SCHEDULE 13D/A: Jakota Capital AG and Ricardo da Silva Oliveira Acquire Controlling 66% Stake in OpenLocker Holdings
Beneficial Ownership Amendment
Jakota Capital AG and Ricardo da Silva Oliveira have significantly increased their beneficial ownership in OpenLocker Holdings, Inc., acquiring a controlling 65.96% stake in the company's common stock.
Summary
- Jakota Capital AG and Ricardo da Silva Oliveira, as Reporting Persons, have filed an Amendment No. 1 to their Schedule 13D regarding OpenLocker Holdings, Inc.
- The Reporting Persons now beneficially own an aggregate of 351,648,991 shares of OpenLocker Holdings, Inc. common stock.
- This represents 65.96% of the Issuer's common stock outstanding.
- Jakota Capital AG acquired an additional 100,471,140 shares in two private transactions on April 9, 2025.
- The total purchase price for these shares was $339,221.08, funded by Jakota's working capital.
- Ricardo da Silva Oliveira is the ultimate beneficial owner of Jakota Capital AG through a series of wholly-owned entities, including Joro Consulting Ltd. and Nobias Media Sarl (Luxembourg).
Sentiment
Score: 7
Explanation: The acquisition of a controlling stake by an investment firm can be viewed positively as it signals confidence and potentially provides stable long-term ownership, although it also concentrates control.
Positives
- A significant investment by an investment services and advisory firm, Jakota Capital AG, and its ultimate beneficial owner, Ricardo da Silva Oliveira, indicates confidence in OpenLocker Holdings, Inc.
- The acquisition of a controlling stake (65.96%) by a single entity/group can lead to more stable governance and strategic direction for the company.
Negatives
- Concentrated ownership by a single entity/group (65.96%) could potentially reduce liquidity for other shareholders and limit the influence of minority shareholders.
Risks
- The document does not explicitly state risks related to OpenLocker Holdings, Inc.'s operations or financial health, as its primary focus is on the beneficial ownership change.
- No Reporting Person, nor any Covered Person, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding resulting in a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws.
Future Outlook
The document does not provide any forward-looking statements or guidance regarding OpenLocker Holdings, Inc.'s future operations, financial performance, or strategic direction from either the company or the reporting persons.
Management Comments
- "Jakota is an investment services and advisory firm headquartered in Zurich, Switzerland."
- "The principal occupation of Mr. Oliveira is investment advising and private investment."
- "Mr. Oliveira disclaims beneficial ownership of such Shares."
Industry Context
This filing primarily details a change in beneficial ownership and does not provide sufficient information to analyze OpenLocker Holdings, Inc. within its broader industry context or against industry trends.
Comparison to Industry Standards
- The document does not provide financial or operational results for OpenLocker Holdings, Inc. that would allow for a comparison to global benchmarks or specific comparable companies/projects.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director (Jakota Capital AG) | NA | Ariane Gschwind | NA | Listed as a Covered Person of Jakota Capital AG, not a change at OpenLocker Holdings, Inc. |
| Director & Director of Operations (Jakota Capital AG) | NA | Jolanta Kluzowska | NA | Listed as a Covered Person of Jakota Capital AG, not a change at OpenLocker Holdings, Inc. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| NA | The document does not disclose any changes in OpenLocker Holdings, Inc.'s bylaws, committees, policies, or procedures. | NA | NA |
Legal Proceedings
- No Reporting Person, nor any Covered Person, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
- No Reporting Person, nor any Covered Person, has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.
Related Party Transactions
- The document describes the acquisition of shares in private transactions but does not explicitly label them as related party transactions beyond the fact that the acquirer is now a significant shareholder.
Stakeholder Impact
- Shareholders: The acquisition of a controlling stake by Jakota Capital AG and Ricardo da Silva Oliveira significantly consolidates ownership, potentially impacting liquidity and the influence of minority shareholders. It could also signal long-term commitment and stability for the company.
Next Steps
- The document does not explicitly mention any future actions, events, or milestones for OpenLocker Holdings, Inc. or the Reporting Persons beyond the reported acquisition.
Key Dates
| Date | Description |
|---|---|
| 2025-04-09 | Date Jakota Capital AG acquired 100,471,140 shares of OpenLocker Holdings, Inc. common stock in two private transactions. |
| 2025-06-03 | Date of event which required the filing of this Schedule 13D/A; also the date of the Stock Purchase Agreements. |
| 2025-06-05 | Date the Schedule 13D/A was signed and filed; also the date as of which the common stock outstanding information was furnished by the Issuer. |
Keywords
OpenLocker Holdings Inc., Jakota Capital AG, Ricardo da Silva Oliveira, Schedule 13D/A, beneficial ownership, common stock, controlling stake, investment services, private transactions
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