New Horizon Aircraft Faces Delisting Notice
Ticker: HOVRW · Form: 8-K · Filed: Oct 17, 2024 · CIK: 1930021
Sentiment: bearish
Topics: delisting, listing-standards, regulatory-filing
TL;DR
Horizon Aircraft might get delisted - big trouble ahead.
AI Summary
New Horizon Aircraft Ltd. filed an 8-K on October 17, 2024, reporting a notice of delisting or failure to satisfy a continued listing rule. The company's former name was Pono Capital Three, Inc., and its fiscal year ends on May 31. The filing indicates potential issues with maintaining its listing on the stock exchange.
Why It Matters
This filing signals potential financial distress or non-compliance with exchange rules, which could lead to a loss of trading liquidity and investor confidence.
Risk Assessment
Risk Level: high — A notice of delisting directly threatens the company's ability to remain publicly traded, posing a significant risk to its operations and investors.
Key Numbers
- 001-41607 — Commission File Number (Identifies the company's filing with the SEC)
- 98-1786743 — IRS Employer Identification No. (Company's tax identification number)
Key Players & Entities
- New Horizon Aircraft Ltd. (company) — Registrant
- Pono Capital Three, Inc. (company) — Former company name
- October 11, 2024 (date) — Earliest event reported date
- October 17, 2024 (date) — Filing date
- 3187 Highway 35, Lindsay, Ontario, K9V 4R1 (address) — Company business address
FAQ
What specific listing rule or standard has New Horizon Aircraft Ltd. failed to satisfy?
The filing does not specify the exact rule or standard that has not been met, only that a notice of delisting or failure to satisfy a continued listing rule or standard has been issued.
What is the exact date of the event triggering this 8-K filing?
The earliest event reported date is October 11, 2024.
When was New Horizon Aircraft Ltd. previously known as?
The company was formerly known as Pono Capital Three, Inc., with a name change date of May 19, 2022.
Where is New Horizon Aircraft Ltd. incorporated and what is its business address?
The company is incorporated in British Columbia and its business address is 3187 Highway 35, Lindsay, Ontario, K9V 4R1.
What is the SIC code for New Horizon Aircraft Ltd.?
The Standard Industrial Classification (SIC) code for New Horizon Aircraft Ltd. is 3721, which corresponds to Aircraft.
Filing Stats: 965 words · 4 min read · ~3 pages · Grade level 14.6 · Accepted 2024-10-17 16:31:11
Key Financial Figures
- $11.50 — Ordinary Share at an exercise price of $11.50 per share HOVRW The Nasdaq Stock Ma
- $500,000 — et income from continuing operations of $500,000 in the most recently completed fiscal y
- $35 million — Company's listed securities be at least $35 million) or Nasdaq Listing Rule 5550(b)(1) (the
- $2.5 m — intain stockholders' equity of at least $2.5 million, and the Equity Standard, togethe
Filing Documents
- ea0217725-8k_newhorizon.htm (8-K) — 39KB
- 0001213900-24-088540.txt ( ) — 255KB
- hovr-20241011.xsd (EX-101.SCH) — 4KB
- hovr-20241011_def.xml (EX-101.DEF) — 26KB
- hovr-20241011_lab.xml (EX-101.LAB) — 36KB
- hovr-20241011_pre.xml (EX-101.PRE) — 25KB
- ea0217725-8k_newhorizon_htm.xml (XML) — 6KB
From the Filing
UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 11, 2024 NEW HORIZON AIRCRAFT LTD. (Exact name of registrant as specified in its charter) British Columbia 001-41607 98-1786743 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 3187 Highway 35 , Lindsay , Ontario , K9V 4R1 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (613) 866-1935 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered Class A Ordinary Share, no par value HOVR The Nasdaq Stock Market LLC Warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50 per share HOVRW The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on August 28, 2024 New Horizon Aircraft Ltd. (the "Company") received notice (the "Notice") from the staff of the Listing Qualifications Department (the "Staff") of the Nasdaq Stock Market LLC ("Nasdaq") that the Company did not meet the standard for net income from continuing operations of $500,000 in the most recently completed fiscal year for continued listing under Nasdaq Listing Rule 5550(b)(3) (the "Net Income Standard"). The Company also does not currently meet alternative continued listing standards under Nasdaq Listing Rule 5550(b)(2) (the "Market Value of Listed Securities Standard," which requires the market value of the Company's listed securities be at least $35 million) or Nasdaq Listing Rule 5550(b)(1) (the "Equity Standard," which requires the Company to maintain stockholders' equity of at least $2.5 million, and the Equity Standard, together with the Net Income Standard and the Market Value of Listed Securities Standard, the "Continued Listing Standards"). On October 11, 2024, the Company received a letter from the Staff advising the Company that the Staff determined not to accept the Company's proposed compliance plan in current form. In accordance with Nasdaq Listing Rule 5815(a), the Company has requested a hearing before the Nasdaq Hearings Panel (the "Panel") to appeal the Staff's determination, and such request will stay any delisting action by the Staff until the hearing process concludes and during such time, the Company's Class A ordinary shares and public warrants will continue to be listed on Nasdaq. At the Panel hearing, the Company intends to present its plan to regain compliance with the Continued Listing Standards. While there can be no assurance that the Company's plan will be accepted by the Panel, the Company believes it has a compelling strategy to present. Forward Looking Statements This Current Report on Form 8-K includes "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as "believes," "expects," "intends," "plans," "estimates," "assumes," "may," "should," "will," "seeks," or other similar expressions. Many factors could cause actual future events to differ materially from the forward-looking statements in this communication, including but not limited to: the Company's ability to regain compliance with the Continued Listing Standards or maintain compliance with other Nasdaq Listing Rules; the Company's expectations regarding the request for a hearing and any outcome of such hearing, if applicable; whe