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 RULE 13d-2(b)
(Amendment No. __)*
| OPES ACQUISITION CORP. |
(Name of Issuer)
|
| Common Stock, par value $0.0001 per share |
(Title of Class of Securities)
|
| 68373P 209 |
(CUSIP Number)
|
| December 31, 2018 |
(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 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).
| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
LB&B Capital, S.A. de C.V. | ||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| ||||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico | ||||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 Shares | |||||
| 6 | SHARED VOTING POWER
1,142,500 Shares | ||||||
| 7 | SOLE DISPOSITIVE POWER
0 Shares | ||||||
| 8 | SHARED DISPOSITIVE POWER
1,142,500 Shares | ||||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,142,500 Shares | ||||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ☐
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.71% | ||||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO | ||||||
| 1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Rodrigo Lebois Mateos | ||||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | (a) ☐ (b) ☐
| |||||
| 3 | SEC USE ONLY
| ||||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico | ||||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER
0 Shares | |||||
| 6 | SHARED VOTING POWER
1,142,500 Shares | ||||||
| 7 | SOLE DISPOSITIVE POWER
0 Shares | ||||||
| 8 | SHARED DISPOSITIVE POWER
1,142,500 Shares | ||||||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,142,500 Shares | ||||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ☐
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.71% | ||||||
| 12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN | ||||||
| Item 1(a). | Name of Issuer: |
Opes Acquisition Corp. (“Issuer”)
| Item 1(b.) | Address of Issuer’s Principal Executive Offices: |
Park Plaza Torre I, Javier Barros Sierra 540, Of. 103, Col. Santa Fe, 01210 Mexico City, Mexico.
| Item 2(a). | Name of Person Filing: |
This Statement is filed by each of the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons”:
| (i) | LB&B Capital, S.A. de C.V. (“LB&B”) is aSociedad Anonima de Capital Variable, a variable capital corporation organized under the laws of Mexico. Rodrigo Lebois Mateos is the Chairman of LB&B and may be deemed to have voting and dispositive control over the shares held by LB&B. |
| (ii) | Mr. Rodrigo Lebois Mateos is responsible for the voting and investment decisions relating to the securities held by LB&B. |
| Item 2(b). | Address of Principal Business Office or, if None, Residence: |
The address of the principal business office of each of the Reporting Persons is:
LB&B Capital, S.A. de C.V.
Presidente Masaryk 111, Piso 5, Polanco, 11560 Mexico City, Mexico
| Item 2(c). | Citizenship: |
LB&B Capital, S.A. de C.V. – Mexico.
Rodrigo Lebois Mateos – Mexico
| Item 2(d). | Title of Class of Securities: |
Common Stock, par value $0.0001 per share (“Common Stock”)
| Item 2(e). | CUSIP Number: |
68373P 209
| Item 3. | If This Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
| (a) | ☐ | Broker or dealer registered under Section 15 of the Exchange Act; |
| (b) | ☐ | Bank as defined in Section 3(a)(6) of the Exchange Act; |
| (c) | ☐ | Insurance company as defined in Section 3(a)(19) of the Exchange Act; |
| (d) | ☐ | Investment company registered under Section 8 of the Investment Company Act; |
| (e) | ☐ | An investment adviser in accordance with Rule 13d-1(b)(ii)(E); |
| (f) | ☐ | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
| (g) | ☐ | A parent holding company or control person in accordance with Rule 13d-1(b)(ii)(G) |
| (h) | ☐ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
| (i) | ☐ | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; |
| (j) | ☐ | A non-U.S. institution, in accordance with Rule 13d-1(b)(1)(ii)(J). |
| (k) | ☐ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution:_________________
| Item 4. | Ownership. |
(a) Amount Beneficially Owned: 1,142,500 shares of Common Stock.
This amount includes 1,142,500 shares of Common Stock owned by LB&B. Rodrigo Lebois Mateos is the Chairman of LB&B and may be deemed to have voting and dispositive power over the shares held by LB&B. This amount does not include an aggregate of 222,500 shares of Common Stock issuable upon the exercise of warrants underlying private units held by LB&B, none of which are exercisable and will not be exercisable within 60 days.
(b) Percent of Class: 7.71%
The percentage of shares of Common Stock is based on 14,820,000 shares of Common Stock outstanding as of November 7, 2018, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018, filed with the Securities and Exchange Commission on November 8, 2018.
(c) Number of shares as to which the person has
(i) Sole power to vote or direct the vote:0
(ii) Shared power to vote or direct the vote: 1,142,500
(iii) Sole power to dispose or direct the disposition:0
(iv) Shared power to dispose or direct the disposition: 1,142,500
| 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. |
None.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
None.
| Item 8. | Identification and Classification of Members of the Group. |
None.
| Item 9. | Notice of Dissolution of Group. |
None.
| Item 10. | Certifications. |
None.
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: February 8, 2019 | |||
| LB&B CAPITAL, S.A. DE C.V | |||
| By: | /s/ Rodrigo Lebois Mateos | ||
| Name: Rodrigo Lebois Mateos | |||
| Title: Chairman and Attorney-in-fact | |||
| /s/ Rodrigo Lebois Mateos | |||
| Rodrigo Lebois Mateos | |||
Exhibit 1
JOINT FILING AGREEMENT
The undersigned hereby agree that this Schedule 13G (as so amended, the “Schedule 13G”) with respect to the Common Stock of Opes Acquisition Corp. is, and any additional amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to the Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that it knows or has reason to believe that such information is inaccurate.
| Dated: February 8, 2019 | |||
| LB&B CAPITAL, S.A. DE C.V | |||
| By: | /s/ Rodrigo Lebois Mateos | ||
| Name: Rodrigo Lebois Mateos | |||
| Title: Chairman and Attorney-in-fact | |||
| /s/ Rodrigo Lebois Mateos | |||
| Rodrigo Lebois Mateos | |||
