ITEM 1. | SECURITY AND ISSUER: |
This statement on Schedule 13D (this Schedule 13D) relates to the ordinary shares (the Shares), of Atento S.A., a public limited liability company (societe anonyme) incorporated under the laws of Luxembourg (the Issuer). The Issuer's principal executive office is located at 1, rue Hildegard Von Bingen, L-1282, Luxembourg, Grand Duchy of Luxembourg. |
ITEM 2. | IDENTITY AND BACKGROUND: |
EXPLANATORY NOTE:
This Schedule 13D supplements, amends and constitutes Amendment No. 4 to the Schedule 13D filed with the Securities and Exchange Commission (the "Commission") by Kyma Capital on December 17, 2021.
This Schedule 13D (this "Schedule 13D") is the fifth Schedule 13D being jointly filed by Kyma Capital Limited ("Kyma Capital"), Asheef Lalani and Charles Frischer (collectively, the "Reporting Persons") pursuant to the Amended Agreement as to Joint Filing filed as Exhibit 1 to this Schedule 13D.
To the extent that any information contained in this Schedule 13D is inconsistent with the information in the prior Schedule 13D filings of Atento S.A., as the case may be, the information set forth in this Schedule 13D shall control.
|
ITEM 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION: |
Asheef Lalani may be deemed to be the beneficial owner of, in the aggregate, 107,500 Shares. The aggregate purchase price of the Shares purchased by the Reporting Person was approximately $1.15 million (including commissions to purchase Shares) plus cost of the warrants upon its exercising. The source of funding for these Shares was savings and investment income including capital gains and borrowing on margin loans maintained in the ordinary course of business by Mr. Lalani with brokers on customary terms and conditions.
Charles Frischer may be deemed to be the beneficial owner of, in the aggregate, 686,404 Shares. The aggregate purchase price of the Shares purchased by the Reporting Person was approximately $7 million (including commissions to purchase Shares) plus cost of the warrants upon its exercising. The source of funding for these Shares was savings and investment income including capital gains and borrowing on margin loans maintained in the ordinary course of business by Mr. Frischer with a broker on customary terms and conditions.
Kyma Capital Limited may be deemed to be the beneficial owner of, in the aggregate, 1,025,023 Shares. The aggregate purchase price of the Shares purchased by the Reporting Person was approximately $12.2 million (including commissions to purchase Shares) plus cost of the warrants upon its exercising. The source of funding for these Shares was capital from investors in the Kyma Capital Opportunities Fund Limited. |
ITEM 4. | PURPOSE OF TRANSACTION: |
N/A |
ITEM 5. | INTEREST IN SECURITIES OF THE ISSUER: |
(a) Asheef Lalani beneficially owns a total of 67,500 Shares and may be deemed to be the owner of 40,000 Shares issuable upon exercise of Warrants, constituting 0.68% of the 15,451,667 outstanding Shares of the Issuer reported to be outstanding as of September 30, 2022, as reported in the Issuers 6-K filed with the Securities and Exchange Commission on November 15, 2022, plus 424,355 Shares issuable upon exercise of Warrants held by Asheef Lalani, Charles Frischer and Kyma Capital Limited.
Charles Frischer beneficially owns a total of 486,404 Shares and may be deemed to be the owner of 200,000 Shares issuable upon exercise of Warrants constituting 4.32% of the 15,451,667 outstanding Shares of the Issuer reported to be outstanding as of September 30, 2022, as reported in the Issuers 6-K filed with the Securities and Exchange Commission on November 15, 2022, plus 424,355 Shares issuable upon exercise of Warrants held by Asheef Lalani, Charles Frischer and Kyma Capital Limited.
Kyma Capital Limited beneficially owns a total of 840,668 Shares and may be deemed to be the owner of 184,355 Shares issuable upon exercise of Warrants, constituting 6.46% of the 15,451,667 outstanding Shares of the Issuer reported to be outstanding as of September 30, 2022, as reported in the Issuers 6-K filed with the Securities and Exchange Commission on November 15, 2022, plus 424,355 Shares issuable upon exercise of Warrants held by Asheef Lalani, Charles Frischer and Kyma Capital Limited.* *Ownership disclosure for mandates Kyma manages on a discretionary basis.
(b) Asheef Lalani has the sole power to vote or direct the vote of, and to dispose or direct the disposition of, 107,500 Shares and Warrants beneficially owned by it.
Charles Frischer has the sole power to vote or direct the vote of, and to dispose or direct the disposition of, 686,404 Shares and Warrants beneficially owned by it.
Kyma Capital Limited has the sole power to vote or direct the vote of, and to dispose or direct the disposition of, 1,025,023 Shares and Warrants beneficially owned by it.
(c) Not applicable.
(d) No person other than the Reporting Person(s) has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares beneficially owned by the Reporting Person(s). (e) Not applicable. |
ITEM 6. | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER: |
N/A |
ITEM 7. | MATERIALS TO BE FILES AS EXHIBITS: |
Exhibit 1 - Amended Agreement as to Joint Filing
|