8-K
Treasure Global Inc (TGL)
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):
March 20, 2023
TREASURE GLOBAL INC
(Exact name of registrant as specified in its charter)
| Delaware | 001-41476 | 36-4965082 |
|---|---|---|
| (State or other jurisdiction<br><br><br><br>of Incorporation) | (Commission<br><br><br><br>File Number) | (IRS Employer<br><br><br><br>Identification Number) |
| 276 5th Avenue, Suite 704 #739<br><br>New York, New York | 10001 | |
| --- | --- | |
| (Address of registrant’s principal executive office) | (Zip code) |
+6012 643 7688
(Registrant’s telephone number, including area code)
Not Applicable
(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 (see General Instruction A.2. below):
| | 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<br><br><br><br>symbol(s) | Name of each exchange on which<br><br><br><br>registered |
|---|---|---|
| Common Stock, par value $0.00001 per share | TGL | 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Effective March 20, 2023,
Voon Him “Victor” Hoo resigned from the Board of Directors of Treasure Global Inc (the “Company”), which includes resignation from his position as Chairman and Managing Director. Mr. Hoo ’s resignation did not result from any disagreement with the Company.
(d) Effective March 20, 2023, the Board of Directors of the Company appointed Ho Yi Hui to the position of Executive Director, subject to the terms and conditions set forth in the Executive Director Agreement to be entered into between the Company and Ho Yi Hui.
Item 8.01 Other Events.
On March 22, 2023, the Company issued a press release, attached hereto as Exhibit 99.1, announcing
the Mr. Hoo’s resignation described in Item 5.02(b) above and the Executive Director’s appointment described in Item 5.02(d) above . The press release making this announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statement and Exhibits.
(d) Exhibits.
| Exhibit<br><br><br><br>No. | Description |
|---|---|
| cm288_ex99-1.htm99.1 | Press Release dated March 22, 2023. |
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.
| Date: March 22, 2023 | TREASURE GLOBAL INC. | |
|---|---|---|
| By: | /s/ Chong Chan “Sam” Teo | |
| Name: | Chong Chan “Sam” Teo | |
| Title: | Chief Executive Officer |
Exhibit 99.1
Treasure Global Appoints New Member to its Boardof Directors
New York & Kuala Lumpur, March 22, 2023– Treasure Global Inc (NASDAQ: TGL) (“TGI”, or the “Company”), an innovative e-commerce platform providing seamless technology enabled solutions for lifestyle needs, today announced that the Company has appointed Ho Yi Hui to its Board of Directors, effective on March 20, 2023. In addition, Dato’ Victor Hoo will be stepping down from the Board to focus on other business endeavors.
“Yi Hui is an impressive addition to our Board given her extensive business experience in compliance and tax advisory, supported by her many professional associations and certifications. She has worked with varying sizes of public and private companies across Malaysia. We are thrilled to welcome her to the TGI team and look forward to benefitting from her unique and valuable insights,” said Sam Teo, Chief Executive Officer of TGI. “At the same time, we would like to express our gratitude to Dato' Victor for his expert advice and support of the Company, especially during the preparation and execution of our initial public offering. We thank him for his valuable contributions and wish him all the best in his future endeavors.”
Ms. Ho has more than 20 years of experience in tax advisory and compliance. Currently, she is an Executive Director at Hanz Consulting Group Sdn Bhd (“Hanz”). Before joining Hanz, she worked with BDO Tax Services Sdn Bhd (“BDO”) and RSM Tax Services Sdn Bhd (“RSM”). As an Executive Tax Director of BDO and RSM, she was involved in the provision of tax compliance services for publicly listed companies, multinationals and medium to large private companies in sectors including construction, property development, hotels, insurance, and manufacturing.
Ms. Ho has represented clients in resolving tax audit and tax investigation cases with the Malaysian Inland Revenue Board since 2009. In addition, she has assisted clients in the preparation of transfer pricing documentation. Ms. Ho is a fellow member of the Association of Chartered Certified Accountants (“ACCA”).
“I am delighted to join the Board of TGI at this key time in the Company’s history. TGI is working diligently to not only expand their innovative e-commerce platform of solutions for lifestyle needs, but to also expand their reach throughout Southeast Asia. I look forward to bringing a diverse perspective, leveraging my business experience to advise management on execution strategy,” said Yi Hui, Ho, Board Member of TGI.
About Treasure Global Inc
Treasure Global Inc (“TGI”) is an innovative Malaysian e-commerce platform providing seamless technology enabled solutions for lifestyle needs with instant rebates and affiliate cashback programs. On a mission to bring together the worlds of online e-commerce and offline physical retailers, TGI is developing a portfolio of leading digital platforms for use throughout Southeast Asia (“SEA”) and Japan. In June 2020, TGI launched its proprietary product, the ZCITY App, a unique digital ecosystem that transforms and simplifies the e-payment experience for consumers, while simultaneously allowing them to earn rewards. In the ZCITY ecosystem, users can utilize TAZTE, a revenue generating digital F&B management system providing merchants with a one-stop touchless management and automated solution to digitalize their businesses. As of December 31, 2022, ZCITY had over 2,300,000 registered users.
For more information, please visit https://treasureglobal.co/.
Forward Looking Statements
This press release may contain 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. Such forward-looking statements are characterized by future or conditional verbs such as “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “estimate” and “continue” or similar words. You should read statements that contain these words carefully because they discuss future expectations and plans, which contain projections of future results of operations or financial condition or state other forward-looking information. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Company’s initial public offering filed with the SEC. Copies of these documents are available on the SEC’s website, www.sec.gov. These forward-looking statements cannot be predicted or quantified and consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
For further information, please contact:
U.S. Investor Contact
Allison Soss
KCSA Strategic Communications
ir_us@treasuregroup.co
Malaysian Investor Contacts
ir_my@treasuregroup.co
Media Contact
Sue Chuah, Chief Marketing Officer
Treasure Global Inc
mediacontact@treasuregroup.co