Bellevue Life Sciences Files 8-K on Definitive Agreement

TL;DR

BLAC filed an 8-K detailing a material agreement and its unit structure (stock, warrants, rights).

AI Summary

Bellevue Life Sciences Acquisition Corp. filed an 8-K on December 23, 2024, reporting a material definitive agreement entered into on December 17, 2024. The filing details the company's structure, including units consisting of common stock, redeemable warrants, and rights, with warrants exercisable for common stock at $11.50 per share.

Why It Matters

This filing provides crucial details about a material definitive agreement, impacting investors' understanding of the company's structure and potential future transactions.

Risk Assessment

Risk Level: medium — The filing concerns a material definitive agreement, which can introduce significant changes and risks for a SPAC.

Key Numbers

• 001-41390 — SEC File Number (Identifies the specific filing for Bellevue Life Sciences Acquisition Corp.)
• 84-5052822 — IRS Number (Tax identification number for the company.)

Key Players & Entities

• Bellevue Life Sciences Acquisition Corp. (company) — Registrant
• December 17, 2024 (date) — Date of earliest event reported
• December 23, 2024 (date) — Filing date
• $11.50 (dollar_amount) — Warrant exercise price

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
• $20,000,000 — ck") for an aggregate purchase price of $20,000,000 or $90.00 per share of Series A Preferr
• $90.00 — regate purchase price of $20,000,000 or $90.00 per share of Series A Preferred Stock (

Filing Documents

• d893536d8k.htm (8-K) — 45KB
• d893536dex21.htm (EX-2.1) — 36KB
• d893536dex101.htm (EX-10.1) — 82KB
• 0001193125-24-283685.txt ( ) — 374KB
• blacu-20241217.xsd (EX-101.SCH) — 5KB
• blacu-20241217_def.xml (EX-101.DEF) — 15KB
• blacu-20241217_lab.xml (EX-101.LAB) — 26KB
• blacu-20241217_pre.xml (EX-101.PRE) — 16KB
• d893536d8k_htm.xml (XML) — 9KB

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. The expectations, estimates, and projections of the businesses of BLAC and OSR Holdings may differ from their actual results and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the satisfaction of the closing conditions to the proposed Business Combination, the timing of the completion of the proposed Business Combination and the future performance of BLAC, including the anticipated impact of the proposed Business Combination on this performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside of the control of BLAC and OSR Holdings and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive agreement with respect to the proposed Business Combination, (2) the outcome of any legal proceedings that may be instituted against the parties in connection with the proposed Business Combination; (3) the inability to complete the proposed Business Combination, including due to failure to obtain approval of the stockholders of BLAC or the failure of any other conditions to closing; (4) the impact of the COVID-19 pandemic (or any other global health disruption) on (x) the parties' ability to co

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. 2.1 First Amendment to Amended and Restated Business Combination Agreement, dated as of December 20, 2024 between Bellevue Life Sciences Acquisition Corp. and OSR Holdings Co., Ltd. 10.1 Form of First Amendment to Subscription Agreement, by and among Bellevue Life Sciences Acquisition Corp. and the investors signatory thereto 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 report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: December 23, 2024 BELLEVUE LIFE SCIENCES ACQUISITION CORP. By: /s/ Kuk Hyoun Hwang Name: Kuk Hyoun Hwang Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR