Glory Star New Media issues 2019 earnout shares and revises director indemnity agreement
On April 22, 2020, Glory Star issued 2019 earnout shares to the sellers of Glory Star after the 2019 financial targets were met, following the February 14, 2020 business combination with TKK Symphony Acquisition Corporation. The same day, its board approved a revised indemnity agreement for directors and executive officers, and the newly issued shares increase the company's outstanding share count. The filing names Glory Star New Media Holdings Limited as the registrant, not Cheer Holding, Inc.
- 2019 earnout shares were issued to the sellers on April 22, 2020; the filing caps the 2019 tranche at up to 5,000,000 ordinary shares.
- The shares were issued under Section 4(a)(2) and/or Regulation S, as no public offering was involved.
- The revised indemnity agreement covers attorneys' fees, judgments, fines and settlements, to the fullest extent Cayman Islands law permits.
- Director Joanne Ng and CFO Ian Lee remain under the previous indemnity agreement form (Exhibit 10.1 is the new form).