XBP Global Holdings, Inc.
6.70%
7,871,416
1839530
98400V101
Jul 28, 2025
Aug 5, 2025, 09:59 PM
Reporting Persons (6)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| HOF III Liquidating Partnership LP | Partnership | 6.70% | 7,871,416 | 0 | 7,871,416 |
| VM GP VII LLC | Other | 6.70% | 7,871,416 | 0 | 7,871,416 |
| HoldCo Asset Management, LP | Investment Adviser | 6.70% | 7,871,416 | 0 | 7,871,416 |
| VM GP II LLC | Other | 6.70% | 7,871,416 | 0 | 7,871,416 |
| Zaitzeff Michael | Individual | 6.70% | 7,871,416 | 0 | 7,871,416 |
| Vikaran Ghei | Individual | 6.70% | 7,871,416 | 0 | 7,871,416 |
Disclosure Items (7)
Common Stock, par value $0.0001 per share
XBP Global Holdings, Inc.
6641 N. BELT LINE ROAD, SUITE 100, IRVING, TX, 75063
This statement is filed by: (i) HOF III Liquidating Partnership LP, a Delaware limited partnership ("HOF III"), with respect to the shares of Common Stock, par value $0.0001 per share (the "Shares"), of XBP Global Holdings, Inc. (the "Issuer"), directly and beneficially owned by it; (ii) VM GP VII LLC, a Delaware limited liability company ("Fund GP"), as the general partner of HOF III; (iii) HoldCo Asset Management, LP, a Delaware limited partnership ("HoldCo"), as the investment manager of HOF III; (iv) VM GP II LLC, a Delaware limited liability company ("HoldCo GP"), as the general partner of HoldCo; (v) Michael Zaitzeff, as a Managing Member of each of Fund GP and HoldCo GP; and (vi) Vikaran Ghei, as a Managing Member of each of Fund GP and HoldCo GP. Each of the foregoing is referred to as a "Reporting Person" and collectively as the "Reporting Persons." Each of the Reporting Persons is party to that certain Joint Filing Agreement, as further described in Item 6. Accordingly, the Reporting Persons are hereby filing a joint Schedule 13D.
The address of the principal office of each of HoldCo, HoldCo GP, HOF III, Fund GP, and Messrs. Zaitzeff and Ghei is c/o HoldCo Asset Management, LP, 515 East Las Olas Blvd., Suite 1010, Fort Lauderdale, Florida 33301.
The principal business of HOF III is investing in securities. Fund GP serves as the general partner of HOF III. HoldCo is a registered investment advisor and serves as the investment manager of HOF III. HoldCo GP serves as the general partner of HoldCo. The principal occupation of each of Mr. Zaitzeff and Mr. Ghei is investment management. Messrs. Zaitzeff and Ghei serve as Managing Members of both Fund GP and HoldCo GP.
No Reporting Person has, during the last five years, been 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.
Mr. Zaitzeff and Mr. Ghei are citizens of the United States of America.
HOF III acquired the Shares reported in this Schedule 13D pursuant to the Plan, as defined and described in Item 4 below, which is incorporated herein by reference. The Shares held by HOF III are or may be held from time to time in margin accounts established with its brokers or banks. Securities positions held in such margin accounts, including the Shares, may be pledged as collateral security for the repayment of debit balances in such accounts.
The percentages used in this Schedule 13D are based on 117,516,255 Shares outstanding as of July 29, 2025, which is the total number of Shares outstanding as disclosed in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2025. See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.
See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and the sole or shared power to dispose or to direct the disposition.
Other than the transactions described in Item 4 above, including the Shares acquired by HOF III pursuant to the Plan, no Reporting Person has effected any transactions in the Shares during the past sixty days.
No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
Not applicable.
On August 5, 2025, the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer to the extent required by applicable law. The Joint Filing Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Reference is made to Item 4 of this Schedule 13D regarding the Plan and the transactions contemplated thereby, including the Facility Agreement, which is incorporated herein by reference. As set forth therein, HOF III holds approximately $15,383,073 aggregate principal amount of the Rollover Exit Notes as of the date hereof. Other than as described herein, there are no contracts, arrangements, understandings or relationships among the Reporting Persons, or between the Reporting Persons and any other person, with respect to the securities of the Issuer.
99.1 - Joint Filing Agreement, dated August 5, 2025. 99.2 - Financing Agreement, dated July 29, 2025 (incorporated by reference to Exhibit 10.3 of the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2025).