Item 1.01. Entry into a Material Definitive Agreement.
On January 21, 2022, AIB Acquisition Corporation, a Cayman Islands exempted
company (the "Company"), consummated its initial public offering (the "IPO") of
8,625,000 units (the "Units"), including 1,125,000 Units issued to the
underwriters upon the full exercise of the over-allotment option. Each Unit
consists of one of the Company's Class A ordinary shares, par value $0.0001 per
share ("Class A Ordinary Shares"), and one right to receive one-tenth (1/10) of
one Class A Ordinary Share upon the consummation of an initial business
combination ("Right"), with every ten (10) rights entitling the holder thereof
to receive one Class A Ordinary Share at the closing of the business
combination. The Units were sold at a price of $10.00 per Unit, generating gross
proceeds to the Company of $86,250,000.
In connection with the IPO, the Company entered into the following agreements,
forms of which were previously filed as exhibits to the Company's Registration
Statement on Form S-1 (File No. 333-260594) for the IPO, originally filed with
the U.S. Securities and Exchange Commission on October 29, 2021 (as amended, the
"Registration Statement"):
? An Underwriting Agreement, dated January 18, 2022, by and between the Company
and Maxim Group LLC ("Maxim"), a copy of which is attached as Exhibit 1.1
hereto and incorporated herein by reference.
? A Rights Agreement, dated January 18, 2022, by and between the Company and
Continental Stock Transfer &Trust Company, as rights agent, a copy of which is
attached as Exhibit 4.4 hereto and incorporated herein by reference.
? A Letter Agreement, dated January 18, 2022, by and among the Company, its
officers and directors and the Company's sponsor, AIB LLC (the "Sponsor"), a
copy of which is attached as Exhibit 10.1 hereto and incorporated herein by
reference.
? An Investment Management Trust Agreement, dated January 18, 2022, by and
between the Company and Continental Stock Transfer & Trust Company, as trustee,
a copy of which is attached as Exhibit 10.2 hereto and incorporated herein by
reference.
? A Registration Rights Agreement, dated January 18, 2022, by and among the
Company and certain security holders, a copy of which is attached as Exhibit
10.3 hereto and incorporated herein by reference.
? A Private Placement Unit Purchase Agreement, dated January 18, 2022 (the "Maxim
Unit Purchase Agreement"), by and between the Company and Maxim, a copy of
which is attached as Exhibit 10.4 hereto and incorporated herein by reference.
? A Private Placement Unit Purchase Agreement, dated January 18, 2022 (the
"Sponsor Unit Purchase Agreement"), by and between the Company and the Sponsor,
a copy of which is attached as Exhibit 10.5 hereto and incorporated herein by
reference.
? The Unit Purchase Option, dated January 21, 2022, issued by the Company to
Maxim Partners LLC, a copy of which is attached as Exhibit 10.6 hereto and
incorporated herein by reference.
? An Administrative Support Agreement, dated January 18, 2022, by and between the
Company and the Sponsor, a copy of which is attached as Exhibit 10.7 hereto and
incorporated herein by reference.
Item 3.02. Unregistered Sales of Equity Securities.
Simultaneously with the closing of the IPO, pursuant to the Maxim Unit Purchase
Agreement and the Sponsor Unit Purchase Agreement, the Company completed the
private sale of an aggregate of 388,750 units (the "Private Placement Units") to
the Sponsor and Maxim at a purchase price of $10.00 per Private Placement Unit,
generating gross proceeds to the Company of $3,887,500. The Private Placement
Units are identical to the Units sold as part of the Units in the IPO, except as
otherwise disclosed in the Registration Statement. No underwriting discounts or
commissions were paid with respect to such sale. The issuance of the Private
Placement Units was made pursuant to the exemption from registration contained
in Section 4(a)(2) of the Securities Act of 1933, as amended.
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Item 8.01. Other Events.
A total of $87,112,500 comprised of $83,225,000 of the proceeds from the IPO
(which amount includes $3,018,750 of the underwriters' deferred discount) and
$3,887,500 of the proceeds of the sale of the Private Placement Units, was
placed in a U.S.-based trust account, maintained by Continental Stock Transfer &
Trust Company, acting as trustee. Except with respect to interest earned on the
funds held in the trust account that may be released to the Company to pay its
taxes (less up to $100,000 interest to pay dissolution expenses), the funds held
in the trust account will not be released from the trust account until the
earliest of (i) the completion of the Company's initial business combination,
(ii) the redemption of any of the Company's public shares properly submitted in
connection with a shareholder vote to amend the Company's Second Amended and
Restated Articles of Association that would affect the substance or timing of
the Company's obligation to redeem 100% of its public shares if the Company does
not complete its initial business combination within 12 months from the closing
of the IPO (or up to 21 months from the closing of the IPO if extended), and
(iii) the redemption of all of the Company's public shares if it has not
completed the initial business combination within 12 months from the closing of
the IPO (or up to 21 months from the closing of the IPO if extended), subject to
applicable law.
On January 18, 2022, the Company issued a press release announcing the pricing
of the IPO, a copy of which is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
On January 21, 2022, the Company issued a press release announcing the closing
of the IPO, a copy of which is attached as Exhibit 99.2 to this Current Report
on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are being filed herewith:
Exhibit No. Description
1.1 Underwriting Agreement, dated January 18, 2022, by and between the
Company and Maxim Group LLC.
4.1 Rights Agreement, dated January 18, 2022, by and between the Company
and Continental Stock Transfer & Trust Company, as rights agent.
10.1 Letter Agreement, dated January 18, 2022, by and among the Company,
its officers and directors, and the Sponsor.
10.2 Investment Management Trust Agreement, dated January 18, 2022, by and
between the Company and Continental Stock Transfer & Trust Company, as
trustee.
10.3 Registration Rights Agreement, dated January 18, 2022, by and among
the Company and certain security holders.
10.4 Maxim Unit Purchase Agreement, dated January 18, 2022, by and between
the Company and Maxim.
10.5 Sponsor Unit Purchase Agreement, dated January 18, 2022, by and
between the Company and the Sponsor.
10.6 Unit Purchase Option, dated January 21, 2022, issued by the Company to
Maxim Partners LLC.
10.7 Administrative Support Agreement, dated January 18, 2022, by and
between the Company and the Sponsor.
99.1 Press Release, dated January 18, 2022.
99.2 Press Release, dated January 21, 2022.
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AIB ACQUISITION CORPORATION 
