SCHEDULE 13G: TD Securities (USA) LLC Discloses 5.5% Stake in Horizon Space Acquisition II Corp. Following Cowen Merger

Sentiment:

Beneficial Ownership Disclosure


TD Securities (USA) LLC has reported beneficial ownership of 5.5% of Horizon Space Acquisition II Corp.'s ordinary shares, acquiring the stake through its merger with Cowen and Company, LLC.

Summary

  • TD Securities (USA) LLC (TDS) has filed a Schedule 13G, disclosing beneficial ownership of 433,813 ordinary shares of Horizon Space Acquisition II Corp.
  • This stake represents 5.5% of the issuer's outstanding ordinary shares.
  • The acquisition of these shares by TDS is a result of its merger with Cowen and Company, LLC (Cowen), which became effective on December 9, 2024.
  • The shares were previously owned by Cowen and Company, LLC.
  • The filing indicates that TDS holds sole voting and sole dispositive power over these 433,813 shares.
  • The filing is jointly made by TDS, Cowen, Toronto Dominion Holdings USA Inc. (TDH), TD Group US Holdings LLC (TD GUS), and Toronto Dominion Bank (TD Bank), reflecting the corporate structure where TDH is the sole owner of TDS, TD GUS is the sole owner of TDH, and TD Bank is the sole owner of TD GUS.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership following a merger, with no inherent positive or negative sentiment regarding the issuer's performance or outlook.

Positives

  • NA

Negatives

  • NA

Risks

  • NA

Future Outlook

This document is a disclosure of beneficial ownership and does not contain forward-looking statements or guidance regarding the issuer's future performance or strategic direction.

Management Comments

  • Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.
  • Each of TDH, TD GUS and TD Bank disclaims ownership of the shares reported herein except to the extent of its pecuniary interest therein.

Industry Context

This Schedule 13G filing reflects a change in institutional ownership of Horizon Space Acquisition II Corp. following a merger within the financial services sector. Such filings are standard disclosures required by the SEC when an entity acquires beneficial ownership exceeding 5% of a company's outstanding shares, providing transparency on significant shareholder positions. This specific filing highlights the integration of Cowen and Company, LLC's assets into TD Securities (USA) LLC's portfolio.

Comparison to Industry Standards

  • NA

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Beneficial Owner of SharesCowen and Company, LLCTD Securities (USA) LLC2024-12-09Merger of TD Securities (USA) LLC as successor in interest to Cowen and Company, LLC.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
NAThis document does not contain information about changes in bylaws, committees, policies, or procedures of Horizon Space Acquisition II Corp.NANA

Legal Proceedings

  • NA

Related Party Transactions

  • NA

Stakeholder Impact

  • Shareholders: Provides transparency regarding a significant institutional holder's stake, which was acquired through a corporate merger rather than open market purchases, indicating a change in the institutional ownership structure.
  • Investors: Informs the market about the beneficial ownership structure of Horizon Space Acquisition II Corp., which can be relevant for understanding institutional interest and stability of the shareholder base.

Next Steps

  • NA

Key Dates

DateDescription
2024-12-09Effective date of the merger between TD Securities (USA) LLC and Cowen and Company, LLC, leading to the transfer of beneficial ownership.
2024-12-31Date of event which required the filing of this Schedule 13G statement.
2025-02-11Date the Schedule 13G statement was signed and filed.

Keywords

Beneficial Ownership, Schedule 13G, Horizon Space Acquisition II Corp., TD Securities (USA) LLC, Cowen and Company, LLC, Merger, Ordinary Shares, SEC Filing, Institutional Ownership

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