International Media Acquisition (IMAQ) - 2025 Q2 - Quarterly Report

Financial Position - Total assets as of March 31, 2024, amounted to $11,849,083, an increase from $11,393,873[10] - Total liabilities as of March 31, 2024, were $15,239,879, up from $14,459,499[11] - As of September 30, 2024, the Company had cash of $0 and a working capital deficit of $7,017,758[64] - The Company had $11,801,278 and $11,363,873 in the Trust Account as of September 30, 2024 and March 31, 2024, respectively[75] - The amount due to related parties was $656,913 as of September 30, 2024, indicating ongoing financial obligations[130] Operating Results - Net loss for the three months ended September 30, 2024, was $170,303, compared to a net loss of $394,256 for the same period in 2023[12] - For the six months ended September 30, 2024, the net loss was $325,170, compared to a net loss of $71,640 for the same period in 2023[15] - Basic and diluted net loss per common share for the three months ended September 30, 2024, was $(0.02), compared to $(0.05) in the same period last year[12] - The effective tax rate for the six months ended September 30, 2024, was (20.58)%, a significant decrease from 249.77% for the same period in 2023[85] Cash Flow - Net cash used in operating activities was $540,739 for the six months ended September 30, 2024, compared to $291,699 for the same period in 2023, indicating a significant increase in cash outflow[15] - Cash deposited in the Trust Account amounted to $140,000 for the six months ended September 30, 2024, down from $642,569 in the same period of 2023[15] - The total cash change for the period was a decrease of $1,044, compared to an increase of $6,758 in the same period of 2023[15] Business Combination - The company has not commenced any operations and will not generate operating revenues until after completing a Business Combination[18] - The company has extended the deadline to complete a Business Combination to January 2, 2025, allowing for additional one-month extensions[31] - The Company entered into a Stock Purchase Agreement to acquire 100% of the Target Company's share capital for an aggregate purchase price of $102,000,000, along with a primary investment of $38,000,000 for loan repayment[36] - The Stock Purchase Agreement was terminated by Risee on October 25, 2023, with no liability to any parties involved[37] - The Company extended its deadline to consummate an initial business combination to January 2, 2025, with stockholders redeeming 934,193 shares at approximately $11.43 per share[47] Shareholder Activity - Public stockholders redeemed 21,026,882 shares at approximately $10.03 per share and 63,395 shares at approximately $10.89 per share during previous extensions[46] - As of September 30, 2024, the common stock subject to possible redemption amounts to $11,208,766, reflecting a decrease from $20,284,026 as of March 31, 2023[80] Financing and Debt - The Company issued an unsecured promissory note of up to $1,300,000 to the Buyer, convertible into units at $10.00 per unit, with no interest[41] - The Company issued an additional unsecured promissory note of up to $530,000 and another for up to $470,000, both convertible into units at $10.00 per unit, with no interest[43][44] - The Company recognized a compensation expense of $786,848 related to the sale of 150,000 Founder Shares to independent directors, valued at $787,500[112] - The Company issued unsecured promissory notes totaling $2,445,000 outstanding as of September 30, 2024, for various financing needs[123] Regulatory and Compliance - The Company received a Delisting Notice from Nasdaq on July 30, 2024, due to non-compliance with the requirement to complete a business combination within 36 months of its IPO[61] - Trading of the Company's securities was suspended on Nasdaq on August 8, 2024, and they are now quoted on Over-the-Counter (OTC) markets[62] - Management has determined that current conditions raise substantial doubt about the Company's ability to continue as a going concern[64] Professional Fees and Expenses - The Company has incurred significant professional costs to remain publicly traded and expects to continue incurring such costs[64] - The Company accrued $360,000 in service fees for the Chief Financial Officer, with a total of 36,000 shares of common stock to be issued upon the closing of the Business Combination[142] - The Company agreed to pay Ontogeny $2,875,000 for management consulting services upon the consummation of the initial Business Combination[143] Warrants and Shares - As of September 30, 2024, there are 23,000,000 Public Warrants and 796,900 Private Warrants outstanding[162] - The fair value of the Private Warrants increased to $124,316 as of September 30, 2024, from $31,079 as of March 31, 2024[179][182] - The Company has authorized 5,000,000 shares of preferred stock, but none have been issued or outstanding as of September 30, 2024[174] - The Company has 6,546,900 shares of common stock issued and outstanding as of September 30, 2024, excluding 975,530 shares subject to possible redemption[175]