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Washington, D.C. 20549








Date of Report (Date of earliest event reported): September 24, 2023


PHP Ventures Acquisition Corp.

(Exact name of registrant as specified in its charter)


Delaware   001-40696   86-3368971

(State or other jurisdiction

of incorporation)



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, including 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 1.01 Entry into a Material Definitive Agreement.


On September 24, 2023, PHP Ventures Acquisition Corp. (the “Company”) issued an unsecured promissory note (the “Note”) pursuant to which the Company may borrow up to an aggregate principal amount of $1,500,000 to Global Link Investment LLC (the “Lender”). The Note was issued in connection with the Company’s efforts to close a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses (the “Initial Business Combination”). The Note bears no interest and is due and payable upon the earlier to occur of (a) the closing of an Initial Business Combination or (b) the liquidation of the Company, subject to the terms of its Amended and Restated Certificate of Incorporation.


The foregoing description is qualified in its entirety by reference to the Note, a copy of which is attached as Exhibit 10.1 hereto and is incorporated herein by reference.


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


The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.


Item 9.01 Financial Statements and Exhibits.


Exhibit No.   Description
10.1   Promissory Note, dated September 24, 2023
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)






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.


  By: /s/ Marcus Choo Yeow Ngoh
  Name: Marcus Choo Yeow Ngoh
  Title: Chief Executive Officer and Director
Dated: September 25, 2023