1 |
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Heng
Fai Ambrose Chan |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
☐
(b)
☐ |
3 |
SEC
USE ONLY
|
4 |
SOURCE
OF FUNDS (See Instructions)
OO |
5 |
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐ |
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Republic
of Singapore |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
7 |
SOLE
VOTING POWER:
81,399,836(1) |
8 |
SHARED
VOTING POWER:
|
9 |
SOLE
DISPOSITIVE POWER:
81,399,836(1) |
10 |
SHARED
DISPOSITIVE POWER:
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
81,399,836(1) |
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐ |
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
58.55%(2) |
14 |
TYPE
OF REPORTING PERSON (See Instructions)
IN |
(1)
The beneficial ownership of Heng Fai Ambrose Chan includes 81,399,836 shares of common stock, consisting of (a) 1,614,552 shares
of common stock held by Heng Fai Holdings Limited, an entity controlled by Heng Fai Ambrose Chan; (b) 16,973,020 shares of common stock
held by Heng Fai Ambrose Chan directly; (c) 6,232,671 shares of common stock held by Global Biomedical Pte. Ltd., a subsidiary of
Alset International Limited (“AIL”); (d) 35,213,416 shares of common stock held by Alset EHome International Inc. (“AEI”);
and (e) 21,366,177 shares of common stock held by AIL, a subsidiary of AEI.
(2)
Based on 139,017,172 shares of the common stock of the Issuer outstanding as of July 12, 2022.
1 |
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Alset
EHome International Inc. (“AEI”) |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
☐
(b)
☐ |
3 |
SEC
USE ONLY
|
4 |
SOURCE
OF FUNDS (See Instructions)
OO
|
5 |
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐ |
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
7 |
SOLE
VOTING POWER:
62,812,264(1) |
8 |
SHARED
VOTING POWER:
|
9 |
SOLE
DISPOSITIVE POWER:
62,812,264(1) |
10 |
SHARED
DISPOSITIVE POWER:
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
62,812,264(1) |
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐ |
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
45.18%(2) |
14 |
TYPE
OF REPORTING PERSON (See Instructions)
CO |
(1)
Includes 35,213,416 shares of common stock held directly by Alset EHome International Inc.; 6,232,671 shares of common
stock held by Global Biomedical Pte. Ltd., a subsidiary of AIL; and 21,366,177 shares of common stock held by AIL, a
subsidiary of AEI.
(2) Based on 139,017,172 shares of the common
stock of the Issuer outstanding as of July 12, 2022.
1 |
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Global
Biomedical Pte. Ltd. |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
☐
(b)
☐ |
3 |
SEC
USE ONLY
|
4 |
SOURCE
OF FUNDS (See Instructions)
OO |
5 |
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐ |
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Republic
of Singapore |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
7 |
SOLE
VOTING POWER:
6,232,671 |
8 |
SHARED
VOTING POWER:
|
9 |
SOLE
DISPOSITIVE POWER:
6,232,671 |
10 |
SHARED
DISPOSITIVE POWER:
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,232,671 |
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐ |
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.48%(1) |
14 |
TYPE
OF REPORTING PERSON (See Instructions)
CO |
(1)
Based on 139,017,172 shares of the common stock of the Issuer outstanding as of July 12, 2022.
1 |
NAMES
OF REPORTING PERSON
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Alset
International Limited (“AIL”) |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
☐
(b)
☐ |
3 |
SEC
USE ONLY
|
4 |
SOURCE
OF FUNDS (See Instructions)
OO |
5 |
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐ |
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Republic
of Singapore |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
7 |
SOLE
VOTING POWER:
27,598,848(1) |
8 |
SHARED
VOTING POWER:
|
9 |
SOLE
DISPOSITIVE POWER:
27,598,848(1) |
10 |
SHARED
DISPOSITIVE POWER:
|
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,598,848(1) |
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐ |
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
19.85%(2) |
14 |
TYPE
OF REPORTING PERSON (See Instructions)
CO |
(1) Includes 21,366,177 shares of common stock
held by AIL and 6,232,671 shares of common stock held by Global Biomedical Pte. Ltd., a subsidiary of AIL.
(2) Based on 139,017,172 shares of the common
stock of the Issuer outstanding as of July 12, 2022.
This Amendment No. 18 on Schedule 13D amends
and restates the statement on Schedule 13D, filed with the SEC on September 15, 2017, as amended by Amendment No. 1, filed with the SEC
on July 6, 2018, Amendment No. 2, filed with the SEC on December 18, 2018, Amendment No. 3, filed with the SEC on February 20, 2019,
Amendment No. 4, filed with the SEC on March 27, 2019, Amendment No. 5, filed with the SEC on June 11, 2019, Amendment No. 6, filed with
the SEC on July 23, 2019, Amendment No. 7, filed with the SEC on November 5, 2019, Amendment No 8, filed with the SEC on March 4, 2020,
Amendment No. 9, filed with the SEC on September 1, 2020, Amendment No. 10, filed with the SEC on October 26, 2020, Amendment No. 11,
filed with the SEC on June 3, 2021, Amendment No. 12, filed with the SEC on June 25, 2021, Amendment No. 13, filed with the SEC on September
20, 2021, Amendment No. 14, filed with the SEC on March 15, 2022, Amendment No. 15, filed with the SEC on April 20, 2022, Amendment No.
16, filed with the SEC on June 1, 2022, and Amendment No. 17, filed with the SEC on July 11, 2022.
This Amendment No. 18 is being filed
to reflect that Alset International Limited, a subsidiary of Alset EHome International Inc. has acquired 21,366,177 shares
of the Issuer’s common stock.
Item
1. Security and Issuer
The
title and class of equity securities to which this Amendment No. 18 to the Schedule 13D relates is the common stock, $0.02 par
value per share, of DSS, Inc., a New York Corporation (the “Issuer”). The principal offices of the Issuer are located at
275 Wiregrass Pkwy, West Henrietta, NY 14586.
Item
3. Source and Amount of Funds or Other Considerations
Item
3 of the Schedule 13D is hereby amended to include the following:
The information set for the in Item 4 below
is hereby incorporated by reference to this Item 3.
Item
4. Purpose of Transaction
Item
4 of the Schedule 13D is hereby amended to include the following:
On July 12, 2022, Alset International Limited
(“AIL”) was issued 21,366,177 shares of common stock pursuant to an assignment and assumption agreement dated
February 25, 2022, as amended on July 12, 2022, between the Issuer and AIL, a majority-owned subsidiary of AEI, pursuant to which
the Issuer agreed to purchase a convertible promissory note from AIL (the “Note”). The Note has a principal amount of $8,350,000
and accrued but unpaid interest of $367,400. The Note was issued by American Medical REIT, Inc., a Maryland corporation, pursuant
to a subscription agreement, dated as of October 29, 2021 between AIL and American Medical REIT, Inc. The consideration paid for the
Note was 21,366,177 shares of the Issuer’s common stock. The number of the Issuer’s shares issued as consideration
was calculated by dividing $8,717,400, the aggregate of the principal amount and the accrued but unpaid interest under the Note, by $0.408
per share.
Item
5. Interest in Securities of the Issuer
(a)-(b)
The responses to Items 7 - 13 of the cover pages of this Schedule 13D are incorporated herein by reference.
(c)
None.
(d)
None
(e)
N/A
Item
7. Material to be Filed as Exhibits.
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:
July 15, 2022 |
/s/
Heng Fai Ambrose Chan |
|
Name: |
Heng
Fai Ambrose Chan |
|
|
|
|
Alset
EHome International Inc. |
|
|
|
|
/s/
Heng Fai Ambrose Chan |
|
Name: |
Heng
Fai Ambrose Chan |
|
Title: |
Chief
Executive Officer |
|
|
|
|
Global
Biomedical Pte. Ltd. |
|
|
|
|
/s/
Heng Fai Ambrose Chan |
|
Name: |
Heng
Fai Ambrose Chan |
|
Title: |
Director |
|
|
|
|
Alset International Limited |
|
|
|
|
/s/ Heng Fai Ambrose Chan |
|
Name: |
Heng Fai Ambrose Chan |
|
Title: |
Chief Executive Officer |