您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。[美股招股说明书]:Currency Group Inc美股招股说明书(2026-01-06版) - 发现报告

Currency Group Inc美股招股说明书(2026-01-06版)

2026-01-06美股招股说明书陈***
Currency Group Inc美股招股说明书(2026-01-06版)

Currenc Group Inc. Secondary Offering ofUp to 50,070,187 Ordinary Shares This prospectus supplement (this “Prospectus Supplement No. 7”) is part of the prospectus of Currenc Group, Inc. (the“Company”), dated August 4, 2025 (the “Prospectus”), which forms a part of the Company’s registration statement on Form F-1(Registration No. 333-284957) (the “Registration Statement”), related to the offer and resale from time to time, upon the expiration oflock-up agreements, if applicable, of the Company’s Ordinary Shares by the Selling Securityholders of: (i) up to 20,000,000 OrdinaryShares that we may, in our sole discretion, elect to sell to Arena from time to time after the date of this prospectus, pursuant to theELOC Purchase Agreement; (ii) up to 600,000 Ordinary Shares the issuable to Arena as a commitment fee upon the execution ofELOC Purchase Agreement; (iii) 81,818 Ordinary Shares issued to Roth pursuant to the Roth Agreement; (iv) 1,027,996 OrdinaryShares issued to Pine Mountain Holdings upon the conversion of certain convertible notes; (v) 3,007,746 Ordinary Shares issued toTian Ye pursuant to the Creditor Share Purchase Agreement, (vi) 1,570,324 Ordinary Shares issued to Tang In Ha pursuant to theCreditor Share Purchase Agreement, (vii) 2,659,273 Ordinary Shares issued to Lao Wai Hong pursuant to the Creditor Share Purchase The purpose of this Prospectus Supplement No. 7 is to update and supplement the information included in the Prospectus withthe information contained in our Report on Form 6-K which was submitted to the U.S. Securities and Exchange Commission (the This Prospectus Supplement No. 7 is not complete without, and may not be utilized except in connection with, theProspectus, including any supplements and amendments thereto. We may further amend or supplement the Prospectus and information in this Prospectus Supplement No. 7 from time to timeby filing amendments to the Registration Statement or other supplements to the Prospectus, as required. You should read the entireProspectus, this Prospectus Supplement No. 7 and any amendments to the Registration Statement or subsequent supplements to the The Ordinary Shares are listed on the Nasdaq Global Market LLC (“Nasdaq”) under the symbol “CURR”. On January 5,2026 the last reported price of our Ordinary Shares, as reported on the Nasdaq, was $1.81. Investing in our securities involves risks. See “Risk Factors” beginning on page 42 of the Prospectus. Neither the SECnor any state securities commission has approved or disapproved of these securities or determined if the Prospectus, as The date of this Prospectus Supplement No. 7 is January 6, 2026. UNITED STATESSECURITIES AND EXCHANGE COMMISSION FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2026 Commission File No. 001-41079 410 North Bridge Road,Spaces City Hall, Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-FForm 20-F☒Form 40-F☐ INFORMATION CONTAINED IN THIS REPORT On January 2, 2026, Currenc Group Inc. (Nasdaq: CURR) (“Currenc” or the “Company”) announced that its wholly owned subsidiary,Seamless Group Inc. (“Seamless”), has entered into a definitive share purchase agreement (the “Share Purchase Agreement”) to sell its60% controlling interest in Tranglo Sdn. Bhd. (“Tranglo”) to New Margin Holding Limited (“New Margin”). Pursuant to the SharePurchase Agreement, New Margin will acquire 100,465 ordinary shares of Tranglo from Seamless for an aggregate purchase price ofUS$400 million (the “Transaction”), with US$200 million payable on the closing of the Transaction and US$200 million due ninety A copy of the Company’s press release dated January 2, 2026 announcing the Transaction is furnished as Exhibit 99.1 to this Report onForm 6-K. A copy of the Share Purchase Agreement is furnished as Exhibit 99.2 to this Report on Form 6-K. The descriptions of theShare Purchase Agreement and the Transaction in this Report on Form 6-K and in Exhibit 99.1 do not purport to be complete and are This Report on Form 6-K, including Exhibits 99.1 and 99.2 hereto, contains forward-looking statements within the meaning of theU.S. Private Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause actual resultsto differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements include, amongother things, statements regarding the Transaction, the anticipated structure and timing of the Transaction, expected ownershippercentages, listing and governance expectations, contemplated restructuring and divestiture activities, and pre-closing financing The information furnished in this Report on Form 6-K, including Exhibits 99.1 and 99.2 hereto, shall not be deemed “filed” forpurposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be inco