Item 1.01. Entry into a Material Definitive Agreement.

The disclosure contained in Item 2.03 is incorporated by reference in this Item 1.01.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On August 9, 2022, AGBA Acquisition Limited (the "Company" or "AGBA") issued an unsecured promissory note in the aggregate principal amount of $504,430.65 (the "Note") to AGBA Holding Limited, the Company's initial public offering sponsor ("Sponsor") in exchange for Sponsor depositing such amount into the Company's trust account in order to extend the amount of time it has available to complete a business combination for an additional three (3) months period, from August 16, 2022 to November 16, 2022. The Note does not bear interest and will mature upon closing of a business combination by the Company. In addition, the Note may be converted by the holder into units of the Company identical to the units issued in the Company's initial public offering at a price of $10.00 per unit.




Item 8.01 Other Events

The Company issued the release filed herewith on August 12, 2022. The materials attached as Exhibit 99.1 are incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.





Exhibit No.   Description
99.1            Press Release dated August 12, 2022




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