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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/13/24 New Horizon Aircraft Ltd. 8-K/A:9 1/12/24 14:860K EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size
1: 8-K/A Amendment No. 1 to Form 8-K HTML 33K
2: EX-99.1 Unaudited Condensed Interim Financial Statements HTML 273K
of Legacy Horizon as of November 30, 2023, and for
the Six Months Ended November 30, 2023 and 2022
3: EX-99.2 Management's Discussion and Analysis of Financial HTML 83K
Condition and Results of Operations of Legacy
Horizon as of November 30, 2023, and for the Six
Months Ended November 30, 2023 and 2022
4: EX-99.3 Unaudited Pro Forma Condensed Consolidated HTML 197K
Combined Financial Statements, as of November 30,
2023
9: R1 Cover HTML 54K
11: XML IDEA XML File -- Filing Summary XML 13K
14: XML XBRL Instance -- ea192960-8ka1_newhorizon_htm XML 24K
10: EXCEL IDEA Workbook of Financial Report Info XLSX 9K
6: EX-101.DEF XBRL Definitions -- pthr-20240112_def XML 74K
7: EX-101.LAB XBRL Labels -- pthr-20240112_lab XML 104K
8: EX-101.PRE XBRL Presentations -- pthr-20240112_pre XML 71K
5: EX-101.SCH XBRL Schema -- pthr-20240112 XSD 15K
12: JSON XBRL Instance as JSON Data -- MetaLinks 27± 37K
13: ZIP XBRL Zipped Folder -- 0001213900-24-012712-xbrl Zip 84K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): i January 12, 2024
(Exact name of registrant as specified in its charter)
| British Columbia | i 001-41607 | N/A | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
i 3187 Highway 35, i Lindsay, i Ontario, i K9V 4R1
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: ( i 613) i 866-1935
(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:
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 |
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).
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. i ☐
EXPLANATORY NOTE
This Amendment No. 1 on Form 8-K/A (“Amendment No. 1”) amends the Current Report on Form 8-K of New Horizon Aircraft Ltd., a British Columbia company (the “Company”), filed on January 12, 2024 (the “Original Report”), in which the Company reported, among other events, the completion of the Business Combination (as defined in the Original Report).
This Amendment No. 1 is being filed solely for the purpose of amending the historical financial statements provided under Item 9.01(a) in the Original Report to include (i) the unaudited condensed interim financial statements of Robinson Aircraft, Ltd. d/b/a Horizon Aircraft, a British Columbia company (“Legacy Horizon”), as of November 30, 2023 and for the six months ended November 30, 2023 and 2022, (ii) the related Management’s Discussion and Analysis of Financial Condition and Results of Operations of Legacy Horizon as of November 30, 2023 and for the six months ended November 30, 2023 and 2022, and (iii) the unaudited pro forma financial statements as of November 30, 2023.
This Amendment No. 1 does not amend any other item of the Original Report or purport to provide an update or a discussion of any developments at the Company or its subsidiaries subsequent to the filing date of the Original Report. The information previously reported in or filed with the Original Report is hereby incorporated by reference to this Form 8-K/A. Capitalized terms used but not defined herein have the meanings assigned to them in the Original Report.
Item 9.01. Financial Statement and Exhibits.
(a) Financial statements of businesses acquired.
The unaudited condensed interim financial statements of Legacy Horizon as of November 30, 2023 and for the six months ended November 30, 2023 and 2022 and the related notes thereto are attached as Exhibit 99.1 and are incorporated herein by reference.
Also included as Exhibit 99.2 and incorporated herein by reference is the Management’s Discussion and Analysis of Financial Condition and Results of Operations of Legacy Horizon as of November 30, 2023 and for the six months ended November 30, 2023 and 2022.
(b) Pro forma financial information.
The unaudited pro forma financial statements as of November 30, 2023 are filed as Exhibit 99.3 to this Current Report on Form 8-K and incorporated herein by reference.
1
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Unaudited Condensed Interim Financial Statements of Legacy Horizon as of November 30, 2023, and for the six months ended November 30, 2023 and 2022. | |
| 99.2 | Management’s Discussion and Analysis of Financial Condition and Results of Operations of Legacy Horizon as of November 30, 2023, and for the six months ended November 30, 2023 and 2022. | |
| 99.3 | Unaudited Pro Forma Condensed Consolidated Combined Financial Statements, as of November 30, 2023. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
2
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.
| NEW HORIZON AIRCRAFT LTD. | ||
| Date: February 12, 2024 | By: | /s/ E. Brandon Robinson |
| Name: | E. Brandon Robinson | |
| Title: | Chief Executive Officer | |
3
| This ‘8-K/A’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed as of: | 2/13/24 | |||
| Filed on: | 2/12/24 | |||
| For Period end: | 1/12/24 | 25-NSE, 3, 4, 8-A12B/A, 8-K | ||
| 11/30/23 | ||||
| 11/30/22 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/03/24 New Horizon Aircraft Ltd. S-8 5/03/24 6:559K EdgarAgents LLC/FA |