VHAQU Viveon Health Acquisition Corporation (CE)

 

 

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): October 3, 2024

 

Viveon Health Acquisition Corp.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware		001-39827		85-2788202
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

3480 Peachtree Road NE

2nd Floor - Suite #112

Atlanta, Georgia 30326

(Address of Principal Executive Offices and Zip Code)

 

Registrant’s telephone number, including area code: (404) 861-5393

 

(Former name or former address, if changed since last report)

 

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

 

☐	Written communications 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-commencement 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		VHAQU		*
Common Stock		VHAQ		*
Warrants		VHAQW		*
Rights		VHAQR		*

 

* Such securities trade on the OTC Pink Marketplace maintained by the OTC Markets Group, Inc.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 9.01

Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Description
99.1		Press Release
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURES

 

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.

 

	VIVEON HEALTH ACQUISITION CORP.
Date: October 4, 2024	By:	/s/ Jagi Gill
	Name:	Jagi Gill
	Title:	Chief Executive Officer

 

 

Exhibit 99.1

 

Viveon Health Acquisition Corp. Announces Liquidation of Trust Account

 

ATLANTA, Oct 4, 2024 – Viveon Health Acquisition Corp. (OTC: VHAQ, VHAQU) (the “Company”), today announced that it will redeem all of its outstanding shares of Class A common stock initially issued as part of the units sold in its initial public offering (the “Public Shares”), effective as of September 30, 2024, because the Company will not consummate an initial business combination within the time period required by its amended and restated certificate of incorporation.

 

In order to provide for the disbursement of funds from the trust account, the Company will instruct the trustee of the trust account to take all necessary actions to liquidate the trust account. The proceeds of the trust account will be held in a non-interest bearing account while awaiting disbursement to the holders of the Public Shares. Record holders may redeem their Public Shares for their pro rata portion of the proceeds of the trust account upon presentation of their respective share or unit certificates or other delivery of their Public Shares or units to Continental Stock Transfer & Trust Company, the Company’s transfer agent.

 

There will be no redemption rights or liquidating distributions with respect to the Company’s warrants. The Company’s sponsor, officers, and directors have waived their redemption rights with respect to the shares of common stock issued to them prior to the Company’s initial public offering.

 

Forward Looking-Statements

 

This press release may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this press release are forward- looking statements, including, without limitation, the redemption of the Public Shares, the per-share redemption price, and the delisting of the Company’s securities from Nasdaq. When used in this press release, words such as “will,” “expect,” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Forward-looking statements are subject to risks and uncertainties, many of which are diicult to predict and generally beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s latest Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the SEC. The forward-looking statements speak only as of the date such statements were made. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Contact

 

Rom Papadopoulos

rom@viveonhealth.com

 

 

v3.24.3

Cover	Oct. 03, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 03, 2024
Entity File Number	001-39827
Entity Registrant Name	Viveon Health Acquisition Corp.
Entity Central Index Key	0001823857
Entity Tax Identification Number	85-2788202
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	3480 Peachtree Road NE
Entity Address, Address Line Two	2nd Floor - Suite #112
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30326
City Area Code	(404)
Local Phone Number	861-5393
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Units
Title of 12(b) Security	Units
Trading Symbol	VHAQU
Common Stock [Member]
Title of 12(b) Security	Common Stock
Trading Symbol	VHAQ
Warrants
Title of 12(b) Security	Warrants
Trading Symbol	VHAQW
Rights [Member]
Title of 12(b) Security	Rights
Trading Symbol	VHAQR

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