--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-23-012495" form_type: "8-K" ticker: null cik: "0001868775" company_name: "ASPAC I Acquisition Corp." filed_at: "2023-02-16T23:59:59+00:00" generated_at: "2026-06-19T09:46:51.883432+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # SPAC A SPAC I Acquisition Corp. signs $50M merger agreement with NewGenIvf; extends deadline to Oct 2023 ## Summary - Merger consideration of $50M entirely in stock at $10.00/share; NewGenIvf shareholders receive Purchaser Class A shares. - Shareholders approved charter amendment allowing up to 8 monthly extensions from Feb 2023 to Oct 2023. - Approximately 3.27M shares redeemed; trust account holds ~$37.3M after $90k extension deposit. - Break-up fee of $2M if termination before milestone date, $1M after; lock-up of 1 year for certain shares. - Support agreement signed with key NewGen shareholders to vote in favor of the acquisition. ## SEC filing metadata - accession: 0001213900-23-012495 - form_type: 8-K - cik: 0001868775 - company_name: ASPAC I Acquisition Corp. - filed_at: 2023-02-16T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 1.01, 3.02, 5.03, 5.07, 7.01, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1868775/000121390023012495/0001213900-23-012495-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1868775/000121390023012495/ea173753-8k425_aspac1acq.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-23-012495 - JSON: https://secwatch.observer/filing/0001213900-23-012495.json - Plain text: https://secwatch.observer/filing/0001213900-23-012495.txt ## Key facts - Governance Changes ASPAC I Acquisition Corp.: Amended and restated memorandum and articles of association to extend business combination deadline up to eight times from February 17, 2023 to October 17, 2023 (effective 2023-02-14). - Change: charter amendment - Effective: 2023-02-14 source text: On February 14, 2023, following the shareholder approval, the Parent filed the Amended and Restated Memorandum and Articles of Association with the British Virgin Islands Registrar of Corporate Affairs on the same day, giving it the right to extend the date by which it has to complete a business combination up to eight (8) times for an additional one (1) month each time, from February 17, 2023 to October 17, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1868775/000121390023012495/0001213900-23-012495-index.htm - Material Agreements ASPAC I Acquisition Corp. entered into Merger Agreement with NewGenIvf Limited valued at aggregate consideration of $50,000,000 paid entirely in stock comprised of newly issued Class A ordi (effective 2023-02-15). - Action: entry - Agreement: merger - Counterparty: NewGenIvf Limited - Value: aggregate consideration of $50,000,000 paid entirely in stock comprised of newly issued Class A ordi - Effective: 2023-02-15 source text: On February 15, 2023, A SPAC I Acquisition Corp., a British Virgin Islands business company (the “ Parent ”), NewGenIvf Limited, a Cayman Islands exempted company (the “ Company ” or “ NewGen ”), certain shareholders of the Company (each, a “ Principal Shareholder ” and collectively, the “ Principal Shareholders ”), A SPAC I Mini Acquisition Corp., a British Virgin Islands business company (the “ Purchaser ”), and A SPAC I Mini Sub Acquisition Corp., a Cayman Islands exempted company and wholly-owned subsidiary of the Purchaser (the “ Merger Sub ”), entered into a Merger Agreement (the “ Merger Agreement ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1868775/000121390023012495/0001213900-23-012495-index.htm - Shareholder Votes ASPAC I Acquisition Corp. shareholders approved Amend and restate memorandum and articles to extend business combination deadline at the 2023-02-17 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-02-17 source text: On the Adjourned Meeting Date, shareholders approved the proposal to amend and restate the Parent’s amended and restated memorandum and articles of association, allow the Parent to extend the date by which it has to complete a business combination up to eight (8) times for an additional one (1) month each time from February 17, 2023 to October 17, 2023. Adoption of the Charter Amendment required approval by the majority of the ordinary shares represented by virtual attendance or by proxy which were present at the Extraordinary Meeting and were voted. The voting results were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 7,475,525 120,662 0 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1868775/000121390023012495/0001213900-23-012495-index.htm - Shareholder Votes ASPAC I Acquisition Corp. shareholders approved Adjournment of extraordinary meeting. - Outcome: passed source text: On the Original Meeting Date, the shareholders of the Parent voted to adjourn the Extraordinary Meeting until the Adjourned Meeting Date. The voting results for the adjournment proposal were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 7,474,051 122,036 0 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1868775/000121390023012495/0001213900-23-012495-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.