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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

 

December 16, 2021

Date of Report (Date of earliest event reported)

 

Kairous Acquisition Corp. Limited

(Exact Name of Registrant as Specified in its Charter)

 

Cayman Islands   001-41155   n/a

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

Unit 9-3, Oval Tower @ Damansara,

No. 685, Jalan Damansara,

60000 Taman Tun Dr. Ismail,

Kuala Lumpur, Malaysia

  60000
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: + 603 7733 9340

 

N/A

(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 of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Units, each consisting of one ordinary share, $0.0001 par value, one-half (1/2) of one redeemable warrant and one right entitling the holder to receive one-tenth of one ordinary share   KACLU   The Nasdaq Stock Market LLC
Ordinary shares, par value $0.0001 per share   KACL   The Nasdaq Stock Market LLC
Redeemable warrants, each exercisable for one ordinary share at an exercise price of $11.50 included as part of the units   KACLW   The Nasdaq Stock Market LLC
Rights, each to receive one-tenth of one ordinary share   KACLR   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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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.

 

As previously disclosed on a Current Report on Form 8-K dated December 16, 2021, Kairous Acquisition Corp. Limited (the “Company”) consummated its initial public offering (the “IPO”) of 7,500,000 units (the “Units”), each Unit consisting of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Share”), one-half of one redeemable warrant (the “Warrant”), each whole Warrant entitling the holder thereof to purchase one Ordinary Share for $11.50 per share, and one right (the “Right”) to receive one-tenth (1/10) of one Ordinary Share upon consummation of an initial business combination. The Units were sold at a price of $10.00 per Unit, generating aggregate gross proceeds to the Company of $75,000,000. On December 14, 2021, the underwriters of the IPO partially exercised their over-allotment option, and the closing and sale of an additional 300,000 Units (the “Over-Allotment Units”) occurred on December 16, 2021. The issuance by the Company of the Over-Allotment Units at a price of $10.00 per Unit resulted in total gross proceeds of $3,000,000.

 

As of December 16, 2021, a total of $78,780,000 of the net proceeds from the IPO (including the over-allotment) and the private placement consummated simultaneously with the closing of the IPO (the “Private Placement”) were deposited in a trust account established for the benefit of the Company’s public stockholders.

 

An audited balance sheet as of December 16, 2021 reflecting receipt of the proceeds upon consummation of the IPO (including the over-allotment) and the Private Placement is included with this report as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.   Description
99.1   Balance Sheet dated December 16, 2021

 

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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.

 

Dated: March 3, 2022 Kairous Acquisition Corp. Limited
     
  By: /s/ Joseph Lee Moh Hon
  Name: Joseph Lee Moh Hon
  Title: Chief Executive Officer

 

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