UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO §240.13d-2

 

A SPAC I Acquisition Corp.

(Name of Issuer)

 

Ordinary Shares

(Title of Class of Securities)

 

G0542S106

(CUSIP Number)

 

December 31, 2022

(Date of Event which Requires Filing of this Statement)

 

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

 

☐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 the disclosures provided in a prior cover page.

 

The information required in 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).

 

(Continued on following page(s))
Page 1 of 7 Pages

 

 

 

 

 

CUSIP No. G0542S106 13G Page 2 of 7 Pages

 

1 NAME OF REPORTING PERSON
A SPAC (Holdings) Acquisition Corp.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON		 5 SOLE VOTING POWER
1,725,000
6 SHARED VOTING POWER
-0-
7 SOLE DISPOSITIVE POWER
1,725,000
8 SHARED DISPOSITIVE POWER
-0-

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,725,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   (SEE INSTRUCTIONS) ☐
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.8%
12 TYPE OF REPORTING PERSON*
OO(1)

 

(1)A SPAC (Holdings) Acquisition Corp. is owned as to 100% by Claudius Tsang.

 

 

 

CUSIP No. G0542S106 13G Page 3 of 7 Pages

 

1 NAME OF REPORTING PERSON
Claudius Tsang
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
(b) ☐
3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Hong Kong

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON		 5 SOLE VOTING POWER
1,725,000
6 SHARED VOTING POWER
-0-
7 SOLE DISPOSITIVE POWER
1,725,000
8 SHARED DISPOSITIVE POWER
-0-

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,725,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES   (SEE INSTRUCTIONS) ☐
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
19.8%
12 TYPE OF REPORTING PERSON*
OO(1)

 

(1)A SPAC (Holdings) Acquisition Corp. is owned as to 100% by Claudius Tsang.

 

 

 

CUSIP No. G0542S106 13G Page 4 of 7 Pages

 

Item 1.

 

(a)Name of Issuer: A SPAC I Acquisition Corp.

 

(b)Address of Issuer’s Principal Executive Offices:

 

A SPAC I Acquisition Corp.
Level 39, Marina Bay Financial Centre
Tower 2, 10 Marina Boulevard
Singapore, 018983

 

Item 2.

 

(a)Name of Person Filing: A SPAC (Holdings) Acquisition Corp.
Claudius Tsang

 

(b)Address of Principal Business Office or if none, Residence:

 

c/o A SPAC I Acquisition Corp.
Level 39, Marina Bay Financial Centre
Tower 2, 10 Marina Boulevard
Singapore, 018983

 

(c)Citizenship: A SPAC I Acquisition Corp. – British Virgin Islands
Claudius Tsang – Hong Kong

 

(d)Title of Class of Securities: Ordinary Shares

 

(e)CUSIP Number: G0542S106

 

Item 3.Not Applicable

 

Item 4.Ownership.

 

(a)Amount Beneficially Owned:

 

A SPAC (Holdings) Acquisition Corp – 1,725,000 ordinary shares.

Claudius Tsang – 1,725,000 ordinary shares.

Claudius Tsang is the sole member of A SPAC (Holdings) Acquisition Corp and has voting and dispositive power over the securities owned by A SPAC (Holdings) Acquisition Corp.

 

(b)Percent of Class:

 

A SPAC (Holdings) Acquisition Corp. – 19.8%;

Claudius Tsang – 19.8%.

The foregoing percentages are based on 8,694,000 ordinary shares outstanding as of December 31, 2022.

 

 

 

CUSIP No. G0542S106 13G Page 5 of 7 Pages

 

(c)Number of shares as to which such person has:

 

(i)sole power to vote or to direct the vote:

 

A SPAC (Holdings) Acquisition Corp – 1,725,000 ordinary shares;

Claudius Tsang – 1,725,000 ordinary shares.

 

(ii)shared power to vote or to direct the vote:

 

A SPAC (Holdings) Acquisition Corp – 0 share;

Claudius Tsang – 0 share.

 

(iii)sole power to dispose or to direct the disposition of:

 

A SPAC (Holdings) Acquisition Corp – 1,725,000 shares;

Claudius Tsang – 1,725,000 shares.

 

(iv)shared power to dispose or to direct the disposition of:

 

A SPAC (Holdings) Acquisition Corp – 0 share;

Claudius Tsang – 0 share.

 

Item 5.Ownership of Five Percent or Less of a Class: Not Applicable

 

Item 6.Ownership of More than Five Percent on Behalf of Another Person: Not Applicable

 

Item 7.Identification and Classification of Subsidiary Which Acquired the Securities: Not Applicable

 

Item 8.Identification and Classification of Members of the Group: Not Applicable

 

Item 9.Notice of Dissolution of Group: Not Applicable

 

Item 10.Certifications: Not Applicable

 

 

 

CUSIP No. G0542S106 13G Page 6 of 7 Pages

 

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.

 

February 14, 2023

 

  A SPAC (Holdings) Acquisition Corp.
   
  By:

/s/ Claudius Tsang

    Name:  Claudius Tsang
    Title: Sole Member
   
  Claudius Tsang
   
 

/s/ Claudius Tsang

 

 

 

CUSIP No. G0542S106 13G Page 7 of 7 Pages

 

EXHIBIT 1

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the ordinary shares, no par value, of A SPAC I Acquisition Corp., a British Virgin Islands business company, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

 

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

 

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

 

IN WITNESS WHEREOF, the undersigned have executed this agreement as of February 14, 2023.

 

  A SPAC (Holdings) Acquisition Corp.
   
  By: /s/ Claudius Tsang
    Name:  Claudius Tsang
    Title: Sole Member
   
  Claudius Tsang
   
  /s/ Claudius Tsang

 

 

 

 

 

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