FSHP 8-K
Flag Ship Acquisition Corp (FSHP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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| N/A | ||||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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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 (see General Instruction A.2. below):
| Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The Stock Market LLC | ||||
| The Stock Market LLC | ||||
| The |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 August 12, 2024, Flag Ship Acquisition Corporation (the “Company”) announced that, commencing Thursday, August 15, 2024, holders of the units sold in the Company’s initial public offering (the “Units”) may commence separate trading of the underlying component securities. The underlying securities are ordinary shares and rights.
The ordinary shares and rights that are separated will trade on Nasdaq under the symbols “FSHP” and “FSHPR” respectively. Holders of units will need to have their securities brokers contact Vstock Transfer LLC at 18 Lafayette Place, Woodmere, New York 11598, the Company’s transfer agent, in order to separate the units into ordinary shares and rights.
The Company consummated its initial public offering on June 20, 2024, consisting of 6,900,000 Units as a result of the underwriter’s exercise in full of their over-allotment option for an additional 900,000 Units. Each Unit consists of one ordinary share, par value $0.001 per ordinary share (“Share”) and one right to receive one-tenth (1/10) of one Share upon the consummation of the Company’s initial business combination. The Units were initially offered by the Company in an underwritten offering through Lucid Capital Markets, which acted as the sole book runner for the offering and as the representative of the underwriters in the offering.
Copies of the registration statement and final prospectus can be accessed through the SEC’s website at www.sec.gov.
On Monday, August 12, 2024, the Company issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing the split of trading of the Units.
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| Item 9.01 | Financial Statement and Exhibits. |
(d) Exhibits
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Press Release |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| Flag Ship Acquisition Corporation | ||
| Dated: August 12, 2024 | By: | /s/ Matthew Chen |
| Name: | Matthew Chen | |
| Title: | Chief Executive Officer | |
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Exhibit 99.1
Flag Ship Acquisition Corporation Announces the Separate Trading of its Ordinary Shares and Rights
NEW YORK, Aug. 12, 2024 /PRNewswire/ -- Flag Ship Acquisition Corporation (Nasdaq: FSHPU) (the “Company”) announced today that, commencing Thursday, August 15, 2024, holders of the units sold in the Company’s initial public offering of 6,900,000 units (“Units”) may commence separate trading of the underlying component securities. Each Unit consists of one ordinary share, par value $0.001 per ordinary share (“Share”), and one right to receive one-tenth (1/10) of one Share upon the consummation of the Company’s initial business combination (“Right”). Those units not separated will continue to trade on the Nasdaq Global Market (“Nasdaq”) under the symbol “FSHPU.”
The Share and the Right that are separated will trade on Nasdaq under the symbols “FSHP” and “FSHPR” respectively. Holders of units will need to have their securities brokers contact Vstock Transfer LLC at 18 Lafayette Place, Woodmere, New York 11598, the Company’s transfer agent, in order to separate the Units into Shares and Rights.
The Units were initially offered by the Company in an underwritten offering through Lucid Capital Markets, which acted as the sole book runner for the offering and as the representative of the underwriters in the offering. A registration statement on form S-1 relating to these securities (Sec File Number 333-261028) was declared effective by the Securities and Exchange Commission on June 17, 2024. Copies of the registration statement can be accessed through the SEC’s website at www.sec.gov.
About Flag Ship Acquisition Corporation
Flag Ship Acquisition Corporation is a blank check company formed under the laws of the Cayman Islands for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.
Forward Looking Statements
This press release includes forward-looking statements that involve risks and uncertainties. Forward looking statements are statements that are not historical facts. Such forward-looking statements, including the successful consummation of the Company’s initial public offering, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
For
further information, please contact:
Matthew Chen | Chief Executive Officer
Phone: (212) 884-2667
Email: [email protected]
SOURCE Flag Ship Acquisition Corporation