Item 8.01. Other Events.
In
connection with the shareholders' vote at the Meeting, 3,508,994 Class A ordinary shares were tendered for redemption. On September 29,
2022, MPAC made a deposit of $224,100.60 (the “Extension Payment”) to the
trust account and extended the Combination Period from October 12, 2022 to January 12, 2023. Following such redemptions and the deposit
of the Extension Payment, the amount of funds remaining in the trust account is approximately $23.4 million. On September 30, 2022,
MPAC issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that MPAC has
extended its Combination Period by an additional three months, or until January 12, 2023, and related matters.
On
September 30, 2022, MPAC received from MMV an interest-free loan of $225,000 pursuant to
the Second Amendment.
Important Notice
Regarding Forward-Looking Statements
This
Current Report on Form 8-K contains certain “forward-looking statements” within the meaning of the Securities Act of 1933
and the Securities Exchange Act of 1934, both as amended. Statements that are not historical facts, including statements about the pending
transactions among Purchaser Parties and MMV and the transactions contemplated thereby, and the parties’ perspectives and expectations,
are forward-looking statements. Such statements include, but are not limited to, statements regarding the proposed transaction, including
the anticipated initial enterprise value and post-closing equity value, the benefits of the proposed transaction, integration plans, expected
synergies and revenue opportunities, anticipated future financial and operating performance and results, including estimates for growth,
the expected management and governance of the combined company, and the expected timing of the transactions. The words “expect,”
“believe,” “estimate,” “intend,” “plan” and similar expressions indicate forward-looking
statements. These forward-looking statements are not guarantees of future performance and are subject to various risks and uncertainties,
assumptions (including assumptions about general economic, market, industry and operational factors), known or unknown, which could cause
the actual results to vary materially from those indicated or anticipated.
Such
risks and uncertainties include, but are not limited to: (i) risks related to the expected timing and likelihood of completion of the
pending transaction, including the risk that the transaction may not close due to one or more closing conditions to the transaction not
being satisfied or waived, such as regulatory approvals not being obtained, on a timely basis or otherwise, or that a governmental entity
prohibited, delayed or refused to grant approval for the consummation of the transaction or required certain conditions, limitations or
restrictions in connection with such approvals; (ii) risks related to the ability of Parent and MMV to successfully integrate the businesses;
(iii) the occurrence of any event, change or other circumstances that could give rise to the termination of the applicable transaction
agreements; (iv) the risk that there may be a material adverse change with respect to the financial position, performance, operations
or prospects of MMV or Parent; (v) risks related to disruption of management time from ongoing business operations due to the proposed
transaction; (vi) the risk that any announcements relating to the proposed transaction could have adverse effects on the market price
of Parent’s securities; (vii) the risk that the proposed transaction and its announcement could have an adverse effect on the ability
of MMV and Parent to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers
and on their operating results and businesses generally; (viii) the risk that the combined company may be unable to achieve cost-cutting
synergies or it may take longer than expected to achieve those synergies; and (ix) risks associated with the financing of the proposed
transaction. A further list and description of risks and uncertainties can be found in Parent’s prospectus/proxy statement filed
with the SEC and in the Registration Statement on Form F-4 and proxy statement filed with the SEC by the Purchaser in connection with
the proposed transactions, and other documents that the parties may file or furnish with the SEC, which you are encouraged to read. Should
one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially
from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on
these forward-looking statements. Forward-looking statements relate only to the date they were made, and Purchaser Parties, MMV, and their
subsidiaries undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were
made except as required by law or applicable regulation.
Additional Information
and Where to Find It
In
connection with the transaction described herein, Purchaser has filed with the SEC a Registration Statement on Form F-4 that includes
a proxy statement of the Parent and that also constitutes a prospectus of Purchaser with respect to the shares to be issued in the proposed
transactions (the “proxy statement/prospectus”). The definitive proxy statement/prospectus (if and when available) will be
mailed to shareholders of Parent as of a record date to be established for voting at the stockholders’ meeting relating to the proposed
transactions. Shareholders will also be able to obtain a copy of the proxy statement/prospectus without charge from Parent and Purchaser.
Each of the Parent and Purchaser may also file other relevant documents regarding the proposed transactions with the SEC.
Investors
and security holders may obtain free copies of the proxy statement/prospectus (if and when available) and other documents that are filed
or will be filed with the SEC by Purchaser or Parent through the website maintained by the SEC at www.sec.gov or by writing to
Parent at Cheung Kong Center, 58th Floor, Unit 5801, 2 Queens Road Central, Central, Hong Kong. INVESTORS AND SECURITY HOLDERS
OF PARENT ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION
WITH THE TRANSACTIONS THAT PARENT OR PURCHASER WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT PARENT, PURCHASER, MULTIMETAVERSE AND THE TRANSACTIONS.
Participants in
Solicitation
Purchaser
Parties, MMV, certain shareholders of Parent, and their respective directors, executive officers and employees and other persons may be
deemed to be participants in the solicitation of proxies from the holders of Parent’s ordinary shares in respect of the proposed
transactions. Information about Parent's directors and executive officers and their ownership of Parent's ordinary shares is set forth
in Parent's Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on April 15, 2022. Other information regarding
the interests of the participants in the proxy solicitation will be included in the definitive proxy statement/prospectus pertaining to
the proposed transactions when it becomes available. These documents can be obtained free of charge from the sources indicated above.
No Offer or Solicitation
This
Current Report on Form 8-K is not intended to, and shall not, constitute an offer to sell or buy any securities or a solicitation of any
vote or approval and is not a substitute for the proxy statement/prospectus or any other document Purchaser or Parent may file with the
SEC or send to Parent’s shareholders in connection with the proposed transactions. No offering of securities shall be made except
by means of a prospectus meeting the requirements of Section 10 of the Securities Act, or an exemption therefrom.