AGBA SEC filings, in plain English
Everything AGBA Acquisition Ltd has filed with the SEC that we hold — 40 filings, newest first, 8 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Q2 2026 10-Q of Triller Group Inc. (Nasdaq: ILLR), in thousands. Total revenues were $5,226 for the quarter versus $5,515 and $10,256 for the six months versus $10,296, made up of commissions and asset management fees. Total operating expenses fell to $27,838 from $34,350 for the quarter, as personnel and benefit expense dropped to $8,320 from $21,169 while legal and professional fees rose to $15,027 from $5,931. Why it matters: Liabilities of $407.3 million stand against $33.9 million of assets, and quarterly legal and professional fees of $15.0 million are nearly three times quarterly revenue. Registered warrants are exercisable for 0.025 of a share at $230.00 per full share following the reverse split.
combination deadline, going-concern doubtnothing moved · 2 with no prior record of ours
- Combination deadline
- 2025-02-28 · unchanged
- Going-concern doubt
- stated · unchanged
The clause …“agreements, respectively to extend the closing date of the transaction to February 28, 2025. On March 14, 2025, SLS issued a termination notice to terminate the agreement due to the Company’s failure to complete the transaction. On”…
The clause …“all of which are past due and considered in default. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of twelve months from the date of issuance of these unaudited”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Item 3.01 8-K of Triller Group Inc. (Nasdaq: ILLR). The company had previously disclosed that by letter dated July 9, 2026 the Nasdaq Hearings Panel granted its request for an extension to evidence compliance with the $1.00 minimum bid price requirement, on terms requiring a closing bid price of at least $1.00 for 20 consecutive trading sessions by July 30, 2026. By letter dated August 3, 2026 Nasdaq formally notified the company that it timely evidenced compliance with the $1.00 bid price requirement and all other applicable criteria for continued listing on The Nasdaq Capital Market. Why it matters: The bid-price deficiency is cured and the company remains listed, but the Hearings Panel keeps jurisdiction under Rule 5815(c)(1)(A), so the matter is not fully closed. The compliance follows the 1-for-10 reverse split the company effected June 22, 2026.
What changed: Triller Group Inc., the AGBA Acquisition Ltd successor, disclosed that on July 9, 2026 the Nasdaq Hearings Panel granted an exception to regain compliance with the $1.00 bid price rule, Listing Rule 5550(a)(2), until July 30, 2026, requiring a closing bid of $1.00 or more for twenty consecutive business days by that date. This replaces the May 29, 2026 exception, which had required ten consecutive business days by June 30, 2026. Trading had resumed April 16, 2026 after a December 26, 2025 delisting decision over late periodic filings was modified on appeal and the 2025 Form 10-K was filed. Why it matters: The terms got harder, not easier: twenty consecutive days above $1.00 by July 30, 2026 replaces ten days by June 30, meaning the company missed the earlier deadline and now needs a longer clean run in less time. This company has already been through a delisting determination once, on periodic filing failures, so it is operating without margin — a Hearings Panel exception is the last stage before securities are suspended. Former AGBA holders face a binary outcome inside a matter of weeks.
What changed: The registrant filed an Item 7.01 amendment clarifying its answer to Question 6 of a Shareholder Q&A issued June 29, 2026 after its June 10, 2026 annual general meeting. Shareholders had approved a generic resolution authorising the issuance of common stock, or securities convertible into it, in one or more private placements in excess of 20% of outstanding common stock. Nasdaq's Listing Qualifications Staff notified the company it will not accept that generic omnibus resolution as satisfying the applicable shareholder-approval requirement. Why it matters: A blanket authorisation the shareholders granted does not, on Nasdaq's reading, permit the issuances it appears to permit. Any private placement above the 20% threshold will need approval of its own, so the company's financing flexibility is narrower than the meeting result suggested.
What changed: The registrant, which signs this report as Triller Group Inc., furnished a written Shareholder Q&A as Exhibit 99.1 under Item 7.01 on June 29, 2026, following its annual meeting held June 10, 2026. The report states the Item 7.01 information and the exhibit are furnished and shall not be deemed filed for purposes of Section 18, nor incorporated by reference into any filing except where expressly stated. Why it matters: The Q&A itself carries no terms and is furnished rather than filed. Its significance is that an amendment filed two days later corrected the answer to one of its questions, after Nasdaq told the company it would not accept the generic share-issuance resolution the meeting had approved.
What changed: Triller Group Inc. wrote to stockholders ahead of its Annual Meeting on June 10, 2026 at 1:00 P.M. local time to disclose that the board resolved to amend Section 2.07 of the bylaws, cutting the quorum requirement for stockholder meetings from a majority in voting power of the shares entitled to vote, present in person or by proxy, to 35% in voting power. The amended Q&A in the proxy statement now reads that holders of 35% of the 197,466,991 common shares and 11,801,804 Series A-1 Preferred shares outstanding at the record date constitute a quorum. Why it matters: The letter states the consequence itself: each proposal passes on a majority of the votes CAST, so if attendance clears the new 35% floor but falls short of a majority of outstanding shares, the affirmative vote of fewer shares approves every proposal than would have been needed before the amendment. The company gives reaching a quorum as its reason and names a reverse stock split among the important proposals to be considered at the meeting. Broker non-votes and abstentions count as present for quorum. Proxies already submitted are unaffected unless a holder changes the vote.
What changed: Triller Group Inc. (successor to SPAC AGBA Acquisition Ltd) called its 2025 annual meeting for June 10, 2026 at 1:00 p.m. local time at 20F Foyer, 625 King's Road, North Point, Hong Kong, record date May 13, 2026. Beyond electing directors and ratifying Enrome LLP as auditor for the year ending December 31, 2025, holders vote on a name change, on a 2026 Equity Incentive Plan reserving 39,600,000 shares, and on a Nasdaq Rule 5635(d) proposal permitting issuance of stock or convertible securities in one or more private placements above 20% of outstanding common. Why it matters: Two dilution authorizations sit on the same ballot: a 39.6 million share incentive pool and open-ended private placement capacity above the Nasdaq 20% threshold, meaning management is seeking pre-clearance to issue equity repeatedly without returning to shareholders. For legacy AGBA holders that is compounding dilution on top of a de-SPAC that is already holding its fiscal 2025 annual meeting in mid-2026, a delay indicating reporting strain. An in-person Hong Kong venue with no virtual option also suppresses participation by U.S. retail holders.
- What changed vs 2026-01-27deadline 2026-06-06 → 2025-02-28
combination deadline, going-concern doubt, mandate language1 moved · 2 with no prior record of ours
- Combination deadline
- 2026-06-062025-02-28
- Going-concern doubt
- stated · unchanged
- Mandate language
- We will focus on technology/digitalization and consumerizati…not matched in this filing
SpacBrain reads this as 463 days earlier than the previous record.
The clause …“agreements, respectively to extend the closing date of the transaction to February 28, 2025. Subsequently on March 14, 2025, SLS issued a termination notice to terminate the agreement due to the Company’s failure to complete the”…
The clause …“all of which are past due and considered in default. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of twelve months from the date of issuance of these unaudited”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Triller Group Inc. filed a preliminary proxy, subject to completion and dated May 12, 2026, for an annual meeting of shareholders on June 4, 2026 at 1 p.m. local time, held at 20F Foyer, 625 King's Road, North Point, Hong Kong. Six items: electing four directors; ratifying Enrome LLP as auditor for fiscal 2025; a reverse stock split of no more than 1-for-10 at a ratio the board fixes within one year after the meeting; a name change to Eight Holdings Inc.; a 2026 Equity Incentive Plan reserving 39,600,000 shares; and a Nasdaq Listing Rule 5635(d) proposal. Why it matters: The Nasdaq proposal would permit issuing shares, or securities convertible into or exercisable for shares, in one or more private placements in excess of 20% of outstanding common stock. Set beside a 39,600,000-share plan reserve and board-discretionary reverse-split authority up to 1-for-10, the meeting is largely about capacity to issue. The document is inconsistent about which year it is: the notice heading says 2026 Annual Meeting, the letter says 2025, the auditor is ratified for fiscal 2025, and directors are elected to serve until the 2026 annual meeting.
- What changed vs 2026-01-26deadline 2026-06-06 → 2025-02-28
combination deadline, going-concern doubt, mandate language1 moved · 2 with no prior record of ours
- Combination deadline
- 2026-06-062025-02-28
- Going-concern doubt
- stated · unchanged
- Mandate language
- focus our efforts on the $250 billion creator economy, as fo… · unchanged
SpacBrain reads this as 463 days earlier than the previous record.
The clause …“agreements, respectively to extend the closing date of the transaction to February 28, 2025. F- 51 TRILLER GROUP INC. AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024”…
The clause …“on our business, financial condition, results of operations, and prospects. Substantial Doubt About Our Ability to Continue as a Going Concern Our consolidated financial statements have been prepared assuming we will continue as a”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
combination deadline, going-concern doubt, mandate languagenothing moved · 3 with no prior record of ours
- Combination deadline
- 2026-06-06 · unchanged
- Going-concern doubt
- stated · unchanged
- Mandate language
- We will focus on technology/digitalization and consumerizati… · unchanged
The clause …“the rate of the default interest rate to 11%, extending the maturity date to June 6, 2026 and (ii) waive all existing events of default under the Green Ventures Note (collectively, the “Requested Amendments and Waivers”). As”…
The clause …“conditions and ongoing liquidity risks encountered by the Company raise substantial doubt about the ability to continue as a going concern for at least one year following the date these condensed consolidated financial statements”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
combination deadline, going-concern doubt, mandate languagenothing moved · 3 with no prior record of ours
- Combination deadline
- 2026-06-06 · unchanged
- Going-concern doubt
- stated · unchanged
- Mandate language
- We will focus on technology/digitalization and consumerizati… · unchanged
The clause …“the rate of the default interest rate to 11%, extending the maturity date to June 6, 2026 and (ii) waive all existing events of default under the Green Ventures Note (collectively, the “Requested Amendments and Waivers”). As”…
The clause …“conditions and ongoing liquidity risks encountered by the Company raise substantial doubt about the ability to continue as a going concern for at least one year following the date these condensed consolidated financial statements”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2024-11-14deadline 2024-10-31 → 2026-06-06
combination deadline, mandate language, going-concern doubt2 moved · 1 with no prior record of ours
- Combination deadline
- 2024-10-312026-06-06
- Mandate language
- We will focus on technology/digitalization and consumerizati…We will focus on technology/digitalization and consumerizati…
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as 583 days later than the previous record.
The clause …“the rate of the default interest rate to 11%, extending the maturity date to June 6, 2026 and (ii) waive all existing events of default under the Green Ventures Note (collectively, the “Requested Amendments and Waivers”). As”…
The clause …“conditions and ongoing liquidity risks encountered by the Company raise substantial doubt about the ability to continue as a going concern for at least one year following the date these condensed consolidated financial statements”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
- What changed vs 2024-03-28deadline 2024-03-31 → 2026-06-06mandate language changed
combination deadline, mandate language, going-concern doubt2 moved · 1 with no prior record of ours
- Combination deadline
- 2024-03-312026-06-06
- Mandate language
- We will focus on technology/digitalization and consumerizati…focus our efforts on the $250 billion creator economy, as fo…
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as 797 days later than the previous record.
The clause …“the rate of the default interest rate to 11 %, extending the maturity date to June 6, 2026 and (ii) waive all existing events of default under the Green Ventures Note (collectively, the “Requested Amendments and Waivers”). As”…
The clause …“$113.2 million (2023: $43.1 million). These circumstances give rise to substantial doubt that we will continue as a going concern and these consolidated financial statements do not include any adjustments that might result from”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.