COLA 8-K
Columbus Acquisition Corp/Cayman Islands (COLA)
UNITED 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): March 13, 2025
| COLUMBUS ACQUISITION CORP |
| (Exact name of registrant as specified in its charter) |
| Cayman Islands | 001-42485 | N/A | ||
| (State or other jurisdiction | (Commission File Number) | (IRS Employer | ||
| of incorporation) | Identification Number) |
|
14 Prudential Tower Singapore 049712 |
| (Address of principal executive offices) |
(+1) 949 899 1827
(Registrant’s telephone number, including area code)
(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 | Name of each exchange on which registered | ||
| Units, consisting of one ordinary share, $0.0001 par value, and one Right to acquire one-seventh of one ordinary share | COLAU | The Nasdaq Stock Market LLC | ||
| Ordinary shares, par value $0.0001 per share | COLA | The Nasdaq Stock Market LLC | ||
| Rights, each whole right to acquire one-seventh of one ordinary share | COLAR | 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 8.01 Other Events.
On March 13, 2025, Columbus Acquisition Corp (the “Company”) announced that holders of the Company’s units may elect to separately trade the ordinary shares and rights included in its units, commencing on or about March 17, 2025.
The ordinary shares and rights will trade on the Nasdaq Global Market (“Nasdaq”) under the symbols “COLA” and “COLAR,” respectively. Units not separated will continue to trade on Nasdaq under the symbol “COLAU.”
On March 13, 2025, the Company issued a press release announcing the separation of units. A copy of this press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description of Exhibits | |
| 99.1 | Press Release dated March 13, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
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.
| Columbus Acquisition Corp | ||
| By: | /s/ Fen Zhang | |
| Name: | Fen Zhang | |
| Title: | Chief Executive Officer | |
| Date: March 13, 2025 | ||
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Exhibit 99.1
Columbus Acquisition Corp Announces the Separate Trading of its Ordinary Shares and Rights, Commencing on March 17, 2025
New York, March 13, 2025 (GLOBE NEWSWIRE) -- Columbus Acquisition Corp (the “Company”) (Nasdaq: COLA), a blank check company, today announced that, commencing on March 17, 2025, holders of 6,000,000 units (the “Units”) sold in the Company’s initial public offering (the “Offering”), may elect to separately trade the ordinary shares and rights included in the Units. Any Units not separated will continue to trade on the NASDAQ Global Market (“NASDAQ”) under the symbol “COLAU.” Any underlying ordinary shares and rights that are separated will trade on the NASDAQ under the symbols “COLA” and “COLAR,” respectively. Holders of Units will need to have their brokers contact the Company’s transfer agent, Continental Stock Transfer & Trust Company, in order to separate the holders’ Units into ordinary shares and rights.
The Units were initially offered by the Company in an underwritten offering. A.G.P./Alliance Global Partners acted as the sole book-running manager for the offering. The Benchmark Company, LLC acted as the co-manager for the offering. A registration statement on Form S-1 (File No. 333-283278) relating to these securities was declared effective by the Securities and Exchange Commission (the “SEC”) on January 22, 2025. The Offering was made only by means of a prospectus, copies of which may be obtained from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at [email protected], or by visiting EDGAR on the SEC’s website at www.sec.gov.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Columbus Acquisition Corp
Columbus Acquisition Corp is a blank check company incorporated in the Cayman Islands, sponsored by Hercules Capital Management VII Corp, formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. The Company intends to identify a prospective target business which will not be limited to a particular industry or geographic location.
Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements” that involve risks and uncertainties. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of Columbus Acquisition Corp, including those set forth in the Risk Factors section of Columbus Acquisition Corp’s registration statement and prospectus for the Offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. Columbus Acquisition Corp undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contact Information:
Fen Zhang
Chairman and Chief Executive Officer
Email: [email protected]
Tel: (+1) 949 899 1827