SCHEDULE 13G/A: Investment Advisers Maintain 3.5% Stake in DT Cloud Acquisition Corporation
Beneficial Ownership Disclosure
Kerry Propper and Antonio Ruiz-Gimenez, through their managed funds, continue to beneficially own 3.5% of DT Cloud Acquisition Corporation's Ordinary Shares as of March 31, 2025.
Summary
- This document is an Amendment No. 1 to a Schedule 13G filing for DT Cloud Acquisition Corporation, detailing beneficial ownership of its Ordinary Shares.
- As of March 31, 2025, Kerry Propper and Antonio Ruiz-Gimenez each beneficially own 251,086 Ordinary Shares.
- This ownership represents 3.5% of the class of securities, calculated based on 7,094,633 shares issued and outstanding as of March 21, 2025, as disclosed in the Issuer's Form 10-K filed on March 27, 2025.
- The shares are held by private funds managed by ATW SPAC Management LLC ("ATW SPAC") and SZOP Multistrat LP, which is managed by SZOP Multistrat Management LLC ("SZOP").
- Kerry Propper and Antonio Ruiz-Gimenez are the managing members of SZOP and ATW SPAC, respectively, and are identified as "Control Persons" with shared voting and dispositive power over these shares.
- The filing certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
Sentiment
Score: 5
Explanation: The document is a neutral, factual disclosure of beneficial ownership, as required by SEC regulations. It does not contain positive or negative performance indicators or strategic announcements.
Positives
- The continued beneficial ownership by investment advisers may signal ongoing confidence in the issuer.
- The filing explicitly states that the shares are held in the ordinary course of business and not for the purpose of changing or influencing control, which can be a positive signal for corporate stability.
Future Outlook
NA
Management Comments
- "The Ordinary Shares (the "Shares") of DT Cloud Acquisition Corporation (the "Issuer") reported herein are held by (1) one or more private funds managed by ATW SPAC Management LLC ("ATW SPAC"), which has been delegated exclusive authority to vote and/or direct the disposition of certain Shares and (2) a private fund, SZOP Multistrat LP, managed by SZOP Multistrat Management LLC ("SZOP")."
- "SZOP and ATW SPAC are registered investment advisers whose managing members are Kerry Propper and Antonio Ruiz-Gimenez (the "Control Persons")."
- "By virtue of the relationships, the Control Persons may be deemed to have shared voting and dispositive power with respect to the Shares."
- "This report shall not be deemed an admission that the Control Persons or any other person is the beneficial owner of the Shares reported herein for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, or for any other purpose."
- "Each of the Control Persons disclaims beneficial ownership of the Shares reported herein except to the extent of each of their pecuniary interest, if any, therein."
- "By signing below I certify that, to the best of my knowledge and belief, 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, other than activities solely in connection with a nomination under ?? 240.14a-11."
Industry Context
This filing is a standard regulatory disclosure for significant shareholders, common across all industries for publicly traded companies. It indicates that investment funds are holding a stake in a SPAC (Special Purpose Acquisition Company), which is a common investment vehicle in the financial industry.
Stakeholder Impact
- Shareholders: Provides transparency regarding significant beneficial ownership by investment funds, confirming their continued stake in the company.
Key Dates
| Date | Description |
|---|---|
| 03/21/2025 | Date as of which 7,094,633 shares were issued and outstanding, as disclosed in the Issuer's Form 10-K. |
| 03/27/2025 | Date the Issuer's Form 10-K was filed with the SEC. |
| 03/31/2025 | Date of event which requires filing of this statement (beneficial ownership snapshot date). |
| 05/15/2025 | Date of signing of the Schedule 13G Amendment No. 1 by Kerry Propper and Antonio Ruiz-Gimenez. |
Keywords
DT Cloud Acquisition Corporation, Schedule 13G, Beneficial Ownership, Ordinary Shares, Kerry Propper, Antonio Ruiz-Gimenez, ATW SPAC Management LLC, SZOP Multistrat Management LLC, SEC Filing, Investment Advisers, Shareholding
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