Current Report Filing (8-k)
May 20 2022 - 4:21PM
Edgar (US Regulatory)
0001759186
false
0001759186
2022-05-18
2022-05-18
0001759186
BHSE:UnitsEachConsistingOfOneOrdinaryShareAndOneRedeemableWarrantMember
2022-05-18
2022-05-18
0001759186
BHSE:OrdinarySharesParValue0.0001PerShareMember
2022-05-18
2022-05-18
0001759186
BHSE:WarrantsEachWholeWarrantExercisableForOnehalfOfOneOrdinaryShareFor11.50PerWholeShareMember
2022-05-18
2022-05-18
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
NITED 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): May 20, 2022 (May 18, 2022)
BULL HORN HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
| British Virgin Islands |
|
001-39669 |
|
98-1465952 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
801 S. Pointe Drive, Suite TH-1
Miami Beach, Florida 33139
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including area
code: (305) 671-3341
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 Ordinary Share and one Redeemable Warrant |
|
BHSEU |
|
The Nasdaq Stock Market LLC |
| |
|
|
|
|
| Ordinary Shares, par value $0.0001 per share |
|
BHSE |
|
The Nasdaq Stock Market LLC |
| |
|
|
|
|
| Warrants, each whole warrant exercisable for one-half of one Ordinary Share for $11.50 per whole share |
|
BHSEW |
|
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 1.01 Entry into a Material Definitive Agreement
On May 18, 2022, Bull Horn Holdings
Corp. (the “Company”) issued a promissory note (the “Note”) in the principal amount of up to $500,000
to Bull Horn Holdings Sponsor LLC (the “Sponsor”). The Note was issued in connection with advances the Sponsor has
made, and may make in the future, to the Company for working capital expenses, in the aggregate amount of up to $500,000 (drawable in
$10,000 increments at the request of the Company). No interest shall accrue on the principal amount of the Note.
If the Company completes a business
combination, the Company would repay the principal amount drawn by the Company under Note out of the proceeds of the trust account released
to the Company. Otherwise, the Note would be repaid only out of funds held outside the Company’s trust account established in connection
with the Company’s initial public offering (the “Trust Account”). In the event that a business combination does
not close, the Company may use a portion of the working capital held outside of the Trust Account to repay the Note, but no proceeds from
the Trust Account would be used to repay the Note.
At the election of the Sponsor,
all or a portion of the unpaid principal amount of the Note may be converted into warrants to purchase ordinary shares or common equity
of the Company at a price of $1.00 per warrant (the “Conversion Warrants”). The Conversion Warrants shall be identical
to the warrants issued by the Company to the Sponsor in the private placement transaction which occurred upon consummation of Company’s
initial public offering. The Conversion Warrants and their underlying securities are entitled to the registration rights set forth in
the Note.
The issuance of the Note was made
pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.
The foregoing description is qualified
in its entirety by reference to the Note, a copy of which is attached as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation
or an Obligation Under an Off-balance Sheet Arrangement of a Registrant.
The disclosure contained in Item
1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
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: May 20, 2022
| |
BULL HORN HOLDGINS CORP. |
| |
|
|
| |
By: |
/s/ Robert Striar |
| |
|
Name: Robert Striar |
| |
|
Title: Chief Executive Officer |
Bull Horn (NASDAQ:BHSE)
Historical Stock Chart
From Dec 2024 to Jan 2025
Bull Horn (NASDAQ:BHSE)
Historical Stock Chart
From Jan 2024 to Jan 2025
