MUMBAI,
India, and NEW YORK,
Jan. 26,
2023 /PRNewswire/ -- International Media
Acquisition Corp. ("IMAC" or the "Company") (NASDAQ: IMAQ), a
special purpose acquisition corporation, today announced that in
order to support its proposal to extend the date by which the
Company must consummate a business combination (the "Extension")
for an additional three (3) months, from February 2, 2023 to May 2,
2023, with an ability to further extend by three (3)
additional one (1) month periods until August 2, 2023 (the "Extension Proposal") , the
Company, and Content Creation Media LLC, the Company's Sponsor,
have agreed that, if the Extension Proposal is approved, the
Sponsor (or its affiliates or permitted designees) will deposit
into the Trust Account $385,541.10
for the three-month extension and $128,513.70 for each subsequent one-month
extension (the "Extension Payment") in exchange for a non-interest
bearing, unsecured promissory note payable upon consummation of a
business combination.
In addition, the Company announced that it has postponed the
Special Meeting of Stockholders scheduled to occur on January 26, 2023 (the "Special Meeting") until
January 27, 2023. On January 9, 2023, the Company filed a Definitive
Proxy Statement on Schedule 14A (the "Proxy Statement") with the
Securities and Exchange Commission (the "SEC") with respect to the
Special Meeting to vote on, among other things, a proposal to amend
the Company's Amended and Restated Certificate of Incorporation
(the "Charter"). The purpose of the Extension is to allow the
Company more time to complete its previously announced business
combination by and among the Company, Reliance Entertainment
Studios Private Limited, a company incorporated in India (the
"Target Company"), and Risee Entertainment Holdings Private
Limited, a company incorporated in India (the "Seller").
Business Combination
On October 22, 2022, IMAC entered
into a Stock Purchase Agreement (the "SPA") with the Seller, and
the Target Company. Pursuant to the terms of the SPA, a business
combination between IMAC and the Target Company will be effected by
the acquisition of 100% of the issued and outstanding share capital
of the Target Company from Seller in a series of transactions.
About Reliance Entertainment
Reliance Entertainment is one of India's largest content studios, having
produced and distributed more than 400 films that have grossed over
$1 billion at the global box office.
As a vertically integrated media company focused on India, the fifth largest media and
entertainment market globally according to FICCI & EY, Reliance
has proprietary new media assets across animation and gaming, which
monetize the Company's proprietary film IP library across new media
platforms. Reliance invests in film production companies and
intellectual property, maintaining a rich content portfolio across
multiple Indian languages and relationships for digital
distribution with Netflix, Amazon, Disney+Hotstar and other
platforms. Reliance films have won 29 national awards since
2008, and the Company works with some of the most prominent
directors and stars in India.
About International Media Acquisition Corp.
IMAC is special purpose acquisition company (SPAC), incorporated
under the laws of the State of Delaware,
USA, on January 15, 2021. IMAC
was formed for the purpose of effecting a merger, share exchange,
asset acquisition, share purchase, reorganization, or similar
business combination with one or more businesses.
IMAC is led by its founder, Shibasish Sarkar, a media and
entertainment industry leader with more than 29 years of corporate
experience handling multiple verticals across films, television,
animation, gaming content and operations of digital and new
media platforms.
To learn more, please visit: https://www.imac.org.in.
Forward-Looking Statements
Certain statements included in this press release that are not
historical facts are forward-looking statements for purposes of the
safe harbor provisions under the United States Private Securities
Litigation Reform Act of 1995, as amended. Forward-looking
statements generally are accompanied by words such as "believe,"
"may," "will," "estimate," "anticipate," "project," "continue,"
"anticipate," "intend," "expect," "should," "would," "plan,"
"predict," "potential," "seem," "seek," "future," "outlook," and
similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding estimates and forecasts of financial and
performance metrics, projections of market opportunity,
expectations and timing related to Reliance's business, customer
growth and other business milestones, potential benefits of the
proposed business combination (the "Proposed Transactions"), and
expectations related to the timing of the Proposed
Transactions.
These statements are based on various assumptions, whether or
not identified in this press release, and on the current
expectations of IMAC's and Reliance's management and are not
predictions of actual performance. These forward-looking statements
are provided for illustrative purposes only and are not intended to
serve as, and must not be relied on by an investor as, a guarantee,
an assurance, a prediction, or a definitive statement of fact or
probability. Actual events and circumstances are difficult or
impossible to predict and will differ from assumptions. Many actual
events and circumstances are beyond the control of IMAC and
Reliance.
These forward-looking statements are subject to a number of
risks and uncertainties, including changes in domestic and foreign
business, market, financial, political, and legal conditions; the
inability of the parties to successfully or timely consummate the
Proposed Transactions, including the risk that any regulatory
approvals are not obtained, are delayed or are subject to
unanticipated conditions that could adversely affect the combined
company or the expected benefits of the Proposed Transactions or
that the approval of the stockholders of IMAC or Reliance is not
obtained; failure to realize the anticipated benefits of the
Proposed Transactions; risks relating to the uncertainty of the
projected financial information with respect to Reliance; risks
related to the Indian film, gaming, and entertainment industry,
including changes in entertainment delivery formats; global
economic conditions; the effects of competition on Reliance's
future business; risks related to operating results and growth
rate; the business could be harmed the amount of redemption
requests made by IMAC's public stockholders; and those factors
discussed in IMAC's Annual Report on Form 10-K for the fiscal year
ended December 31, 2021 under the
heading "Risk Factors," and the Current Report on Form 8-K filed on
January 26, 2023 and other documents
of IMAC filed, or to be filed, with the SEC.
Important Information and Where to Find It
This communication is being made in respect of the proposed
merger transaction involving IMAC and Reliance. IMAC has filed a
proxy statement with the SEC, and certain related documents, to be
used at the meeting of stockholders to approve the proposed
business combination and related matters. Investors and security
holders of IMAC are urged to read the proxy statement and any
amendments thereto and other relevant documents that will be filed
with the SEC, carefully and in their entirety when they become
available because they will contain important information about
IMAC, Reliance and the business combination. The definitive proxy
statement will be mailed to stockholders of IMAC as of a record
date to be established for voting on the proposed business
combination. Investors and security holders will also be able to
obtain copies of the registration statement and other documents
containing important information about each of the companies once
such documents are filed with the SEC, without charge, at
https://www.sec.gov/. The information contained on, or that may be
accessed through, the websites referenced in this press release is
not incorporated by reference into, and is not a part of, this
press release.
Participants in Solicitation
IMAC and its directors and executive officers may be deemed
participants in the solicitation of proxies from IMAC's
stockholders in connection with the proposed business combination.
Reliance and its directors and executive officers may also be
deemed participants in such solicitation. Security holders may
obtain more detailed information regarding the names, affiliations
and interests of certain of IMAC's directors and executive officers
in the solicitation by reading IMAC's Annual Report on Form 10-K
for the fiscal year ended December 31,
2021, and the proxy statement and other relevant materials
filed with the SEC in connection with the business combination when
they become available. Information concerning the interests of
IMAC's participants in the solicitation, which may, in some cases,
be different than those of their stockholders generally, will be
set forth in the proxy statement related to the business
combination when it becomes available.
No Offer or Solicitation
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval, nor shall there be any sale of securities in
any state or jurisdiction in which such offer, solicitation, or
sale would be unlawful prior to registration or qualification under
the securities laws of such other jurisdiction.
Media Contact: fatema@imac.org.in
Investor Contact: investors@imac.org.in
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SOURCE International Media Acquisition Corp.
