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Global Star Acquisition Inc. Commences Trading on the OTC Markets

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Global Star Acquisition Inc. (GLST) has transitioned its trading from Nasdaq to the OTC Markets as of March 14, 2025, following a Nasdaq notification letter received on March 7, 2025, indicating non-compliance with continued listing requirements. The transition occurred after Nasdaq suspended trading of the Company's securities using its discretionary authority under Listing Rules.

Prior to this development, on February 3, 2025, Global Star's shareholders approved a business combination with K Enter Holdings, Inc. Both companies maintain their commitment to completing the merger, with plans to list the post-combination entity, K Wave Media, , on the Nasdaq Stock Market.

Global Star Acquisition Inc. (GLST) ha trasferito la sua negoziazione da Nasdaq ai Mercati OTC a partire dal 14 marzo 2025, dopo aver ricevuto una lettera di notifica da Nasdaq il 7 marzo 2025, che indicava la non conformità ai requisiti di quotazione continua. Il trasferimento è avvenuto dopo che Nasdaq ha sospeso la negoziazione dei titoli della Società utilizzando la sua autorità discrezionale ai sensi delle Regole di Quotazione.

Prima di questo sviluppo, il 3 febbraio 2025, gli azionisti di Global Star hanno approvato una combinazione aziendale con K Enter Holdings, Inc. Entrambe le aziende mantengono il loro impegno a completare la fusione, con piani per quotare l'entità post-combinazione, K Wave Media,, sul Nasdaq Stock Market.

Global Star Acquisition Inc. (GLST) ha realizado su transición de negociación de Nasdaq a los Mercados OTC a partir del 14 de marzo de 2025, tras recibir una carta de notificación de Nasdaq el 7 de marzo de 2025, indicando el incumplimiento de los requisitos de cotización continua. La transición se produjo después de que Nasdaq suspendiera la negociación de los valores de la Compañía utilizando su autoridad discrecional bajo las Reglas de Cotización.

Antes de este desarrollo, el 3 de febrero de 2025, los accionistas de Global Star aprobaron una combinación empresarial con K Enter Holdings, Inc. Ambas compañías mantienen su compromiso de completar la fusión, con planes para listar la entidad post-combinación, K Wave Media,, en el mercado de valores Nasdaq.

Global Star Acquisition Inc. (GLST)는 2025년 3월 14일부터 OTC 마켓으로 거래를 전환하였으며, 이는 2025년 3월 7일에 받은 Nasdaq의 통지서에 따라 지속적인 상장 요건을 준수하지 못했음을 나타냅니다. 이 전환은 Nasdaq이 상장 규칙에 따른 재량권을 사용하여 회사의 증권 거래를 중단한 후에 이루어졌습니다.

이러한 개발 이전에, 2025년 2월 3일에 Global Star의 주주들은 K Enter Holdings, Inc.와의 사업 결합을 승인했습니다. 두 회사는 합병 완료에 대한 의지를 유지하고 있으며, 합병 후 실체인 K Wave Media,를 Nasdaq 주식 시장에 상장할 계획입니다.

Global Star Acquisition Inc. (GLST) a transféré sa négociation de Nasdaq aux Marchés OTC à partir du 14 mars 2025, suite à une lettre de notification reçue de Nasdaq le 7 mars 2025, indiquant un non-respect des exigences de cotation continue. La transition a eu lieu après que Nasdaq a suspendu la négociation des titres de la Société en utilisant son autorité discrétionnaire conformément aux Règles de Cotation.

Avant ce développement, le 3 février 2025, les actionnaires de Global Star ont approuvé une combinaison d'entreprise avec K Enter Holdings, Inc. Les deux entreprises maintiennent leur engagement à finaliser la fusion, avec des plans pour inscrire l'entité post-combinaison, K Wave Media,, sur le marché boursier Nasdaq.

Global Star Acquisition Inc. (GLST) hat den Handel am 14. März 2025 von Nasdaq zu den OTC-Märkten verlagert, nachdem am 7. März 2025 ein Benachrichtigungsschreiben von Nasdaq eingegangen war, das auf die Nichteinhaltung der Anforderungen für eine fortlaufende Listung hinwies. Der Wechsel erfolgte, nachdem Nasdaq den Handel mit den Wertpapieren des Unternehmens unter Ausübung seiner Ermessensbefugnis gemäß den Listungsregeln ausgesetzt hatte.

Vor dieser Entwicklung genehmigten am 3. Februar 2025 die Aktionäre von Global Star eine Unternehmenszusammenlegung mit K Enter Holdings, Inc. Beide Unternehmen bekräftigen ihr Engagement, die Fusion abzuschließen, mit Plänen, die nach der Zusammenlegung entstehende Einheit, K Wave Media,, an der Nasdaq-Börse zu listen.

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NEW YORK and SEOUL, South Korea, March 17, 2025 (GLOBE NEWSWIRE) -- Global Star Acquisition Inc. (OTC Markets: GLST) (“Global Star” or the “Company”), a special purpose acquisition company, received a notification letter from The Nasdaq Stock Market, LLC (“Nasdaq”) on March 7, 2025, notifying the Company that it no longer meets continued listing requirements. As a result, Nasdaq pursuant to its discretionary authority under Listing Rules 5101,1 and IM-5101-12 suspended trading of the Company’s securities on March 7, 2025. Following the suspension of trading on Nasdaq, the Company’s securities began trading on the OTC Markets as of March 14, 2025.

On February 3, 2025, Global Star’s shareholders approved the previously announced business combination between Global Star and K Enter Holdings, Inc. (“K Enter”). Both Global Star and K Enter remain committed to consummating the business combination and plan to have the securities of the post-business combination entity, K Wave Media, Ltd., to be listed on The Nasdaq Stock Market.

About Global Star Acquisition Inc.

Global Star Acquisition Inc., a Delaware corporation, is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

About K Enter Holdings Inc.

K Enter Holdings Inc. is a Delaware corporation that operates an internal K drama production team and is the owner of the controlling equity interests in six diversified entertainment operating companies based in Korea, engaged in the entertainment content, IP creation, merchandising and entertainment investment businesses (the “Six Korean Entities”). The Six Korean Entities include Play Company Co., Ltd, a Korean IP merchandising company, and Solaire Partners Ltd., a Korean IP content-specialized private equity firm, Studio Anseilen Co., Ltd., a K drama production company, and The LAMP Co., Ltd., Bidangil Pictures Co., Ltd., and Apeitda Co., Ltd., each of which is a K movie production company.

Cautionary Statements Regarding Forward-Looking Statements

This press release is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to the Proposed Business Combination and for no other purpose. No representations or warranties, express or implied are given in, or in respect of, this press release. To the fullest extent permitted by law under no circumstances will Global Star, K Enter, or any of the Six Korean Entities, interest holders, affiliates, representatives, partners, directors, officers, employees, advisors or agents be responsible or liable for any direct, indirect or consequential loss or loss of profit arising from the use of this press release, its contents, its omissions, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise arising in connection therewith. Industry and market data used in this press release have been obtained from third-party industry publications and sources as well as from research reports prepared for other purposes. Neither Global Star nor K Enter has independently verified the data obtained from these sources and cannot assure you of the data’s accuracy or completeness. This data is subject to change. In addition, this press release does not purport to be all-inclusive or to contain all the information that may be required to make a full analysis of Global Star, K Enter or the Proposed Business Combination. Viewers of this press release should each make their own evaluation of Global Star and K Enter and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. This press release contains certain “forward-looking statements” within the meaning of the federal securities laws, including statements regarding the benefits of the Proposed Business Combination, including K Enter’s ability to accelerate the development of its products and bring them to market, the anticipated timing for completion of the Proposed Business Combination, and Global Star’s and K Enter’s expectations, plans or forecasts of future events and views as of the date of this press release. Global Star and K Enter anticipate that subsequent events and developments will cause Global Star’s and K Enter’s assessments to change. These forward-looking statements, which may include, without limitation, words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will”, “could,” “should,” “believes,” “predicts,” “potential,” “might,” “continues,” “think,” “strategy,” “future,” and similar expressions, involve significant risks and uncertainties (most of which factors are outside of the control of Global Star or K Enter).

In addition, this press release includes a summary set of risk factors that may have a material impact on Global Star, K Enter or the Proposed Business Combination, which are not intended to capture all the risks to which Global Star, K Enter or the Proposed Business Combination is subject or may be subject. Factors that may cause such differences include but are not limited to: (1) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement; (2) the risk that the Proposed Business Combination may not be completed in a timely manner or at all, which may adversely affect the price of the securities; (3) the risk that the Proposed Business Combination may not be completed by Global Star’s business combination deadline; (4) the inability to complete the Proposed Business Combination, including but not limited to due to the failure to obtain approval of the stockholders of Global Star or K Enter for the Merger Agreement, to receive certain governmental, regulatory and third party approvals or to satisfy other conditions to closing in the Merger Agreement; (5) the failure to achieve the minimum amount of cash available following any redemptions by Global Star 's stockholders; (6) the inability to obtain or maintain the listing of Global Star’s common stock on Nasdaq following the Proposed Business Combination, including but not limited to redemptions exceeding anticipated levels or the failure to meet Nasdaq's initial listing standards in connection with the consummation of the Proposed Business Combination; (7) the effect of the announcement or pendency of the Proposed Business Combination on K Enter’s business relationships, operating results, and business generally; (8) risks that the Proposed Business Combination disrupts current plans and operations of K Enter or the Six Korean Entities; (9) the inability to realize the anticipated benefits of the Proposed Business Combination and to realize estimated pro forma results and underlying assumptions, including but not limited to with respect to estimated stockholder redemptions and costs related to the Proposed Business Combination; (10) the possibility that Global Star or K Enter or the Six Korean Entities may be adversely affected by other economic or business factors; (11) changes in the markets in which K Enter and the Six Korean Entities compete, including but not limited to with respect to its competitive landscape, technology evolution, changes in entertainment choices or regulatory changes; (12) changes in domestic and global general economic conditions; (13) risk that K Enter may not be able to execute its growth strategies; (14) the risk that K Enter experiences difficulties in managing its growth and expanding operations after the Proposed Business Combination; (15) the risk that the parties will need to raise additional capital to execute the business plan, which may not be available on acceptable terms or at all; (16) the ability to recognize the anticipated benefits of the Proposed Business Combination to achieve its commercialization and development plans, and identify and realize additional opportunities, which may be affected by, among other things, competition, the ability of K Enter to grow and manage growth economically and hire and retain key employees; (17) risk that K Enter may not be able to develop and maintain effective internal controls; (18) the risk that K Enter may fail to keep pace with rapid technological developments or changes in entertainment tastes to provide new and innovative products and services, or may make substantial investments in unsuccessful new products and services; (19) the ability to develop, license or acquire new content, products and services; (20) the risk that K Enter is unable to secure or protect its intellectual property; (21) the risk of product liability or regulatory lawsuits or proceedings relating to K Enter’s business; (22) the risk of cyber security or foreign exchange losses; (23) changes in applicable laws or regulations; (24) the outcome of any legal proceedings that may be instituted against the parties related to the Merger Agreement or the Proposed Business Combination; (25) the impact of the global COVID-19 pandemic and response on any of the foregoing risks, including but not limited to supply chain disruptions; (26) the risk that K Enter fails to successfully and timely consummate its acquisition of one or more of the Six Korean Entities`; and (27) other risks and uncertainties identified in the registration statement on Form F-4, which included a proxy statement/prospectus filed in connection with the Proposed Business Combination (the “Registration Statement”), including those under “Risk Factors” therein, and in other filings with the U.S. Securities and Exchange Commission (“SEC”) made by Global Star. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of Global Star’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and the Registration Statement filed with the SEC with respect to the Proposed Business Combination, and other documents filed by Global Star from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. The foregoing list of factors is not exhaustive, are provided for illustrative purposes only, and are not intended to serve as, and must not be relied on as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Forward-looking statements speak only as of the date they are made. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither Global Star nor K Enter presently know or that Global Star and K Enter currently believe are immaterial that could also cause actual results to differ materially from those contained in the forward-looking statements. Global Star and K Enter anticipate that subsequent events and developments will cause Global Star’s and K Enter’s assessments to change. However, while Global Star and K Enter may elect to update these forward-looking statements at some point in the future, Global Star and K Enter specifically disclaim any obligation to do so. Neither Global Star nor K Enter gives any assurance that Global Star or K Enter, or the combined company, will achieve its expectations. Accordingly, undue reliance should not be placed upon the forward-looking statements, and they should not be relied upon as representing Global Star’s and K Enter’s assessments as of any date subsequent to the date of this press release.

Contact

Global Star Acquisition, Inc.
Investor Contact
MZ Group
Shannon Devine/Rory Rumore
+1 (203) 741-8811
GLST@mzgroup.us


FAQ

Why was Global Star Acquisition (GLST) delisted from Nasdaq?

GLST was delisted due to non-compliance with Nasdaq's continued listing requirements, receiving a notification letter on March 7, 2025, which led to trading suspension.

When did GLST stock begin trading on OTC Markets?

GLST began trading on the OTC Markets on March 14, 2025, following its suspension from Nasdaq on March 7, 2025.

What is the status of GLST's merger with K Enter Holdings?

The merger was approved by shareholders on February 3, 2025, and both companies remain committed to completing the business combination.

Will K Wave Media be listed on Nasdaq after the GLST merger?

Yes, the post-business combination entity, K Wave Media, , plans to list its securities on The Nasdaq Stock Market.
Global Star Acquisition, Inc.

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