America
Securities and Exchange Commission
Washington DC 20549
Form 6-K
Foreign Private Issuer Report
Pursuant to Rules 13a-16 or 15d-16
Under the Securities Exchange Act of 1934
June 2024
Commission File Number: 001-41480
Starbox Group Holdings Inc.
VO2-03-07, Velocity Office 2, Lingkaran SV, Sunway Velocity, 55100
Kuala Lumpur, Malaysia
(Address of principal office)
Indicate by check mark whether the registrant has filed or plans to file annual reports on Form 20-F or on the cover page of Form 40-F.
Form 20-F ☒ Form 40-F ☐
Entering into a software purchase agreement with Bardi Equity Limited
On June 14, 2024, the issuer, Starbox Group Holdings Ltd., a Cayman Islands company (the “Company”), and its indirect wholly-owned subsidiary, Irace Technology Limited, a British Virgin Islands company (“Irace Technology”), entered into a software purchase agreement (the “Software Purchase Agreement”) with the seller, Bardi Equity Limited, a company incorporated in the Republic of Seychelles (the “Seller”), for certain virtual space rebate mall module software and related assets (the “Virtual Space Software”).
Pursuant to the Software Purchase Agreement, Irace Technology has agreed to acquire all right, title and interest in and to the Virtual Space Software from the Sellers for consideration of a total of 29,000,000 common shares of the Company at a price of US$5,800,000 (US$0.20 per share) (the “Consideration Shares”). In connection with the Software Purchase Agreement, on June 14, 2024, the Sellers and the four Transferees (the “Transferees”) executed an assignment deed (the “Transfer Deed”) for the assignment of the Sellers’ Consideration Shares and the Sellers delivered a notice of assignment (the “Transfer Notice”) (the “Transfer”) to the Company and Irace Technology. Pursuant to the Software Purchase Agreement and the Transfer, the Consideration Shares will be issued to the Transferees on a settlement date to be agreed between the Company, Irace Technology and the Sellers, subject to the Sellers fulfilling their obligations under the Software Purchase Agreement.
The foregoing descriptions of the Software Purchase Agreement, the Assignment Deed and the Notice of Assignment are not exhaustive and are qualified in their entirety by reference to the full text of the Software Purchase Agreement, the Assignment Deed and the Notice of Assignment, which are filed as Exhibits 10.1, 10.2 and 10.3, respectively, to this Form 6-K.
The Software Purchase Agreement and the transactions contemplated thereby were approved and permitted by our board of directors on June 14, 2024.
This Form 6-K is incorporated by reference into the Company’s registration statement on Form F-3, as amended (File No. 333-274484), and the base prospectus and prospectus supplement issued pursuant to the aforementioned registration statement, unless superseded by any document or report subsequently filed or furnished by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
Exhibition Index
Exhibit number |
explanation |
|
10.1 |
Software Purchase Agreement between Starbox Group Holdings Inc., iRace Technology Inc., and Birdie Equity Inc. (dated June 14, 2024). | |
10.2 |
Deed of Assignment dated June 14, 2024 between Bardi Equity Limited and the persons named in Schedule 1 | |
10.3 |
Notice of Transfer dated June 14, 2024 filed by Bardi Equity Limited to Starbox Group Holdings Ltd. and Irace Technology Limited |
signature
Pursuant to the provisions of the Securities Exchange Act of 1934, the registrant has caused this report to be duly executed on its behalf by the duly authorized undersigned:
Starbox Group Holdings Inc. | ||
Date: June 14, 2024 |
by: |
/s/ Lee Chun-ui |
name: |
Lee Chun-ui |
|
title: |
chief executive officer |