0001193125-24-036227.txt : 20240214 0001193125-24-036227.hdr.sgml : 20240214 20240214161507 ACCESSION NUMBER: 0001193125-24-036227 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20240214 DATE AS OF CHANGE: 20240214 GROUP MEMBERS: KOCH INDUSTRIES, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Alchemy Investments Acquisition Corp 1 CENTRAL INDEX KEY: 0001901336 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-94069 FILM NUMBER: 24638365 BUSINESS ADDRESS: STREET 1: 850 LIBRARY AVENUE, SUITE 204-F CITY: NEWARK STATE: DE ZIP: 19711 BUSINESS PHONE: (212) 877-1588 MAIL ADDRESS: STREET 1: 850 LIBRARY AVENUE, SUITE 204-F CITY: NEWARK STATE: DE ZIP: 19711 FORMER COMPANY: FORMER CONFORMED NAME: VAM Acquisition Corp. DATE OF NAME CHANGE: 20211223 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SPRING CREEK CAPITAL LLC CENTRAL INDEX KEY: 0001451531 ORGANIZATION NAME: IRS NUMBER: 030572769 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 4111 EAST 37TH STREET NORTH CITY: WICHITA STATE: KS ZIP: 67220 BUSINESS PHONE: 3168288310 MAIL ADDRESS: STREET 1: 4111 EAST 37TH STREET NORTH CITY: WICHITA STATE: KS ZIP: 67220 SC 13G 1 d777738dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

 

 

Alchemy Investments Acquisition Corp 1

(Name of Issuer)

Class A Ordinary Shares, par value $0.0001 per share

(Title of Class of Securities)

G0232F109

(CUSIP Number)

February 8, 2024

(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 the 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).

 

 

 

CUSIP: G0232F109

Page 2 of 7

 

1   

NAMES OF REPORTING PERSONS

 

Spring Creek Capital, LLC

2   

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐  (b) ☐

 

3   

SEC USE ONLY

 

4   

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH    5   

SOLE VOTING POWER

 

655,000 (1)

   6   

SHARED VOTING POWER

 

0

   7   

SOLE DISPOSITIVE POWER

 

655,000 (1)

   8   

SHARED DISPOSITIVE POWER

 

0

9   

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

655,000 (1)

10   

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

☐

11   

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

5.42%

12   

TYPE OF REPORTING PERSON

 

OO

 

(1)

Represents 655,000 Class A Ordinary Shares, par value $0.0001 per share (“Public Shares”), of Alchemy Investments Acquisition Corp 1 (the “Issuer”).

CUSIP: G0232F109

Page 3 of 7

 

1   

NAMES OF REPORTING PERSONS

 

Koch Industries, Inc.

2   

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐  (b) ☐

 

3   

SEC USE ONLY

 

4   

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Kansas

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH    5   

SOLE VOTING POWER

 

655,000 (1)

   6   

SHARED VOTING POWER

 

0

   7   

SOLE DISPOSITIVE POWER

 

655,000 (1)

   8   

SHARED DISPOSITIVE POWER

 

0

9   

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

655,000 (1)

10   

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

☐

11   

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

5.42%

12   

TYPE OF REPORTING PERSON

 

CO

(1) Represents 655,000 Public Shares held by Spring Creek Capital, LLC. These Issuer securities may be deemed to be beneficially owned by Koch Industries, Inc. by virtue of its indirect ownership of Spring Creek Capital, LLC.

CUSIP: G0232F109

Page 4 of 7

 

Item

1(a). Name of Issuer: Alchemy Investments Acquisition Corp 1 (the “Issuer”)

Item 1(b). Address of Issuer’s Principal Executive Officers: 850 Library Avenue, Suite 204-F, Newark, DE 19711

 

Item

2(a). Name of Person Filing:

Spring Creek Capital, LLC (“Spring Creek”)

SCC Holdings, LLC (“SCC”)

KIM, LLC (“KIM”)

Koch Investments Group, LLC (“KIG”)

Koch Investments Group Holdings, LLC (“KIGH”)

Koch Industries, Inc. (“Koch Industries”)

(Each a “Reporting Person,” and collectively, the “Reporting Persons”).

 

Item

2(b). Address or Principal Business Office or, if None, Residence:

The principal business office for all Reporting Persons is:

4111 E. 37th Street North

Wichita, KS 67220

 

Item

2(c). Citizenship: See Item 4 of each cover page.

Item 2(d). Title of Class of Securities: Class A Ordinary Shares, par value $0.0001 per share (“Public Shares”).

Item 2(e). CUSIP No.: G0232F109.

Item 3. If this Statement is Filed Pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing is a: Not applicable.

Item 4. Ownership.

(a) Amount beneficially owned: See Item 9 of each cover page.

(b) Percent of class: See Item 11 of each cover page. Calculated using 12,095,500 Public Shares outstanding as of November 15, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 16, 2023.

(c) Number of shares as to which the person has:

 

  (i)

Sole power to vote or to direct the vote: See Item 5 of each cover page.

 

  (ii)

Shared power to vote or to direct the vote: See Item 6 of each cover page.

 

  (iii)

Sole power to dispose or to direct the disposition of: See Item 7 of each cover page.

 

  (iv)

Shared power to dispose or to direct the disposition of: See Item 8 of each cover page.

Spring Creek is beneficially owned by SCC, SCC is beneficially owned by KIM, KIM is beneficially owned by KIG, KIG is beneficially owned by KIGH, and KIGH is beneficially owned by Koch Industries, in each case by means of ownership of all voting equity instruments.

Koch Industries, SCC, KIM, KIG, and KIGH may be deemed to beneficially own the Public Shares held by Spring Creek by virtue of (i) Koch Industries’ beneficial ownership of KIGH, (ii) KIGH’s beneficial ownership of KIG, (iii) KIG’s beneficial ownership of KIM, (iv) KIM’s beneficial ownership of SCC and (v) SCC’s beneficial ownership of Spring Creek. The filing of this Schedule 13G shall not be construed as an admission that any of SCC, KIM, KIG, KIGH, or Koch Industries is, for purposes of Sections 13(d) or 13(g) of the Exchange Act, the beneficial owner of any Public Shares covered by this Schedule 13G.

CUSIP: G0232F109

Page 5 of 7

 

Item 5. Ownership of 5 Percent or Less of a Class.

Not applicable.

Item 6. Ownership of More than 5 Percent on Behalf of Another Person.

Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not applicable.

Item 8. Identification and Classification of Members of the Group.

Not applicable.

Item 9. Notice of Dissolution of Group.

Not applicable.

Item 10. Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

CUSIP: G0232F109

Page 6 of 7

 

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 14, 2024

 

Spring Creek Capital, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Vice President and Secretary
SCC Holdings, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Secretary
KIM, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Vice President and Secretary
Koch Investments Group, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Secretary
Koch Investments Group Holdings, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Secretary
Koch Industries, Inc.
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Assistant Secretary

CUSIP: G0232F109

Page 7 of 7

 

EXHIBIT INDEX

 

Exhibit Number   

Title

99.1    Joint Filing Agreement

 

 EX-99.1 2 d777738dex991.htm EX-99.1 EX-99.1

EXHIBIT 99.1

JOINT FILING AGREEMENT

This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of Class A Ordinary Shares, par value $0.0001 per share, of Alchemy Investments Acquisition Corp 1 (this “Agreement”), is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Dated: February 14, 2024 

 

Spring Creek Capital, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Vice President and Secretary
SCC Holdings, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Secretary
KIM, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Vice President and Secretary
Koch Investments Group, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Secretary
Koch Investments Group Holdings, LLC
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Secretary
Koch Industries, Inc.
By:  

/s/ Raffaele G. Fazio

Name:   Raffaele G. Fazio
Title:   Assistant Secretary