공고 • Oct 04
Shenzhen Squirrel Enlivened Media Group Co. Ltd. cancelled the acquisition of Horizon Space Acquisition I Corp. (NasdaqGM:HSPO) from Horizon Space Acquisition I Sponsor Corp. and Others.
Shenzhen Squirrel Enlivened Media Group Co. Ltd. entered into a non-binding letter of intent to acquire Horizon Space Acquisition I Corp. (NasdaqGM:HSPO) from Horizon Space Acquisition I Sponsor Corp. and Others for approximately $210 million in a reverse merger transaction on October 17, 2023. Shenzhen Squirrel Enlivened Media Group Co. Ltd. entered into an Agreement and Plan of Merger to acquire Horizon Space Acquisition I Corp. (NasdaqGM:HSPO) from Horizon Space Acquisition I Sponsor Corp. and Others in a reverse merger transaction on September 16, 2024.
Consummation of the Business Combination is subject to the satisfaction or waiver by the respective parties of a number of conditions, including the approval of the Business Combination Agreement and the Business Combination by HSPO’s shareholders. Other conditions to each party’s obligations include, among other things: (i) the effectiveness of the Proxy/Registration Statement and Form 8-A, (ii) all relevant regulatory approvals necessary to consummate the Business Combination having been obtained, (iii) the Business Combination Agreement and the Business Combination having been approved by the shareholders of HSPO, (iv) the Business Combination Agreement and the Business Combination having been approved by the shareholders of Squirrel HoldCo, (v) no order, injunction, judgment, decree, ruling, writ, assessment or arbitration award having been enacted or promulgated enjoining or prohibiting the consummation of the Business Combination; (vi) Squirrel Cayman’s application as a foreign private issuer, Squirrel Cayman’s listing application and listing applicable of Parent Ordinary Shares to be issued in connection with the Business Combination having been approved by Nasdaq, subject only to official notice of issuance thereof, and (vii) fully execution and delivery of the relevant documents related to the Business Combination Agreement and the Business Combination. Other conditions to the obligations of each of Squirrel HoldCo, Squirrel Cayman and Merger Sub, include, among other things, receipt of the copies of the executed Lock-Up Agreement by the Sponsor. Other conditions to HSPO’s obligations include, among other things, receipt of the copies of the executed employment agreements between Parent and each of its executive officers effective immediately at the Merger Closing, the executed Registration Rights Agreement, and the executed Lock-Up Agreement by certain shareholders of Squirrel HoldCo, and receipt of the copy of the opinion letter from the PRC counsel of Squirrel Companies provided in connection with the CSRC filing regarding the Business Combination Agreement, the related agreements and the transactions contemplated thereunder. The board of directors of Shenzhen Squirrel and Horizon Space unanimously approved the agreement. As of May 24, 2024, the expected closing date is extended from May 27, 2024 to June 27, 2024. On or about June 27, 2024, an aggregate of $60,000 of the Monthly Extension Fee was deposited into the Trust Account for the public shareholders, which enables the Horizon Space Acquisition I Corp to extend the period of time it has to consummate its initial business combination by one month from June 27, 2024 to July 27, 2024. On September 25, 2024, an aggregate of $60,000 of the Monthly Extension Fee was deposited into the Trust Account for the public shareholders, which enables Horizon Space Acquisition I Corp to extend the period of time it has to consummate its initial business combination by one month from September 27, 2024 to October 27, 2024. On October 23, 2024, an aggregate of $60,000 of the Monthly Extension Fee was deposited into the Trust Account for the public shareholders, which enables Horizon to extend the period of time it has to consummate its initial business combination by one month from October 27, 2024 to November 27, 2024. As of November 26, 2024, an aggregate of $60,000 of the Monthly Extension Fee was deposited by Squirrel Enlivened into the Trust Account for the public shareholders, which enables the Company to extend the period of time it has to consummate its initial business combination by one month from November 27, 2024 to December 27, 2024. On December 27, 2024, an aggregate of $120,000 of the Monthly Extension Fee was deposited into the Trust Account for the public shareholders, which enables the Company to extend the period of time it has to consummate its initial business combination by one month from December 27, 2024 to January 27, 2025. On March 24, 2025, an aggregate of $120,000 of the Monthly Extension Fee was deposited into the Trust Account for the public shareholders, which enables the Company to extend the period of time it has to consummate its initial business combination by one month from April 27, 2025 to May 27, 2025. The Company issued an unsecured promissory note in the aggregate principal amount of $120,000 (the “Not ”) dated April 28, 2025 to Squirrel HK in connection with the payment of the monthly extension fee.
David Kalani Lee, Meng Ding, David Ni, Ruchun Ji, Michael Heinz and Joshua G. DuClos of Sidley Austin LLP acted as legal advisors for Shenzhen Squirrel. Arila E. Zhou of Robinson & Cole LLP acted as legal advisor for Horizon Space. Continental Stock Transfer & Trust Company acted as transfer agent and Karen Smith of Advantage Proxy, Inc. as Proxy solicitor for Horizon Space Acquisition I Corp. Horizon Space agreed to pay Advantage Proxy, Inc. a fee of $8,500 plus associated disbursements.
Shenzhen Squirrel Enlivened Media Group Co. Ltd. cancelled the acquisition of Horizon Space Acquisition I Corp. (NasdaqGM:HSPO) from Horizon Space Acquisition I Sponsor Corp. and Others on October 3, 2025.
