0001209191-23-004058.txt : 20230119 0001209191-23-004058.hdr.sgml : 20230119 20230119171538 ACCESSION NUMBER: 0001209191-23-004058 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230117 FILED AS OF DATE: 20230119 DATE AS OF CHANGE: 20230119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLACKWELL PARTNERS LLC - SERIES A CENTRAL INDEX KEY: 0001426672 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39672 FILM NUMBER: 23538185 BUSINESS ADDRESS: STREET 1: C/O DUMAC, INC. STREET 2: 280 S. MANGUM STREET, SUITE 210 CITY: DURHAM STATE: NC ZIP: 27701 BUSINESS PHONE: (919) 668-9995 MAIL ADDRESS: STREET 1: C/O DUMAC, INC. STREET 2: 280 S. MANGUM STREET, SUITE 210 CITY: DURHAM STATE: NC ZIP: 27701 FORMER NAME: FORMER CONFORMED NAME: BLACKWELL PARTNERS LLC DATE OF NAME CHANGE: 20080208 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Maso Capital Partners Ltd CENTRAL INDEX KEY: 0001698093 STATE OF INCORPORATION: K3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39672 FILM NUMBER: 23538187 BUSINESS ADDRESS: STREET 1: 8/F PRINTING HOUSE STREET 2: 6 DUDDELL STREET CITY: HONG KONG STATE: K3 ZIP: 000000 BUSINESS PHONE: 852 34686200 MAIL ADDRESS: STREET 1: 8/F PRINTING HOUSE STREET 2: 6 DUDDELL STREET CITY: HONG KONG STATE: K3 ZIP: 000000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jain Manoj CENTRAL INDEX KEY: 0001829173 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39672 FILM NUMBER: 23538189 MAIL ADDRESS: STREET 1: C/O DUDDELL STREET ACQUISITION CORP. STREET 2: 8/F PRINTING HOUSE, 6 DUDDELL STREET CITY: HONG KONG STATE: K3 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Star V Partners LLC CENTRAL INDEX KEY: 0001831716 STATE OF INCORPORATION: TN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39672 FILM NUMBER: 23538184 BUSINESS ADDRESS: STREET 1: 2100 WEST END AVENUE, SUITE 100 CITY: NASHVILLE STATE: TN ZIP: 37203 BUSINESS PHONE: 852 3468 6200 MAIL ADDRESS: STREET 1: 2100 WEST END AVENUE, SUITE 100 CITY: NASHVILLE STATE: TN ZIP: 37203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Duddell Street Holdings Ltd CENTRAL INDEX KEY: 0001829205 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39672 FILM NUMBER: 23538188 BUSINESS ADDRESS: STREET 1: C/O DUDDELL STREET ACQUISITION CORP. STREET 2: 8/F PRINTING HOUSE, 6 DUDDELL STREET CITY: HONG KONG STATE: K3 ZIP: 00000 BUSINESS PHONE: 852 3468 6200 MAIL ADDRESS: STREET 1: C/O DUDDELL STREET ACQUISITION CORP. STREET 2: 8/F PRINTING HOUSE, 6 DUDDELL STREET CITY: HONG KONG STATE: K3 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Khurana Sohit CENTRAL INDEX KEY: 0001829409 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39672 FILM NUMBER: 23538183 MAIL ADDRESS: STREET 1: C/O DUDDELL STREET ACQUISITION CORP. STREET 2: 8/F PRINTING HOUSE, 6 DUDDELL STREET CITY: HONG KONG STATE: K3 ZIP: 00000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Maso Capital Investments Ltd CENTRAL INDEX KEY: 0001831712 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39672 FILM NUMBER: 23538186 BUSINESS ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KYL-9008 BUSINESS PHONE: 852 3468 6200 MAIL ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KYL-9008 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FiscalNote Holdings, Inc. CENTRAL INDEX KEY: 0001823466 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1201 PENNSYLVANIA AVENUE NW, 6TH FLOOR CITY: WASHINGTON STATE: DC ZIP: 20004 BUSINESS PHONE: 202 793-5300 MAIL ADDRESS: STREET 1: 1201 PENNSYLVANIA AVENUE NW, 6TH FLOOR CITY: WASHINGTON STATE: DC ZIP: 20004 FORMER COMPANY: FORMER CONFORMED NAME: Duddell Street Acquisition Corp. DATE OF NAME CHANGE: 20200902 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2023-01-17 0 0001823466 FiscalNote Holdings, Inc. NOTE 0001829173 Jain Manoj C/O FISCALNOTE HOLDINGS, INC. 1201 PENNSYLVANIA AVE NW, 6TH FLOOR WASHINGTON DC 20004 1 0 1 0 0001829205 Duddell Street Holdings Ltd C/O DUDDELL STREET ACQUISITION CORP. 8/F PRINTING HOUSE, 6 DUDDELL STREET HONG KONG K3 00000 HONG KONG 0 0 1 0 0001698093 Maso Capital Partners Ltd C/O DUDDELL STREET ACQUISITION CORP. 8/F PRINTING HOUSE, 6 DUDDELL STREET HONG KONG K3 00000 HONG KONG 0 0 1 0 0001831712 Maso Capital Investments Ltd C/O DUDDELL STREET ACQUISITION CORP. 8/F PRINTING HOUSE, 6 DUDDELL STREET HONG KONG K3 00000 HONG KONG 0 0 1 0 0001426672 BLACKWELL PARTNERS LLC - SERIES A C/O BLACKWELL PARTNERS LLC - SERIES A 280 SOUTH MANGUM STREET, SUITE 210 DURHAM NC 27701 0 0 1 0 0001831716 Star V Partners LLC C/O STAR V PARTNERS LLC 2100 WEST END AVE, SUITE 1000 NASHVILLE TN 37203 0 0 1 0 0001829409 Khurana Sohit C/O FISCALNOTE HOLDINGS, INC. 1201 PENNSYLVANIA AVE NW, 6TH FLOOR WASHINGTON DC 20004 0 0 1 0 Warrants (Right to Buy) 7.32 Class A Common Stock 389000 389000 I By Maso Capital Investments Limited Warrants (Right to Buy) 7.32 Class A Common Stock 1093000 1093000 I By Blackwell Partners LLC - Series A Warrants (Right to Buy) 7.32 Class A Common Stock 518000 518000 I By Star V Partners LLC Warrants (Right to Buy) 7.32 2023-01-17 4 J 0 7000000 0.00 D Class A Common Stock 7000000 0 I By Duddell Street Holdings Ltd Warrants (Right to Buy) 7.32 2023-01-17 4 J 0 1267700 0.00 A Class A Common Stock 1267700 1267700 I By Maso Capital Investments Limited Warrants (Right to Buy) 7.32 2023-01-17 4 J 0 4138400 0.00 A Class A Common Stock 4138400 4138400 I By Blackwell Partners LLC - Series A Warrants (Right to Buy) 7.32 2023-01-17 4 J 0 1593900 0.00 A Class A Common Stock 1593900 1593900 I By Star V Partners LLC Each Warrant is currently exercisable until the fifth anniversary of the Closing Date (as defined in the Agreement and Plan of Merger dated November 7, 2021, by and among Duddell Street Acquisition Corp., Grassroots Merger Sub, Inc., and FiscalNote Holdings, Inc. (the "Business Combination Agreement")). These Warrants are held of record by Maso Capital Investments Limited ("MCIL"), a Cayman Islands limited liability company. Maso Capital Partners Limited ("MCPL"), a Hong Kong limited liability company, is the investment manager of MCIL and has sole voting and investment power with respect to the shares held by MCIL. MCPL is beneficially owned and controlled by Manoj Jain and Sohit Khurana, each of whom may be deemed to have beneficial ownership over these shares. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. These Warrants are held of record by Blackwell Partners LLC - Series A ("BPL"), a Delaware limited liability company. MCPL is the investment manager of BPL and has sole voting and investment power with respect to the shares held by BPL. These Warrants are held of record by Star V Partners LLC ("SVPL"), a Tennessee limited liability company. MCPL is the investment manager of SVPL and has sole voting and investment power with respect to the shares held by SVPL. Each Warrant is currently exercisable until the fifth anniversary of the Closing Date (as defined in the Business Combination Agreement). These Warrants are held of record by Duddell Street Holdings Limited ("Duddell"), a Cayman Islands limited liability company. Maso Capital Offshore Limited ("Maso"), a Cayman Islands limited liability company, is the sole member and manager of Duddell. Maso is beneficially owned and controlled by Manoj Jain, Sohit Khurana and Alan Finnerty. These Warrants were transferred to MCIL by the previous holder of record, Duddell, without any consideration. These shares were transferred to BPL by the previous holder of record, Duddell, without any consideration. These Warrants were transferred to SVPL by the previous holder of record, Duddell, without any consideration. /s/ Manoj Jain 2023-01-19 Duddell Street Holdings Limited, By: /s/ Manoj Jain, Director 2023-01-19 Maso Capital Partners Limited, By: /s/ Manoj Jain, Director 2023-01-19 Maso Capital Investments Limited, By: /s/ Manoj Jain, Director 2023-01-19 Blackwell Partners LLC - Series A, By: /s/ Manoj Jain, Director 2023-01-19 Star V Partners LLC, By: /s/ Manoj Jain, Director 2023-01-19 /s/ Sohit Khurana 2023-01-19