UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement
On June 30, 2023, NextGen Retail Inc., a Nevada corporation (the “Buyer”), a wholly-owned subsidiary of Society Pass Incorporated (the “Registrant”), entered into a Securities Purchase Agreement with Story-I Ltd., an Australian corporation (“Story-I Australia”), Story-I Pte Ltd., a Singapore corporation (“Story-I Singapore”), a wholly-owned subsidiary of Story-I Australia, and Michael Chan, to purchase 95% of the outstanding shares (the “Majority Shares”) of PT Inetindo Infocom (the “Company”), an Indonesian company and retail reseller of Apple computers and other electronics in Indonesia. The Company is a direct subsidiary of Story-I Singapore. Story-I Australia is a publicly-listed company on the Australian Stock Exchange.
The consideration for the Majority Shares to be paid to Story-I Australia and Story-I Singapore by the Buyer is AUS$2,787,173, approximately US$1.85 million based on current exchange rates. As a condition precedent to the closing of the purchase of the Majority Shares, Story-I Australia and Story-I Singapore must satisfy all of the conditions imposed by the Australian Stock Exchange, including but not limited to, obtaining the approval of the shareholders of Story-I Australia.
The agreement includes representations, warranties and covenants of the Buyer and the sellers as well as other customary closing conditions. The foregoing summary description of the agreement does not purport to be complete and is qualified in their entirety by the full text of the agreement filed as exhibit to this Current Report on Form 8-K.
Item 8.01 Other Events
On July 7, 2023, SOPA issued a press release announcing the matters described in Item 1.01 of this report, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description of Exhibits |
2.1 | Securities Purchase Agreement, dated June 30, 2023, by and among the Buyer, Story-I Ltd., Story-I Pte Ltd. and Michael Chan. |
99.1 | Press Release, dated July 7, 2023. |
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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.
Society Pass Incorporated | ||
By: | /s/ Dennis Nguyen | |
Name: | Dennis Nguyen | |
Title: | Chief Executive Officer | |
Date: July 7, 2023 |
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