Filed pursuant to Rule 424(b)(4)
Registration No. 333-256056
Prospectus Supplement No. 1
(To Prospectus dated December 20, 2021)
$75,000,000
Larkspur Health Acquisition Corp.
7,500,000 Units
This is a supplement (“Prospectus Supplement”) to the prospectus, dated December 20, 2021 (the “Prospectus”) of Larkspur Health Acquisition Corp. (the “Company”), which forms a part of the Company’s Registration Statement on Form S-1 (Registration Nos. 333-256056). Pursuant to the Prospectus, this prospectus supplement relates to the offering 7,500,000 units (“Units”), each Unit consisting of one share of our Class A common stock and three-fourths of one redeemable warrant pursuant to the Prospectus.
This Prospectus Supplement updates and should be read in conjunction with, and delivered with, the Prospectus. To the extent there is a discrepancy between the information contained herein and the information in the Prospectus, the information contained herein supersedes and replaces such conflicting information.
This prospectus supplement consists of the Company’s Current Report on Form 8-K, which was filed with the SEC on February 11, 2022 (the “Current Report”) as set forth below.
This Prospectus Supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus, including any amendments or supplements to it.
Investing in our Common Stock involves a high degree of risk. Before buying any of our Common Stock, you should carefully read the discussion of the material risks of investing in our securities under the heading “Risk Factors” beginning on page 32 of the prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed on the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.
The date of this Prospectus Supplement No. 1 is February 11, 2022.
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
February 11, 2022
Date of Report (Date of earliest event reported)
Larkspur Health Acquisition Corp.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | | 001- 41184 | | 86-2685744 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
100 Somerset Corporate Blvd., 2nd Floor
Bridgewater, New Jersey | | 08807 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (609) 310-0722
N/A
(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 of 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 share of Class A Common Stock and three-fourths of one Redeemable Warrant | | LSPRU | | The Nasdaq Stock Market LLC |
| Class A Common Stock, par value $0.0001 per share | | LSPR | | The Nasdaq Stock Market LLC |
| Redeemable Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share | | LSPRW | | 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☒
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 5.02 Departure of Directors or Principal Officers; Election of Officers; Appointment of Principal Officers
On February 11, 2022, the board of directors (the “Board”) of Larkspur Health Acquisition Corp a Delaware limited liability company (the “Company”) consented to replace Audit Committee Chair Raj Mehra with Gregory Skalicky due to the determination by the Board that Mr. Mehra was not independent under applicable rules and regulations of the SEC and Nasdaq. As allowed under the applicable rules and regulations of the SEC and Nasdaq, the Company intends to phase in compliance with the board majority, audit committee and compensation committee independence requirements prior to the end of the one-year transition period.
SIGNATURES
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: February 11, 2022 | |
| | |
| LARKSPUR HEALTH ACQUISITION CORP. |
| | |
| By: | /s/ Daniel J. O’Connor | |
| Name: | Daniel J. O’Connor | |
| Title: | Chief Executive Officer | |
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