Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On December 14, 2022, Kairous Acquisition Corp. Limited (the "Company") issued an unsecured promissory note in the aggregate principal amount of $360,000 (the "Note") to Kairous Asia Limited, the Company's initial public offering sponsor ("Sponsor") in exchange for Sponsor depositing such amount into the Company's trust account in order to extend the amount of time it has available to complete a business combination. The Note does not bear interest and matures upon the closing of a business combination by the Company. In addition, the Note may be converted by the holder into units of the Company identical to the units issued in the Company's initial public offering at a price of $10.00 per unit.




Item 8.01. Other Events.

The Company extended the business combination period to March 16, 2023, by depositing $360,000 to the trust account on December 14, 2022. The Company issued the release filed herewith on December 16, 2022. The materials attached as Exhibit 99.1 are incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits





(c) Exhibits:



Exhibit No.   Description
10.1            Promissory Note
99.1            Press Release dated December 16, 2022
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

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