UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. 3)*
DoubleDown
Interactive Co., Ltd. |
(Name
of Issuer) |
|
American
depositary shares, each representing 0.05 common share, par value W10,000
per share |
(Title
of Class of Securities) |
|
25862B109 |
(CUSIP
Number) |
|
December
31, 2023 |
(Date
of Event which Requires Filing of this Statement) |
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
☐ |
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).
SCHEDULE
13G
1 |
Names
of Reporting Persons |
B.
Riley Financial, Inc. |
2 |
Check
the appropriate box if a member of a Group (see instructions) |
(a)
☐
(b)
☐ |
3 |
SEC
Use Only |
|
4 |
Citizenship
or Place of Organization |
DE |
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
5 |
Sole
Voting Power |
0 |
6 |
Shared
Voting Power |
206,096.4 |
7 |
Sole
Dispositive Power |
0 |
8 |
Shared
Dispositive Power |
206,096.4 |
9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
206,096.4 |
10 |
Check
box if the aggregate amount in row (9) excludes certain shares (See Instructions) |
☐ |
11 |
Percent
of class represented by amount in row (9) |
8.3%* |
12 |
Type
of Reporting Person (See Instructions) |
CO |
* |
This
percentage is based on 2,477,672 common shares outstanding according to the issuer’s Form 6-K as filed with the U.S. Securities
and Exchange Commission on November 8, 2023. |
1 |
Names
of Reporting Persons |
B.
Riley Securities, Inc. |
2 |
Check
the appropriate box if a member of a Group (see instructions) |
(a)
☐
(b)
☐ |
3 |
SEC
Use Only |
|
4 |
Citizenship
or Place of Organization |
DE |
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
5 |
Sole
Voting Power |
0 |
6 |
Shared
Voting Power |
16,020.2 |
7 |
Sole
Dispositive Power |
0 |
8 |
Shared
Dispositive Power |
16,020.2 |
9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
16,020.2 |
10 |
Check
box if the aggregate amount in row (9) excludes certain shares (See Instructions) |
☐ |
11 |
Percent
of class represented by amount in row (9) |
0.6%* |
12 |
Type
of Reporting Person (See Instructions) |
BD |
* |
This
percentage is based on 2,477,672 common shares outstanding according to the issuer’s Form 6-K as filed with the U.S. Securities
and Exchange Commission on November 8, 2023. |
1 |
Names
of Reporting Persons |
BRF
Investments, LLC |
2 |
Check
the appropriate box if a member of a Group (see instructions) |
(a)
☐
(b)
☐ |
3 |
SEC
Use Only |
|
4 |
Citizenship
or Place of Organization |
DE |
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
5 |
Sole
Voting Power |
0 |
6 |
Shared
Voting Power |
190,076.2 |
7 |
Sole
Dispositive Power |
0 |
8 |
Shared
Dispositive Power |
190,076.2 |
9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
190,076.2 |
10 |
Check
box if the aggregate amount in row (9) excludes certain shares (See Instructions) |
☐ |
11 |
Percent
of class represented by amount in row (9) |
7.7%* |
12 |
Type
of Reporting Person (See Instructions) |
OO |
* |
This
percentage is based on 2,477,672 common shares outstanding according to the issuer’s Form 6-K as filed with the U.S. Securities
and Exchange Commission on November 8, 2023. |
1 |
Names
of Reporting Persons |
Bryant
R. Riley |
2 |
Check
the appropriate box if a member of a Group (see instructions) |
(a)
☐
(b)
☐ |
3 |
SEC
Use Only |
|
4 |
Citizenship
or Place of Organization |
United
States of America |
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person
With: |
5 |
Sole
Voting Power |
14,165.0 (1) |
6 |
Shared
Voting Power |
206,096.4 |
7 |
Sole
Dispositive Power |
14,165.0 (1) |
8 |
Shared
Dispositive Power |
206,096.4 |
9 |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
220,261.3 |
10 |
Check
box if the aggregate amount in row (9) excludes certain shares (See Instructions) |
☐ |
11 |
Percent
of class represented by amount in row (9) |
8.9%* |
12 |
Type
of Reporting Person (See Instructions) |
IN |
* |
This percentage is based on 2,477,672 common shares outstanding according to the issuer’s Form 6-K as filed with the U.S. Securities and Exchange Commission on November 8, 2023. |
(1) |
Represents the removal of 3,068.6 shares that were inadvertently reported that are not deemed to be beneficially owned by the Reporting Persons. |
Item
1.
(a) |
Name
of Issuer: DoubleDown Interactive Co., Ltd. |
|
|
(b) |
Address
of Issuer’s Principal Executive Offices: 13F, Gangnam Finance Center, 152, Teheran-ro Gangnam-gu, Seoul, 06236, Republic
of Korea |
Item
2(a). |
Name
of Persons Filing: |
B.
Riley Financial, Inc., a Delaware corporation (“BRF”),
B.
Riley Securities, Inc., a Delaware corporation (“BRS”),
BRF
Investments, LLC, a Delaware limited liability company (“BRFI”), and
Bryant
R. Riley, an individual.
Each
of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”
Item
2(b). |
Address
of Principal Business Office or, if None, Residence: |
The
principal business address of each of BRF, BRS, BRFI and Bryant R. Riley is:
11100
Santa Monica Blvd. Suite 800
Los
Angeles, CA 90025
BRF,
BRS and BRFI are organized under the laws of the State of Delaware.
Bryant
R. Riley is a citizen of the United States of America.
Item
2(d). |
Title
of Class of Securities: |
American
depositary shares (“ADS”), each representing 0.05 common share (“Common Shares”), par value W10,000
per share.
25862B109
Item
3. |
If
this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check
whether the person filing is a:
|
|
(a) |
☐ |
Broker
or dealer registered under Section 15 of the Act; |
|
|
|
|
|
(b) |
☐ |
Bank
as defined in Section 3(a)(6) of the Act; |
|
|
|
|
|
(c) |
☐ |
Insurance
company as defined in Section 3(a)(19) of the Act; |
|
|
|
|
|
(d) |
☐ |
Investment
company registered under Section 8 of the Investment Company Act of 1940; |
|
|
|
|
|
(e) |
☐ |
An
investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
|
|
|
|
|
(f) |
☐ |
An
employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
|
|
|
|
|
(g) |
☐ |
A
parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
|
|
|
|
|
(h) |
☐ |
A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
|
|
|
|
|
(i) |
☐ |
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; |
|
|
|
|
|
(j) |
☐ |
A
non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J); |
|
|
|
|
|
(k) |
☐ |
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: ____ |
(a) |
Amount
Beneficially Owned: |
As of the date hereof, BRS directly owned
320,404 ADS, which represent 16,020.2 Common Shares. As of the date hereof, BRF may beneficially own 320,404 ADS, which represent 16,020.2
Common Shares, which are held directly by BRS, one of BRF’s indirect wholly owned subsidiaries.
As of the date hereof, BRFI directly owned
3,801,523 ADS, which represent 190,076.2 Common Shares. As of the date hereof, BRF may beneficially own 3,801,523 ADS, which represent
190,076.2 Common Shares, which are held directly by BRFI, one of BRF’s indirect wholly owned subsidiaries.
As of the date hereof, Bryant R. Riley
may beneficially own 4,405,226 ADS, which represent 220,261.3 Common Shares, of which (a) 186,985 ADS, which represent 9,349.3 Common
Shares, are held jointly by Bryant R. Riley and his spouse, (b) 20,000 ADS, which represent 1,000 Common Shares, are held as sole trustee
of the Robert Antin Children Irrevocable Trust Dtd. 1/1/01 (the “Robert Antin Children Trust”), (c) 15,438 ADS, which represent
771.9 Common Shares, are held as sole custodian for the benefit of Abigail Riley, (d) 15,438 ADS, which represent 771.9 Common Shares,
are held as sole custodian for the benefit of Charlie Riley, (e) 15,438 ADS, which represent 771.9 Common Shares, are held as sole custodian
for the benefit of Eloise Riley, (f) 30,000 ADS, which represent 1,500 Common Shares, are held as sole custodian for the benefit of Susan
Riley, and (g) 4,121,927 ADS, which represent 206,096.4 Common Shares, are held directly by BRS and BRFI in the manner specified in the
paragraph above.
As of the date hereof, BRS directly owned
0.6% of the outstanding Common Shares. As of the date hereof, BRFI directly owned 7.7% of the outstanding Common Shares.
As of the date hereof, BRF as the parent
company of BRS and BRFI may be deemed to have beneficially owned 8.3% of the outstanding Common Shares directly owned by BRS and BRFI.
As of the date hereof, Bryant R. Riley
may beneficially own 8.9% of the outstanding Common Shares, including the Common Shares held directly by BRS and BRFI in the manner specified
in the paragraph above.
These percentages are based on a total
of 2,477,672 Common Shares outstanding as disclosed in the Issuer’s Form 6-K as filed with the Securities and Exchange Commission
on November 8, 2023.
The foregoing should not be construed as
an admission by any Reporting Person as to beneficial ownership of any Common Shares owned by another Reporting Person. Each of the Reporting
Persons disclaims beneficial ownership of the Common Shares that are not directly owned by such Reporting Person, except to the extent
of their pecuniary interest therein.
(c) |
Number
of shares as to which such person has: |
|
(i) |
Sole
power to vote or to direct the vote: See cover page Items 5-9. |
|
(ii) |
Shared
power to vote or to direct the vote: See cover page Items 5-9. |
|
(iii) |
Sole
power to dispose or to direct the disposition of: See cover page Items 5-9. |
|
(iv) |
Shared
power to dispose or to direct the disposition of: See cover page Items 5-9. |
Item
5. |
Ownership
of Five 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 five percent of the class of securities, check the following ☐.
Item
6. |
Ownership
of more than Five Percent on Behalf of Another Person. |
Not
Applicable.
Item
7. |
Identification
and classification of the subsidiary which acquired the security being reported on by the parent holding company or control person.
|
Not
Applicable.
Item
8. |
Identification
and classification of members of the group. |
Not
Applicable.
Item
9. |
Notice
of Dissolution of Group. |
Not
Applicable.
By
signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above 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 13, 2024
|
B.
RILEY FINANCIAL, INC. |
|
|
|
|
By: |
/s/
Bryant R. Riley |
|
Name: |
Bryant
R. Riley |
|
Title: |
Co-Chief
Executive Officer |
|
|
|
|
B.
RILEY SECURITIES, INC. |
|
|
|
|
By: |
/s/
Andrew Moore |
|
Name: |
Andrew
Moore |
|
Title: |
Chief
Executive Officer |
|
|
|
|
BRF
INVESTMENTS, LLC |
|
|
|
|
By: |
/s/
Phillip Ahn |
|
Name: |
Phillip
Ahn |
|
Title: |
Authorized
Signatory |
|
|
|
|
BRYANT
R. RILEY |
|
|
|
|
By: |
/s/
Bryant R. Riley |
Attention:
Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).
9
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