Horizon Space Acquisition I Corp. Files 8-K

TL;DR

HSAC filed an 8-K on 9/16/24 for a material agreement. Details pending.

AI Summary

Horizon Space Acquisition I Corp. filed an 8-K on September 16, 2024, reporting the entry into a material definitive agreement. The filing also includes Regulation FD disclosures and financial statements/exhibits. Specific details of the agreement, including parties involved and financial terms, are not fully elaborated in the provided text.

Why It Matters

This filing indicates a significant event for Horizon Space Acquisition I Corp., potentially related to a merger, acquisition, or other material business development that could impact its stock.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, which could be a significant event, but the lack of specific details in the provided text introduces uncertainty.

Key Numbers

• 001-41578 — SEC File Number (Identifies the specific SEC filing for the company.)

Key Players & Entities

• Horizon Space Acquisition I Corp. (company) — Registrant
• 0001929980-24-000409 (filing_id) — Accession Number
• September 16, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — nits, consisting of one Ordinary Share, $0.0001 par value , one redeemable Warrant to a
• $11.50 — Ordinary Share at an exercise price of $11.50 HSPOW The Nasdaq Stock Market LLC
• $200,000,000 — fraction: (A) the numerator of which is $200,000,000 divided by $10.00 per share , and (B) t
• $10.00 — tor of which is $200,000,000 divided by $10.00 per share , and (B) the denominator of
• $50,000,000 — to obtain transaction financings up to $50,000,000, (xii) compliance with relevant filing
• $12.50 — Parent Ordinary Share equals or exceeds $12.50 per share (as adjusted for share splits

Filing Documents

• hspo_8k.htm (8-K) — 76KB
• hspo_ex21.htm (EX-2.1) — 528KB
• hspo_ex101.htm (EX-10.1) — 59KB
• hspo_ex102.htm (EX-10.2) — 75KB
• hspo_ex103.htm (EX-10.3) — 53KB
• hspo_ex104.htm (EX-10.4) — 124KB
• hspo_ex105.htm (EX-10.5) — 103KB
• hspo_ex991.htm (EX-99.1) — 23KB
• 0001929980-24-000409.txt ( ) — 1399KB
• hspo-20240916.xsd (EX-101.SCH) — 6KB
• hspo-20240916_lab.xml (EX-101.LAB) — 18KB
• hspo-20240916_cal.xml (EX-101.CAL) — 1KB
• hspo-20240916_pre.xml (EX-101.PRE) — 13KB
• hspo-20240916_def.xml (EX-101.DEF) — 5KB
• hspo_8k_htm.xml (XML) — 8KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Business Combination Agreement On September 16, 2024, Horizon Space Acquisition I Corp., a Cayman Islands exempted company (" HSPO " or, upon and following the Merger, " Surviving Company ") entered into an Agreement and Plan of Merger (the " Business Combination Agreement ") with Squirrel Enlivened Technology Co., Ltd, a Cayman Islands exempted company (" Squirrel HoldCo "), Squirrel Enlivened International Co., Ltd, a Cayman Islands exempted company and a wholly-owned subsidiary of Squirrel HoldCo (" Squirrel Cayman " or, upon and following the Reorganization, " Parent "), Squirrel Enlivened Overseas Co., Ltd, a Cayman Islands exempted company and a wholly-owned subsidiary of Squirrel Cayman (" Merger Sub "). Squirrel HoldCo, through Shenzhen Squirrel Enlivened Media Group Co., Ltd, a limited liability company established under the laws of China (" Shenzhen Squirrel "), and Squirrel HoldCo's other subsidiaries, is in the business of brand marketing and strategy consulting. Pursuant to the Business Combination Agreement, among other things, (a) Squirrel HoldCo will merge with and into Squirrel Cayman in accordance with the Companies Act (As Revised) of the Cayman Islands (the " Cayman Companies Act "), whereupon the separate existence of Squirrel HoldCo will cease, and Squirrel Cayman will be the surviving company (the " Reorganization "), and (b) at least one (1) business day after the closing of the Reorganization (the " Reorganization Closing "), Merger Sub will merge with and into HSPO in accordance with the Cayman Companies Act, whereupon the separate existence of Merger Sub will cease, and HSPO will be the surviving company (the " Merger "). As a result of the Reorganization and the Merger, among other things, (a) all of the issued and outstanding securities of Squirrel HoldCo immediately prior to the filing of the plan of merger with respect to the Reorganization (the " Plan of Reorganization ") to

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On September 16, 2024, HSPO and Squirrel Cayman issued a joint press release announcing the execution of the Business Combination Agreement and the proposed Business Combination, a copy of which is furnished as Exhibit 99.1 to this Report and incorporated into this Item 7.01 by reference. The information in this Item 7.01, including Exhibits 99.1, is being furnished pursuant to Item 7.01 and shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act, or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended (the " Securities Act ") or the Exchange Act. This Report should not be deemed an admission as to the materiality of any information contained in the investor presentation. The Company does not undertake any obligation to update the investor presentation. 6

Forward-Looking Statements

Forward-Looking Statements This Report includes forward looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts and may be accompanied by words that convey projected future events or outcomes, such as "believe," "may," "will," "estimate," "continue," "anticipate," "design," "intend," "expect," "could," "plan," "potential," "predict," "seek," "target," "aim," "plan," "project," "forecast," "should," "would," or variations of such words or by expressions of similar meaning. Such forward-looking statements, including statements regarding anticipated financial and operational results, projections of market opportunity and expectations, the estimated post-transaction enterprise value, the advantages and expected growth of Squirrel Companies, the cash position of Squirrel Companies following the Merger Closing, the ability of Squirrel Companies and HSPO to consummate the proposed Business Combination and the timing of such consummation, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described in the section entitled "Risk Factors" in HSPO's Annual Report on Form 10-K filed with the SEC on April 1, 2024 (the " Form 10-K "), HSPO's final prospectus dated December 22, 2022 filed with the SEC (the " Final Prospectus ") related to HSPO's initial public offering, and in other documents filed by HSPO with the SEC from time to time. Important factors that could cause the combined company's actual results or outcomes to differ materially from those discussed in the forward-looking statements include: HSPO's or Squirrel Companies' limited operating history; the ability of HSPO or Parent to identify and integrate acquisitions; general economic and market conditions impacting demand for the services of Squirrel Companies; the inability to complete the proposed Bu

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 2.1* Agreement and Plan of Merger, dated as of September 16, 2024, by and among Horizon Space Acquisition I Corp., Squirrel Enlivened Technology Co., Ltd, Squirrel Enlivened International Co., Ltd and Squirrel Enlivened Overseas Co., Ltd 10.1* Sponsor Support Agreement, dated as of September 16, 2024, by and among Horizon Space Acquisition I Sponsor Corp., Horizon Space Acquisition I Corp., Squirrel Enlivened Technology Co., Ltd, and Squirrel Enlivened International Co., Ltd 10.2* Shareholder Support Agreement, dated as of September 16, 202

View Full Filing

View this 8-K filing on SEC EDGAR