| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/27/2023 |
3. Issuer Name and Ticker or Trading Symbol
Bukit Jalil Global Acquisition 1 Ltd. [ BUJA ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Ordinary Share | 1,838,807(3)(2)(1) | I(4) | By Bukit Jalil Global Investment Ltd.(5)(4) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Private Warrants | (6) | (6) | Ordinary Shares | 212,153(3) | 11.5 | I | By Bukit Jalil Global Investment Ltd.(5)(4) |
| Private Rights | (7) | (7) | Ordinary Shares | 424,307(3) | 0 | I | By Bukit Jalil Global Investment Ltd.(4)(5) |
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. Assuming the over-allotment option is exercised by the underwriters of the initial public offering (the "IPO") of Bukit Jalil Global Acquisition 1 Ltd. (the "Issuer") in full within 45 days of the offering, Ms. Chyi Chyi Ooi may be deemed to beneficially own 1,838,807 ordinary shares of the Issuer held by Bukit Jalil Global Investment Ltd. (the "Sponsor"). |
| 2. The Sponsor is the record holder of the shares reported herein. Ms. Ooi is the sole director and sole shareholder of the Sponsor. As such, Ms. Ooi may be deemed to have beneficial ownership of the ordinary shares held directly by the Sponsor. |
| 3. Including (i) 1,414,500 ordinary shares of the Issuer acquired by the Sponsor prior to the IPO and (ii) 424,307 ordinary shares of the Issuer underlying the private units ("Private Units") to be acquired by the Sponsor in a private placement simultaneously with the consummation of the IPO. Each Private Units consists of one ordinary share, one-half of one warrant and one right. The amount of shares reported includes up to 187,500 ordinary shares subject to forfeiture to the extent that the over-allotment option by the underwriters is not exercised in full or in part. |
| 4. This statement is jointly filed by Chyi Chyi Ooi and Bukit Jalil Global Investment Ltd. Chyi Chyi Ooi holds an indirect interest in the securities listed in Table I and Table II (the "Securities") by virtue of her direct ownership of the Sponsor. |
| 5. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer. |
| 6. As described in the Warrant Agreement, dated June 27, 2023, between the Issuer and Continental Stock Transfer & Trust Company, LLC ("CST"), and filed as Exhibit 4.5 to the Issuer's Registration Statement on Form S-1 (File No. 333-272605), the private warrants may be exercised during the period (a) commencing on the later of: (i) the date of the consummation by the Company of a business combination (described in the Registration Statement), and (ii) 12 months from the effective date of the Registration Statement, and (b) terminating at 5:00 p.m., ET on the earlier to occur of (i) the date that is 5 years after the date on which the Company consummates a business combination, (ii) the Redemption Date as provided in Section 6.2 therein and (iii) the liquidation of the Issuer (as described in the Registration Statement). |
| 7. As described in the Right Agreement dated June 27, 2023, between the Issuer and CST, and filed as Exhibit 4.6 to the Registration Statement, the private rights will automatically convert into 1/10 of one ordinary share upon the completion of the business combination. |
| Remarks: |
| Chyi Chyi Ooi /s/ Chyi Chyi Ooi | 06/27/2023 | |
| BUKIT JALIL GLOBAL INVESTMENT LTD. /s/ Chyi Chyi Ooi | 06/27/2023 | |
| ** 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 5 (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. | ||
