The Music Acquisition Corporation filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
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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.
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Exhibit No. |
Description | |
| 99.1 | Press release, dated November 16, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 16, 2022
| THE MUSIC ACQUISITION CORPORATION | ||
| By: | /s/ Neil Jacobson | |
| Name: Neil Jacobson | ||
| Title: Chief Executive Officer | ||
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