UNITED
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SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 8.01. Other Events
Extension Funding Contribution
On November 21, 2022, INFINT Acquisition Corporation (the “Company”) issued a press release announcing its intention to support the proposal to amend the Company’s Amended and Restated Memorandum and Articles of Association (the “Charter”) to extend the date by which the Company must consummate a business combination (the “Extension”) from November 23, 2022 to March 23, 2023 (the “Extension Proposal”). The purpose of the Extension is to allow the Company more time to complete its previously announced business combination by and among the Company, FINTECH Merger Sub Corp., a Cayman Islands exempted company and a wholly owned subsidiary of INFINT and Seamless Group Inc., a Cayman Islands exempted company (“Seamless”). In order to support this proposal, the Company, INFINT Capital LLC (the “Sponsor”) and Seamless have agreed that, if the proposal is approved, Seamless will deposit (or cause to be deposited) into the trust account for the Extension, the lesser of: (x) $900,000 or (y) $0.18 per share multiplied by the number of public shares that are not redeemed in connection with the extraordinary general meeting on November 22, 2022 (an “Extension Contribution”). The Company expects to consent to the reversal of any previously received redemptions until 2:00 p.m. Eastern Time on Tuesday, November 22, 2022.
The Extension Contribution will be deposited in the trust account on November 22, 2022. In the event the extension is approved by the Company’s shareholders and Seamless does not fund an Extension Contribution, the Company will be required to dissolve and liquidate, unless the Sponsor or its designee deposits additional funds for a three month extension as permitted by the Charter. Pursuant to the terms of the business combination agreement, as amended, Seamless has an obligation to provide such additional funds for a three month extension to the Sponsor.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Cautionary Statement Regarding Forward-Looking Statements
This Form 8-K includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the timing of the Company’s consent to redemption reversals. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside the Company’s control and are difficult to predict. The Company cautions investors not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 99.1 | Press Release issued November 21, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
| INFINT ACQUISITION CORPoration | ||
| By: | /s/ Alexander Edgarov | |
| Name: | Alexander Edgarov | |
| Title: | Chief Executive Officer | |
Date:November 21, 2022
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