What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2020-03-31 compared with 2019-03-11 · 898 added, 993 removed, 478 unchanged (80% of the section changed)

Controls and Procedures.

of Disclosure Controls and Procedures

the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer

(together, the “Certifying Officers”), we carried out an evaluation of the effectiveness of the design and operation

of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act.

Based on the foregoing,

our Certifying Officers concluded that our disclosure controls and procedures were effective as of the end of the period covered

by this report.

controls and procedures are controls and other procedures designed to ensure that information required to be disclosed in our

reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified

in the SEC’s rules and forms.

Prior to the Business

Combination, Glory Star was a private company with limited accounting personnel and other resources with which to address its

internal controls and procedures, the following material weakness were identified as of December 31, 2019:

(i)Glory Star did not

have a chief financial officer before the Business Combination and (ii) has limited staff with SEC and US GAAP knowledge and experience,

and is currently relying on third party consultant with SEC and US GAAP knowledge and experience to assist with its financial

Controls and Procedures

controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed

in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods

specified in the SEC’s rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures

designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated

and communicated to management, including our Certifying Officers, or persons performing similar functions, as appropriate, to

allow timely decisions regarding required disclosure.

designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated

and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding

required disclosure.

As required by Rules 13a-15

and 15d-15 under the Exchange Act, our Chief Executive Officer and Chief Financial Officer carried out an evaluation of the effectiveness

of the design and operation of TKK’s disclosure controls and procedures as of December 31, 2019.

Based upon their evaluation,

our Chief Executive Officer and Chief Financial Officer concluded that TKK’s disclosure controls and procedures (as defined

in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) were effective.

Management’s

Report on Internal Controls over Financial Reporting

report does not include a report of management’s assessment regarding internal control over financial reporting or an attestation

report of our registered public accounting firm due to a transition period established by the rules of the SEC for newly public

Annual Report on Internal Control over Financial Reporting

As required by SEC rules

and regulations implementing Section 404 of the Sarbanes-Oxley Act, our management is responsible for establishing and maintaining

adequate internal control over financial reporting.

TKK’s internal control over financial reporting is designed to provide

reasonable assurance regarding the reliability of financial reporting and the preparation of TKK’s financial statements

for external reporting purposes in accordance with GAAP.

TKK’s internal control over financial reporting includes those

policies and procedures that:

to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions

of the assets of our company,

reasonable assurance that transactions are recorded as necessary

to permit preparation of financial statements in accordance with GAAP, and that TKK’s receipts and expenditures are being

made only in accordance with authorizations of its management and directors, and

reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets

that could have a material effect on the financial statements.

Because of its inherent

limitations, internal control over financial reporting may not prevent or detect errors or misstatements in TKK’s financial

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become

inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of TKK’s internal control over financial reporting at December 31, 2019.

these assessments, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission

(COSO) in Internal Control —

Integrated Framework (2013).

Based on our assessments and those criteria, management determined

that TKK maintained effective internal control over financial reporting as of December 31, 2019.

Annual Report on Form 10-K does not include an attestation report of internal controls from our independent registered public

accounting firm due to our status as an emerging growth company under the JOBS Act.

in Internal Control over Financial Reporting

5 unchanged sentences

and Executive Officers

of the date of this report, our directors and officers are as follows:

Chief Executive Officer and Chairman

Chief Financial Officer and Director

Chief Investment Officer

Senior Director of Business Development

James Heimowitz

Stephen Markscheid

Sing Wang has been our Chief

Executive Officer and Chairman of our Board since inception.

Throughout the past 30 years, Mr.

Wang has spearheaded nearly 70 private

equity and venture capital transactions globally across a wide range of sectors, including consumer, technology, telecommunications,

media, financial institutions, healthcare and natural resources.

He has served as the Vice General Manager (non-executive) of CMIG

Capital Company Limited, a financial investment platform of China Minsheng Investment Group, since May 2017 and the Chairman of

TKK Capital, a private equity/wealth management company, since August 2015.

In February 2018, Mr.

Wang was appointed Director and

Chief Executive Officer of CM Seven Star Acquisition Corporation (NASDAQ:

CMSS), a special purpose acquisition company that completed

its initial public offering on October 25, 2017 and has entered into a share exchange agreement in November 2018, providing for

the acquisition of Kaixin Auto Group, a premium used auto dealership group in China, from Renren Inc.

From February

2016 to May 2017, Mr.

Wang was the Chief Executive Officer and Executive Director of China Minsheng Financial Holding Corporation

Limited (HKEx:

245), an overseas investment platform of China Minsheng Investment Group.

From September 2015 to December 2017,

Wang was a Senior Advisor to TPG China, Limited (Growth Platform), which specializes in growth equity and middle-market buyout

opportunities.

From 2016 to November 2017, Mr.

Wang was also the Executive Chairman of Evolution Media China, a newly-established

media and internet investment platform closely associated with TPG Growth and Creative Artists Agency.

From May 2006 to August

Wang was a Partner at TPG and served as a Co-Chairman of TPG Greater China and the Head of TPG Growth North Asia.

to joining TPG, from mid-2000 to early 2006, Mr.

Wang was the Chief Executive Officer and Executive Director of TOM Group Limited

2383), a Chinese-language media and internet conglomerate in Greater China.

Previously, Mr.

Wang was with Goldman Sachs

from July 1993 to May 2000, holding various positions, including as the Head of China High Technology in Hong Kong.

He was a manager

at HSBC Private Equity from November 1992 to June 1993, and a strategic consultant with McKinsey & Co.

in Chicago from November

1989 to September 1992.

Wang has served on the board of directors

of several companies, including Non-Executive Chairman of Grindr Inc.

(from August 2018 to present), Independent Non-Executive

Director of Vitamin Shoppe, Inc.

VSI) (from Apr 2018 to present), as Independent Non-Executive Director of Sands China Limited

1928) (from July 2017 to October 2018), Non-Executive Director of China Renewable Energy Investment Limited (HKEx:

(from June 2011 to October 2015), Non-Executive Director of MIE Holdings Corporation (HKEx:

1555) (from June 2010 to November 2015),

Alternate Director of Ping An Insurance (Group) Company of China, Ltd.

2318) (from 1994 to 2000), and Director of China

Resources Land Limited (HKEx:

1109) (from 1996 to 1999).

In addition, from June 2011 to May 2013,

Wang was a member of the Listing Committee of the Stock Exchange of Hong Kong.

From May 2011 to November 2015, Mr.

as the Chairman of the Industry Policy Committee (IPC) of China Venture Capital and Private Equity Association (CVCA).

Wang graduated from Yunnan University,

China, with a Bachelor of Science degree in Chemistry, and from the University of Oxford, UK, with multiple degrees including a

Master of Science degree in Forestry and its Relation to Land Use, a Bachelor of Arts degree in Philosophy, Politics and Economics

and a Master of Arts.

We believe Mr.

Wang is well-qualified to serve as a member of the Board because of his significant directorship

experience, remarkable leadership experience and in-depth knowledge in cross-border transactions.

Ian Lee has been our

Chief Financial Officer since inception and our Director of our Board since August 15, 2018.

Since January 2018, Mr.

serving as the Chief Financial Officer of TKK Capital.

Lee was Chief Financial Officer and Operating Partner of Evolution Media

China from May 2016 to January 2018.

During his tenure at Evolution Media China, Mr.

Lee worked closely with and reported directly

Wang, who served as Executive Chairman of Evolution Media China.

From August 2014 to April 2016, Mr.

Lee was Chief Financial

Officer of TPG’s two RMB funds, Shanghai and Chongqing.

From February 2013 to December 2013, he served as Chief Operating

Officer of DMG (SZSE:

2143), a Chinese entertainment and communication company.

From February 2012 to February 2013, Mr.

a Consultant for 3R Group, an advertising and marketing company in China.

From April 2005 to January 2012, Mr.

Lee was with Omnicom

Media Group, part of Omnicom Group (NYSE:

OMC), a global advertising, marketing and corporate communications company, serving as

Finance Director, Chief Financial Officer and President & Chief Operating Officer of China.

following table set forth the names and ages as of our current directors, executive officers and significant employees as of the

date of this annual report.

There are no family relationships among directors and executive officers.

(Chairman) and Chief Executive Officer

and Senior Vice President of Glory Star Media (Beijing) Co., Ltd.

Financial Officer

Vice President (in charge of distribution/channels/publicity/chief editor’s office), and Supervisor of Glory Star Media

(Beijing) Co., Ltd.

The address and telephone

number of each director and executive officer of the Company is:

22F, Block B, Xinhua Technology Building, No.

8 Tuofangying South

Road, Jiuxianqiao, Chaoyang District, Beijing, China (Tel:

+86-01-87700500).

Bing Zhang became our chairman, director and chief executive officer in February 2020.

Zhang is the sole director and

chairman of GS Holdings since 2019.

Zhang also serves as a director of Glory Star New Media Group HK Limited, executive director

of Glory Star New Media (Beijing) Technology Co., Ltd., and chairman of Horgos Glary Wisdom Marketing Planning Co., Ltd., and

Glary Wisdom (Beijing) Marketing Planning Co., Ltd.

since 2018, executive director of Xing Cui Can, chairman of Horgos Glory Star

Media Co., Ltd., Glory Star Media (Beijing) Co., Ltd., and Horgos Glary Prosperity Culture Co., Ltd.

since 2017, and an executive

director of Leshare Star (Beijing) Technology Co., Ltd.

From 2011 to 2019, Mr.

with News Corp/21st Century Fox, where he spent seven years in the Sydney, Beijing, Shanghai and Hong Kong offices in various positions,

including Vice President of STAR China, News Corp’s China Operation, and Finance Director of ChinaByte, a joint venture between

People’s Daily and News Corp.

Lee holds a Master of Management from University of Technology, Sydney, Australia and a

Bachelor degree in Genetics from Sichuan University, China.

We believe Mr.

Lee is well-qualified to serve as a member of the Board

because of his significant leadership experience and extensive knowledge and experience in the U.S.

and China capital markets.

Ronald Issen has been

our Chief Investment Officer since inception.

Issen is Founder and Managing Director of Issen & Company Limited since 2000,

with over 20 years of financial experience in Asia, including Hong Kong, Singapore, Taiwan and Macau.

Zhang was the Vice President of Fashion

Group as well as Chairman of Board of Directors and General Manager of Fashion Starlight (Beijing) Media Co., Ltd.

time, he helped expand the high-end fashion magazine into a series of fashion TV shows, and helped developed a number of nationally

renowned TV programs, films and documentaries including but not limited to “New Youth”, “Moring Light in Xiaoxiang”,

“Golden Eagle Star”, “China Entertainment Reports”, “Muse Dress”, “Muse Dress S2”,

“On The Way”, “Detective Chinatown”, “The Three-Body Problem”, “The Rise of a Tomboy”,

“Yuanzhang Zhu”, “The Censors of Qing Dynasty”, and “Fashion”.

Bing Zhang holds an EMBA

Degree of Tsinghua SEM and a Bachelor Degree of Hunan University.

Jia Lu became our director in February 2020.

Lu is a director and senior vice president of Glory Star Media (Beijing)

Co., Ltd., and a director of Horgos Glory Star Media Co., Ltd., Horgos Glary Wisdom Marketing Planning Co., Ltd., Glary Wisdom

(Beijing) Marketing Planning Co., Ltd.

since 2018, and director of Horgos Glary Prosperity Culture Co., Ltd.

since 2017, and senior

vice president of Glory Star Media (Beijing) Co., Ltd.

From 2011 to 2016, Mr.

was a Senior Advisor with Apollo Global Management, LLC, and, from 2005 to 2007, was Senior Executive Vice President and a member

of the Executive Management Committee of eSun Holdings Limited (HKEx:

571, part of Hong Kong’s Lai Sun Group), a Chinese-language

media/entertainment and hospitality group.

Prior to that, from 1989 to 1999, Mr.

Issen was a senior banking executive with Banque

Indosuez and its successor institutions (later acquired by Credit Agricole), having begun his career with Smith Barney, Harris

Upham (later part of Salomon Brothers/Citigroup) and the Boston Consulting Group.

Issen currently serves, among others,

as a Board Director for Capella Hotel Group Pte Ltd, as Board Director for Cardiff City FC of the English Premier League and as

Board Director of KV Kortrijk of the Belgian First Division A professional football league.

He has served in the past on the boards

of various subsidiary companies associated with Lippo Group, an Indonesian/Singaporean conglomerate, including Auric Pacific Group

Limited (SGX:

A23) (from 2015 to 2017), Food Junction Holdings Limited (SGX:

529) (from 2011 to 2013), and privately-held MIDAN

City Development Co.

(from 2010 to 2011) in Korea.

Separately, Mr.

Issen was Deputy Chairman and Board Director of City e-Solutions

Limited (HKEx:

557) from 2013 to 2016, and Director of CDL Hospitality Trusts (SGX:

J85) from 2014 to 2016, an Asian hospitality

Issen holds an MBA from the Stanford University Graduate School of Business where he was an EJ Gallo Foundation Fellow

and a Bachelor of Arts from Williams College, cum laude with honors.

Joanne Ng has been our

Senior Director of Business Development since inception.

Lu served as Vice General Manager at

Trends Star (Beijing) Cultural Media Co., Ltd.

Lu holds a Bachelor degree of Beijing film academy.

Joanne Ng became our independent director in February 2020.

Prior to serving as our independent director, Ms.

served as TKK’s senior director of business development since inception.

Since January 2013, Ms.

Ng has served as a Director of Investments at

Omer Capital, her own single family office based in Hong Kong, where she manages an auxiliary early-stage fund specializing in

technology and financial technology, with investments across China, Taiwan, the United Kingdom, and North America.

served as advisor to numerous privately-held Chinese technology ventures.

Ng has served as a Director

of Investments at Omer Capital, her own single family office based in Hong Kong, where she manages an auxiliary early-stage fund

specializing in technology and financial technology, with investments across China, Taiwan, the United Kingdom, and North America.

She has also served as advisor to numerous privately-held Chinese technology ventures.

From March 2010 to November 2012, Ms.

Ng was with the

Investment Banking Department of Bank of America Merrill Lynch.

She has a wealth of transaction experience in the financial institutions

sector, including, most notably, DBS Bank’s $4.9 billion acquisition of Bank Danamon, the largest ever Indonesia FIG M&A

was with the Investment Banking Department of Bank of America Merrill Lynch.

She has a wealth of transaction experience in the

financial institutions sector, including, most notably, DBS Bank’s $4.9 billion acquisition of Bank Danamon, the largest

ever Indonesia FIG M&A at the time;

Tokyo Stock Exchange’s $1.1 billion merger with Osaka Securities Exchange;

and Bank Mandiri’s $1.3 billion

rights offering, awarded by The Asset as “Asia Pacific’s Best Secondary Offering”

Mandiri’s $1.3 billion rights offering, awarded by The Asset as “Asia Pacific’s Best Secondary Offering”

Ng holds a Bachelor degree in International Business and Global Management from the University of Hong Kong.

James Heimowitz has been

serving as an independent director since August 15, 2018.

Heimowitz brings 35 years of experience in US-China relationships.

Since September 2014, Mr.

Heimowitz has been the President of the China Institute, the oldest bi-cultural organization in the US

focused exclusively on China.

From March 2013 to September 2014, Mr.

Heimowitz was Managing Director of New Frontiers Asia, a Hong

Kong-based consultancy.

From February 2004 to March 2013, Mr.

Heimowitz was with Hill + Knowlton Strategies where he was Chief

Executive Officer for Hill + Knowlton, Asia, and Chairman for Hill + Knowlton, China.

From 2001 to 2004, he founded and served

as President of JBH Consulting Group, a New York-based consultancy specializing in advice on market access and strategic positioning

Prior to that, Mr.

Heimowitz served as Managing Director for Corporate Strategy at Bankers Trust/Deutsche Bank from 1997

to 2000 and Manager of the Boston Consulting Group’s Worldwide

Asia Team from 1994 to 1996.

Heimowitz was with the Chase Manhattan Bank and led its successful re-entry to China.

Heimowitz holds an MBA from The Wharton

School as well as a Master of Arts in International Relations and a Bachelor of Arts in Oriental Studies from the University of

Pennsylvania.

He is a member of the Council on Foreign Relations and serves on its Independent Economic Task Force on China, which

is charged with delivering policy advice to the White House.

He is also a member of the National Committee on US-China Relations

and sits on numerous boards of companies in the media, technology and China sectors.

We believe Mr.

Heimowitz is well-qualified

to serve as a member of the Board because of his strategic, operations, financial and leadership experience in the Asian and Chinese

Stephen Markscheid has

been serving as an independent director since August 15, 2018.

Markscheid has been a venture partner at DealGlobe, a Shanghai

based boutique investment bank, since February 2017.

He currently serves as an independent director of ZZ Capital International

08295), Ener-Core (OTCQB:

ENCR), Fanhua Inc., (formerly CNinsure Inc.) (NASDAQ:

FANH), and Jinko Solar Inc.

and Hexindai (NASDAQ:

Since November 2007, Mr.

Markscheid has served as CEO of Synergenz Inc, the US subsidiary of a molecular

diagnostic company.

Prior to that, from June 2006 to September 2007, he was CEO of Huamei Capital, a boutique investment bank in

From January 1998 to March 2006, he served as a director and later as Senior Vice President at different group companies

of General Electric, where he led GE Capital’s business development activities in China and Asia Pacific, primarily acquisitions

and direct investments.

Prior to General Electric, from February 1994 to November 1997, Mr.

Markscheid worked with the Boston Consulting

Group throughout Asia.

Prior to that, Mr.

Markscheid was a commercial banker for 10 years in London, Chicago, New York, Hong Kong

and Beijing with Chase Manhattan Bank and First National Bank of Chicago and has years of professional experience in the financial

services industries.

Markscheid holds a Master’s Degree in International Affairs from Johns Hopkins University, and an

MBA from Columbia University, where he was class valedictorian and a Bachelor of Arts degree from Princeton University.

Markscheid is well-qualified to serve as a member of the Board because of his significant directorship experience and extensive

knowledge and understanding of the global and Asian financial markets.

Zhe Zhang has been serving

as an independent director since August 15, 2018.

Since May 2013, Dr.

Zhang has been a Founding Partner of SIFT Capital, an asset

manager licensed by the Securities and Futures Commission (SFC) of Hong Kong and China Securities Regulatory Commission (CSRC).

Since March 2018, Dr.

Zhang has also been a Partner and Head of M&A at London & Oxford Capital Markets Limited, an

entity regulated by the Financial Conduct Authority (FCA) of the United Kingdom.

Prior to that, from January 2000 to April 2013,

he was an Executive Director at Goldman Sachs Beijing, where he was a member of the Supervisory Board of Goldman’s Beijing

Office and led multiple overseas acquisitions by Chinese state-owned enterprises and listed companies.

He is experienced with fund

formation, equity investment and portfolio management.

Before entering the private sector, Dr.

Zhang spent 14 years with MOFCOM

including as a diplomat stationed in Europe.

He is licensed as a Responsible Officer for Asset Management under the SFC of Hong

Kong, as well as the licensed to practice as a professional respectively for securities, futures and fund management in China.

He currently sits on the board of China Oxford Scholarship Fund and is involved in the process for scholarship awardee selection

Zhang holds a Ph.D from China University of International Business and Economics (LL.D.), Master degrees from both

Peking University (LL.M.) and Oxford University (Magister Juris), and a Bachelor degree from Shanghai Institute of Foreign Trade

We believe Dr.

Zhang is well-qualified to serve as a member of the Board because of his extensive asset management experience,

as well as his background in securities and finance.

We currently expect to seek guidance and

advice on certain legal matters from the following advisor.

We have no formal arrangement or agreement with this advisor to provide

services to us and she has no fiduciary or contractual obligation to us, nor will she have any board voting or decision making

capacity on our behalf.

She will simply provide advice and assistance to us, at our request, only if she is able to do so.

Teresa Tham has been

serving as our legal consultant since inception.

Tham is qualified to practice as a solicitor in England & Wales and

Hong Kong, and is an advocate and solicitor in Singapore.

Since October 2015, she has been a Consultant at David Lo &

Partners, a solicitors firm in Hong Kong, specializing in acquisition, restructuring, banking and project financing.

September 2016, she has been an Independent Director of Eagle Nice (International) Holdings Limited (HKEx:

sportswear supplier.

From September 2007 to October 2015, Ms.

Tham was the Senior Vice President and Head of Legal of

Symphony, our risk capital provider, during which she negotiated brand licenses across the USA, Canada, Mexico, Argentina,

Chile, Uruguay, Japan and the Philippines.

From July 1998 to August 2007, Ms.

Tham was Head of Legal and General Manager of

Wah Construction Materials (Hong Kong) Limited (now known as Galaxy Entertainment Group Ltd (HKEx:

027)), a developer and

operator of integrated entertainment and resort facilities in Asia.

From 1997 to 1998, Ms.

Tham was Legal Advisor to GH

Property Holdings Ltd, a real estate conglomerate with operations in Singapore, Hong Kong and the PRC.

From January 1986 to

July 1993, Ms.

Tham was Assistant Vice President and Legal Adviser and later Head of Legal Division of Search International

Ltd, an investment holding company which holds diversified investments worldwide including Duty Free Shoppers.

Tham’s tenure at Search International Ltd, she advised on its investments in banking, power station and property

development projects and she was nominated to serve as Director of Union Bank of Hong Kong Ltd, now privatized and known as

Industrial Commercial Bank of China (Asia), Union Finance Ltd, a deposit taking company (from Dec 1989 to July 1993);

Scilla Holdings Ltd., a then listed company on HKEx now privatized (from 1988 to 1989), where she also served as General

Tham holds a Bachelor of Laws (Honors) from National University of Singapore and Masters of Law in

International Business Transactions from City University of Hong Kong.

Number and Terms of Office of Officers

and Directors

Our board of directors

is divided into two classes with only one class of directors being elected in each year and each class (except for those directors

appointed prior to our first annual meeting of shareholders) serving a two-year term.

The term of office of the first class of

directors, consisting of Messrs.

Heimowitz, Markscheid and Zhang, will expire at our first annual meeting of shareholders.

term of office of the second class of directors, consisting of Messrs.

Wang and Lee, will expire at the second annual meeting of

shareholders.

We may not hold an annual meeting of shareholders until after we consummate our initial business combination.

Our officers are elected

by the board of directors and serve at the discretion of the board of directors, rather than for specific terms of office.

board of directors is authorized to appoint persons to the offices set forth in our memorandum and articles of association as it

deems appropriate.

Our memorandum and articles of association provide that our officers may consist of a Chief Executive Officer,

President, Chief Financial Officer, Vice Presidents, Secretary, Assistant Secretaries, Treasurer and such other offices as may

be determined by the board of directors.

Director Independence

Currently, each of

James Heimowitz, Stephen Markscheid, and Zhe Zhang would be considered an “independent director”

NASDAQ listing rules, which is defined generally as a person other than an officer or employee of the company or its subsidiaries

Ming Shu Leung became our independent director in February 2020.

Leung founded internet private equity fund Harmony

Capital as the founding partner on January 2018.

Leung has been the company secretary of China ITS (Holdings) Co., Ltd.

(中國智能交通系統(控股)有限公司) (a

company listed on the Hong Kong Stock Exchange, with stock code:

1900) since January 2008 and the chief financial officer of

this company from January 2008 to January 2018.

He has also been an independent non-executive director of Comtec Solar

Systems Group Limited

(卡姆丹克太陽能系統集團有限公司)

(a company listed on the Hong Kong Stock Exchange, with stock code:

712) since June 2008, an independent non-executive

director of Sun.King Power Electronics Group Limited (a company listed on the Hong Kong Stock Exchange, with stock code:

since March 2017, and an independent non-executive director of Cabbeen Fashion Limited

(卡賓服飾有限公司) (a company listed on the Hong Kong Stock Exchange, with

2030) since February 2013.Mr.

Leung has over 15 years of experience in the areas of corporate finance and

Leung started his professional career at PricewaterhouseCoopers in Hong Kong as an auditor in 1998, where he

was responsible for performing statutory audit work on listed companies in Hong Kong.

He then worked at the global corporate

finance division of Arthur Andersen & Co.

in Hong Kong, which subsequently merged with PricewaterhouseCoopers, until

December 2000, where he was responsible for conducting financial advisory services for government bodies and corporate

Leung then spent approximately three years from February 2003 to January 2006 at CDC Corporation, a NASDAQ

listed company, as a senior manager in the mergers and acquisitions department, and as the chief financial officer of

China.com Inc.

(a company listed on the Hong Kong Stock Exchange, where he was responsible for overseeing the entire finance

operations, mergers & acquisitions, investors relationship, and other capital market activities of that company.

Leung obtained his bachelor degree in arts with first class honors in accountancy from the City University of Hong Kong in

November 1998 and a master degree in accountancy from the Chinese University of Hong Kong in November 2001.

He was admitted

as a fellow member of the Association of Chartered Certified Accountants in February 2007 and a fellow member of the Hong

Kong Institute of Certified Public Accountants in June 2010.

Yong Li became our independent director in February 2020.

Li is the deputy director of Intelligent Communication Commission

of China TV Artists Association (CTAA), Partner of Chengmei Capital and Chairman of Guyuan Culture since June 2019.

Li served as Chief Inspector/General Manager of Dragon TV Center, Oriental Entertainment Media Group Co., Ltd.

2011 to 2014, Mr.

Li served as the general manager of Shanghai New Media & Entertainment Co.

In addition, Mr.

the first to launch “independent producer system”

in Shanghai, which has significantly promoted the development of

China’s entertainment and media industry.

Li holds a master degree in business from China Europe International Business

School in 2006 and a Bachelor of Art in Journalism from Communication University of China in 1991.

Ian Lee became

our chief financial officer in February 2020.

Prior to serving as our chief financial officer, Mr.

Li served as TKK’s chief

financial officer since inception and a TKK’s director since August 15, 2018.

Since January 2018, Mr.

Lee has been serving

as the Chief Financial Officer of TKK Capital.

Lee was Chief Financial Officer and Operating Partner of Evolution Media China

from May 2016 to January 2018.

From August 2014 to April 2016, Mr.

Lee was Chief Financial Officer of TPG’s two RMB funds,

Shanghai and Chongqing.

From February 2013 to December 2013, Mr.

Lee served as Chief Operating Officer of DMG, a Chinese entertainment

and communication company.

From February 2012 to February 2013, Mr.

Lee was a Consultant for 3R Group, an advertising and marketing

company in China.

From April 2005 to January 2012, Mr.

Lee was with Omnicom Media Group, part of Omnicom Group (NYSE:

OMC), a global

advertising, marketing and corporate communications company, serving as Finance Director, Chief Financial Officer and President

& Chief Operating Officer of China.

From 1998 to 2004, Mr.

Lee was with News Corp/21st Century Fox, where he spent seven years

in the Sydney, Beijing, Shanghai and Hong Kong offices in various positions, including Vice President of STAR China, News Corp’s

China Operation, and Finance Director of ChinaByte, a joint venture between People’s Daily and News Corp.

Master of Management from University of Technology Sydney, Australia and a Bachelor degree in Genetics from Sichuan University,

Ran Zhang is the director and Supervisor of Glory Star Media (Beijing) Co., Ltd.

and a director of Horgos Glory Star Media

since 2018, and vice president (in charge of distribution/channels/publicity/chief editor’s office) of Glory Star

Media (Beijing) Co., Ltd, and supervisor of Xing Cui Can and Leshare Star (Beijing) Technology Co., Ltd.

2010 to December 2016, she served as Issuance Director at Fashion Starlight (Beijing) Media Co., Ltd.

Ran Zhang holds a Bachelor

degree of Jingshi College of Science and Technology, Beijing Normal University.

and Terms of Office of Officers and Directors

board of directors is divided into three classes with only one class of directors being elected in each year and each class (except

for those directors appointed prior to our first annual meeting of shareholders) serving a three-year term.

The term of office

for Class A directors, consisting of Ms.

Ng will expire at our 2020 annual meeting of shareholders.

The term of office of the

Class B directors, consisting of Messrs.

Jia Lu and Yong Li, will expire at the 2021 annual meeting of shareholders and the term

of office of the Class C directors, consisting of Messrs.

Bing and Leung, will expire at the 2022 annual meeting of shareholders.

officers are elected by the board of directors and serve at the discretion of the board of directors, rather than for specific

terms of office.

Our board of directors is authorized to appoint persons to the offices set forth in our memorandum and articles

of association as it deems appropriate.

Our memorandum and articles of association provide that our officers may consist of a

Chief Executive Officer, President, Chief Financial Officer, Vice Presidents, Secretary, Assistant Secretaries, Treasurer and

such other offices as may be determined by the board of directors.

each of Messrs.

Ming Shu Leung and Yong Li, and Ms.

Joanne Ng would be considered an “independent director”

the NASDAQ listing rules, which is defined generally as a person other than an officer or employee of the company or its subsidiaries

or any other individual having a relationship, which, in the opinion of the company’s board of directors would interfere

2 unchanged sentences

directors will have regularly scheduled meetings at which only independent directors are present.

We will only enter

into a business combination if it is approved by a majority of our independent directors.

Additionally, we will only enter into

transactions with our officers and directors and their respective affiliates that are on terms no less favorable to us than could

be obtained from independent parties.

Any related-party transactions must also be approved by our audit committee and a majority

of disinterested independent directors.

Officer and Director Compensation

No executive officer

has received any cash compensation for services rendered to us.

Commencing on the date of August 15, 2018 through the acquisition

of a target business, we will pay TKK Capital Holding, an affiliate of our Chief Executive Officer and Chairman, an aggregate fee

of $15,000 per month for providing us with office space, utilities and secretarial services.

Other than the

$15,000 per month administrative fee and the repayment of any loans made by our sponsor to us, no compensation of any kind,

including finders, consulting or other similar fees, will be paid to any of our existing shareholders, including our

directors, or any of their respective affiliates, prior to, or for any services they render in order to effectuate, the

consummation of a business combination.

However, such individuals will be reimbursed for any out-of-pocket expenses incurred

in connection with activities on our behalf such as identifying potential target businesses and performing due diligence on

suitable business combinations.

There is no limit on the amount of these out-of-pocket expenses and there will be no review

of the reasonableness of the expenses by anyone other than our board of directors and audit committee, which includes persons

who may seek reimbursement, or a court of competent jurisdiction if such reimbursement is challenged.

Committees of the Board of Directors

Our board of directors

has two standing committees:

an audit committee and a compensation committee.

Subject to phase-in rules and certain limited exceptions,

the rules of NASDAQ and Rule 10A-3 of the Exchange Act require that the audit committee of a listed company be comprised solely

of independent directors, and the rules of NASDAQ require that the compensation committee of a listed company be comprised solely

of independent directors.

Audit Committee

We have established

an audit committee of the board of directors, which consists of Messrs.

Stephen Markscheid, James Heimowitz, and Zhe Zhang, each

of whom is an independent director under NASDAQ’s listing standards.

Stephen Markscheid is the Chairperson of the audit

The audit committee’s

duties, which are specified in our Audit Committee Charter, include, but are not limited to:

● reviewing and discussing with management and the independent

auditor the annual audited financial statements, and recommending to the board whether the audited financial statements should

be included in our Form 10-K;

● discussing with management and the independent auditor

significant financial reporting issues and judgments made in connection with the preparation of our financial statements;

● discussing with management major risk assessment and

risk management policies;

● monitoring the independence of the independent auditor;

● verifying the rotation of the lead (or coordinating)

audit partner having primary responsibility for the audit and the audit partner responsible for reviewing the audit as required

● reviewing and approving all related-party transactions;

● inquiring and discussing with management our compliance

with applicable laws and regulations;

● pre-approving all audit services and permitted non-audit

services to be performed by our independent auditor, including the fees and terms of the services to be performed;

● appointing or replacing the independent auditor;

● determining the compensation and oversight of the

work of the independent auditor (including resolution of disagreements between management and the independent auditor regarding

financial reporting) for the purpose of preparing or issuing an audit report or related work;

● establishing procedures for the receipt, retention

and treatment of complaints received by us regarding accounting, internal accounting controls or reports which raise material

issues regarding our financial statements or accounting policies;

● approving reimbursement of expenses incurred by our

management team in identifying potential target businesses.

Financial Experts on Audit Committee

The audit committee

will at all times be composed exclusively of “independent directors”

of the Board of Directors

board of directors has three standing committees:

an audit committee, a nominating committee and a compensation committee.

to phase-in rules and certain limited exceptions, the rules of NASDAQ and Rule 10A-3 of the Exchange Act require that the audit

committee of a listed company be comprised solely of independent directors, and the rules of NASDAQ require that the compensation

committee and nominating committee of a listed company be comprised solely of independent directors.

have established an audit committee of the board of directors, which consists of Messrs.

Ming Shu Leung and Yong Li, and Ms.

Ng, each of whom is an independent director under NASDAQ’s listing standards.

Leung is the Chairperson of the audit

audit committee’s duties, which are specified in our Audit Committee Charter, include, but are not limited to:

and discussing with management and the independent auditor the annual audited financial statements, and recommending to the

board whether the audited financial statements should be included in our annual report;

with management and the independent auditor significant financial reporting issues and judgments made in connection with the

preparation of our financial statements;

with management major risk assessment and risk management policies;

the independence of the independent auditor;

the rotation of the lead (or coordinating) audit partner having primary responsibility for the audit and the audit partner

responsible for reviewing the audit as required by law;

and approving all related-party transactions;

and discussing with management our compliance with applicable laws and regulations;

pre-approving

all audit services and permitted non-audit services to be performed by our independent auditor, including the fees and terms

of the services to be performed;

or replacing the independent auditor;

the compensation and oversight of the work of the independent auditor (including resolution of disagreements between management

and the independent auditor regarding financial reporting) for the purpose of preparing or issuing an audit report or related

procedures for the receipt, retention and treatment of complaints received by us regarding accounting, internal accounting

controls or reports which raise material issues regarding our financial statements or accounting policies;

reimbursement of expenses incurred by our management team in identifying potential target businesses.

Experts on Audit Committee

audit committee will at all times be composed exclusively of “independent directors”

who are “financially literate”

defined under NASDAQ listing standards.

as defined under NASDAQ listing standards.

NASDAQ listing standards define “financially literate”

as being able to read

and understand fundamental financial statements, including a company’s balance sheet, income statement and cash flow statement.

In addition, we must

certify to NASDAQ that the committee has, and will continue to have, at least one member who has past employment experience in

finance or accounting, requisite professional certification in accounting, or other comparable experience or background that results

in the individual’s financial sophistication.

as being able to

read and understand fundamental financial statements, including a company’s balance sheet, income statement and cash flow

addition, we must certify to NASDAQ that the committee has, and will continue to have, at least one member who has past employment

experience in finance or accounting, requisite professional certification in accounting, or other comparable experience or background

that results in the individual’s financial sophistication.

The board of directors has determined that Messrs.

Stephen Markscheid, James

Heimowitz, and Zhe Zhang each qualify as an “audit committee financial expert,”

Ming Shu Leung

and Yong Li, and Ms.

Joanne Ng each qualify as an “audit committee financial expert,”

as defined under rules and regulations

Nominating Committee

We have established

a nominating committee of the board of directors, which consists of Messrs.

James Heimowitz and Zhe Zhang, each of whom is an independent

director under NASDAQ’s listing standards.

Zhe Zhang is the Chairperson of the nominating committee.

The nominating committee

is responsible for overseeing the selection of persons to be nominated to serve on our board of directors.

The nominating committee

considers persons identified by its members, management, shareholders, investment bankers and others.

Guidelines for Selecting Director Nominees

The guidelines for selecting

nominees, which are specified in the Nominating Committee Charter, generally provide that persons to be nominated:

● should have demonstrated notable or significant achievements

in business, education or public service;

● should possess the requisite intelligence, education

and experience to make a significant contribution to the board of directors and bring a range of skills, diverse perspectives

and backgrounds to its deliberations;

● should have the highest ethical standards, a strong

sense of professionalism and intense dedication to serving the interests of the shareholders.

The nominating committee

will consider a number of qualifications relating to management and leadership experience, background and integrity and professionalism

in evaluating a person’s candidacy for membership on the board of directors.

The nominating committee may require certain

skills or attributes, such as financial or accounting experience, to meet specific board needs that arise from time to time and

will also consider the overall experience and makeup of its members to obtain a broad and diverse mix of board members.

have established a nominating committee of the board of directors, which consists of Messrs.

Ming Shu Leung and Yong Li, and Ms.

Joanne Ng, each of whom is an independent director under NASDAQ’s listing standards.

Ng is the Chairperson of the nominating

The nominating committee is responsible for overseeing the selection of persons to be nominated to serve on our board

of directors.

The nominating committee considers persons identified by its members, management, shareholders, investment bankers

for Selecting Director Nominees

guidelines for selecting nominees, which are specified in the Nominating Committee Charter, generally provide that persons to

be nominated:

have demonstrated notable or significant achievements in business, education or public service;

possess the requisite intelligence, education and experience to make a significant contribution to the board of directors

and bring a range of skills, diverse perspectives and backgrounds to its deliberations;

have the highest ethical standards, a strong sense of professionalism and intense dedication to serving the interests of the

shareholders.

nominating committee will consider a number of qualifications relating to management and leadership experience, background and

integrity and professionalism in evaluating a person’s candidacy for membership on the board of directors.

The nominating

committee does not distinguish among nominees recommended by shareholders and other persons.

committee may require certain skills or attributes, such as financial or accounting experience, to meet specific board needs that

arise from time to time and will also consider the overall experience and makeup of its members to obtain a broad and diverse

mix of board members.

The nominating committee does not distinguish among nominees recommended by shareholders and other persons.

have established a compensation committee of the board of directors, which consists of Messrs.

Ming Shu Leung and Yong Li, and

Joanne Ng, each of whom is an independent director under NASDAQ’s listing standards.

Li is the Chairperson of the

compensation committee.

We have established

a compensation committee of the board of directors, which consists of Messrs.

James Heimowitz and Zhe Zhang, each of whom is an

independent director under NASDAQ’s listing standards.

James Heimowitz is the Chairperson of the compensation committee.

The compensation committee’s duties, which are specified in our Compensation Committee Charter, include, but are not limited

● reviewing and approving on an annual basis the corporate

goals and objectives relevant to our Chief Executive Officer’s compensation, evaluating our Chief Executive Officer’s

performance in light of such goals and objectives and determining and approving the remuneration (if any) of our Chief Executive

Officer’s based on such evaluation;

● reviewing and approving the compensation of all of

our other executive officers;

● reviewing our executive compensation policies and

● implementing and administering our incentive compensation

equity-based remuneration plans;

● assisting management in complying with our proxy statement

and annual report disclosure requirements;

● approving all special perquisites, special cash payments

and other special compensation and benefit arrangements for our executive officers and employees;

● if required, producing a report on executive compensation

to be included in our annual proxy statement;

● reviewing, evaluating and recommending changes, if

appropriate, to the remuneration for directors.

Notwithstanding the

foregoing, as indicated above, no compensation of any kind, including finders, consulting or other similar fees, will be paid to

any of our existing shareholders, including our directors, or any of their respective affiliates, prior to, or for any services

they render in order to effectuate, the consummation of a business combination.

Accordingly, it is likely that prior to the consummation

of an initial business combination, the compensation committee will only be responsible for the review and recommendation of any

compensation arrangements to be entered into in connection with such initial business combination.

Code of Ethics

We have adopted a

Code of Ethics applicable to our directors, officers and employees.

The compensation committee’s duties, which are specified in our Compensation Committee Charter,

include, but are not limited to:

and approving on an annual basis the corporate goals and objectives relevant to our Chief Executive Officer’s compensation,

evaluating our Chief Executive Officer’s performance in light of such goals and objectives and determining and approving

the remuneration (if any) of our Chief Executive Officer’s based on such evaluation;

and approving the compensation of all of our other executive officers;

our executive compensation policies and plans;

and administering our incentive compensation equity-based remuneration plans;

management in complying with our proxy statement and annual report disclosure requirements;

all special perquisites, special cash payments and other special compensation and benefit arrangements for our executive officers

and employees;

required, producing a report on executive compensation to be included in our annual proxy statement;

evaluating and recommending changes, if appropriate, to the remuneration for directors.

Leadership Structure and Role in Risk Oversight

policy exists requiring combination or separation of leadership roles and our governing documents do not mandate a particular

This has allowed our Board the flexibility to establish the most appropriate structure for the Company at any given

Board is actively involved in overseeing our risk management processes.

The Board focuses on our general risk management strategy

and ensures that appropriate risk mitigation strategies are implemented by management.

Further, operational and strategic presentations

by management to the Board include consideration of the challenges and risks of our businesses, and the Board and management actively

engage in discussion on these topics.

In addition, each of the Board’s committees considers risk within its area of responsibility.

in Certain Legal Proceedings

the best of our knowledge, during the past ten years, none of our directors or executive officers were involved in any of the

(1) any bankruptcy petition filed by or against any business of which such person was a general partner or executive

officer either at the time of the bankruptcy or within two years prior to that time;

(2) any conviction in a criminal proceeding

or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

(3) being subject to

any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently

or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking

and (4) being found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission

or the Commodities Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment

has not been reversed, suspended or vacated.

committee Interlocks and Insider Participation

of our officers currently serves, or in the past year has served, as a member of the compensation committee of any entity that

has one or more officers serving on our Board of Directors.

We have adopted a Code of

Ethics applicable to our directors, officers and employees.

We have filed a copy of our Code of Ethics and our Audit Committee

Charter, Nominating Committee Charter and Compensation Committee Charter as exhibits to the registration statement filed in connection

with our initial public offering.

You can review these documents by accessing our public filings at the SEC’s web site at

www.sec.gov .

Charter, Nominating Committee Charter and Compensation Committee Charter with the SEC and have made it available on our website

at http://ir.yaoshixinghui.com.

In addition, a copy of the Code of Ethics will be provided without charge upon request from us.

disclose any amendments to or waivers of certain provisions of our Code of Ethics in a Current Report on Form 8-K.

Requests for a copy of the Code of Ethics may be made by writing to the Company at Glory Star New Media Group Holdings Limited,

22F, Block B, Xinhua Technology Building, No.

8 Tuofangying South Road, Jiuxianqiao, Chaoyang District, Beijing, China.

16(a) Beneficial Ownership Reporting Compliance

16(a) of the Securities Exchange Act of 1934, as amended, requires our officers, directors and persons who beneficially own more

than ten percent of our common stock to file reports of ownership and changes in ownership with the SEC.

These reporting persons

are also required to furnish us with copies of all Section 16(a) forms they file.

Based solely upon a review of such forms, we

believe that during the year ended December 31, 2019 there were no delinquent filers.

Executive Compensation

Compensation Discussion and Analysis

No executive officer

has received any cash compensation for services rendered to us.

We will pay TKK Capital Holding, an affiliate of our Chief Executive

Officer and Chairman, an aggregate fee of $15,000 per month for providing us with office space, utilities and secretarial services.

Other than the $15,000

per month administrative fee and the repayment of any loans made by our sponsor to us, no compensation of any kind, including finders,

consulting or other similar fees, will be paid to any of our existing shareholders, including our directors, or any of their respective

affiliates, prior to, or for any services they render in order to effectuate, the consummation of a business combination.

such individuals will be reimbursed for any out-of-pocket expenses incurred in connection with activities on our behalf such as

identifying potential target businesses and performing due diligence on suitable business combinations.

There is no limit on the

amount of these out-of-pocket expenses and there will be no review of the reasonableness of the expenses by anyone other than our

board of directors and audit committee, which includes persons who may seek reimbursement, or a court of competent jurisdiction

if such reimbursement is challenged.

After the completion

of our initial business combination, directors or members of our management team who remain with us may be paid consulting, management

or other fees from the combined company.

All of these fees will be fully disclosed to shareholders, to the extent then known, in

the tender offer materials or proxy solicitation materials furnished to our shareholders in connection with a proposed business

It is unlikely the amount of such compensation will be known at the time, because the directors of the post-combination

business will be responsible for determining executive and director compensation.

Any compensation to be paid to our officers will

be determined by our compensation committee.

We do not intend to

take any action to ensure that members of our management team maintain their positions with us after the consummation of our initial

business combination, although it is possible that some or all of our executive officers and directors may negotiate employment

or consulting arrangements to remain with us after the initial business combination.

The existence or terms of any such employment

or consulting arrangements to retain their positions with us may influence our management’s motivation in identifying or

selecting a target business but we do not believe that the ability of our management to remain with us after the consummation of

our initial business combination will be a determining factor in our decision to proceed with any potential business combination.

We are not party to any agreements with our executive officers and directors that provide for benefits upon termination of employment.

Security Ownership of

Certain Beneficial Owners and Management and Related Stockholder Matters

The following table

sets forth information regarding the beneficial ownership of our ordinary shares as of March 11, 2019 based on information

obtained from the persons named below, with respect to the beneficial ownership of shares of our ordinary shares, by:

each person known by us to be the beneficial owner of more than 5% of our outstanding shares of ordinary shares;

each of our executive officers and directors that beneficially owns shares of our ordinary shares;

all our executive officers and directors as a group.

Unless otherwise indicated,

we believe that all persons named in the table have sole voting and investment power with respect to all ordinary shares beneficially

owned by them.

The following table does not reflect record of beneficial ownership of any ordinary shares issuable upon exercise

of the warrants or conversion of the rights as these warrants and rights are not exercisable or convertible within 60 days

of the date of this report.

Name and Address of Beneficial Owner (1)

Amount and Nature of Beneficial Ownership

Approximate Percentage of Outstanding Ordinary Shares

TKK Symphony Sponsor 1

Discussion and Analysis

During the fiscal year ended

December 31, 2018 and 2019, no compensation were paid to our former executive officers or director who held such positions prior

to the Business Combination.

Prior to the Business Combination, we will pay TKK Capital Holding, an affiliate of TKK’s Chief

Executive Officer and Chairman, an aggregate fee of $15,000 per month for providing us with office space, utilities and secretarial

Other than the $15,000 per month administrative fee and the repayment of any loans made by our sponsor to us, no compensation

of any kind, including finders, consulting or other similar fees, will be paid to any of our existing shareholders, including our

directors, or any of their respective affiliates, prior to, or for any services they render in order to effectuate, the consummation

of a business combination.

However, such individuals will be reimbursed for any out-of-pocket expenses incurred in connection with

activities on our behalf such as identifying potential target businesses and performing due diligence on suitable business combinations.

There is no limit on the amount of these out-of-pocket expenses and there will be no review of the reasonableness of the expenses

by anyone other than our board of directors and audit committee, which includes persons who may seek reimbursement, or a court

of competent jurisdiction if such reimbursement is challenged.

the closing of the Business Combination, all of our officers and directors resigned with the exception of Mr.

Ian Lee who remained

on as the Company’s Chief Financial Officer, and Ms.

Joanne Ng, who was appointed as a director of the Company.

following table sets forth the information, on an accrual basis, with respect to the compensation of our named executive officers

for the years ended December 31, 2019 and 2018.

and Principal Position

and Chief Executive Officer

and Senior Vice President*

Vice President*

Glory Star Media (Beijing) Co., Ltd.

required by PRC regulations, we participate in various government statutory social security plans, including a pension contribution

plan, a medical insurance plan, an unemployment insurance plan, a work-related injury insurance plan, a maternity insurance plan

and a housing provident fund.

Glory Star Group is required under PRC law to contribute to social security plans at specified percentages

of the salaries, bonuses and certain allowances of its employees up to a maximum amount specified by the local government from

time to time.

Other than the above-mentioned statutory contributions mandated by applicable PRC law, Glory Star Group has not

set aside or accrued any amount to provide pension, retirement or other similar benefits to our executive officers and directors.

do not have any profit sharing plan or similar plans for the benefit of our officers, directors or employees.

However, we may

establish such plan in the future.

Compensation Plan Information

February 14, 2020, our board of directors approved our 2019 Equity Incentive Plan (“2019 Plan”), which was approved

by our shareholders on December 23, 2019.

The 2019 Plan allows for the award of stock and options, up to 3,732,590 ordinary shares.

No options have been granted under 2019 Plan.

Option/Stock Appreciation Right (SAR) exercised and Fiscal year-end Option/SAR value table

our executive officers nor the other individuals listed in the tables above, exercised options or SARs during the last fiscal

incentive plans

long term incentive awards were granted by us in the last fiscal year.

of our named executive officers participate in or have account balances in qualified or nonqualified defined benefit plans sponsored

Deferred Compensation

of our named executive officers participate in or have account balances in nonqualified defined contribution plans or other deferred

compensation plans maintained by it.

of Non-Executive Directors

Non-Executive Directors have not been compensated.

Agreements with Executive Officers

entered into an Employment Agreement with our chief executive officer, Bing Zhang, effective December 20, 2019.

“at-will”

Star Media (Beijing) Co., Ltd entered into an Employment Agreement with our Director and its Senior Vice President, Jia Lu, effective

December 20, 2019.

Lu is an “at-will”

Glory Star Media (Beijing)

Co., Ltd entered into an Employment Agreement with our Vice President, Ran Zhang, effective December 20, 2019.

“at-will”

were no performance based bonuses paid for years ended December 31, 2019 and 2018.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

following table sets forth information with respect to the beneficial ownership of our ordinary shares as of March 20, 2020:

person known to us to own beneficially more than 5% of our ordinary shares;

of our current executive officers and directors;

of our directors and executive officers as a group.

of March 20, 2020, we had a total of 50,098,866 ordinary shares outstanding.

Name and Address (1)

Number of Shares

Beneficially Owned

Percentage of

Bing Zhang (2)

Ran Zhang (4)

Ming Shu Leung

Happy Starlight Limited (2)

Sing Wang (5)

James Heimowitz

Stephen Markscheid

TKK Symphony Sponsor (5)

Enjoy Starlight Limited (3)

Fashion Starlight Limited (4)

Australia Eastern Investment PTY LTD

Rich Starlight Limited

Wealth Starlight Limited

All directors and executive officers as a group (6 individuals)

HGC Investment Management Inc.

Bank of Montreal (4)

Weiss Asset Management LP (5)

* Less than 1%.

(1) Unless otherwise indicated, the business address of each

of the individuals is c/o Texas Kang Kai Capital Management (Hong Kong) Limited, 2039, 2/F United Center, 95 Queensway, Admiralty,

(2) These shares represent 500,000 shares held by Sing Wang

individually and the shares held by our sponsor.

Sing Wang indirectly owns 100% of the equity interest of our sponsor.

otherwise indicated, the business address of each of the individuals is 22nd Floor, Block B, Xinhua Technology Building, No.

8 Tuofangying Road, Chaoyang District, Beijing, China.

Bing Zhang is the director and chief executive officer of Glory Star.

Zhang is sole shareholder and director of Happy

Starlight Limited, which holds 30.58% of our ordinary shares.

Jia Lu is the director and senior vice president of Glory Star Media (Beijing) Co., Ltd.

Lu is the sole shareholder and

a director of Enjoy Starlight Limited, which holds 10.60% of our ordinary shares.

Ran Zhang is the director and Supervisor of Glory Star Media (Beijing) Co., Ltd., the director of Horgos Glory Star Media

Co., Ltd., vice president (in charge of distribution/channels/publicity/chief editor’s office) of Glory Star Media (Beijing)

Co., Ltd, and the supervisor of Xing Cui Can and Leshare Star (Beijing) Technology Co., Ltd.

Zhang is the sole shareholder

and a director of Fashion Starlight Limited, which holds 3.58% of our ordinary shares.

540,541 ordinary shares that are issuable upon conversion of the Amended Sponsor Note assuming the 10 days volume weighted

average price of $2.59 as of March 20, 2020.

Sing Wang indirectly owns 100% of the equity interest of the Sponsor.

sole owner of China Capital Advisors Corporation, which is the sole owner of Texas Kang Kai Capital Partners.

Texas Kang Kai Capital

Partners owns 100% of the equity interest of TKK Capital Holding, the sole member of our sponsor.

Consequently, Sing Wang may

be deemed the beneficial owner of the shares held by our sponsor and has sole voting and dispositive control over such securities.

Wang disclaims beneficial ownership of any shares other than to the extent he may have a pecuniary interest therein, directly

or indirectly.

(3) According

to a Schedule 13G filed with the SEC on February 13, 2019, by HGC Investment Management Inc.

The business address of HGC Investment

Management Inc.

is 366 Adelaide, Suite 601, Toronto, Ontario M5V 1R9, Canada.

HGC Investment Management Inc.

serves as the investment

manager to HGC Arbitrage Fund LP, an Ontario limited partnership with respect to the shares held by HGC Investment Management

on behalf of HGC Arbitrage Fund LP.

(4) According

to a Schedule 13G filed with the SEC on February 14, 2019, by Bank of Montreal.

The business address of Bank of Montreal is 1

First Canadian Place, Toronto, Ontario, Canada M5X 1A1.

The business address of BMO Capital Markets Corp.

is 3 Times Square, New

York, NY 10036.

Bank of Montreal held the shares through its subsidiary, BMO Capital Markets Corp.

as fiduciaries for certain

employee benefit plans, trust and/or customer accounts.

(5) According

to a Schedule 13G filed with the SEC on February 15, 2019, by Weiss Asset Management LP.

The business address of Weiss Asset Management

LP is 222 Berkeley St., 16th floor, Boston, Massachusetts 02116.

Shares reported for BIP GP LLC include shares beneficially owned

by a private investment partnership (the “Partnership”) of which BIP GP LLC is the sole general partner.

Management LP is the sole investment manager to the Partnership.

WAM GP LLC is the sole general partner of Weiss Asset Management

Andrew Weiss is the managing member of WAM GP LLC and BIP GP LLC.

Changes in Control

Certain Relationships

and Related Transactions, and Director Independence

Certain Relationships and Related Transactions

In March 2018, we

issued an aggregate of 5,750,000 ordinary shares to our sponsor for $25,000, which was received in April 2018, at a purchase price

of $0.005 share.

In June 2018, our sponsor transferred an aggregate of 804,000 founder shares to our officers, directors and other

third parties at cost.

On August 15, 2018, we effectuated a 1.1-for-1 dividend of our ordinary shares resulting in an aggregate

of 6,325,000 founder shares outstanding and held by our initial shareholders.

In connection with the dividend, our officers, directors

and other third parties transferred to our sponsor an aggregate of 80,400 founder shares so that they retain an aggregate of 804,000

Texas Kang Kai

Capital Partners owns 100% of the equity interest of TKK Capital Holding, the sole member of the Sponsor.

Consequently, Sing

Wang may be deemed the beneficial owner of the shares held by the Sponsor and has sole voting and dispositive control over

such securities.

Wang disclaims beneficial ownership of any shares other than to the extent he may have an interest therein,

directly or indirectly.

The business address is c/o Texas Kang Kai Capital Management (Hong Kong) Limited, 2039, 2/F United

Center, 95 Queensway, Admiralty, Hong Kong.

Certain Relationships and Related Transactions, and Director Independence

Relationships and Related Transactions of TKK

March 2018, TKK issued an aggregate of 5,750,000 ordinary shares to its Sponsor an aggregate purchase price of $25,000.

2018, the Sponsor transferred an aggregate of 804,000 founder shares to TKK’s officers, directors and other third parties

On August 15, 2018, TKK effectuated a 1.1-for-1 dividend of its ordinary shares resulting in an aggregate of 6,325,000

founder shares outstanding and held by its initial shareholders.

In connection with the dividend, TKK’s officers, directors

and other third parties transferred to the Sponsor an aggregate of 80,400 founder shares so that they retain an aggregate of 804,000

founder shares.

Prior to the initial investment in the company of $25,000 by our sponsor, the company had no assets, tangible or

The number of founder shares issued was determined based on the expectation that such founder shares would represent

20% of the outstanding shares upon completion of our initial public offering.

On August 22, 2018, the underwriters in the Company’s

initial public offering elected to exercise a portion of the over-allotment option for 3,000,000 additional units.

of such partial exercise, our sponsor forfeited 75,000 founder shares.

The founder shares may not, subject to certain limited exceptions,

be transferred, assigned or sold by the holder.

Prior to the initial investment in TKK of $25,000 by the Sponsor, TKK had no assets, tangible or intangible.

number of founder shares issued was determined based on the expectation that such founder shares would represent 20% of the outstanding

shares upon completion of the IPO.

On August 22, 2018, the underwriters in the IPO elected to exercise a portion of the over-allotment

option for 3,000,000 additional units.

As a result of such partial exercise, the Sponsor forfeited 75,000 founder shares.

founder shares may not, subject to certain limited exceptions, be transferred, assigned or sold by the holder.

In August 2018, Symphony

purchased an aggregate of 13,000,000 private placement warrants for a purchase price of $0.50 per warrant, or an aggregate purchase

price of $6,500,000, in a private placement that occurred simultaneously with the closing of the Company’s initial public

offering and the over-allotment.

Each private placement warrant entitles the holder to purchase one half of one ordinary share

at $11.50 per whole share.

The private placement warrants (including the ordinary shares issuable upon exercise thereof) may not,

subject to certain limited exceptions, be transferred, assigned or sold by the holder.

In order to meet our

working capital needs following the consummation of our initial public offering, our initial shareholders, officers and directors

and their respective affiliates may, but are not obligated to (except as described herein), loan us funds, from time to time or

at any time, in whatever amount they deem reasonable in their sole discretion.

Each loan would be evidenced by a promissory note.

The notes would either be paid upon consummation of our initial business combination, without interest, or, at the lender’s

discretion, up to $1,000,000 of the notes may be converted upon consummation of our business combination into warrants at a price

of $0.50 per warrant (which, for example, would result in the holders being issued warrants to acquire 1,000,000 ordinary shares

if $1,000,000 of notes were so converted).

Our shareholders have approved the issuance of the warrants and underlying securities

upon conversion of such notes, to the extent the holder wishes to so convert them at the time of the consummation of our initial

business combination.

In the event that the initial business combination does not close, we may use a portion of the working capital

held outside the trust account, or interest earned on the trust account that is available to us, to repay such loaned amounts,

but no proceeds from our trust account other than the interest earned thereon would be used for such repayment.

In February 2019,

the Sponsor committed to provide us an aggregate of $300,000 in loans.

The loans, as well as any future loans that may be made

by the Sponsor (or its affiliates), will be evidenced by notes and would either be repaid upon the consummation of a Business Combination

or up to $1,000,000 of the notes may be converted into warrants at a price of $0.50 per warrant at the option of the lender.

The holders of our

founder shares, as well as the holders of the private warrants (and all underlying securities) and any securities our initial shareholders,

officers, directors or their affiliates may be issued in payment of working capital loans made to us, will be entitled to registration

rights pursuant to an agreement dated August 15, 2018.

The holders of a majority of these securities are entitled to make up to

two demands that we register such securities.

The holders of the majority of the founder shares can elect to exercise these registration

rights at any time commencing three months prior to the date on which these ordinary shares are to be released from escrow.

holders of a majority of the private warrants or securities issued in payment of working capital loans made to us can elect to

exercise these registration rights at any time after we consummate a business combination.

In addition, the holders have certain

“piggy-back”

registration rights with respect to registration statements filed subsequent to our consummation of a

business combination.

We will bear the expenses incurred in connection with the filing of any such registration statements.

Our sponsor had

loaned to us an aggregate of $299,784 to be used to pay formation expenses and a portion of the expenses of our initial

price of $6.5 million, in a private placement that occurred simultaneously with the closing of the IPO and the over-allotment.

Each private placement warrant entitles the holder to purchase one half of one ordinary share at $11.50 per whole share.

placement warrants (including the ordinary shares issuable upon exercise thereof) may not, subject to certain limited exceptions,

be transferred, assigned or sold by the holder.

In order to meet TKK’s

working capital needs following the consummation of its initial public offering, TKK’s initial shareholders, officers and

directors and their respective affiliates may, but are not obligated to (except as described herein), loan TKK funds, from time

to time or at any time, in whatever amount they deem reasonable in their sole discretion.

Each loan would be evidenced by a promissory

The notes would either be paid upon consummation of TKK’s initial business combination, without interest, or, at the

lender’s discretion, up to $1.0 million of the notes may be converted upon consummation of our business combination into

warrants at a price of $0.50 per warrant (which, for example, would result in the holders being issued warrants to acquire 1,000,000

ordinary shares if $1.0 million of notes were so converted).

TKK’s shareholders have approved the issuance of the warrants

and underlying securities upon conversion of such notes, to the extent the holder wishes to so convert them at the time of the

consummation of its initial business combination.

In the event that the initial business combination does not close, TKK may use

a portion of the working capital held outside the Trust Account, or interest earned on the Trust Account that is available to

TKK, to repay such loaned amounts, but no proceeds from the Trust Account other than the interest earned thereon would be used

for such repayment.

On September 6, 2019, TKK issued to the Sponsor an unsecured promissory note in a principal amount of up to

$1.1 million for working capital loans made or to be made by the Sponsor to TKK.

The note bears no interest and is repayable in

full upon the earlier occurrence of (i) the consummation of TKK’s initial business combination and (ii) the winding up of

Up to $1.0 million of the outstanding obligations under the note may be converted into warrants, each warrant entitling the

holder to receive one-half of one ordinary share of TKK, at $0.50 per warrant.

holders of TKK’s founder shares, as well as the holders of the private placement warrants (and all underlying securities)

and any securities our initial shareholders, officers, directors or their affiliates may be issued in payment of working capital

loans made to TKK, will be entitled to registration rights pursuant to an agreement dated August 15, 2018.

The holders of a majority

of these securities are entitled to make up to two demands that TKK register such securities.

The holders of the majority of the

founder shares can elect to exercise these registration rights at any time commencing three months prior to the date on which

these ordinary shares are to be released from escrow.

The holders of a majority of the private placement warrants or securities

issued in payment of working capital loans made to TKK can elect to exercise these registration rights at any time after it consummates

a business combination.

In addition, the holders have certain “piggy-back”

registration rights with respect to registration

statements filed subsequent to TKK’s consummation of a business combination.

TKK will bear the expenses incurred in connection

with the filing of any such registration statements.

Sponsor had loaned to TKK an aggregate of $299,784 to be used to pay formation expenses and a portion of the expenses of our initial

public offering.

The loan was fully repaid in August 2018 following the consummation of our initial public offering.

addition, an affiliate of our sponsor, TKK Capital Holding, advanced us an aggregate of $140,237 to be used to pay formation

expenses and a portion of the expenses of our initial public offering.

The loan was fully repaid in August 2018 following the consummation of the IPO.

In addition, an affiliate of

the Sponsor, TKK Capital Holding, advanced TKK an aggregate of $140,237 to be used to pay formation expenses and a portion of

the expenses of its IPO.

The loan was payable without interest on demand.

loan was fully repaid in August 2018 following the consummation of our initial public offering.

We will reimburse our

officers and directors for any reasonable out-of-pocket business expenses incurred by them in connection with certain activities

on our behalf such as identifying and investigating possible target businesses and business combinations.

There is no limit on

the amount of out-of-pocket expenses reimbursable by us;

provided, however, that to the extent such expenses exceed the available

proceeds not deposited in the trust account and the interest income earned on the amounts held in the trust account, such expenses

would not be reimbursed by us unless we consummate an initial business combination.

Our audit committee will review and approve

all reimbursements and payments made to any initial shareholder or member of our management team, or our or their respective affiliates,

and any reimbursements and payments made to members of our audit committee will be reviewed and approved by our Board of Directors,

with any interested director abstaining from such review and approval.

Prior to our initial

public offering, we reimbursed our sponsor for use of our principal executive offices.

We paid our sponsor an average of $2,208

per month for this space and have paid an aggregate of $24,290 in rental fees from November 1, 2017 through August 15, 2018.

on August 15, 2018 through the earlier of our consummation of our initial business combination or our liquidation, TKK Capital

Holding, an affiliate of our Chief Executive Officer and Chairman, makes available to us certain general and administrative services,

including office space, utilities and secretarial support, as we may require from time to time pursuant to an agreement dated August

This agreement replaced our current arrangement of reimbursing our sponsor for its office lease.

We have agreed to pay

TKK Capital Holding an aggregate of $15,000 per month for these services.

Other than the rent

and the $15,000 per month administrative fee, no compensation or fees of any kind, including finder’s fees, consulting fees

or other similar compensation, will be paid to any of our initial shareholders, officers or directors who owned our ordinary shares

prior to our initial public offering, or to any of their respective affiliates, prior to or with respect to the business combination

(regardless of the type of transaction that it is).

All ongoing and future

transactions between us and any of our officers and directors or their respective affiliates will be on terms believed by us to

be no less favorable to us than are available from unaffiliated third parties.

Such transactions, including the payment of any

compensation, will require prior approval by a majority of our uninterested “independent”

directors (to the extent

we have any) or the members of our board who do not have an interest in the transaction, in either case who had access, at our

expense, to our attorneys or independent legal counsel.

We will not enter into any such transaction unless our disinterested “independent”

The loan was fully repaid in August 2018 following the

consummation of our initial public offering.

In addition, in November

and December 2019, TKK Capital Holding advanced TKK an aggregate of $0.25 million to be used for working capital purposes and

for the payment of transaction costs in connection with a Business Combination.

The advances are unsecured, non-interest bearing

and due on demand.

As of December 31, 2019, there was $0.25 million of advances outstanding.

will reimburse our officers and directors for any reasonable out-of-pocket business expenses incurred by them in connection with

certain activities on its behalf such as identifying and investigating possible target businesses and business combinations.

is no limit on the amount of out-of-pocket expenses reimbursable by TKK;

provided, however, that to the extent such expenses exceed

the available proceeds not deposited in the Trust Account and the interest income earned on the amounts held in the Trust Account,

such expenses would not be reimbursed by TKK unless we consummate an initial business combination.

TKK’s audit committee

will review and approve all reimbursements and payments made to any initial shareholder or member of its management team, or TKK’s

or their respective affiliates, and any reimbursements and payments made to members of the audit committee will be reviewed and

approved by the Board of Directors, with any interested director abstaining from such review and approval.

to the IPO, TKK reimbursed its Sponsor for use of its principal executive offices.

TKK paid the Sponsor an average of $2,208 per

month for this space and have paid an aggregate of $24,290 in rental fees from November 1, 2017 through August 15, 2018.

on August 15, 2018 through the earlier of the consummation of an initial business combination or TKK’s liquidation, TKK

Capital Holding, an affiliate of TKK’s Chief Executive Officer and Chairman, makes available to TKK certain general and

administrative services, including office space, utilities and secretarial support, as it may require from time to time pursuant

to an agreement dated August 15, 2018.

This agreement replaced TKK’s prior arrangement of reimbursing the Sponsor for its

office lease.

TKK has agreed to pay TKK Capital Holding an aggregate of $15,000 per month for these services.

than the rent and the $15,000 per month administrative fee, no compensation or fees of any kind, including finder’s fees,

consulting fees or other similar compensation, will be paid to any of TKK’s initial shareholders, officers or directors

who owned our ordinary shares prior to our initial public offering, or to any of their respective affiliates, prior to or with

respect to the business combination (regardless of the type of transaction that it is).

ongoing and future transactions between TKK and any of its officers and directors or their respective affiliates will be on terms

believed by TKK to be no less favorable to TKK than are available from unaffiliated third parties.

Such transactions, including

the payment of any compensation, will require prior approval by a majority of our uninterested “independent”

(to the extent TKK has any) or the members of TKK’s board who do not have an interest in the transaction, in either case

who had access, at TKK’s expense, to TKK’s attorneys or independent legal counsel.

TKK will not enter into any such

transaction unless its disinterested “independent”

directors (or, if there are no “independent”

directors, our disinterested directors) determine that the terms of such

transaction are no less favorable to us than those that would be available to us with respect to such a transaction from unaffiliated

third parties.

Principal Accountant

Fees and Services.

The following is a

summary of fees paid or to be paid to Marcum LLP, or Marcum, for services rendered.

fees consist of fees for professional services rendered for the audit of our year-end financial statements and services that are

normally provided by Marcum in connection with regulatory filings.

The aggregate fees of Marcum related to audit and review

services in connection with our initial public offering totaled approximately $90,125 for the period from February 5, 2018 (date

of inception) to December 31, 2018.

The above amounts include interim procedures and audit fees, as well as attendance at

audit committee meetings.

Audit-Related Fees.

Audit-related fees consist of fees billed for assurance and related services that are reasonably related to performance of the

audit or review of our financial statements and are not reported under “Audit Fees.”

These services include attest

services that are not required by statute or regulation and consultations concerning financial accounting and reporting standards.

During the period from February 5, 2018 (date of inception) to December 31, 2018, we did not pay Marcum any audit-related

did not pay Marcum for tax return services, planning and tax advice for the period from February 5, 2018 (date of inception) to

December 31, 2018.

All Other Fees .

We did not pay Marcum for any other services for the period from February 5, 2018 (date of inception) to December 31, 2018.

Pre-Approval Policy

Our audit committee

was formed upon the consummation of our initial public offering.

As a result, the audit committee did not pre-approve all of the

foregoing services, although any services rendered prior to the formation of our audit committee were approved by our board of

Since the formation of our audit committee, and on a going-forward basis, the audit committee has and will pre-approve

all auditing services and permitted non-audit services to be performed for us by our auditors, including the fees and terms thereof

(subject to the de minimis exceptions for non-audit services described in the Exchange Act which are approved by the audit

committee prior to the completion of the audit).

Exhibits, Financial Statements

and Financial Statement Schedules

The following documents are filed as part of this Report:

our disinterested directors) determine that the terms of such transaction are no less favorable to TKK than those that would be

available to it with respect to such a transaction from unaffiliated third parties.

Principal Accountant Fees and Services.

following is a summary of fees paid or to be paid to Marcum LLP, or Marcum, and Friedman LLP, or Friedman, by TKK for services

rendered during the year ended December 31, 2019 and for the period from February 5, 2018 (date of inception) to December 31,

Audit fees consist of fees for professional services rendered for the audit of our year-end financial statements

and services that are normally provided by Marcum in connection with regulatory filings.

The aggregate fees of Marcum related

to audit, review of our interim financial statements, and review services in connection with our initial public offering totaled

approximately $39,140 and $90,125 for the year ended December 31, 2019 and for the period from February 5, 2018 (date of inception)

to December 31, 2018, respectively.

The above amounts include interim procedures and audit fees, as well as attendance at audit

committee meetings.

For the year ended December 31, 2019, the aggregate fees for Friedman related to audit services is $50,000.

Audit-Related

Audit-related fees consist of fees billed for assurance and related services that are reasonably related to performance

of the audit or review of our financial statements and are not reported under “Audit Fees.”

These services include

attest services that are not required by statute or regulation and consultations concerning financial accounting and reporting

During the year ended December 31, 2019 and for the period from February 5, 2018 (date of inception) to December 31,

2018, we did not pay Marcum or Friedman any audit-related fees.

TKK did not pay Marcum or Friedman for tax return services, planning and tax advice for the year ended December

31, 2019 and for the period from February 5, 2018 (date of inception) to December 31, 2018.

We did not pay Marcum or Friedman for any other services for the year ended December 31, 2019 and for the

period from February 5, 2018 (date of inception) to December 31, 2018.

audit committee was formed upon the consummation of our initial public offering.

As a result, the audit committee did not pre-approve

all of the foregoing services, although any services rendered prior to the formation of our audit committee were approved by our

board of directors.

Since the formation of our audit committee, and on a going-forward basis, the audit committee has and will

pre-approve all auditing services and permitted non-audit services to be performed for us by our auditors, including the fees

and terms thereof (subject to the de minimis exceptions for non-audit services described in the Exchange Act which are approved

by the audit committee prior to the completion of the audit).

Exhibits, Financial Statements and Financial Statement Schedules

following documents are filed as part of this Report:

Financial Statements

Financial Statements Schedule

All financial statement schedules are omitted

because they are not applicable or the amounts are immaterial and not required, or the required information is presented in the

financial statements and notes thereto in is Item 15 of Part IV below.

We hereby file as part

of this report the exhibits listed in the attached Exhibit Index.

Exhibits which are incorporated herein by reference can be obtained

on the SEC website at www.sec.gov .

SYMPHONY ACQUISITION CORPORATION

hereby file as part of this report the exhibits listed in the attached Exhibit Index.

Exhibits which are incorporated herein by

reference can be obtained on the SEC website at www.sec.gov .

Second Amended and Restated Memorandum of Association (incorporated by reference to Exhibit 3.1 to the Form 8-K filed with the Commission on February 21, 2020)

Certificate of Incorporation on Change of Name (incorporated by reference to Exhibit 3.2 to the Form 8-K filed with the Commission on February 21, 2020).

Specimen Ordinary Share Certificate*

Specimen Warrant Certificate (incorporated by reference to Exhibit 4.3 to the Company’s Form S-1/A, filed with the Commission on August 6, 2018)

Warrant Agreement, dated August 15, 2018 by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent (incorporated by reference to Exhibit 4.1 to Form 8-K, filed with the Commission on August 21, 2018)

Promissory Note, dated March 31, 2018 (incorporated by reference to Exhibit 10.7 to the Company’s Form S-1, filed with the Commission on July 30, 2018)

Offer To Purchase for Cash by TKK Symphony Acquisition Corporation (incorporation by reference to Exhibit 99.1.(a)(1)(D) to Schedule TO, as amended, filed with the Commission on February 19, 2020)

Registration Rights Agreement, dated August 15, 2018, by and among the Company, Symphony and the holders party thereto (incorporated by reference to Exhibit 10.2 to Form 8-K, filed with the Commission on August 21, 2018)

Share Escrow Agreement, dated August 15, 2018, by and among the Company, the holders party thereto and Continental Stock Transfer & Trust Company, as escrow agent (incorporated by reference to Exhibit 10.3 to Form 8-K, filed with the Commission on August 21, 2018)

Securities Subscription Agreement, dated March 31, 2018, by and between the Registrant and TKK Symphony Sponsor 1 (incorporated by reference to Exhibit 10.5 to the Company’s Form S-1, filed with the Commission on July 30, 2018)

Warrant Subscription Agreement, dated August 15, 2018, by and between the Company and Giant Fortune International Limited (incorporated by reference to Exhibit 10.4 to Form 8-K, filed with the Commission on August 21, 2018)

Letter Agreement, dated August 15, 2018, by and between the Company and the Sponsor (incorporated by reference to Exhibit 10.5 to Form 8-K, filed with the Commission on August 21, 2018)

Letter Agreement, dated August 15, 2018, by and between the Company and TKK Capital Holding (incorporated by reference to Exhibit 10.6 to Form 8-K, filed with the Commission on August 21, 2018)

Letter Agreement, dated August 15, 2018, by and among the Company, Sing Wang, Ian Lee, Ronald Issen, Joanne Ng, James Hemowitz, Stephen Markschied, Zhe Zhang, Huang Po Wan and Tham Kit Wan (incorporated by reference to Exhibit 10.7 to Form 8-K, filed with the Commission on August 21, 2018)

Share Exchange Agreement, dated as of September 6, 2019 (incorporation by reference to Exhibit 10.1 to Form 8-K filed with Commission on September 12, 2019)

Registration Rights Agreement dated as of September 6, 2019 (incorporation by reference to Exhibit 10.2 to Form 8-K filed with the Commission on September 12, 2019)

Form of Lock-Up Agreement dated September 6, 2019 (incorporation by reference to Exhibit 10.3 to Form 8-K filed with the Commission on September 12, 2019)

Form of Non-Competition Agreement dated September 6, 2019 (incorporation by reference to Exhibit 10.4 to Form 8-K filed with the Commission on September 12, 2019)

Business Combination Marketing Agreement Fee Amendment, dated February 14, 2020, with EarlyBirdCapital, Inc.

(incorporated by reference to Exhibit 10.6 to Form 8-K, filed with the Commission on February 21, 2020)

Promissory Note, dated February 14, 2020, with EarlyBirdCapital, Inc.

(incorporated by reference to Exhibit 10.7 to Form 8-K, filed with the Commission on February 21, 2020).

Amended and Restated Promissory Note, dated February 14, 2020, with TKK Symphony Sponsor 1 (incorporated by reference to Exhibit 10.8 to Form 8-K, filed with the Commission on February 21, 2020)

Technical Service Contract, dated January 2019, by and between Leshare Star (Beijing) Technology Co., Ltd.

and Beijing Xiaomi [Little Bee] Technology Co., Ltd.

(incorporated by reference to Exhibit 10.9 to Form 8-K, filed with the Commission on February 21, 2020)

Annual Framework Contract for Video Production, dated October 31, 2019, by and between Guangxi JD Xinjie E-commerce Co., Ltd.

and Leshare Star (Beijing) Technology Co., Ltd.

(incorporated by reference to Exhibit 10.10 to Form 8-K, filed with the Commission on February 21, 2020)

Form of Indemnity Agreement (incorporated by reference to Exhibit 10.9 to the Company’s Form S-1/A, filed with the Commission on August 6, 2018)

2019 Equity Incentive Plan*

Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.2 to Form 8-K, filed with the Commission on March 17, 2020)

Form of Independent Director Agreement (incorporated by reference to Exhibit 10.1 to Form 8-K, filed with the Commission on March 17, 2020)

Form of Employment Agreement*

Code of Ethics*

Subsidiaries*

Certifications of the Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act.*

Certifications of the Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act.*

Certifications of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act.**

Certifications of the Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act.**

Instance Document (*)

Taxonomy Extension Schema (*)

Taxonomy Extension Calculation Linkbase (*)

Taxonomy Extension Definition Linkbase (*)

Taxonomy Extension Label Linkbase (*)

Taxonomy Extension Presentation Linkbase Document (*)

Filed herewith.

Furnished herewith.

Form 10-K Summary

to the requirements of Section 13 or 15(d) of the Securities Act of 1934, the Registrant has duly caused this report to be signed

on its behalf by the undersigned, thereunto duly authorized.

Star New Media Group Holdings Limited

Executive Officer

Executive Officer)

to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf

of the registrant and in the capacities and on the dates indicated.

Executive Officer and Chairman

Executive Officer)

Financial Officer

Financial and Accounting Officer)

Ming Shu Leung

STAR NEW MEDIA GROUP HOLDINGS LIMITED

KNOWN AS TKK SYMPHONY ACQUISITION CORPORATION)

TO FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm

Balance Sheet

Statement of Operations

Statement of Changes in Shareholders’

Statement of Cash Flows

Notes to Financial Statements

of Independent Registered Public Accounting Firms

of Operations

of Changes in Shareholders’

of Cash Flows

to Financial Statements

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

the Shareholders and the Board of Directors of

TKK Symphony Acquisition Corporation

Star New Media Group Holdings Limited

on the Financial Statements

have audited the accompanying balance sheet of Glory Star New Media Group Holdings Limited (Formerly “TKK Symphony Acquisition

Corporation”) (the “Company”) as of December 31, 2019, and the related statement of operations, changes in shareholders’

equity, and cash flows for the year ended December 31, 2019, and the related notes (collectively referred to as the “financial

statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position

of the Company as of December 31, 2019, and the results of its operations and its cash flows for the year ended December 31, 2019,

in conformity with accounting principles generally accepted in the United States of America.

financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on

the Company’s financial statements based on our audit.

We are a public accounting firm registered with the Public Company

Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company

in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission

and the PCAOB.

conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit

to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error

The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial

As part of our audit we are required to obtain an understanding of internal control over financial reporting, but not

for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.

Accordingly, we express no such opinion.

audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to

error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence

regarding the amounts and disclosures in the financial statements.

Our audit also included evaluating the accounting principles

used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement.

We believe that our audit provides a reasonable basis for our opinion.

have served as the Company’s auditor since 2020.

York, New York

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

the Shareholders and the Board of Directors of

Symphony Acquisition Corporation

on the Financial Statements

have audited the accompanying balance sheet of TKK Symphony Acquisition Corporation (the “Company”) as of December

27 unchanged sentences

We believe that our audit provides a reasonable basis for our opinion.

have served as the Company’s auditor since 2018.

SYMPHONY ACQUISITION CORPORATION

We served as the Company's auditor from

2018 to 2020.

STAR NEW MEDIA GROUP HOLDINGS LIMITED

KNOWN AS TKK SYMPHONY ACQUISITION CORPORATION)

Current Assets

3 unchanged sentences

$ 257,597,889

$ 252,412,991

LIABILITIES AND SHAREHOLDERS’

Current Liabilities –

Current Liabilities

Accounts payable and accrued expenses

Advances from relate party

Total Current Liabilities

Ordinary shares subject to possible redemption, 24,553,676 shares at redemption value at December 31, 2018

Convertible promissory note –

related party

Total Liabilities

Ordinary shares subject to possible redemption, 24,335,130 and 24,553,676 shares at redemption value of $10.30 and $10.08 per share at December 31, 2019 and 2018, respectively

Shareholders’

4 unchanged sentences

200,000,000 shares authorized;

6,896,324 shares issued and outstanding (excluding 24,553,676 shares subject to possible redemption) at December 31, 2018

7,114,870 and 6,896,324 shares issued and outstanding (excluding 24,335,130 and 24,553,676 shares subject to possible redemption) at December 31, 2019 and 2018, respectively

Additional paid-in capital

3 unchanged sentences

$ 257,597,889

$ 252,412,991

accompanying notes are an integral part of the financial statements.

SYMPHONY ACQUISITION CORPORATION

STAR NEW MEDIA GROUP HOLDINGS LIMITED

KNOWN AS TKK SYMPHONY ACQUISITION CORPORATION)

OF OPERATIONS

THE PERIOD FROM FEBRUARY 5, 2018 (INCEPTION) THROUGH DECEMBER 31, 2018

For the Period

from February 5, 2018

Operating costs

Loss from operations

Other income (loss):

Other income:

Interest income on marketable securities held in Trust Account

Unrealized loss on marketable securities held in Trust Account

Unrealized gain (loss) on marketable securities held in Trust Account

Other income, net

Weighted average shares outstanding, basic and diluted (1)

Basic and diluted net loss per ordinary share (2)

an aggregate of up to 24,553,676 shares subject to redemption at December 31, 2018.

loss per ordinary share –

basic and diluted excludes income attributable to ordinary shares subject to possible redemption

of $1,852,344 for the period from February 5, 2018 (inception) through December 31, 2018.

Basic and diluted adjusted net loss per ordinary share (2)

an aggregate of up to 24,335,130 and 24,553,676 shares subject to possible redemption at December 31, 2019 and 2018, respectively.

net loss per ordinary share –

basic and diluted excludes income attributable to ordinary shares subject to possible

redemption of $5,480,208 and $1,852,344 for the year ended December 31, 2019 and for the period from February 5, 2018 (inception)

through December 31, 2018, respectively.

accompanying notes are an integral part of the financial statements.

SYMPHONY ACQUISITION CORPORATION

STAR NEW MEDIA GROUP HOLDINGS LIMITED

KNOWN AS TKK SYMPHONY ACQUISITION CORPORATION)

OF CHANGES IN SHAREHOLDERS’

THE PERIOD FROM FEBRUARY 5, 2018 (INCEPTION) THROUGH DECEMBER 31, 2018

Ordinary Shares

3 unchanged sentences

Founder Shares issued to Sponsor

Share subscription received from issuance of Founder Shares to Sponsor

Sale of 25,000,000 Units, net of underwriting discounts and offering expenses

8 unchanged sentences

December 31, 2018

Change in value of ordinary shares subject to possible redemption

Balance –

December 31, 2019

accompanying notes are an integral part of the financial statements.

SYMPHONY ACQUISITION CORPORATION

STAR NEW MEDIA GROUP HOLDINGS LIMITED

KNOWN AS TKK SYMPHONY ACQUISITION CORPORATION)

OF CASH FLOWS

THE PERIOD FROM FEBRUARY 5, 2018 (INCEPTION) THROUGH DECEMBER 31, 2018

from February 5, 2018

Cash flows from operating activities:

1 unchanged sentence

Interest earned on securities held in Trust Account

Unrealized loss on securities held in Trust Account

Unrealized (gain) loss on securities held in Trust Account

Changes in operating assets and liabilities:

15 unchanged sentences

related party

Proceeds from convertible promissory note –

related party

Repayment of promissory note –

3 unchanged sentences

Net change in cash

Cash at beginning of period

Cash at ending of period

Cash at beginning of year

Cash at end of year

Non-cash investing and financing activities:

2 unchanged sentences

Change in value of ordinary shares subject to possible redemption

Conversion of advances from related party to convertible promissory note

accompanying notes are an integral part of the financial statements.

TKK SYMPHONY ACQUISITION CORPORATION

GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED

(FORMERLY KNOWN AS TKK SYMPHONY ACQUISITION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS

Symphony Acquisition Corporation (the “Company”) is a blank check company incorporated in the Cayman Islands on February

The Company was formed for the purpose of entering into a merger, share exchange, asset acquisition, share purchase,

recapitalization, reorganization or other similar business combination with one or more businesses or entities (a “Business

Combination”).

The Company is not limited to a particular industry or geographic region for purposes of consummating a Business

However, the Company believes it is particularly well-positioned to capitalize on growing opportunities created by

consumer/lifestyle assets that may have particular application for the People’s Republic of China market.

December 31, 2018, the Company had not yet commenced any operations.

All activity through December 31, 2018 relates to the Company’s

formation, its initial public offering (“Initial Public Offering”), which is described below, and identifying a target

company for a Business Combination.

Star New Media Group Holdings Limited (“GS Holdings”, or the “Company”) was a blank check company incorporated

in the Cayman Islands on February 5, 2018 under the name TKK Symphony Acquisition Corporation.

The Company was formed for the

purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other

similar business combination with one or more businesses or entities (a “Business Combination”).

On February 14, 2020, the Company consummated

the transaction (the “Business Combination”) contemplated by the Share Exchange Agreement dated as of September 6,

2019, as amended ( “Share Exchange Agreement”), by and among the Company, Glory Star New Media Group Limited, a Cayman

Islands exempted company (“Glory Star”), Glory Star New Media (Beijing) Technology Co., Ltd., a wholly foreign-owned

enterprise limited liability company (“WFOE”) incorporated in the People’s Republic of China (“PRC”)

and indirectly wholly-owned by Glory Star, Xing Cui Can International Media (Beijing) Co., Ltd., a limited liability company incorporated

in the PRC (“Xing Cui Can”), Horgos Glory Star Media Co,.

Ltd., a limited liability company incorporated in the PRC

(“Horgos”), each of Glory Star’s shareholders (collectively, the “Sellers”), TKK Symphony Sponsor

1, the Company’s sponsor (the “Sponsor”), in the capacity as the representative from and after the closing of

the Business Combination for the Company’s shareholders other than the Sellers, and Bing Zhang, in the capacity as the representative

for the Sellers thereunder, pursuant to which the Company acquired 100% of the equity interests of Glory Star from the Sellers.

As a result of the Business Combination, Sellers became the controlling shareholders of the Company.

The Business Combination was

accounted for as a reverse merger, wherein Glory Star is considered the acquirer for accounting and financial reporting purposes.

closing of the Business Combination (the “Closing”), the Company acquired all of the issued and outstanding securities

of Glory Star in exchange for (i) 41,204,025 of the Company’s ordinary shares (“Closing Payment Shares”), or

one ordinary share for approximately 0.04854 outstanding shares of Glory Star, of which 2,060,201 of the Closing Payment Shares

(the “Escrow Shares”) shall be deposited into escrow to secure certain indemnification obligations of the Sellers,

plus (ii) earnout payments consisting of up to an additional 5,000,000 of the Company’s ordinary shares if the Company meet

certain financial performance targets for the 2019 fiscal year and an additional 5,000,000 of the Company’s ordinary shares

if the Company meet certain financial performance targets for the 2020 fiscal year (the “Earnout Shares”).

event that a financial performance target is not met for the 2019 fiscal year and/or 2020 fiscal year but the Company meet certain

financial performance targets for the 2019 fiscal year and 2020 fiscal year combined, the Sellers will be entitled to receive

any Earnout Shares that they otherwise did not receive (the “Alternative Earnout”).

connection with the Business Combination, the Company initiated a tender offer to purchase for cash up to 25,000,000 of its ordinary

shares at a price of $10.28 per share and a contingent cash payment equal to a pro rata portion of any additional accrued interest

remaining in TKK’s Company’s trust account in excess of $10.28 per share, net to the seller in cash, without interest,

less any applicable withholding taxes (“Tender Offer”).

The Tender Offer expired at 5:00 p.m.

New York City time on

February 13, 2020.

As of the expiration of the Tender Offer, a total of 24,986,159 ordinary shares have been validly tendered

and not withdrawn and at the final price of approximately $10.31 per share, net to the seller in cash.

Upon the expiration of

the Tender Offer and the closing of the Business Combination, the total amount of funds in the Company’s trust account of

$257,863,157 were released and distributed as follows:

(1) $257,720,393 for the repurchase of 24,986,156 ordinary shares to shareholders

who elected tender their ordinary shares, and (2) $142,764 for the payment of fees and expenses related to the Business Combination.

giving effect to the Business Combination and the issuance of the Closing Payment Shares described above, there are 49,767,866

of the Company’s ordinary shares issued and outstanding.

activity from inception through December 31, 2019 relates to the Company’s formation, its initial public offering (“Initial

Public Offering”), which is described below, identifying a target company for a Business Combination and the acquisition

of Glory Star (see Note 6).

registration statements for the Company’s Initial Public Offering were declared effective on August 15, 2018.

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Combination or (ii) the distribution of the Trust Account, as described below.

GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED

(FORMERLY KNOWN AS TKK SYMPHONY ACQUISITION

NOTES TO FINANCIAL STATEMENTS

August 22, 2018, in connection with the underwriters’

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the sale of an additional 3,000,000 Units at $10.00 per Unit and the sale of an additional 1,200,000 Private Placement Warrants

$0.50 per Private Placement Warrants, generating total gross proceeds of $30,600,000.

at $0.50 per Private Placement Warrants, generating total gross proceeds of $30,600,000.

A total of $30,000,000 of the net proceeds

3 unchanged sentences

2019, $34,527 of cash was held outside of the Trust Account and is available for working capital purposes.

Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public

Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied

generally toward consummating a Business Combination.

The Company’s initial Business Combination must be with one or more

target businesses that together have a fair market value equal to at least 80% of the balance in the Trust Account (excluding

taxes payable on income earned on the Trust Account) at the time of the signing of an agreement to enter into a Business Combination.

The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of

the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not

to be required to register as an investment company under the Investment Company Act.

There is no assurance that the Company will

be able to successfully effect a Business Combination.

Company will provide its shareholders with the opportunity to redeem all or a portion of their Public Shares upon the completion

of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii)

by means of a tender offer.

The decision as to whether the Company will seek shareholder approval of a Business Combination or

conduct a tender offer will be made by the Company, solely in its discretion.

The shareholders will be entitled to redeem their

Public Shares for a pro rata portion of the amount then on deposit in the Trust Account ($10.00 per share, plus any pro rata interest

earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations).

Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation

of a Business Combination and, if the Company seeks shareholder approval, a majority of the outstanding shares voted are voted

in favor of the Business Combination.

If a shareholder vote is not required and the Company does not decide to hold a shareholder

vote for business or other legal reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association,

offer such redemption pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file

tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior

to completing a Business Combination.

TKK SYMPHONY ACQUISITION CORPORATION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

Symphony Sponsor 1 (the “Sponsor”) and the other initial shareholders (collectively, the “initial shareholders”)

have agreed (a) to vote their Founder Shares (as defined in Note 5), and any Public Shares purchased during or after the Initial

Public Offering in favor of a Business Combination;

(b) not to propose, or vote in favor of, an amendment to the Company’s

Amended and Restated Memorandum and Articles of Association with respect to the Company’s pre-Business Combination activities

prior to the consummation of a Business Combination unless the Company provides dissenting public shareholders with the opportunity

to redeem their Public Shares in conjunction with any such amendment;

for any Founder Shares in connection with an extension of the period of time for the Company to consummate a Business Combination,

as described in the following paragraph;

(d) not to convert any Founder Shares (as well as any Public Shares purchased during

or after the Initial Public Offering) into the right to receive cash from the Trust Account in connection with a shareholder vote

to approve a Business Combination (or sell any shares in a tender offer in connection with a Business Combination if the Company

does not seek shareholder approval in connection therewith) or a vote to amend the provisions of the Amended and Restated Memorandum

and Articles of Association relating to shareholders’

rights or pre-Business Combination activity and (e) that the Founder

Shares shall not participate in any liquidating distributions upon winding up if a Business Combination is not consummated.

the initial shareholders will be entitled to liquidating distributions from the Trust Account with respect to any Public Shares

purchased during or after the Initial Public Offering if the Company fails to complete its Business Combination.

Company will have until February 20, 2020 to consummate a Business Combination.

However, if the Company anticipates that it may

not be able to consummate a Business Combination by February 20, 2020, the Company may, by resolution of the Company’s Board

of Directors, extend the period of time to consummate a Business Combination for no more than four months (the “Combination

Period”).

In order to extend the time available for the Company to consummate a Business Combination, the Company must issue

to the holders of record of its Public Shares on February 20, 2020 one warrant to purchase one-half of one ordinary per share

for an aggregate of up to 25,000,000 warrants.

the Company is unable to complete a Business Combination within the Combination Period, it will trigger the automatic winding

up, dissolution and liquidation pursuant to the terms of the Company’s Amended and Restated Memorandum and Articles of Association.

If the Company is forced to liquidate, the amount in the Trust Account (less the aggregate nominal par value of the shares of

the Company’s public shareholders) under the Companies Law (2018 Revision) of the Cayman Islands (the “Companies Law”)

will be treated as share premium which is distributable under the Companies Law provided that immediately following the date on

which the proposed distribution is proposed to be made, the Company is able to pay the debts as they fall due in the ordinary

course of business.

If the Company is forced to liquidate the Trust Account, the public shareholders would be distributed the

amount in the Trust Account calculated as of the date that is two days prior to the distribution (including any accrued interest,

net of taxes payable).

order to protect the amounts held in the Trust Account, TKK Capital Holding, an affiliate of the Sponsor, has agreed to be liable

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monies held in the Trust Account.

Company has principally financed its operations from inception using proceeds from the sale of its equity securities to its shareholders

prior to the Initial Public Offering and such amount of proceeds from the Initial Public Offering that were placed in an account

outside of the Trust Account for working capital purposes.

As of December 31, 2018, the Company had $406,994 in its operating

bank accounts, $251,886,105 in securities held in the Trust Account to be used for a Business Combination or to repurchase or

redeem its ordinary shares in connection therewith and working capital of $503,096.

In February 2019, the Sponsor committed to

provide an aggregate of $300,000 in loans to the Company.

The loans, as well as any future loans that may be made by the Company’s

Sponsor (or its affiliates), will be evidenced by notes and would either be repaid upon the consummation of a Business Combination

or up to $1,000,000 of the notes may be converted into warrants.

Based on the foregoing, the Company believes it will have sufficient

cash to meet its needs for the next twelve months following the date from when the financial statements are issued.

TKK SYMPHONY ACQUISITION CORPORATION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

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dollars in conformity with accounting principles generally accepted in

the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC.

the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission

(the “SEC”).

Growth Company

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standards used.

GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED

(FORMERLY KNOWN AS TKK SYMPHONY ACQUISITION

NOTES TO FINANCIAL STATEMENTS

preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect

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Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.

The Company did not have any cash equivalents as of December 31, 2018.

The Company did not have any cash equivalents as of December 31, 2019 and 2018.

Securities Held in Trust Account

December 31, 2018, the assets held in the Trust Account were substantially held in U.S.

December 31, 2019 and 2018, the assets held in the Trust Account were substantially held in U.S.

Treasury Bills.

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rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events.

Accordingly, at December 31, 2018, ordinary shares subject to possible redemption are presented at redemption value as temporary

equity, outside of the shareholders’

equity section of the Company’s balance sheet.

TKK SYMPHONY ACQUISITION CORPORATION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

Accordingly, ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of

the shareholders’

equity section of the Company’s balance sheets.

Company complies with the accounting and reporting requirements of ASC 740, “Income Taxes,”

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as income tax expense.

As of December 31, 2018, there were no unrecognized tax benefits and no amounts accrued for interest and

The Company is currently not aware of any issues under review that could result in significant payments, accruals or

material deviation from its position.

As of December 31, 2019 and 2018, there were no unrecognized tax benefits and no amounts accrued for interest

and penalties.

The Company is currently not aware of any issues under review that could result in significant payments, accruals

or material deviation from its position.

Company is considered an exempted Cayman Islands company and is presently not subject to income taxes or income tax filing requirements

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As such, the Company’s tax provision is zero for the period presented.

Loss per Ordinary Share

loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the

Net Loss per Ordinary Share

net loss per ordinary share is computed by dividing adjusted net loss by the weighted average number of ordinary shares outstanding

for the period.

The Company applies the two-class method in calculating earnings per share.

Ordinary shares subject to possible redemption

at December 31, 2018, which are not currently redeemable and are not redeemable at fair value, have been excluded from the calculation

of basic loss per share since such shares, if redeemed, only participate in their pro rata share of the Trust Account earnings.

The Company has not considered the effect of (1) warrants sold in the Public Offering and private placement to purchase 19,000,000

ordinary shares and (2) rights sold in the Initial Public Offering that convert into 2,500,000 ordinary shares in the calculation

of diluted loss per share, since the exercise of the warrants and the conversion of the rights into ordinary shares are contingent

upon the occurrence of future events.

As a result, diluted loss per ordinary share is the same as basic loss per ordinary share

for the periods.

Ordinary shares subject to possible

redemption at December 31, 2019 and 2018, which are not currently redeemable and are not redeemable at fair value, have been excluded

from the calculation of basic adjusted net loss per share since such shares, if redeemed, only participate in their pro rata share

of the Trust Account earnings.

The Company has not considered the effect of (1) warrants sold in the Public Offering and private

placement to purchase 19,000,000 ordinary shares and (2) rights sold in the Initial Public Offering that convert into 2,500,000

ordinary shares in the calculation of diluted adjusted net loss per ordinary share, since the exercise of the warrants and the

conversion of the rights into ordinary shares are contingent upon the occurrence of future events.

As a result, diluted adjusted

net loss per ordinary share is the same as basic adjusted net loss per ordinary share for the periods presented.

GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED

(FORMERLY KNOWN AS TKK SYMPHONY ACQUISITION

NOTES TO FINANCIAL STATEMENTS

Reconciliation

of Net Loss per Ordinary Share

of Adjusted Net Loss per Ordinary Share

Company’s net income is adjusted for the portion of income that is attributable to ordinary shares subject to possible redemption,

as these shares only participate in the income of the Trust Account and not the losses of the Company.

Accordingly, basic and

diluted loss per ordinary share is calculated as follows:

For the Period from February 5, 2018 (Inception)

as these shares only participate in the earnings of the Trust Account and not the income or losses of the Company.

basic and diluted adjusted net loss per ordinary share is calculated as follows:

Year Ended December 31,

2018 (Inception)

Income attributable to ordinary shares subject to possible redemption

Adjusted net loss

$ (2,201,930 )

Weighted average shares outstanding, basic and diluted

Basic and diluted net loss per ordinary share

Basic and diluted adjusted net loss per ordinary share

Concentration

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which, at times may exceed the Federal depository insurance coverage of $250,000.

At December 31, 2018, the Company had not experienced

losses on this account and management believes the Company is not exposed to significant risks on such account.

TKK SYMPHONY ACQUISITION CORPORATION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

At December 31, 2019 and 2018, the Company had

not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.

Value of Financial Instruments

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(“ASC 820”), approximates the carrying amounts represented in the accompanying

balance sheet, primarily due to their short-term nature.

balance sheets, primarily due to their short-term nature.

Accounting Pronouncements

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(see Note 7).

GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED

(FORMERLY KNOWN AS TKK SYMPHONY ACQUISITION

NOTES TO FINANCIAL STATEMENTS

PRIVATE PLACEMENT

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of one ordinary share at an exercise price of $11.50 per whole share (see Note 5).

The proceeds from of the Private Placement

Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account.

If the Company does not complete

a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used

to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants

will expire worthless.

There will be no redemption rights or liquidating distributions from the Trust Account with respect to

the Private Placement Warrants.

Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except

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shareholders having the right to exchange their ordinary shares for cash, securities or other property.

TKK SYMPHONY ACQUISITION CORPORATION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

Related Party

5 unchanged sentences

from Related Party

Capital Holding advanced the Company an aggregate of $140,237 to be used for the payment of costs related to the Initial Public

The advance is unsecured, non-interest bearing and due on demand.

The advances were repaid in full in August 2018.

April to July 2018, TKK Capital Holding advanced the Company an aggregate of $140,237 to be used for the payment of costs related

to the Initial Public Offering.

The advance was unsecured, non-interest bearing and due on demand.

The advances were repaid in

full in August 2018.

November and December 2019, TKK Capital Holding advanced the Company an aggregate of $250,000 to be used for working capital purposes

and for the payment of transaction costs in connection with a Business Combination.

The advances are unsecured, non-interest bearing

and due on demand.

As of December 31, 2019, there was $250,000 of advances outstanding.

September 6, 2019, the Company issued the Sponsor an unsecured promissory note in a principal amount of up to $1,100,000 (the

“Sponsor Note”) for working capital loans (“Working Capital Loans”) made or to be made by the Sponsor,

pursuant to which $350,000 of previously provided advances were converted into loans under the Sponsor Note.

The Note bore no

interest and was due on the earlier of (i) the consummation of a Business Combination or (ii) the liquidation of the Company.

Up to $1,000,000 of the loans under the Sponsor Note could be converted into warrants, each warrant entitling the holders to receive

one half of one ordinary share, at $0.50 per warrant.

In September and October 2019, the Company received an additional $750,000

under the Sponsor Note, bringing the total outstanding balance due under the Sponsor Note as of December 31, 2019 to an aggregate

of $1,100,000.

GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED

(FORMERLY KNOWN AS TKK SYMPHONY ACQUISITION

NOTES TO FINANCIAL STATEMENTS

February 14, 2020, the Company entered into an amended and restated promissory note with the Sponsor (the “Amended Sponsor

Note”) to extend the maturity date from the closing of the Business Combination to a date that is one year from the closing

of the Business Combination.

In addition, under the Amended Sponsor Note, the Company granted the Sponsor the right to convert

the current outstanding balance of $1.4 million under the Amended Sponsor Note to the Company’s ordinary shares at the conversion

price equal to the volume-weighted average price of the Company’s ordinary shares on Nasdaq or such other securities exchange

or securities market on which the Company’s ordinary shares are then listed or quoted, for the ten trading days prior to

such conversion date;

provided, however, the conversion price shall not be less than $5.00.

The Amended Sponsor Note automatically

converts into the Company’s ordinary shares on the maturity date.

Administrative

Services Agreement

Company entered into an agreement, commencing on August 15, 2018 through the earlier of the consummation of a Business Combination

or the Company’s liquidation, to pay an affiliate of the Company’s Chief Executive Officer a monthly fee of $15,000

for general and administrative services, including office space, utilities and administrative services, which replaced the Company’s

prior arrangement of reimbursing the Sponsor for its office lease.

For the period from February 5, 2018 (inception) through December

31, 2018, the Company incurred $67,500 in fees for these services, of which $7,500 is included in accounts payable and accrued

expenses in the accompanying balance sheet.

order to finance transaction costs in connection with a Business Combination, the initial shareholders, the Company’s officers

and directors or their affiliates may, but are not obligated to, loan the Company funds from time to time or at any time, as may

be required (“Working Capital Loans”).

Each Working Capital Loan would be evidenced by a promissory note.

Capital Loans would either be paid upon consummation of a Business Combination, without interest, or, at the lender’s discretion,

up to $1,000,000 of the Working Capital Loans may be converted into warrants at a price of $0.50 per warrant.

The warrants would

be identical to the Private Placement Warrants.

In the event that a Business Combination does not close, the Company may use a

portion of the proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account

would be used to repay the Working Capital Loans.

February 2019, the Sponsor committed to provide an aggregate of $300,000 in loans to the Company (see Note 10).

The loans, as

well as any future loans that may be made by the Sponsor (or its affiliates), will be evidenced by notes and would either be repaid

upon the consummation of a Business Combination or up to $1,000,000 of the notes may be converted into warrants at a price of

$0.50 per warrant at the option of the lender.

As of December 31, 2018, there were no amounts outstanding under the loans.

The Company entered into an agreement, commencing

on August 15, 2018 through the earlier of the consummation of a Business Combination or the Company’s liquidation, to pay

an affiliate of TKK’s Chief Executive Officer and Chairman a monthly fee of $15,000 for general and administrative services,

including office space, utilities and administrative services, which replaced the Company’s prior arrangement of reimbursing

the Sponsor for its office lease.

For the year ended December 31, 2019 and for the period from February 5, 2018 (inception) through

December 31, 2018, the Company incurred $180,000 and $67,500 in fees for these services, respectively of which $7,500 is included

in accounts payable and accrued expenses in the accompanying balance sheets at December 31, 2019 and 2018.

to a registration rights agreement entered into on August 15, 2018, the holders of the Founder Shares, Private Placement Warrants

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Combination Marketing Agreement

Company has engaged EarlyBirdCapital as an advisor in connection with a Business Combination to assist the Company in locating

target businesses, holding meetings with its shareholders to discuss a potential Business Combination and the target business’

attributes, introduce the Company to potential investors that are interested in purchasing securities, assist the Company in obtaining

shareholder approval for the Business Combination and assist the Company with its press releases and public filings in connection

with a Business Combination.

The Company will pay EarlyBirdCapital a cash fee equal to 3.5% of the gross proceeds of the Initial

Public Offering for such services upon the consummation of a Business Combination (exclusive of any applicable finders’

Company engaged EarlyBirdCapital as an advisor (the “Original Marketing Agreement”) in connection with a Business

Combination to assist the Company in locating target businesses, holding meetings with its shareholders to discuss a potential

Business Combination and the target business’

attributes, introduce the Company to potential investors that are interested

in purchasing securities, assist the Company in obtaining shareholder approval for the Business Combination and assist the Company

with its press releases and public filings in connection with a Business Combination.

The Company agreed to pay EarlyBirdCapital

a cash fee equal to $8,750,000 for such services upon the consummation of a Business Combination (exclusive of any applicable

finders’

fees which might become payable).

The Company will also pay EarlyBirdCapital a cash fee equal to 1.0% of the transaction value

if EarlyBirdCapital locates the target business with which the Company consummates a Business Combination.

TKK SYMPHONY ACQUISITION CORPORATION

The Company also agreed to pay EarlyBirdCapital a cash fee equal to 1.0% of the

transaction value if EarlyBirdCapital located the target business with which the Company consummated a Business Combination.

connection with the Business Combination, on February 14, 2020, the Company entered into a Business Combination Marketing Agreement

Fee Amendment (the “Fee Amendment”) with EarlyBirdCapital whereby EarlyBirdCapital agreed to amend the Original Marketing

Under the Fee Amendment, EarlyBirdCapital agreed to reduce its fee of $8.75 million due under the Original Agreement

and forgo reimbursement of expenses in exchange for a convertible promissory note in the amount of $4.0 million without interest

(“EBC Note”).

The EBC Note is for a period of one year and is convertible, at EarlyBirdCapital’s option, into

the Company’s ordinary shares at the conversion price equal to the volume-weighted average price of the Company’s

ordinary shares on Nasdaq or such other securities exchange or securities market on which the Company’s ordinary shares

are then listed or quoted, for the ten trading days prior to such conversion date;

provided, however, the conversion price shall

not be less than $5.00 (the “Floor Price”).

The EBC Note automatically converts into the Company’s ordinary

shares on the maturity date.

GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED

(FORMERLY KNOWN AS TKK SYMPHONY ACQUISITION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

EBC Note includes a covenant that the Company will use best efforts to register the shares issuable under the EBC Note pursuant

to a registration statement with the SEC as soon as practicable, and obtain effectiveness of such registration statement with

180 calendar days from the date of the EBC Note (“Effectiveness Deadline”).

In the event such registration statement

is not effective by the Effectiveness Deadline, the Floor Price shall automatically decrease to $4.00, and by one dollar ($1.00)

for every 30-day period thereafter;

provided, however, the Floor Price shall not be less than $1.00.

SHAREHOLDERS’

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such designation, rights and preferences as may be determined from time to time by the Company’s Board of Directors.

December 31, 2018, there were no preferred shares issued or outstanding.

December 31, 2019 and 2018, there were no preferred shares issued or outstanding.

Shares —

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of the ordinary shares are entitled to one vote for each share.

At December 31, 2018, there were 6,896,324 ordinary shares issued

and outstanding, excluding 24,553,676 ordinary shares to possible redemption.

At December 31, 2019 and 2018, there were 7,114,870 and 6,896,324

ordinary shares issued and outstanding, excluding 24,335,130 and 24,553,676 ordinary shares subject to possible redemption, respectively.

Public Warrants may only be exercised for a whole number of shares.

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any time while the Public Warrants are exercisable;

not less than 30 days’

no less than 30 days’

prior written notice of redemption to each Public Warrant holder;

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Accordingly, the warrants may expire worthless.

GLORY STAR NEW MEDIA GROUP HOLDINGS LIMITED

(FORMERLY KNOWN AS TKK SYMPHONY ACQUISITION

NOTES TO FINANCIAL STATEMENTS

Except in cases where the Company is not the surviving company in a Business Combination, each holder of a Public

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share consideration the holders of ordinary shares will receive in the transaction on an as-converted into ordinary shares basis.

TKK SYMPHONY ACQUISITION CORPORATION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

Company will not issue fractional shares in connection with an exchange of Public Rights.

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following table presents information about the Company’s assets that are measured at fair value on a recurring basis at

December 31, 2018, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair

December 31, 2019 and 2018, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such

Marketable securities held in Trust Account

$ 257,516,070

TKK SYMPHONY ACQUISITION CORPORATION

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2018

SELECTED QUARTERLY INFORMATION (UNAUDITED)

following table presents summarized unaudited quarterly financial data for each of the four quarters for the period from February

5, 2018 (inception) through December 31, 2018.

The data has been derived from the Company’s unaudited financial statements

that, in management’s opinion, include all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation

of such information when read in conjunction with the financial statements and notes thereto.

The results of operations for any

quarter are not necessarily indicative of the results of operations for any future period.

For the Period from February 5,

2018 (inception) through March 31,

Operating costs

Interest income

Unrealized gain (loss) on marketable securities

Net income (loss)

Basic and diluted loss per share

$ 251,886,105

SUBSEQUENT EVENTS

1 unchanged sentence

statements were issued.

Other than as described below, the Company did not identify any subsequent events that would have required

adjustment or disclosure in the financial statements.

February 2019, the Sponsor committed to provide $300,000 in loans to the Company.

EXHIBIT INDEX

Agreement, dated August 15, 2018, by and among the Company and the representatives of the several underwriters.

and Restated Memorandum and Articles of Association.

Unit Certificate.

Ordinary Share Certificate.

Right Certificate.

Warrant Certificate.

Agreement, dated August 15, 2018, by and between the Company and Continental Stock Transfer & Trust Company, as warrant

Agreement, dated August 15, 2018, by and between the Company and Continental Stock Transfer & Trust Company, as rights

Promissory Note,

dated March 31, 2018.

Management Trust Agreement, dated August 15, 2018, by and between the Company and Continental Stock Transfer & Trust Company,

Rights Agreement, dated August 15, 2018, by and among the Company, Symphony and the holders party thereto.

Escrow Agreement, dated August 15, 2018, by and among the Company, the holders party thereto and Continental Stock Transfer

& Trust Company, as escrow agent.

Securities Subscription

Agreement, dated March 31, 2018, by and between the Registrant and TKK Symphony Sponsor 1.

Subscription Agreement, dated August 15, 2018, by and between the Company and Giant Fortune International Limited.

Agreement, dated August 15, 2018, by and between the Company and the Sponsor.

Agreement, dated August 15, 2018, by and between the Company and TKK Capital Holding.

Agreement, dated August 15, 2018, by and among the Company, Sing Wang, Ian Lee, Ronald Issen, Joanne Ng, James Hemowitz, Stephen

Markschied, Zhe Zhang, Huang Po Wan and Tham Kit Wan.

Administrative

Services Agreement, dated August 15, 2018, by and between the Company and TKK Capital Holding.

of Indemnity Agreement.

Certification of the Principal Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a).*

Certification of the Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).*

Certification of the Principal Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C.

Certification of the Principal Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C.

Instance Document*

Taxonomy Extension Schema*

Taxonomy Calculation Linkbase*

Taxonomy Label Linkbase*

Definition Linkbase Document*

Filed herewith

Furnished herewith

Incorporated by reference to the Company’s Form 8-K, filed with the SEC on August 21, 2018.

Incorporated by reference to the Company’s Form S-1, filed with the SEC on July 30, 2018.

Incorporated by reference to the Company’s Form S-1/A, filed with the SEC on August 6, 2018.

Form 10-K Summary

Not applicable.

Pursuant to the requirements

of Section 13 or 15(d) of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf

by the undersigned, thereunto duly authorized.

March 11, 2019

TKK Symphony Acquisition Corporation

/s/ Sing Wang

Chief Executive Officer

(Principal Executive Officer)

Pursuant to the requirements

of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the registrant

and in the capacities and on the dates indicated.

/s/ Sing Wang

Chief Executive Officer and Chairman

March 11, 2019

(Principal Executive Officer)

Chief Financial Officer and Director

March 11, 2019

(Principal Financial and Accounting Officer)

/s/ Ronald Issen

Chief Investment Officer

March 11, 2019

/s/ Joanne Ng

Senior Director of Business Development

March 11, 2019

/s/ James Heimowitz

March 11, 2019

James Heimowitz

/s/ Stephen Markscheid

March 11, 2019

Stephen Markscheid

/s/ Zhe Zhang

March 11, 2019

Other than as described in these financial statements, the Company did not identify any subsequent events

that would have required adjustment or disclosure in the financial statements.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures