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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
February
8, 2024
Date
of Report (Date of earliest event reported)
Nova
Vision Acquisition Corp.
(Exact
Name of Registrant as Specified in its Charter)
| British
Virgin Islands |
|
001-40713 |
|
N/A |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
2
Havelock Road #07-12
Singapore |
|
059763 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: +65 87183000
N/A
(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 |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Units,
each consisting of one Ordinary Share, par value $0.0001 per share, one Redeemable Warrant entitling the holder to purchase one half
of an Ordinary Share, and one Right entitling the holder to receive one-tenth of an Ordinary Share |
|
NOVVU |
|
NASDAQ
Capital Market |
| Ordinary
Shares |
|
NOVV |
|
NASDAQ
Capital Market |
| Warrants |
|
NOVVW |
|
NASDAQ
Capital Market |
| Rights |
|
NOVVW |
|
NASDAQ
Capital Market |
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
1.01. Entry into a Material Definitive Agreement.
The
disclosure contained in Item 2.03 is incorporated by reference in this Item 1.01
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On
February 8, 2024, Nova Vision Acquisition Corp. (the “Company”) issued an unsecured promissory note in the aggregate principal
amount of $69,763.37 (the “Note”) to Nova Pulsar Holdings Limited, the Company’s initial public offering sponsor (“Sponsor”)
in exchange for Sponsor depositing such amount into the Company’s trust account in order to extend the amount of time it has available
to complete a business combination. The Note does not bear interest and matures upon the closing of a business combination by the Company.
In addition, the Note may be converted by the holder into units of the Company identical to the units issued in the Company’s initial
public offering at a price of $10.00 per unit.
Item
8.01 Other Events
The
Company extended the business combination period to March 10, 2024, by depositing $69,763.37 to the trust account on February 9, 2024.
The Company issued the release filed herewith on February 12, 2024. The materials attached as Exhibit 99.1 are incorporated by
reference herein.
Item
9.01. Financial Statements and Exhibits.
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.
| Dated:
February 12, 2024 |
NOVA
VISION ACQUISITION CORP. |
| |
|
|
| |
By: |
/s/
Eric Ping Hang Wong |
| |
Name: |
Eric
Ping Hang Wong |
| |
Title: |
Chief
Executive Officer |
Exhibit
10.1
THIS
NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED
FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES
ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
PROMISSORY
NOTE
| Principal
Amount: $69,763.37 |
Dated
as of February 8, 2024 |
| |
|
Nova
Vision Acquisition Corp. (the “Maker”), promises to pay to the order of Nova Pulsar Holdings Limited or its registered
assigns or successors in interest (the “Payee”) the principal sum of sixty-nine thousand seven hundred sixty three
U.S. Dollars and thirty seven cents ($69,763.37) in lawful money of the United States of America, on the terms and conditions described
below. All payments on this Note shall be made by check or wire transfer of immediately available funds or as otherwise determined by
the Maker to such account as the Payee may from time to time designate by written notice in accordance with the provisions of this Note.
| 1. |
Principal.
The principal balance of this Promissory Note (this “Note”) shall be payable promptly after the date on which
the Maker consummates an initial business combination (a “Business Combination”) with a target business (as described
in its initial public offering prospectus dated August 5, 2021 (the “Prospectus”)). In the event that a Business
Combination does not close on or prior to March 10, 2024, as such deadline may be further extended, this Note shall be deemed to
be terminated and no amounts will thereafter be due from Maker to Payee under the terms hereof. The principal balance may not be
prepaid without the consent of the Payee. |
| |
|
| 2. |
Conversion
Rights. The Payee has the right, but not the obligation, to convert this Note, in whole or in part, into private units (the “Units”)
of the Maker, as described in the Prospectus, by providing the Maker with written notice of its intention to convert this note at
least one business day prior to the closing of a Business Combination. The number of Units to be received by the Payee in connection
with such conversion shall be an amount determined by dividing (x) the sum of the outstanding principal amount payable to such Payee
by (y) $10.00. |
| |
(a) |
Fractional
Shares. No fractional Units will be issued upon conversion of this Note. In lieu of any fractional Units to which Payee would
otherwise be entitled, Maker will pay to Payee in cash the amount of the unconverted principal balance of this note that would otherwise
be converted into such fractional share. |
| |
|
|
| |
(b) |
Effect
of Conversion. If the Maker timely receives notice of the Payee’s intention to convert this note at least one business
day prior to the closing of a Business Combination, this Note shall be deemed to be converted on the date the Business Combination
closes. At its expense, the Maker will, as soon as practicable after receiving this Note for cancellation after the closing of a
Business Combination (assuming receipt of timely notice of conversion), issue and deliver to Payee, at Payee’s address set
forth on the signature page hereto or such other address requested by Payee, a certificate or certificates for the number of Units
to which Payee is entitled upon such conversion (bearing such legends as are customary pursuant to applicable state and federal securities
laws), including a check payable to Payee for any cash amounts payable as a result of any fractional shares as described herein. |
| 3. |
Interest.
No interest shall accrue on the unpaid principal balance of this Note. |
| |
|
| 4. |
Application
of Payments. All payments shall be applied first to payment in full of any costs incurred in the collection of any sum due under
this Note, including (without limitation) reasonable attorney’s fees, then to the payment in full of any late charges and finally
to the reduction of the unpaid principal balance of this Note. |
| |
|
| 5. |
Events
of Default. The following shall constitute an event of default (“Event of Default”): |
| |
(a) |
Failure
to Make Required Payments. Failure by Maker to pay the principal of this Note within five (5) business days following the date
when due. |
| |
(b) |
Voluntary
Liquidation, Etc. The commencement by Maker of a proceeding relating to its bankruptcy, insolvency, reorganization, rehabilitation
or other similar action, or the consent by it to the appointment of, or taking possession by, a receiver, liquidator, assignee, trustee,
custodian, sequestrator (or other similar official) for Maker or for any substantial part of its property, or the making by it of
any assignment for the benefit of creditors, or the failure of Maker generally to pay its debts as such debts become due, or the
taking of corporate action by Maker in furtherance of any of the foregoing. |
| |
|
|
| |
(c) |
Involuntary
Bankruptcy, Etc. The entry of a decree or order for relief by a court having jurisdiction in the premises in respect of maker
in an involuntary case under any applicable bankruptcy, insolvency or similar law, for the appointing of a receiver, liquidator,
assignee, custodian, trustee, sequestrator (or similar official) for Maker or for any substantial part of its property, or ordering
the winding-up or liquidation of the affairs of Maker, and the continuance of any such decree or order unstayed and in effect for
a period of 60 consecutive days. |
| |
(a) |
Upon
the occurrence of an Event of Default specified in Section 5(a) hereof, Payee may, by written notice to Maker, declare this Note
to be due immediately and payable, whereupon the unpaid principal amount of this Note, and all other amounts payable hereunder, shall
become immediately due and payable without presentment, demand, protest or other notice of any kind, all of which are hereby expressly
waived, anything contained herein or in the documents evidencing the same to the contrary notwithstanding. |
| |
|
|
| |
(b) |
Upon
the occurrence of an Event of Default specified in Sections 5(b) and 5(c), the unpaid principal balance of this Note, and all other
sums payable with regard to this Note, shall automatically and immediately become due and payable, in all cases without any action
on the part of Payee. |
| 7. |
Waivers.
Maker and all endorsers and guarantors of, and sureties for, this Note waive presentment for payment, demand, notice of dishonor,
protest, and notice of protest with regard to the Note, all errors, defects and imperfections in any proceedings instituted by Payee
under the terms of this Note, and all benefits that might accrue to Maker by virtue of any present or future laws exempting any property,
real or personal, or any part of the proceeds arising from any sale of any such property, from attachment, levy or sale under execution,
or providing for any stay of execution, exemption from civil process, or extension of time for payment; and Maker agrees that any
real estate that may be levied upon pursuant to a judgment obtained by virtue hereof, on any writ of execution issued hereon, may
be sold upon any such writ in whole or in part in any order desired by Payee. |
| |
|
| 8. |
Unconditional
Liability. Maker hereby waives all notices in connection with the delivery, acceptance, performance, default, or enforcement
of the payment of this Note, and agrees that its liability shall be unconditional, without regard to the liability of any other party,
and shall not be affected in any manner by any indulgence, extension of time, renewal, waiver or modification granted or consented
to by Payee, and consents to any and all extensions of time, renewals, waivers, or modifications that may be granted by Payee with
respect to the payment or other provisions of this Note, and agrees that additional makers, endorsers, guarantors, or sureties may
become parties hereto without notice to Maker or affecting Maker’s liability hereunder. |
| |
|
| 9. |
Notices.
Any notice called for hereunder shall be deemed properly given if (i) sent by certified mail, return receipt requested, (ii)
personally delivered, (iii) dispatched by any form of private or governmental express mail or delivery service providing receipted
delivery or (iv) sent by facsimile or (v) to the following addresses or to such other address as either party may designate by notice
in accordance with this Section: |
If
to Maker:
Nova
Vision Acquisition Corp.
2
Havelock Road, #07-12
Singapore,
059763
Attn:
Eric Ping Hang Wong
If
to Payee:
Nova
Pulsar Holdings Limited
2
Havelock Road, #07-12
Singapore,
059763
Attn:
Wing-Ho Ngan
Notice
shall be deemed given on the earlier of (i) actual receipt by the receiving party, (ii) the date shown on a facsimile transmission confirmation,
(iii) the date reflected on a signed delivery receipt, or (iv) two (2) Business Days following tender of delivery or dispatch by express
mail or delivery service.
| 10. |
Construction.
THIS NOTE SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF NEW YORK, WITHOUT REGARD TO CONFLICT OF LAW PROVISIONS
THEREOF. |
| |
|
| 11. |
Jurisdiction.
The courts of New York have exclusive jurisdiction to settle any dispute arising out
of or in connection with this agreement (including a dispute relating to any non- contractual
obligations arising out of or in connection with this agreement) and the parties submit to
the exclusive jurisdiction of the courts of New York.
|
| 12. |
Severability.
Any provision contained in this Note which is prohibited or unenforceable in any jurisdiction
shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability
without invalidating the remaining provisions hereof, and any such prohibition or unenforceability
in any jurisdiction shall not invalidate or render unenforceable such provision in any other
jurisdiction.
|
| 13. |
Trust
Waiver. Payee has read the Prospectus and understands that Maker has established the trust account described in the Prospectus,
initially in an amount of $58,075,000 for the benefit of the public stockholders and the underwriters of Maker’s initial public
offering (the “Underwriters”) and that, except for certain exceptions described in the Prospectus, Maker may disburse
monies from the trust account only: (i) to the public stockholders in the event of the conversion of their shares or the liquidation
of Maker; or (ii) to Maker and the Underwriters after consummation of a Business Combination. Notwithstanding anything herein to
the contrary, Payee hereby agrees that it does not have any right, title, interest or claim of any kind in or to any monies in the
trust account (the “Claim”) and hereby waives any Claim it may have in the future as a result of, or arising out
of, any negotiations, contracts or agreements with Maker and will not seek recourse against the trust account for any reason whatsoever. |
| |
|
| 14. |
Amendment;
Waiver. Any amendment hereto or waiver of any provision hereof may be made with, and
only with, the written consent of the Maker and the Payee.
|
| 15. |
Assignment.
No assignment or transfer of this Note or any rights or obligations hereunder may be
made by any party hereto (by operation of law or otherwise) without the prior written consent
of the other party hereto and any attempted assignment without the required consent shall
be void.
|
| 16. |
Further
Assurance. The Maker shall, at its own cost and expense, execute and do (or procure to be executed and done by any other necessary
party) all such deeds, documents, acts and things as the Payee may from time to time require as may be necessary to give full effect
to this Promissory Note. |
IN
WITNESS WHEREOF, Maker, intending to be legally bound hereby, has caused this Note to be duly executed by its Chief Executive Officer
the day and year first above written.
| |
Nova
Vision Acquisition Corp. |
| |
|
| |
By: |
/s/
Eric Ping Hang Wong |
| |
Name: |
Eric
Ping Hang Wong |
| |
Title: |
Chief
Executive Officer |
| Accepted
and Agreed: |
|
| Nova
Pulsar Holdings Limited |
|
| |
|
|
| By: |
/s/
Wing-Ho Ngan |
|
| Name: |
Wing-Ho
Ngan |
|
| Title: |
Director |
|
Exhibit
99.1
Nova
Vision Acquisition Corp. Announces Additional Contribution to Trust Account to Extend Period to Consummate Business Combination to March
10, 2024
Nova
Vision Acquisition Corp.
Singapore,
February 12, 2024 (GLOBE NEWSWIRE) -- Nova Vision Acquisition Corp. (NASDAQ: NOVV, the “Company”), a special purpose
acquisition company, announced today that Nova Pulsar Holdings Limited, the Company’s initial public offering sponsor (“Sponsor”),
has deposited into the Company’s trust account (the “Trust Account”) an aggregate of $69,763.37 (representing approximately
$0.045 per ordinary share issued at the Company’s initial public offering that has not been redeemed), in order to extend the period
of time the Company has to complete a business combination for an additional one (1) month period, from February 10, 2024 to March 10,
2024. The Company issued a promissory note to Sponsor with a principal amount equal to the amount deposited. The promissory note bears
no interest and is convertible into the Company’s units (with each unit consisting of one ordinary share, one warrant to purchase
one-half of one ordinary share, and one right to receive one-tenth of one ordinary share upon the consummation of the Company’s
initial business combination) at a price of $10.00 per unit at the closing of a business combination by the Company. The purpose of the
extension is to provide time for the Company to complete a business combination.
About
Nova Vision Acquisition Corp.
Nova
Vision Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share
purchase, reorganization or similar business combination with one or more businesses. Nova Vision Acquisition Corp. anticipates target
companies that focus in the fintech, proptech, consumertech, and supply chain management industries or technology companies that serve
these or other sectors.
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.
Contact:
Nova
Vision Acquisition Corp.
Investor
Relations
info@novavisionacquisition.com
v3.24.0.1
Cover
|
Feb. 08, 2024 |
| Document Type |
8-K
|
| Amendment Flag |
false
|
| Document Period End Date |
Feb. 08, 2024
|
| Entity File Number |
001-40713
|
| Entity Registrant Name |
Nova
Vision Acquisition Corp.
|
| Entity Central Index Key |
0001858028
|
| Entity Incorporation, State or Country Code |
D8
|
| Entity Address, Address Line One |
2
Havelock Road
|
| Entity Address, Address Line Two |
#07-12
|
| Entity Address, Country |
SG
|
| Entity Address, Postal Zip Code |
059763
|
| City Area Code |
+65
|
| Local Phone Number |
87183000
|
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false
|
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false
|
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false
|
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|
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true
|
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false
|
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|
| Title of 12(b) Security |
Units,
each consisting of one Ordinary Share
|
| Trading Symbol |
NOVVU
|
| Security Exchange Name |
NASDAQ
|
| Ordinary Shares |
|
| Title of 12(b) Security |
Ordinary
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|
| Trading Symbol |
NOVV
|
| Security Exchange Name |
NASDAQ
|
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|
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|
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|
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NASDAQ
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Nova Vision Acquisition (NASDAQ:NOVVU)
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Nova Vision Acquisition (NASDAQ:NOVVU)
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