Statistiques de base
CIK | 1851484 |
SEC Filings
SEC Filings (Chronological Order)
September 2, 2025 |
Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-3 Citius Oncology, Inc. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, p |
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September 2, 2025 |
CITIUS ONCOLOGY, INC. , as Trustee Dated as of , 202__ TABLE OF CONTENTS Exhibit 4.7 CITIUS ONCOLOGY, INC. and , as Trustee INDENTURE Dated as of , 202 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 1.1. DEFINITIONS 1 1.2. RESERVED 4 1.3. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 4 1.4. RULES OF CONSTRUCTION 4 ARTICLE 2 THE SECURITIES 5 2.1. ISSUABLE IN SERIES 5 2.2. ESTABLISHMENT OF TERMS OF SERIES OF SECURITIES 5 2.3. EXECUTION |
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September 2, 2025 |
As filed with the U.S. Securities and Exchange Commission on September 2, 2025. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CITIUS ONCOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 87 |
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August 18, 2025 |
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) August 18, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fi |
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August 18, 2025 |
Prospectus Supplement No. 1 dated August 18, 2025 Filed Pursuant to Rule 424(b)(3) (to Prospectus dated July 16, 2025) Registration No. 333-288656 Citius Oncology, Inc. 6,818,182 Shares of Common Stock 6,818,182 Warrants to Purchase 6,818,182 Shares of Common Stock 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants This |
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August 12, 2025 |
Exhibit 3.2 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF CITIUS ONCOLOGY, INC. The undersigned, for purposes of amending the Certificate of Incorporation (the “Certificate”) of Citius Oncology, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: FIRST: The name of the corporation is C |
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August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41534 Citius Onc |
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August 12, 2025 |
Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal Third Quarter 2025 Financial Results and Provides Business Update LYMPHIR commercial availability planned for the fourth quarter of 2025 $12.5 million in gross financings raised during the quarter by Citius Pharmaceuticals, with an additional $9 million raised by Citius Oncology in July 2025, to facilitate LYMPHIR pre-launch initiatives and drive s |
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August 12, 2025 |
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) August 12, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fi |
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July 18, 2025 |
Exhibit 10.1 PLACEMENT AGENCY AGREEMENT July 16, 2025 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”), Citius Oncology, Inc., a Delaware corporation (including any successor thereto, the “Company”), hereby agrees to sell up to an aggregate of 6,818,182 units, each unit consisting of either (i) one sh |
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July 18, 2025 |
Exhibit 4.2 COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc. Warrant Shares: [] Initial Exercise Date: July 17, 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth abov |
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July 18, 2025 |
Citius Oncology Announces Pricing of $9.0 Million Public Offering Exhibit 99.1 Citius Oncology Announces Pricing of $9.0 Million Public Offering CRANFORD, N.J., July 16, 2025 /PRNewswire/ - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a majority-owned subsidiary of Citius Pharmaceuticals, Inc. (Nasdaq: CTXR), today announced the pricing of its “reasonable best-efforts” public offering of 6,818,182 shares of common stock of the Compa |
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July 18, 2025 |
Form of Placement Agent Warrant. Exhibit 4.3 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT CITIUS ONCOLOGY, Inc. Warrant Shares: [] Initial Exercise Date: January 17, 2026 Issue Date: July 17, 2025 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinaft |
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July 18, 2025 |
Exhibit 4.1 CITIUS ONCOLOGY, INC. and EQUINITI TRUST COMPANY, LLC, as Warrant Agent Warrant Agency Agreement Dated as of July 17, 2025 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of July 17, 2025 (“Agreement”), between Citius Oncology, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Equiniti Trust Company, LLC (the “Warrant Agent”). W I T |
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July 18, 2025 |
Citius Oncology Announces Closing of $9.0 Million Public Offering Exhibit 99.2 Citius Oncology Announces Closing of $9.0 Million Public Offering CRANFORD, N.J., July 17, 2025 /PRNewswire/ - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a majority-owned subsidiary of Citius Pharmaceuticals, Inc. (Nasdaq: CTXR), today announced the closing of its “reasonable best-efforts” public offering of 6,818,182 shares of common stock of the Compa |
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July 18, 2025 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 16, 2025, between Citius Oncology Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set |
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July 18, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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) July 16, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File |
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July 17, 2025 |
PROSPECTUS Filed pursuant to Rule 424(b)(4) Registration No. 333-288656 Citius Oncology, Inc. 6,818,182 Shares of Common Stock 6,818,182 Warrants to Purchase 6,818,182 Shares of Common Stock 6,818,182 Shares of Common Stock underlying the Warrants 272,727 Shares of Common Stock Underlying the Placement Agent’s Warrants We are offering 6,818,182 shares of common stock, par value $0.0001 per share ( |
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July 15, 2025 |
CITIUS ONCOLOGY, INC. 11 Commerce Drive, First Floor Cranford, NJ 07016 CITIUS ONCOLOGY, INC. 11 Commerce Drive, First Floor Cranford, NJ 07016 July 15, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Jessica Dickerson Re: Acceleration Request Citius Oncology, Inc. Registration Statement on Form S-1 Filed July 14, 2025, as amended on July 14, 2025 File N |
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July 14, 2025 |
Form of Warrant Agency Agreement. Exhibit 4.3 CITIUS ONCOLOGY, INC. and EQUINITI TRUST COMPANY, LLC, as Warrant Agent Warrant Agency Agreement Dated as of [ ], 2025 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of , 2025 (“Agreement”), between Citius Oncology, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Equiniti Trust Company, LLC (the “Warrant Agent”). W I T N E S S E T |
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July 14, 2025 |
Form of Securities Purchase Agreement Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [], 2025, between Citius Oncology Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set fort |
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July 14, 2025 |
Exhibit 4.5 PRE-FUNDED COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc. Warrant Shares: [] Initial Exercise Date: [ ], 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set for |
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July 14, 2025 |
As filed with the Securities and Exchange Commission on July 14, 2025 As filed with the Securities and Exchange Commission on July 14, 2025 Registration Statement No. |
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July 14, 2025 |
Power of Attorney (included on signature page to this Registration Statement on Form S-1). As filed with the Securities and Exchange Commission on July 14, 2025 Registration Statement No. |
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July 14, 2025 |
Form of Placement Agent’s Warrant. Exhibit 4.6 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT CITIUS ONCOLOGY, Inc. Warrant Shares: [] Initial Exercise Date: , 2025 Issue Date: , 2025 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at |
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July 14, 2025 |
Form of Placement Agency Agreement Exhibit 10.1 PLACEMENT AGENCY AGREEMENT [ ], 2025 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: Subject to the terms and conditions herein (this “Agreement”), Citius Oncology, Inc., a Delaware corporation (including any successor thereto, the “Company”), hereby agrees to sell up to an aggregate of $[ ] units, each unit consisting of either (i) one share (each |
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July 14, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Citius Oncology, Inc. |
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July 14, 2025 |
Exhibit 4.4 COMMON STOCK PURCHASE WARRANT Citius Oncology, Inc. Warrant Shares: [ ] Initial Exercise Date: [], 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (t |
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June 27, 2025 |
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) June 26, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File |
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June 17, 2025 |
Citius Oncology Anticipates Commercial Launch of LYMPHIR™ in 2025 Exhibit 99.1 Citius Oncology Anticipates Commercial Launch of LYMPHIR™ in 2025 CRANFORD, N.J., June 17, 2025 – Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), the oncology-focused subsidiary of Citius Pharmaceuticals, Inc. (“Citius Pharma”) (Nasdaq: CTXR), today announced that preparations for the commercial launch of LYMPHIR™, an FDA-approved immunotherapy for the treatment of adults wi |
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June 17, 2025 |
Financial Statements and Exhibits, Other Events 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) June 17, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File |
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May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41534 Citius On |
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May 14, 2025 |
Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal Second Quarter 2025 Financial Results and Provides Business Update CRANFORD, N.J., May 14, 2025 - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a specialty biopharmaceutical company focused on the development and commercialization of novel targeted oncology therapies, today reported business and financial results for th |
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May 14, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 14, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission File |
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April 28, 2025 |
This is a confidential draft submission to the U.S. Securities and Exchange Commission pursuant to Section 106(a) of the Jumpstart Our Business Startups Act of 2012 on April 28, 2025 and is not being filed publicly under the Securities Act of 1933, as amended. Registration Statement No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURIT |
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April 25, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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) April 23, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fil |
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April 3, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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 28, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fil |
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February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statemen |
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February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statemen |
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February 14, 2025 |
Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal First Quarter 2025 Financial Results and Provides Business Update CRANFORD, N.J., February 14, 2025 - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a specialty biopharmaceutical company focused on the development and commercialization of novel targeted oncology therapies, today reported business and financial results fo |
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February 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41534 Citius |
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February 14, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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) February 14, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission |
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February 12, 2025 |
PRE 14C 1 ea0230777-pre14ccitius.htm PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission On |
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February 6, 2025 |
Financial Statements and Exhibits, Other Events 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) February 6, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission F |
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February 6, 2025 |
Exhibit 99.1 Citius Pharmaceuticals and Citius Oncology Announce Unique Permanent J-Code Issued for LYMPHIR by Centers for Medicare and Medicaid Services - Permanent J-Code (J9161) expected to be effective April 1, 2025 - LYMPHIR is approved by the U.S. Food and Drug Administration (FDA) for the treatment of adult patients with relapsed or refractory Stage I-III cutaneous T-cell lymphoma (CTCL) af |
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January 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41534 Citius Oncology, Inc. (Exact name of Regis |
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January 7, 2025 |
Financial Statements and Exhibits, Other Events 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) January 7, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fi |
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January 7, 2025 |
Exhibit 99.1 Citius Pharmaceuticals and Citius Oncology Highlight LYMPHIR Commercial Launch Planned for the First Half of 2025 CRANFORD, N.J., January 7, 2025 – Citius Pharmaceuticals, Inc. (“Citius Pharma” or the “Company”) (Nasdaq: CTXR) and its oncology-focused subsidiary, Citius Oncology (Nasdaq: CTOR), today announced significant progress in preparations for the commercial launch of LYMPHIR™, |
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January 6, 2025 |
Financial Statements and Exhibits, Other Events 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) January 6, 2025 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission Fi |
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January 6, 2025 |
Citius Oncology Engages Jefferies as Exclusive Financial Advisor to Explore Strategic Alternatives Exhibit 99.1 Citius Oncology Engages Jefferies as Exclusive Financial Advisor to Explore Strategic Alternatives CRANFORD, N.J., January 6, 2025 - Citius Oncology, Inc. (“Citius Oncology” or “the Company”) (Nasdaq: CTOR), a majority-owned subsidiary of Citius Pharmaceuticals, Inc. (“Citius Pharma”) (Nasdaq: CTXR), today announced that it has retained Jefferies LLC as its exclusive financial advisor |
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December 27, 2024 |
Citius Oncology, Inc. Reports Fiscal Full Year 2024 Financial Results and Provides Business Update Exhibit 99.1 Citius Oncology, Inc. Reports Fiscal Full Year 2024 Financial Results and Provides Business Update CRANFORD, N.J., December 27, 2024 - Citius Oncology, Inc. (“Citius Oncology” or the “Company”) (Nasdaq: CTOR), a specialty biopharmaceutical company focused on the development and commercialization of novel targeted oncology therapies, today reported business and financial results for th |
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December 27, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits 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) December 27, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-41534 99-4362660 (Commission |
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December 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended September 30, 2024: ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41534 Citius Oncology, Inc. (Exact name of Registrant as specified |
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December 27, 2024 |
2023 Omnibus Stock Incentive Plan. Exhibit 10.3 CITIUS ONCOLOGY, INC. 2023 omnibus STOCK INCENTIVE PLAN Approved by the Board: April 29, 2023 Approved by the Stockholders: April 29, 2023 1. Purposes of the Plan. The purposes of this Plan are to attract and retain the best available personnel; to provide additional incentives to Employees, Directors and Consultants to contribute to the successful performance of the Company and any R |
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December 27, 2024 |
Exhibit 19.1 CITIUS ONCOLOGY, INC. INSIDER TRADING POLICY and Guidelines with Respect to Certain Transactions in Company Securities This Policy provides guidelines to members of the Board of Directors (“Board Member(s)”) and employees of Citius Oncology, Inc. and its subsidiaries (the “Company”) with respect to transactions in the Company’s securities and the disclosure of material nonpublic infor |
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December 27, 2024 |
Exhibit 4.2 Description of Registrant’s Securities Registered Under Section 12 of the Securities Exchange Act of 1934 The following description summarizes the material terms of our capital stock as of the date of this Annual Report on Form 10-K. Because it is only a summary, it does not contain all the information that may be important to you. For a complete description of our capital stock, you s |
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November 12, 2024 |
Exhibit 99.1 Citius Pharmaceuticals, Inc. and Citius Oncology, Inc. Announce Promising Preliminary Results of an Investigator-Initiated Phase I Clinical Trial of Pembrolizumab (KEYTRUDA®) and LYMPHIR™ in Cancer Patients with Recurrent Solid Tumors Study, in patients with solid tumors focusing on gynecological malignant tumors such as ovarian, endometrial, and cervical, nearing completion with thre |
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November 12, 2024 |
Financial Statements and Exhibits, Other Events 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) November 11, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorporation) (Commission |
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November 6, 2024 |
CTOR / Citius Oncology, Inc. / Hudson Bay Capital Management LP - CTOR 13G/A Passive Investment SC 13G/A 1 ctor13ga.htm CTOR 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Citius Oncology, Inc. (formerly known as TenX Keane Acquisition) (Name of Issuer) Ordinary Shares, $0.0001 par value (Title of Class of Securities) 17331Y109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of |
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September 13, 2024 |
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) September 9, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorporation) (Commission |
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September 5, 2024 |
TENK / TenX Keane Acquisition / WOLVERINE ASSET MANAGEMENT LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TenX Keane Acquisition (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G8708L104 (CUSIP Number) August 2, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the |
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September 5, 2024 |
Financial Statements and Exhibits, Other Events 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) September 5, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorporation) (Commission |
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September 5, 2024 |
Exhibit 99.1 Citius Pharmaceuticals, Inc. and Citius Oncology, Inc. Announce LYMPHIR™ (Denileukin Diftitox-cxdl) Added to National Comprehensive Cancer Network (NCCN) Clinical Practice Guidelines in Oncology CRANFORD, N.J., Sept. 5, 2024 - Citius Pharmaceuticals, Inc. (“Citius Pharma” or the “Company”) (Nasdaq: CTXR) and Citius Oncology, Inc. (“Citius Oncology”) (Nasdaq: CTOR), today announced tha |
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August 26, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The unaudited pro forma condensed combined statements of operations for the six months ended June 30, 2024 and the year ended December 31, 2023 give pro forma effect to the Business Combination as if it had occurred on January 1, 2023. The unaudited pro forma condensed combined balance sheet as of June 30, 2024 gives pro for |
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August 26, 2024 |
CITIUS ONCOLOGY SUB, INC. FINANCIAL STATEMENTS Exhibit 99.1 CITIUS ONCOLOGY SUB, INC. FINANCIAL STATEMENTS (UNAUDITED) INDEX Page Balance Sheets at June 30, 2024 and September 30, 2023 2 Statements of Operations for the Three and Nine Months Ended June 30, 2024 and 2023 3 Statements of Changes in Stockholder’s Equity for the Three and Nine Months Ended June 30, 2024 and 2023 4 Statements of Cash Flows for the Nine Months Ended June 30, 2024 an |
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August 26, 2024 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations for the three and nine months ended June 30, 2024 and 2023 should be read together with our unaudited financial statements and related notes included elsewhere in this report and in conjunction with our audited |
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August 26, 2024 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 12, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorpora |
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August 16, 2024 |
Exhibit 10.8 Citius Pharmaceuticals, Inc. 11 Commerce Drive, First Floor Cranford, New Jersey 07016 EXECUTION VERSION August 12, 2024 Citius Oncology, Inc. (formerly, TenX Keane Acquisition) 420 Lexington Avenue, Suite 2446 New York, New York 10170 Attention: Taylor Zhang Email: [email protected] Dear Mr. Zhang: This letter agreement (this “Letter Agreement”) is sent in reference to that cert |
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August 16, 2024 |
EX-99.1 2 ea021148501ex99-1citius.htm AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, DATED AS OF OCTOBER 23, 2023, BY AND AMONG CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION AND TENX MERGER SUB, INC Exhibit 99.1 Execution Version AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION a |
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August 16, 2024 |
Letter from Marcum LLP to the Securities and Exchange Commission, dated August 16, 2024. Exhibits 16.1 August 16, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Citius Oncology, Inc. (formerly known as TenX Keane Acquisition) under Item 4.01 of its Form 8-K dated August 12, 2024. We agree with the statements concerning our Firm under Item 4.01 in such Form 8-K; we are not in a position to agree or disa |
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August 16, 2024 |
Bylaws of Citius Oncology, Inc. Exhibit 3.2 BYLAWS OF Citius ONCOLOGY, INC. I. CORPORATE OFFICES 1.1 Registered Office The registered office of Citius Oncology, Inc. (the “Company”) in the State of Delaware shall be 3500 Dupont Hwy. City of Dover, County of Kent, Delaware 19901. The name of the registered agent of the Company at such location is Incorporating Services, Ltd. 1.2 Other Offices The Company may at any time establish |
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August 16, 2024 |
Certificate of Incorporation of Citius Oncology, Inc. Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CITIUS Oncology, Inc. August 5, 2024 The undersigned, for the purpose of forming a corporation under the provisions of and subject to the requirements of the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: I. NAME The name of the corporation is Citius Oncology, Inc. (the “Company”). II. REGISTERED OFFICE AND AG |
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August 16, 2024 |
Exhibit 10.9 PROMISSORY NOTE Principal Amount: $3,800,111 Date: August 16, 2024 Citius Oncology, Inc., a Delaware corporation (the “Payor”), promises to pay to the order of Citius Pharmaceuticals, Inc., a Nevada corporation or its registered assigns or successors in interest (the “Payee”), or order, the principal sum of Three Million Eight Hundred Thousand One Hundred and Eleven Dollars ($3,800,11 |
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August 16, 2024 |
Exhibit 10.1 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 9, 2024, is made and entered into by and among (i) Citius Oncology, Inc., a Delaware corporation, formerly known as TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), (ii) the equityholders designate |
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August 16, 2024 |
Citius Pharmaceuticals, Inc. - SCHEDULE 13D CUSIP No. 17331Y109 Page 1 of 8 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Citius Oncology, Inc. (Name of Issuer) Common Shares, $0.0001 par value per share (Title of Class of Securities) 17331Y109 (CUSIP Number) Leonard L. Mazur Chief Executive Officer 11 Cranford Drive, 1st Floor Cranford, |
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August 16, 2024 |
EX-99.3 4 ea021148501ex99-3citius.htm AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, DATED AS OF AUGUST 12, 2024, BY AND BETWEEN CITIUS ONCOLOGY, INC. AND THE SIGNATORIES THERETO Exhibit 99.3 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 9, 2024, is made and entered into by an |
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August 16, 2024 |
Subsidiaries of Citius Oncology, Inc. Exhibit 21.1 List of Subsidiaries of Citius Oncology, Inc. Name of Subsidiary Jurisdiction of Incorporation Citius Oncology Sub, Inc. Delaware |
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August 16, 2024 |
EX-99.2 3 ea021148501ex99-2citius.htm SIDE LETTER AGREEMENT, DATED AS OF AUGUST 12, 2024, BY AND BY AND AMONG CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION AND TENX MERGER SUB, INC Exhibit 99.2 EXECUTION VERSION Citius Pharmaceuticals, Inc. 11 Commerce Drive, First Floor Cranford, New Jersey 07016 August 12, 2024 Citius Oncology, Inc. (formerly, TenX Keane Acquisition |
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August 16, 2024 |
Exhibit 10.2 EXECUTION VERSION AMENDED AND RESTATED SHARED SERVICES AGREEMENT THIS AMENDED AND RESTATED SHARED SERVICES AGREEMENT (this “Agreement”) is made as of August 9, 2023, by and between Citius Oncology Sub, Inc., a Delaware corporation (the “Company”), and Citius Pharmaceuticals, Inc, a Delaware corporation (“Citius”) (the Company and Citius may be referred to herein individually as a “Par |
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August 16, 2024 |
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) August 12, 2024 Citius Oncology, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41534 99-4362660 (State or other jurisdiction of incorporation) (Commission Fi |
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August 15, 2024 |
SC 13D/A 1 formsc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Citius Oncology, Inc. (Name of Issuer) Common Shares, $0.0001 par value per share (Title of Class of Securities) 17331Y109 (CUSIP Number) Taylor Zhang 420 Lexington Ave Suite 2446 New York, NY 10170 Telephone: (347) 627-0058 (Na |
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August 15, 2024 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION and TENX MERGER SUB, INC. Dated as of October 23, 2023 TABLE OF CONTENTS Page Article I - DEFINITIONS 3 1.1 Definitions 3 1.2 Interpretation 3 Article II - THE MERGER 5 2.1 The Merger 5 2.2 Closing 5 2.3 Closing Deliverables; Eff |
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August 15, 2024 |
EX-99.3 4 ex99-3.htm Exhibit 99.3 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 12, 2024, is made and entered into by and among (i) Citius Oncology, Inc., a Delaware corporation, formerly known as TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), (ii) the e |
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August 15, 2024 |
EX-99.2 3 ex99-2.htm Exhibit 99.2 Citius Pharmaceuticals, Inc. 11 Commerce Drive, First Floor Cranford, New Jersey 07016 August 12, 2024 Citius Oncology, Inc. (formerly, TenX Keane Acquisition) 420 Lexington Avenue, Suite 2446 New York, New York 10170 Attention: Taylor Zhang Email: [email protected] Dear Mr. Zhang: This letter agreement (this “Letter Agreement”) is sent in reference to that c |
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August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41534 CITIUS ONCOLOGY, INC. |
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August 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Empl |
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August 5, 2024 |
2024 Omnibus Stock Incentive Plan. Exhibit 10.5 CITIUS ONCOLOGY, INC. 2024 omnibus STOCK INCENTIVE PLAN Approved by the Board: October 20, 2023 Approved by the Stockholders: August 2, 2024 1. Purposes of the Plan. The purposes of this Plan are to attract and retain the best available personnel; to provide additional incentives to Employees, Directors and Consultants to contribute to the successful performance of the Company and any |
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July 19, 2024 |
Exhibit 10.4 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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July 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo |
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July 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo |
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July 19, 2024 |
Exhibit 10.4 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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July 12, 2024 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-275506 PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF TENX KEANE ACQUISITION (A CAYMAN ISLANDS EXEMPTED COMPANY) 420 Lexington Ave Suite 2446 New York, NY 10170 PROSPECTUS FOR 71,856,188 SHARES OF COMMON STOCK, 5,889 UNITS (INCLUDING 7,066 SHARES OF COMMON STOCK UNDERLYING THE UNITS AND THE RIGHTS INCLUDED AS PART OF THE UNITS) AND 6,594, |
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July 11, 2024 |
Exhibit 2.2 PLAN OF DOMESTICATION This PLAN OF DOMESTICATION (the “Plan of Domestication”) is made on [], 2024 and sets forth the terms and conditions pursuant to which TenX Keane Acquisition, a Cayman Islands exempted company (“TenX”), shall effect a domestication into a Delaware corporation (the “Domestication”) to be known as Citius Oncology, Inc., pursuant to Section 388 of the Delaware Genera |
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July 11, 2024 |
Form of Citius Oncology, Inc. Nomination and Governance Committee Charter. Exhibit 99.5 CHARTER OF THE NOMINATING AND GOVERNANCE COMMITTEE OF CITIUS ONCOLOGY, INC. Membership The Nominating and Governance Committee (the “Committee”) of the board of directors (the “Board”) of Citius Oncology, Inc. (the “Company”), is established pursuant to Section [4.1] of the Bylaws of the Company and shall consist of three or more directors. The members of the Committee shall meet the |
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July 11, 2024 |
Form of Citius Oncology, Inc. Code of Ethics. Exhibit 14 CITIUS ONCOLOGY, INC. Code of Ethics and Business Conduct 1. Introduction. 1.1 The Board of Directors of Citius Oncology, Inc. and its subsidiaries (together with its subsidiaries, the “Company”), has adopted this Code of Ethics and Business Conduct (the “Code”) in order to: (a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interes |
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July 11, 2024 |
VIA EDGAR July 11, 2024 TenX Keane Acquisition 420 Lexington Ave. Suite 2446 New York, NY 10170 (347) 627-0058 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences Washington, D.C. 20549 Re: TenX Keane Acquisition Amendment No. 5 to Registration Statement on Form S-4 Filed July 11, 2024 File No. 333-275506 Ladies and Gentlemen: Pursuant to Rule 461 promul |
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July 11, 2024 |
As Filed with the U.S. Securities and Exchange Commission on July 11, 2024. As Filed with the U.S. Securities and Exchange Commission on July 11, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpora |
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July 11, 2024 |
Consent of Revere Securities LLC. Exhibit 99.2 July 11, 2024 Board of Directors TenX Keane Acquisition Corporation (NASDAQ:TENK) 420 Lexington Avenue, 24th Floor New York, NY 10170 Re: Consent of Revere Securities LLC Reference is made to our opinion letter, dated October 23, 2023, with respect to the fairness from a financial point of view to the shareholders of TenX Keane Acquisition Corp of the Aggregate Consideration (as defin |
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July 11, 2024 |
As Filed with the U.S. Securities and Exchange Commission on July 11, 2024. As Filed with the U.S. Securities and Exchange Commission on July 11, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpora |
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July 11, 2024 |
Form of Proxy Card for TenX Keane Acquisition’s extraordinary general meeting. Exhibit 99.15 |
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July 11, 2024 |
Form of Citius Oncology, Inc. Code of Conduct. Exhibit 99.6 CITIUS ONCOLOGY, INC. CODE OF CONDUCT FOR PRINCIPAL EXECUTIVE OFFICER AND SENIOR FINANCIAL OFFICERS Citius Oncology, Inc. (the “Company”) has a Code of Ethics applicable to all members of the Board of Directors and Associates (which is what the Company calls its employees) of the Company. The principal executive officer (“PEO”) and all senior financial officers, including the chief fi |
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July 11, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees Previously Paid Equity New Citius Oncology Common Stock 457(f)(1) 50,000 (2) $ 10. |
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July 11, 2024 |
Form of Citius Oncology, Inc. Audit Committee Charter. Exhibit 99.3 CHARTER OF THE AUDIT AND RISK COMMITTEE OF CITIUS ONCOLOGY, INC. Membership The Audit and Risk Committee (the “Committee”) of the board of directors (the “Board”) of Citius Oncology, Inc. (the “Company”), is established pursuant to Section [4.1] of the Bylaws of the Company and shall consist of three or more directors. Except as otherwise permitted by the rules of the NASDAQ Stock Mar |
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July 11, 2024 |
Specimen Common Stock Certificate of Citius Oncology, Inc. Exhibit 4.5 NUMBER SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] CITIUS ONCOLOGY, INC. A DELAWARE CORPORATION COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, $0.0001 PAR VALUE PER SHARE EACH, OF CITIUS ONCOLOGY, INC. (THE “CORPORATION”) transferable on the books of the Corporation in person or by duly authorized attorney upon surrender |
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July 11, 2024 |
Form of Citius Oncology, Inc. Compensation Committee Charter. Exhibit 99.4 CHARTER OF THE COMPENSATION COMMITTEE OF CITIUS ONCOLOGY, INC. Membership The Compensation Committee (the “Committee”) of the board of directors (the “Board”) of Citius Oncology, Inc. (the “Company”), is established pursuant to Section [ ] of the bylaws of the Company, and shall consist of two or more directors. All Committee members must meet the requirements of the listing standards |
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July 11, 2024 |
Exhibit 4.6 STATE OF DELAWARE CERTIFICATE OF DOMESTICATION FROM A NON-DELAWARE CORPORATION TO A DELAWARE CORPORATION PURSUANT TO SECTION 388 OF THE DELAWARE GENERAL CORPORATION LAW TenX Keane Acquisition, presently a Cayman Islands exempted company, organized and existing under the laws of the Cayman Islands (the “Non-Delaware Corporation”), does hereby certify to the following facts relating to t |
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July 11, 2024 |
Form of Citius Oncology, Inc. Insider Trading Policy. Exhibit 19 CITIUS ONCOLOGY, INC. INSIDER TRADING POLICY and Guidelines with Respect to Certain Transactions in Company Securities This Policy provides guidelines to members of the Board of Directors (“Board Member(s)”) and employees of Citius Oncology, Inc. and its subsidiaries (the “Company”) with respect to transactions in the Company’s securities and the disclosure of material nonpublic informa |
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June 18, 2024 |
Exhibit 10.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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June 18, 2024 |
Promissory Note, dated June 17, 2024 Exhibit 10.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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June 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo |
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June 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo |
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June 17, 2024 |
Mark Crone Managing Partner [email protected] VIA EDGAR June 17, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Division of Corporation Finance Washington, D.C. 20549 Attn: Division of Corporation Finance Office of Life Sciences Re: TenX Keane Acquisition Amendment No. 2 to Registration Statement on Form S-4 Filed May 3, 2024 File No. 333-275506 Ladies and Gentlemen: On behalf of |
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June 17, 2024 |
As Filed with the U.S. Securities and Exchange Commission on June 17, 2024. As Filed with the U.S. Securities and Exchange Commission on June 17, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpora |
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June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Commiss |
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June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Commiss |
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May 21, 2024 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Employ |
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May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41534 TenX Keane Acquisitio |
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May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on F |
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May 3, 2024 |
As Filed with the U.S. Securities and Exchange Commission on May 3, 2024. As Filed with the U.S. Securities and Exchange Commission on May 3, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporati |
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May 3, 2024 |
Amendment to Sponsor Support Agreement Exhibit 10.13 Execution Version AMENDMENT TO THE SPONSOR SUPPORT AGREEMENT This Amendment (the “Amendment”), dated as of April 26, 2024, to the Sponsor Support Agreement, dated October 23, 2023 (the “Sponsor Support Agreement”), is entered into by and between 10XYZ Holdings LP, a Delaware limited partnership (“Sponsor”), TenX Keane Acquisition, a Cayman Islands exempted company (which will migrate |
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May 3, 2024 |
Exhibit 99.14 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS April 30, 2024 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4, Amendment No. 2 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereb |
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May 3, 2024 |
Mark Crone Managing Partner [email protected] VIA EDGAR May 3, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Division of Corporation Finance Washington, D.C. 20549 Attn: Division of Corporation Finance Office of Life Sciences Re: TenX Keane Acquisition Amendment No. 1 to Registration Statement on Form S-4 Filed January 30, 2024 File No. 333-275506 Ladies and Gentlemen: On behalf |
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May 3, 2024 |
Exhibit 10.21 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT (the “Agreement”), effective as of April 1, 2022 (the “Effective Date”), by and between Citius Pharmaceuticals, Inc. (“Contributor”), and Citius Acquisition Corp., a Delaware corporation (the “Corporation”). A. Contributor has or owns (i) certain rights, duties, benefits and obligations under the Asset Purchase Agreement entered into |
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April 29, 2024 |
Promissory Note, dated April 26, 2024 Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Empl |
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April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Empl |
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April 29, 2024 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41534 TenX Keane Acquisition (Exact name |
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April 16, 2024 |
Policy Relating to Recovery of Erroneously Awarded Compensation Exhibit 97.1 TenX Keane Acquisition Incentive Compensation Recovery Policy Effective Date: December 1, 2023 1. Purpose. The purpose of the TenX Keane Acquisition Incentive Compensation Recovery Policy (this “Policy”) is to provide for the recovery of certain Incentive-Based Compensation in the event of an Accounting Restatement. This Policy is intended to comply with, and to be administered and in |
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April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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March 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * TenX Keane Acquisition (Name of Issuer) Common (Title of Class of Securities) G8708L104 (CUSIP Number) February 29, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Sched |
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February 13, 2024 |
TENK / TenX Keane Acquisition / MIZUHO FINANCIAL GROUP INC - SC 13G Passive Investment SC 13G 1 d516116dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TenX Keane Acquisition (Name of Issuer) Common Shares (Title of Class of Securities) G8708L104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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February 13, 2024 |
EX-99.A 2 d516116dex99a.htm EX-99.A Exhibit A Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY, NY 10020, USA A parent holding company Mizuho Securities USA LLC 1271 Avenue of the Americas, NY, NY 100 |
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February 13, 2024 |
EX-99.B 3 d516116dex99b.htm EX-99.B Exhibit B Power of Attorney Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations thereunder, the undersigned, in the undersigned capacity as an authorized representative of Mizuho Bank, Ltd., Mizuho Americas LLC and Mizuho Securities USA LLC (collectively, the “Companies”), hereby g |
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February 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) * TenX Keane Acquisition (Name of Issuer) Common (Title of Class of Securities) G8708L104 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Sch |
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February 8, 2024 |
TENK / TenX Keane Acquisition / WOLVERINE ASSET MANAGEMENT LLC - SC 13G Passive Investment SC 13G 1 ef20020097sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TenX Keane Acquisition (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G8708L104 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Chec |
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January 30, 2024 |
Mark Crone Managing Partner [email protected] VIA EDGAR January 30, 2024 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Division of Corporation Finance Washington, D.C. 20549 Attn: Division of Corporation Finance Office of Life Sciences Re: TenX Keane Acquisition Registration Statement on Form S-4 Filed November 13, 2023 File No. 333-275506 Ladies and Gentlemen: On behalf of our clien |
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January 30, 2024 |
As Filed with the U.S. Securities and Exchange Commission on January 30, 2024. As Filed with the U.S. Securities and Exchange Commission on January 30, 2024. Registration 333-275506 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorp |
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January 18, 2024 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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January 18, 2024 |
Exhibit 3.1 Companies Act (revised) Company Limited by Shares THIRD AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TENX KEANE ACQUISITION Adopted by special resolution dated 17 JANUARY 2024 [182015.00001] Companies Act (Revised) Company Limited by Shares Third Amended and Restated Memorandum of Association of TenX Keane Acquisition Adopted by special resolution on 17 January 2024 1 |
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January 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Com |
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January 10, 2024 |
Exhibit 99.1 TenX Keane Acquisition Announces Contribution to Trust Account in Connection with Extension Amendment Proposal New York, NY, Jan. 10, 2024 (GLOBE NEWSWIRE) – TenX Keane Acquisition (Nasdaq: TENKU, TENK, TENKR) (the “Company”), announced today that if the proposal to amend the Company’s Amended and Restated Memorandum and Articles of Association, which provides that the Company may ele |
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January 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ☐ Definiti |
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January 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2024 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Com |
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January 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ☒ Definiti |
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December 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) ☐ Definiti |
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November 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41534 TenX Keane Acquis |
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November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report |
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November 13, 2023 |
Exhibit 10.8 |
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November 13, 2023 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity New Citius Oncology Common Stock 457 (f)(1) 50,000 (2) $ 10. |
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November 13, 2023 |
Exhibit 99.8 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, pursu |
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November 13, 2023 |
Exhibit 10.15 * Information in this exhibit marked [***] has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such information is not material and is the type of information that the registrant treats as private or confidential. ASSET PURCHASE AGREEMENT BY AND BETWEEN DR. REDDY’S LABORATORIES S.A., AS SELLER AND CITIUS PHARMACEUTICALS, INC., AS PURCHASER DATED AS OF September 1, 2021 TAB |
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November 13, 2023 |
Exhibit 99.11 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, purs |
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November 13, 2023 |
Exhibit 10.17 *Information in this exhibit marked [***] has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such information is not material and is the type of information that the registrant treats as private or confidential EXECUTION VERSION AMENDMENT TO AMENDED AND RESTATED LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT This Amendment (the “Amendment”) is made as of August 9, 2 |
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November 13, 2023 |
As Filed with the U.S. Securities and Exchange Commission on November 13, 2023. As Filed with the U.S. Securities and Exchange Commission on November 13, 2023. Registration 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition* (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporation or organization) |
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November 13, 2023 |
Exhibit 99.12 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, purs |
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November 13, 2023 |
Consent of Revere Securities LLC. Exhibit 99.2 November 7, 2023 Board of Directors TenX Keane Acquisition Corporation (NASDAQ:TENK) 420 Lexington Avenue, 24th Floor New York, NY 10170 Re: Consent of Revere Securities LLC Reference is made to our opinion letter, dated October 23, 2023, with respect to the fairness from a financial point of view to the shareholders of TenX Keane Acquisition Corp of the Aggregate Consideration (as de |
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November 13, 2023 |
Exhibit 99.9 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, pursu |
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November 13, 2023 |
Exhibit 99.13 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, purs |
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November 13, 2023 |
Exhibit 21.1 List of Subsidiaries of TenX Keane Acquisition Subsidiary Jurisdiction of Incorporation 1. TenX Merger Sub, Inc. Delaware |
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November 13, 2023 |
Exhibit 10.18 * Information in this exhibit marked [***] has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such information is not material and is the type of information that the registrant treats as private or confidential. AMENDMENT NO. 2 TO AMENDED AND RESTATED LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT This AMENDMENT NO. 2 TO AMENDED AND RESTATED LICENSE, DEVELOPMENT AN |
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November 13, 2023 |
Exhibit 10.16 *Information in this exhibit marked [***] has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such information is not material and is the type of information that the registrant treats as private or confidential. AMENDED AND RESTATED LICENSE, DEVELOPMENT AND COMMERCIALIZATION AGREEMENT between EISAI CO., LTD. and DR. REDDY’S LABORATORIES S.A. Dated as of February 26, 2018 |
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November 13, 2023 |
Exhibit 99.10 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the proxy statement/prospectus included |
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November 13, 2023 |
Exhibit 99.7 CONSENT TO REFERENCE IN PROXY STATEMENT/PROSPECTUS November 8, 2023 TenX Keane Acquisition 420 Lexington Ave, Suite 2446 New York, NY 10170 TenX Keane Acquisition (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). In connection therewith, I hereby consent, pursu |
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October 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2023 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Em |
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October 24, 2023 |
Corporate Presentation, dated October 2023 Exhibit 99.2 |
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October 24, 2023 |
Exhibit 99.1 Citius Pharmaceuticals Executes Definitive Agreement to Merge Wholly Owned Subsidiary with TenX Keane Acquisition to Form Publicly Listed Citius Oncology, Inc. Citius Pharmaceuticals, Inc. to receive $675 million in equity of Citius Oncology, Inc. and retain approximately 90% majority control in publicly listed Citius Oncology, Inc. post transaction Transaction anticipated to close in |
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October 24, 2023 |
Form of Amended and Restated Registration Rights Agreement Exhibit 10.2 FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2023, is made and entered into by and among (i) Citius Oncology, Inc., a Delaware corporation, formerly known as TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), (ii) the equityholders designated as Sponsor Eq |
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October 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2023 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Em |
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October 24, 2023 |
Exhibit 10.1 Execution Version sponsor support AGREEMENT THIS SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 23, 2023, by and among 10XYZ Holdings LP, a Delaware limited partnership (“Sponsor”), TenX Keane Acquisition, a Cayman Islands exempted company (which will migrate to and domesticate as a Delaware corporation prior to the Closing) (“Parent”), Citius Phar |
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October 24, 2023 |
Form of Amended and Restated Registration Rights Agreement Exhibit 10.2 FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2023, is made and entered into by and among (i) Citius Oncology, Inc., a Delaware corporation, formerly known as TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), (ii) the equityholders designated as Sponsor Eq |
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October 24, 2023 |
Form of Amended and Restated Shared Services Agreement Exhibit 10.3 FORM OF AMENDED AND RESTATED SHARED SERVICES AGREEMENT THIS AMENDED AND RESTATED SHARED SERVICES AGREEMENT (this “Agreement”) is made as of [] [], 2023, by and between Citius Oncology, Inc., a Delaware corporation (the “Company”), and Citius Pharmaceuticals, Inc, a Delaware corporation (“Citius”) (the Company and Citius may be referred to herein individually as a “Party” or collective |
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October 24, 2023 |
Corporate Presentation, dated October 2023 Exhibit 99.2 |
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October 24, 2023 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION and TENX MERGER SUB, INC. Dated as of October 23, 2023 TABLE OF CONTENTS Page Article I - DEFINITIONS 3 1.1 Definitions 3 1.2 Interpretation 3 Article II - THE MERGER 5 2.1 The Merger 5 2.2 Closing 5 2.3 Closing Deliverables; Effecti |
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October 24, 2023 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER AND REORGANIZATION by and among CITIUS PHARMACEUTICALS, INC., CITIUS ONCOLOGY, INC., TENX KEANE ACQUISITION and TENX MERGER SUB, INC. Dated as of October 23, 2023 TABLE OF CONTENTS Page Article I - DEFINITIONS 3 1.1 Definitions 3 1.2 Interpretation 3 Article II - THE MERGER 5 2.1 The Merger 5 2.2 Closing 5 2.3 Closing Deliverables; Effecti |
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October 24, 2023 |
Form of Amended and Restated Shared Services Agreement Exhibit 10.3 FORM OF AMENDED AND RESTATED SHARED SERVICES AGREEMENT THIS AMENDED AND RESTATED SHARED SERVICES AGREEMENT (this “Agreement”) is made as of [] [], 2023, by and between Citius Oncology, Inc., a Delaware corporation (the “Company”), and Citius Pharmaceuticals, Inc, a Delaware corporation (“Citius”) (the Company and Citius may be referred to herein individually as a “Party” or collective |
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October 24, 2023 |
Exhibit 99.1 Citius Pharmaceuticals Executes Definitive Agreement to Merge Wholly Owned Subsidiary with TenX Keane Acquisition to Form Publicly Listed Citius Oncology, Inc. Citius Pharmaceuticals, Inc. to receive $675 million in equity of Citius Oncology, Inc. and retain approximately 90% majority control in publicly listed Citius Oncology, Inc. post transaction Transaction anticipated to close in |
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October 24, 2023 |
Exhibit 10.1 Execution Version sponsor support AGREEMENT THIS SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 23, 2023, by and among 10XYZ Holdings LP, a Delaware limited partnership (“Sponsor”), TenX Keane Acquisition, a Cayman Islands exempted company (which will migrate to and domesticate as a Delaware corporation prior to the Closing) (“Parent”), Citius Phar |
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October 18, 2023 |
Promissory Note, dated October 18, 2023, issued by TenX Keane Acquisition to 10XYZ Holdings LP. Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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October 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2023 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Com |
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October 18, 2023 |
TenX Keane Acquisition Announces Extension of the Deadline for an Initial Business Combination Exhibit 99.1 TenX Keane Acquisition Announces Extension of the Deadline for an Initial Business Combination New York, NY, October 18, 2023 (GLOBE NEWSWIRE) – TenX Keane Acquisition (the “Company”) (NASDAQ: TENKU) today announced that, in order to extend the date by which the Company must complete its initial business combination from October 18, 2023 to January 18, 2024, the Company has deposited |
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August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41534 TenX Keane Acquisition |
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August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Fo |
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July 18, 2023 |
TenX Keane Acquisition Announces Extension of the Deadline for an Initial Business Combination Exhibit 99.1 TenX Keane Acquisition Announces Extension of the Deadline for an Initial Business Combination New York, NY, July 18, 2023 (GLOBE NEWSWIRE) – TenX Keane Acquisition (the “Company”) (NASDAQ: TENKU) today announced that, in order to extend the date by which the Company must complete its initial business combination from July 18, 2023 to October 18, 2023, the Company has deposited into i |
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July 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2023 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction (Commission (I.R.S. Emplo |
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July 18, 2023 |
Promissory Note, dated July 18, 2023, issued by TenX Keane Acquisition to 10XYZ Holdings LP. Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41534 TenX Keane Acquisition (Exact name |
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March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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February 14, 2023 |
Feis Lawrence Michael - SCHEDULE 13G/A SC 13G/A 1 lfsc13gz.htm SCHEDULE 13G/A OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. 2 )* TenX Keane Acquistion (Name of Issuer) Ordinary shares, par value $ 0.0001 (Title of Class of Secu |
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February 10, 2023 |
TENK / TenX Keane Acquisition / Hudson Bay Capital Management LP - TENK 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TenX Keane Acquisition (Name of Issuer) Ordinary Shares, $0.0001 par value (Title of Class of Securities) G8708L104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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February 8, 2023 |
Feis Lawrence Michael - SCHEDULE 13G/A SC 13G/A 1 lfsc13gz.htm SCHEDULE 13G/A OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. 1 )* TenX Keane Acquistion (Name of Issuer) Ordinary shares, par value $ 0.0001 (Title of Class of Secu |
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December 6, 2022 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2022 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Com |
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December 6, 2022 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 TenX Keane Acquisition Announces the Separate Trading of its Ordinary Shares and Rights Commencing on December 8, 2022 New York, NY, December 6, 2022 (GLOBE NEWSWIRE) – TenX Keane Acquisition (the “Company”) (Nasdaq: TENKU), a newly incorporated blank check company, today announced that, commencing on December 8, 2022, holders of the 6,600,000 units (the “Units”) |
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November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41534 TenX Keane Acquis |
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October 28, 2022 |
TENK / TenX Keane Acquisition / 10XYZ Holdings LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 TENX KEANE ACQUISITION (Name of Issuer) Ordinary Share, par value $0. |
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October 24, 2022 |
Other Events, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2022 (October 18, 2022) TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or othe |
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October 24, 2022 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Page Audited Financial Statements of TenX Keane Acquisition: Report of Independent Registered Public Accounting Firm (PCAOB #688) F-2 Balance Sheet as of October 18, 2022 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of TenX Keane Acquisition |
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October 20, 2022 |
Feis Lawrence Michael - SCHEDULE 13G Schedule 13G OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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October 19, 2022 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of October 13, 2022 by and between TenX Keane Acquisition, a Cayman Islands exempted company (the ?Company?), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the ?Trustee?). WHEREAS, the Company?s registration statement |
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October 19, 2022 |
Exhibit 10.4 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this ?Agreement?) is made as of this October 13, 2022, by and between TenX Keane Acquisition, a Cayman Islands exempted company (the ?Company?), having its principal place of business at 420 Lexington Avenue, Suite 2446, New York, NY 10170 and 10XYZ Holdings LP, a Delaware limited partnership (the ?Purchaser?). WHEREAS, the |
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October 19, 2022 |
Underwriting Agreement, dated October 13, 2022, by and between the Company and Maxim Group LLC EX-1.1 2 ex1-1.htm Exhibit 1.1 6,000,000 Units TenX Keane Acquisition UNDERWRITING AGREEMENT October 13, 2022 MAXIM GROUP LLC 300 Park Avenue New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, TenX Keane Acquisition, a company incorporated as a Cayman Islands company (“Company”), hereby confirms its agreement with Maxim Group |
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October 19, 2022 |
TenX Keane Acquisition Announces Pricing of $60 Million Initial Public Offering EX-99.1 9 ex99-1.htm Exhibit 99.1 TenX Keane Acquisition Announces Pricing of $60 Million Initial Public Offering New York, October 13, 2022 (GLOBE NEWSWIRE) – TenX Keane Acquisition (the “Company”), a newly incorporated blank check company incorporated as a Cayman Islands exempted company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganizati |
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October 19, 2022 |
Exhibit 99.2 TenX Keane Acquisition Announces Closing of $66 Million Initial Public Offering, Including Partial Exercise of Underwriter?s Over-Allotment Option New York, October 18, 2022 (GLOBE NEWSWIRE) ? TenX Keane Acquisition (NASDAQ:TENKU) (the ?Company?), a newly incorporated blank check company incorporated as a Cayman Islands exempted company formed for the purpose of effecting a merger, sh |
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October 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 13, 2022 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 001-41534 N/A (State or other jurisdiction of incorporation) (Com |
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October 19, 2022 |
EX-10.3 7 ex10-3.htm Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 13, 2022, is made and entered into by and among TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), 10 XYZ Holdings LP, a Delaware limited partnership company (the “Sponsor”) and each additional undersigned party listed on the signature p |
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October 19, 2022 |
EX-4.1 4 ex4-1.htm Exhibit 4.1 RIGHTS AGREEMENT This Rights Agreement (this “Agreement”) is made as of October 13, 2022 between TenX Keane Acquisition, a Cayman Islands company with its principal executive offices at 420 Lexington Avenue, Suite 2446, New York, NY 10170 (the “Company”) and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, with offices at 6201 |
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October 19, 2022 |
Exhibit 3.1 Companies Act (revised) Company Limited by Shares SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TENX KEANE ACQUISITION Adopted by special resolution dated october 13, 2022 [182015.00001] Companies Act (Revised) Company Limited by Shares Second Amended and Restated Memorandum of Association of TenX Keane Acquisition Adopted by special resolution on October 13, 20 |
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October 19, 2022 |
EX-10.1 5 ex10-1.htm Exhibit 10.1 October 13, 2022 TenX Keane Acquisition 420 Lexington Avenue, Suite 2446 New York, NY 10170 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among TenX Keane Acquisition, a Cayman Islands exempted company (the |
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October 14, 2022 |
TenX Keane Acquisition 6,000,000 Units PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration Number 333-256271 $60,000,000 TenX Keane Acquisition 6,000,000 Units TenX Keane Acquisition is a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout this prospectus as our initial business combination. |
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October 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 TENX KEANE ACQUISITION (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of incorporation or organization) (I. |
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October 11, 2022 |
Maxim Group LLC 300 Park Avenue New York, NY 10174 Maxim Group LLC 300 Park Avenue New York, NY 10174 October 11, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attention: Jennifer Monick Re: TenX Keane Acquisition Registration Statement on Form S-1, as amended File No. 333- 256271 Dear Ms. Monick: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the |
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October 11, 2022 |
TenX Keane Acquisition 420 Lexington Avenue, Suite 2446 New York, NY 10170 October 11, 2022 CORRESP 1 filename1.htm TenX Keane Acquisition 420 Lexington Avenue, Suite 2446 New York, NY 10170 October 11, 2022 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer Monick Mary Beth Breslin Re: TenX Keane Acquisition Registration Statement on Form S-1, as amended Filed May 19, 2021 File No. 333-256271 Dear Ms. Monick: Pursuant to Rule |
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September 12, 2022 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G8708L138 TENX KEANE ACQUISITION UNITS CONSISTING OF ONE ORDINARY SHARE AND ONE RIGHT THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) ordinary share, par value $0.0001 per share (?Ordinary Share?), of TenX Keane Acquisition, a Cayman Islands exempted company (the ?Company?) and one (1) right (?R |
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September 12, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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September 12, 2022 |
Exhibit 10.8 TENX KEANE ACQUISITION 500 Fifth Avenue, Suite 938 New York, NY 10110 [], 2022 10XYZ Holdings LP 420 Lexington Avenue, Suite 2446 New York, NY 10170 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between TenX Keane Acquisition (the ?Company?) and 10XYZ Holdings LP (the ?Sponsor?), dated as of the date hereof, will confirm our agreement that, c |
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September 12, 2022 |
EX-3.2 3 ex3-2.htm Exhibit 3.2 Companies Act (revised) Company Limited by Shares SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TENX KEANE ACQUISITION Adopted by special resolution dated [ ], 2022 [182015.00001] Companies Act (Revised) Company Limited by Shares Second Amended and Restated Memorandum of Association of TenX Keane Acquisition Adopted by special resolution on [ |
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September 12, 2022 |
Form of Registration Rights Agreement between the Registrant and certain security holders.** EX-10.4 11 ex10-4.htm Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2022, is made and entered into by and among TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), 10 XYZ Holdings LP, a Delaware limited partnership company (the “Sponsor”) and each additional undersigned party listed on the signature page her |
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September 12, 2022 |
Private Placement Units Purchase Agreement between the Registrant and 10XYZ Holdings LP.** EX-10.6 12 ex10-6.htm Exhibit 10.6 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this [ ], 2022, by and between TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), having its principal place of business at 420 Lexington Avenue, Suite 2446 , New York, NY 10170 and 10XYZ Holdings LP, a Delaware limited partnership (the “Purchaser |
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September 12, 2022 |
Form of Rights Agreement between American Stock Transfer & Trust Company and the Registrant.** Exhibit 4.4 RIGHTS AGREEMENT This Rights Agreement (this ?Agreement?) is made as of [ ] 2022 between TenX Keane Acquisition, a Cayman Islands company with its principal executive offices at 420 Lexington Avenue, Suite 2446, New York, NY 10170 (the ?Company?) and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, with offices at 6201 15th Avenue, Brooklyn, NY |
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September 12, 2022 |
Form of Letter Agreement among the Registrant and its officers, directors and 10XYZ Holdings LP.** EX-10.2 9 ex10-2.htm Exhibit 10.2 [], 2022 TenX Keane Acquisition 420 Lexington Avenue, Suite 2446 New York, NY 10170 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among TenX Keane Acquisition, a Cayman Islands exempted company (the “Compan |
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September 12, 2022 |
EX-4.3 5 ex4-3.htm Exhibit 4.3 NUMBER RIGHTS TENX KEANE ACQUISITION A CAYMAN ISLANDS COMPANY RIGHTS SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G8708L112 This Rights Certificate certifies that [ ], or registered assigns, is the registered holder of a right or rights (the “Right”) to automatically receive two-tenths of one ordinary share, par value $0.0001 per share (“Ordinary Share”), of TenX Keane |
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September 12, 2022 |
Exhibit 10.7 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made on [?], 2022. Between: (1) TenX Keane Acquisition, an exempted company incorporated under the laws of the Cayman Islands with registered office at Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands (the ?Company?); and (2) [?] (?Indemnitee?). Whereas: (A) Highly |
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September 12, 2022 |
Amended and Restated Promissory Note, dated as of September 6, 2022, issued to 10XYZ Holdings LP** EX-10.11 15 ex10-11.htm Exhibit 10.11 THIS AMENDED AND RESTATED PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTOR |
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September 12, 2022 |
Form of Underwriting Agreement.** Exhibit 1.1 6,000,000 Units TenX Keane Acquisition UNDERWRITING AGREEMENT [?], 2022 MAXIM GROUP LLC 300 Park Avenue New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, TenX Keane Acquisition, a company incorporated as a Cayman Islands company (?Company?), hereby confirms its agreement with Maxim Group LLC (hereinafter referred |
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September 12, 2022 |
EX-10.3 10 ex10-3.htm Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [*], 2022 by and between TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Trustee”). WHEREAS, the Company’s registra |
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September 12, 2022 |
As Filed with the U.S. Securities and Exchange Commission on September 12, 2022. As Filed with the U.S. Securities and Exchange Commission on September 12, 2022. Registration No. 333-256271 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 8 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of i |
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July 29, 2022 |
As Filed with the U.S. Securities and Exchange Commission on July 29, 2022. As Filed with the U.S. Securities and Exchange Commission on July 29, 2022. Registration No. 333-256271 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 7 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorp |
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July 29, 2022 |
July 29, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Jennifer Monick Bob Telewicz Mary Beth Breslin Re: TenX Keane Acquisition Amendment No. 6 to Registration Statement on Form S-1 Filed May 24, 2022 File No. 333-256271 Dear Ms. Monick: On behalf of TenX Keane Acquisition, a Cayman |
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July 29, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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May 24, 2022 |
As Filed with the U.S. Securities and Exchange Commission on May 24, 2022. As Filed with the U.S. Securities and Exchange Commission on May 24, 2022. Registration No. 333-256271 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 6 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpo |
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May 24, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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May 12, 2022 |
TenX Keane Acquisition 500 Fifth Avenue, Suite 938 New York, NY 10110 May 12, 2022 TenX Keane Acquisition 500 Fifth Avenue, Suite 938 New York, NY 10110 May 12, 2022 VIA EDGAR U. |
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May 12, 2022 |
Maxim Group LLC 300 Park Avenue New York, NY 10174 May 12, 2022 Maxim Group LLC 300 Park Avenue New York, NY 10174 May 12, 2022 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer Monick Mary Beth Breslin Re: TenX Keane Acquisition Registration Statement on Form S-1, as amended Filed May 19, 2021 File No. 333-256271 Dear Ms. Monick: Reference is made to our letter, filed as correspondence via EDGAR on |
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May 11, 2022 |
As Filed with the U.S. Securities and Exchange Commission on May 11, 2022. As Filed with the U.S. Securities and Exchange Commission on May 11, 2022. Registration No. 333-256271 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpo |
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May 11, 2022 |
TenX Keane Acquisition 500 Fifth Avenue, Suite 938 New York, NY 10110 May 11, 2022 CORRESP 1 filename1.htm TenX Keane Acquisition 500 Fifth Avenue, Suite 938 New York, NY 10110 May 11, 2022 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jennifer Monick Re: TenX Keane Acquisition Registration Statement on Form S-1, as amended Filed May 19, 2021 File No. 333-256271 Dear Ms. Monick: Pursuant to Rule 461 under the Securities Ac |
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May 11, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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May 11, 2022 |
Maxim Group LLC 300 Park Avenue New York, NY 10174 CORRESP 1 filename1.htm Maxim Group LLC 300 Park Avenue New York, NY 10174 May 11, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attention: Jennifer Monick Re: TenX Keane Acquisition Registration Statement on Form S-1, as amended File No. 333- 256271 Dear Ms. Monick: Pursuant to Rule 461 under the Securities Act of 19 |
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April 1, 2022 |
As Filed with the U.S. Securities and Exchange Commission on April 1, 2022. As Filed with the U.S. Securities and Exchange Commission on April 1, 2022. Registration No. 333-256271 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TenX Keane Acquisition (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorp |
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April 1, 2022 |
Form of Underwriting Agreement.* Exhibit 1.1 6,000,000 Units TenX Keane Acquisition UNDERWRITING AGREEMENT [?], 2022 MAXIM GROUP LLC 300 Park Avenue New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, TenX Keane Acquisition, a company incorporated as a Cayman Islands company (?Company?), hereby confirms its agreement with Maxim Group LLC (hereinafter referred |
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April 1, 2022 |
EX-10.3 3 ex10-3.htm Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [*], 2022 by and between TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Trustee”). WHEREAS, the Company’s registrat |
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April 1, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TenX Keane Acquisition (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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March 8, 2022 |
Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G8708L104 TENX KEANE ACQUISITION INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS ORDINARY SHARES This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE ORDINARY SHARES OF THE PAR VALUE OF $0.0001 EACH OF TENX KEANE ACQUISITION (THE “COMPANY”) transferable on the books of the Company in person or by duly authorized |
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March 8, 2022 |
Form of Registration Rights Agreement between the Registrant and certain security holders.* Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2022, is made and entered into by and among TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), 10 XYZ Holdings LP, a Delaware limited partnership company (the “Sponsor”) and each additional undersigned party listed on the signature page hereto, if any (each such |
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March 8, 2022 |
Form of Letter Agreement among the Registrant and its officers, directors and 10XYZ Holdings LP.* Exhibit 10.2 [], 2022 TenX Keane Acquisition 500 Fifth Avenue, Suite 938 New York, NY 10110 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), and Maxim Group LLC, |
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March 8, 2022 |
Form of Amended and Restated Memorandum and Articles of Association.* Exhibit 3.2 Companies Act (revised) Company Limited by Shares SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TENX KEANE ACQUISITION Adopted by special resolution dated [ ], 2022 [182015.00001] Companies Act (Revised) Company Limited by Shares Second Amended and Restated Memorandum of Association of TenX Keane Acquisition Adopted by special resolution on [ ], 2022 1 The name |
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March 8, 2022 |
Exhibit 4.3 NUMBER RIGHTS TENX KEANE ACQUISITION A CAYMAN ISLANDS COMPANY RIGHTS SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G8708L112 This Rights Certificate certifies that [ ], or registered assigns, is the registered holder of a right or rights (the “Right”) to automatically receive one-tenth of one ordinary share, par value $0.0001 per share (“Ordinary Share”), of TenX Keane Acquisition (the “Co |
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March 8, 2022 |
Form of Administrative Services Agreement, by and between the Registrant and 10XYZ Holdings LP.* EX-10.8 14 ex10-8.htm Exhibit 10.8 TENX KEANE ACQUISITION 500 Fifth Avenue, Suite 938 New York, NY 10110 [], 2022 10XYZ Holdings LP. 500 Fifth Avenue, Suite 938 New York, NY 10110 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between TenX Keane Acquisition (the “Company”) and 10XYZ Holdings LP (the “Sponsor”), dated as of the date hereof, will confirm our |
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March 8, 2022 |
Private Placement Units Purchase Agreement between the Registrant and 10XYZ Holdings LP.* EX-10.6 12 ex10-6.htm Exhibit 10.6 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this [ ], 2022, by and between TenX Keane Acquisition, a Cayman Islands exempted company (the “Company”), having its principal place of business at 500 Fifth Avenue, Suite 938, New York, NY 10110 and 10XYZ Holdings LP, a Delaware limited partnership (the “Purchaser”). WH |