are each an exempted
company incorporated in the Cayman Islands with limited liability. SPAC Fund I
is a Cayman Islands exemptedlimited partnership. Atlas Management, PPF Credit
Strategies, ST Management, ST Capital, SPAC Management I GP, Capital
Management GP,and Management Holdings GP are each a Delaware limited liability
company. ST Operating, SPAC Management I, Capital Management, and
ManagementHoldings are each a Delaware limited partnership.
Page
17
of 22
(c) Title of Class of Securities
Class A common stock, par value$0.0001 per share (the "Common Stock").
(d) CUSIP Number
42600H108
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
Not applicable.
Item 4. Ownership.
Beneficial ownership information is reportedas of December 31, 2023.
(a) Amount beneficially owned:
0 for all Reporting Persons
(b) Percent of class:
0% for all Reporting Persons
The percentages are based on 25,797,765shares of Common Stock outstanding as
of December 13, 2023, as disclosed in the Issuer's definitive proxy statement
filedon December 21, 2023.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0 for all Reporting Persons
(ii) Shared power to vote or to direct the vote:
0 for all Reporting Persons
(iii) Sole power to dispose or to direct the disposition of:
0 for all Reporting Persons
(iv) Shared power to dispose or to direct the disposition of:
0 for all Reporting Persons
Page
18
of 22
Item 5. Ownership of Five Percent or Less of a Class.
Ifthis statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial ownerof more than five
percent of the class of securities, check the following:
x
Item 6. Ownership of More than Five 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.
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. Certification.
By signing below I certify that, to thebest of my knowledge and belief, the
securities referred to above were not acquired and are not held for the
purpose of or with the effectof changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or asa participant in any transaction having that purpose or effect,
other than activities solely in connection with a nomination under
(s)240.14a-11.
[The remainder of this page is intentionallyleft blank.]
Page
19
of 22
SIGNATURE
After reasonable inquiryand to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: February 13, 2024
APOLLO ATLAS MASTER FUND, LLC
By: Apollo Atlas Management, LLC,
its investment manager
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO ATLAS MANAGEMENT, LLC
By: Apollo Capital Management, L.P.,
its sole member
By: Apollo Capital Management GP, LLC,
its general partner
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO PPF CREDIT STRATEGIES, LLC
By: Apollo PPF Credit Strategies Management, LLC,
its investment manager
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO CREDIT STRATEGIES MASTER FUND LTD.
By: Apollo ST Fund Management LLC,
its investment manager
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO ST FUND MANAGEMENT LLC
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
Page
20
of 22
APOLLO ST OPERATING LP
By: Apollo ST Capital LLC,
its general partner
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO ST CAPITAL LLC
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
ST MANAGEMENT HOLDINGS, LLC
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO SPAC FUND I, L.P.
By: Apollo SPAC Management I, L.P.,
its investment manager
By: Apollo SPAC Management I GP, LLC,
its general partner
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO SPAC MANAGEMENT I, L.P.
By: Apollo SPAC Management I GP, LLC,
its general partner
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO SPAC MANAGEMENT I GP, LLC
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
Page
21
of 22
APOLLO CAPITAL MANAGEMENT, L.P.
By: Apollo Capital Management GP, LLC,
its general partner
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO CAPITAL MANAGEMENT GP, LLC
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO MANAGEMENT HOLDINGS, L.P.
By: Apollo Management Holdings GP, LLC,
its general partner
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
APOLLO MANAGEMENT HOLDINGS GP, LLC
By: /s/ William Kuesel
Name: William Kuesel
Title: Vice President
Page
22
of 22