Bellevue Life Sciences Acquisition Corp. (NASDAQ:BLAC) has entered into a material definitive agreement with OSR Holdings Co., Ltd., providing a $300,000 loan evidenced by a promissory note. The transaction, dated October 25, 2024, was disclosed in a recent SEC filing.
The promissory note carries an interest rate of 3.96% per annum, compounded semi-annually, with the principal and interest payable on the maturity date of October 25, 2025. According to the terms, an event of default would occur if OSR Holdings fails to pay the outstanding balance within five business days after the maturity date or if bankruptcy proceedings are initiated against the entity.
Moreover, Bellevue Life Sciences has also filed a Registration Statement on Form S-4 with the SEC, which includes a preliminary proxy statement and a prospectus related to a proposed business combination with OSR Holdings. This forthcoming transaction is subject to approval by the company's stockholders, with definitive proxy materials to be provided to them for a special meeting vote.
The SEC filing also includes forward-looking statements regarding the anticipated completion of the proposed business combination and its expected impact on the company's future performance. However, these statements are subject to various risks and uncertainties, such as the potential for the transaction not to close, the effects of the COVID-19 pandemic, and other factors that could affect the business of OSR Holdings and the combined entity post-merger.
In other recent news, Bellevue Life Sciences Acquisition Corp. has made several significant financial decisions. The company issued an $800,000 unsecured promissory note to Duksung Co., LTD., with a 5% simple interest rate, maturing in October 2025. Additionally, Bellevue Life Sciences issued a $40,000 promissory note to board member Jun Chul Whang, due in full by November 2024, or upon the company raising additional working capital funds.
The company also extended the maturity dates of promissory notes held by board members Jun Chul Whang and Josh Pan, providing further flexibility in its financial planning. In a move to extend the deadline for a pending business combination, Bellevue Life Sciences deposited $50,000 into its trust account. Furthermore, the company issued a non-interest bearing promissory note for $300,000 to its sponsor, Bellevue Global Life Sciences Investors, LLC, due by the end of 2024 or upon the completion of the company's initial business combination.
However, Bellevue Life Sciences is currently grappling with non-compliance issues with Nasdaq's minimum public holders requirement, which could potentially lead to the suspension or delisting of its securities. To address these issues, the company plans to request a hearing before a Nasdaq Hearings Panel. On the leadership front, Bellevue Life Sciences Acquisition Corp. has appointed Mr. Sang Hyun Kim to its Board of Directors. These are the recent developments for Bellevue Life Sciences Acquisition Corp.
InvestingPro Insights
As Bellevue Life Sciences Acquisition Corp. (NASDAQ:BLAC) moves forward with its loan agreement and potential business combination with OSR Holdings, investors may benefit from additional financial insights. According to InvestingPro data, BLAC's market capitalization stands at $44.25 million, reflecting its current position in the market.
InvestingPro Tips highlight that BLAC's stock generally trades with low price volatility, which could be of interest to risk-averse investors considering the upcoming business combination. However, it's worth noting that the company is not profitable over the last twelve months, with an adjusted operating income of -$2.2 million for the same period. This aligns with the article's mention of the loan being used for working capital needs and corporate expenses.
The company's financial health appears challenging, as InvestingPro Tips indicate that short-term obligations exceed liquid assets. This context adds importance to the $300,000 loan agreement discussed in the article, potentially providing much-needed liquidity.
For investors seeking a more comprehensive analysis, InvestingPro offers 4 additional tips for BLAC, providing a deeper understanding of the company's financial position as it approaches this significant transaction.
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