International Media Acquisition Corp
For the period ended Sep 30, 2024. Filed Nov 13, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 13, 2024
IMAQ$10.350.0%Stored close · as of Jul 8, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-09-03.
0001213900-24-075132
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-11-13.
0001213900-24-097561
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 107 previous paragraphs and 107 current paragraphs.
98 unchanged; 7 reworded; 1 added; 2 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 14 previous and 14 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (1)
Current report
On August 8, 2024, trading in the Company’s securities was suspended on Nasdaq. The securities are now quoted on OTC markets under the same symbols.
Removed paragraphs (2)
Previous report
Right of First Refusal
Previous report
Subject to certain conditions, we granted Chardan, the representative of the underwriters in the Initial Public Offering, for a period of 18 months after the date of the consummation of our business combination, a right of first refusal to act as book-running manager, with at least 30% of the economics, for any and all future public and private equity and debt offerings. In accordance with FINRA Rule 5110(f)(2)(E)(i), such right of first refusal shall not have a duration of more than three years from the effective date of the registration statement for the Initial Public Offering.
Reworded paragraphs (7)
Previous wording
For the three months ended June 30, 2024, we had net loss of $154,867, which consisted of operating costs of $270,890, income tax provision of $27,686 and change in warrant liability of $(4,782), offset by interest income on investments held in the trust account of $148.491. For the three months ended June 30, 2023, we had had net profit of $322,616, which consists of interest income on investments held in the trust account of $249,996 and change in warrant liability of $9,961, offset by operating costs of $(118,762), and income tax provision of $56,103.
Current wording
For the three months ended September 30, 2024, we had net loss of $170,303, which consisted of operating costs of $202,957, income tax provision of $27,805 and an increase in warrant liability of $88,455, offset by interest income on investments held in the trust account of $148,914. For the three months ended September 30, 2023, we had had net loss of $394,256, which consisted of operating costs of $604,743, income tax provision of $63,371 and an increase in warrant liability of $1,992, offset by interest income on investments held in the trust account of $275,850.
Previous wording
As of June 30, 2024, the Company had cash of $247 and a working capital deficit of $6,726,996. Accumulated deficit balances were $14,298,150 and $13,992,478 as of June 30, 2024 and March 31, 2024, respectively. The Company has incurred and expects to continue to incur significant professional costs to remain as a publicly traded company and to incur significant transaction costs in pursuit of the consummation of a Business Combination. The Company may need to obtain additional financing either to complete its Business Combination or because it becomes obligated to redeem a significant number of public shares upon consummation of its Business Combination, in which case, subject to compliance with applicable securities laws, the Company may issue additional securities or incur debt in connection with such Business Combination.
Current wording
As of September 30, 2024, the Company had cash of $0 and a working capital deficit of $7,017,758. Accumulated deficit balances were $14,600,217 and $13,993,133 as of September 30, 2024 and March 31, 2024, respectively. The Company has incurred and expects to continue to incur significant professional costs to remain as a publicly traded company and to incur significant transaction costs in pursuit of the consummation of a Business Combination. The Company may need to obtain additional financing either to complete its Business Combination or because it becomes obligated to redeem a significant number of public shares upon consummation of its Business Combination, in which case, subject to compliance with applicable securities laws, the Company may issue additional securities or incur debt in connection with such Business Combination.
Previous wording
Management has determined that if the Company is unable to raise additional funds to alleviate liquidity needs or to complete a Business Combination by September 2, 2024 (or January 2, 2025, if it fully exercises its option to extend the date to consummate a business combination), the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the trust account including interest earned on the funds held in the trust account and not previously released to IMAQ to pay its taxes, divided by the number of then outstanding public shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of IMAQ’s remaining stockholders and their board of directors, dissolve and liquidate, subject in each case to IMAQ’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law Management has determined that the mandatory liquidation, if a Business Combination not occur, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after September 2, 2024 (or January 2, 2025, if it exercises its option to extend the date to consummate a business combination). Management plans to continue to draw down the funds on its promissory notes, repayable promptly on demand and, in any event, no later than the date on which the Company terminates or consummates an initial business combination. There is no assurance that the Company’s plans to consummate a business combination will be successful.
Current wording
Management has determined that if the Company is unable to raise additional funds to alleviate liquidity needs or to complete a Business Combination by December 2, 2024 (or January 2, 2025, if it fully exercises its option to extend the date to consummate a business combination unless stockholders approve a further extension), the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the trust account including interest earned on the funds held in the trust account and not previously released to IMAQ to pay its taxes, divided by the number of then outstanding public shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of IMAQ’s remaining stockholders and their board of directors, dissolve and liquidate, subject in each case to IMAQ’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law Management has determined that the mandatory liquidation, if a Business Combination not occur, raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after December 2, 2024 (or January 2, 2025, if it exercises its option to extend the date to consummate a business combination). Management plans to continue to draw down the funds on its promissory notes, repayable promptly on demand and, in any event, no later than the date on which the Company terminates or consummates an initial business combination. There is no assurance that the Company’s plans to consummate a business combination will be successful.
Previous wording
As of June 30, 2024 and March 31, 2024, $ 2,445,000 were outstanding under all the promissory notes.
Current wording
As of September 30, 2024 and March 31, 2024, $2,445,000 were outstanding under all the promissory notes.
Previous wording
As of June 30, 2024 and March 31, 2024, total loans outstanding were $1,573,032 and $1,062,232, respectively.
Current wording
As of September 30, 2024 and March 31, 2024, total loans outstanding were $1,741,927 and $1,062,232, respectively.
Previous wording
The Company received additional funds from the Sponsor to finance term extension fees. As of June 30, 2024 and March 31, 2024, the amount due to related party was $656,913.
Current wording
The Company received additional funds from the Sponsor to finance term extension fees. As of September 30, 2024 and March 31, 2024, the amount due to related party was $656,913 for both periods.
Previous wording
On November 14, 2023, the Company entered into an agreement with Loeb & Loeb LLP (“Loeb”), whereby Loeb agreed to accept a reduced amount of $300,000, of which $150,000 shall be deferred until the closing of the business combination in full and final satisfaction of all obligations owed to Loeb by the Company. On May 9, 2024, the Company repaid $150,000. As of June 30, 2024 and March 31, 2024, a total amount of $179,503 and $329,503 (including $29,503 other legal fees) was outstanding and accrued, respectively.
Current wording
On November 14, 2023, the Company entered into an agreement with Loeb & Loeb LLP (“Loeb”), whereby Loeb agreed to accept a reduced amount of $300,000, of which $150,000 shall be deferred until the closing of the business combination in full and final satisfaction of all obligations owed to Loeb by the Company. On May 9, 2024, the Company repaid $150,000. As of September 30, 2024 and March 31, 2024, a total amount of $207,608 and $329,503 (including $57,608 other legal fees) was outstanding and accrued, respectively.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
For the six months ended September 30, 2024, we had net loss of $ $325,170, which consisted of operating costs of $473,847, income tax provision of $55,491 and an increase in warrant liability of $93,237, offset by interest income on investments held in the trust account of $297,405. For the six months ended September 30, 2023, we had net loss of $ $71,640, which consisted of operating costs of $685,981, income tax provision of $119,474 and a decrease in warrant liability of $7,969, offset by interest income on investments held in the trust account of $525,846.