SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Horizon Space Acquisition I Sponsor Corp.

(Last) (First) (Middle)
I/C/O HORIZON SPACE ACQUISITION CORP.
1412 BROADWAY, 21ST FLOOR, SUITE 21V

(Street)
NEW YORK NY 10018

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/21/2022
3. Issuer Name and Ticker or Trading Symbol
Horizon Space Acquisition I Corp. [ HSPO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Share 2,092,750(1)(2)(3) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Private Warrants (4) (4) Ordinary Shares 385,750(3) $11.5 D
Private Rights (5) (5) Ordinary Shares 385,750(3) $0 D
Explanation of Responses:
1. Assuming the over-allotment option is exercised by the underwriters of the IPO of Horizon Space Acquisition I Corp. (the "Issuer") in full within 45 days of the offering, Mr. Mingyu Li may be deemed to beneficially own 2,092,750 ordinary shares of the Issuer held by Horizon Space Acquisition I Sponsor Corp. (the "Sponsor").
2. The Sponsor is the record holder of the shares reported herein. Mr. Li is the sole director and sole shareholder of the Sponsor. As such, Mr. Li may be deemed to have beneficial ownership of the ordinary shares held directly by the Sponsor.
3. Including (i) 1,707,000 ordinary shares of the Issuer acquired by the Sponsor prior to the IPO and (ii) 385,750 ordinary shares of the Issuer underlying the private units ("Private Units") to be acquired by the Sponsor in a private placement simultaneously with the consummation of the IPO. Each Private Units consists of one ordinary share, one warrant and one right. The amount of shares reported includes up to 258,750 ordinary shares subject to forfeiture to the extent that the over-allotment option by the underwriters is not exercised in full or in part.
4. As described in the Warrant Agreement, dated December 21, 2022, between the Issuer and Continental Stock Transfer & Trust Company, LLC ("CST"), and filed as Exhibit 4.5 to the Issuer's Registration Statement on Form S-1 (File No. 333-268578), the private warrants may be exercised during the period (a) commencing on the later of: (i) the date of the consummation by the Company of a business combination (described in the Registration Statement), and (ii) 12 months from the effective date of the Registration Statement, and (b) terminating at 5:00 p.m., ET on the earlier to occur of (i) the date that is 5 years after the date on which the Company consummates a business combination, (ii) the Redemption Date as provided in Section 6.2 therein and (iii) the liquidation of the Issuer (as described in the Registration Statement).
5. As described in the Right Agreement dated December 12, 2022, between the Issuer and CST, and filed as Exhibit 4.6 to the Registration Statement, the private rights will automatically convert into 1/10 of one ordinary share upon the completion of the business combination.
Remarks:
/s/ Mingyu Li Director of Horizon Space Acquisition I Sponsor Corp. 12/21/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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