New Horizon Aircraft Ltd. — fact timeline

New Horizon Aircraft Ltd. entered into Placement Agency Agreement with Titan Partners Group LLC, a division of American Capital Partners, LLC (effective 2026-05-26).

“In connection with the Offering, the Company entered into a Placement Agency Agreement, dated as of May 26, 2026, with Titan Partners Group LLC, a division of American Capital Partners, LLC (the “Placement Agent”), pursuant to which the Placement Agent agreed to serve as the sole placement agent for the issuance and sale of the Securities pursuant to the Purchase Agreements.”

New Horizon Aircraft Ltd. entered into Purchase Agreements with certain institutional investors valued at aggregate gross proceeds to the Company from the Offering of approximately $25.0 million (effective 2026-05-26).

“On May 26, 2026, New Horizon Aircraft Ltd. (the “Company”) entered into Securities Purchase Agreements (the “Purchase Agreements”) with certain institutional investors, pursuant to which the Company agreed to sell and issue, in a registered direct offering (the “Offering”) an aggregate of (i) 5,385,646 our Class A ordinary shares, without par value (the “Shares”, and each Class A ordinary share with no par value in the authorized share structure of the Company, a “Common Share”) and (ii) pre-funded warrants (the “Pre-Funded Warrants”, and together with the Shares, the “Securities”) to purchase 4,574,514 Common Shares (such Common Shares, the “Pre-Funded Warrant Shares”).”

New Horizon Aircraft Ltd. entered into Purchase Agreements with certain institutional investors valued at aggregate gross proceeds ... of approximately $19.9 million (effective 2026-05-06).

“On May 6, 2026, New Horizon Aircraft Ltd. (the “Company”) entered into Securities Purchase Agreements (the “Purchase Agreements”) with certain institutional investors, pursuant to which the Company agreed to sell and issue, in a registered direct offering (the “Offering”) an aggregate of 9,254,889 our Class A ordinary shares, without par value (the “Shares", and each Class A ordinary share with no par value in the authorized share structure of the Company, a “Common Share”). The offering price per Share is $2.15, for aggregate gross proceeds to the Company from the Offering of approximately $19.9 million”

New Horizon Aircraft Ltd. received a nasdaq compliance regained notice regarding stockholders equity (rules 5550(b)(1)).

“January 24, 2025, the Company received a letter from the Nasdaq Office of General Counsel confirming the decision of the Panel that the Company had regained compliance with the Continued Listing Standards by demonstratin”

New Horizon Aircraft Ltd.: Amended Articles to attach special rights/restrictions to Common Shares and create Preferred Shares; subsequent amendment created Series A Preferred Shares (effective 2024-12-18).

“to alter (the “First Alteration”) the Authorized Share Structure and Articles to: (1) create and attach to the Common Shares the special rights or restrictions summarized hereafter, and (2) create an unlimited number of preferred shares, issuable in series, and to attach special rights or restrictions as summarized hereafter (the “Preferred Shares”).”

New Horizon Aircraft Ltd. reported that prior financial statements should not be relied upon.

“On April 19, 2024, the Audit Committee of the Board of Directors of the Company, concluded that the Company’s previously issued audited financial statements for the year ended May 31, 2023, and unaudited interim financial statements for the period ended August 31, 2023 (collectively, the “Non-Reliance Periods”), as reported in the Company’s Current Report on Form 8-K, filed on January 19, 2024, should no longer be relied upon.”

New Horizon Aircraft Ltd. engaged MNP LLP as its auditor.

“approved the engagement of MNP LLP (“MNP”) as the Company’s independent registered public accounting firm for the Company’s fiscal year ended May 31, 2024, effective April 3, 2024.”

New Horizon Aircraft Ltd. amended FPA Amendment with Meteora Capital Partners, LP, Meteora Select Trading Opportunities Master, LP and Meteora Strategic Capital, LLC (effective 2024-02-14).

“On February 14, 2024, New Horizon Aircraft Ltd., a British Columbia company (the “ Company ”) entered into a forward purchase agreement confirmation amendment (the “ FPA Amendment ”) with (i) Meteora Capital Partners, LP (“ MCP ”) (ii) Meteora Select Trading Opportunities Master, LP (“ MSTO ”) and (iii) Meteora Strategic Capital, LLC (“ MSC ”) (with MCP, MSTO and MSC collectively as “ Seller ”) for purposes of amending the previously disclosed OTC Equity Prepaid Forward Transaction, dated as of August 15, 2023 (the “ Forward Purchase Agreement ”).”

New Horizon Aircraft Ltd.: Pono ceased being a shell company as a result of the Business Combination.

“As a result of the Business Combination, Pono ceased being a shell company.”

New Horizon Aircraft Ltd.: Board approved changing fiscal year end from December 31st to May 31st (effective 2024-01-18).

“On January 18, 2024, the Board approved a change in fiscal year end of New Horizon from December 31st to May 31st.”

New Horizon Aircraft Ltd.: Pono adopted the Articles of post-combination New Horizon effective as of the Closing Date.

“the shareholders of Pono approved the Articles of post-combination New Horizon (as defined below) at the Special Meeting. In connection with the Closing, Pono adopted the Articles effective as of the Closing Date.”

New Horizon Aircraft Ltd. underwent a change of control involving Horizon Aircraft (Robinson Aircraft, Ltd. d/b/a Horizon Aircraft) for Exchange Consideration was approximately $99 million (closed 2024-01-12).

“by reference. Pursuant to the terms of the BCA, the total consideration for the Business Combination and related transactions (the “ Exchange Consideration ”) was approximately $99 million. In connection with the Special Meeting, holders of 9,852,558 Pono Class A ordinary shares sold in its initial public offering exercised their right to redeem those shares for”

New Horizon Aircraft Ltd.: The company's articles were amended upon completion of the SPAC continuance from the Cayman Islands to British Columbia, adopting the post-continuance Pono Articles (effective 2024-01-11).

“On January 11, 2024, the Company completed the SPAC Continuance and in connection therewith, effected the new articles of Pono (the “post-continuance Pono Articles”) under the laws of British Columbia.”

New Horizon Aircraft Ltd. shareholders approved Nasdaq Proposal at the 2024-01-04 meeting.

“Proposal No. 5 — The Nasdaq Proposal — The approval of the Nasdaq Proposal required the affirmative vote of a majority of the votes cast by holders of Pono’s ordinary shares present in person or represented by proxy and entitled to vote at the Meeting. The following is a tabulation of the votes with respect to this proposal, which was approved by Pono’s shareholders: For Against Abstain Broker Non-Votes 12,361,511 1,142,4”

New Horizon Aircraft Ltd. shareholders approved Incentive Plan Proposal at the 2024-01-04 meeting.

“Proposal No. 4 — The Incentive Plan Proposal — The approval of the Incentive Plan Proposal required the affirmative vote of a majority of the votes cast by holders of Pono’s ordinary shares present in person or represented by proxy and entitled to vote at the Meeting. The following is a tabulation of the votes with respect to this proposal, which was approved by Pono’s shareholders: For Against Abstain Broker Non-Votes 12,082,013 1,421,934 359,328 n/a”

New Horizon Aircraft Ltd. shareholders approved Set nomination deadline for directors at the 2024-01-04 meeting.

“(G) A proposal to provide that shareholder nominations for the board of directors must be given not less than 30 nor more than 65 days prior to the date of the annual meeting of shareholders, consistent with common practices for British Columbia companies: For Against Abstain Broker Non-Votes 12,301,699 1,202,248 359,328 n/a”

New Horizon Aircraft Ltd. shareholders approved Allow removal of directors by 3/4 vote at the 2024-01-04 meeting.

“(F) A proposal to provide that shareholders may remove a director by resolution of not less than 3⁄4 of the votes entitled to vote thereon: For Against Abstain Broker Non-Votes 12,301,699 1,202,248 359,328 n/a”

New Horizon Aircraft Ltd. shareholders approved Change quorum requirement to 33 1/3% at the 2024-01-04 meeting.

“(E) A proposal to provide that the quorum required for shareholder meetings is a minimum of 33 1⁄3% of shares entitled to vote thereon, consistent with common practices for British Columbia companies: For Against Abstain Broker Non-Votes 12,581,196 922,751 359,328 n/a”

New Horizon Aircraft Ltd. shareholders approved Authorize unlimited Class A and Class B ordinary shares at the 2024-01-04 meeting.

“(D) A proposal to authorize an unlimited number of Class A ordinary shares without par value and Class B ordinary shares without par value consistent with common practices for British Columbia companies: For Against Abstain Broker Non-Votes 12,581,196 922,751 359,328 n/a”

New Horizon Aircraft Ltd. shareholders approved Remove ability to issue preferred shares at the 2024-01-04 meeting.

“(C) A proposal to remove Pono’s ability to issue preferred shares consistent with common practices for British Columbia companies: For Against Abstain Broker Non-Votes 12,581,196 922,751 359,328 n/a”

New Horizon Aircraft Ltd. shareholders approved Remove and change certain provisions related to SPAC status at the 2024-01-04 meeting.

“(B) A proposal to remove and change certain provisions in the Pono Charter related to Pono’s status as a special purpose acquisition company: For Against Abstain Broker Non-Votes 12,581,196 922,751 359,328 n/a”

New Horizon Aircraft Ltd. shareholders approved Change company name to New Horizon Aircraft Ltd. at the 2024-01-04 meeting.

“(A) A proposal to change the name of Pono from “Pono Capital Three, Inc.” to “New Horizon Aircraft Ltd.”: For Against Abstain Broker Non-Votes 12,581,196 922,751 359,328 n/a”

New Horizon Aircraft Ltd. shareholders approved Business Combination Proposal at the 2024-01-04 meeting.

“Proposal No. 2 — The Business Combination Proposal — The approval of the Business Combination Proposal required the affirmative vote of a majority of the votes cast by holders of Pono’s ordinary shares present in person or represented by proxy and entitled to vote at the Meeting. The following is a tabulation of the votes with respect to this proposal, which was approved by Pono’s shareholders: For Against Abstain Broker Non-Votes 12,842,335 922,751 98,189 n/a”

New Horizon Aircraft Ltd. shareholders approved SPAC Continuance Proposal at the 2024-01-04 meeting.

“Proposal No. 1 — The SPAC Continuance Proposal — The approval of the SPAC Continuance Proposal required the affirmative vote of 66 2/3% of the votes cast by holders of Pono’s ordinary shares present in person or represented by proxy and entitled to vote at the Meeting. The following is a tabulation of the votes with respect to this proposal, which was approved by Pono’s shareholders: For Against Abstain Broker Non-Votes 12,361,511 1,142,436 359,328 n/a”