Item 7.01. Regulation FD Disclosure.
As previously disclosed, on December
12, 2022, Newbury Street Acquisition Corporation, a Delaware Corporation (the “Purchaser”), entered into an Agreement
and Plan of Merger (the “Merger Agreement”) by and among (i) the Purchaser, (ii) Infinite Reality Holdings, Inc., a Delaware
corporation and a direct wholly-owned subsidiary of the Purchaser (“Pubco”), (iii) Infinity Purchaser Merger Sub Inc., a Delaware
corporation and a direct wholly-owned subsidiary of Pubco (“Purchaser Merger Sub”), (iv) Infinity NBIR Company Merger Sub
Inc., a Delaware corporation and a direct wholly-owned subsidiary of Pubco (“Company Merger Sub” and, together with Purchaser
Merger Sub, the “Merger Subs,” and the Merger Subs collectively with the Purchaser and Pubco, the “Purchaser Parties”),
and (v) Infinite Reality, Inc., a Delaware corporation (the “Target”).
A copy of an article, which includes an interview with Amish Shah,
Chief Investment and Strategy Officer of the Target, is attached hereto as Exhibit 99.1 and incorporated by reference.
The information in this Item 7.01, including Exhibit 99.1, is being
furnished and will 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 will it be deemed to be incorporated by reference in any
filing under the Securities Act of 1933 or the Exchange Act.
Important Information and Where to Find It
In connection with the proposed business combination,
the Purchaser and Pubco, as applicable, plan to file relevant materials with the SEC, including a registration statement on Form S-4,
which will include a preliminary proxy statement/prospectus and other documents relating to the proposed business combination. After
the registration statement is declared effective by the SEC, the Purchaser will mail the definitive proxy statement/final prospectus
to holders of shares of Purchaser common stock of a record date to be established in connection with the Purchaser’s solicitation
of proxies for vote by Purchaser shareholders with respect to the proposed business combination and other matters as described in the
proxy statement/prospectus. Purchaser shareholders and other interested persons are urged to read the preliminary proxy statement/prospectus
and the amendments thereto, the definitive proxy statement/final prospectus, and documents incorporated by reference therein, as well
as other documents filed with the SEC in connection with the proposed business combination as these materials will contain important
information about the proposed business combination. Shareholders will be able to obtain copies of the preliminary and definitive proxy
statement/prospectus and other documents containing important information about the Purchaser, the Target and the proposed business combination
filed with the SEC once such documents are available on the website maintained by the SEC at www.sec.gov.
Participants in the Solicitation
The Purchaser and the Target and their respective directors, executive
officers and employees may be deemed to be participants in the solicitation of proxies from the stockholders of the Purchaser in connection
with the proposed transactions under the rules of the SEC. Information about the directors and executive officers of the Purchaser and
their ownership of shares of the Purchaser’s common stock is set forth in its Annual Report on Form 10-K for the year ended December
31, 2021, which was filed with the SEC on March 31, 2022, and in subsequent documents filed with the SEC, including the joint proxy statement/prospectus
to be filed with the SEC. Additional information regarding the persons who may be deemed participants in the proxy solicitations and a
description of their direct and indirect interests in the proposed transactions, by security holdings or otherwise, will also be included
in the joint prospectus/proxy statement and other relevant materials to be filed with the SEC when they become available.
No Offer or Solicitation
This communication is for informational purposes only and shall not
constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there
be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offering of securities in connection with the proposed business combination shall
be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Forward Looking Statements
This communication contains "forward-looking statements,"
within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Forward-looking statements may generally be identified by terminology such as “will,” “shall,” "may,"
"should," "expects," "plans," "anticipates," "could," "intends," "target,"
"projects," "contemplates," "believes," "estimates," "predicts," "potential"
or "continue" or the negative of these terms or other similar words or expressions that predict or indicate future events or
trends that are not statements of historical matters. These statements are only predictions. The Purchaser and the Target have based these
forward-looking statements largely on their then-current expectations and projections about future events and financial trends as well
as the beliefs and assumptions of management. Forward-looking statements are subject to a number of risks and uncertainties, many of which
involve factors or circumstances that are beyond each of the Purchaser's and the Target's control. Actual results could differ materially
from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: (i) risks associated
with the Purchaser's ability to obtain the shareholder approval required to consummate the proposed transactions and the timing of the
closing of the proposed transaction, including the risks that a condition to closing would not be satisfied within the expected timeframe
or at all or that the closing of the proposed transactions will not occur; (ii) the outcome of any legal proceedings that may be instituted
against the parties and others related to the proposed transactions; and (iii) the occurrence of any event, change or other circumstance
or condition that could give rise to the termination of the proposed transactions. We refer you to the “Risk Factors” and
“Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Purchaser’s
Annual Report on Form 10-K for the year ended December 31, 2021, and other filings made with the SEC and that are available on the SEC’s
website at www.sec.gov. All of the forward-looking statements made in this Current Report on Form 8-K are expressly qualified by the cautionary
statements contained or referred to herein. Accordingly, you should not rely upon forward-looking statements as predictions of future
events. Neither the Purchaser nor the Target can assure you that the events and circumstances reflected in the forward-looking statements
will be achieved or occur, and actual results could differ materially from those projected in the forward-looking statements. The forward-looking
statements made in this communication relate only to events as of the date on which the statements are made. Except as required by applicable
law or regulation, the Purchaser and the Target undertake no obligation to update any forward-looking statement to reflect events or circumstances
after the date on which the statement is made or to reflect the occurrence of an unanticipated event.