0001213900-17-009114.txt : 20170822 0001213900-17-009114.hdr.sgml : 20170822 20170822215932 ACCESSION NUMBER: 0001213900-17-009114 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151020 FILED AS OF DATE: 20170822 DATE AS OF CHANGE: 20170822 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zhengqi International Holding Ltd CENTRAL INDEX KEY: 0001654923 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37593 FILM NUMBER: 171046128 BUSINESS ADDRESS: STREET 1: 40 WALL STREET STREET 2: 28TH FL CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 646-512-5674 MAIL ADDRESS: STREET 1: 40 WALL STREET STREET 2: 28TH FL CITY: NEW YORK STATE: NY ZIP: 10005 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Borqs Technologies, Inc. CENTRAL INDEX KEY: 0001650575 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: D8 FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 855 PUDONG SOUTH ROAD STREET 2: THE WORLD PLAZA, 27TH FLOOR CITY: PUDONG, SHANGHAI STATE: F4 ZIP: 200120 BUSINESS PHONE: 86 21-61376584 MAIL ADDRESS: STREET 1: 855 PUDONG SOUTH ROAD STREET 2: THE WORLD PLAZA, 27TH FLOOR CITY: PUDONG, SHANGHAI STATE: F4 ZIP: 200120 FORMER COMPANY: FORMER CONFORMED NAME: Pacific Special Acquisition Corp. DATE OF NAME CHANGE: 20150810 4 1 f4081817zhengqi_borqs.xml OWNERSHIP DOCUMENT X0306 4 2015-10-20 0 0001650575 Borqs Technologies, Inc. BRQS 0001654923 Zhengqi International Holding Ltd 855 PUDONG SOUTH ROAD, THE WORLD PLAZA, 27TH FLOOR, PUDONG SHANGHAI F4 200120 CHINA 0 0 1 0 Ordinary Shares 2017-08-18 4 P 0 966136 10.40 A 2461307 D Ordinary Shares 2017-08-18 4 C 0 49767 0 A 2511074 D Ordinary Shares 2017-08-18 4 J 0 2278776 0 A 4789850 D Warrant 12.00 2015-10-20 4 P 0 497671 10.00 A 2017-08-18 2022-08-18 Ordinary Shares 248836 497671 D Right to receive Ordinary Shares 2015-10-20 4 P 0 497671 10 A Ordinary Shares 49767 497671 D Right to receive Ordinary Shares 2017-08-18 4 C 0 497671 0 D Ordinary Shares 49767 0 D Represents ordinary shares purchased in a private placement in connection with the Business Combination. 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. 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. 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. 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 2017-08-22