BurTech Acquisition Corp. Files 8-K on Unit Structure

TL;DR

BRKH filed an 8-K detailing its common stock and warrant structure, with warrants exercisable at $11.50.

AI Summary

BurTech Acquisition Corp. filed an 8-K on December 13, 2024, to report a Regulation FD Disclosure. The filing details the company's structure, including units consisting of common stock and redeemable warrants, and warrants exercisable for common stock at $11.50 per share. The company is incorporated in Delaware and its principal executive offices are located in Washington, DC.

Why It Matters

This filing clarifies the components of BurTech's units and warrants, which is crucial for investors to understand their holdings and potential future conversions.

Risk Assessment

Risk Level: low — The filing is a routine disclosure about the company's capital structure and does not indicate any immediate financial distress or significant operational changes.

Key Numbers

• $11.50 — Warrant Exercise Price (Price at which warrants can be exercised for common stock.)

Key Players & Entities

• BurTech Acquisition Corp. (company) — Registrant
• December 13, 2024 (date) — Date of earliest event reported
• $11.50 (dollar_amount) — Exercise price for warrants
• Delaware (jurisdiction) — State of incorporation

FAQ

Key Financial Figures

• $0.0001 — , LLC Class A Common Stock, par value $0.0001 per share BRKH The Nasdaq Stock Mar
• $11.50 — r one share of Class A Common Stock for $11.50 per share BRKHW The Nasdaq Stock Ma
• $12.50 — tock of the combined company closing at $12.50 for 20 trading days out of any 30 conse

Filing Documents

• tm2431093d1_8k.htm (8-K) — 37KB
• 0001104659-24-128586.txt ( ) — 264KB
• brkh-20241213.xsd (EX-101.SCH) — 4KB
• brkh-20241213_def.xml (EX-101.DEF) — 27KB
• brkh-20241213_lab.xml (EX-101.LAB) — 37KB
• brkh-20241213_pre.xml (EX-101.PRE) — 26KB
• tm2431093d1_8k_htm.xml (XML) — 7KB

01. Regulation

Item 7.01. Regulation FD. As previously disclosed, BurTech Acquisition Corp. (the "Company") has called a special meeting of stockholders to be held on December 23, 2024 (the "Meeting") to approve, among other matters, a proposal to approve and adopt the Agreement and Plan of Merger, dated as of December 22, 2023 (as amended on April 22, 2024, October 24, 2024 and November 21, 2024, and as may be further amended and/or amended and restated, the "Merger Agreement"), by and among BurTech, BurTech Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of BurTech, Blaize, Inc., a Delaware corporation ("Blaize") and for the limited purposes set forth therein, Burkhan Capital LLC, a Delaware limited liability company ("Burkhan"), pursuant to which Merger Sub will merge with and into Blaize (the "Merger"), with Blaize surviving the Merger as a wholly owned subsidiary of BurTech. In connection with closing the Merger, the Company is seeking to enter into non-redemption agreements (the "Non-Redemption Agreements") with one or more stockholders of the Company who qualify as "accredited investors" (as defined in Regulation D under the Securities Act of 1933, as amended), have a pre-existing substantial relationship with the Company, and are unaffiliated with the Company or its sponsor, BurTech LP LLC (the "Sponsor"), to secure funds in the Company's trust account. Pursuant to the Non-Redemption Agreements, such stockholders would agree not to exercise any redemption rights they have with respect to their shares of Class A common stock (the "Non-Redeemed Shares") under the organizational documents of the Company in connection with the Meeting. In consideration for the foregoing commitment not to redeem the Non-Redeemed Shares, the Company anticipates providing such shareholders with the right to receive a number of shares of the combined company after the Merger (the "New Blaize Earnout Shares") equal to the number of Non-Redeemed Shares on a 1-for-1 basis. T

View Full Filing

View this 8-K filing on SEC EDGAR