425: Maquia Capital Acquisition Corp. Announces Business Combination with Immersed Inc.

Maquia Capital Acquisition Corporation is pursuing a business combination with Immersed Inc., a spatial computing productivity app developer, as detailed in an investor presentation.

Summary

• Maquia Capital Acquisition Corporation (Maquia) and Immersed Inc. have entered into a Business Combination Agreement.
• Maquia filed a registration statement on Form S-4 with the SEC, including a preliminary proxy statement/prospectus.
• An investor presentation with updated financial information is furnished as Exhibit 99.1.
• The transaction is expected to close in Q2 2024.
• Existing Immersed shareholders are anticipated to own 53% of the company on a proforma basis.
• The post-money public entity is valued at $297M EV.
• The equity value is assumed at $284M.
• The company expects to have a financing facility of at least $7mm at closing.

Sentiment

Score: 6

Explanation: The document presents a mix of positive growth projections and risks associated with the business combination, resulting in a neutral sentiment score.

Positives

• Immersed has a talented management and development team with experience from companies like Meta, Microsoft, and Magic Leap.
• Immersed has a diverse global reach with users in 190 countries and territories.
• Immersed is the highest-rated work app on the Meta Quest Store.
• Immersed has a scalable financial model with enterprise SaaS expected to drive revenue.
• Immersed has a strong, positive user feedback with 2300+ Oculus Reviews and a 4.3 Star Rating.
• Immersed has partnered with Meta.
• Immersed has national press coverage.

Negatives

• The investor presentation includes forward-looking statements that are subject to various risks and uncertainties.
• The financial information and data contained in the presentation has not been audited.
• The company reported negative EBITDA and EBIT for 2023.
• The company reported negative EBITDA and EBIT for 2024E.

Risks

• The inability to complete the Business Combination in a timely manner or at all.
• The risk that the Business Combination may not be completed by Maquia's initial business combination deadline.
• Potential legal proceedings following the announcement of the Business Combination.
• The inability to satisfy the conditions to the consummation of the Business Combination, including stockholder approval.
• The occurrence of any event that could give rise to the termination of the definitive agreement.
• Actual or potential conflicts of interest of Maquia's management with its public stockholders.
• Changes to the proposed structure of the Business Combination.
• The ability to meet stock exchange listing standards following the consummation of the Business Combination.
• The effect of the announcement on Immersed's business relationships and operations.
• The ability to recognize the anticipated benefits of the Business Combination.
• Changes in applicable laws or regulations.
• Economic, business, and/or competitive factors.
• Volatility in the price of Maquia's or Immersed's securities.
• Risks related to the spatial computing software market in general.

Future Outlook

The investor presentation includes projected financial information for Immersed, including revenue, EBITDA, and EBIT, but actual results may differ materially.

Industry Context

The presentation highlights the growth potential in the enterprise collaboration software, computer monitor, artificial intelligence, corporate training, and virtual reality markets.

Comparison to Industry Standards

• The investor presentation includes a slide comparing Immersed to public comparables, benchmarking revenue CAGR (24-26), EV / Revenue (2025E), and EV / Revenue / Growth (2025E).

Stakeholder Impact

• The Business Combination will impact Maquia's and Immersed's stockholders.
• The transaction may affect Immersed's business relationships, operating results, and current plans.
• The post-combination company's ability to grow and manage growth profitably will impact stakeholders.
• The post-combination company's ability to maintain relationships with customers and suppliers will impact stakeholders.
• The post-combination company's ability to retain its management and key employees will impact stakeholders.

Next Steps

• Maquia and Immersed will mail a definitive proxy statement/prospectus to their respective stockholders.
• Stockholders' meetings will be held to approve the Business Combination and related matters.
• The transaction is expected to close in Q2 2024.

Key Dates