HWH International Chairman Chan Amends 13D/A Filing

Ticker: HWH · Form: SC 13D/A · Filed: Jan 19, 2024 · CIK: 1897245

Complexity: simple

Sentiment: neutral

Topics: insider-ownership, amendment, corporate-governance

TL;DR

**HWH International's Chairman just updated his ownership stake, watch for potential stock movement.**

AI Summary

Heng Fai Ambrose Chan, Chairman of HWH International Inc., filed an amended Schedule 13D/A on January 19, 2024, updating his beneficial ownership in the company. This amendment, dated January 9, 2024, indicates a change in his holdings of HWH International Inc.'s Common Stock, $0.0001 par value. This matters to investors because changes in ownership by key insiders like the Chairman can signal their confidence (or lack thereof) in the company's future prospects, potentially influencing stock price.

Why It Matters

This filing updates the beneficial ownership of HWH International's Chairman, Heng Fai Ambrose Chan, which can signal insider sentiment and potentially impact investor perception of the stock.

Risk Assessment

Risk Level: medium — Changes in insider ownership can be a significant indicator, but the specific details of the change (buy/sell, magnitude) are not fully detailed in this excerpt, creating some uncertainty.

Analyst Insight

Investors should review the full SC 13D/A filing to understand the specific nature of the change in Heng Fai Ambrose Chan's beneficial ownership (e.g., acquisition or disposition of shares) to gauge insider sentiment before making investment decisions.

Key Players & Entities

Forward-Looking Statements

FAQ

Who is the reporting person in this SC 13D/A filing?

The reporting person is Heng Fai Ambrose Chan, who is also identified as the Chairman of HWH International Inc.

What is the subject company of this filing?

The subject company, also known as the Issuer, is HWH International Inc.

What is the title of the class of securities involved in this filing?

The title of the class of securities is Common Stock, with a par value of $0.0001.

When was the event that required the filing of this statement?

The date of the event which required the filing of this statement was January 9, 2024.

What is the CUSIP number for the securities mentioned in the filing?

The CUSIP number for the Common Stock of HWH International Inc. is 44852G101.

Filing Stats: 4,073 words · 16 min read · ~14 pages · Grade level 11.8 · Accepted 2024-01-19 16:55:52

Key Financial Figures

Filing Documents

below

Item 6 below. On January 9, 2024, the consummation of the business combination between Alset Capital Acquisition Corp. and HWH International Inc. resulted in the conversion of existing Alset Capital Acquisition Corp. shares, including the Founder Shares and Placement Units, into the Issuer’s common stock, and the issuance of 10,900,000 shares of common stock to HWH’s majority owner, Alset International Limited. Except for the foregoing, the Reporting Persons have no plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) and (c) through (j) of Item 4 of Schedule 13D/A. Item 5. Interest in Securities of the Issuer (a)-(b) The aggregate number and percentage of Shares beneficially owned by the Reporting Persons (on the basis of a total of shares) are as follows: Heng Fai Ambrose Chan a) Amount beneficially owned: 13,827,250 Percentage: 84.0 % b) Number of shares to which the Reporting Person has: i. Sole power to vote or to direct the vote: 13,000 ii. Shared power to vote or to direct the vote: 13,827,250 iii. Sole power to dispose or to direct the disposition of: 13,000 iv. Shared power to dispose or to direct the disposition of: 13,827,250 Alset Inc. a) Amount beneficially owned: 13,825,650 Percentage: 83.9 % b) Number of shares to which the Reporting Person has: i. Sole power to vote or to direct the vote: 0 ii. Shared power to vote or to direct the vote: 13,814,250 iii. Sole power to dispose or to direct the disposition of: 0 iv. Shared power to dispose or to direct the disposition of: 13,814,250 Alset International Limited a) Amount beneficially owned: 13,814,250 Percentage: 67.2 % b) Number of shares to which the Reporting Person has: i. Sole power to vote or to direct the vote: 0 ii. Shared power to vote or to direct the vote: 10,900,000 iii. Sole power to dispose or to direct the disposition of: 0

below

Item 6 below. The description of the Securities Subscription Agreement is qualified in its entirety by reference to the full text of such agreement, a copy of which was filed as Exhibit 10.5 to the Registration Statement on Form S-1 originally filed by Alset Capital Acquisition Corp. with the SEC on December 20, 2021 (and is incorporated by reference herein as Exhibit 10.1). Placement Unit Purchase Agreement between Alset Capital Acquisition Corp. and Sponsor On February 3, 2022, simultaneously with the consummation of the IPO, the Sponsor purchased 473,750 Placement Units pursuant to a Placement Unit Purchase Agreement. The Placement Units and the securities underlying the Placement Units are subject to a lock-up provision in the Subscription Agreement, which provides that such securities shall not be transferable, saleable or assignable until 30 days after the consummation of Alset Capital Acquisition Corp.’s initial business combination, subject to certain limited exceptions as described in the Insider Letter. The description of the Placement Unit Purchase Agreement is qualified in its entirety by reference to the full text of such agreement, a copy of which was filed by Alset Capital Acquisition Corp. as Exhibit 10.5 to the Current Report on Form 8-K filed by Alset Capital Acquisition Corp. with the SEC on February 4, 2022 (and is incorporated by reference herein as Exhibit 10.2). Insider Letter On January 31, 2022, in connection with the IPO, Alset Capital Acquisition Corp. and the Sponsor entered into a letter agreement (the “Insider Letter”). Pursuant to the Insider Letter, the Sponsor agreed (A) to vote the Founder Shares, the Shares included in the Placement Units and any public shares in favor of any proposed business combination, (B) not to propose an amendment to Alset Capital Acquisition Corp.’s Second Amended and Restated Memorandum and Articles of Association with respect to Alset Capital Acquisition Corp.’s p

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