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
February 27, 2024
Date of Report (Date of earliest event reported)
International Media Acquisition Corp. |
(Exact Name of Registrant as Specified in its Charter) |
Delaware |
| 001-40687 |
| 86-1627460 |
(State or other jurisdiction |
| (Commission File Number) |
| (I.R.S. Employer |
of incorporation) |
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| Identification No.) |
1604 US Highway 130 |
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North Brunswick, NJ |
| 08902 |
(Address of Principal Executive Offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: (212) 960-3677
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
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☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act Securities registered pursuant to Section 12(b) of the Act: |
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
Common Stock |
| IMAQ |
| The Nasdaq Stock Market LLC |
Warrants |
| IMAQW |
| The Nasdaq Stock Market LLC |
Rights |
| IMAQR |
| The Nasdaq Stock Market LLC |
Units |
| IMAQU |
| The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement.
Issuance of Promissory Note B
On February 27, 2024, International Media Acquisition Corp. (the “Company”) issued an unsecured promissory note in the aggregate principal amount of up to $530,000 (the “Promissory Note B”) to JC Unify Capital (Holdings) Limited. Pursuant to Promissory Note B, the Buyer agreed to loan to the Company an aggregate amount of up to $530,000. The Promissory Note B shall be payable promptly on demand and in any event, no later than the date on which the Company terminates or consummates an initial business combination. The Promissory Note B is convertible into units having the same terms and conditions as the private placement units as described in the prospectus dated July 29, 2021 (Registration NO. 333-255106) (the “Prospectus”), at the price of $10.00 per unit, at the option of the Buyer. The Promissory Note B does not bear interest.
The proceeds of Promissory Note B will be used by the Company to pay various expenses of the Company, including any payment to extend the period of time the Company has to consummate an initial business combination, and for working capital purposes.
The foregoing description of Promissory Note B is not complete and is subject to and qualified in its entirety by reference to the full text of Promissory Note B which is filed as Exhibit 10.1 hereto, and the terms of which are incorporated herein by reference.
Issuance of Promissory Note C
On February 27, 2024, the Company issued an unsecured promissory note in the aggregate principal amount of up to $470,000 (the “Promissory Note C”) to JC Unify Capital (Holdings) Limited. Pursuant to Promissory Note C, the Buyer agreed to loan to the Company an aggregate amount of up to $470,000. The Promissory Note C shall be payable promptly on demand and in any event, no later than the date on which the Company terminates or consummates an initial business combination. The Promissory Note C is convertible into units having the same terms and conditions as the private placement units as described in the prospectus dated July 29, 2021 (Registration NO. 333-255106) (the “Prospectus”), at the price of $10.00 per unit, at the option of the Buyer. The Promissory Note C does not bear interest.
The foregoing description of Promissory Note C is not complete and is subject to and qualified in its entirety by reference to the full text of Promissory Note C which is filed as Exhibit 10.2 hereto, and the terms of which are incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
In connection with the Securities Purchase Agreement dated as of November 10, 2023, by and among the Company, JC Unify Capital (Holdings) Limited, Content Creation Media LLC and Shibasish Sarkar (and as amended from time to time, the “Securities Purchase Agreement’), on February 27, 2024, the Company received the resignation of Mr. Sanjay Wadhwa as Director of the Company. Mr. Wadhwa’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits:
Exhibit No. |
| Description |
| Promissory Note B, dated February 27, 2024, issued to JC Unify Capital (Holdings) Limited | |
| Promissory Note C, dated February 27, 2024, issued to JC Unify Capital (Holdings) Limited | |
104 |
| Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
| 2 |
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: February 28, 2024
INTERNATIONAL MEDIA ACQUISITION CORP.
By: | /s/ Shibasish Sarkar |
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Name: | Shibasish Sarkar |
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Title: | Chief Executive Officer |
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| 3 |
