0001493152-24-002113.txt : 20240111 0001493152-24-002113.hdr.sgml : 20240111 20240111215745 ACCESSION NUMBER: 0001493152-24-002113 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240109 FILED AS OF DATE: 20240111 DATE AS OF CHANGE: 20240111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Chan Heng Fai Ambrose CENTRAL INDEX KEY: 0001261725 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41254 FILM NUMBER: 24530471 MAIL ADDRESS: STREET 1: 2601 INSLAND PLACE TOWER STREET 2: 510 KINGS RD N POINT CITY: HONG KONG STATE: K3 ZIP: 999999999 FORMER NAME: FORMER CONFORMED NAME: CHAN FAI DATE OF NAME CHANGE: 20030828 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Alset Acquisition Sponsor, LLC CENTRAL INDEX KEY: 0001908910 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41254 FILM NUMBER: 24530470 BUSINESS ADDRESS: BUSINESS PHONE: 3019713940 MAIL ADDRESS: STREET 1: 4800 MONTGOMERY LANE STREET 2: SUITE 210 CITY: BETHESDA STATE: MD ZIP: 20814 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HWH International Inc. CENTRAL INDEX KEY: 0001897245 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES [5122] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 873296100 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 BUSINESS ADDRESS: STREET 1: 4800 MONTGOMERY LANE, SUITE 210 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 301-971-3955 MAIL ADDRESS: STREET 1: 4800 MONTGOMERY LANE, SUITE 210 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER COMPANY: FORMER CONFORMED NAME: Alset Capital Acquisition Corp. DATE OF NAME CHANGE: 20211203 4 1 ownership.xml X0508 4 2024-01-09 0 0001897245 HWH International Inc. HWH 0001261725 Chan Heng Fai Ambrose 9 TEMASEK BOULEVARD #16-04 SUNTEC TOWER TWO SINGAPORE U0 038989 SINGAPORE 1 0 1 0 0001908910 Alset Acquisition Sponsor, LLC C/O HWH INTERNATIONAL INC. 4800 MONTGOMERY LANE, SUITE 210 BETHESDA, MD 20814 0 0 1 0 0 Common Stock 2024-01-09 4 J 0 10900000 A 10900000 I See Footnote Common Stock 2024-01-09 4 J 0 2156250 A 2156250 I See Footnote Common Stock 2024-01-09 4 J 0 47375 A 47375 I See Footnote Class B common stock 2024-01-09 4 J 0 2156250 D Common stock 2156250 0 I Alset Capital Acquisition Sponsor, LLC Rights 2024-01-09 4 J 0 473750 D Common Stock 47375 0 I Alset Capital Acquisition Sponsor, LLC On January 9, 2024, the Issuer completed a business combination. Under the terms of the business combination, all of the issued and outstanding Class A and Class B Common Stock of the Issuer, formerly known as Alset Capital Acquisition Corp., converted into shares of Common Stock of the Issuer, now known as HWH International Inc. In connection with the business combination, 10,900,000 shares of the Issuer's common stock were issued to Alset International Limited, a Singapore company, as merger consideration. Mr. Chan may be deemed to possess beneficial ownership as the Chief Executive Officer and Chairman of Alset International Limited, and as the Chairman, Chief Executive Officer and majority owner of Alset Inc., which is the majority stockholder of Alset International Limited. In connection with the business combination, 2,156,250 shares of Alset Class B Common Stock held by Alset Capital Acquisition Sponsor, LLC (the "Sponsor") were converted into 2,156,250 shares of the Issuer's common stock. As Chief Executive Officer of the sole member of the Sponsor, and as the Chief Executive Officer and control person of the entities which own the Sponsor's sole member, Mr. Chan may be deemed to possess beneficial ownership of the securities held of record by the Sponsor. On February 3, 2022, the Sponsor purchased 473,750 units (the "Private Placement Units") pursuant to a private placement. Each Private Placement Unit consisted of one share of Class A common stock, one-half of one warrant and one right entitling the holder to receive one tenth (1/10) of one share of Common Stock. In connection with the business combination, the rights held by the Sponsor were converted into 47,375 shares of the Issuer's common stock. Upon completion of the business combination, the Issuer's shares over which Mr. Chan may be deemed to possess beneficial ownership total 13,590,375 shares. Upon completion of the business combination, the Issuer's shares over which the Sponsor may be deemed to possess beneficial ownership total 2,677,375 shares. /s/ Chan Heng Fai Ambrose 2024-01-11 Alset Acquisition Sponsor, LLC By: Alset SPAC Group Inc., its Sole Member /s/ Chan Heng Fai Ambrose, Chief Executive Officer 2024-01-11