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Horizon Space Acquisition I Corp.(HSPOU) - 2022 Q4 - Annual Report

IPO and Fundraising - The company completed its IPO on December 27, 2022, raising gross proceeds of 69.0millionfromthesaleof6,900,000PublicUnitsatanofferingpriceof69.0 million from the sale of 6,900,000 Public Units at an offering price of 10.00 per unit[11]. - The company also completed a Private Placement on the same day, generating gross proceeds of 3,857,500fromthesaleof385,750PrivateUnitsatapurchasepriceof3,857,500 from the sale of 385,750 Private Units at a purchase price of 10.00 per unit[12]. - The total proceeds from the IPO and Private Placement amounted to 70,207,500,whichwereplacedinaTrustAccountforthebenefitofpublicshareholders[13].BusinessOperationsandStrategyThecompanyhasnotgeneratedanyrevenuesinceitsinceptionandhasincurredlossesduetoformationandoperatingcosts[15].Thecompanyintendstoacquireemerginggrowthcompaniesthatareeithercashgenerativeorhavethepotentialtogeneratecash[25].Themanagementteamaimstocreateshareholdervaluebyimprovingoperatingefficiencyandimplementingrevenuedrivenstrategies[21].Thecompanyplanstoevaluatepotentialacquisitiontargetsbasedoncriteriasuchasorganicgrowthpotential,costsavings,andopportunitiesforfollowonacquisitions[22].Themanagementteamhasextensiveexperienceincapitalmarketsandbusinessacquisitions,enhancingthecompanysabilitytoidentifysuitabletargets[20].BusinessCombinationTimelineandConditionsThecompanyhasuntilSeptember27,2023,toconsummateitsinitialbusinesscombination,withtheoptiontoextendthisperiodbyuptosixmonths[30].Ifthecompanyfailstocompletethebusinesscombinationwithinthespecifiedtime,itwillredeem10070,207,500, which were placed in a Trust Account for the benefit of public shareholders[13]. Business Operations and Strategy - The company has not generated any revenue since its inception and has incurred losses due to formation and operating costs[15]. - The company intends to acquire emerging growth companies that are either cash-generative or have the potential to generate cash[25]. - The management team aims to create shareholder value by improving operating efficiency and implementing revenue-driven strategies[21]. - The company plans to evaluate potential acquisition targets based on criteria such as organic growth potential, cost savings, and opportunities for follow-on acquisitions[22]. - The management team has extensive experience in capital markets and business acquisitions, enhancing the company's ability to identify suitable targets[20]. Business Combination Timeline and Conditions - The company has until September 27, 2023, to consummate its initial business combination, with the option to extend this period by up to six months[30]. - If the company fails to complete the business combination within the specified time, it will redeem 100% of its public shares for a pro rata portion of the funds in the Trust Account[31]. - The initial business combination must involve a target business with a fair market value of at least 80% of the Trust Account balance[32]. - The company anticipates acquiring 100% of the equity interests or assets of the target business, but may consider alternative structures[34]. Financial and Market Risks - As of December 31, 2022, the company was not subject to any market or interest rate risk, with IPO proceeds invested in U.S. government treasury securities[87]. - The company does not expect to require permission from Chinese authorities for its operations or IPO, as it will not conduct business with entities based in China[35]. - If a business combination involves a PRC target company, approval from Chinese authorities may be necessary, which could materially affect investor interests[37]. Management and Administrative Support - The company currently has only one executive, Mr. Mingyu (Michael) Li, who serves as both CEO and CFO, with no full-time employees planned before the initial business combination[42]. - The company makes a monthly payment of 1,000 to the Sponsor for office space and administrative support[41]. Valuation and Shareholder Impact - The fair market value of the target business will be determined by the board of directors based on accepted financial standards[32]. - The company may issue a substantial number of new shares in a business combination, potentially resulting in existing shareholders owning less than a majority of the post-transaction company[34]. - The company is not required to obtain a third-party opinion on the fair market value of the target business unless the board cannot make that determination[33].