Item 1.01 Entry into a Material Definitive Agreement.

On May 30, 2023, Alpine Summit Energy Investors, Inc. (the "Blocker"), as a member and manager of HB2 Origination, LLC ("Origination"), and Craig Perry, the Chief Executive Officer of Alpine Summit Energy Partners, Inc. (the "Registrant") and a member of Origination, who, together with Blocker, beneficially owns the majority of Class A voting units of Origination, entered into an amendment to the Second Amended and Restated Limited Liability Company Agreement, dated as of September 7, 2021 (the "LLC Agreement"), to adjust certain terms and time periods applicable to the redemption of Class B non-voting units (the "Units") of Origination. Blocker is a wholly owned subsidiary of the Registrant.

The foregoing is a summary of the amendment to the LLC Agreement and is not a complete discussion of such amendment. Accordingly, the foregoing is qualified in its entirety by reference to the full text of the amendment to the LLC Agreement, attached to this Current Report on Form 8-K as Exhibit 10.2, and incorporated herein by reference.

Item 3.02 Unregistered Sales of Equity Securities.

On May 30, 2023, the Registrant issued 19,494,709 Class A subordinate voting shares ("Subordinate Voting Shares") of the Registrant upon the redemption (the "Redemption") by a majority of holders of the Units. The 19,494,709 Subordinate Voting Shares were issued in reliance upon the exemptions from registration afforded by Rule 506(b) promulgated under the Securities Act of 1933, as amended (the "Securities Act"), because (i) the issuances were not made by general solicitation or advertising; and (ii) the issuances were made only to "accredited investors" (as such term is defined in Rule 501(a) of Regulation D under the Securities Act).

An additional 15,947 Subordinate Voting Shares were issued on May 30, 2023, in connection with the mandatory conversion of the outstanding Class C proportionate voting shares as a result of the Redemption. The issuance of the 15,947 Subordinate Voting Shares were exempt from registration under Section 3(a)(9) under the Securities Act.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.



  10.1      Second Amended and Restated Limited Liability Company Agreement,
          dated September 7, 2021

  10.2      Amendment to Second Amended and Restated Limited Liability Company
          Agreement of HB2 Origination, LLC, dated May 30, 2023

104       Cover Page Interactive Data File (embedded within the Inline XBRL
          document)



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