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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): April 3, 2024
GENERATION ASIA I ACQUISITION LIMITED
(Exact name of registrant as specified in its charter)
Cayman Islands |
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001-41239 |
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98-1588665 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer |
Boundary Hall, Cricket Square
Grand Cayman, Cayman Islands
(Address of principal executive offices, including zip code)
(Address of principal executive offices)
(345) 814-5580
(Registrant’s telephone number, including area code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-half of one redeemable warrant |
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GAQ.U |
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The New York Stock Exchange |
Class A ordinary shares |
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GAQ |
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The New York Stock Exchange |
Redeemable Warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
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GAQWS |
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The New York Stock Exchange |
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 8.01 |
Other Events. |
Deadline for Redemptions
Generation Asia I Acquisition Limited (the “Company”) filed a definitive proxy statement on March 29, 2024 (“Proxy Statement”) to hold a shareholders’ meeting of the Company (the “Shareholders Meeting”) at 9:00 am, Eastern time, on April 16, 2024. The Company hereby clarifies that the redemption deadline to exercise the redemption rights shall be 5:00 pm, Eastern time, on April 12, 2024 (two business days prior to the initially scheduled date of the Shareholders Meeting). Prior to 5:00 pm, Eastern time, on April 12, 2024, any shareholder seeking to exercise its redemption rights must (i) submit a written request to Continental Stock Transfer & Trust Company (the “Transfer Agent”) that the Company redeem Class A Ordinary Shares for cash and (b) tender or deliver Class A Ordinary Share certificates (if any) and other redemption forms to the Transfer Agent, physically or electronically through the Depository Trust Company (“DTC”).
Supplement to the BCA Proxy Statement
In connection with the foregoing, the Company has decided to supplement the Proxy Statement (the “Proxy Supplement”) to provide updated information about the redemption deadline. There is no change to the date, location, the record date, or any of the other proposals to be acted upon at the Shareholders Meeting.
Shareholders who have previously submitted their proxies or otherwise voted and who do not want to change their vote do not need take any action. Shareholders as of the March 25, 2024 record date can vote, even if they have subsequently sold their shares. Shareholders who wish to withdraw their previously submitted redemption requests may do so prior to the Shareholders Meeting by requesting that the Transfer Agent return such shares prior to the Shareholders Meeting.
A copy of the Proxy Supplement is filed herewith as Exhibit 99.1 and is incorporated to herein by reference.
Item 9.01 |
Financial Statements and Exhibits |
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Exhibit Number |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
Generation Asia I Acquisition Limited |
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By: |
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/s/ Roy Kuan |
Name: |
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Roy Kuan |
Title: |
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Chief Executive Officer |
Dated: April 3, 2024
Exhibit 99.1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant☒
Filed by a Party other than the Registrant☐
Check the appropriate box:
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material under §240.14a-12 |
GENERATION ASIA I ACQUISITION LIMITED
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required. |
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Fee paid previously with preliminary materials. |
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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11 |
SUPPLEMENT TO PROXY STATEMENT
OF
GENERATION ASIA I ACQUISITION LIMITED
Dated April 3, 2024
The following disclosures in this proxy supplement (the “Supplement”) supplement, and should be read in conjunction with, the disclosures contained in the definitive proxy statement (the “Proxy Statement”), filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 29, 2024, which in turn should be read in its entirety. To the extent the information set forth herein differs from or updates information contained in the Proxy Statement, the information set forth herein shall supersede or supplement the information in the Proxy Statement. All other information in the Proxy Statement remains unchanged.
As provided in the Proxy Statement, the Company is soliciting shareholders approval of, among other things, the extension of the combination period to consummate an initial business combination (the “Extension”) and the other matters as described in the Proxy Statement. The purpose of the following supplemental disclosures is to provide information about the new deadline for submission of written requests to exercise redemption rights in connection with the vote on the Extension and the other matters described in the Proxy Statement. Terms used herein, unless otherwise defined, have the meanings set forth in the Proxy Statement.
DESCRIPTION OF SUPPLEMENT
As previously disclosed in the Proxy Statement, the deadline to submit written requests to exercise the redemption rights in connection with the vote on the Business Combination and the other matters described in the Proxy Statement, was initially stated as 5:00 pm, Eastern time, on April 11, 2024. This is to clarify that the deadline to exercise the redemption rights of the Company’s public shareholders shall be 5:00 pm, Eastern time, on April 12, 2024 (two business days prior to the initially scheduled date of the Shareholders Meeting)
IMPORTANT NOTICES
About Generation Asia I Acquisition Limited
The Company is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (a “business combination”). While the Company may pursue a business combination with a company in any industry, sector or geographic region (excluding Mainland China subject to certain exceptions), the Company intends to focus its search on a target that is at least partially owned by a financial sponsor(s) with operations or prospective operations in the technology, media & telecommunications, business services, or consumer sectors across Asia, in particular North Asia and Southeast Asia.
Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements,” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including with respect to (i) the continued extension of the period of time that the Company has to consummate a business combination, (ii) the plan for and consummation of an initial business combination and (iii) the anticipated use of the net proceeds. Forward-looking statements are subject to numerous risks, uncertainties and conditions, many of which are beyond the control of the Company, including whether the sponsor will continue to elect to extend the period of time that the Company has to consummate a business combination, as well as those set forth in the “Risk Factors” section of the Company’s annual and quarterly reports filed with the Securities and Exchange Commission (the “SEC”). Copies of these documents are available on the SEC’s website at www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Investor Contact
Katherine Chan
Telephone: +852 2131 8900
Email: kchan@gen-mgmt.com