0001193125-22-036550.txt : 20220211 0001193125-22-036550.hdr.sgml : 20220211 20220211134051 ACCESSION NUMBER: 0001193125-22-036550 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220211 DATE AS OF CHANGE: 20220211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Healthcare AI Acquisition Corp. CENTRAL INDEX KEY: 0001848861 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-93166 FILM NUMBER: 22619083 BUSINESS ADDRESS: STREET 1: 7 STANLEY GARDENS CITY: LONDON STATE: X0 ZIP: W112ND BUSINESS PHONE: 447958369725 MAIL ADDRESS: STREET 1: 7 STANLEY GARDENS CITY: LONDON STATE: X0 ZIP: W112ND FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Healthcare AI Acquisition LLC CENTRAL INDEX KEY: 0001848867 IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 7 STANLEY GARDENS CITY: LONDON STATE: X0 ZIP: W112ND BUSINESS PHONE: 447958369725 MAIL ADDRESS: STREET 1: 7 STANLEY GARDENS CITY: LONDON STATE: X0 ZIP: W112ND SC 13G 1 d212411dsc13g.htm SC 13G SC 13G

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.     )*

 

 

Healthcare AI Acquisition Corp.

(Name of Issuer)

Class A Ordinary Shares

(Title of Class of Securities)

G4373K109

(CUSIP Number)

December 31, 2021

(Date of Event Which Requires Filing of this Statement)

 

 

Check the Appropriate Box to Designate the Rule Pursuant to Which this Schedule Is Filed:

 

  ☐

Rule 13d–1(b)

 

  ☐

Rule 13d-1(c)

 

  ☒

Rule 13d–1(d)

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

  1.    

  Names of Reporting Persons

 

  Healthcare AI Acquisition, LLC

  2.  

  Check The Appropriate Box if a Member of a Group (See Instructions)

 

  (a)  ☐        (b)  ☐

 

  3.  

  SEC Use Only

 

  4.  

  Citizenship or Place of Organization

 

  Cayman Islands

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

    5.    

  Sole Voting Power

 

  16,415,560(1)

   6.  

  Shared Voting Power

 

  0

   7.  

  Sole Dispositive Power

 

  16,415,560(1)

   8.  

  Shared Dispositive Power

 

  0

  9.    

  Aggregate Amount Beneficially Owned by Each Reporting Person

 

  16,415,560(1)

10.  

  Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

 

  ☐

11.  

  Percent of Class Represented By Amount in Row (9)

 

  43.22%(2)

12.  

  Type of Reporting Person (See Instructions)

 

  PN

 

(1)

Represents 16,415,560 Class A ordinary shares acquirable in respect of (i) 5,290,600 Class B ordinary shares, par value $0.0001 per share (“Class B Shares”), convertible one-for-one into the Issuer’s Class A ordinary shares at the time of the Issuer’s initial business combination or earlier at the option of the holder and (ii) 11,124,960 private placement warrants to acquire Class A ordinary shares upon payment of $11.50 per share (“Private Placement Warrants”), commencing 30 days after completion of the Issuer’s initial business combination.

(2)

Calculated based on (i) 21,562,401 Class A shares, outstanding as of December 15, 2021 as disclosed in the Issuer’s 8-K, filed on December 15, 2021 and (ii) 16,415,560 Class A ordinary shares issuable in connection with the conversion or exercise of the 5,290,600 Class B Shares and the 11,124,960 Private Placement Warrants beneficially owned by the reporting person.

Item 1(a).

Name of Issuer

Healthcare AI Acquisition Corp. (the “Issuer”)

 

Item 1(b).

Address of the Issuer’s Principal Executive Offices

190 Elgin Avenue

George Town, Cayman Islands KY1-9008

 

Item 2(a).

Names of Persons Filing

This statement is filed by Healthcare AI Acquisition, LLC, referred to herein as the “Reporting Person”:

 

Item 2(b).

Address of the Principal Business Office, or if none, Residence:

190 Elgin Avenue

George Town, Cayman Islands KY1-9008

 

Item 2(c).

Citizenship

See response to Item 4 on the cover page.

 

Item 2(d).

Title of Class of Securities

Class A Ordinary Shares

 

Item 2(e).

CUSIP Number

G4373K109

 

Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):

Not Applicable.

 

Item 4.

Ownership

 

  (a)

Amount beneficially owned:

See response to Item 9 on the cover page.

 

  (b)

Percent of Class:

See response to Item 11 on the cover page.

 

  (c)

Number of shares as to which the Reporting Person has:

 

  (i)

Sole power to vote or to direct the vote:

See response to Item 5 on the cover page.

 

  (ii)

Shared power to vote or to direct the vote:

See response to Item 6 on the cover page.

 

  (iii)

Sole power to dispose or to direct the disposition of:

See response to Item 7 on the cover page.

 

  (iv)

Shared power to dispose or to direct the disposition of:

See response to Item 8 on the cover page.

The reported securities are held directly by Healthcare AI Acquisition, LLC (the “Sponsor”). The Sponsor is governed by a four-member board of managers composed of Simon Cottle, Patrick Hargutt, Roger Priaulx and Dawn Howe. Each manager has one vote, and the approval of a majority of the managers is required to approve an action of the Sponsor. As such, each manager disclaims beneficial ownership of the reported securities. The filing of this Statement shall not be construed as an admission that the Reporting Person or any of the managers is, for the purpose of Section 13(d) or 13(g) of the Exchange Act, the beneficial owner of any securities covered by this Statement.

 

Item 5.

Ownership of Five Percent or Less of a Class

Not Applicable.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not Applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company

Not Applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not Applicable.

 

Item 9.

Notice of Dissolution of Group

Not Applicable.

 

Item 10.

Certification

Not Applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 11, 2022

 

Healthcare AI Acquisition, LLC

By:

  

Patrick Hargutt

      

  

Name: Patrick Hargutt

      

  

Title: Member