FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Borqs Technologies, Inc. [ BRQS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/20/2015 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Ordinary Shares | 08/18/2017 | P | 966,136(1) | A | $10.4 | 2,461,307 | D | |||
Ordinary Shares | 08/18/2017 | C | 49,767(3) | A | $0(3) | 2,511,074 | D | |||
Ordinary Shares | 08/18/2017 | J | 2,278,776(4) | A | $0(4) | 4,789,850 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant(2) | $12 | 10/20/2015 | P | 497,671 | 08/18/2017 | 08/18/2022 | Ordinary Shares | 248,836 | $10 | 497,671 | D | ||||
Right to receive Ordinary Shares(3) | (3) | 10/20/2015 | P | 497,671 | (3) | (3) | Ordinary Shares | 49,767 | $10(3) | 497,671 | D | ||||
Right to receive Ordinary Shares(3) | (3) | 08/18/2017 | C | 497,671 | (3) | (3) | Ordinary Shares | 49,767 | $0(3) | 0 | D |
Explanation of Responses: |
1. Represents ordinary shares purchased in a private placement in connection with the Business Combination. |
2. On October 20, 2015, the Reporting Person acquired an aggregate of 497,671 units in a private placement consummated simultaneously with the consummation of the Issuer's initial public offering (the "IPO"), at a price of $10.00 per unit. Each unit consisted of one ordinary share, one right to receive one-tenth of one ordinary share upon consummation of the Issuer's initial business combination, and one warrant to purchase one-half of one ordinary share at an exercise price of $12.00 per full share. The warrants did not become exercisable until the consummation of the Business Combination. None of such warrants have been exercised as of the date of this filing. |
3. Upon the closing of the Business Combination, 497,671 units purchased by the Reporting Person in a private placement consummated simultaneously with the Issuer's IPO automatically separated into their component ordinary shares, warrants to purchase one-half of one ordinary share, and rights to receive one-tenth of an ordinary share. The resulting 497,671 rights were converted into 49,767 ordinary shares. |
4. In connection with the Business Combination, the Reporting Person received 2,278,776 ordinary shares, which shares are currently being held in escrow and subject to forfeiture in the event that the Issuer meets certain earn-out conditions during the period of July 1, 2017 to June 30, 2018. |
Remarks: |
Effective August 18, 2017, Pacific Special Acquisition Corp. (the "Issuer") changed its name to Borqs Technologies, Inc. [Nasdaq: BRQS] in connection with the consummation of its initial business combination with Borqs International Holding Corp. on August 18, 2017 (the "Business Combination"). |
Zhengqi International Holding Ltd, By: /s/ Zhouhong Peng | 08/22/2017 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |