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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
October
7, 2025
Date
of Report (Date of earliest event reported)
GLOBALINK
INVESTMENT INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware |
|
001-41122 |
|
36-4984573 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
200
Continental Drive, Suite 401
Newark,
Delaware |
|
19713 |
(Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: +6012 405 0015
N/A
(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 |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities
registered pursuant to Section 12(b) of the Act: None
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
3.03. Material Modification to Rights of Security Holders.
Amendment
of Certificate of Incorporation
As
described in Item 5.03 below, which description is incorporated herein by reference, the stockholders of Globalink
Investment Inc., a Delaware corporation (“Globalink”) approved an amendment to the Amended and Restated Certificate
of Incorporation of Globalink at the Special Meeting held on October 7, 2025, and Globalink has filed the Amendment of Charter
with the Delaware Department of State, a copy of which is attached hereto as Exhibit 3.1.
Item
5.07 Submission of Matters to a Vote of Security Holders
On
January 30, 2024, Globalink entered into that certain Merger Agreement (as amended and restated on May 20, 2024, further amended on March
6, 2025, April 18, 2025 and September 27, 2025, the “Business Combination Agreement”), with Alps Life Sciences Inc., an exempted
company formed under the laws of the Cayman Islands (“Alps”), Alps Global Holding Pubco, an exempted company formed under
the laws of the Cayman Islands (“PubCo”), Alps Biosciences Merger Sub, an exempted company formed under the laws of the Cayman
Islands and a wholly-owned subsidiary of PubCo (the “Merger Sub”), GL Sponsor LLC, a Delaware limited liability company,
in the capacity as Parent Representative thereunder and Dr. Tham Seng Kong, an individual, in the capacity as Seller Representative thereunder.
Pursuant
to the Business Combination Agreement, the Business Combination between Globalink and Alps will be effected in two steps: (i) Globalink
will merge with and into PubCo, with PubCo remaining as the surviving publicly traded entity (the “Redomestication Merger”);
and (ii) Merger Sub will merge with and into Alps, resulting in Alps remaining as the surviving entity and being a wholly-owned subsidiary
of PubCo (the “Acquisition Merger”).
On
October 7, 2025, Globalink held a special meeting of stockholders (the “Special Meeting”) to consider and vote on the transactions
contemplated by that Business Combination Agreement. At the Special Meeting, holders of 3,445,007 shares of Globalink common stock were
present in person or by proxy, constituting a quorum for the transaction of business. Only stockholders of record as of September 16,
2025, the record date for the Special Meeting, were entitled to vote at the Special Meeting. As of the record date, 3,517,601 shares
of Globalink common stock were outstanding and entitled to vote at the Special Meeting. The proposals listed below are described in more
detail in Globalink’s definitive proxy statement/prospectus, filed with the SEC on September 17, 2025 (the “Definitive Proxy
Statement/Prospectus”). A summary of the final voting results at the Special Meeting is set forth below:
Proposal
1 - The Redomestication Merger Proposal
Globalink’s
stockholders approved Proposal 1 - the merger of Globalink
with and into PubCo, with PubCo remaining as the surviving publicly traded entity. The votes cast were as
follows:
For | |
Against | |
Abstain |
| 3,445,007 | | |
| 0 | | |
| 0 | |
Proposal
2 – The Acquisition Merger Proposal
Globalink’s
stockholders approved Proposal 2 – the approval and adoption of the Business Combination Agreement and the transactions contemplated
thereunder, including the merger of Merger Sub with and into Alps, with Alps continuing as the surviving company and as a wholly-owned
subsidiary of PubCo, and the issuance of PubCo ordinary shares as merger consideration thereunder. The votes cast were as follows:
For | |
Against | |
Abstain |
| 3,445,007 | | |
| 0 | | |
| 0 | |
Proposal
3 - The Net Tangible Asset Charter Amendment Proposal
Globalink’s
stockholders approved Proposal 3 – the approval of a proposal to amend the Globalink Charter pursuant to a fifth amendment to the
Globalink Charter in the form set forth in Annex J to the Definitive Proxy Statement/Prospectus to eliminate from the Globalink Charter
the limitation that Globalink will not consummate any initial business combination unless it (or any successor) has net tangible assets
of at least $5,000,001 upon consummation of such business combination. The votes cast were as follows:
For | |
Against | |
Abstain |
| 3,445,007 | | |
| 0 | | |
| 0 | |
Proposal
4 - The Adjournment Proposal
The
fourth proposal to adjourn the Special Meeting (the “Adjournment Proposal”) was not presented at the Special Meeting since
the Redomestication Merger Proposal, the Acquisition Merger Proposal, and the Net Tangible Asset Charter Amendment Proposal received
sufficient favorable votes to be adopted.
Item
8.01. Other Events.
Redemption
of Public Shares
In
connection with the stockholder votes at the Special Meeting, holders of 59,966 public shares of the Company’s common stock (the
“Public Shares”) exercised their right to redeem their shares for cash.
Following the redemptions, the Company will have 12,635 Public Shares outstanding.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits:
Exhibit |
|
Description |
3.1 |
|
Form of Fifth Amendment to the Amended and Restated Certificate of Incorporation of Globalink |
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
Dated:
October 10, 2025
|
GLOBALINK
INVESTMENT INC. |
|
|
|
|
By: |
/s/
Say Leong Lim |
|
Name: |
Say
Leong Lim |
|
Title: |
Chief
Executive Officer |