{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-24-002250","form_type":"8-K","ticker":"HWH","cik":"0001897245","company_name":"HWH International Inc.","filed_at":"2024-01-12T23:59:59+00:00","discovered_at":"2026-05-14T18:03:26.265250+00:00","generated_at":"2026-06-07T00:09:06.259846+00:00","sec_items":["1.01","1.02","2.01","5.06","9.01","5.02","3.01","3.02","3.03","5.03","5.01","5.05","7.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"HWH International completes business combination with Alset Capital; begins trading on Nasdaq under HWH","bullets":["Business Combination closed on Jan 9, 2024; Alset renamed HWH International Inc.","8,591,072 Public Shares redeemed for ~$89.05M; 16,223,246 shares outstanding post-close.","EF Hutton deferred underwriting settled with $325K cash, 149,443 shares, and $1.18M promissory note.","Heng Fai Ambrose Chan beneficially owns 84% of outstanding common stock.","Alset's units ceased trading; common stock trades on Nasdaq under HWH; warrants on OTC under HWHW."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-24-002250","json":"https://secwatch.observer/filing/0001493152-24-002250.json","markdown":"https://secwatch.observer/filing/0001493152-24-002250.md","text":"https://secwatch.observer/filing/0001493152-24-002250.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T00:09:06.259846+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"1931042ef9","claim":"Danny Lim was appointed as Chief Strategy Officer at HWH International Inc..","evidence_excerpt":"Danny Lim 31 Chief Strategy Officer","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","confidence":0.9,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Strategy Officer"}],"fact_type":"executive_change"},{"claim_id":"7e778817d8","claim":"Rongguo Wei was appointed as Chief Financial Officer at HWH International Inc..","evidence_excerpt":"Rongguo Wei 52 Chief Financial Officer","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","confidence":0.9,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Financial Officer"}],"fact_type":"executive_change"},{"claim_id":"d4f350ee07","claim":"Heng Fai Ambrose Chan was appointed as Executive Chairman at HWH International Inc..","evidence_excerpt":"On January 9, 2024, Heng Fai Ambrose Chan resigned from the position of Chief Executive Officer of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned as CEO and appointed Executive Chairman"},{"label":"Role","value":"Executive Chairman"}],"fact_type":"executive_change"},{"claim_id":"defae0ca00","claim":"Wong (Aston) Tat Keung was appointed as Independent Director at HWH International Inc..","evidence_excerpt":"Wong (Aston) Tat Keung 53 Independent Director","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","confidence":0.9,"family_label":"Executive 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(Nevada corporation) (closed 2024-01-09).","evidence_excerpt":"On January 9, 2024 (the \"Closing Date\"), the parties consummated the Business Combination.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"HWH International Inc. 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Agreement”), by and among Alset, Merger Sub, a Nevada corporation, and HWH International Inc., a Nevada corporation.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Alset"},{"label":"Value","value":"Business combination of HWH and Merger Sub under Alset, with HWH surviving as wholly-owned subsidiar"},{"label":"Effective","value":"2022-09-09"}],"fact_type":"material_agreement"},{"claim_id":"8afafb4ab1369102f29b13df81f8f6e8a7ca0572","claim":"HWH International Inc. entered into Registration Rights Agreement with Sponsor and certain persons and entities holding securities of the Company valued at Company obligated to register certain securities including shares and warrants held by Sponsor, and (effective 2022-01-31).","evidence_excerpt":"On January 31, 2022 the Company, the Sponsor, and certain persons and entities holding securities of the Company entered into a Registration Rights Agreement (the “Registration Rights Agreement”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Sponsor and certain persons and entities holding securities of the Company"},{"label":"Value","value":"Company obligated to register certain securities including shares and warrants held by Sponsor, and"},{"label":"Effective","value":"2022-01-31"}],"fact_type":"material_agreement"},{"claim_id":"9d5dab14437204b8f5e211c3e4597a10dae4c9c5","claim":"HWH International Inc. entered into Lock-Up Agreement with HWH Holders holding more than 5% of HWH Common Stock and certain members of HWH’s management team valued at Each such holder agrees not to transfer Restricted Securities for six months after Closing, or until (effective 2022-01-31).","evidence_excerpt":"In connection with the execution of the Merger Agreement, at the closing, each of the HWH Holders holding more than 5% of the HWH Common Stock and certain members of HWH’s management team will enter into a Lock-Up Agreement with Alset in substantially the form attached to the letter Agreement dated January 31, 2022 (the “Letter Agreement”) (each, a “Lock-Up Agreement”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1897245/000149315224002250/0001493152-24-002250-index.htm","confidence":0.85,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"HWH Holders holding more than 5% of HWH Common Stock and certain members of HWH’s management 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Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}