Item 8.01 Other Events.
On November 16, 2022, The Music Acquisition Corporation (the "Company") issued a
press release announcing that if stockholders approve the proposed amendments to
its Amended and Restated Certificate of Incorporation (the "Charter Amendment
Proposal") and the investment management trust agreement (the "IMTA Proposal"
and, together with the Charter Amendment Proposal, the "Early Termination
Proposals"), dated February 2, 2021, with Continental Stock Transfer & Trust
Company (the "Trust Agreement"), at the special meeting in lieu of the 2022
annual meeting to be held on November 30, 2022 (the "Special Meeting"), it will
redeem all of its outstanding Class A common stock, par value $0.0001 (the
"Class A common stock"), effective as of the close of business on December 2,
2022, because the Company will not consummate an initial business combination
within the time period required by its Amended and Restated Certificate of
Incorporation, as amended pursuant to the Charter Amendment Proposal, if
approved by the Company's stockholders. There can be no assurance that the
Company's stockholders will approve the Early Termination Proposals at the
Special Meeting, and if such approval is not obtained the Company will redeem
the outstanding Class A common stock pursuant to the terms of its current
Amended and Restated Certificate of Incorporation and the existing Trust
Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
Forward-Looking Statements
The foregoing communication includes certain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995, including
statements relating to the proposed early unwind of the Company. These
forward-looking statements involve many risks and uncertainties that could cause
actual results to differ materially from those expressed or implied by such
statements, including, without limitation, the receipt of the requisite
stockholder approval to effect this proposed transaction. These forward-looking
statements speak only as of the date of the foregoing communication, and the
Company expressly disclaims any obligation or undertaking to disseminate any
updates or revisions to any forward-looking statement contained herein to
reflect any change in its expectations with regard thereto or any change in
events, conditions or circumstances on which any such statement is based. Please
refer to the publicly filed documents of the Company, including its most recent
Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, for risks and
uncertainties related to the Company's business which may affect the statements
made in this communication.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press release, dated November 16, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
1
© Edgar Online, source Glimpses