SEC Form 4 · accession 0001213900-17-006914
Bison Capital Acquisition Corp. · BCAC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peixin Xu
Officer — President · Director · 10% Owner
Period of report
Jun 28, 2017
Accepted (ET)
Jun 28, 2017 · 5:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001697805
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary share, no par valueF1,F3 | Jun 28, 2017 | P$0 | 39,375 | — | A | 1,519,600 | I | (3) See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| RightsF1,F3,F2 | $0.00 | Jun 28, 2017 | P | 39,375 | A | — | — | Ordinary share | 3,937 | 401,875 | I |
| WarrantsF1,F3,F2 | $11.50 | Jun 28, 2017 | P | 19,688 | A | — | — | Ordinary share | 19,688 | 200,938 | I |
Explanation of responses
- F1In connection with the exercise of the over-allotment option in full on June 28, 2017, Bison Capital Holding Company Limited, a Cayman Islands company ("Bison Capital"), purchased 39,375 units of Bison Capital Acquisition Corp., a British Islands company (the "Company"), at a price of $10.00 per unit, pursuant to certain amended and restated unit subscription agreement dated June 19, 2017 between the Company and Bison Capital (the "Unit Subscription Agreement").
- F2Pursuant 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.
- F3Mr. 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 1,519,600 ordinary shares of the Company through his joint and direct ownership of Bison Capital.