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8-KAccepted Oct 13, 8:30 AM ET

Horizon Space Acquisition I Corp.: enters business combination agreement

HSPOFHorizon Space Acquisition I Corp.

Accepted (ET)

8:30 AM

Oct 13, 2026

Filed

Oct 13, 2026

Documents

20

Size

1.7 MB

Summary

Horizon Space Acquisition I Corp.: enters business combination agreement

Updated

What happened

  • Horizon Space Acquisition I Corp. announced that on Oct 12, 2026 it entered into a business combination agreement with ArcheNova Technology Co., Ltd and certain ArcheNova subsidiaries.
  • The agreement contemplates a two-step transaction: Merger Sub I will merge with and into HSPO (the First Merger) and, following that, Merger Sub II will merge with and into ArcheNova Biotech Corp. (the Second Merger). Upon closing, each of HSPO and the Company will become wholly owned subsidiaries of the combined public company (PubCo), and HSPO’s and the Company’s shareholders will receive PubCo ordinary shares. The joint press release announcing the agreement was furnished as Exhibit 99.1 and is dated Oct 13, 2026.

Key details

  • unit treatment: at the First Merger effective time each Acquiror Unit will be separated into 1 Acquiror Ordinary Share, 1 Acquiror Warrant and 1 Acquiror Right; each Acquiror Right will convert into 0.1 of an Acquiror Ordinary Share; Acquiror Ordinary Shares then will be cancelled in exchange for PubCo Ordinary Shares and Acquiror Warrants will be assumed and converted into warrants to purchase 1 PubCo Ordinary Share on substantially the same terms.
  • exchange ratio: at the Second Merger effective time each Company Exchanging Share will be cancelled and converted into newly issued PubCo Ordinary Shares based on an exchange ratio equal to the quotient of (a) $2,000,000,000 divided by $10.00 per share, divided by (b) the number of Company Ordinary Shares issued and outstanding immediately prior to the Second Merger Effective Time; no fractional PubCo Ordinary Shares will be issued.
  • closing conditions and termination: closing is subject to customary conditions, including HSPO and Company shareholder approvals, effectiveness of the proxy/registration statement, PubCo’s Nasdaq listing approval, required regulatory and third-party consents, absence of a Company Material Adverse Effect or an Acquiror Material Adverse Effect, and other customary conditions; the agreement contains representations, warranties, covenants and termination rights and is governed by New York law.

Why it may matter

  • this disclosure was made under Item 1.01 (entry into a material definitive agreement) and Item 7.01 (regulation FD disclosure). Item 1.01 describes the Business Combination Agreement, the two-step merger structure, the consideration and conversion mechanics, conditions to closing, representations, covenants and termination provisions. Item 7.01 furnishes the related press release. The filing does not show why the insider traded or why the company acted.

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