APXIF / APx Acquisition Corp. I - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

As filed with the Securities and Exchange Commission on July 18, 2025.

As filed with the Securities and Exchange Commission on July 18, 2025. Registration Statement No. 333-284406 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OmnigenicsAI Corp (Exact name of Registrant as Specified in its articles of association)* N/A (Translation of registrant name into Engl

As filed with the Securities and Exchange Commission on July 3, 2025.

As filed with the Securities and Exchange Commission on July 3, 2025. Registration Statement No. 333-284406 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OmnigenicsAI Corp (Exact name of Registrant as Specified in its articles of association)* N/A (Translation of registrant name into Engli

Representation to the Securities and Exchange Commission Pursuant to Item 8.A.4 of Form 20-F

Exhibit 99.6 Representation to the Securities and Exchange Commission Pursuant to Item 8.A.4 of Form 20-F OmnigenicsAI Corp (the “Company”) has included in this Registration Statement on Form F-4 audited combined financial statements of OmnigenicsAI Corp, prepared in accordance with IFRS Accounting Standards, for the fiscal years ended June 30, 2024 and 2023. Instruction 2 to Item 8.A.4 of Form 20

[Signature page follows]

Exhibit 99.5 From: Sandra Sánchez-Oldenhage Calle Eucalipto 22, Torre CD 2004, Huixquilucan, Mexico To: OmnigenicsAI Corp 89 Nexus Way Camana Bay Grand Cayman, KY1-9009 Cayman Islands (“OmnigenicsAI”) Re: Consent to be Named as a Director Nominee Dear Sirs, In connection with the filing by OmnigenicsAI of the Registration Statement on Form F-4 (the “Registration Statement”) with the Securities and

As filed with the Securities and Exchange Commission on June 13, 2025.

As filed with the Securities and Exchange Commission on June 13, 2025. Registration Statement No. 333-284406 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OmnigenicsAI Corp (Exact name of Registrant as Specified in its articles of association)* N/A (Translation of registrant name into Engl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41125 APX ACQUISITION

Executive Officer Clawback Policy

Exhibit 97 APX ACQUISITION CORP. I (“the Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability. The Board has therefore adopted this policy which provides for the recoupment of certain executive compensation

Form of Registration Rights and Lock-Up Agreement.

Exhibit 10.3 FORM OF REGISTRATION RIGHTS AND LOCK-UP AGREEMENT THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT, dated as of [●], 2024, (this “Agreement”), is made and entered into by and among (i) OmnigenicsAI Corp, a Cayman Islands exempted company (the “Company”), (ii) Heritas Ltd., a Cayman Islands exempted company limited by shares (formerly Heritas Corp., a Delaware corporation) (the “Parent”)

EarlyBird Letter Agreement, dated August 22, 2023, between APx Acquisition Corp. I and EarlyBirdCapital, Inc.

Exhibit 10.16 August 22, 2023 APx Acquisition Corp. I Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico Gentlemen, Reference is made to that certain (i) engagement letter between EarlyBirdCapital, Inc. (“EBC”) and APx Acquisition Corp. I (the “Company”) dated October 17, 2022 (the “Placement Engagement Letter”) and (ii) business combination marketing agreement betw

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-41125 APx Acquisition Corp. I

Placement Agency Agreement, dated October 17, 2022 (and terminated on August 22, 2023), between APx Acquisition Corp. I and EarlyBirdCapital, Inc.

Exhibit 10.14 EarlyBirdCapital, Inc. 366 Madison Avenue – 8th Floor New York, NY 10017 Member FINRA SIPC Telephone: (212) 661-0200 Facsimile: (212) 661-4936 October 17th, 2022 STRICTLY CONFIDENTIAL APx Acquisition Corp. I Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico Attention: Daniel Braatz, Chief Executive Officer and Chairman of the Board Ladies and Gentleme

As filed with the Securities and Exchange Commission on March 31, 2025.

As filed with the Securities and Exchange Commission on March 31, 2025. Registration Statement No. 333-284406 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OmnigenicsAI Corp (Exact name of Registrant as Specified in its articles of association)* N/A (Translation of registrant name into Eng

Second Amendment to Commercialization Agreement, dated February 1, 2025, between Centro de Diagnóstico Médico de Alta Complejidad S.A. and Heritas SAU.

Exhibit 10.17 CERTAIN CONFIDENTIAL INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED AMENDMENT No 2 To the Commercialization Agreement Between HERITAS S.A. and CENTRO DE DIAGNÓSTICO MÉDICO DE ALTA COMPLEJO S.A. Dated January 3, 2017 In the city of Rosario, on February 1, 2025, (the “Effe

EarlyBird Engagement Letter, dated October 17, 2022 (as amended on August 22, 2023), between APx Acquisition Corp. I and EarlyBirdCapital, Inc.

Exhibit 10.15 EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, NY 10017 Member FINRA SIPC October 17h, 2022 APx Acquisition Corp. I Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico Attention: Daniel Braatz, Chief Executive Officer and Chairman of the Board Ladies and Gentlemen: This is to confirm our agreement (this “Agreement”) whereby APx Acquisition Corp. I,

Description of Securities.

Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description sets forth certain material terms and provisions of the securities of APx Acquisition Corp. I (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following description

JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k)

Exhibit I JOINT FILING STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G/A, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G/A, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements.

As filed with the Securities and Exchange Commission on January 22, 2025.

As filed with the Securities and Exchange Commission on January 22, 2025. Registration Statement No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OmnigenicsAI Corp (Exact name of Registrant as Specified in its articles of association)* N/A (Translation of registrant name into English) Cayman Islands 80

Consent of Natalia Zang to be named as a director.

Exhibit 99.3 From: Natalia Zang Paseo de los Parques 6. Portal 4. 1d 28109 Alcobendas, Madrid, Spain To: OmnigenicsAI Corp 89 Nexus Way Camana Bay Grand Cayman, KY1-9009 Cayman Islands (“OmnigenicsAI”) Re: Consent to be Named as a Director Nominee Dear Sirs, In connection with the filing by OmnigenicsAI of the Registration Statement on Form F-4 (the “Registration Statement”) with the Securities an

Calculation of Filing Fee Tables.

Exhibit 107 Calculation of Filing Fee Table Form F-4 (Form Type) OmnigenicsAI Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type(1) Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(2) Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Ordinary Shares(3)(4) 457(f)(2) 6,332,556 $ 0.

Reseller License Agreement term sheet, dated as of August 11, 2024 between OmnigenicsAI and MultiplAI.

Exhibit 10.8 CERTAIN CONFIDENTIAL INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED THIS DOCUMENT CONSTITUTES A BINDING SUMMARY OF TERMS AND CONDITIONS (hereinafter, the “TS”) of a Reseller License Agreement to be executed by and between MultiplAI Health Ltd and OmnigenicsAI Corp. (the “

Form of Assignment, Assumption and Amendment Agreement with respect to the Warrant Agreement between APx Acquisition Corp. I, OmnigenicsAI and Continental Stock Transfer & Trust Company.

Exhibit 4.4 ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT between APX ACQUISITION CORP. I, OMNIGENICSAI CORP and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [ ], 2024 THIS ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”), dated [ ], 2024, is made by and among APx Acquisition Corp. I, a Cayman Islands exempted company (“SPAC”), OmnigenicsAI Corp, a Cayman Islands exempted com

First Amendment to the Services Agreement, dated November 1, 2024, between Meyer Lab S.A. and Heritas SAU.

Exhibit 10.12 CERTAIN CONFIDENTIAL INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED November 01, 2024 Messrs. Heritas S.A. Zeballos 249, Edificio CEPIDE, S2000 Rosario, Santa Fe, Argentina Att. Marius Calmet Re: Proposed Addendum No. 1 to Service Lease Offer No. 01/2024 Our highest cons

List of Subsidiaries of OmnigenicsAI Corp.

Exhibit 21.1 Subsidiaries of OmnigenicsAI Corp The following list of subsidiaries applies after completion of the Business Combination: Legal Name Jurisdiction of Incorporation Heritas SAU Argentina

Consent of Fabian Fay to be named as a director.

Exhibit 99.2 From: Fabian Fay Cochabamba 579, Rosario, Santa Fe, Argentina. To: OmnigenicsAI Corp 89 Nexus Way Camana Bay Grand Cayman, KY1-9009 Cayman Islands (“OmnigenicsAI”) Re: Consent to be Named as a Director Nominee Dear Sirs, In connection with the filing by OmnigenicsAI of the Registration Statement on Form F-4 (the “Registration Statement”) with the Securities and Exchange Commission und

Consent of Kyle Bransfield to be named as a director.

Exhibit 99.4 From: Kyle P. Bransfield 714 Westview Avenue. Nashville, TN 37205 To: OmnigenicsAI Corp 89 Nexus Way Camana Bay Grand Cayman, KY1-9009 Cayman Islands (“OmnigenicsAI”) Re: Consent to be Named as a Director Nominee Dear Sirs, In connection with the filing by OmnigenicsAI of the Registration Statement on Form F-4 (the “Registration Statement”) with the Securities and Exchange Commission

First Amendment to the Services Agreement, dated November 1, 2024, between Meyer Lab S.A. and Heritas SAU.

Exhibit 10.11 CERTAIN CONFIDENTIAL INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED 11 March 2024 Messrs. Heritas S.A. Zeballos 249, Edificio CEPIDE, S2000 Rosario, Santa Fe, Argentina Att. Marius Calmet Ref: Service Lease Offer No. 01/2024 Our highest consideration: I, the undersigned,

Amended and Restated Memorandum and Articles of Association of OmnigenicsAI, dated as of March 16, 2024.

Exhibit 3.1 Dated 16 March 2024 Companies Act (Revised) of the Cayman Islands Company Limited by Shares AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF OMNIGENICSAI CORP (ADOPTED BY SPECIAL RESOLUTION ON 16 MARCH 2024) Filed: 18-Mar-2024 09:49 EST www.verify.gov.ky File#: 406158 Auth Code: D77763718139 Companies Act (Revised) of the Cayman Islands Company Limited by Shares Amended and Restated M

First Amendment to Commercialization Agreement, dated October 1, 2018, between Centro de Diagnóstico Médico de Alta Complejidad S.A. and Heritas SAU.

Exhibit 10.10 ADDENDUM N° 1 to the Commercialization Agreement Between HERITAS S.A. and CENTRO DE DIAGNÓSTICO MÉDICO DE ALTA COMPLEJIDAD S.A. Dated January 3, 2017 In the city of Rosario, on the 1st day of the month of October 2018, (the “Effective Date of Addendum No. 1) between: HERITAS S.A.; a company duly organized and regularly incorporated under the laws of the Republic of Argentina, with it

Commercialization Agreement, dated January 3, 2017, between Centro de Diagnóstico Médico de Alta Complejidad S.A. and Heritas SAU.

Exhibit 10.9 CERTAIN CONFIDENTIAL INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED Rosario, January 2, 2017 Messrs. CIBIC CENTRO DE DIAGNOSTICO MEDICO DE ALTA COMPLEJIDAD S.A. Ref: Offer No 1/2017 From our consideration: We are writing to you in connection with the negotiations held wit

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 10, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commissio

Amendment to the Investment Management Trust Agreement, dated December 4, 2024

Exhibit 10.1 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 4 (this “Amendment”), dated as of December 4, 2024, to the Investment Management Trust Agreement (as defined below) is made by and between APx Acquisition Corp. I (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanings assigned t

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 4, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

Amendment to Amended and Restated Memorandum and Articles of Incorporation, dated December 4, 2024 (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on December 10, 2024).

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF APX ACQUISITION CORP. I RESOLUTIONS OF THE SHAREHOLDERS OF THE COMPANY RESOLVED, as a special resolution, that, subject to and conditional upon the effectiveness of the ordinary resolution to amend the Trust Agreement as set out below, the Amended and Restated Memorandum and Articles of Association of the C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from       to       Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

Power of Attorney

EX-99.B 3 d882913dex99b.htm EX-99.B Exhibit B Power of Attorney Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations thereunder, the undersigned, in the undersigned capacity as an authorized representative of Mizuho Bank, Ltd., Mizuho Americas LLC and Mizuho Securities USA LLC (collectively, the “Companies”), hereby g

APXI / APx Acquisition Corp. I / Vivaldi Asset Management, LLC - 13G APXI Passive Investment

SC 13G 1 schedule13gapxi111424.htm 13G APXI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* APx Acquisition Corp. I (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) G0440J109 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this

APXI / APx Acquisition Corp. I / MIZUHO FINANCIAL GROUP INC - SC 13G Passive Investment

SC 13G 1 d882913dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* APx Acquisition Corp. I (Name of Issuer) Common Shares (Title of Class of Securities) G0440J109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY,

EX-99.A 2 d882913dex99a.htm EX-99.A Exhibit A Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY, NY 10020, USA A parent holding company Mizuho Securities USA LLC 1271 Avenue of the Americas, NY, NY 100

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

Promissory Note by APx in favor of Bioceres, LLC (incorporated by reference to Exhibit 10.1 to APx Acquisition Corp. I’s Form 8-K, File No. 001-41125, filed with the SEC on November 7, 2024).

Exhibit 10.1 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 7, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 29, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

APXI / APx Acquisition Corp. I / WOLVERINE ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A 1 ef20037289sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* APx Acquisition Corp. I (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) G0440J109 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this St

As confidentially submitted to the Securities and Exchange Commission on September 30, 2024. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confide

DRS Table of Contents As confidentially submitted to the Securities and Exchange Commission on September 30, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT P

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from       to       Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from       to       Commission File N

Amendment to Amended and Restated Memorandum and Articles of Incorporation, dated December 8, 2023.

Exhibit 3.4 AMENDMENT TO AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF APX ACQUISITION CORP. I RESOLVED, as a special resolution, that, subject to and conditional upon the effectiveness of the ordinary resolution to amend the Trust Agreement as set out below, the Amended and Restated Memorandum and Articles of Association of the Company be amended by: (i) the deletion of the exist

Executive Officer Clawback Policy

Exhibit 97 APX ACQUISITION CORP. I (“the Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability. The Board has therefore adopted this policy which provides for the recoupment of certain executive compensation

Description of Securities.

Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description sets forth certain material terms and provisions of the securities of APx Acquisition Corp. I (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following description

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from       to       . Commission file number 001-

Amendment to Amended and Restated Memorandum and Articles of Incorporation, dated February 27, 2023.

Exhibit 3.2 AMENDMENT TO AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF APX ACQUISITION CORP. I RESOLVED, as a special resolution, that the Amended and Restated Memorandum and Articles of Association of the Company be amended by the deletion of the existing Article 49.7 in its entirety and the insertion of the following language in its place: “49.7 In the event that the Company doe

Amendment to Amended and Restated Memorandum and Articles of Incorporation, dated September 7, 2023.

Exhibit 3.3 AMENDMENT TO AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF APX ACQUISITION CORP. I RESOLVED, as a special resolution, that, subject to and conditional upon: (a) the effectiveness of the ordinary resolution to amend the Trust Agreement as set out below; (b) the effectiveness of the special resolution to amend the Amended and Restated Memorandum Articles of Association o

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 4, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commissio

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 27, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 26, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

Exhibit 10.1

Exhibit 10.1 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 30, 2024 APX Acquisition Corp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 30, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission Fil

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 6, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 8, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 6, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission Fi

Exhibit 10.2

Exhibit 10.2 EXECUTION VERSION VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made as of March 25, 2024 by and among (i) APx Acquisition Corp. I, a Cayman Islands exempted company (“SPAC”), (ii) Templar LLC, a Tennessee limited liability company (the “Sponsor”), (iii) OmnigenicsAI Corp, a Cayman Islands exempted company (the “Company”), and (iv) Heritas Ltd.,

Exhibit 10.1

Exhibit 10.1 EXECUTION VERSION BUSINESS COMBINATION AGREEMENT by and among APX ACQUISITION CORP. I, OMNIGENICSAI CORP, HERITAS MERGER SUB LIMITED, and MULTIPLAI HEALTH LTD, dated March 25, 2024 TABLE OF CONTENTS ARTICLE I CERTAIN DEFINITIONS 13 Section 1.1 Definitions 13 Section 1.2 Construction 26 Section 1.3 Knowledge 27 Section 1.4 Equitable Adjustments 27 ARTICLE II THE MERGER; MERGER CLOSING

Exhibit 10.3

Exhibit 10.3 EXECUTION VERSION BACKSTOP AGREEMENT This BACKSTOP AGREEMENT (this “Agreement”) is made as of this March 25, 2024 by and among (i) Theo I SCSp, a special limited partnership (société en commandite spéciale) governed by the laws of the Grand Duchy of Luxembourg, having its registered office at 30, Boulevard Royal, L-2449 Luxembourg, Grand Duchy of Luxembourg and registered with the Lux

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 25, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14F-1 INFORMATION STATEMENT PURSUANT TO SECTION 14(f) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 14f-1 THEREUNDER APX ACQUISITION CORP. I (Name of Registrant) Cayma

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14F-1 INFORMATION STATEMENT PURSUANT TO SECTION 14(f) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 14f-1 THEREUNDER APX ACQUISITION CORP. I (Name of Registrant) Cayman Islands 001-41125 N/A (State of Incorporation) (Commission File No.) (IRS Employer Identification No.) 714 Westview Avenue Nashville, Tennessee 3720

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 26, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission F

APx Acquisition Corp. I, OmnigenicsAI Corp and MultiplAI Health Ltd enter into Business Combination Agreement to create a global AI-driven genomics platform

Exhibit 99.1 APx Acquisition Corp. I, OmnigenicsAI Corp and MultiplAI Health Ltd enter into Business Combination Agreement to create a global AI-driven genomics platform NASHVILLE, Tenn., March 26, 2024 — APx Acquisition Corp. I (NASDAQ: APXI) (“APx”), a publicly traded special purpose acquisition company, OmnigenicsAI Corp (“OmnigenicsAI”), a precision medicine company incubated by Bioceres Group

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 26, 2024 APX Acquisition Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 26, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission F

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 21, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission F

Exhibit 10.1

Exhibit 10.1 JOINDER TO LETTER AGREEMENT AND REGISTRATION RIGHTS AGREEMENT March 21, 2024 By executing this joinder, Templar Subco LLC (“Acquirer”) hereby agrees, as of the date first set forth above, that the undersigned (i) shall become a party to that certain Letter Agreement, dated December 6, 2021 (the “Letter Agreement”), by and among the Apx Acquisition Corp. I (the “Company”), the officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 8, 2024 APX Acquisition Cor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 8, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from       to       Commission F

Share Exchange Agreement, dated as of October 2, 2023, by and among the Company, the Purchaser and the Sponsor.

Exhibit 10.5 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of October 2, 2023 (the “Effective Date”), by and among APx Acquisition Corp. I, a Cayman Islands exempted company (hereinafter referred to as the “Company”), Templar, LLC, a Tennessee limited liability company (“Templar”) and APx Cap Sponsor Group I, LLC, a Cayman Islands limited liability company (“A

Working Capital Promissory Note, dated as of September 8, 2023, by the Company in favor of the Purchaser.

Exhibit 10.7 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH

KYG0440J1094 / APX ACQUISITION CORP I SPECIAL PURPOSE ACQUISITION COMPANIES / FIR TREE CAPITAL MANAGEMENT LP Passive Investment

SC 13G/A 1 firtree-apxi123123a2.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* APx Acquisition Corp. I (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0440J109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appro

APX / / CALAMOS INVESTMENT TRUST/IL - SC 13G Passive Investment

SC 13G 1 tm246034d14sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 APX Acquisition Corp I (Name of Issuer) Class A (Title of Class of Securities) G0440J117 (CUSIP Number) 12/31/2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

Power of Attorney

EX-99.B 3 d745661dex99b.htm EX-99.B Exhibit B Power of Attorney Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations thereunder, the undersigned, in the undersigned capacity as an authorized representative of Mizuho Bank, Ltd., Mizuho Americas LLC and Mizuho Securities USA LLC (collectively, the “Companies”), hereby g

KYG0440J1094 / APX ACQUISITION CORP I SPECIAL PURPOSE ACQUISITION COMPANIES / MIZUHO FINANCIAL GROUP INC - SC 13G Passive Investment

SC 13G 1 d745661dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* APx Acquisition Corp. I (Name of Issuer) Common Shares (Title of Class of Securities) G0440J109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY,

EX-99.A 2 d745661dex99a.htm EX-99.A Exhibit A Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY, NY 10020, USA A parent holding company Mizuho Securities USA LLC 1271 Avenue of the Americas, NY, NY 100

Exhibit 10.2

Exhibit 10.2 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH

Promissory Note by APx in favor of Bioceres, LLC (incorporated by reference to Exhibit 10.1 to APx Acquisition Corp. I’s Form 8-K, File No. 001-41125, filed with the SEC February 12, 2024).

Exhibit 10.1 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 8, 2023 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commissio

APX / / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* APX Acquisition Corp. I (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0440J117 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the

APCA / AP Acquisition Corp. / Bransfield Kyle P - SC 13D Activist Investment

SC 13D 1 d774405dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* APX Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value of $0.0001 per share (Title of Class of Securities) G04058106 (CUSIP Number) Kyle Bransfield 714 Westview Avenue Nashville, TN 37205 (202) 465-58

KYG0440J1094 / APX ACQUISITION CORP I SPECIAL PURPOSE ACQUISITION COMPANIES / WOLVERINE ASSET MANAGEMENT LLC - SC 13G Passive Investment

SC 13G 1 ef20020030sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* APx Acquisition Corp. I (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) G0440J109 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 7, 2023 APX Acquisiti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 7, 2023 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commiss

Resolutions adopting the Charter Amendment

EX-3.1 Exhibit 3.1 APx Acquisition Corp. I (the “Company”) EXTRACT OF THE MINUTES OF AN EXTRAORDINARY GENERAL MEETING OF THE COMPANY HELD VIRTUALLY AND AT THE OFFICES OF THE COMPANY AT JUAN SALVADOR AGRAZ 65, CONTADERO, CUAJIMALPA DE MORELOS, 05370, MEXICO CITY, MEXICO ON 7 SEPTEMBER 2023 AT 10:00AM (NEW YORK TIME) 1 Officers of the Meeting It was resolved that Xavier Martinez and Alex Weniger-Ara

Joinder Agreement, dated September 8, 2023

EX-10.3 Exhibit 10.3 JOINDER TO LETTER AGREEMENT AND REGISTRATION RIGHTS AGREEMENT September 8, 2023 Reference is made to that certain Purchase Agreement, dated as of September 8, 2023 (the “Agreement”), by and among Templar, LLC (“Acquirer”), Apx Acquisition Corp. I (the “Company”) and APx Cap Sponsor Group I, LLC (the “Sponsor”), pursuant to which Acquirer shall acquire certain securities of the

Amendment to the Investment Management Trust Agreement, dated December 8, 2023

EX-10.1 Exhibit 10.1 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 3 (this “Amendment”), dated as of December 8, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between APx Acquisition Corp. I (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the m

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 6, 2024 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

Resolutions adopting the Charter Amendment

EX-3.1 Exhibit 3.1 APx Acquisition Corp. I (the “Company”) EXTRACT OF THE MINUTES OF AN EXTRAORDINARY GENERAL MEETING OF THE COMPANY HELD VIRTUALLY AND AT THE OFFICES OF THE COMPANY AT 714 WESTVIEW AVENUE, NASHVILLE, TENNESSEE ON 8 DECEMBER 2023 AT 10:00AM (NEW YORK TIME) 1 Officers of the Meeting It was resolved that Kyle Bransfield and Alex Weniger-Araujo be appointed as chairperson and secretar

Purchase Agreement, dated September 8, 2023, among the Company, the Sponsor and Purchaser

EX-10.2 Exhibit 10.2 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”) is made and entered into effective as of September 8, 2023 (the “Effective Date”), by and among Templar, LLC, a Tennessee limited liability company (the “Acquirer”), APx Acquisition Corp. I, a Cayman Islands exempted company (“SPAC”), APx Cap Sponsor Group I, LLC (“Sponsor”), Angel Losada Moreno (“Moreno”) and David

IPO Letter Agreement, dated as of December 6, 2021, between SPAC, Initial Sponsor, Sponsor and Templar Subco (as amended on September 8, 2023 and March 21, 2024) (incorporated by reference to Exhibit 10.4 to APx Acquisition Corp. I’s Form 8-K, File No. 001-41125, filed with the SEC on February 7, 2024).

EX-10.4 Exhibit 10.4 AMENDMENT TO THE LETTER AGREEMENT This AMENDMENT TO LETTER AGREEMENT (this “Amendment”), dated as of September 8, 2023, is entered into by and among APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), APx Cap Sponsor Group I, LLC (the “Sponsor”) and each of the undersigned (the “Insiders”). The Company, the Sponsor and the Insiders shall be referred to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 8, 2023 APX Acquisitio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 8, 2023 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commissi

Amendment to the Investment Management Trust Agreement, dated September 7, 2023

EX-10.1 Exhibit 10.1 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 2 (this “Amendment”), dated as of September 7, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between APx Acquisition Corp. I (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the

KYG0440J1094 / APX ACQUISITION CORP I SPECIAL PURPOSE ACQUISITION COMPANIES / GLAZER CAPITAL, LLC Passive Investment

SC 13G/A 1 apxi20231031.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 APX Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G0440J109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropria

APX Acquisition Corp. I receives Nasdaq notice on late filing of its Form

Exhibit 99.1 APX Acquisition Corp. I receives Nasdaq notice on late filing of its Form 10-Q NASHVILLE, Tenn., Dec. 28, 2023 /PRNewswire/ — APX Acquisition Corp. I (NASDAQ: APXI) (“Company”), a publicly traded special purpose acquisition company, today announced that it received a deficiency letter (the “Letter”) on December 21, 2023 from the Listing Qualifications Department of The Nasdaq Stock Ma

Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 21, 2023 APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commissio

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 19, 2023 (December 8, 2023) APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of inco

Amendment to the Investment Management Trust Agreement, dated December 8, 2023(incorporated by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on December 14, 2023).

Exhibit 10.1 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 3 (this “Amendment”), dated as of December 8, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between APx Acquisition Corp. I (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanings

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 14, 2023 (December 8, 2023) APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorp

Resolutions adopting the Charter Amendment

Exhibit 3.1 APx Acquisition Corp. I (the “Company”) EXTRACT OF THE MINUTES OF AN EXTRAORDINARY GENERAL MEETING OF THE COMPANY HELD VIRTUALLY AND AT THE OFFICES OF THE COMPANY AT 714 WESTVIEW AVENUE, NASHVILLE, TENNESSEE ON 8 DECEMBER 2023 AT 10:00AM (NEW YORK TIME) 1 Officers of the Meeting It was resolved that Kyle Bransfield and Alex Weniger-Araujo be appointed as chairperson and secretary respe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2023 (December 1, 2023) APX ACQUISITION CORP. I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorpo

APX Acquisition Corp. I & Bioceres Group Announce Letter of Intent for a Business Combination with a Precision Medicine Diagnostic and Wellness Services Company

Exhibit 99.1 APX Acquisition Corp. I & Bioceres Group Announce Letter of Intent for a Business Combination with a Precision Medicine Diagnostic and Wellness Services Company NASHVILLE – (December 1, 2023) — APX Acquisition Corp. I (NASDAQ: APXI) (“Company”), a publicly traded special purpose acquisition company, announced today that it has signed a non-binding letter of intent (“LOI”) for a propos

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 13, 2023 (September 7, 2023) APX Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of inco

Resolutions adopting the Charter Amendment

Exhibit 3.1 APx Acquisition Corp. I (the “Company”) EXTRACT OF THE MINUTES OF AN EXTRAORDINARY GENERAL MEETING OF THE COMPANY held virtually and at the offices of the Company at Juan Salvador Agraz 65, Contadero, Cuajimalpa de Morelos, 05370, Mexico City, Mexico ON 7 September 2023 at 10:00am (New York time) 1 Officers of the Meeting It was resolved that Xavier Martinez and Alex Weniger-Araujo be

Amendment to the Investment Management Trust Agreement, dated September 7, 2023 (incorporated by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on September 13, 2023).

Exhibit 10.1 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 2 (this “Amendment”), dated as of September 7, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between APx Acquisition Corp. I (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the meanings

Joinder Agreement, dated September 8, 2023 (incorporated by reference to exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the SEC on September 13, 2023).

Exhibit 10.3 JOINDER TO LETTER AGREEMENT AND REGISTRATION RIGHTS AGREEMENT September 8, 2023 Reference is made to that certain Purchase Agreement, dated as of September 8, 2023 (the “Agreement”), by and among Templar, LLC (“Acquirer”), Apx Acquisition Corp. I (the “Company”) and APx Cap Sponsor Group I, LLC (the “Sponsor”), pursuant to which Acquirer shall acquire certain securities of the Company

Purchase Agreement, dated September 8, 2023, among the Company, the Sponsor and Purchaser (incorporated by reference to exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on September 13, 2023).

Exhibit 10.2 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”) is made and entered into effective as of September 8, 2023 (the “Effective Date”), by and among Templar, LLC, a Tennessee limited liability company (the “Acquirer”), APx Acquisition Corp. I, a Cayman Islands exempted company (“SPAC”), APx Cap Sponsor Group I, LLC (“Sponsor”), Angel Losada Moreno (“Moreno”) and David Proman

Letter Agreement Amendment, dated September 8, 2023, between the Company and its resigning officers and directors (incorporated by reference to exhibit 10.4 to the Company’s Current Report on Form 8-K, filed with the SEC on September 13, 2023).

Exhibit 10.4 AMENDMENT TO THE LETTER AGREEMENT This AMENDMENT TO LETTER AGREEMENT (this “Amendment”), dated as of September 8, 2023, is entered into by and among APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), APx Cap Sponsor Group I, LLC (the “Sponsor”) and each of the undersigned (the “Insiders”). The Company, the Sponsor and the Insiders shall be referred to herein f

Termination Agreement, dated August 30, 2023 (incorporated by reference to exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on August 30, 2023).

EX-10.1 Exhibit 10.1 APX ACQUISITION CORP. I Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico August 30, 2023 APx Cap Sponsor Group I, LLC Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico Re: Termination of the Administrative Services Agreement To the above-referenced party: Reference is made to the Administrative Services Agreeme

Termination of a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2023 APX ACQUISITION CORP. I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41125

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2023 APX ACQUISITION CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2023 APX ACQUISITION CORP. I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission Fil

APx Acquisition Corp. I Announces Additional Contribution to Trust Account to Extend Combination Period

EX-99.1 Exhibit 99.1 APx Acquisition Corp. I Announces Additional Contribution to Trust Account to Extend Combination Period New York— June 1, 2023 — APx Acquisition Corp. I (“APx” or the “Company”), a special purpose acquisition company, announced today that the Company deposited into the trust account, established in connection with the Company’s initial public offering (the “Trust Account”), an

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2023 APX ACQUISITION CORP. I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission Fil

PROMISSORY NOTE Principal Amount: $750,000.00 Dated as of May 26, 2023

EX-10.1 Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE

CUSIP NUMBER

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT P

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0 01-411

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2023 APX ACQUISITION CORP. I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission F

Description of Securities.

EX-4.5 Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description sets forth certain material terms and provisions of the securities of APx Acquisition Corp. I (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following desc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-41125 APx Ac

KYG0440J1094 / APX ACQUISITION CORP I SPECIAL PURPOSE ACQUISITION COMPANIES / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 APx Acquisition Corp. I (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) G0440J109 (CUSIP Number) February 28, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

Promissory Note, dated February 28, 2023, issued by the Company. (incorporated by reference to exhibit 10.8 to the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2023).

EX-10.1 Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2023 APX ACQUISITION CORP. I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commission Fi

APx Acquisition Corp. I Announces Contribution to Trust Account to Extend Combination Period

EX-99.1 Exhibit 99.1 APx Acquisition Corp. I Announces Contribution to Trust Account to Extend Combination Period New York— March 3, 2023 — APx Acquisition Corp. I (“APx” or the “Company”), a special purpose acquisition company, announced today that the Company deposited into the trust account, established in connection with the Company’s initial public offering (the “Trust Account”), an aggregate

Amendment No. 1 to Investment Management Trust Agreement, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, dated February 27, 2023 (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on February 27, 2023).

Exhibit 10.1 AMENDMENT NO. 1 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 1 (this “Amendment”), dated as of February 27, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between APx Acquisition Corp. I (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein shall have the me

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2023 APX ACQUISITION CORP. I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation) (Commissio

Amended Articles of Association of APx Acquisition Corp. I, dated February 27, 2023 of (incorporated by reference to Exhibit 3.1 to APx Acquisition Corp. I’s Form 8-K, File No. 001-41125, filed with the SEC on February 27, 2023).

Exhibit 3.1 AMENDMENT TO AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF APX ACQUISITION CORP. I RESOLVED, as a special resolution, that the Amended and Restated Memorandum and Articles of Association of the Company be amended by the deletion of the existing Article 49.7 in its entirety and the insertion of the following language in its place: “49.7 In the event that the Company doe

APx Acquisition Corp. I Announces Approval of Extension Meeting Proposals and Intention to Extend Combination Period

Exhibit 99.1 APx Acquisition Corp. I Announces Approval of Extension Meeting Proposals and Intention to Extend Combination Period New York—February 27, 2023 — APx Acquisition Corp. I (“APx” or the “Company”), a special purpose acquisition company, announced today that at the extraordinary general shareholders meeting held on February 27, 2023, the Company’s shareholders voted in favor of proposals

APX / / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* APx Acquisition Corp. I (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0440J117 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the

KYG0440J1094 / APX ACQUISITION CORP I SPECIAL PURPOSE ACQUISITION COMPANIES / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 APx Acquisition Corporation I (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) G0440J109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

APX / / FIR TREE CAPITAL MANAGEMENT LP Passive Investment

SC 13G/A 1 firtree-apxi123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* APx Acquisition Corp. I (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0440J117 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appro

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

KYG0440J1094 / APX ACQUISITION CORP I SPECIAL PURPOSE ACQUISITION COMPANIES / HIGHBRIDGE CAPITAL MANAGEMENT LLC - APX ACQUISITION CORP. I Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* APx Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G0440J109 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

* * *

draft Maurice Blanco [email protected] Davis Polk & Wardwell llp 450 Lexington Avenue New York, NY 10017 November 23, 2022 Re: APx Acquisition Corp. I Amendment No. 1 to Form 10-K for the Fiscal Year Ended December 31, 2021 Filed on September 1, 2022 File No. 001-41125 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Stre

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPO

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION R

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissi

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

APX ACQUISITION CORP. I

EX-99.1 2 dp178901ex9901.htm EXHIBIT 99.1 Exhibit 99.1 APX ACQUISITION CORP. I Report of Independent Registered Public Accounting Firm F-2 Restated Balance Sheet as of December 9, 2021 F-3 Restated Notes to Financial Statement F-4 Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors of APx Acquisition Corp. I Opinion on the Financial Statement We have

Description of Securities.

EX-4.5 2 d349475dex45.htm EX-4.5 Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description sets forth certain material terms and provisions of the securities of APx Acquisition Corp. I (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41125

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: August 23, 2022 APX ACQUISITION CORP.

APX ACQUISITION CORP. I RECEIVES NASDAQ NOTIFICATION OF NON-COMPLIANCE WITH LISTING RULES

EX-99.1 2 d371258dex991.htm EX-99.1 Exhibit 99.1 APX ACQUISITION CORP. I RECEIVES NASDAQ NOTIFICATION OF NON-COMPLIANCE WITH LISTING RULES Mexico City, Mexico, August 25, 2022 (GLOBE NEWSWIRE) — APx Acquisition Corp. I (NASDAQ: APXI) (“APx” or the “Company”), a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or sim

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2022 (August 17, 2022) APX ACQUISITION CORP.

* * *

Maurice Blanco [email protected] Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 August 19, 2022 Re: APx Acquisition Corp. I Form 8-K Filed on August 18, 2022 File No. 001-41125 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Babette Cooper Ms. Cooper: On be

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2022 (August 16, 2022) APX ACQUISITION CORP.

CUSIP NUMBER

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT P

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-4112

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-41125 APx Acqu

Description of Securities.

Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description sets forth certain material terms and provisions of the securities of APx Acquisition Corp. I (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following description

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-41125 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report o

APX / / FIR TREE CAPITAL MANAGEMENT LP Passive Investment

SC 13G 1 firtree-apxi123121.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* APx Acquisition Corp. I (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0440J117 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate

APx Cap Sponsor Group I, LLC - FORM SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.)* Under the Securities Exchange Act of 1934 APx Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G0440J 109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

HIGHBRIDGE CAPITAL MANAGEMENT LLC - APX ACQUISITION CORP. I

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* APx Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G0440J109 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the

CALAMOS INVESTMENT TRUST/IL - SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 APX Acquisition Corp I (Name of Issuer) Class A (Title of Class of Securities) G0440J117 (CUSIP Number) 12/31/2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f

APx Acquisition Corp. I Announces the Separate Trading of its Class A Ordinary Shares and Warrants Commencing January 27, 2022

Exhibit 99.1 APx Acquisition Corp. I Announces the Separate Trading of its Class A Ordinary Shares and Warrants Commencing January 27, 2022 New York ? January 24, 2022 ? APx Acquisition Corp. I (the ?Company?) announced today that, commencing January 27, 2022, holders of the units sold in the Company?s initial public offering of 17,250,000 units, completed on December 9, 2021, may elect to separat

Financial Statements and Exhibits, Other Events

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): January 24, 2022 APX ACQUISITION CORP. I (Exact name of registrant as specified in its charter) Cayman Islands 001-41125 N/A (State or other jurisdiction of incorporation or o

HIGHBRIDGE CAPITAL MANAGEMENT LLC - APX ACQUISITION CORP. I

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* APx Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G0440J117** (CUSIP Number) December 9, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the r

Saba Capital Management, L.P. - FORM SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* APx Acquisition Corp. I (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G0440J117 (CUSIP Number) December 7, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 15, 2021 APX ACQUISITION CORP.

APX ACQUISITION CORP. I

Exhibit 99.1 APX ACQUISITION CORP. I Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of December 9, 2021 F-3 Notes to Financial Statement F-4 Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors of APx Acquisition Corp. I Opinion on the Financial Statement We have audited the accompanying balance sheet of APx Acquisition Co

A Letter Agreement, dated December 6, 2021, among the Company and its officers and directors and the Sponsor (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on December 9, 2021).

Exhibit 10.1 December 6, 2021 APx Acquisition Corp. I Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between APx Acquisition Corp. I, a Cayman Islands ex

Underwriting Agreement, dated December 6, 2021, between the Company and BofA Securities, Inc., as the underwriter.

EX-1.1 2 dp163475ex0101.htm EXHIBIT 1.1 Exhibit 1.1 APx Acquisition Corp. I 15,000,000 Units UNDERWRITING AGREEMENT New York, New York December 6, 2021 BofA Securities, Inc. As the Underwriter c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), proposes to issue and sell to the Underwri

Indemnity Agreement, dated December 6, 2021, between the Company and Alfredo Vara Alonso.

Exhibit 10.8 Execution Version INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 6, 2021, by and between APX ACQUISITION CORP. I, a Cayman Islands exempted company (the “Company”), and Alfredo Vara Alonso (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other c

Private Placement Warrants Purchase Agreement, dated December 6, 2021, between the Company and the Sponsor (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on December 9, 2021).

EX-10.4 8 dp163475ex1004.htm EXHIBIT 10.4 Exhibit 10.4 Execution Version PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of December 6, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and APx Cap Sponsor Group I, LLC,

Indemnity Agreement, dated December 6, 2021, between the Company and Diego Dayenoff.

Exhibit 10.10 Execution Version INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 6, 2021, by and between APX ACQUISITION CORP. I, a Cayman Islands exempted company (the “Company”), and Diego Dayenoff (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capac

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2021 (December 6, 2021) APX ACQUISITION CORP.

Amended and Restated Memorandum and Articles of Association (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on December 9, 2021).

Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF APX ACQUISITION CORP. I (adopted by special resolution dated 6 DECEMBER 2021 and effective on 6 DECEMBER 2021) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF APX AC

Indemnity Agreement, dated December 6, 2021, between the Company and Xavier Martinez.

Exhibit 10.6 Execution Version INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 6, 2021, by and between APX ACQUISITION CORP. I, a Cayman Islands exempted company (the “Company”), and Xavier Martinez (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capac

Warrant Agreement, dated December 6, 2021, between the Company and Continental Stock Transfer & Trust Company, as warrant agent (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on December 9, 2021).

EX-4.1 4 dp163475ex0401.htm EXHIBIT 4.1 Exhibit 4.1 Execution Version WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 6, 2021, is by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent,

Investment Management Trust Agreement, dated December 6, 2021, between the Company and Continental Stock Transfer & Trust Company, as trustee (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on December 9, 2021).

Exhibit 10.2 Execution Version INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 6, 2021 by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on

Administrative Services Agreement, dated December 6, 2021, between the Company and the Sponsor (Incorporated by reference to exhibit 10.11 to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on December 9, 2021).

Exhibit 10.11 APx Acquisition Corp. I Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico December 6, 2021 APx Cap Sponsor Group I, LLC Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico Re: Administrative Services Agreement Ladies and Gentlemen: This Administrative Services Agreement (this “Agreement”) by and between APx Acquisition C

Registration Rights and Shareholder Agreement, dated December 6, 2021, between the Company and certain security holders (Incorporated by reference to the corresponding exhibit to the Company’s Current Report on Form 8-K (File No. 001-41125), filed with the SEC on December 9, 2021).

EX-10.3 7 dp163475ex1003.htm EXHIBIT 10.3 Exhibit 10.3 Execution Version REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 6, 2021, is made and entered into by and among APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), APx Cap Sponsor Group I, LLC, a Cayman Islands limited liability company (the “Sponsor”) and each

Indemnity Agreement, dated December 6, 2021, between the Company and Daniel Braatz.

Exhibit 10.5 Execution Version INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 6, 2021, by and between APX ACQUISITION CORP. I, a Cayman Islands exempted company (the “Company”), and Daniel Braatz (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacit

APx Acquisition Corp. I Announces Pricing of $150 Million Initial Public Offering

Exhibit 99.1 APx Acquisition Corp. I Announces Pricing of $150 Million Initial Public Offering New York – December 6, 2021 – APx Acquisition Corp. I (“APx” or the “Company”) announced today that it priced its initial public offering of 15,000,000 units at $10.00 per unit. The units are expected to be listed on the Nasdaq Global Market (“Nasdaq”) and trade under the ticker symbol “APXIU” beginning

Indemnity Agreement, dated December 6, 2021, between the Company and David Proman.

Exhibit 10.9 Execution Version INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of December 6, 2021, by and between APX ACQUISITION CORP. I, a Cayman Islands exempted company (the ?Company?), and David Proman (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capaciti

Indemnity Agreement, dated December 6, 2021, between the Company and Angel Losada Moreno.

Exhibit 10.7 Execution Version INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 6, 2021, by and between APX ACQUISITION CORP. I, a Cayman Islands exempted company (the “Company”), and Angel Losada Moreno (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other c

APx Acquisition Corp. I $150,000,000 15,000,000 Units

424B4 1 dp163193424b4.htm FORM 424B4 Filed Pursuant to Rule 424(b)(4) Registration No. 333-261247 APx Acquisition Corp. I $150,000,000 15,000,000 Units APx Acquisition Corp. I is a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or simil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 APX ACQUISITION CORP. I (Exact Name of Registra

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 APX ACQUISITION CORP. I (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State of Incorporation or Organization) (I.R.S. Employer Identification No.) Juan Salvador Agraz 6

[Signature page follows]

CORRESP 1 filename1.htm December 2, 2021 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Howard Efron, Isaac Esquivel, Ronald (Ron) E. Alper and Brigitte Lippmann RE: Apx Acquisition Corp. I Registration Statement on Form S-1 Filed November 19, 2021 File No. 333-261247 Request for Acceleration Ladies and Gentlemen: P

APx Acquisition Corp. I Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico

APx Acquisition Corp. I Juan Salvador Agraz 65 Contadero, Cuajimalpa de Morelos 05370, Mexico City, Mexico December 2, 2021 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-4628 Attn: Howard Efron, Isaac Esquivel, Ronald (Ron) E. Alper and Brigitte Lippmann Re: APx Acquisition Corp. I Registration Statement on Form S-1, as a

Specimen Class A Ordinary Share Certificate (Incorporated by reference to the corresponding exhibit to the Company’s Registration Statement on Form S-1 (333-261247), filed with the SEC on November 19, 2021).

Exhibit 4.2 NUMBER SHARES C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [●] APX ACQUISITION CORP. I CLASS A ORDINARY SHARES THIS CERTIFIES THAT is the owner of Class A ordinary shares, par value $0.0001 per share (each, a “Class A Ordinary Share”), of APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), transferable on the books of the Company in person or by duly authorized

Specimen Warrant Certificate (Incorporated by reference to the corresponding exhibit to the Company’s Registration Statement on Form S-1 (333-261247), filed with the SEC on November 19, 2021).

Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW APX ACQUISITION CORP. I Incorporated Under the Laws of the Cayman Islands CUSIP [●] Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the registered hol

Form of Letter Agreement among the Registrant, APx Cap Sponsor Group I, LLC and each of the officers and directors of the Registrant.

Exhibit 10.1 [?], 2021 APx Acquisition Corp. I PO Box 309, Ugland House, Grand Cayman Cayman Islands, KY1-1104 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the ?Compa

Amended and Restated Memorandum and Articles of Association.

Exhibit 3.2 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF APX ACQUISITION CORP. I (adopted by special resolution dated [Date] 2021 and effective on [date] 2021) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF APX ACQUISITIO

Specimen Unit Certificate (Incorporated by reference to the corresponding exhibit to the Company’s Registration Statement on Form S-1 (333-261247), filed with the SEC on November 19, 2021).

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [·] APX ACQUISITION CORP. I UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units of APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), transferrable o

Memorandum and Articles of Association.

Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF APX ACQUISITION CORP. I THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF APX ACQUISITION CORP. I 1 The name of the Company is APx Acquisition Corp. I. 2 The Registered Office of the Company shall be at the of

Consent of Diego Dayenoff.

Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by APx Acquisition Corp. I of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of APx Acquisitio

Form of Private Placement Warrants Purchase Agreement among the Registrant and APx Cap Sponsor Group I, LLC.

Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [·], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and APx Cap Sponsor Group I, LLC, a Cayman Island limited liability company (the “Purchaser”). WHERE

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [·], 2021 by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-[·

As filed with the U.S. Securities and Exchange Commission on November 19, 2021.

S-1 1 dp161320s1.htm FORM S-1 As filed with the U.S. Securities and Exchange Commission on November 19, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 APx Acquisition Corp. I (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [·], 2021, is by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”). WHEREAS,

Form of Code of Ethics.

Exhibit 14.1 APX ACQUISITION CORP. I FORM OF CODE OF BUSINESS CONDUCT AND ETHICS Effective [ ], 2021 I. Introduction The Board of Directors (the “Board”) of APx Acquisitions Corp. I has adopted this code of business conduct and ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees (to the extent that employ

Form of Registration Rights Agreement among the Registrant, APx Cap Sponsor Group I, LLC and the Holders signatory thereto.

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2021, is made and entered into by and among APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), APx Cap Sponsor Group I, LLC, a Cayman Islands limited liability company (the “Sponsor”) and each of the undersigned parties listed on the signature page hereto under “

*****

Maurice Blanco (212) 450-4086 [email protected] Davis Polk & Wardwell llp 450 Lexington Avenue New York, NY 10017 November 19, 2021 Re: APx Acquisition Corp. I Draft Registration Statement on Form S-1 Submitted July 16, 2021 CIK No. 0001868573 U.S. Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549-4628 Attention: Howard Efron, Isaac Esquivel, Ronald (Ron) E. Al

Form of Indemnity Agreement (Incorporated by reference to the corresponding exhibit to the Company’s Registration Statement on Form S-1 (333-261247), filed with the SEC on November 19, 2021).

Exhibit 10.5 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between APX ACQUISITION CORP. I, a Cayman Islands exempted company (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided wi

Form of Underwriting Agreement.

Exhibit 1.1 APx Acquisition Corp. I 15,000,000 Units UNDERWRITING AGREEMENT New York, New York [?], 2021 BofA Securities, Inc. As the Underwriter c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: APx Acquisition Corp. I, a Cayman Islands exempted company (the ?Company?), proposes to issue and sell to the Underwriter (the ?Underwriter?), an aggregate of 15,000

Consent of David Proman.

Exhibit 99.2 Consent to be Named as a Director Nominee In connection with the filing by APx Acquisition Corp. I of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of APx Acquisitio

Consent of Angel Losada Moreno.

Exhibit 99.1 Consent to be Named as a Director Nominee In connection with the filing by APx Acquisition Corp. I of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of APx Acquisitio

Securities Purchase Agreement between APx Cap Sponsor Group I, LLC and the Registrant.

Exhibit 10.7 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”), is made and entered into May 21, 2021 by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”) and APx Cap Sponsor Group I, LLC, a Cayman Islands limited liability company (the “Buyer”). RECITALS: WHEREAS, the Buyer wishes to subscribe for an aggregat

Promissory Note issued to APx Cap Sponsor Group I, LLC

Exhibit 10.6 Execution Version THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTAN

WARRANT AGREEMENT

Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [·], 2021, is by and between APx Acquisition Corp. I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”). WHEREAS,

As confidentially submitted to the U.S. Securities and Exchange Commission on July 15, 2021. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confide

As confidentially submitted to the U.S. Securities and Exchange Commission on July 15, 2021. This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURIT