Bellevue Life Sciences Acquisition Corp. Files 8-K

TL;DR

BLAC filed an 8-K on 10/16/24, looks like a new deal or financial obligation.

AI Summary

On October 16, 2024, Bellevue Life Sciences Acquisition Corp. entered into a material definitive agreement. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The company is involved in the business of surgical and medical instruments and apparatus.

Why It Matters

This 8-K filing signals a significant event for Bellevue Life Sciences Acquisition Corp., potentially involving new financial commitments or obligations that could impact its future operations and financial standing.

Risk Assessment

Risk Level: medium — 8-K filings often report material events, which can introduce new risks or opportunities that are not yet fully understood.

Key Players & Entities

• Bellevue Life Sciences Acquisition Corp. (company) — Filer of the 8-K
• October 16, 2024 (date) — Date of earliest event reported
• 3841 (industry_code) — Standard Industrial Classification for Surgical & Medical Instruments & Apparatus

FAQ

Key Financial Figures

• $0.0001 — ck Market LLC Common stock, par value $0.0001 per share BLAC The Nasdaq Stock Mar
• $11.50 — of common stock at an exercise price of $11.50 per share BLACW The Nasdaq Stock Ma
• $800,000 — " Duksung ") in the principal amount of $800,000 (the " Duksung Promissory Note "). Th
• $8.10 — ote by (b) eight dollars and ten cents ($8.10) (the " Conversion "). The Conversion s

Filing Documents

• d842341d8k.htm (8-K) — 31KB
• d842341dex101.htm (EX-10.1) — 30KB
• 0001193125-24-241077.txt ( ) — 251KB
• blacu-20241016.xsd (EX-101.SCH) — 5KB
• blacu-20241016_def.xml (EX-101.DEF) — 15KB
• blacu-20241016_lab.xml (EX-101.LAB) — 26KB
• blacu-20241016_pre.xml (EX-101.PRE) — 16KB
• d842341d8k_htm.xml (XML) — 9KB

From the Filing

8-K UNITED STATES 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 16, 2024 BELLEVUE LIFE SCIENCES ACQUISITION CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-41390 84-5052822 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 10900 NE 4th Street , Suite 2300 , Bellevue , WA 98004 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code ( 425 ) 635-7700 Not Applicable (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 Units, each consisting of one share of common stock, one redeemable warrant and one right BLACU The Nasdaq Stock Market LLC Common stock, par value $0.0001 per share BLAC The Nasdaq Stock Market LLC Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share BLACW The Nasdaq Stock Market LLC Right to receive one-tenth (1/10) of one share of common stock BLACR 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. Item1.01. Entry into a Material Definitive Agreement. The information provided in Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01. Item2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On October 16, 2024, Bellevue Life Sciences Acquisition Corp. (the " Company ") issued an unsecured promissory note to Duksung Co., LTD. (" Duksung ") in the principal amount of $800,000 (the " Duksung Promissory Note "). The Duksung Promissory Note bears interest at a simple rate of 5% per annum; provided, however, solely for purposes of prepayment pursuant to a redemption of the Duksung Promissory Note, interest shall be deemed to have accrued at a simple rate of 7% per annum, and, unless earlier converted or redeemed, is payable in full on October 15, 2025 (the " Maturity Date "). In the event of, and simultaneously with the closing of a Qualified PIPE Financing (as defined in the Duksung Promissory Note), the Duksung Promissory Note automatically converts into Company common stock in an amount equal to the quotient (rounded to the nearest whole share) obtained by dividing (a) the outstanding principal amount and unpaid accrued interest under the Duksung Promissory Note by (b) eight dollars and ten cents ($8.10) (the " Conversion "). The Conversion shall constitute satisfaction in full of the obligations of the Company under the Duksung Promissory Note. In the event a Qualified PIPE Financing does not occur on or before March 31, 2025 (the " PIPE Outside Date "), the Company may prepay the Duksung Promissory Note, in whole or in part, at any time after the PIPE Outside Date. The amount to be paid pursuant to any such prepayment shall include the outstanding principal amount plus accrued and unpaid interest calculated at a simple rate of 7% from the issuance date. The foregoing description of the Promissory Note is qualified in its entirety by reference to the full text of the Promissory Note, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference. Item9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Promissory Note, dated October 16, 2024, issued by Bellevue Life Sciences Acquisition Corp. to Duksung Co., LTD. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this repor

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