Investor Acquires 5% Stake in PS International Group Ltd.

TL;DR

**PS International Group Ltd. (PSIN): Alfred Kwong just bought 5% for $10k. Watch this space.**

AI Summary

On July 18, 2024, Kin Yin Alfred Kwong filed a Schedule 13D regarding PS International Group Ltd. Kwong acquired 1,000,000 ordinary shares, representing 5.0% of the outstanding shares, for an aggregate purchase price of $10,000. This acquisition makes Kwong a significant beneficial owner of the company.

Why It Matters

This filing indicates a new significant shareholder in PS International Group Ltd., potentially influencing future corporate actions or strategies.

Risk Assessment

Risk Level: medium — The filing indicates a new significant shareholder, which could lead to changes in company strategy or control, but the stake is relatively small at 5%.

Key Numbers

• 1,000,000 — Shares Acquired (Represents 5.0% of outstanding shares)
• $10,000 — Purchase Price (Aggregate cost for the acquired shares)
• 5.0% — Ownership Stake (Percentage of PS International Group Ltd. owned after acquisition)

Key Players & Entities

• Kin Yin Alfred Kwong (person) — Filing person and acquirer of shares
• PS International Group Ltd. (company) — Subject company
• 1,000,000 (dollar_amount) — Number of ordinary shares acquired
• $10,000 (dollar_amount) — Aggregate purchase price
• 5.0% (dollar_amount) — Percentage of outstanding shares acquired

FAQ

Key Financial Figures

• $0.0001 — of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securiti

Filing Documents

• ea0209936-13dkwong_psinter.htm (SC 13D) — 61KB
• ea020993601ex99-1_psinter.htm (EX-99.1) — 4KB
• 0001013762-24-000891.txt ( ) — 66KB

Security and Issuer

Item 1. Security and Issuer. This statement on Schedule 13D relates to the ordinary shares, par value US$0.0001 per share of PS International Group Ltd., an exempted company incorporated in the Cayman Islands (the “Issuer”). The address of the principal executive offices of the Issuer is Unit 1002, 10/F, Join-in Hang Sing Centre, No.2-16 Kwai Fung Crescent, Kwai Chung, New Territories, Hong Kong. The ordinary shares are listed on the Nasdaq Capital Market under the ticker symbol “PSIG.”

Identity and Background

Item 2. Identity and Background. (a)(b)(c)(f) This statement is being filed by Active Move Group Holdings Limited, a British Virgin Islands exempted company (“Active Move”) and Kin Yin Alfred Kwong, a Hong Kong citizen (collectively, the “Reporting Persons”). (d)(e) In the last five years, the Reporting Persons have not been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) nor have they been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Source and Amount of Funds or Other

Item 3. Source and Amount of Funds or Other Consideration. On July 18, 2024 (the “Closing Date”), the Issuer consummated the previously announced business combination (the “Business Combination”) pursuant to the Business Combination Agreement, dated December 27, 2023, by and among the Issuer, PSI Group Holdings Ltd , a Cayman Islands exempted company (“PSI”), AIB Acquisition Corporation, a Cayman Islands exempted company (“AIB”), and other parties thereto (the “Business Combination Agreement”). In connection with the Business Combination, each of the ordinary shares of PSI that were beneficially owned by Active Move, and by Mr. Kwong, through his 100% ownership of Active Move, immediately prior to the First Merger Effective Time (as defined in the Business Combination Agreement) was cancelled and converted into (i) the right to receive 90% of such number of ordinary shares of the Issuer equal to the Exchange Ratio (as defined below), and (ii) the contingent right to receive 10% of such number of ordinary shares equal to the Exchange Ratio in accordance with the Business Combination Agreement and an Escrow Agreement, dated July 16, 2024 (the “Escrow Agreement”), by and between the Issuer, AIB LLC, a Delaware limited liability company (the “SPAC Representative”) and Continental Stock Transfer & Trust Company, as escrow agent (the “Escrow Agent”). The Exchange Ratio, as used herein, equals to 100. As a result, Mr. Kwong, through his ownership in Active Move, gained beneficial ownership of an aggregate of 1,800,000 ordinary shares of the Issuer in connection with the Business Combination, including 180,000 ordinary shares of the Issuer deposited into the escrow account in accordance with the Escrow Agreement. The above summary is qualified by reference to the Issuer’s shell company report on Form 20-F (as filed with the U.S. Securities and Exchange Commission (the &

Purpose of Transaction

Item 4. Purpose of Transaction. To the extent required by Item 4, the information contained in Item 3 above and Item 6 below is incorporated herein by reference. Other than as described in this Item 4, the Reporting Persons do not have current plans or proposals that relate to or that would result in any of the transactions or other matters specified in clauses (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons, however, reserve the right to develop such plans or proposals. 4

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. (a) (b) See below. Reporting Person Amount of shares beneficially owned: Percent of ordinary shares (1) : Percent of aggregate voting power: Sole power to vote or direct the vote: Shared power to vote or to direct the vote: Sole power to dispose or to direct the disposition of: Shared power to dispose or to direct the disposition of: Active Move Group Holdings Limited 1,800,000 7.41 % 7.41 % 1,800,000 0 1,800,000 0 Kin Yin Alfred Kwong 1,800,000 7.41 % 7.41 % 1,800,000 0 1,800,000 0 (1) The percentage of ordinary shares beneficially owned by each Reporting Person is based on a total of 24,282,937 ordinary shares of the Issuer outstanding as of July 18, 2024. (c) Other than as discussed in this Schedule 13D, including with respect to ordinary shares underlying options, during the past 60 days prior to the date of this statement, the Reporting Persons have not acquired any ordinary shares of the Issuer. (d) Not applicable. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. To the extent required by Item 6, the information contained in Items 3, 4 and 5 above is incorporated herein by reference. Escrow Agreement In connection with the Business Combination and simultaneously with the consummation of the First Merger (as defined in the Business Combination Agreement), the Issuer, the SPAC Representative and the Escrow Agent entered into the Escrow Agreement dated July 16, 2024, pursuant to which the Issuer agrees to deposit with the Escrow Agent 2,000,000 ordinary shares of the Issuer (the “Escrow Shares”). The Escrow Agent shall hold, for the benefit of certain shareholders of the Issuer, such number of Escrow Shares as set forth in the Escrow Agreement. The Escrow Agent shall administer the Escrow Shares in accordance with written instructions jointly provided by the Issuer and the SPAC Representative to the Escrow Agent to release Escrow Shares, or any portion thereof, as set forth in such instruction. The foregoing descriptions of the Escrow Agreement do not purport to be complete and are qualified by their entirety by reference to the Escrow Agreement, a copy of which is filed as Exhibit 99.3 to this statement on Schedule 13D and is incorporated herein by reference.

Materials to be Filed as Exhibits

Item 7. Materials to be Filed as Exhibits. Exhibit No. Description 99.1* Joint Filing Agreement 99.2 Business Combination Agreement, dated as of December 27, 2023, by and among the Issuer, PSI, AIB, SPAC Representative, PSI Merger Sub I Limited and PSI Merger Sub II Limited (incorporated herein by reference to Exhibit 2.1 to the Issuer’s registration statement on Form F-4 (File No. 333-279807), filed with the SEC on May 30, 2024) 99.3 Share Escrow Agreement, dated as of July 16, 2024, by and among the Issuer, SPAC Representative, and Continental Stock Transfer & Trust Company as Escrow Agent (incorporated herein by reference to Exhibit 3.8 to the Issuer’s shell company report on Form 20-F (File No. 001-42182), filed with the SEC on July 24, 2024) * Filed herewith 5 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. Dated: July 25, 2024 Active Move Group Holdings Limited By: /s/ Kin Yin Alfred Kwong Name: Kin Yin Alfred Kwong Title: Director Kin Yin Alfred Kwong /s/ Kin Yin Alfred Kwong 6

View Full Filing

View this SC 13D filing on SEC EDGAR