Amended Statement of Ownership (sc 13g/a)
September 08 2017 - 3:22PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
BORQS TECHNOLOGIES, INC.
(F/K/A PACIFIC
SPECIAL ACQUISITION CORP.)
(Name of Issuer)
Ordinary Shares
(Title of Class of
Securities)
G1466B 103
(CUSIP Number)
August 31, 2017
(Date of Event Which
Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
(Page 1 of 6 Pages)
*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 No.
G1466B 103
|
13G
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Page 2 of 6 Pages
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1
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Names of Reporting Persons
|
|
|
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Polar Asset Management Partners Inc.
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2
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Check the appropriate box if a member of a Group (see
instructions)
|
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(a) [
]
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(b) [
]
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3
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Sec Use Only
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4
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Citizenship or Place of Organization
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|
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Canada
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5
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Sole Voting Power
|
|
|
|
|
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107,801 (including 71,647 Shares issuable upon
exercise of warrants)
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Number of Shares
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6
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Shared Voting Power
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Beneficially
|
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Owned by Each
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0
|
Reporting Person
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7
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Sole Dispositive Power
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With:
|
|
|
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107,801 (including 71,647 Shares issuable upon
exercise of warrants)
|
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8
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Shared Dispositive Power
|
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|
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9
|
Aggregate Amount Beneficially Owned by Each Reporting
Person
107,801 (including 71,647 Shares issuable upon exercise
of warrants).
|
10
|
Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions)
|
|
|
|
[ ]
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11
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Percent of class represented by amount in row (9)
0.35%
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12
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Type of Reporting Person (See Instructions)
IA
|
CUSIP No.
G1466B 103
|
13G
|
Page 3 of 6 Pages
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Item 1.
(a)
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Name of Issuer:
|
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The name of the issuer is Borqs Technologies, Inc (f/k/a
Pacific Special Acquisition Corp.) (the "
Company
").
|
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(b)
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Address of Issuer's Principal Executive
Offices:
|
|
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The Company's principal executive offices are located at
855 Pudong South Road, The World Plaza, 27
th
Floor, Pudong,
Shanghai, China 200120
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Item 2.
(a)
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Name of Person Filing:
|
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This statement is filed by Polar Asset Management
Partners Inc., a company incorporated under the laws on Ontario, Canada,
which serves as the investment manager to Polar Multi Strategy Master
Fund, a Cayman Islands exempted company ("
PMSMF
"), with respect to
the Shares (as defined below) directly held by PMSMF.
|
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(b)
|
Address of Principal Business Office or, if None,
Residence:
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The address of the business office of the Reporting
Person is 401 Bay Street, Suite 1900, PO Box 19, Toronto, Ontario M5H 2Y4,
Canada.
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(c)
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Citizenship:
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The citizenship of the Reporting Person is
Canada.
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(d)
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Title and Class of Securities:
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Ordinary shares (the "
Shares
")
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(e)
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CUSIP No.:
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G1466B 103
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Item 3.
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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:
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(a) [ ]
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Broker or dealer registered under Section 15 of the
Act;
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(b) [ ]
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Bank as defined in Section 3(a)(6) of the Act;
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(c) [ ]
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Insurance company as defined in Section 3(a)(19) of the
Act;
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(d) [ ]
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Investment company registered under Section 8 of the
Investment Company Act of 1940;
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(e) [ ]
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An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
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CUSIP No.
G1466B 103
|
13G
|
Page 4 of 6 Pages
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(f) [ ]
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An employee benefit plan or endowment fund in accordance
with Rule 13d-1(b)(1)(ii)(F);
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(g) [ ]
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A parent holding company or control person in accordance
with Rule 13d-1(b)(1)(ii)(G);
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(h) [ ]
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A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i) [ ]
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A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment Company Act of
1940;
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(j) [X]
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A non-U.S. institution in accordance with Rule
240.13d-1(b)(1)(ii)(J);
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(k) [ ]
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Group, in accordance with Rule
240.13d-1(b)(1)(ii)(K).
|
If filing as a non-U.S. institution in
accordance with Rule 240.13d -1(b)(1)(ii)(J), please specify the type of
institution:
The Reporting Person is an investment
fund manager, portfolio manager and exempt market dealer registered with the
Ontario Securities Commission.
Item
4.
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Ownership
|
|
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The percentages used herein are calculated based upon
30,804,635 Shares outstanding as of August 18, 2017 reported in the
Current Report on Form 8-K filed by the Company with the Securities and
Exchange Commission on August 18, 2017.
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The information required by Items 4(a) - (c) is set forth
in Rows 5 - 11 of the cover page for the Reporting Person and is
incorporated herein by reference.
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Item
5.
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Ownership of Five Percent or Less of a Class.
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If this statement is being filed to report the fact that
as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check the
following [x].
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Item
6.
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Ownership of more than Five Percent on Behalf of
Another Person.
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Not applicable.
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Item
7.
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Identification and classification of the subsidiary
which acquired the security being reported on
by the parent holding
company or control person.
|
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Not applicable.
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Item
8.
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Identification and classification of members of the
group.
|
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Not applicable.
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CUSIP No.
G1466B 103
|
13G
|
Page 5 of 6 Pages
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Item 9.
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Notice of Dissolution of
Group.
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Not applicable.
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Item 10.
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Certifications.
|
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By signing below the Reporting Peron certifies that, to
the best of its knowledge and belief, (i) the securities referred to above
were acquired and are held in the ordinary course of business and 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 and (ii) the foreign
regulatory schemes applicable to investment fund managers and
broker-dealers are substantially comparable to the regulatory schemes
applicable to the functionally equivalent U.S. institutions. The Reporting
Person also undertakes to furnish to the Commission staff, upon request,
information that would otherwise be disclosed in a Schedule 13D.
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SIGNATURE
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: September 8, 2017
POLAR ASSET MANAGEMENT PARTNERS INC.
/s/ Jennifer
Schwartz
Name: Jennifer Schwartz
Title: VP, Legal and Compliance
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