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Yakira Capital Management, Inc., et al. – ‘SC 13G’ on 5/9/23 re: Alset Capital Acquisition Corp.

On:  Tuesday, 5/9/23, at 4:32pm ET   ·   Accession #:  1104659-23-57763   ·   File #:  5-93316

Previous ‘SC 13G’:  ‘SC 13G/A’ on 3/20/23   ·   Next:  ‘SC 13G/A’ on 12/13/23   ·   Latest:  ‘SC 13G/A’ on 3/7/24

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/09/23  Yakira Capital Management, Inc.   SC 13G                 1:58K  Alset Capital Acquisition Corp.   Toppan Merrill/FA
          Map 136 Segregated Portfolio
          Yakira Enhanced Offshore Fund Ltd.
          Yakira Partners, L.P.

Statement of Acquisition of Beneficial Ownership by a “Passive” Investor   —   Schedule 13G   —   WA’68

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13G      Statement of Acquisition of Beneficial Ownership    HTML     57K 
                by a "Passive" Investor                                          


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. )*

 

Alset Capital Acquisition Corp.

(Name of Issuer)

 

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

 

02115M109

(CUSIP Number)

 

NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; (203) 341-0702

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

May 3, 2023

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:


þ  Rule 13d-1(b)
¨  Rule 13d-1(c)
¨  Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

  

 

 

 

 

CUSIP No. 69291C205 13G Page 2 of 8

 

1. NAMES OF REPORTING PERSONS

Yakira Partners, L.P.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    
o
(b)    
o
3.

SEC USE ONLY

 

4. CITIZENSHIP OR PLACE OF ORGANIZATION
 
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER
 
76,363
6. SHARED VOTING POWER
 
0
7. SOLE DISPOSITIVE POWER
 
76,363
8. SHARED DISPOSITIVE POWER
 
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

76,363
10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)  
¨

 

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

3.12%
12. TYPE OF REPORTING PERSON (see instructions)

PN
       

 

 

 

 

 

CUSIP No. 69291C205 13G Page 3 of 8

  

1. NAMES OF REPORTING PERSONS

Yakira Enhanced Offshore Fund Ltd.                          
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    
o
(b)    
o
3.

SEC USE ONLY

 

4. CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER
 
6,364
6.

SHARED VOTING POWER

 

0

7. SOLE DISPOSITIVE POWER
 
6,364
8. SHARED DISPOSITIVE POWER
 
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

6,364
10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)
 ¨

 

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0.26%
12. TYPE OF REPORTING PERSON (see instructions)

FI
       

 

 

 

 

 

CUSIP No. 69291C205 13G Page 4 of 8

 

 

1. NAMES OF REPORTING PERSONS

 MAP 136 Segregated Portfolio
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)    
o
(b)    
o
3.

SEC USE ONLY

 

4. CITIZENSHIP OR PLACE OF ORGANIZATION
 
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5. SOLE VOTING POWER
 
267,273
6. SHARED VOTING POWER
 
0
7. SOLE DISPOSITIVE POWER
 
267,273
8. SHARED DISPOSITIVE POWER
 
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

267,273
10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)
 ¨

 

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

10.91%
12. TYPE OF REPORTING PERSON (see instructions)

FI
       

  

 

 

 

 

CUSIP No. 69291C205 13G Page 5 of 8

  

Item 1.

 

(a)Name of Issuer

 

Alset Capital Acquisition Corp.

 

(b)Address of Issuer’s Principal Executive Offices

 

4800 Montgomery Lane, Suite 210

 

Bethesda, MD 20814

 

Item 2.

 

(a)Name of Person Filing

 

This Statement is filed by Yakira Capital Management, Inc on behalf of each of the following persons (collectively, the “Reporting Persons”)

 

i)Yakira Partners, L.P.
ii)Yakira Enhanced Offshore Fund Ltd.
iii)MAP 136 Segregated Portfolio

 

(b)Address of the Principal Office or, if none, residence

 

1555 Post Road East, Suite 202, Westport, CT 06880

 

(c)Citizenship

 

Yakira Capital Management, Inc. and Yakira Partners L.P. are Delaware entities.

Yakira Enhanced Offshore Fund Ltd. and MAP 136 Segregated Portfolio are Cayman Island entities.

 

(d)Title of Class of Securities

 

Class A Common Stock, par value $0.0001 per share

 

(e)CUSIP Number

 

02115M109

  

 

 

 

 

CUSIP No. 69291C205 13G Page 6 of 8

 

 

Item 3. Filing pursuant to §240.13d-1(b)

 

If this statement is filed pursuant to Sec. 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a :

 

  (a) o Broker or dealer registered under section 15 of the Act (15 U.S.D. 78o):
  (b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
  (c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
  (d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);
  (e) x An investment adviser in accordance with Sec. 240.13d-1(b)(1)(ii)(E);
  (f) o An employee benefit plan or endowment fund in accordance with Sec. 240.13d-1(b)(1)(ii)(F);
  (g) o A parent holding company or control person in accordance with Sec. 240.13d-1(b)(1)(ii)(G);
  (h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
  (i) o A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
  (j) o A non-U.S. institution in accordance with Sec. 240.13d-1(b)(1)(ii)(J);
  (k) o Group, in accordance with Sec. 240.13d-1(b)(1)(ii)(J).

 

Item 4. Ownership

 

(a)Amount Beneficially Owned: 350,000 shares

 

(b)Percent of Class: 14.29%

 

(c)Number of shares to which the person has:

 

(i)Sole power to vote or to direct the vote: 350,000

 

(ii)Shared power to vote or to direct the vote: 0

 

(iii)Sole power to dispose or to direct the disposition: 350,000

 

(iv)Shared power to dispose or to direct the disposition: 0

  

Item 5. Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

 

Item 6. Ownership of More than Five Percent on Behalf of another Person.

 

Not Applicable

 

Item 7.Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

Not Applicable

 

 

 

  

CUSIP No. 69291C205 13G Page 7 of 8

  

Item 8. Identification and Classification of Members of the Group.

 

Not Applicable

 

Item 9. Notice of Dissolution of Group.

 

Not Applicable

 

 

 

 

 

CUSIP No. 69291C205 13G Page 8 of 8

 

  

Item 10. Certification

  

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

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.

 

    May 9, 2023
    Date
     
YAKIRA CAPITAL MANAGEMENT, INC    
     
/s/ Nicholas Sabatini    
Authorized Signatory    

  

 

 

 


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