International Media Acquisition (IMAQ) - 2023 Q4 - Annual Report

Financial Performance - For the fiscal year ended March 31, 2023, the company reported a net loss of $1,235,409, which included interest income of $1,088,765 and operating costs of $2,236,076[75]. - The company incurred a net loss of $2,198,385 for the fiscal year ended March 31, 2022, with operating costs of $2,547,083[76]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination[74]. Cash and Liquidity - The company had $302 in its operating bank account as of March 31, 2023, with all remaining cash held in a trust account, generally unavailable for use prior to an initial business combination[78]. - The company may need to raise additional funds post-Initial Public Offering to cover operational expenditures, with potential financing required if actual costs exceed estimates[90]. - As of March 31, 2023, the outstanding balance on the Post-IPO Promissory Note was $750,000, reflecting an increase from $195,000 as of March 31, 2022[94]. - The company issued an unsecured promissory note on February 14, 2023, allowing borrowing of up to $500,000 in four installments, with an outstanding amount of $180,541 as of March 31, 2023[97]. - The company entered into a Loan Agreement on January 26, 2023, allowing the Sponsor to borrow $385,541 initially and $128,513 monthly, to cover extension payments to the trust account[98]. Initial Public Offering and Fundraising - The company completed its Initial Public Offering on August 2, 2021, raising gross proceeds of $200,000,000 from the sale of 20,000,000 units at $10.00 per unit[79]. - The company raised an additional $30,000,000 from the sale of 3,000,000 units on August 6, 2021, as part of an over-allotment option exercised by underwriters[82]. - The company plans to use substantially all net proceeds from the Initial Public Offering and private placement for its initial business combination and related expenses[84]. Business Combination and Future Plans - The company entered into a Stock Purchase Agreement on October 22, 2022, to acquire 100% of the issued and outstanding share capital of Reliance Entertainment Studios Private Limited for an aggregate purchase price of $102,000,000, along with a primary investment of $38,000,000[70][71]. - The company has until August 2, 2023, to consummate a business combination, with a mandatory liquidation if not completed by that date, raising substantial doubt about its ability to continue as a going concern[85][86]. Expenses and Fees - The company expects to incur approximately $134,950 for accounting and audit expenses, $568,150 for due diligence and consulting, and $385,000 for SEC extension fees in the upcoming period[88]. - The underwriting agreement for the Initial Public Offering included a cash underwriting discount of $0.20 per Unit sold, totaling $4,600,000, and deferred commissions of $8,050,000[102]. - The company has accrued $40,000 as an expense for the Chief Financial Officer agreement, which totals up to $400,000 contingent on completing the initial business combination[104]. - Ontogeny Capital received a total of $1,650,000 upon the closing of the Initial Public Offering for management consulting and corporate advisory services[105]. - The company agreed to pay Chardan Capital Markets a fee of 5% of the aggregate sales price of securities sold in a PIPE financing transaction[111]. Professional Services and Contracts - The company engaged Morrow Sodali as a Solicitation Agent for a total estimated fee of $25,000 related to the Special Meeting in Q3 2022[113]. - The company contracted Baker Tilly DHC Business Private Limited for a Purchase Price Allocation study with an estimated fee of $24,000[114]. - The company also engaged Baker for the Valuation of Intellectual Properties, agreeing to a fee of $10,000[115]. - Houlihan Capital was engaged to provide a financial opinion for a fee of $150,000[116]. - FNK IR was contracted for integrated investor and media relations at a monthly fee of $8,000, which was terminated on February 8, 2023[117]. Shareholder and Equity Information - The company has 23,000,000 Public Shares that contain a redemption feature, classified outside of permanent equity due to SEC guidance[122]. - The company recognized compensation expense of $786,848 for the sale of 150,000 Founder Shares to independent directors[125]. - The value of Founder Shares sold to an additional independent director was determined to be $141,250, with a recognized compensation expense of $141,150[126]. - The company recognized compensation expense of $423,450 for the sale of 75,000 Founder Shares to an independent consultant[127]. Market Risk Disclosure - As a smaller reporting company, the company is not required to make disclosures about market risk[128].