Current Report Filing (8-k)
2022年9月15日 - 2:56AM
Edgar (US Regulatory)
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2022-09-08
2022-09-08
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2022-09-08
2022-09-08
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2022-09-08
2022-09-08
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OXUS:WarrantsEachWholeWarrantExercisableForOneClassOrdinaryShareAtExercisePriceOf11.50Member
2022-09-08
2022-09-08
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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
Date
of report (Date of earliest event reported): September
8, 2022
Oxus
Acquisition Corp.
(Exact name of registrant as specified in its charter)
Cayman
Islands |
|
001-40778 |
|
N/A |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification No.) |
300/26 Dostyk Avenue
Almaty,
Kazakhstan 050020 |
|
050020 |
(Address
of principal executive offices) |
|
(Zip
Code) |
+7(727)355-8021
(Registrant’s telephone number, including area code)
Not
Applicable
(Former name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K 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 class A ordinary share and one Warrant |
|
OXUSU |
|
The
Nasdaq Stock Market LLC |
Class
A ordinary shares, par value $0.0001 per share |
|
OXUS |
|
The
Nasdaq Stock Market LLC |
Warrants,
each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
OXUSW |
|
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 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
1.01 Entry into a Material Definitive Agreement.
The
information discussed under Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On September
8, 2022, Oxus Acquisition Corp. (the “Company”) entered into Promissory Note with the Company’s sponsor, Oxus
Capital PTE. LTD, pursuant to which the Company may borrow up to an aggregate principal amount of
$1,500,000. The Promissory Note is non-interest bearing and due on the date on which the Company consummates its initial business combination.
If the Company completes a business combination, the Company would repay any loaned amounts, without interest, upon consummation of the
business combination. In the event that a business combination does not close, the Company may use a portion of the working capital held
outside the trust account to repay any loaned amounts but no proceeds from the Company’s trust account would be used for such repayment.
The issuance of the Promissory Note was unanimously approved by the Company’s board of directors, including all the members of the
audit committee, on September 6, 2022. As of September 13, 2022, there was no amount outstanding under the Promissory Note.
The
foregoing description of the Promissory Note is qualified in its entirety by reference to the full text of the Promissory Note, a copy
of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Forward-Looking
Statements
This
Current Report on Form 8-K contains forward-looking statements that are based on the Company’s current
expectations, plans, estimates, assumptions, and beliefs that involve numerous risks and uncertainties, as well as those risks set forth
in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31,
2021, as amended or supplemented by the Company’s other filings with the Securities and Exchange Commission. Although these
forward-looking statements reflect management’s belief as to future events, actual events or the Company’s investments and
actual results of operations could differ materially from those expressed or implied in these forward-looking statements. To the extent
that the Company’s assumptions differ from actual results, the Company’s ability to meet such forward-looking statements
may be significantly hindered. You are cautioned not to place undue reliance on any forward-looking statements
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
SIGNATURE
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.
|
oxus
acquisition corp. |
|
|
|
By: |
/s/
Kanat Mynzhanov |
|
Name: |
Kanat
Mynzhanov |
|
Title: |
Chief
Executive Officer |
Date:
September 14, 2022
2
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