Direct Selling Acquisition Corp.

01/07/2024 | Press release | Distributed by Public on 02/07/2024 03:32

Material Agreement Form 8 K

Item 1.01

Entry into Material Definitive Agreements.

As previously disclosed, on January 17, 2024, Direct Selling Acquisition Corp., a Delaware corporation (the "DSAQ"), entered into a Business Combination Agreement (the "Business Combination Agreement"), by and among Aeroflow Urban Air Mobility Private Limited, a private limited company incorporated under the laws of India and a direct wholly owned subsidiary of PubCo ("IndiaCo"), Hunch Technologies Limited, a private limited company incorporated in Ireland with registered number 607449 ("PubCo"), FlyBlade (India) Private Limited, a private limited company incorporated under the laws of India ("Hunch Mobility"), and HTL Merger Sub LLC, a Delaware limited liability company and a direct wholly owned subsidiary of PubCo ("Merger Sub", and together with DSAQ, IndiaCo, PubCo and Hunch Mobility, the "Parties" and each a "Party").

Business Combination Agreement Amendment

On June 28, 2024, the Parties entered into an amendment to the Business Combination Agreement (the "BCA Amendment"). The BCA Amendment modifies the "Termination Date" (i.e., the date on which either party could terminate the Business Combination Agreement, under the circumstances specified therein, if the transactions contemplated by the Business Combination Agreement have not been consummated on or prior to such date) to September 28, 2024.

The foregoing descriptions of the BCA Amendment are not complete and are subject to and qualified in their entirety by reference to the BCA Amendment. A copy of the BCA Amendment is filed with this Current Report on Form 8-Kas Exhibit 2.1, and the terms of which are incorporated by reference herein.