Sec Form 13D Filing - Alpha Frontier Ltd @ Playtika Holding Corp.

Sec Form 13D Filing - Alpha Frontier Ltd filing for Playtika Holding Corp. (PLTK) - 2023-01-03

Insider filing report for Changes in Beneficial Ownership

Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 9)*

Playtika Holding Corp.

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

72815L 107

(CUSIP Number)

Alpha Frontier Limited

c/o Giant Investment Co., Ltd.

988 Zhonkai road

Sonjiang District Shanghai, China 200160

86 (21) 3397 9999*8010

Copies to:

Cai Guangliang

988 Zhonkai road

Sonjiang District Shanghai, China 200160

86 (21) 3397 9999*8010

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

January 1, 2023

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☐

*	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 disclosures provided in a prior cover page.

The information required on 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).

SCHEDULE 13D


CUSIP No. 72815L 107		Page 2 of 12 Pages


1		NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Playtika Holding UK II Limited
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☑ (b) ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions) OO
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION England and Wales

(1)

The percentage of shares of common stock beneficially owned by the Reporting Persons as of the date of this Schedule 13D is based on 361,124,426 outstanding common stock as disclosed by the Issuer as of November 3, 2022 in its Quarterly Report on Form 10-Q, as filed with the SEC on November 8, 2022.

SCHEDULE 13D


CUSIP No. 72815L 107		Page 3 of 12 Pages


1		NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Alpha Frontier Limited
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☑ (b) ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions) OO
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands

(1)

SCHEDULE 13D


CUSIP No. 72815L 107		Page 4 of 12 Pages


1		NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Shanghai Cibi Business Information Consultancy Co., Ltd.
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☑ (b) ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions) OO
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION PRC

(1)

SCHEDULE 13D


CUSIP No. 72815L 107		Page 5 of 12 Pages


1		NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Shanghai Jukun Network Technology Co., Ltd.
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☑ (b) ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions) OO
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION PRC

(1)

SCHEDULE 13D


CUSIP No. 72815L 107		Page 6 of 12 Pages


1		NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Giant Network Group Co., Ltd.
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☑ (b) ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions) WC
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION PRC

(1)

SCHEDULE 13D


CUSIP No. 72815L 107		Page 7 of 12 Pages


1		NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Giant Investment Co., Ltd.
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☑ (b) ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions) OO
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION PRC

(1)

SCHEDULE 13D


CUSIP No. 72815L 107		Page 8 of 12 Pages


1		NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Yuzhu Shi
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☑ (b) ☐
3		SEC USE ONLY
4		SOURCE OF FUNDS (See Instructions) OO
5		CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6		CITIZENSHIP OR PLACE OF ORGANIZATION PRC

(1)

SCHEDULE 13D < /b>

CUSIP No. 72815L 107    Page 9 of 12 Pages

  1
  NAME OF REPORTING PERSON

  S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

  Hazlet Global Limited

  2
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

  (a)  ☑        (b)  ☐

  3
  SEC USE ONLY

  4
  SOURCE OF FUNDS (See Instructions)

  OO

  5
  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  ☐

  6
  CITIZENSHIP OR PLACE OF ORGANIZATION

  BVI

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7
  SOLE VOTING POWER

  None

     8
  SHARED VOTING POWER

  None

     9
  SOLE DISPOSITIVE POWER

  None

   10
  SHARED DISPOSITIVE POWER

  47,254,452

11
  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  47,254,452

12
  CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

13
  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

  13.1%(1)

14
  TYPE OF REPORTING PERSON (See Instructions)

  CO

(1)
The percentage of shares of common stock beneficially owned by the Reporting Persons as of the date of this Schedule 13D is based on 361,124,426 outstanding common stock as disclosed by the Issuer as of November 3, 2022 in its Quarterly Report on Form 10-Q, as filed with the SEC on November 8, 2022.

SCHEDULE 13D

CUSIP No. 72815L 107    Page 10 of 12 Pages

  1
  NAME OF REPORTING PERSON

  S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

  Equal Sino Limited

  2
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

  (a)  ☑        (b)  ☐

  3
  SEC USE ONLY

  4
  SOURCE OF FUNDS (See Instructions)

  OO

  5
  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  ☐

  6
  CITIZENSHIP OR PLACE OF ORGANIZATION

  BVI

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7
  SOLE VOTING POWER

  None

     8
  SHARED VOTING POWER

  None

     9
  SOLE DISPOSITIVE POWER

  None

   10
  SHARED DISPOSITIVE POWER

  47,254,452

11
  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  47,254,452

12
  CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

13
  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

  13.1%(1)

14
  TYPE OF REPORTING PERSON (See Instructions)

  CO

(1)
The percentage of shares of common stock beneficially owned by the Reporting Persons as of the date of this Schedule 13D is based on 361,124,426 outstanding common stock as disclosed by the Issuer as of November 3, 2022 in its Quarterly Report on Form 10-Q, as filed with the SEC on November 8, 2022.

SCHEDULE 13D

CUSIP No. 72815L 107    Page 11 of 12 Pages

  1
  NAME OF REPORTING PERSON

  S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

  Jing Shi

  2
  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

  (a)  ☑        (b)  ☐

  3
  SEC USE ONLY

  4
  SOURCE OF FUNDS (See Instructions)

  OO

  5
  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

  ☐

  6
  CITIZENSHIP OR PLACE OF ORGANIZATION

  Singapore

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     7
  SOLE VOTING POWER

  None

     8
  SHARED VOTING POWER

  None

     9
  SOLE DISPOSITIVE POWER

  None

   10
  SHARED DISPOSITIVE POWER

  47,254,452

11
  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  47,254,452

12
  CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)

  ☐

13
  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

  13.1%(1)

14
  TYPE OF REPORTING PERSON (See Instructions)

  IN

(1)
The percentage of shares of common stock beneficially owned by the Reporting Persons as of the date of this Schedule 13D is based on 361,124,426 outstanding common stock as disclosed by the Issuer as of November 3, 2022 in its Quarterly Report on Form 10-Q, as filed with the SEC on November 8, 2022.

SCHEDULE 13D

CUSIP No. 72815L 107    Page 12 of 12 Pages

This Amendment No. 9 supplements and amends the Schedule 13D filed on April 6, 2021, the Schedule 13D/A filed on May 11, 2021, the Schedule 13D/A filed on January 24, 2022, the Schedule 13D/A filed on February 25, 2022, the Schedule 13D/A filed on June 28, 2022, the Schedule 13D/A filed on August 24, 2022, the Schedule 13D/A filed on August 29, 2022, the Schedule 13D/A filed on October 24, 2022 and the Schedule 13D/A filed on December 5, 2022 by the Reporting Persons (as defined below) (as so amended, the “Schedule 13D”), relating to the common stock, par value $0.01 per share (“Shares”), of Playtika Holding, Inc., a Delaware corporation (the “Issuer” or “Playtika”). This Amendment is being filed to provide an update on the previously disclosed stock purchase agreement (the “Stock Purchase Agreement”) among the Reporting Persons and Joffre Palace Holdings Limited (“Joffre”). Except as specifically provided herein, this Amendment No. 9 does not modify any of the information previously reported in the Schedule 13D. Unless otherwise indicated herein, capitalized terms used but not defined in this Amendment No. 9 shall have the same meanings herein as are ascribed to such terms in the Schedule 13D.

This Amendment No. 9 is being filed by:

i.
Playtika Holding UK II Limited (“PHUKII”);

ii.
Alpha Frontier Limited (“Alpha”);

iii.
Shanghai Cibi Business Information Consultancy Co., Ltd (“Shanghai Cibi”);

iv.
Shanghai Jukun Network Technology Co., Limited. (“Shanghai Jukun”);

v.
Giant Network Group Co., Limited (“Giant”);

vi.
Giant Investment Co., Limited (“Giant Investment”);

vii.
Yuzhu Shi;

viii.
Hazlet Global Limited (“Hazlet”);

ix.
Equal Sino Limited (“Equal Sino”); and

x.
Jing Shi (each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons”).

Item 4.
Purpose of Transaction.

Item 4 of the Schedule 13D is hereby amended and supplemented as follows:

(a) and (b)

Following the termination of the Stock Purchase Agreement as described in Item 6 below, the Reporting Parties may, at any time, review their position with respect to the Issuer and may from time to time consider pursuing or proposing plans or proposals that would relate to or result in any of the matters set forth in clauses (a) through (j) of Item 4 of Schedule 13D with advisors, the Issuer or other persons.

Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Item 6 of the Schedule 13D is hereby amended and supplemented as follows:

Joffre Stock Purchase Agreement

As previously disclosed, on June 27, 2022, PHUKII entered into the Stock Purchase Agreement with Joffre, as amended on August 24, 2022, pursuant to which Joffre agreed to purchase 106,102,467 Shares from PHUKII. Pursuant to the Stock Purchase Agreement, as the Closing has not occurred within the required time period specified therein, on January 1, 2023, PHUKII notified Joffre that it was terminating the Stock Purchase Agreement pursuant to Section 10.01(c) thereof.

SIGNATURE

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: January 3, 2023 PLAYTIKA HOLDING UK II LIMITED

By: /s/ Tian Lin

Name: Tian Lin

Title: Director

By: /s/ Yu Du

Name: Yu Du

Title: Director

ALPHA FRONTIER LIMITED

By: /s/ Lu Zhang

Name: Lu Zhang

Title: Director

SHANGHAI CIBI BUSINESS INFORMATION CONSULTANCY CO., LIMITED

By: /s/ Fei Yongjun

Name: Fei Yongjun

Title: Legal Representative & Authorized Signatory

SHANGHAI JUKUN NETWORK TECHNOLOGY

COMPANY LIMITED

By: /s/ Fei Yongjun

Name: Fei Yongjun

Title: Legal Representative & Authorized Signatory

GIANT NETWORK GROUP COMPANY LIMITED

By: /s/ Liu Wei

Name: Liu Wei

Title: Director & Authorized Signatory

GIANT INVESTMENT COMPANY LIMITED

By: /s/ Shi Yuzhu

Name: Shi Yuzhu

Title: Director & Authorized Signatory

SHI YUZHU

/s/ Shi Yuzhu

HAZLET GLOBAL LIMITED

By: /s/ Wang Ruofei

Name: Wang Ruofei

Title: Director

EQUAL SINO LIMITED

By: /s/ Wang Ruofei

Name: Wang Ruofei

Title: Director

JING SHI

/s/ Jing Shi


Dated: January 3, 2023	PLAYTIKA HOLDING UK II LIMITED

	By:	/s/ Tian Lin
	Name:	Tian Lin
	Title:	Director

	By:	/s/ Yu Du
	Name:	Yu Du
	Title:	Director

	ALPHA FRONTIER LIMITED

	By:	/s/ Lu Zhang
	Name:	Lu Zhang
	Title:	Director

	SHANGHAI CIBI BUSINESS INFORMATION CONSULTANCY CO., LIMITED

	By:	/s/ Fei Yongjun
	Name:	Fei Yongjun
	Title:	Legal Representative & Authorized Signatory

	SHANGHAI JUKUN NETWORK TECHNOLOGY COMPANY LIMITED

	By:	/s/ Fei Yongjun
	Name:	Fei Yongjun
	Title:	Legal Representative & Authorized Signatory

	GIANT NETWORK GROUP COMPANY LIMITED

	By:	/s/ Liu Wei
	Name:	Liu Wei
	Title:	Director & Authorized Signatory


				GIANT INVESTMENT COMPANY LIMITED

				By:		/s/ Shi Yuzhu
				Name:		Shi Yuzhu
				Title:		Director & Authorized Signatory

				SHI YUZHU

				/s/ Shi Yuzhu

				HAZLET GLOBAL LIMITED

				By:		/s/ Wang Ruofei
				Name:		Wang Ruofei
				Title:		Director

				EQUAL SINO LIMITED

				By:		/s/ Wang Ruofei
				Name:		Wang Ruofei
				Title:		Director

				JING SHI

				/s/ Jing Shi

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

None

SHARED VOTING POWER

203,138,656

SOLE DISPOSITIVE POWER

None

SHARED DISPOSITIVE POWER

184,260,997