STOCK TITAN

Currenc extends loan tied to 1M pledged shares

Currenc Group Inc. extends a subsidiary loan and promissory note to 15 months and updates share-backed security terms with its lender.

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Currenc Group Inc. (CURR) reports that its wholly owned subsidiary Seamless Group Inc. entered into an Amendment Deed with Moca Services Limited and guarantor Alexander King Ong Kong on August 27, 2026, modifying an existing loan agreement and related promissory note.

The Amendment Deed extends the maturity of both the loan and the promissory note from three months after closing to fifteen months after closing and adjusts provisions on the use of proceeds upon certain capital raise events, collateral adjustments, assignment consent, and curing Nasdaq deficiencies without triggering an event of default. A related Share Mortgage over 1,000,000 Currenc ordinary shares granted by Pine Mountain Holdings Limited to Moca Services as security for Seamless’ obligations was also amended, with the shares to be returned to Pine Mountain upon full repayment.

Positive

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Filing Explained

The filing clarifies that Currenc is not a party to the share mortgage: Pine Mountain pledged 1,000,000 Currenc ordinary shares under a first legal mortgage and fixed charge, and the shares were transferred to the lender at closing.

Loan original maturity 3 months after closing Original maturity of the Existing Loan Agreement before the Amendment Deed
Loan amended maturity 15 months after closing Revised maturity of the Existing Loan Agreement under the Amendment Deed
Promissory Note original maturity 3 months after closing Original maturity of the Existing Promissory Note before amendment
Promissory Note amended maturity 15 months after closing Revised maturity of the Existing Promissory Note under the Amendment Deed
Mortgaged Shares 1,000,000 ordinary shares Number of Currenc Group Inc. ordinary shares subject to the Share Mortgage
Amendment Deed date August 27, 2026 Date the Amendment Deed among Seamless, Moca Services, Alexander King Ong Kong and Pine Mountain was signed
Share Mortgage financial
"The loan is secured by a share mortgage (the “Share Mortgage”) dated January 9, 2026"
promissory note financial
"that certain promissory note by and between Seamless, as the borrower, and Moca Services"
A promissory note is a written IOU in which one party promises to pay a specific sum, often with interest, to another party by a set date or on demand. Investors care because it functions like a loan: it creates a legal claim on future cash flows, carries credit and timing risk, and can affect valuation or liquidity—think of it as a formal, tradable promise to be repaid that can be assessed like any other debt investment.
event of default financial
"the ability to cure Nasdaq deficiencies without triggering an event of default"
An event of default is a specific breach of a loan or bond agreement—such as missed payments or breaking agreed rules—that gives lenders the legal right to act, for example by demanding immediate repayment, seizing collateral, or accelerating other obligations. For investors, it’s a red flag because it can sharply reduce a company’s ability to operate or raise money, like a car lender repossessing a vehicle after missed payments, and often leads to falling share or bond prices.
capital raise events financial
"the total use of proceeds to be paid upon certain capital raise events"
registration statement on Form S-8 regulatory
"incorporated by reference into the registration statement on Form S-8"
A registration statement on Form S-8 is the U.S. Securities and Exchange Commission filing companies use to register shares they intend to grant to employees, directors, consultants or benefit plans under stock compensation programs. It matters to investors because it signals potential issuance of new shares tied to pay and incentives, which can increase the total shares outstanding — like adding more slices to a pie — reducing each existing share’s ownership and potentially affecting earnings per share and stock value.

FAQ

What did Currenc Group Inc. (CURR) change in its subsidiary’s loan terms?

Currenc Group Inc.’s subsidiary Seamless Group Inc. entered an Amendment Deed on August 27, 2026 that extends the loan maturity to fifteen months after closing and revises provisions on use of proceeds, collateral, assignment consent, and curing Nasdaq deficiencies.

How was the promissory note of Currenc Group Inc.’s subsidiary modified?

The Amendment Deed modifies the Existing Promissory Note dated January 8, 2026 to extend its maturity from three months to fifteen months after closing and to update the use of proceeds upon certain capital raise events and a collateral adjustment provision.

Will the 1,000,000 Currenc Group Inc. shares remain with the lender permanently?

No. Under the Share Mortgage, the 1,000,000 Currenc Group Inc. shares were transferred into the name of Moca Services at closing and must be transferred back to Pine Mountain Holdings Limited upon full repayment of Seamless’ obligations.

How does this 6-K relate to Currenc Group Inc.’s Form S-8 registration statement?

This Form 6-K is incorporated by reference into Currenc Group Inc.’s Form S-8 registration statement (File No. 333-288771), becoming part of that registration statement from the date this report is submitted, to the extent not superseded by later filings.

Who are the main parties to the amended loan and security arrangements involving CURR?

The key parties are Seamless Group Inc. as borrower, Moca Services Limited as lender, Alexander King Ong Kong as guarantor, and Pine Mountain Holdings Limited, which granted the Share Mortgage over 1,000,000 Currenc Group Inc. ordinary shares.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of September 2026

 

Commission File No. 001-41079

 

Currenc Group Inc.

(Translation of registrant’s name into English)

 

410 North Bridge Road,

Spaces City Hall,

Singapore

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F

 

Form 20-F ☒ Form 40-F ☐

 

 

 

 
 

 

Information Contained in this Report

 

On August 27, 2026, Seamless Group Inc. (“Seamless”), a wholly-owned subsidiary of Currenc Group Inc. (Nasdaq: CURR) (“Currenc” or the “Company”) entered into a first amendment to that certain loan agreement by and between Seamless, as the borrower, Moca Services Limited, as the lender, a company incorporated under the laws of Hong Kong (“Moca Services”) and Mr. Alexander King Ong Kong, as the guarantor, dated as of January 9, 2026 (the “Existing Loan Agreement” and, as amended, the “Amendment Deed”). The Amendment Deed primarily modifies the Existing Loan Agreement to extend the maturity date of the Existing Loan from three months after closing to fifteen months after closing. The Amendment Deed further amends, among other conforming edits, (i) the total use of proceeds to be paid upon certain capital raise events, (ii) a collateral adjustment provision, (iii) a consent requirement for assignment of the loan and (iv) the ability to cure Nasdaq deficiencies without triggering an event of default.

 

The Amendment Deed further amends that certain promissory note by and between Seamless, as the borrower, and Moca Services Limited, as the lender, dated as of January 8, 2026 (the “Existing Promissory Note”). The Amendment Deed modifies the Existing Promissory Note to extend the maturity date of the Existing Promissory Note from three months after closing to fifteen months after closing. The Amendment Deed further amends, among other conforming edits, (i) the total use of proceeds to be paid upon certain capital raise events and (ii) a collateral adjustment provision.

 

The loan is secured by a share mortgage (the “Share Mortgage”) dated January 9, 2026, to which the Company is not a party. Under the Share Mortgage, Pine Mountain Holdings Limited (“Pine Mountain”), a British Virgin Islands company, granted a first legal mortgage and first fixed charge over 1,000,000 fully paid Ordinary Shares of the Company (the “Mortgaged Shares”) in favor of Moca Services as continuing security for Seamless’ obligations. The Mortgaged Shares were transferred into the name of Moca Services at closing and must be transferred back to Pine Mountain upon full repayment. The Share Mortgage was similarly amended by the Amendment Deed.

 

The foregoing description of the Amendment Deed does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, a copy of which is attached hereto as Exhibit 99.3 and incorporated herein by reference.

 

This Report on Form 6-K is incorporated by reference into the registration statement on Form S-8 (File No. 333-288771) of the Company, filed with the Commission, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

 

INDEX TO EXHIBITS

 

Exhibit No.   Description
99.1   Loan Agreement, dated January 9, 2026, by and among Seamless Group Inc., Moca Services Limited and Alexander King Ong Kong.
99.2   Promissory Note, dated January 8, 2026, by and among Seamless Group Inc., Moca Services Limited and Alexander King Ong Kong.
99.3   Amendment Deed to the Moca Services Loan Agreement and Promissory Note, dated August 27, 2026, by and among Seamless Group Inc., Moca Services Limited, Alexander King Ong Kong and Pine Mountain Holdings Limited.

 

 
 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: September 2, 2026

 

CURRENC GROUP INC.  
     
By: /s/ Wan Lung Eng  
Name: Wan Lung Eng  
Title: Chief Financial Officer  

 

 

 

Exhibit 99.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.2

 

 

 

 

 

 

 

 

 

Exhibit 99.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

 

 

 

 

 

 

 

Filing Exhibits & Attachments

31 documents