UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2025
Commission File Number: 001-42308
Click Holdings Limited
Unit 709, 7/F., Ocean Centre
5 Canton Road
Tsim Sha Tsui, Kowloon
Hong Kong
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
On March 17, 2025, Click Holdings Limited (“Click” or the “Company”) entered into a waiver agreement with R.F. Lafferty & Co., Inc. (“RF Lafferty”), the representative of the underwriters for Company’s initial public offering. Pursuant to the waiver agreement, RF Lafferty agreed to waive the lock-up restrictions set forth in the underwriting agreement entered by and between the Company and RF Lafferty dated October 8, 2024, in connection with the proposed public offering of up to 13,800,000 ordinary shares of the Company.
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Exhibit Index
| Exhibit No. | Description | |
| 99.1 | Waiver Agreement |
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| CLICK HOLDINGS LIMITED | ||
| By: | /s/ Chan Chun Sing | |
| Name: | Chan Chun Sing | |
| Title: | Chief Executive Officer, Chairman and Director | |
Date: March 19, 2025
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Exhibit 99.1
CLICK HOLDINGS LIMITED
Unit 709, 7/F., Ocean Centre, 5 Canton Road
Tsim Sha Tsui, Kowloon, Hong Kong
Tel: + (852) 3758-2780
March 17, 2025
R.F. Lafferty & Co., Inc.
40 Wall Street, 27th Floor
New York, NY 10005
Re: Click Holdings Limited – Request for Consent
Dear Mr. Robert Hackel:
We refer to the Underwriting Agreement, dated October 8, 2024 (the “Underwriting Agreement”), by and between Click Holdings Limited (the “Company”) and R.F. Lafferty & Co., Inc. (“RF Lafferty”), the representative of the underwriters named in Schedule A thereto, of the Company’s initial public offering.
The Company hereby requests a consent from RF Lafferty as to Section 2(t)(ii) (Company Lock- Up) (the “Restriction”) of the Underwriting Agreement, with respect to the following transaction:
| ● | The registration of offering shares, as set out in Appendix 1 attached to this letter. |
This request for consent letter and any claim, controversy or dispute arising under or related to this letter agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to the conflict of laws principles thereof.
Please acknowledge your agreement to release the Company from the Restriction by countersigning a copy of this letter and returning it to the undersigned.
| Very truly yours, | ||
| Click Holdings Limited | ||
| /s/ Chan Chun Sing | ||
| Name: | Chan Chun Sing | |
| Title: | Chief Executive Officer | |
| ACCEPTED AND AGREED: | ||
| R.F. Lafferty & Co., Inc. | ||
| /s/ Robert Hackel | ||
| Name: | Robert Hackel | |
| Title: | Chief Operating Officer | |
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Appendix 1
| Number of offering shares |
| 13,800,000 |
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