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Oceanhawk Acquisition (NASDAQ: OHACU) closes $160M SPAC IPO and funds trust

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Rhea-AI Filing Summary

Oceanhawk Acquisition Corp. completed an upsized initial public offering of 16,000,000 units at $10.00 per unit, raising gross proceeds of $160,000,000. Each unit includes one Class A ordinary share and one right to receive one-fourth of a Class A ordinary share after a business combination.

The company also sold 500,000 private placement units at $10.00 each, adding about $5,000,000. In total, $160,800,000 of IPO and private placement net proceeds were deposited into a U.S. trust account to fund a future business combination. Public shareholders may redeem if no deal is completed within 15 months, extendable to 18 months if a business combination agreement is signed within 15 months.

Oceanhawk, a Cayman Islands SPAC led by CEO Ernest Miller, appointed six directors, formed audit and compensation committees, and adopted amended and restated charter documents in connection with the IPO. Its units trade on Nasdaq as OHACU, with Class A shares and rights expected to trade separately as OHAC and OHACR.

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Insights

Oceanhawk completes a standard $160M SPAC IPO and funds its trust.

Oceanhawk Acquisition Corp. has launched as a publicly listed SPAC, selling 16,000,000 units at $10.00 each for $160,000,000 in gross proceeds, plus 500,000 private placement units for about $5,000,000. A total of $160,800,000 of net proceeds is now held in a U.S. trust account.

This structure follows the typical SPAC model: public investors get redemption rights, and the sponsor funds private units on similar terms. The trust funds are restricted until a business combination, certain charter amendments, or liquidation after 15 months, extendable to 18 months if a deal is signed within that initial period.

The impact for investors is that a fully funded SPAC vehicle now exists, with Odyssey Transfer and Trust Company as trustee and The Benchmark Company as underwriter. Future value depends on Oceanhawk’s ability to identify and complete an attractive business combination within the stated 15–18 month window described in the charter.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 3.02 Unregistered Sales of Equity Securities Securities
The company sold equity securities in a private placement or other unregistered transaction.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
IPO size $160,000,000 gross proceeds 16,000,000 units sold at $10.00 per unit
Units offered 16,000,000 units Initial public offering of Oceanhawk Acquisition Corp.
Private placement units 500,000 units Sold at $10.00 each to sponsor and Benchmark
Private placement proceeds Approximately $5,000,000 Aggregate gross proceeds from private placement units
Trust account funding $160,800,000 Net IPO and private placement proceeds deposited on May 22, 2026
IPO net proceeds in trust $159,200,000 Portion of trust account sourced from IPO net proceeds
Over-allotment option 2,400,000 units 45-day option granted to underwriter to cover over-allotments
Business combination deadline 15–18 months 15 months from IPO closing, extendable to 18 months if a deal is signed
blank check company financial
"The Company, which is led by Chief Executive Officer Ernest Miller, is a blank check company incorporated as a Cayman Islands exempted company"
A blank check company is a publicly listed shell that raises money from investors before naming a specific business to buy or merge with, similar to handing a cashier a signed check and asking them to fill in the payee later. It matters to investors because it offers a faster, often cheaper path for private firms to become public, but carries extra risk since returns depend on the organizers’ ability to find a good deal and on limited information about the future business.
trust account financial
"a total of $ $160,800,000 ... were placed into a segregated trust account located in the United States"
A trust account is a special bank or brokerage account where assets are held and managed by a designated person or firm (the trustee) for the benefit of another person or group (the beneficiary). It matters to investors because it separates assets from personal or corporate funds, can protect assets, control how and when money is used, and may affect tax or legal rights—think of it as a locked drawer opened only under agreed rules.
private placement units financial
"the Company completed the private sale of an aggregate of 500,000 private placement units"
over-allotments financial
"The underwriter has been granted a 45-day option to purchase up to an additional 2,400,000 units ... to cover over-allotments"
An over-allotment is a temporary extra batch of shares that the underwriters of a stock offering are allowed to sell beyond the original amount, with the right to buy those shares back later. Think of it as spare tickets sold to meet demand and then reclaimed if needed to keep the market orderly; it helps stabilize the stock price after an offering and can affect short-term supply and potential dilution, which matters to investors tracking price and ownership stakes.
Amended and Restated Memorandum and Articles of Association regulatory
"the Company filed its Amended and Restated Memorandum and Articles of Association in the Cayman Islands"
A document that replaces and combines a company’s core governing papers into a single, updated set of rules spelling out the company’s purpose, share structure, voting rights and how decisions are made. Think of it as rewriting and consolidating a household’s rulebook so everyone knows who controls what and how major choices are handled. Investors watch these changes because they can alter ownership rights, governance, dividend policy and takeover protections, affecting value and control.
rights financial
"one right to receive one-fourth of one Class A ordinary share upon the consummation of an initial business combination"
Rights are special privileges that give existing shareholders the opportunity to buy additional shares of a company's stock before they are offered to the public. They help investors maintain their ownership percentage and can be seen as a way to protect their investment stake. Think of rights like a VIP pass allowing current investors to purchase new shares first, ensuring they can preserve their influence in the company.
Offering Type IPO
Use of Proceeds Net proceeds of $160,800,000 from the IPO and private placement were deposited into a U.S. trust account to fund an initial business combination or redemptions.
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Understanding 8-K Material Events →
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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

 

Date of Report (Date of earliest event reported): May 20, 2026

 

Oceanhawk Acquisition Corp.

(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-43309   98-1886973
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (I.R.S. Employer
Identification No.)

 

515 Madison Avenue, 8th Floor
New York, NY 		  10022
(Address of Principal Executive Offices)   (Zip Code)

 

(212-931-1898)

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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 Class A ordinary share and one right to receive one-fourth of one Class A ordinary share   OHACU   The Nasdaq Stock Market LLC
Class A ordinary share, par value $0.0001 per share   OHAC   The Nasdaq Stock Market LLC
Rights, each right to receive one-fourth of one Class A ordinary share   OHACR   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 1.01. Entry into a Material Definitive Agreement.

 

On May 22, 2026, Oceanhawk Acquisition Corp. (the “Company”) consummated its initial public offering (the “IPO”) of 16,000,000 units (the “Units”). Each Unit consists of one Class A ordinary share, par value $0.0001 per share (“Class A Ordinary Share”), of the Company and one right to receive one-fourth of one Class A Ordinary Share (the “Rights”), with four Rights entitling the holder thereof to receive one whole Class A Ordinary Share upon the consummation of an initial business combination. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $160,000,000.

 

In connection with the IPO, the Company entered into the following agreements, forms of which were previously filed as exhibits to the Company’s registration statement on Form S-1 (File No. 333-294512) (the “Registration Statement”):

 

  ● Underwriting Agreement, dated May 20, 2026 (the “Underwriting Agreement”), between the Company and The Benchmark Company, LLC, as representative of the underwriters named therein (the “Underwriters”), attached hereto as Exhibit 1.1 and incorporated herein by reference;

 

  ● Amended and Restated Memorandum and Articles of Association of the Company, attached hereto as Exhibit 3.1 and incorporated herein by reference;

 

  ● Rights Agreement, dated May 20, 2026, between the Company and Odyssey Transfer and Trust Company, as Rights agent, attached hereto as Exhibit 4.1 and incorporated by reference herein;

 

  ● Letter Agreement, dated May 20, 2026, among the Company, its officers and directors, and Oceanhawk Acquisition I Sponsor LLC (the “Sponsor”) and attached hereto as Exhibit 10.1 and incorporated herein by reference;

 

  ● Investment Management Trust Agreement, dated May 20, 2026, between the Company and Odyssey Transfer and Trust Company, as trustee, attached hereto as Exhibit 10.2 and incorporated herein by reference;

 

  ● Registration Rights Agreement, dated May 20, 2026, among the Company and certain security holders named therein, attached hereto as Exhibit 10.3 and incorporated herein by reference;

 

  ● Private Placement Unit Purchase Agreement, dated May 20, 2026, between the Company and the Sponsor (the “Sponsor Private Placement Unit Purchase Agreement”), attached hereto as Exhibit 10.4 and incorporated herein by reference;

 

  ● Private Placement Unit Purchase Agreement, dated May 20, 2026, between the Company and The Benchmark Company (the “Underwriters Private Placement Unit Purchase Agreement”), attached hereto as Exhibit 10.5 and incorporated herein by reference;

 

  ● Administrative Services Agreement, dated May 20, 2026, between the Company and the Sponsor, attached hereto as Exhibit 10.6 and incorporated herein by reference;

 

  ● Indemnity Agreement, dated May 20, 2026, between the Company and Ernest Miller attached hereto as Exhibit 10.7 and incorporated herein by reference;

 

  ● Indemnity Agreement, dated May 20, 2026, between the Company and Jon Ryan, attached hereto as Exhibit 10.8 and incorporated herein by reference;

 

  ● Indemnity Agreement, dated May 20, 2026, between the Company and Mike Maggard, attached hereto as Exhibit 10.9 and incorporated herein by reference;

 

●Indemnity Agreement, dated May 20, 2026, between the Company and Dan Collingridge-Padbury, attached hereto as Exhibit 10.10 and incorporated herein by reference;

 

  ● Indemnity Agreement, dated May 20, 2026, between the Company and Jonathan Nickell, attached hereto as Exhibit 10.11 and incorporated herein by reference; and

 

  ● Indemnity Agreement, dated May 20, 2026, between the Company and Joseph Durnford, attached hereto as Exhibit 10.12 and incorporated herein by reference.

 

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Item 3.02. Unregistered Sales of Equity Securities.

 

Simultaneously with the closing of the IPO, pursuant to the Sponsor Private Placement Unit Purchase Agreement and the Underwriters Private Placement Unit Purchase Agreement, the Company completed the private sale of an aggregate of 500,000 private placement units (the “Private Placement Units”) to the Sponsor and The Benchmark Company, LLC at a purchase price of $10.00 per Private Placement Unit, generating gross proceeds to the Company of approximately $5,000,000. The Private Placement Units are identical to the Units sold in the IPO, subject to certain limited exceptions, and will be subject to transfer restrictions until 30 days following the consummation of the Company’s initial business combination. The Private Placement Units were issued pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, as the transactions did not involve a public offering.

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On May 20, 2026, in connection with the IPO, each of Joseph Durnford, Ernest Miller, Jon Ryan, Mike Maggard, Dan Collingridge-Padbury and Jonathan Nickell (collectively, the “Directors”) was appointed to the board of directors of the Company (the “Board”). Effective May 20, 2026, each of Mr. Durnford, Mr. Nickell, and Mr. Collingridge-Padbury was also appointed to the audit committee of the Board, with Mr. Durnford serving as the chair of the audit committee. Effective May 20, 2026, each of Mr. Durnford, Mr. Nickell, and Mr. Maggard was also appointed to the compensation committee of the Board, with Mr. Durnford serving as the chair of the compensation committee.

 

In connection with the completion of the IPO, the Sponsor has agreed to transfer founder shares to the Company’s independent directors at their original purchase price. The Company will reimburse the Directors for reasonable out-of-pocket expenses incurred in connection with fulfilling their roles as directors.

 

Following the appointment of Mr. Durnford, the Board is comprised of three classes. The term of office of the first class of directors, consisting of Mr. Collingridge-Padbury and Mr. Maggard, will expire at the Company’s first annual meeting of shareholders. The term of office of the second class of directors, consisting of Mr. Nickell and Mr. Durnford, will expire at the second annual meeting of shareholders. The term of office of the third class of directors, consisting of Mr. Miller and Mr. Ryan, will expire at the third annual meeting of shareholders.

 

The Company has entered into indemnity agreements with the Directors, each dated May 20, 2026. Other than the foregoing, none of the Directors are party to any arrangement or understanding with any person pursuant to which they were appointed as directors, nor are they party to any transactions required to be disclosed under Item 404(a) of Regulation S-K involving the Company.

  

Item 5.03. Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year.

 

On May 20, 2026, the Company filed its Amended and Restated Memorandum and Articles of Association in the Cayman Islands. The terms of the Amended and Restated Memorandum and Articles of Association are set forth in the Registration Statement. A copy of the Amended and Restated Memorandum and Articles of Association is attached as Exhibit 3.1 hereto and is incorporated by reference herein.

 

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Item 8.01. Other Events.

 

On May 22, 2026, a total of $ $160,800,000, comprised of $ 159,200,000 of the net proceeds from the IPO and $1,600,000 of the net proceeds from the sale of the Private Placement Units, were placed into a segregated trust account located in the United States with Odyssey Transfer and Trust Company acting as trustee. Except with respect to interest earned on the funds held in the trust account that may be released to us for permitted withdrawals, if any, the funds held in the trust account will not be released from the trust account until the earliest to occur of: (1) our completion of an initial business combination; (2) the redemption of any public shares properly submitted in connection with a shareholder vote to amend our amended and restated memorandum and articles of association (A) to modify the substance or timing of our obligation to allow redemption in connection with our initial business combination or to redeem 100% of our public shares if we do not complete our initial business combination within 15 months or (18 months from the closing of the IPO if we have executed a business combination agreement for an initial business combination within 15 months from the closing of the IPO or (B) with respect to any other provision relating to shareholders’ rights or pre-initial business combination activity; and (3) the redemption of our public shares if we have not completed an initial business combination within 15 months from closing of the IPO (or 18 months from the closing of the IPO if we have executed a business combination agreement for an initial business combination within 15 months from the closing of the IPO, subject to applicable law.

 

On May 20, 2026, the Company issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing the pricing of the IPO, which occurred on May 20, 2026. On May 22, 2026, the Company issued a press release, a copy of which is attached as Exhibit 99.2 to this Current Report on Form 8-K, announcing the closing of the IPO.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits 

 

Exhibit No.   Description of Exhibits
   
1.1   Underwriting Agreement, dated May 20, 2026, between the Company and The Benchmark Company, LLC, as representative of the underwriters named therein.
3.1   Amended and Restated Memorandum and Articles of Association of the Company. 
4.1   Rights Agreement, dated May 20, 2026, between the Company and Odyssey Transfer & Trust Company, as Rights agent.
10.1   Letter Agreement, dated May 20, 2026, among the Company, its officers and directors, and the Sponsor.
10.2   Investment Management Trust Agreement, dated May 20, 2026, between the Company and Odyssey Transfer & Trust Company, as trustee.
10.3   Registration Rights Agreement, dated May 20, 2026, among the Company and certain security holders named therein.
10.4   Private Placement Unit Purchase Agreement, dated May 20, 2026, between the Company and the Sponsor.
10.5   Private Placement Unit Purchase Agreement, dated May 20, 2026, between the Company and The Benchmark Company, LLC
10.6   Administrative Services Agreement, dated May 20, 2026, between the Company and the Sponsor.
10.7   Indemnity Agreement, dated May 20, 2026, between the Company and Ernest Miller.
10.8   Indemnity Agreement, dated May 20, 2026, between the Company and Jon Ryan.
10.9   Indemnity Agreement, dated May 20, 2026, between the Company and Mike Maggard.
10.10   Indemnity Agreement, dated May 20, 2026, between the Company and Dan Collingridge-Padbury.
10.11   Indemnity Agreement, dated May 20, 2026, between the Company and Jonathan Nickell.
10.12   Indemnity Agreement, dated May 20, 2026, between the Company and Joseph Durnford.
99.1   Press Release dated May 20, 2026
99.2   Press Release dated May 22, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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.

 

  Oceanhawk Acquisition Corp.

 

Date: May 27, 2026 By:

/s/ Ernest Miller

  Name:  Ernest Miller
  Title: Chief Executive Officer

 

 

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Exhibit 99.1

 

Oceanhawk Acquisition Corp. Announces Pricing of Upsized $160,000,000 Initial Public Offering

 

NEW YORK – May 20, 2026 – Oceanhawk Acquisition Corp. (Nasdaq: OHAC) (the “Company”) today announced the pricing of its upsized initial public offering of 16,000,000 units at $10.00 per unit. The units are expected to be listed on the Nasdaq Stock Market (“Nasdaq”) and trade under the ticker symbol “OHACU” beginning May 21, 2026. Each unit consists of one Class A ordinary share and one right to receive one-fourth of one Class A ordinary share upon the consummation of an initial business combination.

 

Once the securities comprising the units begin separate trading, the ordinary shares and rights are expected to be listed on Nasdaq under the symbols “OHAC” and “OHACR”, respectively.

 

The underwriter has been granted a 45-day option to purchase up to an additional 2,400,000 units offered by the Company to cover over-allotments, if any. The offering is expected to close on May 22, 2026, subject to customary closing conditions.

 

The Company, which is led by Chief Executive Officer Ernest Miller, is a blank check company incorporated as a Cayman Islands exempted company whose business purpose is to effect a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization, or similar business combination with one or more businesses. Mr. Miller has over 25 years of experience in the commodity-driven energy sector, with a background in financial management, strategic planning and the positioning of complex, capital-intensive companies. While the Company may pursue an initial business combination in any industry or sector, it intends to focus on high-potential businesses globally, leveraging the experience and network of the Oceanhawk platform.

 

The Benchmark Company, LLC is acting as the sole book-running manager for the offering.

 

A registration statement on Form S-1 relating to these securities has been filed with the Securities and Exchange Commission (“SEC”), and was declared effective on May 20, 2026. The offering is being made only by means of a prospectus. Copies of the prospectus may be obtained, when available, from The Benchmark Company, 150 East 58th Street, 17th Floor, New York, NY 10155, Attention: Prospectus Department, by email at prospectus@benchmarkcompany.com, or from the SEC website at www.sec.gov.

 

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

 

About Oceanhawk Acquisition Corp.

 

Oceanhawk Acquisition Corp. is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses. Oceanhawk Acquisition Corp. is sponsored by Oceanhawk Acquisition I Sponsor LLC, an affiliate of Oceanhawk, a private investment firm, and intends to leverage Oceanhawk’s experience, network and operating platform in identifying and evaluating potential business combination opportunities.

 

Forward-Looking Statements

 

This press release includes forward-looking statements. 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, 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 preliminary prospectus for the offering filed with the SEC, any of which could cause actual results to differ from such 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, except as required by law.

 

Contact:

 

Ernest B. Miller

Chief Executive Officer

info@ohac1.com

 

Exhibit 99.2

 

Oceanhawk Acquisition Corp. Announces Closing of Upsized $160,000,000 Initial Public Offering

 

NEW YORK – May 22, 2026 – Oceanhawk Acquisition Corp. (Nasdaq: OHACU) (the “Company”) today announced the closing of its upsized initial public offering of 16,000,000 units. The offering was priced at $10.00 per unit, resulting in aggregate gross proceeds to the Company of $160,000,000. The underwriter has been granted a 45-day option to purchase up to an additional 2,400,000 units offered by the Company to cover over-allotments, if any.

 

The units began trading on the Nasdaq Stock Market (“Nasdaq”) under the ticker symbol “OHACU” on May 21, 2026. Each unit consists of one Class A ordinary share and one right to receive one-fourth of one Class A ordinary share upon the consummation of an initial business combination. Once the securities comprising the units begin separate trading, the Class A ordinary shares and rights are expected to be listed on Nasdaq under the symbols “OHAC” and “OHACR”, respectively.

 

The Company, which is led by Chief Executive Officer Ernest Miller, is a blank check company incorporated as a Cayman Islands exempted company whose business purpose is to effect a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization, or similar business combination with one or more businesses. Mr. Miller has over 25 years of experience in the commodity-driven energy sector, with a background in financial management, strategic planning and the positioning of complex, capital-intensive companies. While the Company may pursue an initial business combination in any industry or sector, it intends to focus on high-potential businesses globally, leveraging the experience and network of the Oceanhawk platform.

 

The Benchmark Company, LLC acted as the sole book-running manager for the offering.

 

A registration statement on Form S-1 relating to these securities has been filed with the Securities and Exchange Commission (“SEC”) and became effective on May 20, 2026. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, 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.

 

About Oceanhawk Acquisition Corp.

 

Oceanhawk Acquisition Corp. is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses. Oceanhawk Acquisition Corp. is sponsored by Oceanhawk Acquisition I Sponsor LLC, an affiliate of Oceanhawk, a private investment firm, and intends to leverage Oceanhawk’s experience, network and operating platform in identifying and evaluating potential business combination opportunities.

 

Forward-Looking Statements

 

This press release includes forward-looking statements. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, including the Company’s search for an initial business combination, are subject to risks and uncertainties, 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 final prospectus for the offering filed with the SEC, any of which could cause actual results to differ from such 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, except as required by law.

 

Contact:

 

Ernest B. Miller

Chief Executive Officer

info@ohac1.com

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Oceanhawk Acquisition Corp. (OHACU) raise in its IPO?

Oceanhawk Acquisition Corp. raised gross proceeds of $160,000,000 in its IPO. It sold 16,000,000 units at $10.00 per unit, each consisting of one Class A ordinary share and one right to receive one-fourth of a Class A ordinary share.

How are Oceanhawk Acquisition Corp. (OHACU) IPO units and securities structured?

Each Oceanhawk unit includes one Class A ordinary share and one right to receive one-fourth of a Class A ordinary share. Four rights convert into one Class A ordinary share upon the initial business combination, with units trading as OHACU and shares and rights expected as OHAC and OHACR.

How much money did Oceanhawk Acquisition Corp. place in its SPAC trust account?

Oceanhawk placed $160,800,000 into a segregated U.S. trust account. This includes $159,200,000 of IPO net proceeds and $1,600,000 from private placement units, with funds reserved for a future business combination or shareholder redemptions under defined conditions.

What private placement did Oceanhawk Acquisition Corp. (OHACU) complete alongside its IPO?

Alongside the IPO, Oceanhawk sold 500,000 private placement units to its sponsor and The Benchmark Company at $10.00 each, raising about $5,000,000. These units mirror the public units but carry transfer restrictions until 30 days after completing an initial business combination.

What is the deadline for Oceanhawk Acquisition Corp. to complete a business combination?

Oceanhawk must complete an initial business combination within 15 months from the IPO closing. This period can extend to 18 months if it signs a business combination agreement within the initial 15 months, after which public shares may be redeemed if no deal closes.

Who leads Oceanhawk Acquisition Corp. (OHACU) and what governance steps were taken?

Oceanhawk is led by CEO Ernest Miller, with six directors appointed to a classified board. Audit and compensation committees were formed, indemnity agreements executed, and an Amended and Restated Memorandum and Articles of Association filed in the Cayman Islands in connection with the IPO.

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