8-K

Launch One Acquisition Corp. (LPAA)

8-K 2024-08-29 For: 2024-08-29
View Original
Added on April 06, 2026

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): August 29, 2024


LAUNCH ONE ACQUISITION CORP.

(Exact name ofregistrant as specified in its charter)

Cayman Islands 001-42173 98-1781481
(State or other jurisdiction<br><br> <br>of incorporation) (Commission File Number) (IRS Employer<br><br> <br>Identification No.)

180 Grand Avenue,Suite 1530Oakland, CA 94612

(Address of principalexecutive offices, including zip code)


Registrant’s

telephone number, including area code: (510) 692-9600


Not Applicable

(Former nameor 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<br> CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17<br> CFR 240.14a-12)
--- ---
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange<br> Act (17 CFR 240.14d-2(b))
--- ---
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange<br> Act (17 CFR 240.13e-4(c))
--- ---

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br><br> <br>Symbol(s) Name of each exchange<br><br> <br>on which registered
Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant LPAAU The Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per share LPAA The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share LPAAW 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.


SeparateTrading of Class A Ordinary Shares and Warrants

On August 29, 2024, Launch One Acquisition Corp. (the “Company”) announced that, commencing on September 3, 2024, the holders of the units issued in its initial public offering (the “Units”), each Unit consisting of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A Ordinary Share”), and one-half of one warrant of the Company (the “Warrant”), with each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share, may elect to separately trade the Class A Ordinary Shares and the Warrants included in the Units. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Class A Ordinary Shares and the Warrants are expected to trade on the Nasdaq Global Market under the symbols “LPAA” and “LPAAW,” respectively. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Class A Ordinary Shares and Warrants.

Item 9.01. FinancialStatements and Exhibits.

(d) Exhibits

Exhibit No. Description
99.1 Press Release dated August 29, 2024.
1

SIGNATURE

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.

Launch One Acquisition Corp.
Date: August 29, 2024 By: /s/ Chris Ehrlich
Name: Chris Ehrlich
Title: Chief Executive Officer

2

Exhibit 99.1

LaunchOne Acquisition Corp. I Announces the Separate Trading of its Class A Ordinary Shares and Warrants, Commencing September 3, 2024

New York, NY, Aug. 29, 2024 (GLOBE NEWSWIRE) -- Launch One Acquisition Corp. (Nasdaq: LPAAU) (the “Company”) announced today that, commencing September 3, 2024, holders of the units sold in the Company’s initial public offering may elect to separately trade the Company’s Class A ordinary shares and warrants included in the units. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. The Class A ordinary shares and warrants that are separated will trade on the Nasdaq Global Market under the symbols “LPAA” and “LPAAW,” respectively. Those units not separated will continue to trade on the Nasdaq Global Market under the symbol “LPAAU.”

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities of the Company, 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.

AboutLaunch One Acquisition Corp.

Launch One Acquisition Corp. a blank check company formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company may pursue an acquisition opportunity in any business or industry or at any stage of its corporate evolution. The Company’s primary focus, however, will be in healthcare and healthcare-related industries and, in particular, life sciences, globally. The Company will pursue completing a business combination with an established business of scale poised for continued growth, led by a highly regarded management team.

Forward-LookingStatements

This press release may include, and oral statements made from time to time by representatives of the Company may include, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements regarding possible business combinations and the financing thereof, and related matters, as well as all other statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the Securities and Exchange Commission (“SEC”). All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering filed with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

CompanyContact:

Launch One Acquisition Corp.

Jurgen van de Vyver

jurgen@launchpad.vc

(510) 692-9600