0001493152-24-003117.txt : 20240119 0001493152-24-003117.hdr.sgml : 20240119 20240119195705 ACCESSION NUMBER: 0001493152-24-003117 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240109 FILED AS OF DATE: 20240119 DATE AS OF CHANGE: 20240119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Alset International Ltd CENTRAL INDEX KEY: 0001660984 ORGANIZATION NAME: STATE OF INCORPORATION: U0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41254 FILM NUMBER: 24546857 BUSINESS ADDRESS: STREET 1: 10 WINSTEDT ROAD #02-02 CITY: SINGAPORE STATE: U0 ZIP: 227977 BUSINESS PHONE: 65 633391181 MAIL ADDRESS: STREET 1: 10 WINSTEDT ROAD #02-02 CITY: SINGAPORE STATE: U0 ZIP: 227977 FORMER NAME: FORMER CONFORMED NAME: Singapore Edevelopment Ltd DATE OF NAME CHANGE: 20151214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Alset Inc. CENTRAL INDEX KEY: 0001750106 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] ORGANIZATION NAME: 05 Real Estate & Construction STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41254 FILM NUMBER: 24546858 BUSINESS ADDRESS: STREET 1: 4800 MONTGOMERY LANE STREET 2: SUITE 210 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 3019713955 MAIL ADDRESS: STREET 1: 4800 MONTGOMERY LANE STREET 2: SUITE 210 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER NAME: FORMER CONFORMED NAME: Alset EHome International Inc. DATE OF NAME CHANGE: 20210205 FORMER NAME: FORMER CONFORMED NAME: HF Enterprises Inc. DATE OF NAME CHANGE: 20180814 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: 1231 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 3 1 ownership.xml X0206 3 2024-01-09 0 0001897245 HWH International Inc. HWH 0001750106 Alset Inc. ALSET INC. 4800 MONTGOMERY LANE, SUITE 210 BETHESDA MD 20814 0 0 1 0 0001660984 Alset International Ltd 9 TEMASEK BOULEVARD #16-04 SUNTEC TOWER TWO SINGAPORE U0 038989 SINGAPORE 0 0 1 0 Common Stock 10900000 I See Footnote Common Stock 2677375 I See Footnote Warrants 11.50 2024-02-08 2029-01-09 Common Stock 236875 I I 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, converted into shares of Common Stock of the Issuer. The Issuer, formerly known as Alset Capital Acquisition Corp. is 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. Alset Inc. may be deemed to possess beneficial ownership of these shares as 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 the majority owner of the Sponsor, Alset Inc. may be deemed to possess beneficial ownership of these shares. 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, the Class A shares became 473,750 shares of common stock, and the Sponsor holds warrants to purchase 236,875 shares of the Issuer's common stock. As Chairman, Chief Executive Officer and majority stockholder of Alset Inc., and Chairman and Chief Executive Officer of Alset International Limited, Heng Fai Ambrose Chan may be deemed to possess beneficial ownership of the securities held by the Sponsor and Alset International Limited. Alset Inc. /s/ Heng Fai Ambrose Chan, Chief Executive Officer 2024-01-19 Alset International Limited /s/ Heng Fai Ambrose Chan, Chief Executive Officer 2024-01-19