SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Exela Technologies, Inc. (Last) (First) (Middle) 2701 EAST GRAUWYLER ROAD (Street) IRVING TX 75061 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/29/2023	3. Issuer Name and Ticker or Trading Symbol XBP Europe Holdings, Inc. [ XBP ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	21,802,364(1)	I	See footnote 2(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Exela Technologies, Inc. (Last) (First) (Middle) 2701 EAST GRAUWYLER ROAD (Street) IRVING TX 75061 (City) (State) (Zip)

1. Name and Address of Reporting Person* BTC International Holdings, Inc. (Last) (First) (Middle) 2701 EAST GRAUWYLER ROAD (Street) IRVING TX 75061 (City) (State) (Zip)

1. Name and Address of Reporting Person* XCV-EMEA, LLC (Last) (First) (Middle) 2701 EAST GRAUWYLER ROAD (Street) IRVING TX 75061 (City) (State) (Zip)

1. Name and Address of Reporting Person* ETI-XCV Holdings, LLC (Last) (First) (Middle) 2701 EAST GRAUWYLER ROAD (Street) IRVING TX 75061 (City) (State) (Zip)

1. Name and Address of Reporting Person* ETI-XCV, LLC (Last) (First) (Middle) 2701 EAST GRAUWYLER ROAD (Street) IRVING TX 75061 (City) (State) (Zip)

Explanation of Responses:

1. On November 29, 2023, the Reporting Persons received 21,802,364 shares of Class A Common Stock of the issuer pursuant to the closing of a business combination which was effectuated in accordance with the terms of that certain Agreement and Plan of Merger, dated October 9, 2022, by and among CF Acquisition Corp. VIII, Sierra Merger Sub Inc., a Delaware corporation, BTC International Holdings, Inc., a Delaware corporation, and XBP Europe, Inc., a Delaware corporation. Each share of Class A Common Stock was then automatically converted into one share of Common Stock of the issuer.

2. Exela Technologies, Inc.'s ("Exela") wholly owned subsidiary, BTC International Holdings, Inc. ("BTC International"), is the record holder of the shares. BTC International is a direct, wholly owned subsidiary of XCV-EMEA, LLC. ETI-XCV, LLC is the sole member of XCV-EMEA, LLC. ETI-XCV Holdings, LLC is the sole member of ETI-XCV, LLC. Exela is the sole member of ETI-XCV Holdings, LLC, and, therefore, is deemed to have indirect beneficial ownership of the shares of the issuer's Common Stock held directly by BTC International.

	/s/ Zach Maul, Secretary	12/11/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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