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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 18, 2026
Forefront Tech Holdings Acquisition Corp
(Exact name of registrant as specified in its charter)
| Cayman Islands |
|
001-43263 |
|
N/A |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
Suite 210, 2nd Floor, Windward III, Regatta
Office Park, PO Box 500
Grand Cayman, Cayman Islands KY1-1106
(Address of principal executive offices, including
zip code)
+1 (302) 406-3060
Registrant’s telephone number, including
area code
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange
on which
registered |
| Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant |
|
FTHAU |
|
The Nasdaq Stock Market LLC |
| Class A ordinary shares, par value $0.0001 per share |
|
FTHA |
|
The Nasdaq Stock Market LLC |
| Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share |
|
FTHAW |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Item 8.01. Other Events.
On June 18, 2026, Forefront Tech Holdings Acquisition
Corp (the “Company”) announced that, commencing on June 22, 2026, the holders of units issued in its initial
public offering (the “Units”), each Unit consisting of one Class A ordinary share of the Company, par value
$0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant (the “Warrants”)
with each whole Warrant entitling the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, may elect to separately
trade the Ordinary Shares and Warrants included in the Units. No fractional Warrants will be issued upon separation of the Units and only
whole Warrants will trade. The Units not separated will continue to trade on the Global Market tier of The Nasdaq Stock Market LLC (the
“Nasdaq”) under the symbol “FTHAU.” The Ordinary Shares and the Warrants will trade on the Nasdaq
under the symbols “FTHA” and “FTHAW”, respectively. Holders of Units will need to have their brokers contact Odyssey
Transfer and Trust Company, the Company’s transfer agent, in order to separate the Units into Ordinary Shares and Warrants.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
EXHIBIT INDEX
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release, dated June 18, 2026. |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| |
FOREFRONT TECH HOLDINGS ACQUISITION CORP |
| |
|
|
|
| |
By: |
/s/ Peter Bilitsch |
| |
|
Name: |
Peter Bilitsch |
| |
|
Title: |
Chairman and Chief Executive Officer |
| |
|
|
|
| Dated: June 18, 2026 |
|
|
|
Exhibit 99.1
Forefront Tech Holdings Acquisition Corp Announces the Separate
Trading of its Class A Ordinary Shares and Warrants, Commencing June 22, 2026
GRAND CAYMAN, CAYMAN ISLANDS, June 18, 2026 (GLOBE NEWSWIRE) -- Forefront
Tech Holdings Acquisition Corp (NASDAQ: FTHAU) (the “Company”) today announced that commencing June 22, 2026, holders of the
units sold in its initial public offering (the “Units”) may elect to separately trade the Class A ordinary shares and warrants
included in the Units. Each Unit consists of one Class A ordinary share and one-half of one redeemable warrant. No fractional warrants
will be issued upon separation of the Units and only whole warrants will trade. Each whole warrant entitles the holder thereof to purchase
one Class A ordinary share at a price of $11.50 per share. Only whole warrants are exercisable.
The Class A ordinary shares and warrants that are separated will trade
on the Global Market tier of The Nasdaq Stock Market LLC (“Nasdaq”) under the symbols “FTHA” and “FTHAW”,
respectively. Those Units not separated will continue to trade on the Nasdaq under the symbol “FTHAU”. Holders of the Units
will need to have their brokers contact Odyssey Transfer and Trust Company, the Company’s transfer agent, in order to separate the
Units into Class A ordinary shares and warrants.
The offering was made only by means of a prospectus, copies of which
may be obtained from BTIG, LLC, Attention: 65 East 55th Street, New York, New York 10022, or by email at ProspectusDelivery@btig.com,
or by accessing the SEC’s website, www.sec.gov.
This press release shall not constitute an offer to sell or a solicitation
of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Forefront Tech Holdings Acquisition Corp
The Company is a blank check company incorporated as an exempted company
under the laws of the Cayman Islands, which will seek to effect a merger, share exchange, asset acquisition, share purchase, reorganization
or similar business combination with one or more businesses or entities. While it may pursue an acquisition opportunity in any business,
industry, sector or geographical location, it intends to focus on target businesses in the technology sector (with an emphasis on blockchain-enabled
artificial intelligence, digital trade identities and robotics). The Company expects to focus on platforms serving Southeast Asia nations
and the region’s cross-border corridors. Next Lion Sponsor Holdings LLC is the Company’s sponsor.
Forward-Looking Statements
This press release includes forward-looking statements that involve
risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such forward-looking statements are
subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. The Company expressly
disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein
to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on
which any statement is based. No assurance can be given that the offering discussed above will be completed on the terms described, or
at all. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including
those set forth in the Risk Factors section of the Registration Statement and related preliminary prospectus filed in connection with
the initial public offering with the SEC. Copies are available on the SEC’s website, www.sec.gov.
Contact:
Forefront Tech Holdings Acquisition Corp
Suite 210, 2nd Floor, Windward III, Regatta Office Park, PO Box 500
Grand Cayman, Cayman Islands, KY1-1106
Telephone: +1 (302) 406-3060