International Media Acquisition Corp. Files 8-K with Key Corporate Updates
Ticker: IMAQW · Form: 8-K · Filed: Dec 31, 2024 · CIK: 1846235
| Field | Detail |
|---|---|
| Company | International Media Acquisition CORP. (IMAQW) |
| Form Type | 8-K |
| Filed Date | Dec 31, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $2,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-action, filing-update, governance
TL;DR
IMAC filed an 8-K detailing material agreements, charter amendments, and shareholder votes.
AI Summary
International Media Acquisition Corp. filed an 8-K on December 30, 2024, reporting on several key events. These include entering into a material definitive agreement, amendments to its articles of incorporation or bylaws, and submitting matters to a vote of security holders. The filing also covers other events and financial statements/exhibits.
Why It Matters
This 8-K filing indicates significant corporate actions and potential strategic shifts for International Media Acquisition Corp., which could impact its future operations and shareholder value.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and changes to corporate governance, which can introduce new risks or alter existing ones for the company and its investors.
Key Numbers
- 001-40687 — SEC File Number (Identifies the company's filing with the SEC.)
- 0331 — Fiscal Year End (Indicates the company's financial reporting cycle.)
Key Players & Entities
- International Media Acquisition Corp. (company) — Registrant
- 001-40687 (company) — SEC File Number
- Delaware (company) — State of Incorporation
- December 30, 2024 (date) — Date of Report
FAQ
What is the nature of the material definitive agreement entered into by International Media Acquisition Corp. on December 30, 2024?
The filing does not specify the details of the material definitive agreement, only that one was entered into.
What specific amendments were made to the articles of incorporation or bylaws?
The filing indicates amendments were made but does not detail the specific changes in this summary.
What matters were submitted to a vote of security holders?
The filing states that matters were submitted to a vote, but the specific proposals are not detailed here.
Are there any financial statements or exhibits included with this 8-K filing?
Yes, the filing explicitly lists 'Financial Statements and Exhibits' as an item information.
What is the primary business of International Media Acquisition Corp. according to the filing?
The filing lists the Standard Industrial Classification as 'SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION [7812]'.
Filing Stats: 1,227 words · 5 min read · ~4 pages · Grade level 13.5 · Accepted 2024-12-31 16:45:00
Key Financial Figures
- $2,000 — each one-month extension, a deposit of $2,000 is made into the Trust Account establis
Filing Documents
- ea0226302-8k_inter.htm (8-K) — 45KB
- ea022630201ex3-1_inter.htm (EX-3.1) — 10KB
- ea022630201ex10-1_inter.htm (EX-10.1) — 16KB
- 0001213900-24-114041.txt ( ) — 300KB
- imaqw-20241230.xsd (EX-101.SCH) — 4KB
- imaqw-20241230_def.xml (EX-101.DEF) — 27KB
- imaqw-20241230_lab.xml (EX-101.LAB) — 37KB
- imaqw-20241230_pre.xml (EX-101.PRE) — 25KB
- ea0226302-8k_inter_htm.xml (XML) — 7KB
03. Amendments to Articles of Incorporation or Bylaws; Change
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information disclosed in Item 5.07 of this Current Report on Form 8-K is incorporated by reference into this Item 5.03 to the extent required herein. As approved by its stockholders at the Annual General Meeting, the Company filed a certificate of amendment to its amended and restated certificate of incorporation (the "Extension Charter Amendment") which became effective upon filing on December 31, 2024. The Extension Charter Amendment extends the deadline by which IMAQ must consummate an initial business combination for twenty-four (24) additional one (1) month periods from January 2, 2025 to January 2, 2027 provided that, in connection with each one-month extension, a deposit of $2,000 is made into the Trust Account established in connection with the Company's initial public offering. A copy of the Extension Charter Amendment is attached to this Current Report on Form 8-K as Exhibits 3.1 and is incorporated herein by reference.
07. Submissions of Matters to a Vote of Security Holders
Item 5.07. Submissions of Matters to a Vote of Security Holders. On December 30, 2024 at 9:00 a.m. Eastern Time, the Company held its annual general meeting of stockholders (the "AGM") at which the stockholders voted as set forth below on the following proposals pursuant to the definitive proxy statement, filed by the Company with the Securities and Exchange Commission on December 9, 2024 and mailed by the Company to its stockholders on or about December 12, 2024 (the "Proxy Statement"). As of December 3, 2024, the record date for the AGM, there were 7,522,430 issued and outstanding shares of IMAQ's common stock (the "Common Stock") entitled to vote at the AGM. At the AGM, there were 6,521,775 shares of Common Stock voted by proxy or in person, representing 86.70 % of the total shares of Common Stock as of the record date, and constituting a quorum for the transaction of business. The final results of the matters submitted to a vote of IMAQ's stockholders at the AGM are as follows: The proposals listed below are described in more detail in the Proxy The stockholders approved the Charter Amendment Proposal, the Trust Amendment Proposal, the Target Amendment Proposal and the Director Proposal. The Adjournment Proposal (Proposal 5) calling for an adjournment of the AGM in order to solicit additional proxies was not called for a vote since a preliminary count indicated that there were more than sufficient proxies voted in favor of approval of the aforementioned proposals. The following is a summary of the voting results for each matter presented to the shareholders at the AGM: Matters Voted On For Against Abstain Broker Non-Vote Proposal 1 – Charter Amendment Proposal 6,511,703 10,063 9 0 Proposal 2 – Trust Amendment Proposal 6,511,675 10,019 81 0 Proposal 3 – Target Amendment Proposal 6,511,890 9,756 129 0 Matters Voted On For Withheld Broker Non-Vote Proposal 4 – Director Proposal (Shibasish Sarkar) 6,512,152 9,62
01. Other Events
Item 8.01. Other Events In connection with the shareholders' vote at the AGM held by the Company on December 30, 2024, 685,836 shares of common stock were tendered for redemption, leaving 6,836,594 shares of common stock. On December 30, 2024, the Company made a deposit of $2,000 (the "Extension Payment") to the trust account to extend the period of time the Company has to consummate an initial business combination from January 2, 2025 to February 2, 2025. No Offer or Solicitation This Current Report on Form 8-K is for informational purposes only and is not intended to and shall not constitute a proxy statement or the solicitation of a proxy, consent or authorization with respect to any securities or in respect of an initial business combination or PIPE financing and is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy or subscribe for any securities or a solicitation of any vote of approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits (c) Exhibits: Exhibit No. Description 3.1 Fifth Amendment, dated December 31, 2024, to Amended and Restated Certificate of Incorporation of IMAQ 10.1 Fifth Amendment to the Investment Management Trust Agreement, dated December 31, 2024, by and between IMAQ and Continental Stock Transfer & Trust Company 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: December 31, 2024 INTERNATIONAL MEDIA ACQUISITION CORP. By: /s/ Shibasish Sarkar Name: Shibasish Sarkar Title: Chief Executive Officer 3