Lionheart Holdings Files 8-K: Equity, Warrants Detailed

TL;DR

Lionheart Holdings 8-K drops: Units, shares, and $11.50 warrants detailed. Big moves coming?

AI Summary

On June 17, 2024, Lionheart Holdings entered into a Material Definitive Agreement related to unregistered sales of equity securities. The company also amended its Articles of Incorporation or Bylaws and reported other events. The filing details the structure of units, ordinary shares, and warrants, with warrants exercisable for ordinary shares at an exercise price of $11.50.

Why It Matters

This filing provides crucial details about the company's capital structure and potential future share issuances, impacting existing shareholders and potential investors.

Risk Assessment

Risk Level: medium — The filing involves unregistered sales of equity and details of warrants, which can introduce dilution and complexity for investors.

Key Numbers

• $11.50 — Warrant Exercise Price (This is the price at which holders can exercise their warrants to purchase ordinary shares.)

Key Players & Entities

• Lionheart Holdings (company) — Filer of the 8-K report.
• June 17, 2024 (date) — Date of the earliest event reported.
• June 20, 2024 (date) — Date of the report.
• $11.50 (dollar_amount) — Exercise price for warrants.

FAQ

Key Financial Figures

• $0.0001 — LC Class A ordinary shares, par value $0.0001 per share CUB The Nasdaq Stock Mark
• $11.50 — ordinary share at an exercise price of $11.50 per share CUBWW The Nasdaq Stock Ma
• $10.00 — ents. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to
• $230,000,000 — rating gross proceeds to the Company of $230,000,000. Each Unit consists of one Class A ordi
• $1.00 — hare at $11.50 per share, at a price of $1.00 per warrant, or $6,000,000 in the aggre
• $6,000,000 — re, at a price of $1.00 per warrant, or $6,000,000 in the aggregate (whether or not the un
• $9,800,000 — acement Warrants (which amount includes $9,800,000 of the underwriter's deferred discount)

Filing Documents

• ea0208124-8k_lion.htm (8-K) — 79KB
• ea020812401ex1-1_lion.htm (EX-1.1) — 245KB
• ea020812401ex3-1_lion.htm (EX-3.1) — 381KB
• ea020812401ex4-1_lion.htm (EX-4.1) — 157KB
• ea020812401ex10-1_lion.htm (EX-10.1) — 85KB
• ea020812401ex10-2_lion.htm (EX-10.2) — 131KB
• ea020812401ex10-3_lion.htm (EX-10.3) — 40KB
• ea020812401ex10-4_lion.htm (EX-10.4) — 57KB
• ea020812401ex10-5_lion.htm (EX-10.5) — 48KB
• ea020812401ex10-6_lion.htm (EX-10.6) — 12KB
• ea020812401ex99-1_lion.htm (EX-99.1) — 7KB
• ea020812401ex99-2_lion.htm (EX-99.2) — 9KB
• ex3-1_001.jpg (GRAPHIC) — 4KB
• 0001213900-24-054355.txt ( ) — 1744KB
• cubwu-20240617.xsd (EX-101.SCH) — 4KB
• cubwu-20240617_def.xml (EX-101.DEF) — 27KB
• cubwu-20240617_lab.xml (EX-101.LAB) — 37KB
• cubwu-20240617_pre.xml (EX-101.PRE) — 25KB
• ea0208124-8k_lion_htm.xml (XML) — 7KB

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits The following exhibits are being filed herewith: Exhibit No. Description 1.1 Underwriting Agreement, dated June 17, 2024, by and between the Company and Cantor Fitzgerald & Co., as representative of the several underwriters. 3.1 Amended and Restated Memorandum and Articles of Association of the Company. 4.1 Warrant Agreement, dated June 17, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent. 10.1 Investment Management Trust Agreement, June 17, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as trustee. 10.2 Registration Rights Agreement, dated June 17, 2024, by and among the Company and certain security holders. 10.3 Sponsor Private Placement Warrants Purchase Agreement, dated June 17, 2024, by and between the Company and the Sponsor. 10.4 Cantor Private Placement Warrants Purchase Agreement, dated June 17, 2024, by and between the Company and the Sponsor. 10.5 Letter Agreement, dated June 17, 2024, by and among the Company, its officers, directors, and the Sponsor. 10.6 Administrative Support Agreement, dated June 17, 2024, by and between the Company and an affiliate of the Sponsor. 99.1 Press Release, dated June 17, 2024. 99.2 Press Release, dated June 20, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. LIONHEART HOLDINGS By: /s/ Paul Rapisarda Name: Paul Rapisarda Title: Chief Financial Officer Dated: June 20, 2024 4

View Full Filing

View this 8-K filing on SEC EDGAR