SC 13G
1
SLAC.txt
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No: 1)
Social Leverage Acquisition Corp I
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
83363K102
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(CUSIP Number)
December 31, 2023
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(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)
*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)Names of reporting persons. Jane Street Group, LLC
(2) Check the appropriate box if a member of a group
(a) [ ]
(b) [ ]
(3) SEC use only
(4) Citizenship or place of organization
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power
0
(6) Shared voting power
81,499
(7) Sole dispositive power
0
(8) Shared dispositive power
81,499
(9) Aggregate amount beneficially owned by each reporting person
81,499
(10) Check if the aggregate amount in Row (9) excludes certain shares
(11) Percent of class represented by amount in Row 9
5.2%
(12) Type of reporting person
HC
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(1)Names of reporting persons. Jane Street Capital, 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
81,499
(7) Sole dispositive power
0
(8) Shared dispositive power
81,499
(9) Aggregate amount beneficially owned by each reporting person
81,499
(10) Check if the aggregate amount in Row (9) excludes certain shares
(11) Percent of class represented by amount in Row 9
5.2%
(12) Type of reporting person
BD
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Item 1.
Item 1(a) Name of issuer:
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Social Leverage Acquisition Corp I
Item 1(b) Address of issuer's principal executive offices:
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8390 East Via de Ventura Suite F110-207 Scottsdale, AZ 85258, US
Item 2.
2(a) Name of person filing:
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Jane Street Group, LLC; Jane Street Capital, LLC;
2(b) Address or principal business office or, if none, residence:
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Jane Street Group, LLC
250 Vesey Street
6th Floor
New York, NY 10281
Jane Street Capital, LLC
250 Vesey Street
6th Floor
New York, NY 10281
2(c) Citizenship:
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See Item 4 of Cover Page
2(d) Title of class of securities:
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Common Stock
2(e) CUSIP No.:
See Cover Page
Item 3.
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c),
check whether the person filing is a:
[x] Broker or dealer registered under Section 15 of the Act;
[ ] Bank as defined in Section 3(a)(6) of the Act;
[ ] Insurance company as defined in Section 3(a)(19) of the Act;
[ ] Investment company registered under Section 8 of the
Investment Company Act of 1940;
[ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
[ ] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
[x] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
[ ] A savings associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
[ ] 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;
[ ] A non-U.S. institution in accordance with
Rule 240.13d-1(b)(1)(ii)(J);
[ ] 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:
Item 4. Ownership
Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer identified in Item 1.
Amount beneficially owned:
81,499
Percent of class
5.2%
Number of shares as to which such person has:
Sole power to vote or to direct the vote
0
Shared power to vote or to direct the vote
81,499
Sole power to dispose or to direct the disposition of
0
Shared power to dispose or to direct the disposition of
81,499
Item 5.
Ownership of 5 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 5 percent of the
class of securities, check the following [ ].
Item 6. Ownership of More than 5 Percent on Behalf of Another Person
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person.
See Exhibit A
Item 8. Identification and Classification of Members of the Group
Item 9. Notice of Dissolution of Group
Item 10. Certifications
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.
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.
Dated: February 9, 2024
Jane Street Group, LLC
Signature: Frank Liu
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Name: Frank Liu
Title: Managing Director
The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative.
If the statement is signed on behalf of a person by his authorized
representative other than an executive officer or general partner
of the filing person, evidence of the representative's authority to
sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated
by reference. The name and any title of each person who
signs the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (see 18 U.S.C. 1001).
Exhibit A
Subsidiary
Jane Street Capital, LLC
New Business Combination transaction terms adjust W3BCLOUD's pro forma enterprise value from $1.25 billion to $700 million
SLAC announces Non-Redemption Agreements of $6.5 million
W3BCLOUD agrees to reduced minimum cash balance condition required at closing to $40 million
W3BCLOUD enters into a term sheet for $150 million committed equity facility to fuel growth strategy
SLAC stockholders will vote on Extension at special meeting of SLAC stockholders
Publicly traded special purpose acquisition company Social Leverage Acquisition Corp I (NASDAQ:SLAC) ("SLAC") and W3BCLOUD Holdings Inc. ("W3BCLOUD"), a leading storage and compute infrastructure provider for Web3, today announc
Social Leverage Acquisition Corp I (NYSE:SLAC) ("SLAC"), a special purpose acquisition company, announced today that it expects to transfer its listing from The New York Stock Exchange to the Nasdaq Global Market on the Nasdaq Stock Market LLC ("Nasdaq"), where it has been approved for listing subject to confirmation of its satisfaction of the Nasdaq's listing standards. Following the transfer, SLAC intends to continue to file the same types of periodic reports and other information it currently files with the U.S. Securities and Exchange Commission. SLAC anticipates the transfer to the Nasdaq to occur on or about December 27, 2022.
Forward-Looking Statements
This press release includes c
Social Leverage Acquisition Corp I has $345 million in trust and has received commitments from AMD, ConsenSys, SK Inc. and others for an additional $50 million in new investments
W3BCLOUD provides the underlying physical (compute and storage) infrastructure needed to support the growth of the Web3 ecosystem, which favors developers, content creators, and consumers.
The transaction values the combined company at an enterprise value of $1.25 billion.
Social Leverage Acquisition Corp I has expertise in growing and guiding disruptive companies, which will help W3BCLOUD continue to scale rapidly and support the growth of the Web3 ecosystem.
W3BCLOUD expects to use transaction proceeds t
