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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR Section 15(d) of The Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): July 16, 2025
ORIGIN
INVESTMENT CORP I
(Exact
name of registrant as specified in its charter)
| Cayman
Islands |
|
001-42732 |
|
00-0000000
N/A |
(State
or other jurisdiction of
incorporation
or organization) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
CapitaGreen,
Level 24, 138 Market St
Singapore |
|
043946 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code +65 7825-5768
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 to 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 ordinary share, $0.0001 par value, and one-half of one redeemable warrant |
|
ORIQU |
|
The
Nasdaq Stock Market LLC |
| Ordinary
shares, $0.0001 par value per share |
|
ORIQ |
|
The
Nasdaq Stock Market LLC |
| Redeemable
warrants included as part of the units, each whole warrant exercisable for one ordinary share at an exercise price of $11.50 |
|
ORIQW |
|
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.
As
previously reported, on July 3, 2025, Origin Investment Corp I, a Cayman Islands exempted company (the “Company”) consummated
an initial public offering (the “IPO”) of 6,000,000 units (the “Units”). The Units were sold at an offering price
of $10.00 per Unit, generating total gross proceeds of $60,000,000.
On
July 16, 2025, the underwriters of the Company, notified the Company of their exercise of the over-allotment option in full and purchased
900,000 additional units (the “Option Units”) at $10.00 per unit upon the closing of the over-allotment option, generating
gross proceeds of $9,000,000. The over-allotment option closed on July 18, 2025. Simultaneously with the closing of the over-allotment
option, the Company consummated the private placement of an aggregate of 18,000 private units (the “Private Units”) to Origin
Equity LLC at a price of $10.00 per Private Unit, generating gross proceeds of $180,000. Simultaneously with the closing of the over-allotment
option, the Company also issued an aggregate of 4,500 private units to the underwriters.
On
July 18, 2025, the Company published a press release to report the closing of the over-allotment option. The press release is furnished
with this report as Exhibit 99.1.
An
audited balance sheet as of July 3, 2025 reflecting receipt of the proceeds upon consummation of the IPO and concurrent private placement
has been issued by the Company and previously filed as Exhibit 99.1 to a Current Report on Form 8-K on July 10, 2025. The Company’s
unaudited pro forma balance sheet as of July 18, 2025, adjusted for the closing of the over-allotment option is attached as Exhibit 99.2
to this Current Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits.
| (d) |
|
Exhibits. |
| |
|
|
| |
|
The
following exhibits are being filed herewith: |
| |
|
|
| 99.1 |
|
Press Release, dated July 18, 2025. |
| 99.2 |
|
Unaudited Pro Forma Balance Sheet as of July 18, 2025. |
| 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.
Date:
July 23, 2025
| |
ORIGIN
INVESTMENT CORP I |
| |
|
|
| |
By: |
/s/
Yung-Hsi (“Edward”) Chang |
| |
Name: |
Yung-Hsi
(“Edward”) Chang |
| |
Title: |
Chief
Executive Officer |
