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*
Xu Peixin

(Last) (First) (Middle)
609-610 21ST CENTURY TOWER, NO.40
LIANGMAQIAO ROAD, CHAOYANG DISTRICT

(Street)
BEIJING, F4 10016

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/19/2017
3. Issuer Name and Ticker or Trading Symbol
Bison Capital Acquisition Corp [ BCACU ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President
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, no par value 1,480,225(1)(2)(3)(4) I See Footnote(5)
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
Rights (4) (4) Ordinary Shares 363,500(3)(4) (4) I See Footnote(5)
Warrants (4) (4) Ordinary Shares 181,250(3)(4) $11.5 I See Footnote(5)
Explanation of Responses:
1. These shares represent founder shares as described in footnote (2) below and the ordinary shares included in the private units as described in footnote (3) &(4) below.
2. Founder shares represent 1,117,725 ordinary shares of Bison Capital Acquisition Corp., a British Virgin Islands company (the "Company"), held by Bison Capital Holding Company Limited, a Cayman Islands company (the "Bison Capital"), acquired pursuant to a certain Securities Purchase Agreement dated as of December 20, 2016 by and between Bison Capital and the Company, among which, shares include an aggregate of up to 146,475 shares that are subject to forfeiture to the extent that the underwriter's overallotment option in the Company's initial public offering is not fully exercised;
3. Bison Capital acquired 362,500 units of the Company at $10.00 per unit, with each unit consisting of one share, one right and one-half of one warrant pursuant to an amended and restated unit subscription agreement dated June 19, 2017, between the Company and Bison Capital (the "Unit Subscription Agreement").
4. Pursuant to the Unit Subscription Agreement, each unit consists of one share, one right and one-half of one warrant. Each right entitles the holder to receive one-tenth of one share upon consummation of the Company's initial business combination, expiring at the 5th anniversary of the business combination. Each whole warrant entitles the holder to one Ordinary Share exercisable at $11.50 per share, expiring at the 5th anniversary of the business combination.
5. Mr. Peixin Xu holds 20% ownership of Bison Capital and his spouse, Ms. Fengyun Jiang, holds 80% ownership of Bison Capital. With Ms. Jiang, Mr. Xu jointly and indirectly control 1,480,225 ordinary shares of the Company through his joint and direct ownership of Bison Capital.
/s/ Peixin Xu 06/20/2017
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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