Horizon Space Acquisition I Corp. Files 8-K with Key Corporate Updates
Ticker: HSPWF · Form: 8-K · Filed: Dec 26, 2024 · CIK: 1946021
| Field | Detail |
|---|---|
| Company | Horizon Space Acquisition I CORP. (HSPWF) |
| Form Type | 8-K |
| Filed Date | Dec 26, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.0001, $11.50, $120,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, corporate-governance, shareholder-vote
TL;DR
HSIC filed an 8-K on 12/26 reporting material agreements, charter amendments, and shareholder votes as of 12/23.
AI Summary
Horizon Space Acquisition I Corp. filed an 8-K on December 26, 2024, reporting events as of December 23, 2024. The filing indicates the entry into a material definitive agreement, amendments to its articles of incorporation or bylaws, and submission of matters to a vote of security holders. It also lists other events and financial statements/exhibits.
Why It Matters
This 8-K filing signals significant corporate actions by Horizon Space Acquisition I Corp., potentially impacting its structure, governance, or future business dealings.
Risk Assessment
Risk Level: medium — The filing indicates material definitive agreements and changes to corporate governance, which can introduce new risks or alter existing ones for the company and its investors.
Key Players & Entities
- Horizon Space Acquisition I Corp. (company) — Registrant
- 0001929980-24-000678 (document_id) — Accession Number
- December 23, 2024 (date) — Earliest event reported date
- December 26, 2024 (date) — Filing date
FAQ
What is the nature of the material definitive agreement entered into by Horizon Space Acquisition I Corp. as of December 23, 2024?
The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the summary text.
What specific amendments were made to Horizon Space Acquisition I Corp.'s articles of incorporation or bylaws?
The filing states that amendments to articles of incorporation or bylaws occurred, but the exact nature of these amendments is not detailed in the provided text.
What matters were submitted to a vote of security holders by Horizon Space Acquisition I Corp.?
The filing confirms that matters were submitted to a vote of security holders, but the specific proposals are not outlined in the provided summary.
What is the significance of the 'Other Events' item reported in this 8-K filing?
The 'Other Events' category suggests that Horizon Space Acquisition I Corp. is reporting events not covered by the other specific items in the 8-K form, but the details are not specified.
When is Horizon Space Acquisition I Corp.'s fiscal year end?
Horizon Space Acquisition I Corp.'s fiscal year ends on December 31st.
Filing Stats: 1,464 words · 6 min read · ~5 pages · Grade level 13.4 · Accepted 2024-12-26 17:20:12
Key Financial Figures
- $0.0001 — nits, consisting of one Ordinary Share, $0.0001 par value, one redeemable Warrant to ac
- $11.50 — Ordinary Share at an exercise price of $11.50 HSPOW The Nasdaq Stock Market LLC
- $120,000 — monthly extension fee in the amount of $120,000 for all remaining public share should b
Filing Documents
- hspo_8k.htm (8-K) — 48KB
- hspo_ex31.htm (EX-3.1) — 9KB
- hspo_ex101.htm (EX-10.1) — 20KB
- 0001929980-24-000678.txt ( ) — 245KB
- hspo-20241223.xsd (EX-101.SCH) — 7KB
- hspo-20241223_lab.xml (EX-101.LAB) — 19KB
- hspo-20241223_cal.xml (EX-101.CAL) — 1KB
- hspo-20241223_pre.xml (EX-101.PRE) — 14KB
- hspo-20241223_def.xml (EX-101.DEF) — 6KB
- hspo_8k_htm.xml (XML) — 8KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. On December 23, 2024, Horizon Space Acquisition I Corp., a Cayman Islands exempted company (the " Company ") held an extraordinary general meeting in lieu of an annual meeting (the " Shareholder Meeting "), where the shareholders of the Company approved, among others, the Company to amend the Investment Management Trust Agreement dated December 21, 2022, as further amended on September 25, 2023, October 4, 2023 and March 22, 2024 (the " Trust Agreement "), by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the " Trustee ") to provide, among the others, that the Trustee must commence liquidation of the Company's trust account (the " Trust Account ") by December 27, 2024, or, if further extended by up to twelve one-month extensions (the " Monthly Extension "), up to December 27, 2025. Upon the shareholders' approval, on December 23, 2024, the Company and the Trustee entered into the amendment to the Trust Agreement. To effectuate each Monthly Extension, the monthly extension fee in the amount of $120,000 for all remaining public share should be deposited in the Trust Account (the " Monthly Extension Payment "). In the event that any Monthly Extension Payment is not deposited into the Trust Account by 27th of each succeeding month until November 27, 2025, the Trustee shall commence to liquidate the Trust Account within two weeks from 27th of such month, pursuant to terms and conditions of the Trust Agreement. A copy of the amendment to the Trust Agreement (the " Trust Amendment ") is attached to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference. The foregoing description of the Trust Amendment does not purport to be complete and is subject to, and is qualified in its entirety by, the full text of the Trust Amendment. 2
03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. At the Shareholder Meeting, the shareholders of the Company approved the proposal to amend Articles 48.7 and 48.8 of the Company's Amended and Restated Memorandum and Articles of Association (the " Charter ") (such amendment, the " Amended Charter ") to provide that the Company must (i) consummate a business combination, or (ii) cease its operations except for the purpose of winding up if it fails to complete such Business Combination and redeem or repurchase 100% of the Company's public shares included as part of the public units issued in the Company's initial public offering, by December 27, 2024 (the " Termination Date "), and if the Company does not consummate a business combination by December 27, 2024, the Termination Date may be extended up to twelve times, each by a Monthly Extension, for a total of up to twelve months to December 27, 2025, without the need for any further approval of the Company's shareholders. A copy of the Amended Charter is attached to this Current Report on Form 8-K as Exhibit 3.1 and is incorporated herein by reference. The foregoing description of the Amended Charter does not purport to be complete and is subject to, and is qualified in its entirety by, the full text of the Amended Charter.
07. Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders. On November 14, 2024, the record date of the Shareholder Meeting, there were 7,832,390 issued and outstanding Ordinary Shares, approximately 98% of which were represented in person or by proxy at the Shareholder Meeting. The final results for the matter submitted to a vote of the Company's shareholders at the Shareholder Meeting are as follows: 1. The Charter Amendment Proposal The shareholders approved the proposal to amend the Company's Charter to provide that the Company must (i) consummate a business combination, or (ii) cease its operations except for the purpose of winding up if it fails to complete such business combination and redeem or repurchase 100% of the Company's public shares included as part of the public units issued in the Company's initial public offering, by December, 2024, and if the Company does not consummate a business combination by December 27, 2024, the Termination Date may be extended up to twelve times, each by a Monthly Extension, for a total of up to twelve months to December 27, 2025, without the need for any further approval of the Company's shareholders. The voting results were as follows: FOR AGAINST ABSTAIN 5,325,795 1,994,316 11 2. The Trust Amendment Proposal The shareholders approved the proposal to amend the Trust Agreement to provide that the Trustee must commence liquidation of the Trust Account by December 27, 2024, or, if further extended by up to twelve Monthly Extensions, up to December 27, 2025. The voting results were as follows: FOR AGAINST ABSTAIN 5,325,795 1,994,316 11 3. Director Re-election Proposal The shareholders approved the proposal to approve the re-election of Angel Colon as Class I director of the Company to serve a three-year term until the third succeeding annual general meeting after this Extraordinary Meeting or until his successor is appointed and qualified. The voting results were as follows: FOR AGAINST
01. Other Events
Item 8.01. Other Events. In connection with the votes to approve the Charter Amendment Proposal and the Trust Amendment Proposal, 3,663,651 Ordinary Shares of the Company were rendered for redemption.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. Exhibit No. Description 3.1 Special resolution of the shareholders of the Company to amend the Amended and Restated Memorandum and Articles of Association adopted on December 23, 2024 10.1 Amendment to the Investment Management Trust Agreement dated December 23, 2024, between the Company and Continental Stock Transfer & Trust Company. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 4
SIGNATURES
SIGNATURES 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. Horizon Space Acquisition I Corp. Date: December 26, 2024 By: /s/ Mingyu (Michael) Li Name: Mingyu (Michael) Li Title: Chief Executive Officer 5