MALACCA STRAITS ACQUISITION COMPANY LIMITED Item 7.01 Regulation FD Disclosure.
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A copy of the press release relating to entry into the Business Combination Agreement is furnished herewith as Exhibit 99.1 and incorporated into this Item 7.01 by reference.
The information in this Item 7.01, including Exhibits 99.1, is furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Additional Information and Where to Find It
This current report on Form 8-K is provided for informational purposes only and
contains information with respect to a proposed business combination (the
"Proposed Business Combination") among Malacca and INDIEV. Malacca intends to
file an additional current report on Form 8-K on or before
In connection with the Proposed Business Combination, Malacca intends to file a
registration statement on Form S-4 with the
Participants in the Solicitation
This Form 8-K is not a solicitation of a proxy from any investor or
securityholder. Malacca, INDIEV and their respective directors and executive
officers may be deemed participants in the solicitation of proxies from
Malacca's shareholders in connection with the Proposed Business Combination.
Malacca's shareholders and other interested persons may obtain, without charge,
more detailed information regarding the directors and officers of Malacca in
Malacca's Form 10-K, filed with the
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No Offer or Solicitation
This Form 8-K is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Proposed Business Combination and shall not constitute an offer to sell or a solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, or an exemption therefrom.
Cautionary Note Regarding Forward-Looking Statements
This Form 8-K contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Malacca's and INDIEV's actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. No representations or warranties, express or implied are given in, or in respect of, this press release. When we use words such as "may," "will," "intend," "should," "believe," "expect," "anticipate," "project," "estimate" or similar expressions that do not relate solely to historical matters, it is making forward-looking statements.
These forward-looking statements and factors that may cause actual results to
differ materially from current expectations include, but are not limited to: the
ability of the parties to complete the transactions contemplated by the Proposed
Business Combination in a timely manner or at all; the risk that the Proposed
Business Combination or other business combination may not be completed by
Malacca's business combination deadline and the potential failure to obtain an
extension of the business combination deadline; the outcome of any legal
proceedings that may be instituted against Malacca, INDIEV or others following
the announcement of the Proposed Business Combination and any definitive
agreements with respect thereto; the inability to satisfy the conditions to the
consummation of the Proposed Business Combination, including the approval of the
Proposed Business Combination by the shareholders of Malacca; the occurrence of
any event, change or other circumstance that could give rise to the termination
of the merger agreement relating to the Proposed Business Combination; the
ability to meet stock exchange listing standards following the consummation of
the Proposed Business Combination; the effect of the announcement or pendency of
the Proposed Business Combination on INDIEV's business relationships, operating
results, current plans and operations of INDIEV; the ability to recognize the
anticipated benefits of the Proposed Business Combination, which may be affected
by, among other things, competition, the ability of INDIEV to grow and manage
growth profitably; the possibility that INDIEV may be adversely affected by
other economic, business, and/or competitive factors ; INDIEV's estimates of
expenses and profitability; expectations with respect to future operating and
financial performance and growth, including the timing of the completion of the
Proposed Business Combination; INDIEV's ability to execute on their business
plans and strategy; and other risks and uncertainties described from time to
time in filings with the
The foregoing list of factors is not exhaustive. You should carefully consider
the foregoing factors and the other risks and uncertainties described in the
"Risk Factors" section of the Registration Statement referenced above and other
documents filed by Malacca from time to time with the
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 99.1 Press Release, datedSeptember 26, 2022 104 Cover Page Interactive Data File (embedded with the Inline XRBL document). 3
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