0001474506-24-000175.txt : 20240621 0001474506-24-000175.hdr.sgml : 20240621 20240621191817 ACCESSION NUMBER: 0001474506-24-000175 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230722 FILED AS OF DATE: 20240621 DATE AS OF CHANGE: 20240621 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kim Jin Goon CENTRAL INDEX KEY: 0001885905 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41101 FILM NUMBER: 241061746 MAIL ADDRESS: STREET 1: HOUSE 95, PALM DRIVE, REDHILL PENINSULA, STREET 2: 18 PAK PAT SHAN ROAD, TAI TAM, CITY: HONG KONG STATE: K3 ZIP: 00000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TLGY ACQUISITION CORP CENTRAL INDEX KEY: 0001879814 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 981603634 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: MAPLES CORPORATE SERVICES LIMITED, P.O.B STREET 2: P.O.B. 309, UGLAND HOUSE CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1104 BUSINESS PHONE: 302-499-4656 MAIL ADDRESS: STREET 1: FLAT A, 6/F, HO LEE COMMERCIAL BUILDING, STREET 2: 38-44 D'AGUILAR STREET, CENTRAL CITY: HONG KONG SAR STATE: K3 ZIP: 19807 FORMER COMPANY: FORMER CONFORMED NAME: TLGY Acquisition Corp DATE OF NAME CHANGE: 20210823 4 1 primary_doc.xml PRIMARY DOCUMENT X0508 4 2023-07-22 0 0001879814 TLGY ACQUISITION CORP TLGY 0001885905 Kim Jin Goon HOUSE 95, PALM DRIVE, REDHILL PENINSULA, 18 PAK PAT SHAN ROAD, TAI TAM, HONG KONG K3 00000 HONG KONG 1 0 0 0 0 Class B ordinary shares 2023-07-22 4 S 0 1424813 1.33 D Class A ordinary shares 1424813 3919887 I By TLGY Sponsors LLC Class B ordinary shares 2023-07-22 4 P 0 627820 1.33 A Class A ordinary shares 627820 627820 I By TLGY Holdings LLC Class B ordinary shares 2024-03-01 4 S 0 1044773 0.67 D Class A ordinary shares 1044773 2875114 I By TLGY Sponsors LLC Class B ordinary shares 2024-03-01 4 P 0 522388 0.67 A Class A ordinary shares 522388 522388 I By Kim Revocable Family Trust Class B ordinary shares 2024-06-19 4 S 0 2641197 1 D Class A ordinary shares 2641197 233917 I By TLGY Sponsors LLC Class B ordinary shares 2024-06-19 4 S 0 219737 1 D Class A ordinary shares 219737 408083 I By TLGY Holdings LLC Class B ordinary shares 2024-06-19 4 S 0 182836 1 D Class A ordinary shares 182836 339552 I By Kim Revocable Family Trust As described in the issuer's registration statement on Form S-1 (File No. 333-260242), as amended, under the heading "Description of Securities-Founder Shares," the Class B ordinary shares, par value $0.0001 per share, of the issuer ("Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of, or immediately following, the issuer's initial business combination, on a one-for-one basis, subject to certain adjustments, and have no expiration date. On July 22, 2023, TLGY Sponsors LLC sold the subject Class B Shares in a private transaction, at a per share price of approximately $1.33 per share. TLGY Sponsors LLC, the issuer's sponsor, is the record holder of the shares reported herein. Jin-Goon Kim is the manager of TLGY Holdings LLC, which is the manager of TLGY Sponsors LLC, and has joint voting and investment discretion with respect to the ordinary shares held of record by TLGY Sponsors LLC. Accordingly, the shares held by TLGY Sponsors LLC may be deemed to be beneficially held by Jin-Goon Kim, except to the extent of any pecuniary interest therein. On July 22, 2023, TLGY Holdings LLC purchased the subject Class B Shares in a private transaction, at a per share price of approximately $1.33 per share. On March 1, 2024, TLGY Sponsors LLC sold the subject Class B Shares in a private transaction, at a per share price of approximately $0.67 per share. On March 1, 2024, the Kim Revocable Family Trust (the "Trust") purchased the subject Class B Shares in a private transaction, at a per share price of approximately $0.67 per share. The Trust is a family trust, of which the reporting person is a trustee of the Trust. The reporting person and members of the reporting person's immediate family are among the beneficiaries of the Trust. The reporting person disclaims beneficial ownership of the Class B Shares held by the Trust except to the extent of his pecuniary interest therein. On June 19, 2024, TLGY Sponsors LLC sold the subject Class B Shares in a private transaction, for an aggregate purchase price of $1.00. On June 19, 2024, TLGY Holdings LLC sold the subject Class B Shares in a private transaction, for an aggregate purchase price of $1.00. On June 19, 2024, the Trust sold the subject Class B Shares in a private transaction, for an aggregate purchase price of $1.00. /s/ Jim-Goon Kim, By Kathryn Simons through Power of Attorney 2024-06-21 EX-24 2 poakim.txt POWER OF ATTORNEY POWER OF ATTORNEY Know all by these present, that the undersigned, Jin-Goon Kim, having a business address of House 95, Palm Drive, Redhill Peninsula, 18, Pak Pat Shan Road, Tai Tam, Hong Kong, SAR, and a business telephone number of +85297310995, hereby constitutes and appoints W. David Mannheim, Esq., Howard Hirsch, Esq., Mike Bradshaw, Esq., Ashley Wu, Esq., Kathryn Simons, Esq., or either of them singly, and any other employee of Nelson Mullins Riley & Scarborough LLP ("NMRS"), as the undersigned's true and lawful attorney-in-fact for the following limited purposes: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director, or 10% or more stockholder, as applicable, of TLGY Acquisition Corporation (the "Company"), Forms ID, 3, 4, 5, Update Passphrase Acknowledgement (and any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "1934 Act") and Schedule 13D and/or Schedule 13G (and any amendment thereto) in accordance with the 1934 Act, and the rules promulgated thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID, 3, 4, 5, Update Passphrase Acknowledgement and Schedule 13D and/or Schedule 13G (and any amendments thereto) and to file timely such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which in the opinion of such attorney-in-fact may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, any of the undersigned's responsibilities to comply with the Securities Exchange Act of 1933, as amended (the "1933 Act") or the Securities Exchange Act of 1934, as amended (the "1934 Act"). This Power of Attorney will remain in full force and effect until the undersigned is no longer required by the 1933 Act or the 1934 Act to file ongoing disclosures with the SEC. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 14th day of June, 2024. /s/ Jin-Goon Kim _________________ Name: Jin-Goon Kim