Cartica Acquisition Corp(CITEU)
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Cartica Acquisition Corp(CITEU) - 2023 Q1 - Quarterly Report
2023-05-15 21:14
Financial Performance - For the three months ended March 31, 2023, the company reported a net income of $2,064,273, primarily from interest income of $2,559,463 on marketable securities[116]. - The company incurred operating and formation costs of $495,190 during the same period, impacting net income[116]. - The company incurred $155,000 in fees for administrative support services for the three months ended March 31, 2023[127]. - The company has not generated any operating revenues to date and does not expect to until after completing a business combination[115]. Cash and Securities - As of March 31, 2023, the company had cash and marketable securities in the Trust Account totaling $242,673,094, including $5,773,094 of interest income[121]. - As of March 31, 2023, the company had cash of $769,508 available for operational activities and identifying target businesses[122]. - The company has no outstanding borrowings under Working Capital Loans as of March 31, 2023[123]. Business Combination - The company has until July 7, 2023, to complete a business combination, with a potential extension period available[114]. - If a business combination is not completed by the deadline, the company will liquidate and redeem public shares at a price equal to the amount in the Trust Account[114]. Shareholder Equity - As of March 31, 2023, the company had 27,400,000 warrants issued and outstanding[134]. - The company accounts for ordinary shares subject to possible redemption as temporary equity, reflecting uncertain future events[134]. - The company applies the two-class method for calculating net income per ordinary share, excluding accretion associated with redeemable shares[135]. Tax Implications - The company may be subject to a 1% U.S. federal excise tax on redemptions of common stock in connection with an initial Business Combination[147]. - The Inflation Reduction Act of 2022 imposes a 1% excise tax on stock repurchases, applicable from 2023 onwards[148]. - The company, incorporated as a Cayman Islands exempted company, is not expected to be subject to the excise tax for redemptions of Class A ordinary shares[149]. - The extent of the excise tax incurred will depend on various factors, including the fair market value of redeemed stock[150]. - The imposition of the excise tax could reduce cash available for redemptions or contributions to the target business in an initial Business Combination[150]. Regulatory and Reporting Status - The company is classified as an "emerging growth company," allowing it to take advantage of certain reporting exemptions[138]. - The adoption of ASU 2020-06, effective after December 15, 2023, is not expected to impact the company's financial position or results[136]. IPO Details - The company completed its IPO on January 7, 2022, raising gross proceeds of $230.0 million from the sale of 23,000,000 units at $10.00 per unit[110].
Cartica Acquisition Corp(CITEU) - 2022 Q4 - Annual Report
2023-03-31 21:20
IPO and Financial Proceeds - The company completed its initial public offering on January 7, 2022, selling 23,000,000 units at a price of $10.00 per unit, generating gross proceeds of $230,000,000[13]. - A total of $236,900,000 was placed in the trust account, which includes $225,400,000 from the IPO proceeds and $11,500,000 from the private placement warrants[15]. - The company has raised an additional $15,900,000 from the private sale of 15,900,000 warrants at a price of $1.00 per warrant[14]. - The company has approximately $228.85 million available for a business combination, including $236.9 million from the initial public offering after accounting for $8.05 million in deferred underwriting commissions[59]. - The initial amount deposited in the trust account was $10.30 per public share[83]. Business Strategy and Focus - The business strategy focuses on identifying technology firms in India that can benefit from access to U.S. capital markets for growth and international expansion[12]. - The focus on Indian technology firms is driven by the extensive investment opportunities available in the region[18]. - The company aims to focus on acquiring innovative technology-based businesses with robust unit economics and healthy gross margins[29][30]. - Target business combination partners are expected to have a valuation of approximately $1 billion or higher, indicating maturity and growth potential[32]. - The company seeks partners with strong growth trajectories and visible scope for further expansion, both domestically and internationally[31]. Management and Team - The management team is led by Sanjeev Goel (CEO) and C. Brian Coad (CFO), who bring extensive experience in investment and operations[16]. - The management team will prioritize companies with committed and visionary founders and leadership teams[33]. - The company has not engaged any agents to identify potential business combination partners, relying instead on its officers and directors for this purpose[62]. - The company plans to leverage its association with Cartica Management to identify potential business combination partners in emerging markets[26]. Trust Account and Redemption - The trust account is managed by Continental, acting as trustee, ensuring the funds are available for the business combination[15]. - Shareholder approval is required if issuing ordinary shares equal to or exceeding 20% of the outstanding shares[74]. - A public shareholder can redeem up to 3,450,000 shares, or 15% of the shares sold in the initial public offering, without prior consent[93]. - The company will not redeem shares if it would cause net tangible assets to fall below $5,000,001[84]. - If shareholder approval is sought, 8,625,001 shares, or 37.5%, must be voted in favor for the business combination to be approved[88]. Business Combination Timeline and Conditions - The company aims to complete its initial business combination by July 7, 2023, which is 18 months from the IPO closing date[16]. - The initial business combination must involve a partner with an aggregate fair market value of at least 80% of the net assets held in the trust account[43]. - The company intends to complete its initial business combination using cash, debt, or equity securities, providing flexibility in tailoring the consideration to the business combination partner's needs[59]. - The company has until July 7, 2023, to complete an initial business combination, or it will cease operations and redeem public shares at a per-share price based on the trust account balance[100]. - If the initial business combination is not completed, public shareholders who elected to redeem their shares will not be entitled to any pro rata share of the trust account[98]. Risks and Challenges - The company acknowledges the risks associated with a lack of business diversification, as it may depend on the performance of a single business post-combination[69]. - The company may face challenges in retaining key personnel from the business combination partner, impacting management continuity post-transaction[71]. - The company faces intense competition from other blank check companies and private equity groups, which may limit its ability to acquire larger business combination partners[119]. Regulatory and Reporting Obligations - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements until it reaches $1.235 billion in annual gross revenue or other specified conditions[56][58]. - The company may remain an emerging growth company until December 31, 2027, or until it meets certain financial thresholds, including issuing more than $1 billion in non-convertible debt securities[58]. - The company is required to file periodic reports with the SEC, including annual and quarterly reports with audited financial statements[121]. - The company is also classified as a "smaller reporting company," which allows it to provide reduced disclosure obligations, including only two years of audited financial statements[129]. Market Potential and Growth - India's Digital Maturity Index increased from 34% in 2018 to 55% in 2020, indicating rapid digital adoption[22]. - Over 750 million internet subscribers were reported in India as of 2020, showcasing significant digital growth potential[23]. - Approximately $70 billion was invested by Venture Capital and Private Equity funds across 3,436 start-ups in India over the last five years[23]. - India's digital economy is projected to exceed $1 trillion by 2025, up from about $200 billion in 2018[23].
Cartica Acquisition Corp(CITEU) - 2022 Q2 - Quarterly Report
2022-08-10 21:07
Financial Performance - The company generated a net income of $9,050,784 for the six months ended June 30, 2022, primarily from a change in fair value of warrant liabilities of $10,527,000 and interest income of $271,557 [137]. - Cash used in operating activities for the six months ended June 30, 2022, was $2,156,034, with net income impacted by transaction costs of $378,343 [139]. - The company incurred $621,500 in fees for administrative support services for the six months ended June 30, 2022 [148]. IPO and Capital Structure - Cartica Acquisition Corp completed its IPO on January 7, 2022, raising gross proceeds of $230 million from the sale of 23 million units at $10.00 per unit [130]. - A forward purchase agreement allows Cartica Funds to subscribe for up to 3 million shares at $10.00 per share, totaling up to $30 million, to be used in the initial business combination [151]. - As of June 30, 2022, the company had 27,400,000 warrants issued and outstanding [155]. Trust Account and Marketable Securities - As of June 30, 2022, the company held marketable securities in the Trust Account amounting to $237,171,557, including $271,557 of interest income [141]. - As of June 30, 2022, the company had cash of $1,622,611 available for identifying and evaluating target businesses [144]. Business Combination and Liquidation - The company has until July 7, 2023, to complete a business combination, with the possibility of extending this deadline by up to 24 months [134]. - If a business combination is not completed by the liquidation date, the company will redeem public shares at a price equal to the amount in the Trust Account [134]. Accounting Policies and Standards - The company applies the two-class method for calculating net income (loss) per ordinary share, excluding accretion associated with redeemable shares of Class A ordinary shares [156]. - The company accounts for ordinary shares subject to possible redemption as temporary equity, presented at redemption value outside of shareholders' equity [155]. - The FASB issued ASU 2020-06, effective for fiscal years beginning after December 15, 2023, which simplifies accounting for certain financial instruments and impacts diluted earnings per share calculations [157]. - Management does not anticipate that recently issued accounting standards will materially affect the condensed financial statements [158]. Off-Balance Sheet Arrangements - The company has no off-balance sheet arrangements or obligations as of June 30, 2022 [147].
Cartica Acquisition Corp(CITEU) - 2022 Q1 - Quarterly Report
2022-05-13 22:27
IPO and Fundraising - Cartica Acquisition Corp completed its IPO on January 7, 2022, raising gross proceeds of $230 million from the sale of 23 million units at $10.00 per unit[115]. - The company also raised an additional $15.9 million through the private sale of 15.9 million warrants at $1.00 each[116]. Financial Position - As of March 31, 2022, the company held marketable securities in the Trust Account amounting to $237,027,044, including $127,044 in interest income[124]. - As of March 31, 2022, the company had cash of $1,910,288 available for operational activities and due diligence on target businesses[127]. - The company has no off-balance sheet arrangements or obligations as of March 31, 2022[130]. Income and Expenses - For the three months ended March 31, 2022, the company reported a net income of $6,650,368, driven by a change in fair value of warrant liabilities of $7,867,560[121]. - Cash used in operating activities for the same period was $1,868,357, with significant expenses related to transaction costs and operating costs[122]. - The company incurred $466,500 in fees for administrative support services during the three months ended March 31, 2022[131]. Business Combination Timeline - The company has until July 7, 2023, to complete a business combination, with the option to extend this deadline by up to 24 months[119]. - A forward purchase agreement allows for the subscription of up to 3 million shares at $10.00 per share, totaling $30 million, to close concurrently with the initial business combination[136]. Accounting Standards - The new accounting standard ASU 2020-06 simplifies the diluted earnings per share calculation and is effective for fiscal years beginning after December 15, 2023[143]. - The company is currently assessing the impact of ASU 2020-06 on its financial position, results of operations, or cash flows[143]. - Management does not believe that any other recently issued accounting standards would have a material effect on the condensed financial statements[144].
Cartica Acquisition Corp(CITEU) - 2021 Q4 - Annual Report
2022-03-25 23:45
IPO and Financial Proceeds - The company completed its initial public offering on January 7, 2022, raising gross proceeds of $230 million from the sale of 23 million units at $10.00 per unit[18]. - An additional $15.9 million was generated from the private sale of 15.9 million warrants at $1.00 each, bringing total proceeds to $236.9 million[19][20]. - The initial funds available for a business combination amount to approximately $261.6 million, including $245.9 million from the initial public offering and a conditional $30 million from a forward purchase agreement[66]. - The company has placed $236,900,000 of the proceeds from the IPO into a U.S.-based trust account, which may only be invested in U.S. government securities or money market funds[153]. - The company has incurred transaction costs of $13,295,086 related to the IPO, including $12,650,000 in underwriting discounts[159]. - The underwriters received a cash underwriting discount of $0.20 per unit, totaling $4,600,000, and are entitled to a deferred fee of $0.35 per unit, totaling $8,050,000[174]. Business Combination Strategy - The company aims to complete its initial business combination by July 7, 2023, or during any applicable extension period, or it will terminate and distribute the trust account amounts[21]. - The focus is on identifying technology firms in India, leveraging the U.S. capital markets to support their growth and international expansion[22][24]. - The company seeks business combination partners with a valuation of $1 billion or higher, indicating a preference for mature firms with growth potential[36]. - The initial business combination must involve a partner with a fair market value of at least 80% of the net assets held in the trust account[48]. - The company anticipates entering into a business combination where it will own or acquire 100% of the equity interests or assets of the business combination partner, but may also acquire less than 100% to meet specific objectives[49]. - The company plans to conduct a comprehensive due diligence review of potential business combination partners, including financial statement analysis and consultations with industry experts[53]. - The company has the flexibility to complete its initial business combination using cash, debt, or equity securities, tailoring the consideration to the needs of the business combination partner[66]. - The company may pursue business combinations with affiliates of its sponsor, officers, or directors, provided an independent opinion confirms the fairness of the transaction[54]. - The company anticipates an initial business combination with a partner identified through various unaffiliated sources, including investment banking firms and private equity groups[73]. - The company expects to conduct extensive due diligence on prospective business combination partners, including financial reviews and management assessments[76]. Shareholder Rights and Redemption - The company will provide public shareholders with the opportunity to redeem their Class A ordinary shares at an estimated price of approximately $10.30 per share upon completion of the initial business combination[91]. - The company will not redeem public shares if the redemption would cause net tangible assets to fall below $5,000,001, avoiding SEC's "penny stock" rules[92]. - Shareholder approval may be required for the initial business combination if the issuance of ordinary shares exceeds 20% of the outstanding shares[83]. - The company intends to provide public shareholders with the opportunity to redeem up to 3,450,000 shares, which represents 15% of the shares sold in the initial public offering, without prior consent[99]. - A total of 8,625,001 shares, or 37.5% of the public shares, must be voted in favor of the initial business combination for it to be approved, assuming all shares are voted[95]. - If the initial business combination is not completed by July 7, 2023, the company will redeem public shares at a price equal to the aggregate amount in the trust account, minus up to $100,000 for dissolution expenses[108]. - The company may extend the time to complete the initial business combination by up to 24 months, requiring a payment of $2,300,000 for each three-month extension[109]. - Shareholders will not be entitled to vote or redeem their shares in connection with any extension of the business combination deadline[110]. - If the company conducts redemptions under the tender offer rules, the offer will remain open for at least 20 business days[98]. - The company will not complete the initial business combination if public shareholders tender more shares than it is permitted to redeem[98]. - Shareholders can withdraw their redemption requests up to two business days prior to the scheduled vote on the business combination[104]. Risks and Challenges - The company may face risks associated with acquiring financially unstable or early-stage businesses, which could impact the success of the business combination[51]. - The company faces competition from other entities in identifying business combination partners, which may limit acquisition opportunities[124]. - The company has not verified if the sponsor has sufficient funds to meet indemnification obligations[118]. - In the event of bankruptcy, the trust account proceeds may be subject to creditor claims, potentially reducing the redemption amount below $10.30[121]. - The company may incur costs related to the identification and evaluation of business combination partners, which could reduce available funds for future transactions[77]. - The company may not have the resources to diversify operations post-business combination, potentially increasing risk associated with reliance on a single business[78]. - The company faces various risks, including the challenge of selecting a suitable business target and potential conflicts of interest among its officers and directors[138]. Management and Governance - The board of directors consists of seven members, with terms divided into three classes, each serving a three-year term[215]. - Sanjeev Goel serves as the Chief Executive Officer and has over 22 years of experience in emerging markets investment[211]. - C. Brian Coad is the Chief Operating Officer and Chief Financial Officer, with over 25 years of finance and operations experience[213]. - Keki M. Mistry has nearly 40 years of experience in banking and financial services, currently serving as Vice Chairman and CEO of HDFC Ltd.[199]. - Farida Khambata, a co-founder of Cartica Management, has extensive experience in investment operations and advisory services at the International Finance Corporation[201]. - Parul Bhandari has over 20 years of experience in technology and business development, currently serving as Director at Microsoft[204]. - Asif Ramji, the Chairman of the Board, has a background in corporate executive roles and entrepreneurship[206]. - Steven J. Quamme is a co-founder of Cartica Management and has experience in governance and relational investing[208]. - The company has established disclosure controls and procedures to ensure timely and accurate reporting as per SEC rules[190]. - There are no changes in internal control over financial reporting reported for the period[192]. Company Classification and Reporting - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements until specific revenue or market value thresholds are met[63][65]. - The company is also classified as a "smaller reporting company," allowing it to provide only two years of audited financial statements[136]. - The company is subject to reporting obligations under the Exchange Act, including filing audited financial statements[127]. - The company has not paid any cash dividends on its ordinary shares to date and does not intend to do so prior to completing its initial business combination[149]. - The company has classified its public shares as temporary equity due to redemption provisions not solely within its control[162].