Amended Statement of Ownership (sc 13g/a)
February 14 2023 - 4:11PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
bilander
acquisition Corp. |
(Name
of Issuer) |
|
CLASS
A COMMON STOCK, PAR VALUE $0.0001 PER SHARE |
(Title
of Class of Securities) |
|
09001T106 |
(CUSIP
Number) |
|
December
31, 2022 |
(Date
of Event Which Requires Filing of this Statement) |
Check
the appropriate box to designate the rule pursuant to which this Schedule 13G 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
No. 09001T106 |
(1)
Names of Reporting Persons
|
|
Park
West Asset Management 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: |
0 |
|
|
(6)
Shared Voting Power: |
0 |
|
|
(7)
Sole Dispositive Power: |
0 |
|
|
(8)
Shared Dispositive Power:
|
0 |
|
|
|
|
|
(9)
Aggregate Amount Beneficially Owned by Each Reporting Person
|
|
0 |
|
(10)
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions):
|
|
☐ |
|
(11)
Percent of Class Represented by Amount in Row (9)
|
|
0% |
|
(12)
Type of Reporting Person
|
|
IA |
|
CUSIP
No. 09001T106 |
(1)
Names of Reporting Persons
|
|
Park
West Investors Master Fund, Limited |
|
(2)
Check the Appropriate Box if a Member of a Group |
(a)
☐ |
|
|
(b)
☐ |
|
|
|
|
(3)
SEC Use Only
|
(4)
Citizenship or Place of Organization
|
|
Cayman
Islands |
|
Number
of Shares Beneficially Owned By Each Reporting Person With |
|
(5)
Sole Voting Power: |
0 |
|
|
(6)
Shared Voting Power: |
0 |
|
|
(7)
Sole Dispositive Power: |
0 |
|
|
(8)
Shared Dispositive Power: |
0 |
|
|
|
|
|
(9)
Aggregate Amount Beneficially Owned by Each Reporting Person
|
|
0 |
|
(10)
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions):
|
|
☐ |
|
(11)
Percent of Class Represented by Amount in Row (9)
|
|
0% |
|
(12)
Type of Reporting Person
|
|
CO |
|
CUSIP
No. 09001T106 |
(1)
Names of Reporting Persons
|
|
Peter
S. Park |
|
(2)
Check the Appropriate Box if a Member of a Group |
(a) ☐ |
|
|
(b) ☐ |
|
|
|
|
(3)
SEC Use Only
|
(4)
Citizenship or Place of Organization
|
|
United
States of America |
|
Number
of Shares Beneficially Owned By Each Reporting Person With
|
|
(5)
Sole Voting Power: |
0 |
|
|
(6)
Shared Voting Power: |
0 |
|
|
(7)
Sole Dispositive Power: |
0 |
|
|
(8)
Shared Dispositive Power: |
0 |
|
|
|
|
|
(9)
Aggregate Amount Beneficially Owned by Each Reporting Person
|
|
0 |
|
(10)
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions):
|
|
☐ |
|
(11)
Percent of Class Represented by Amount in Row (9)
|
|
0% |
|
(12)
Type of Reporting Person
|
|
IN |
|
Item
1(a). Name Of Issuer: Bilander Acquisition Corp., a Delaware corporation (the “Company”)
Item
1(b). Address of Issuer’s Principal Executive Offices:
Four
Embarcadero Center, Suite 2100
San
Francisco, CA 94111
Item
2(a). Name of Person Filing:
This
report on Schedule 13G (this “Schedule 13G”) is being jointly filed by (i) Park West Asset Management LLC, a Delaware limited
liability company (“PWAM”), (ii) Park West Investors Master Fund, Limited, a Cayman Islands exempted company (“PWIMF”)
and (iii) Peter S. Park (“Mr. Park” and, collectively with PWAM and PWIMF, the “Reporting Persons”).
Item
2(b). Address of Principal Business Office or, if None, Residence:
The
address for the Reporting Persons is: 900 Larkspur Landing Circle, Suite 165, Larkspur, California 94939.
Item
2(c). Citizenship:
PWAM
is organized under the laws of the State of Delaware. PWIMF is a Cayman Islands exempted company. Mr. Park is a citizen of the United
States.
Item
2(d). Title of Class of Securities:
Class
A Common Stock, par value $0.0001 per share (the “Class A Common Stock”)
Item
2(e). CUSIP No.:
09001T106
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:
As reported
in the cover pages to this report, the ownership information with respect to each of PWAM and Mr. Park is as follows: |
|
|
|
|
|
|
|
(a) |
Amount
Beneficially Owned: |
0 |
|
|
(b) |
Percent
of Class: |
0% |
|
|
(c) |
Number
of Shares as to which such person has: |
|
|
|
|
(i) |
sole
power to vote or to direct the vote: |
0 |
|
|
|
(ii) |
shared
power to vote or to direct the vote: |
0 |
|
|
|
(iii) |
sole
power to dispose or to direct the disposition of: |
0 |
|
|
|
(iv) |
shared
power to dispose or to direct the disposition of: |
0 |
|
As
reported in the cover pages to this report, the ownership information with respect to PWIMF is as follows:
|
(a) |
Amount
Beneficially Owned: |
0 |
|
|
(b) |
Percent
of Class: |
0% |
|
|
(c) |
Number
of Shares as to which such person has: |
|
|
|
|
(i) |
sole
power to vote or to direct the vote: |
0 |
|
|
|
(ii) |
shared
power to vote or to direct the vote: |
0 |
|
|
|
(iii) |
sole
power to dispose or to direct the disposition of: |
0 |
|
|
|
(iv) |
shared
power to dispose or to direct the disposition of: |
0 |
|
Item
5. Ownership of Five Percent or Less of a Class:
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: ☒
Item
6. Ownership of More Than Five 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. Certification:
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.
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.
|
February
14, 2023 |
|
|
|
|
PARK
WEST ASSET MANAGEMENT LLC |
|
|
|
|
By: |
/s/
Grace Jimenez |
|
Name:
|
Grace
Jimenez |
|
Title: |
Chief
Financial Officer |
|
PARK
WEST INVESTORS MASTER FUND, LIMITED |
|
|
|
|
By:
Park West Asset Management LLC its Investment Manager |
|
|
|
|
By: |
/s/
Grace Jimenez |
|
Name:
|
Grace
Jimenez |
|
Title:
|
Chief
Financial Officer |
|
/s/
Peter S. Park |
|
Peter
S. Park |
Attention:
Intentional misstatements or omissions of fact constitute
Federal
criminal violations (See 18 U.S.C. 1001)
Exhibit
Index
Exhibit
1.
Joint Filing Agreement, dated as of July 26, 2021, by and between Park West Asset Management LLC, Park West Investors Master Fund, Limited
and Peter S. Park (incorporated by reference to Exhibit 1 to the Schedule 13G filed with the Securities and Exchange Commission
on July 26, 2021).
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