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Cactus Acquisition Corp. 1 Ltd.(CCTSU) - 2023 Q1 - Quarterly Report
2023-05-15 20:05
Financial Performance - The company reported net earnings of $1,067,000 for the three months ended March 31, 2023, compared to a net loss of $256,000 for the same period in 2022, indicating a significant turnaround [19][25]. - Basic and diluted earnings per Class A ordinary share for the period was $0.09, compared to a loss of $0.02 per share in the prior year [19]. - The Company recorded a net loss of $322,000 for the three months ended March 31, 2023, compared to a net loss of $268,000 for the same period in 2022 [60]. - The basic and diluted earnings per Class A ordinary share subject to possible redemption was $0.09 for the three months ended March 31, 2023 [60]. Assets and Liabilities - As of March 31, 2023, total current assets decreased to $311,000 from $518,000 as of December 31, 2022, representing a decline of approximately 40% [13][14]. - The company had total liabilities of $4,685,000 as of March 31, 2023, compared to $4,570,000 at the end of 2022, showing a slight increase of about 2.5% [16]. - The accumulated deficit increased to $4,374,000 as of March 31, 2023, from $4,052,000 at the end of 2022, indicating a rise of approximately 8% [17]. - Cash, cash equivalents, and cash held in a trust account at the end of the period totaled $132,400,000, up from $129,782,000 at the end of the same period last year, reflecting an increase of approximately 2% [26]. Initial Public Offering and Financing - The initial public offering raised a total of $126.5 million, with an additional $2.53 million invested by the sponsor to preserve a redemption value of $10.20 per share [33]. - The Company issued 12,650,000 units at an offering price of $10.00 per unit during its Initial Public Offering, with a total gross proceeds of $126,500,000 [47]. - The Company has broad discretion regarding the application of net proceeds from the public offering, primarily aimed at consummating an initial business combination [36]. - The Company drew down $250,000 from a $450,000 promissory note in May 2023 to finance operations and the extension of the business combination deadline [39][66]. Business Combination and Strategic Focus - The Company intends to focus its search for a business combination on Israeli technology-based life science businesses, indicating a strategic market focus [29]. - The Company extended the deadline for consummating an Initial Business Combination from May 2, 2023, to November 2, 2023, raising concerns about its ability to continue as a going concern [39]. - An extraordinary general meeting was held on April 20, 2023, where shareholders approved the Extension Amendment Proposal, extending the deadline for a business combination from May 2, 2023, to November 2, 2023 [69]. Shareholder Actions and Share Structure - Non-Redeeming Shareholders agreed not to redeem an aggregate of 2,000,000 Class A ordinary shares, with 2,464,528 Class A ordinary shares ultimately not redeemed, resulting in an additional 30,000 Class B ordinary shares due to them [70]. - A total of 10,185,471 Class A ordinary shares were redeemed during the Extension, leaving 2,464,529 Class A ordinary shares outstanding [72]. - As of March 31, 2023, the Company had 2,264,529 Class A ordinary shares outstanding after redeeming 10,185,471 shares [53]. - The Company has authorized up to 500,000,000 Class A ordinary shares, with 12,650,000 shares outstanding as of March 31, 2023 [52]. - Class B ordinary shares are convertible into Class A ordinary shares on a one-to-one basis, with 3,162,500 Class B shares outstanding as of March 31, 2023 [56]. - The Company has no Preference shares issued and outstanding as of March 31, 2023, from an authorized amount of 5,000,000 shares [57]. Trust Account and Investments - $106,733,855 was distributed from the Trust Account to shareholders who redeemed their shares [72]. - The net proceeds from the initial public offering are invested in U.S. government treasury bills or money market funds, minimizing exposure to interest rate risk [91]. - The Sponsor and the Company committed to contribute up to $240,000 to the Trust Account, with $40,000 due on or before May 2, 2023, and subsequent monthly contributions until November 2, 2023 [73]. Underwriting and Commissions - The Company paid an underwriting commission of $2,530,000, which is 2.0% of the gross proceeds from the Public Offering [51]. - The Company will pay a Deferred Underwriting Compensation of 3.5% ($4,428 thousand) of the gross proceeds of the Public Offering upon completion of the initial Business Combination [67]. - Interest earned on marketable securities held in the trust account was $1,389,000 for the three months ended March 31, 2023, a substantial increase from $12,000 in the same period last year [19].
Cactus Acquisition Corp. 1 Ltd.(CCTSU) - 2022 Q4 - Annual Report
2023-03-30 20:05
Financial Obligations and Risks - The company is incurring significant costs related to acquisition plans, with a commitment of $450,000 in working capital expected to be funded in April 2023[161]. - If the initial business combination is not completed due to insufficient funds, public shareholders may receive approximately $10.20 per share upon liquidation of the trust account[162]. - The trust account proceeds could be reduced if third parties bring claims against the company, potentially lowering the per-share redemption amount below $10.20[163]. - The company’s sponsor has agreed to be liable for claims that reduce the trust account funds below $10.20 per public share, but there is no guarantee of sufficient funds to satisfy these obligations[167]. - If the company is deemed an investment company under the Investment Company Act, it may face burdensome compliance requirements that could hinder the completion of the initial business combination[174]. - Changes in SEC rules affecting special purpose acquisition companies (SPACs) may adversely impact the company's ability to negotiate and complete its initial business combination[177]. - The company has not set aside funds to cover potential indemnity obligations from its sponsor, which may affect the funds available for initial business combinations and redemptions[167]. - The net proceeds from the initial public offering and the sale of private warrants were initially $130,142,000, which may be significantly reduced due to shareholder redemptions[193]. - The company may only complete one business combination with the proceeds from the initial public offering, leading to a lack of diversification that could negatively impact operations and profitability[192]. - The company may face challenges in completing a business combination if the target does not meet its general criteria, potentially leading to shareholder redemptions and difficulties in meeting closing conditions[189]. - If the company cannot complete its initial business combination within the required time frame, it may have to liquidate, resulting in shareholders receiving approximately $10.20 per share or less[226][227]. - The company may incur significant costs in investigating potential acquisition targets, which may not be recoverable if the acquisition does not proceed[227]. Business Strategy and Focus - The company is focused on technology-based healthcare businesses primarily in Israel but may pursue opportunities in various industries and locations[187]. - The company may pursue acquisition opportunities with early-stage or financially unstable businesses, which carry inherent risks due to limited historical financial data[197]. - The company is focusing on technology-based healthcare businesses with significant connections to Israel, but it may pursue targets in any industry or geographical region[221]. - The company plans to acquire a non-U.S. target, specifically an Israel-centered entity, which may expose it to foreign currency risks affecting revenue and expenses[237]. Regulatory and Compliance Challenges - The company may face challenges in completing its initial business combination due to compliance obligations under the Sarbanes-Oxley Act, which could require substantial financial and management resources[218]. - The company’s ability to pursue business combinations may be limited by regulatory review and approval requirements, particularly if the target company is based in the U.S. or has U.S. operations[220][223]. - The company is classified as an "emerging growth company" and a "smaller reporting company," which allows it to take advantage of certain exemptions from disclosure requirements, potentially making its securities less attractive to investors[213][214]. - The company may remain an emerging growth company for up to five years, unless the market value of its ordinary shares held by non-affiliates exceeds $700 million, which would result in the loss of this status[214]. - The company is not required to comply with the independent registered public accounting firm attestation requirement on its internal control over financial reporting as long as it remains an emerging growth company[219]. - The company may face additional risks associated with cross-border business combinations, including regulatory approvals and currency fluctuations[230]. - Economic, political, and social conditions in the country of operations could significantly impact the company's business and financial results following a business combination[236]. Shareholder and Management Dynamics - The company’s initial shareholders collectively own 20% of shares and may influence votes on amendments to governing documents, potentially facilitating business combinations against the wishes of other shareholders[207]. - Initial shareholders control 20% of the issued and outstanding ordinary shares and appoint all directors prior to the initial business combination[270]. - Key personnel from the target business may resign after the initial business combination, impacting operations and profitability[242]. - The company may not maintain control of the target business post-combination, raising concerns about new management's capabilities[243]. - Key personnel may negotiate employment agreements with the target business, which could create conflicts of interest[248]. Financial Instruments and Market Conditions - The company issued 12,650,000 units, including warrants to purchase 6,325,000 Class A ordinary shares at an exercise price of $11.50 per warrant[276]. - If the market value of Class A ordinary shares falls below $9.20, the exercise price of the warrants will be adjusted to 115% of the higher of the market value and the newly issued price[271]. - The company may redeem outstanding warrants at a price of $0.01 per warrant if the last reported sales price of Class A ordinary shares equals or exceeds $18.00 for any 20 trading days within a 30 trading-day period[273]. - The potential issuance of additional Class A ordinary shares upon exercise of warrants could make the company a less attractive acquisition vehicle[276]. - The company may face significant adverse consequences if Nasdaq delists its securities, including reduced liquidity and limited market quotations[266]. - The potential issuance of shares underlying various groups of warrants may significantly dilute the equity interest of investors in the initial public offering[299]. - The company may issue additional Class A ordinary shares or preference shares to complete the initial business combination, which could further dilute shareholder interests[301]. - The founders shares will convert into Class A ordinary shares on a one-for-one basis upon completion of the initial business combination, subject to adjustments[308]. - The company is authorized to issue up to 5,000,000 preference shares, par value $0.0001, which are available for issuance following the initial public offering[305]. - The existence of registration rights may complicate the initial business combination and potentially increase costs[299]. Insurance and Legal Considerations - The market for directors and officers liability insurance has become less favorable, potentially complicating the negotiation of an initial business combination[262]. - The company may need to purchase run-off insurance to protect directors and officers, which could add expenses and affect the ability to consummate a business combination[263]. - The company may face difficulties in protecting shareholder interests due to its incorporation under the laws of the Cayman Islands[279]. - The exclusive forum provision in the company's amended and restated memorandum and articles of association may limit shareholders' ability to bring claims in a judicial forum of their choosing[285]. - The company is subject to the federal securities laws of the United States, but the courts of the Cayman Islands may not recognize or enforce U.S. judgments[282]. Investment and Financial Management - The company has invested net proceeds from its initial public offering and private warrants in U.S. government treasury bills with a maturity of 185 days or less[350]. - The investments are also placed in money market funds that comply with Rule 2a-7 under the Investment Company Act, focusing on direct U.S. government treasury obligations[350]. - Due to the short-term nature of these investments, the company believes there will be no material exposure to interest rate risk[350].
Cactus Acquisition Corp. 1 Ltd.(CCTSU) - 2022 Q3 - Quarterly Report
2022-11-14 21:09
Financial Position - As of September 30, 2022, total assets amounted to $130.625 million, a slight increase from $130.615 million as of December 31, 2021[17] - Current assets decreased to $797 thousand from $1.308 million as of December 31, 2021, primarily due to a reduction in cash and cash equivalents[17] - The accumulated deficit increased to $3.741 million as of September 30, 2022, from $3.083 million at the end of 2021[17] - Cash held in the trust account increased to $129.802 million as of September 30, 2022, compared to $129.032 million as of December 31, 2021[17] - As of September 30, 2022, the company had approximately $464,000 in cash and $661,000 in working capital, down from $975,000 and $1,068,000 respectively as of December 31, 2021[72] Earnings and Income - The company reported a net earning of $403 thousand for the three months ended September 30, 2022, compared to a net loss of $20 thousand for the same period in 2021[19] - Interest income for the nine months ended September 30, 2022, was $770 thousand, with no interest income reported for the same period in 2021[19] - As of September 30, 2022, the Company reported a net loss attributable to Class A ordinary shareholders of $525 thousand for the nine months ended[62] - Basic and diluted earnings per Class A ordinary share for the nine months ended September 30, 2022, was $0.02[62] Initial Public Offering (IPO) - The initial public offering raised a total of $126.5 million, with an additional $2.53 million invested by the sponsor to preserve a redemption value of $10.20 per share[34] - The Company issued and sold 12,650,000 units at an offering price of $10.00 per unit, raising a total of $126,500 thousand in the Initial Public Offering[49] - The net proceeds from the initial public offering and private warrants totaled $130,142,000, with $129,030,000 deposited into a non-interest-bearing trust account[78] - The Company has authorized up to 500,000,000 Class A ordinary shares, of which 12,650,000 have been issued as part of the Public Offering[54] Business Combination Plans - The Company intends to focus on Israeli technology-based life science businesses for its initial business combination[30] - The Company has not yet reached a definitive agreement with a specific target company for an initial business combination[70] - The Company intends to utilize cash from the IPO proceeds, new financing, and potential debt financing to effectuate its initial business combination[70] - The Company has until May 2, 2023, to complete an Initial Business Combination, or it will face mandatory liquidation[40] Financial Liabilities and Costs - The Company has a deferred underwriting compensation liability of $4,428 thousand, payable upon completion of the Initial Business Combination[67] - The Company paid an underwriting commission of $2,530 thousand, which is 2.0% of the gross proceeds from the Public Offering[53] - The company is obligated to pay a deferred underwriting fee of $4,427,500 upon the consummation of its initial business combination transaction[85] - The company has a convertible promissory note allowing it to borrow up to $450 thousand from the Sponsor to finance costs related to its Business Combination[66] - The company has secured up to $450,000 in loans from its sponsor to fund potential working capital deficiencies leading up to the initial business combination[77] Operational Challenges - The company has not engaged in any revenue-generating operations to date and has only incurred expenses related to organizational activities and due diligence for potential business combinations[73] - The company expects to incur significant costs in pursuit of its acquisition plans and cannot assure the success of its initial business combination or related capital-raise[74] - The company anticipates needing additional financing to operate the combined company following the initial business combination, which may be challenging given the current market conditions[83] - The company has expressed substantial doubt about its ability to continue as a going concern if it cannot complete a business combination within 18 months of its initial public offering[95] Economic and Regulatory Environment - The company is facing adverse impacts from unfavorable macro-economic trends, including supply chain delays and rising shipping costs due to the ongoing geopolitical situation, which have contributed to global inflationary pressures[96] - High global inflation rates have prompted governments and central banks to raise interest rates, potentially inhibiting economic activity and access to capital markets, which may lead to a recession[96] - The company’s ability to consummate a potential business combination may be materially affected by these deteriorating economic conditions, impacting access to financing[97] - Changes in SEC rules regarding special purpose acquisition companies (SPACs) could increase the costs and time required to negotiate and complete an initial business combination[99] - Proposed SEC rules may impose additional compliance costs and constraints on the company’s ability to complete business combinations, affecting operational strategies[100] Miscellaneous - The company has incurred operating expenses of $648,000 following the IPO, leaving a cash balance of $464,000 as of September 30, 2022[78] - There are no off-balance sheet financing arrangements as of September 30, 2022, and the company does not participate in transactions that create relationships with unconsolidated entities[84] - The company’s IPO was declared effective on October 28, 2021, with no material change in the expected use of proceeds as described in the final prospectus[101]
Cactus Acquisition Corp. 1 Ltd.(CCTSU) - 2022 Q2 - Quarterly Report
2022-08-15 18:30
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40981 (Exact name of registrant as specified in its charter) | Cayman Islands | | N/A | | --- | --- | --- | | (State or other jurisdict ...
Cactus Acquisition Corp. 1 Ltd.(CCTSU) - 2022 Q1 - Quarterly Report
2022-05-16 20:34
Financial Performance - The company reported a net loss of $256,000 for the three months ended March 31, 2022, compared to an accumulated deficit of $3,083,000 as of December 31, 2021, representing an increase in the deficit of 8.3%[22][24] - The Company incurred a loss attributable to Class A ordinary shareholders of $215,000, resulting in a basic and diluted loss per Class A ordinary share of $0.02 for the three months ended March 31, 2022[60] - The company generated interest income of $12,000 during the three months ended March 31, 2022[22] Assets and Liabilities - Total current assets decreased from $1,308,000 as of December 31, 2021, to $1,071,000 as of March 31, 2022, a decline of approximately 18.1%[20] - Total liabilities decreased slightly from $4,668,000 as of December 31, 2021, to $4,617,000 as of March 31, 2022, a reduction of 1.1%[20] - Cash and cash equivalents at the end of the period were $738,000, down from $975,000 at the beginning of the period, a decrease of 24.3%[20][26] - As of March 31, 2022, the Company had $738,000 in cash and $882,000 in working capital, indicating limited liquidity[69] Business Operations and Strategy - The company intends to focus its search for a business combination on Israeli technology-based life science businesses[31] - The Company has not yet engaged in revenue-generating operations and only generates non-operating income from interest on funds held in its trust account[71] - The Company has not reached a definitive agreement with any target company for a business combination as of the reporting date[67] Initial Public Offering and Financing - The initial public offering raised a total of $126.5 million, with an additional $2.53 million invested by the sponsor to preserve a redemption value of $10.20 per share[35] - The Company issued and sold 12,650,000 units at an offering price of $10.00 per unit, raising a total of $126.5 million from the public offering[50][55] - The net proceeds from the IPO and private warrants amounted to $130,142,000, with $129,030,000 deposited into a non-interest-bearing trust account[75] - The Company has secured up to $450,000 in loans from its sponsor and affiliates to address potential working capital deficiencies prior to the initial business combination[74] Future Outlook and Concerns - The company has until May 2, 2023, to consummate an Initial Business Combination, raising substantial doubt about its ability to continue as a going concern[41] - The company faces substantial doubt about its ability to continue as a going concern if it cannot complete a business combination within 18 months of the IPO[90] - The ongoing COVID-19 pandemic and geopolitical tensions may adversely affect the company's ability to identify and complete a business combination[91][92] Costs and Expenses - The Company expects to incur significant costs related to being a public company and pursuing acquisition plans, which may impact its financial position[72] - The company anticipates liquidity requirements of approximately $700,000 for legal and due diligence expenses, $100,000 for regulatory fees, and $180,000 for administrative services[78] - The Company signed an administrative services agreement to pay the Sponsor $10,000 per month for office space and administrative expenses[62] Share Structure - The weighted average of Class A ordinary shares subject to possible redemption remained at 12,650,000 shares, with a basic and diluted loss per share of $0.02[22] - The Company is authorized to issue up to 500,000,000 Class A ordinary shares, with 12,650,000 shares already issued as part of the public offering[55] - The Company has issued 2,875,000 Class B ordinary shares, which are convertible into Class A ordinary shares on a one-to-one basis[57][58] Trust Account and Investments - Cash held in the trust account increased marginally from $129,032,000 to $129,044,000, reflecting a growth of 0.01%[20] - The trust account funds are invested in U.S. government treasury bills or money market funds, minimizing exposure to interest rate risk[83] Regulatory and Compliance - The SEC's proposed rules regarding SPACs may increase the costs and time required to complete the initial business combination[95] - The company does not expect any changes in its internal control over financial reporting that would materially affect its operations[86] - The company has filed certifications for both the Principal Executive Officer and Principal Financial Officer as required by the Sarbanes-Oxley Act of 2002[31.1][31.2] Report Authenticity - The report includes Inline XBRL Instance Document and various taxonomy extension documents for financial reporting[101.INS][101.SCH][101.CAL][101.DEF][101.LAB][101.PRE] - The signatures of the Chief Executive Officer and Chief Financial Officer are included, confirming the report's authenticity[107][108]
Cactus Acquisition Corp. 1 Ltd.(CCTSU) - 2021 Q4 - Annual Report
2022-03-31 20:06
Financial Commitments and Risks - The company is incurring significant costs related to acquisition plans, with a commitment of up to $450,000 in working capital from its sponsor and primary limited partners [127]. - If the initial business combination is not completed due to insufficient funds, public shareholders may receive approximately $10.20 per share upon liquidation, with potential for less [129]. - Claims by third parties could reduce the proceeds in the trust account, potentially lowering the per-share redemption amount below $10.20 [130]. - The company may need to raise additional financing from unaffiliated parties if the committed funding is insufficient for working capital [127]. - The net proceeds from the initial public offering and the sale of private warrants amount to approximately $130.14 million, with an additional $450,000 available from loans, but only about $975,000 is available for working capital and business combination pursuits as of December 31, 2021 [148]. - The company may face challenges in completing initial business combinations due to compliance with federal proxy rules requiring financial statement disclosures [163]. - Compliance with the Sarbanes-Oxley Act may increase the time and costs associated with acquisitions, particularly for target companies that may not meet internal control requirements [165]. - The market for the company's securities is currently limited, which could adversely affect liquidity and price [204]. - The company is newly formed with no operating history and no revenues, making it difficult to evaluate its ability to achieve business objectives [235]. Acquisition Strategy and Focus - The company may pursue acquisition opportunities across various industries, although it is focused on technology-based healthcare businesses with significant Israeli connections [145]. - The company may complete its initial business combination with a single target or multiple targets, but the lack of diversification could expose it to economic, competitive, and regulatory risks [149]. - The company may seek acquisition opportunities with early-stage or financially unstable businesses, which could involve significant risks due to limited historical financial data and competition [152]. - The company may pursue a business combination with a private company, which typically has limited public information, increasing the risk of acquiring a less profitable entity [153]. - The company may seek acquisition opportunities outside of its management's areas of expertise, which could pose risks to shareholders [180]. - Pursuing target companies outside the U.S. may introduce additional risks, including regulatory approvals and currency fluctuations [168]. Governance and Compliance - The company is not currently required to hold an annual general meeting until one year after its first fiscal year end following its Nasdaq listing [143]. - If deemed an investment company under the Investment Company Act, the company may face burdensome compliance requirements that could hinder its ability to complete a business combination [138]. - Amendments to the company's governing documents may be made with the approval of at least two-thirds of shareholders, potentially facilitating the completion of a business combination that some shareholders may not support [159]. - The company may amend the terms of its public warrants with the approval of a majority of the outstanding warrants, which could adversely affect holders of public warrants [161]. - Certain agreements related to the initial public offering may be amended without shareholder approval, which could impact the value of investments in the company's securities [162]. - The company currently complies with Nasdaq corporate governance requirements but may choose to utilize exemptions in the future [219]. - The existence of registration rights may complicate the completion of the initial business combination and affect market prices [224]. Shareholder Dynamics and Control - The company’s initial shareholders purchased 2,875,000 founders shares for a total of $25,000, which represents a significant investment prior to the initial public offering [187]. - Following a share dividend in October 2021, the total number of Class B ordinary shares outstanding increased to 3,162,500, held by the sponsor [187]. - The sponsor owns 20.0% of the issued and outstanding shares, which may influence decisions regarding business combinations [187]. - The company’s initial business combination must be completed within 18 months from the closing date of the initial public offering, or the founders shares will become worthless [188]. - The company’s initial shareholders control the appointment of the board of directors and hold substantial influence over shareholder votes, owning 20% of the ordinary shares [198]. - Key personnel from the target business may resign after the initial business combination, which could negatively affect operations [175]. - The success of the initial business combination is heavily dependent on the efforts of key personnel, whose departure could impact profitability [177]. Financial Instruments and Market Impact - The company issued 12,650,000 units, which included warrants to purchase 6,325,000 Class A ordinary shares at an exercise price of $11.50 per warrant [202]. - The company sold an aggregate of 4,866,667 private warrants at the same exercise price of $11.50 per share, which may affect the attractiveness of the company as an acquisition vehicle [202]. - The company may redeem outstanding warrants at a price of $0.01 per warrant if the Class A ordinary shares reach or exceed $18.00 for 20 trading days within a 30-day period [201]. - The exercise price of warrants may be adjusted if additional Class A ordinary shares are issued at a price below $9.20, complicating the completion of a business combination [200]. - The potential issuance of shares underlying various warrants may adversely affect the market price of Class A ordinary shares [224]. - The company has the ability to convert up to $1,500,000 in working capital loans into warrants at a price of $1.50 per warrant, which could further dilute existing shareholders [202]. - The company may issue additional Class A ordinary shares or preference shares to complete its initial business combination, which could significantly dilute existing shareholders [225]. Regulatory and Compliance Challenges - Changes in laws or regulations may adversely affect the company's ability to negotiate and complete its initial business combination [141]. - The company is subject to evolving laws and regulations, increasing general and administrative expenses and diverting management focus from revenue-generating activities to compliance [236]. - Compliance with new regulations may lead to ongoing uncertainty and additional costs related to disclosure and governance practices [237]. - The company may be classified as a passive foreign investment company (PFIC), which could result in adverse tax consequences for U.S. investors [233]. - The company has the option to reincorporate or merge in another jurisdiction, which may impose taxes on shareholders [234]. Post-Combination Considerations - Post-combination, the company may need to take write-downs or incur impairment charges that could adversely affect financial condition and share price [173]. - The management of the target business may not possess the necessary skills to operate a public company, potentially impacting operations and profitability [174]. - The company may not maintain control of the target business post-combination, leading to potential management challenges [176]. - After the initial business combination, a majority of the company's directors and officers may reside outside the United States, complicating enforcement of legal rights for U.S. investors [216].
Cactus Acquisition Corp. 1 Ltd.(CCTSU) - 2021 Q3 - Quarterly Report
2021-12-16 18:01
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40981 CACTUS ACQUISITION CORP. 1 LIMITED (Exact name of registrant as specified in its charter) | Cayman Islands | N/A | | --- | - ...