Current Report Filing (8-k)
May 23 2023 - 6:01AM
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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): May 22, 2023
PHP
Ventures Acquisition Corp.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
001-40696 |
|
86-3368971 |
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
CT
10-06, Level 10
Corporate
Tower Subang Square
Jalan
SS15/4G
Subang
Jaya
47500
Selangor, Malaysia
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code +60 3 5888 8485
(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 (17 CFR 230.425) |
|
|
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
|
☐ |
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 |
|
Trading Symbol(s) |
|
Name of Each Exchange on Which Registered |
Units, each consisting of one share of Class A Common Stock, one-half of one redeemable warrant, and one right to acquire one-tenth of one share of Class A common stock |
|
PPHPU |
|
The Nasdaq Stock Market LLC |
Class A Common Stock, $0.0001 par value per share |
|
PPHP |
|
The Nasdaq Stock Market LLC |
Rights, exchangeable into one-tenth of one share of Class A common stock |
|
PPHPR |
|
The Nasdaq Stock Market LLC |
Redeemable Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share |
|
PPHPW |
|
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 (§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.
On
May 15, 2023, PHP Ventures Acquisition Corp. (the “Company”) filed a Notification of Late Filing on Form 12b-25 reporting
that it required additional time to complete its Quarterly Report on Form 10-Q for the period ending March 31, 2023 (the “Form
10-Q”), principally because the Company was in the process of preparing the financial statements for the quarter but needed additional
time to complete such financial statements. This Current Report on Form 8-K is being filed to report that the Company will not be filing
the Form 10-Q withing the five-day grace period provided by Rule 12b-25 of the Securities Exchange Act of 1934, as amended. To date,
the Company has been unable, without unreasonable effort or expense, to complete the Form 10-Q, and its independent auditors have been
unable to complete the review thereof. The Company is continuing in its efforts to file the Form 10-Q as soon as reasonably practicable
and expects to do so by June 15, 2023. As a result of this failure to file the Form 10-Q, the Company anticipates that it will receive
a corresponding notice of non-compliance from Nasdaq. The Company anticipates that the notice from Nasdaq will have a grace period within
which to file the Form 10-Q and regain compliance with the Nasdaq Listing Rules and that the Registrant will file the Form 10-Q within
the grace period.
Item
9.01. Exhibits.
Exhibit
Number |
|
Description
of Exhibit |
|
|
|
104 |
|
Cover
Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit). |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
|
PHP
VENTURES ACQUISITION CORP. |
|
|
|
Date:
May 22, 2023 |
By: |
/s/
Marcus Choo Yeow Ngoh |
|
|
Marcus
Choo Yeow Ngoh |
|
|
Chief
Financial Officer |
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