false 0001840425 0001840425 2025-02-14 2025-02-14 0001840425 BLAC:UnitsEachConsistingOfOneShareOfCommonStockOneRedeemableWarrantAndOneRightMember 2025-02-14 2025-02-14 0001840425 BLAC:CommonStockParValue0.0001PerShareMember 2025-02-14 2025-02-14 0001840425 BLAC:RedeemableWarrantsExercisableForSharesOfCommonStockAtExercisePriceOf11.50PerShareMember 2025-02-14 2025-02-14 0001840425 BLAC:RightToReceiveOnetenth110OfOneShareOfCommonStockMember 2025-02-14 2025-02-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): February 14, 2025

 

OSR HOLDINGS, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-41390   84-5052822
(State or Other Jurisdiction   (Commission File Number)   (IRS Employer
of Incorporation)       Identification No.)

 

10900 NE 4th Street, Suite 2300, Bellevue, WA   98004
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code (425) 635-7700

 

BELLEVUE LIFE SCIENCES ACQUISITION CORP.
(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, each consisting of one share of common stock, one redeemable warrant and one right   BLACU   The Nasdaq Stock Market LLC
Common stock, par value $0.0001 per share   BLAC   The Nasdaq Stock Market LLC
Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share   BLACW   The Nasdaq Stock Market LLC
Right to receive one-tenth (1/10) of one share of common stock   BLACR   The Nasdaq Stock Market LLC

 

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

 

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 8.01 Other Events.

 

Closing of Business Combination

 

On February 14, 2025, OSR Holdings, Inc., formerly known as Bellevue Life Sciences Acquisition Corp., issued a press release announcing the closing of its previously announced business combination with OSR Holdings Co., Ltd., a corporation organized under the laws of the Republic of Korea. A copy of the press release is attached as Exhibit 99.1 hereto.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press Release, dated February 14, 2025
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1

 

 

SIGNATURE

 

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.

 

Dated: February 14, 2025

 

  OSR HOLDINGS, INC.
   
  By: /s/ Kuk Hyoun Hwang
    Name:  Kuk Hyoun Hwang
    Title: Chief Executive Officer

 

 

2