Sec Form 3 Filing - Ewon Comfortech Co., Ltd. @ Zura Bio Ltd - 2023-03-20

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Ewon Comfortech Co., Ltd.
2. Issuer Name and Ticker or Trading Symbol
Zura Bio Ltd [ ZURA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
8 CHEOMDAN 1-RO JEONGEUP
3. Date of Earliest Transaction (MM/DD/YY)
03/20/2023
(Street)
JEONBUK, M556212
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Ordinary Shares, par value $0.0001 2,000,000 ( 1 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Private Placement Warrants $ 11.5 04/20/2023 03/19/2028 Class A Ordinary Shares 1,653,466 I See footnote ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ewon Comfortech Co., Ltd.
8 CHEOMDAN 1-RO JEONGEUP
JEONBUK, M556212
X
Signatures
By: /s/ RH Lee 04/12/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to that certain Subscription Agreement, dated as of June 16, 2022, as amended on November 25, 2022, between the Reporting Person and the Issuer, the Reporting Person acquired 2,000,000 Class A Ordinary Shares of the Issuer for an aggregate purchase price of $20,000,000, as an investor in the private investment in public equity investment (a "PIPE Investment") in the Issuer occurring substantially concurrently with the closing (the "Closing") of the business combination between the Issuer and Zura Bio Limited, a corporation formed under the laws of the United Kingdom and Wales ("Zura") on March 20, 2023.
( 2 )The Private Placement Warrants ("PPWs") of the Issuer were forfeited by JATT Ventures, L.P. and transferred to the Reporting Person on March 20, 2023. The PPWs are exercisable for $11.50 per Class A Ordinary Share commencing 30 days after the consummation of the Issuer's initial business combination, which occurred on March 20, 2023 as described in the Issuer's Current Report on Form 8-K dated March 20, 2023, and filed with the SEC on March 24, 2023.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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