Yunhong International (ZGYH)

Filed: 31 Mar 20, 5:04pm





Washington, D.C. 20549






Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): March 31, 2020 (March 31, 2020)



(Exact name of registrant as specified in its charter)


Cayman Islands 001-39226 N/A
(State or other jurisdiction of
incorporation or organization)
 (Commission File Number) (I.R.S. Employer
Identification Number)


4 – 19/F, 126 Zhong Bei,

Wuchang District, Wuhan, China

People’s Republic of China

(Address of principal executive offices) (Zip Code)


Registrant’s telephone number, including area code:  +86 131 4555 5555


Not Applicable

(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 to 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 Class A Ordinary Share, one-half of one Warrant and one Right ZGYHU  The NASDAQ Stock Market LLC
Class A Ordinary Shares, par value $0.001 per share ZGYH The NASDAQ Stock Market LLC
Warrants, each exercisable for one Class A Ordinary Share for $11.50 per share ZGYHW The NASDAQ Stock Market LLC
Rights, each exchangeable into one-tenth of one Class A Ordinary Share ZGYHR 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 x


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


Separate Trading of Class A Ordinary Shares, Warrants and Rights


On March 31, 2020, Yunhong International (the “Company”) announced that the holders of the Company’s units (the “Units”) may elect to separately trade the securities underlying such Units commencing on April 3, 2020. Each Unit consists of one Class A ordinary share, $0.001 par value per share (“Ordinary Share”), one half of one warrant (“Warrant”), each whole warrant exercisable into one Ordinary Share at an exercise price of $11.50 per share, and one right (“Right”) to receive one-tenth of one Ordinary Share upon consummation of the Company’s initial business combination. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Any Units not separated will continue to trade on the NASDAQ Capital Market under the symbol “ZGYHU.” Any underlying Ordinary Shares, Warrants and Rights that are separated are expected to trade on the NASDAQ Capital Market under the symbols “ZGYH,” “ZGYHW” and “ZGYHR,” respectively. Holders of Units will need to have their brokers contact American Stock Transfer & Trust Company LLC, the Company’s transfer agent, in order to separate the holders’ Units into shares of Ordinary Shares, Warrants and Rights.


A copy of the Press Release issued by the Company announcing the separate trading of the securities underlying the Units is attached hereto as Exhibit 99.1.


Item 9.01.     Financial Statements and Exhibits.




99.1Press Release March 31, 2020







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: March 31, 2020


 By:/s/ Patrick Orlando
  Name: Patrick Orlando
  Title:   Chief Executive Officer