JOINT FILING TERMINATION AGREEMENT
Exhibit 3
JOINT FILING TERMINATION AGREEMENT
This Termination Agreement (“Termination Agreement”) is made and entered into as of April 11, 2023, by and among each of the undersigned (each a “Party,” and collectively the “Parties”). Reference is hereby made to the statement of beneficial ownership on Schedule 13D filed with the Securities and Exchange Commission by the Parties, as amended from time to time (the “Schedule 13D”).
WHEREAS, the Parties entered into a Joint Filing Agreement, dated July 12, 2022 (the “Joint Filing Agreement”), pursuant to which they agreed, among other things, to jointly file the Schedule 13D with respect to their respective beneficial ownership of the ordinary shares, par value $0.0001 per share, of Glory Star New Media Group Holdings Limited (the “Shares”); and
WHEREAS, Cheers Inc., Enjoy Starlight Limited, Xxx Xx, Xxxxxxxx X. Xxxx, Xxxx Capital Management, Inc., Shah Capital Opportunity Fund LP, Xxxxxxx Xxxxx, Wealth Starlight Limited, Xxx Xxxxx, Xxx Xxx, Rich Starlight Limited, Xxxxxxx Xx, Xxxxx Consulting Ltd, Lilly Starlight Limited, Xxxx Xxx, Xxxxxxx Xxx, Smart Best International Corporation, Xxxxxxxx Xxxxx, Xxx Xx, Xxxxxxx Xxxx, Xxxxx Xxx and Ring & King Investment Co., Limited (the “Other Joint Filers”) now desire to terminate the Joint Filing Agreement and cease to be a party to the Joint Filing Agreement.
NOW, THEREFORE, the Parties hereby agree as follows:
1. Termination of Joint Filing Agreement. The Joint Filing Agreement is hereby terminated with respect to the Other Joint Filers and each Party hereby expressly acknowledges and confirms that, as of the date hereof, the Other Joint Filers shall cease to be a party to the Joint Filing Agreement and the Joint Filing Agreement shall cease to be of further effect with respect to the Other Joint Filers.
2. Further Amendments to Schedule 13D. From and after the date hereof, the Other Joint Filers shall have no obligation to file any amendment to the Schedule 13D that may be required in accordance with the rules and regulations promulgated under the Securities Exchange Act of 1934, as amended (the “Act”) with respect to the Shares, except on such Party’s own behalf or pursuant to such other agreements as such Party may enter into. From and after the date hereof, Happy Starlight Limited and Mr. Xxxx Xxxxx (collectively, the “HSL Filing Persons”) shall have no obligation to file any amendment to the Schedule 13D that may be required in accordance with the rules and regulations promulgated under the Act with respect to the Shares, except on the HSL Filing Persons’ own behalf or pursuant to such other agreements as the HSL Filing Persons may enter into.
3. Release and Discharge. The Other Joint Filers, on one hand, and the HSL Filing Persons, on the other hand, hereby mutually and unconditionally releases and discharges each other, as applicable from all obligations under the Joint Filing Agreement to which each is a party.
4. Counterparts. This Joint Filing Termination Agreement may be executed in counterparts, each of which when so executed shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of the date first specified above.
Date: April 11, 2023
Xxxx Xxxxx | ||
By: | /s/ Xxxx Xxxxx | |
Name: | Xxxx Xxxxx, an individual | |
cheers inc. | ||
By: | /s/ Xxxx Xxxxx | |
Name: | Xxxx Xxxxx, Authorized Signatory | |
Happy Starlight Limited | ||
By: | /s/ Xxxx Xxxxx | |
Name: | Xxxx Xxxxx, Authorized Signatory | |
Xxx Xx | ||
By: | /s/ Xxx Xx | |
Name: | Xxx Xx, an individual | |
Enjoy Starlight Limited | ||
By: | /s/ Xxx Xx | |
Name: | Xxx Xx, Authorized Signatory | |
Xxxxxxxx X. Xxxx | ||
By: | /s/ Xxxxxxxx X. Xxxx | |
Name: | Xxxxxxxx X. Xxxx, an individual | |
Shah Capital Opportunity Fund LP | ||
By: | /s/ Xxxxxxxx X. Xxxx | |
Name: | Xxxxxxxx X. Xxxx, Authorized Signatory |
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Shah Capital Management, Inc. | ||
By: | /s/ Xxxxxxxx X. Xxxx | |
Name: | Xxxxxxxx X. Xxxx, Authorized Signatory | |
Xxxxxxx Xxxxx | ||
By: | /s/ Xxxxxxx Xxxxx | |
Name: | Xxxxxxx Xxxxx, an individual | |
Wealth Starlight Limited | ||
By: | /s/ Xxxxxxx Xxxxx | |
Name: | Xxxxxxx Xxxxx, Authorized Signatory | |
XXX Xxxxx | ||
By: | /s/ Xxx Xxxxx | |
Name: | Xxx Xxxxx, an individual | |
Xxx Xxx | ||
By: | /s/ Xxx Xxx | |
Name: | Xxx Xxx, an individual | |
Rich Starlight Limited | ||
By: | /s/ Xxx Xxx | |
Name: | Xxx Xxx, Authorized Signatory | |
Xxxxxxx Xx | ||
By: | /s/ Xxxxxxx Xx | |
Name: | Xxxxxxx Xx, an individual | |
Lilly Starlight Limited | ||
By: | /s/ Xxxxxxx Xx | |
Name: | Xxxxxxx Xx, Authorized Signatory | |
Renny Consulting Ltd | ||
By: | /s/ Xxxxxxx Xx | |
Name: | Xxxxxxx Xx, Authorized Signatory |
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Xxxx Xxx | ||
By: | /s/ Xxxx Xxx | |
Name: | Xxxx Xxx, an individual | |
Xxxxxxx Xxx | ||
By: | /s/ Xxxxxxx Xxx | |
Name: | Xxxxxxx Xxx, an individual | |
Smart Best International Corporation | ||
By: | /s/ Xxxxxxx Xxx | |
Name: | Xxxxxxx Xxx, Authorized Signatory | |
Xxxxxxxx Xxxxx | ||
By: | /s/ Xxxxxxxx Xxxxx | |
Name: | Xxxxxxxx Xxxxx, an individual | |
Xxx Xx | ||
By: | /s/ Xxx Xx | |
Name: | Xxx Xx, an individual | |
Xxxxxxx Xxxx | ||
By: | /s/ Xxxxxxx Xxxx | |
Name: | Xxxxxxx Xxxx, an individual | |
Ailin Xin | ||
By: | /s/ Xxxxx Xxx | |
Name: | Xxxxx Xxx, an individual | |
Ring & King Investment Co., Limited | ||
By: | /s/ Xxxxx Xxx | |
Name: | Xxxxx Xxx, Authorized Signatory |
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