TenX Keane Acquisition Signs Material Definitive Agreement
Ticker: CTOR · Form: 8-K · Filed: Jul 19, 2024 · CIK: 1851484
Sentiment: neutral
Topics: definitive-agreement, business-combination
TL;DR
TenX Keane Acquisition just signed a big deal, could be a merger!
AI Summary
On July 17, 2024, TenX Keane Acquisition entered into a material definitive agreement related to its business combination. The company, incorporated in the Cayman Islands, filed this 8-K report to disclose this significant event.
Why It Matters
This filing indicates a significant step forward in TenX Keane Acquisition's business strategy, potentially leading to a merger or acquisition that could impact its shareholders and market position.
Risk Assessment
Risk Level: medium — Material definitive agreements can be complex and their successful execution is not guaranteed, introducing a moderate level of risk.
Key Players & Entities
- TenX Keane Acquisition (company) — Registrant
- July 17, 2024 (date) — Date of earliest event reported
- Cayman Islands (jurisdiction) — State of incorporation
FAQ
What type of material definitive agreement did TenX Keane Acquisition enter into?
The filing states that TenX Keane Acquisition entered into a material definitive agreement, but the specific details of the agreement are not provided in this excerpt.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on July 17, 2024.
What is the standard industrial classification for TenX Keane Acquisition?
The standard industrial classification for TenX Keane Acquisition is Pharmaceutical Preparations [2834].
Where is TenX Keane Acquisition incorporated?
TenX Keane Acquisition is incorporated in the Cayman Islands.
What is the SEC file number for TenX Keane Acquisition?
The SEC file number for TenX Keane Acquisition is 001-41534.
Filing Stats: 907 words · 4 min read · ~3 pages · Grade level 12.9 · Accepted 2024-07-19 15:39:17
Key Financial Figures
- $0.0001 — Market LLC Ordinary shares, par value $0.0001 per share TENK The Nasdaq Stock Mar
- $66,667 — designee, depositing the lesser of (i) $66,667 or (ii) $0.03 per public share, for eac
- $0.03 — iting the lesser of (i) $66,667 or (ii) $0.03 per public share, for each month during
Filing Documents
- form8-k.htm (8-K) — 52KB
- ex10-4.htm (EX-10.4) — 29KB
- 0001493152-24-028500.txt ( ) — 309KB
- tenku-20240717.xsd (EX-101.SCH) — 4KB
- tenku-20240717_def.xml (EX-101.DEF) — 27KB
- tenku-20240717_lab.xml (EX-101.LAB) — 37KB
- tenku-20240717_pre.xml (EX-101.PRE) — 25KB
- form8-k_htm.xml (XML) — 7KB
From the Filing
UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 420 Lexington Ave , Suite 2446 New York , NY 10170 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (347) 627-0058 Not Applicable (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 to 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 ordinary share and one right TENKU The Nasdaq Stock Market LLC Ordinary shares, par value $0.0001 per share TENK The Nasdaq Stock Market LLC Rights, each right entitling the holder to receive two-tenths of one ordinary share TENKR 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 disclosure included under Item 2.03 is incorporated by reference. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Pursuant to the third amended and restated memorandum and articles of association (the " Charter ") of TenX Keane Acquisition (the " Company "), the Company had until April 18, 2024 to consummate its business combination, provided however that the Company was able to subsequently extend the period of time to consummate a business combination up to seven (7) times for an additional one (1) month each time from April 18, 2024 to November 18, 2024, if requested by 10XYZ Holdings LP, the sponsor of the Company (the " Sponsor "), subject to the Sponsor or its designee, depositing the lesser of (i) $66,667 or (ii) $0.03 per public share, for each month during the subsequent additional one (1) month extensions from April 18, 2024 to November 18, 2024, that is needed to complete an initial business combination. As previously disclosed, the Company entered into an Agreement and Plan of Merger and Reorganization (the " Merger Agreement "), dated October 23, 2023, by and among the Company, TenX Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company, Citius Pharmaceuticals, Inc., a Nevada corporation (" Citius Pharma "), and Citius Oncology, Inc., a Delaware corporation and wholly owned subsidiary of Citius Pharma (" Citius Oncology "), to acquire Citius Oncology and, pursuant to the terms of the Merger Agreement, the Sponsor designated Citius Pharma as its designee to make the Contribution (as defined below). Additionally, and also as previously disclosed, three (3) of the possible seven (7) time extensions have been effected, on April 26, 2024, May 17, 2024, and June 17, 2024, respectively. On each such date, Citius Pharma deposited $66,667 into the trust account of the Company to extend the timeline to complete a business combination for an additional one (1) month period. Further to the above, on July 17, 2024, Citius Pharma deposited $66,667 into the trust account of the Company (the " Contribution ") to extend the timeline to complete a business combination for an additional one (1) month period from July 18, 2024, to August 18, 2024 (the " Extension "). Such deposit of the Contribution is evidenced by an unsecured promissory note (the " Note ") issued by the Company in the principal amount of $66,667 to Citius Pharma. The Note bears no interest and is repayable in full per the terms of the Merger Agreement. The foregoing description of the Note is qualified in its entirety by reference to th