International Media Acquisition filed a preliminary proxy outlining its proposed merger with India-based Reliance Entertainment Studios Private Limited.
Reliance produces films, web series, digital and mobile offerings, as well as gaming.
Terms call for a business combination between the SPAC and Mumbai-based Reliance with consideration delivered in a series of four tranches, according to a regulatory filing when the deal was announced last October, totaling $102 million in cash and $38 million in investment.
Tranche 1 is for $40 million in stock at closing. Tranche 2 is for $16 million in stock and $4 million in equity capital 90 days out. Tranche 3, to be paid 12 months after closing, covers $20 million in stock and $20 million in equity capital, while Tranche 4 requires at least $26 million in stock purchases and $14 million in equity capital at 18 months post-closing. The amounts may go higher depending on the prevailing stock price.
The deal also calls for $38 million of the stock consideration to be reserved for the repayment of inter-company loans.
International Media raised $200 million in August 2021 to focus on North America, Europe and Asia for target companies within the media and entertainment sector. The SPAC secured a deadline extension from shareholders last July, but 20,858,105 shares were redeemed in connection with that vote. Read more.
