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    SEC Form SC 13G filed by Selina Hospitality PLC

    2/15/23 5:05:46 PM ET
    $SLNA
    Hotels/Resorts
    Consumer Discretionary
    Get the next $SLNA alert in real time by email
    SC 13G 1 sched13g.htm
     
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C.  20549

    SCHEDULE 13G


    Under the Securities Exchange Act of 1934
     



    Selina Hospitality PLC
    (Name of Issuer)
    Ordinary Shares, nominal value $0.005064
    (Title of Class of Securities)
    G8059B101
    (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 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).

     1
    NAME OF REPORTING PERSONS
     
    Selina Growth Fund S.C.Sp.
     2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 
     (a)
     (b)
     3
    SEC USE ONLY
     
     4
    SOURCE OF FUNDS
     
    OO
     5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 
     
     6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
    Luxembourg
    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH
     7
    SOLE VOTING POWER
     0
     8
    SHARED VOTING POWER
     
    7,674,211
     9
    SOLE DISPOSITIVE POWER
     0
     10
    SHARED DISPOSITIVE POWER
     
    7,674,211
     11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
    7,674,211
     12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
     
     13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
    8.0%(1)
     14
    TYPE OF REPORTING PERSON
     
    OO
    (1) Based on 96,465,677 Ordinary Shares issued and outstanding as of November 21, 2022 as disclosed in the Issuer’s Registration Statement on Form F-1/A filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 23, 2023.


     1
    NAME OF REPORTING PERSONS
     
    Kibbutz General Partner S.a.r.l.
     2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 
     (a)
     (b)
     3
    SEC USE ONLY
     
     4
    SOURCE OF FUNDS
     
    OO
     5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 
     
     6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
    Luxembourg
    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH
     7
    SOLE VOTING POWER
     0
     8
    SHARED VOTING POWER
     
    7,674,211
     9
    SOLE DISPOSITIVE POWER
     0
     10
    SHARED DISPOSITIVE POWER
     
    7,674,211
     11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
    7,674,211
     12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
     
     13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
    8.0%(1)
     14
    TYPE OF REPORTING PERSON
     
    OO
     (1) Based on 96,465,677 Ordinary Shares issued and outstanding as of November 21, 2022 as disclosed in the Issuer’s Registration Statement on Form F-1/A filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 23, 2023.

     1
    NAME OF REPORTING PERSONS
     
    Dekel Development Holding, S.a.r.l
     2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 
     (a)
     (b)
     3
    SEC USE ONLY
     
     4
    SOURCE OF FUNDS
     
    OO
     5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 
     
     6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
    Luxembourg
    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH
     7
    SOLE VOTING POWER
     0
     8
    SHARED VOTING POWER
     
    15,491,847
     9
    SOLE DISPOSITIVE POWER
     0
     10
    SHARED DISPOSITIVE POWER
     
    15,491,847
     11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
    15,491,847
     12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
     
     13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
    16.1%(1)
     14
    TYPE OF REPORTING PERSON
     
    OO
    (1) Based on 96,465,677 Ordinary Shares issued and outstanding as of November 21, 2022 as disclosed in the Issuer’s Registration Statement on Form F-1/A filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 23, 2023.


     1
    NAME OF REPORTING PERSONS
     
    Kibbutz Holding S.a.r.l.
     2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 
     (a)
     (b)
     3
    SEC USE ONLY
     
     4
    SOURCE OF FUNDS
     
    OO
     5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 
     
     6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
    Luxembourg
    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH
     7
    SOLE VOTING POWER
     0
     8
    SHARED VOTING POWER
     
    21,146,948
     9
    SOLE DISPOSITIVE POWER
     0
     10
    SHARED DISPOSITIVE POWER
     
    21,146,948
     11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
    21,146,948
     12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
     
     13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
    21.5%(1)
     14
    TYPE OF REPORTING PERSON
     
    OO
    (1) Based on 96,465,677 Ordinary Shares issued and outstanding as of November 21, 2022 as disclosed in the Issuer’s Registration Statement on Form F-1/A filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 23, 2023.

     1
    NAME OF REPORTING PERSONS
     
    Rafael Museri
     2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 
     (a)
     (b)
     3
    SEC USE ONLY
     
     4
    SOURCE OF FUNDS
     
    OO
     5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 
     
     6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
    Israel
    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH
     7
    SOLE VOTING POWER
    490,624
     8
    SHARED VOTING POWER
     
    28,941,574
     9
    SOLE DISPOSITIVE POWER
    490,624
     10
    SHARED DISPOSITIVE POWER
     
    28,941,574
     11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
    29,432,198
     12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
     
     13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
    30.4%(1)
     14
    TYPE OF REPORTING PERSON
     
    IN
    (1) Based on 96,465,677 Ordinary Shares issued and outstanding as of November 21, 2022 as disclosed in the Issuer’s Registration Statement on Form F-1/A filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 23, 2023.


     1
    NAME OF REPORTING PERSONS
     
    Daniel Rudasevski
     2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 
     (a)
     (b)
     3
    SEC USE ONLY
     
     4
    SOURCE OF FUNDS
     
    OO
     5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 
     
     6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
    Israel
    NUMBER OF
    SHARES
    BENEFICIALLY
    OWNED BY
    EACH
    REPORTING
    PERSON
    WITH
     7
    SOLE VOTING POWER
    482,718
     8
    SHARED VOTING POWER
     
    28,941,574
     9
    SOLE DISPOSITIVE POWER
    482,718
     10
    SHARED DISPOSITIVE POWER
     
    28,941,574
     11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
    29,424,292
     12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
     
     13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
    30.4%(1)
     14
    TYPE OF REPORTING PERSON
     
    IN
    (1) Based on 96,465,677 Ordinary Shares issued and outstanding as of November 21, 2022 as disclosed in the Issuer’s Registration Statement on Form F-1/A filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 23, 2023.

    Item 1. (a)
    Name of Issuer
    Selina Hospitality PLC, a company organized under the laws of the United Kingdom (the “Issuer” or the “Company”).


    (b)
    Address of Issuer’s Principal Executive Offices
    The principal executive offices of the Issuer is located at 2 London Wall Place, 6th Floor, Barbican, London EC2Y 5AU.

    Item 2. (a)
    Name of Person Filing
    This Schedule 13G is filed jointly by: (i) Selina Growth Fund S.C.Sp. (“Selina Growth Fund”); (ii) Kibbutz General Partner S.a.r.l. (“Kibbutz GP”); (iii) Dekel Development Holding S.a.r.l. (“Dekel”); (iv) Kibbutz Holding S.a.r.l. (“Kibbutz Holding”); (v) Rafael Museri (“Museri”); and (vi) Daniel Rudasevski (“Rudasevski”). The foregoing are referred to herein collectively as the “Reporting Persons.”

    Selina Growth Fund, Dekel, Kibbutz Holding, Museri, and Rudasevski each hold securities of the Issuer. Kibbutz Holding is the sole shareholder of Dekel. Messrs. Museri and Rudasevski each hold 31.38% ownership interest in Kibbutz Holding. Kibbutz GP is the general manager of Selina Growth Fund. Messrs. Museri and Rudasevski each hold a 25% ownership interest in Kibbutz GP and act as directors of Kibbutz GP.


    (b)
    Address of Principal Business Office or, if none, Residence
    The address of the principal office of Selina Growth Fund is 5, rue Guillaume J Kroll, I-1882 Luxembourg, Grand Duchy of Luxembourg.  The address of the principal office of Dekel is 23, rue Aldringen, L-1118 Luxembourg, Grand Duchy of Luxembourg.  The address of the principal office of Kibbutz GP is 9, rue de Bonnevois, L-1260 Luxembourg, Grand Duchy of Luxembourg. The address of the principal office of Kibbutz Holding is 5, rue Guillaume J Kroll, I-1882 Luxembourg, Grand Duchy of Luxembourg.  The residence of Museri is 6 Kikar Malachi Hanavi, Modi’in-Makabim-Re’ut, Israel.  The residence of Rudasevski is 47 Sderot Ben Gurion St., Tel-Aviv-Jaffa, Israel.


    (c)
    Citizenship

     
    Selina Growth Fund S.C.Sp.
    Luxembourg
     
    Kibbutz General Partner S.a.r.l.
    Luxembourg
     
    Dekel Development Holding S.A.
    Luxembourg
     
    Kibbutz Holding S.a.r.l.
    Luxembourg
     
    Rafael Museri
    Israel
     
    Daniel Rudasevski
    Israel



    (d)
    Title of Class of Securities
    Ordinary Shares, nominal value $0.005064



     (e)
    CUSIP Number
    G8059B101

    Item 3.
    If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

    Not applicable.
     
    Item 4.
    Ownership.


    (a)
    Amount beneficially owned:

     
    Selina Growth Fund S.C.Sp.
    7,674,211
     
    Kibbutz General Partner S.a.r.l.
    7,674,211
     
    Dekel Development Holding S.A.
    15,491,847
     
    Kibbutz Holding S.a.r.l.
    21,146,948
     
    Rafael Museri
    29,432,198
     
    Daniel Rudasevski
    29,424,292

    The number of shares of ordinary shares reported as beneficially owned in this Schedule 13G is as of December 31, 2022. Selina Growth Fund, Kibbutz GP, Dekel, Kibbutz Holding, Messrs. Museri and Rudasevski each disclaim beneficial ownership of all shares of ordinary shares included in this report other than the shares of ordinary shares held of record by such reporting person, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of such securities for the purposes of Section 13(d) or Section 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purposes.


    (b)
    Percent of class:

     
    Selina Growth Fund S.C.Sp.
    8.0%
     
    Kibbutz General Partner S.a.r.l.
    8.0%
     
    Dekel Development Holding S.A.
    16.1%
     
    Kibbutz Holding S.a.r.l.
    21.5%
     
    Rafael Museri
    30.4%
     
    Daniel Rudasevski
    30.4%

    The percentages are based on 96,465,677 ordinary shares issued and outstanding as of November 21, 2022 as disclosed in the Issuer’s Registration Statement on Form F-1/A filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 23, 2023.


    (c)
    Number of shares as to which the person has:



    (i)     Sole power to vote or to direct the vote:

     
    Selina Growth Fund S.C.Sp.
    0
     
    Kibbutz General Partner S.a.r.l.
    0
     
    Dekel Development Holding S.A.
    0
     
    Kibbutz Holding S.a.r.l.
    0
     
    Rafael Museri
    490,624
     
    Daniel Rudasevski
    482,718


    (ii)      Shared power to vote or to direct the vote:

     
    Selina Growth Fund S.C.Sp.
    7,674,211
     
    Kibbutz General Partner S.a.r.l.
    7,674,211
     
    Dekel Development Holding S.A.
    15,491,847
     
    Kibbutz Holding S.a.r.l.
    21,146,948
     
    Rafael Museri
    28,941,574
     
    Daniel Rudasevski
    28,941,574

    (iii)     Sole power to dispose or to direct the disposition of:

     
    Selina Growth Fund S.C.Sp.
    0
     
    Kibbutz General Partner S.a.r.l.
    0
     
    Dekel Development Holding S.A.
    0
     
    Kibbutz Holding S.a.r.l.
    0
     
    Rafael Museri
    490,624
     
    Daniel Rudasevski
    482,718

    (iv)     Shared power to dispose or to direct the disposition of:
     
     
    Selina Growth Fund S.C.Sp.
    7,674,211
     
    Kibbutz General Partner S.a.r.l.
    7,674,211
     
    Dekel Development Holding S.A.
    15,491,847
     
    Kibbutz Holding S.a.r.l.
    21,146,948
     
    Rafael Museri
    28,941,574
     
    Daniel Rudasevski
    28,941,574

    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.
    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.
    Not applicable.


    [The remainder of this page intentionally left blank.]

    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.

    Date:  February 14, 2023

     
    SELINA GROWTH S.C.SP.
               
     
    By:      
    Kibbutz General Partner S.a.r.l.
               
         
    By: 
    /s/ Rafael Museri                      
           
    Name:  
    Rafael Museri
           
    Its:
    Co-General Manager
               
         
    By:
    /s/ Daniel Rudasevski              
           
    Name:
    Daniel Rudasevski
           
    Its:
    Co-General Manager
               
               
     
    KIBBUTZ GENERAL PARTNER S.A.R.L
               
     
    By:
    /s/ Rafael Museri                      
       
    Name:  
    Rafael Museri
       
    Its:
    Co-General Manager
               
               
     
    By:
    /s/ Daniel Rudasevski              
       
    Name:
    Daniel Rudasevski
       
    Its:
    Co-General Manager
               
               
     
    DEKEL DEVELOPMENT HOLDING S.A.
               
     
    By:
    Kibbutz Holding S.a.r.l.
               
       
    By:
    /s/ David Galan                    
         
    Name:  
    David Galan
         
    Its:
    Authorized Signatory
               
     
    KIBBUTZ HOLDING S.A.R.L.
               
     
    By:
    /s/ David Galan                    
       
    Name:
    David Galan
       
    Its:
    Authorized Signatory
               
     
    /s/ Rafael Museri                     
     
    RAFAEL MUSERI
               
     
    /s/ Daniel Rudasevski              
     
    DANIEL RUDASEVSKI


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