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International Media Acquisition Corp

For the period ended Dec 31, 2023. Filed Jun 3, 2024.

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About 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.

Dec 31, 2023 · Filed Jun 3, 2024

IMAQ$10.350.0%Stored close · as of Jul 8, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 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 Number 001-40687

INTERNATIONAL MEDIA ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

Delaware86-1627460
(State or other jurisdiction of(IRS Employer
incorporation or organization)Identification No.)

1604 US Highway 130

N Brunswick, NJ 08902

(Address of principal executive offices and zip code)

(212)960‑3677

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockIMAQThe Nasdaq Stock Market LLC
WarrantsIMAQWThe Nasdaq Stock Market LLC
RightsIMAQRThe Nasdaq Stock Market LLC
UnitsIMAQUThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b‑2 of the Exchange Act:

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☒
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.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b‑2 of the Exchange Act). Yes☒ No ☐

As of June 3, 2024, there were 7,522,430 shares of the registrant’s common stock, par value $0.0001 per share, issued and outstanding.

INTERNATIONAL MEDIA ACQUISITION CORP.

TABLE OF CONTENTS

Page
PART 1 – FINANCIAL INFORMATION
Item 1. · FINANCIAL STATEMENTS
Condensed Balance Sheets as of December 31, 2023 (unaudited) and March 31, 2023 (audited)4
Condensed Statements of Operations for the nine months ended December 31, 2023 and December 31, 2022 (unaudited)5
Condensed Statement of Changes in Stockholders’ Equity (Deficit) for the nine months ended December 31, 2023 and December 31, 2022 (unaudited)6
Condensed Statement of Cash Flows for the nine months ended December 31, 2023 and December 31, 2022 (unaudited)7
Notes to Unaudited Condensed Financial Statements8
Item 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS25
Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK35
Item 4.CONTROLS AND PROCEDURES35
PART II – OTHER INFORMATION
Item 1.LEGAL PROCEEDINGS37
Item 1A.RISK FACTORS37
Item 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS37
Item 3.DEFAULTS UPON SENIOR SECURITIES37
Item 4.MINE SAFETY DISCLOSURES37
Item 5.OTHER INFORMATION37
Item 6.EXHIBITS38
SIGNATURES39

CAUTIONARY NOTE CONCERNING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are not historical facts, and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. All statements, other than statements of historical fact included in this Form 10-Q including, without limitation, statements in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” regarding the Company’s financial position, business strategy and the plans and objectives of management for future operations, are forward-looking statements. Words such as “expect,” “believe,” “anticipate,” “intend,” “estimate,” “seek” and variations and similar words and expressions are intended to identify such forward-looking statements. Such forward-looking statements relate to future events or future performance, but reflect management’s current beliefs, based on information currently available. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the Risk Factors section of the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2023 filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 14, 2023 and the Company’s final prospectus for its initial public offering filed with the SEC on July 29, 2021. The Company’s securities filings can be accessed on the EDGAR section of the SEC’s website atwww.sec.gov. Except as expressly required by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.