Item 1.01. Entry into a Material Definitive Agreement.
On December 28, 2022, Direct Selling Acquisition Corp. (the "Company") issued a
promissory note (the "Note") in the principal amount of $2,300,000 to the
Company's sponsor, DSAC Partners LLC (the "Sponsor") in connection with the
extension of the date by which the Company has to consummate a business
combination from December 28, 2022 to March 28, 2023 (the "Extension").
The foregoing description is qualified in its entirety by reference to the Note,
a copy of which is attached as Exhibit 10.1 hereto and is incorporated herein by
reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The disclosure contained in Item 1.01 of this Current Report on Form 8-K is
incorporated by reference in this Item 2.03.
Item 8.01. Other Events.
On December 23, 2022, the Sponsor notified the Company that it intended to
deposit an aggregate of $2,300,000 (representing $0.10 per public share) into
the Company's trust account on or before December 28, 2022. On December 25,
2022, the Company issued a press release announcing that its board of directors
had approved the Extension, as contemplated by the Company's registration
statement on Form S-1, initially filed with the Securities and Exchange
Commission ("SEC") on August 23, 2021 (File No. 333-258997) and the final
prospectus dated September 23, 2021 for the initial public offering of the
Company's units. A copy of the press release is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
On December 28, 2022, the Company issued a press release announcing that the
Sponsor had deposited an aggregate of $2,300,000 (representing $0.10 per public
share) into the Company's trust account for its public stockholders. The
Extension provides the Company with additional time to complete its initial
business combination. A copy of the press release is attached hereto as Exhibit
99.2 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
10.1 Promissory Note, dated December 28, 2022.
99.1 Press Release, dated December 25, 2022.
99.2 Press Release, dated December 28, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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