SEC Form 4
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Alberton Acquisition Corp [ ALAC ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 11/20/2018 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Ordinary Shares | 11/20/2018 | J | 1,441 | D | (1) | 1,628,559 | I | By Hong Ye Hong Kong Shareholding Co., Limited(2) | ||
| Ordinary Shares | 11/20/2018 | P | 29,760 | A | (3) | 1,658,319 | I | By Hong Ye Hong Kong Shareholding Co., Limited(2) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Warrants to Purchase Ordinary Shares | $11.5 | 11/20/2018 | P | 29,760 | (4) | (5) | Ordinary Shares | 14,880 | (3) | 164,880 | I | By Hong Ye Hong Kong Shareholding Co., Limited(2) | |||
| Rights to Purchase Ordinary Shares | (6) | 11/20/2018 | P | 29,760 | (6) | (6) | Ordinary Shares | 2,976 | (3) | 32,976 | I | By Hong Ye Hong Kong Shareholding Co., Limited(2) | |||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. 1,441 shares were forfeited for no additional consideration in connection with the underwriters' election not to fully exercise the over-allotment option as described in the Issuer's registration statement on Form S-1. |
| 2. The securities reported herein are held by Hong Ye Hong Kong Shareholding Co., Limited (the "Sponsor") and may be deemed to be indirectly beneficially owned by Guan Wang. Guan Wang disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| 3. In connection with the underwriters' election to partially exercise the over-allotment option granted in connection with the Issuer's initial public offering, the Sponsor acquired, at a price of $10.00 per unit, 29,760 additional units (the "Private Units") for an aggregate purchase price of $297,600. Each Private Unit consists of one ordinary share, one warrant to purchase one half of one ordinary share and one right to receive one tenth of one ordinary share. |
| 4. The warrants become exercisable on the later of (i) the completion of the registrant's initial business combination and (ii) 12 months from the date of the prospectus relating to the registrant's initial public offering. |
| 5. The warrants expire 5 years after the closing of the registrant's initial business combination or earlier upon redemption or liquidation, as described in the prospectus relating to the registrant's initial public offering. |
| 6. The rights convert automatically into ordinary shares at the completion of the registrant's initial business combination. |
| /s/ Guan Wang | 11/20/2018 | |
| Hong Ye Hong Kong Shareholding Co., Limited By: /s/ Guan Wang | 11/20/2018 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||