TORONTO, July 10, 2024 (GLOBE NEWSWIRE) -- New Horizon Aircraft (NASDAQ:HOVR), doing business as Horizon Aircraft ("Horizon Aircraft" or the "Company"), an advanced aerospace engineering company and developer of the world's first eVTOL (electric Vertical Take-Off and Landing) that can fly most of its mission exactly like a normal aircraft, today announces that Phil Kelly has been appointed as Senior Vice President Business Development. With twenty-five years' experience of flying military aircraft, includin ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Exact name of registrant as specified in its charter) British Columbia N/A FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to ______ Commission file number: 001-41607 NEW HORIZON AIRCRAFT LTD. Indicate b ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 643 Ilalo St.., #102 Honolulu, Hawaii 96813 (Address of principal executive offices) (Zip Code) (808) 892-6611 (Registrant's telephone number, including area code) For the transition perio ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41607 PONO CAPITAL THREE, INC. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of (IRS Employer incorporation o ...

Part I. Financial Information [Item 1. Condensed Financial Statements](index=3&type=section&id=Item%201.%20Condensed%20Financial%20Statements) Unaudited condensed financial statements reflect the impact of the February 2023 IPO and interest income from the Trust Account [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) | Metric | March 31, 2023 (Unaudited) | December 31, 2022 | | :----------------------------------- | :--------------------------- | :------------------ | | Cash | $521,599 | $88,277 | | Total current assets | $779,626 | $89,649 | | Marketable Securities held in Trust Account | $118,491,047 | $0 | | Total Assets | $119,270,673 | $458,451 | | Total current liabilities | $129,032 | $442,138 | | Deferred underwriting fee payable | $3,450,000 | $0 | | Total Liabilities | $3,579,032 | $442,138 | | Class A ordinary shares subject to possible redemption | $118,404,683 | $0 | | Total Shareholders' Equity (Deficit) | $(2,713,042) | $16,313 | [Condensed Statements of Operations](index=5&type=section&id=Condensed%20Statements%20of%20Operations) | Metric | Three months ended March 31, 2023 | Period from March 11, 2022 (inception) Through March 31, 2022 | | :--------------------------------------- | :-------------------------------- | :---------------------------------------------------------------- | | Operating and formation costs | $130,269 | $338 | | Loss from operations | $(130,269) | $(338) | | Interest income on investments held in Trust Account | $629,683 | $0 | | Net income (loss) | $499,414 | $(338) | | Basic and diluted net income per share, Class A ordinary shares | $0.05 | $0 | [Condensed Statements of Changes in Stockholders' Equity (Deficit)](index=6&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Stockholders'%20Equity%20(Deficit)) | Metric | Balance January 1, 2023 | Balance at March 31, 2023 | | :--------------------------------------- | :---------------------- | :------------------------ | | Total Shareholders' Equity (Deficit) | $16,313 | $(2,713,042) | | Issuance of Placement Units | N/A | $5,653,750 | | Accretion redemption value of Class A ordinary shares | N/A | $(12,201,276) | | Net income | N/A | $499,414 | [Condensed Statements of Cash Flows](index=7&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) | Metric | Three Months Ended March 31, 2023 | Period From March 11, 2022 (inception) Through March 31, 2022 | | :--------------------------------------- | :-------------------------------- | :---------------------------------------------------------------- | | Net income (loss) | $499,414 | $(338) | | Interest and dividend income on investments held in Trust Account | $(629,683) | $0 | | Net cash used in operating activities | $(314,255) | $0 | | Investment of cash in Trust Account | $(117,875,000) | $0 | | Net cash used in investing activities | $(117,875,000) | $0 | | Proceeds from sale of Placement Units | $5,653,750 | $0 | | Proceeds from sale of Units, net of underwriting discount paid | $113,735,000 | $0 | | Net cash provided by financing activities | $118,622,577 | $0 | | Net Change in Cash | $433,322 | $0 | | Cash - End of period | $521,599 | $0 | [Notes to Unaudited Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) [Note 1. Description of Organization, Business Operations and Going Concern](index=8&type=section&id=Note%201.%20Description%20of%20Organization,%20Business%20Operations%20and%20Going%20Concern) - Pono Capital Three, Inc. is a **blank check company (SPAC)** incorporated on March 11, 2022, for the purpose of a business combination[21](index=21&type=chunk) - The company consummated its Initial Public Offering (IPO) on February 14, 2023, generating gross proceeds of **$115,000,000** from **11,500,000 units**[23](index=23&type=chunk) - Following the IPO, **$117,875,000** was placed in a Trust Account, to be invested in U.S. government treasury obligations or money market funds[25](index=25&type=chunk) - The company has until **February 14, 2024** (or up to August 14, 2024, with extensions) to consummate a Business Combination[38](index=38&type=chunk) - Management has determined that the mandatory liquidation, should a Business Combination not occur, raises substantial doubt about the Company's ability to continue as a **going concern**[38](index=38&type=chunk) [Note 2. Summary of Significant Accounting Policies](index=11&type=section&id=Note%202.%20Summary%20of%20Significant%20Accounting%20Policies) - The unaudited condensed financial statements are presented in conformity with **GAAP and SEC rules** for interim financial reporting[42](index=42&type=chunk) - The Company is an **"emerging growth company"** and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards[43](index=43&type=chunk)[46](index=46&type=chunk) - Investments held in the Trust Account, primarily U.S. Treasury securities, are classified as **trading securities** and presented at fair value[50](index=50&type=chunk) - Class A ordinary shares subject to possible redemption are classified as **temporary equity** and adjusted to their redemption value (**$10.25 per share**) at each reporting period[56](index=56&type=chunk) - Warrants are accounted for as **equity-classified instruments**, initially measured at fair value, with no subsequent changes in fair value recognized as long as they remain equity-classified[69](index=69&type=chunk)[100](index=100&type=chunk) [Note 3. Initial Public Offering](index=15&type=section&id=Note%203.%20Initial%20Public%20Offering) - The IPO was consummated on **February 14, 2023**, following the registration statement becoming effective on February 9, 2023[71](index=71&type=chunk) - **11,500,000 units** were issued, including the full exercise of the underwriter's over-allotment option, generating gross proceeds of **$115,000,000**[71](index=71&type=chunk) - Each unit consisted of one Class A ordinary share and one redeemable warrant[71](index=71&type=chunk) [Note 4. Private Placement](index=16&type=section&id=Note%204.%20Private%20Placement) - Simultaneously with the IPO, the Sponsor (Mehana Capital LLC) purchased **565,375 Placement Units** at **$10.00 per unit** in a private placement[73](index=73&type=chunk) - This private placement generated gross proceeds of **$5,653,750**, which were added to the net proceeds in the Trust Account[73](index=73&type=chunk) [Note 5. Related Party Transactions](index=16&type=section&id=Note%205.%20Related%20Party%20Transactions) - The Sponsor holds **4,935,622 Class B ordinary shares** (Founder Shares)[74](index=74&type=chunk) - A **$300,000 promissory note** from the Sponsor to cover IPO expenses was repaid on February 15, 2023[76](index=76&type=chunk) - The company pays Mehana Capital LLC (Sponsor) **$10,000 per month** for administrative support services[78](index=78&type=chunk) - The Sponsor or affiliates may provide up to **$1,500,000** in working capital loans for transaction costs, convertible into units[79](index=79&type=chunk) [Note 6. Commitments and Contingencies](index=17&type=section&id=Note%206.%20Commitments%20and%20Contingencies) - Holders of Founder Shares, Placement Units, and other securities are entitled to **registration rights**[80](index=80&type=chunk) - Underwriting fees include a **$1,265,000 cash discount paid** and **$3,450,000 in deferred underwriting commissions** payable upon completion of a Business Combination[84](index=84&type=chunk) - **103,500 Class A ordinary shares** (Representative Shares) were issued to underwriters, valued at **$132,480**, subject to lock-up and waiver of redemption rights[85](index=85&type=chunk)[87](index=87&type=chunk) - EF Hutton has a **right of first refusal** for future equity, convertible, and debt offerings for 12 months post-Business Combination[88](index=88&type=chunk) [Note 7. Shareholders' Equity (Deficit)](index=18&type=section&id=Note%207.%20Shareholders'%20Equity%20(Deficit)) - As of March 31, 2023, there were **12,168,875 Class A ordinary shares** issued and outstanding, including **11,500,000** subject to possible redemption[91](index=91&type=chunk) - As of March 31, 2023, there were **4,935,622 Class B ordinary shares** issued and outstanding[92](index=92&type=chunk) - As of March 31, 2023, there were **11,500,000 Public Warrants** and **565,375 Placement Warrants** outstanding, each exercisable for one Class A ordinary share at **$11.50**[93](index=93&type=chunk) - Public Warrants are callable for redemption at **$0.01** if the Class A ordinary share price equals or exceeds **$18.00** for 20 trading days within a 30-trading day period[95](index=95&type=chunk)[97](index=97&type=chunk) [Note 8. Fair Value Measurements](index=20&type=section&id=Note%208.%20Fair%20Value%20Measurements) | Description | Amount at Fair Value (March 31, 2023) | Level 1 | | :-------------------------------- | :------------------------------------ | :------ | | Investments held in Trust Account: U.S. Treasury Securities | $118,491,047 | $118,491,047 | [Note 9. Subsequent Events](index=20&type=section&id=Note%209.%20Subsequent%20Events) - The company did not identify any subsequent events requiring adjustment or disclosure up to the date the financial statements were issued[102](index=102&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Pono Capital Three, Inc.'s financial condition, IPO impact, and going concern risk as a blank check company [Overview](index=21&type=section&id=Overview) - Pono Capital Three, Inc. is a **blank check company** formed to enter into a business combination[105](index=105&type=chunk) - The company has not selected a business combination target and has not commenced operations or generated revenues to date[105](index=105&type=chunk)[106](index=106&type=chunk) [Results of Operations](index=21&type=section&id=Results%20of%20Operations) | Metric | Three months ended March 31, 2023 | Period from March 11, 2022 (inception) Through March 31, 2022 | | :--------------------------------------- | :-------------------------------- | :---------------------------------------------------------------- | | Net income (loss) | $499,414 | $(338) | | Unrealized gain on investments held in Trust Account | $629,683 | $0 | | Formation and operating costs | $130,269 | $338 | [Liquidity, Capital Resources and Going Concern](index=22&type=section&id=Liquidity,%20Capital%20Resources%20and%20Going%20Concern) | Metric | Three months ended March 31, 2023 | | :--------------------------------------- | :-------------------------------- | | Net cash used in operating activities | $(314,255) | | Net cash used in investing activities | $(117,875,000) | | Net cash provided by financing activities | $118,622,577 | - Following the IPO, **$117,875,000** from net proceeds was placed in a trust account[115](index=115&type=chunk) - Management has determined that the mandatory liquidation, should a Business Combination not occur by **February 14, 2024**, raises substantial doubt about the Company's ability to continue as a **going concern**[119](index=119&type=chunk) [Off-Balance Sheet Arrangements](index=23&type=section&id=Off-Balance%20Sheet%20Arrangements) - The company had **no off-balance sheet arrangements** as of March 31, 2023, and December 31, 2022[120](index=120&type=chunk) [Contractual Obligations](index=23&type=section&id=Contractual%20Obligations) - Holders of Founder Shares, Placement Units, and other securities are entitled to **registration rights**[121](index=121&type=chunk) - A **$300,000 promissory note** from the Sponsor was repaid on February 15, 2023[122](index=122&type=chunk) - Deferred underwriting commissions of **$3,450,000** are payable to underwriters upon completion of a Business Combination[125](index=125&type=chunk) [Critical Accounting Policies](index=24&type=section&id=Critical%20Accounting%20Policies) - Derivative financial instruments (warrants) are **equity-classified**, initially measured at fair value, with no subsequent fair value changes recognized[127](index=127&type=chunk) - Class A ordinary shares subject to possible redemption are classified as **temporary equity** and adjusted to redemption value[128](index=128&type=chunk) - Net income per share calculation does not consider the effect of warrants due to their exercise being contingent on future events[129](index=129&type=chunk) [Recent Accounting Standards](index=24&type=section&id=Recent%20Accounting%20Standards) - Management believes no recently issued, but not yet effective, accounting standards would have a material effect on the company's unaudited condensed financial statements[130](index=130&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=25&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces minimal market or interest rate risk due to Trust Account investments in short-term U.S. government securities - As of March 31, 2023, the company was not subject to any material market or interest rate risk[131](index=131&type=chunk) - Net proceeds in the Trust Account are invested in short-term U.S. government treasury bills or money market funds, limiting exposure to interest rate risk[131](index=131&type=chunk) [Item 4. Controls and Procedures](index=25&type=section&id=Item%204.%20Controls%20and%20Procedures) CEO and CFO concluded disclosure controls were effective as of March 31, 2023, with no material changes in internal control [Evaluation of Disclosure Controls and Procedures](index=25&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective** as of March 31, 2023[133](index=133&type=chunk) [Changes in Internal Control Over Financial Reporting](index=25&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) - There was **no material change** in internal control over financial reporting during the period from March 11, 2022 (inception) through December 31, 2022[134](index=134&type=chunk) Part II. Other Information [Item 1. Legal Proceedings](index=26&type=section&id=Item%201.%20Legal%20Proceedings) No legal proceedings were reported as of the filing date - No legal proceedings were reported[136](index=136&type=chunk) [Item 1A. Risk Factors](index=26&type=section&id=Item%201A.%20Risk%20Factors) Geopolitical conditions and regulatory changes pose risks to the company's business combination efforts - Geopolitical conditions, including the Russia-Ukraine conflict and related sanctions, may materially and adversely affect the company's search for a Business Combination and the operations of a target business[138](index=138&type=chunk)[139](index=139&type=chunk) - Changes in laws or regulations, such as proposed SEC rules relating to SPACs, may increase the costs and time needed to negotiate and complete an initial business combination[140](index=140&type=chunk)[141](index=141&type=chunk) [Item 2. Unregistered Sale of Equity Securities and Use of Proceeds](index=27&type=section&id=Item%202.%20Unregistered%20Sale%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details on unregistered Founder Share sales, IPO and private placement proceeds, and Trust Account deposits are provided - **4,935,622 Founder Shares** were issued to Mehana Capital LLC (Sponsor) in unregistered sales[142](index=142&type=chunk) - The Initial Public Offering on **February 14, 2023**, generated gross proceeds of **$115,000,000** from **11,500,000 units**[143](index=143&type=chunk) - A private placement concurrently with the IPO generated gross proceeds of **$5,653,750** from **565,375 units**[144](index=144&type=chunk) - A total of **$117,875,000** was deposited into a trust account for the benefit of public shareholders[145](index=145&type=chunk) [Item 3. Defaults Upon Senior Securities](index=28&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities were reported - No defaults upon senior securities were reported[148](index=148&type=chunk) [Item 4. Mine Safety Disclosures](index=28&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not Applicable[149](index=149&type=chunk) [Item 5. Other Information](index=28&type=section&id=Item%205.%20Other%20Information) No other information was reported in this section - No other information was reported[150](index=150&type=chunk) [Item 6. Exhibits](index=28&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with Form 10-Q, including officer certifications and Inline XBRL documents - Exhibits include certifications of Principal Executive Officer and Principal Financial Officer (31.1, 31.2, 32.1, 32.2) and various Inline XBRL documents (101.INS, 101.CAL, 101.SCH, 101.DEF, 101.LAB, 101.PRE, 104)[152](index=152&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41607 PONO CAPITAL THREE, INC. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of incorporation or organization) 643 Ilalo St. #102 Honolulu, Hawaii 96813 Tele ...