StockWatch
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Services-Motion Picture & Video Tape Production
MergerJun 25, 2026, 04:57 PM

IMAQ Enters Amended Merger Agreement with VCI/VNB; Sponsor Control Changes

AI Summary

International Media Acquisition Corp. (IMAQ) announced an amended merger agreement with VCI Holdings Limited and Vietnam Biofuels Development Joint Stock Company, outlining a new structure for the business combination. This follows the termination of a prior merger agreement with Risee Entertainment Holdings Private Limited. Concurrently, JC Unify Capital (Holdings) Limited acquired 76% of the Prior Sponsor's shares for $1.00, marking a significant change in control. The company also secured an Equity Line of Credit for up to $300 million, with an option to increase to $500 million, to support the combined entity post-merger, despite ongoing stockholder redemptions during multiple extension periods.

Key Highlights

  • IMAQ entered an amended merger agreement with VCI Holdings Limited and Vietnam Biofuels Development Joint Stock Company.
  • VCI shareholders will receive 98,000,000 Class A and 2,000,000 Class B ordinary shares of the Purchaser.
  • Earnout shareholders are eligible to receive up to 27,000,000 Purchaser Class A Ordinary Shares based on performance targets.
  • JC Unify Capital (Holdings) Limited acquired 76% of the Prior Sponsor's shares for an aggregate purchase price of $1.00.
  • Secured an Equity Line of Credit for up to $300,000,000 (with an option to increase to $500,000,000) with White Lion Capital LLC.
  • The previous proposed business combination with Risee Entertainment Holdings Private Limited was terminated.
  • IMAQ provided a non-interest bearing loan of $499,900 to VCI and VNB for business combination expenses.
  • Stockholders redeemed 685,836 shares for approximately $11.55 per share, totaling $7,919,296 in December 2024.