☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 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 quarter ended June 30, 2024 Commission file number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 86-2170416 | | --- | --- | | (State ...

Financial Performance - The company reported a net loss of $824,042 for the three months ended March 31, 2024, compared to a net income of $1,267,859 for the same period in 2023[130][131]. - The company has not generated any operating revenues to date and does not expect to do so until after the completion of its Business Combination[129]. Cash and Investments - As of March 31, 2024, the company had cash, investments, and marketable securities held in the Trust Account totaling $51,171,024[138]. - The company generated non-operating income of $1,020,688 from interest on investments held in the Trust Account for the three months ended March 31, 2024[130]. IPO and Transaction Costs - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees[134]. - The underwriter earned a cash underwriting discount of $4,973,868 and a deferred underwriting discount of $8,704,270, which was waived on October 18, 2023[151]. Business Combination and Shareholder Actions - On January 19, 2024, stockholders approved an extension of the deadline for the initial business combination to December 20, 2024, with 10,872,266 shares redeemed at approximately $10.6224 per share, totaling about $115,489,643[127][138]. - The Company has until December 20, 2024, to consummate a Business Combination, with substantial doubt about its ability to continue as a going concern if not completed by this date[145]. Working Capital and Liabilities - The company has a working capital deficit of $4,958,974 as of March 31, 2024[136]. - The company has outstanding Working Capital Loans of $2,425,000 as of March 31, 2024, increased from $2,025,000 at the end of 2023[137]. - The company recorded an excise tax liability of $967,916, calculated as 1% of the shares redeemed on September 19, 2023[124]. - The Company may need additional financing to complete the Business Combination or to meet obligations if a significant number of public shares are redeemed[144]. Equity and Shares - As of March 31, 2024, the Company has 4,757,884 shares of Class A common stock presented at redemption value as temporary equity, compared to 15,630,150 shares as of December 31, 2023[155]. - The company entered into non-redemption agreements with third parties, agreeing to issue 1,112,500 Class A Shares at the time of the initial business combination[128]. Administrative Expenses - The Company incurred $90,000 in administrative support fees for both the three months ended March 31, 2024, and 2023, with $376,451 in accrued expenses as of March 31, 2024[148]. Financing and Advisory Services - The Company has engaged Cohen & Company Capital Markets for financial advisory services, with fees based on a percentage of the proceeds from the Public Offering[152]. - The Company has no long-term debt obligations or capital lease obligations as of the reporting date[147]. - The Company has no off-balance sheet financing arrangements as of March 31, 2024, and does not participate in transactions that create relationships with unconsolidated entities[146]. Redemption Value Adjustments - The Company recognizes changes in the redemption value of Class A common stock immediately, adjusting the carrying value to equal the redemption value at the end of each reporting period[156].

Financial Position - As of December 31, 2023, the company had cash, investments, and marketable securities held in the Trust Account totaling $165,653,149[310] - The company has a working capital deficit of $3,087,967 as of December 31, 2023[307] - As of December 31, 2023, the company has no off-balance sheet financing arrangements or obligations[316] Income and Expenses - For the year ended December 31, 2023, the company reported a net income of $4,443,634, driven by interest income of $11,207,609 from investments in the Trust Account[301] - The company incurred total operating and formation costs of $3,730,488 for the year ended December 31, 2023[301] - The company incurred $360,000 in administrative support services fees for the year ended December 31, 2023[318] Stockholder Activity - On September 19, 2023, stockholders redeemed 9,239,192 shares of Class A common stock for approximately $96,791,644 at a redemption price of $10.4762 per share[295] - On January 19, 2024, stockholders redeemed 10,872,266 shares of Class A common stock for approximately $115,489,643 at a redemption price of $10.6224 per share[298] - The company has entered into non-redemption agreements with third parties, agreeing to issue 1,610,000 Class A Shares in exchange for commitments not to redeem public shares[296] Business Combination and Going Concern - The company has until December 20, 2024, to consummate a Business Combination, with substantial doubt about its ability to continue as a going concern if not completed by this date[315] Public Offering and Underwriting - The company raised gross proceeds of $220,000,000 from its Public Offering, with an additional $28,693,420 from the partial exercise of the underwriter's over-allotment option[303] - The underwriter earned a cash underwriting discount of $4,973,868, which is 2% of the gross proceeds from the Public Offering[321] - The deferred underwriting discount of $8,704,270 was recorded to additional paid-in capital following a waiver agreement with the underwriter[321] Shareholder Equity - As of December 31, 2023, 15,630,150 shares of Class A common stock are presented at redemption value as temporary equity[326] - The company recognizes changes in redemption value of Class A common stock immediately, adjusting the carrying value to equal the redemption value at the end of each reporting period[327] - The company has two classes of shares, Class A and Class B, with earnings and losses shared pro rata between them[328] Accounting Standards - The company is currently assessing the impact of ASU 2020-06 on its financial position, results of operations, or cash flows[329] - Management does not believe that any recently issued accounting standards will have a material effect on the financial statements[330] - As a smaller reporting company, the company is not required to provide certain market risk disclosures[331]

Financial Position - As of September 30, 2023, the company had cash, investments, and marketable securities held in the Trust Account totaling $163,995,984[126] - The company has a working capital deficit of $2,827,412 as of September 30, 2023[124] - As of September 30, 2023, there are 15,630,150 shares of Class A common stock presented at redemption value as temporary equity, compared to 24,869,342 shares as of December 31, 2022[139] Income and Earnings - For the three months ended September 30, 2023, the company reported a net income of $1,206,590, driven by interest income of $3,278,712 from investments in the Trust Account[116] - For the nine months ended September 30, 2023, the company reported a net income of $4,202,024, with interest income of $9,027,924[117] IPO and Transaction Costs - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees[122] - The underwriter earned a cash underwriting discount of 2% of the gross proceeds from the Public Offering, totaling $4,973,868, and a deferred underwriting discount of 3.5%, amounting to $8,704,270[135] - The company has agreed to loan up to $1,500,000 under a Promissory Note to finance transaction costs related to the initial Business Combination[125] Business Combination - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and may withdraw interest to pay taxes[126] - The company has until January 19, 2024, to consummate a Business Combination, after which a mandatory liquidation will occur if not completed[129] - The company entered into non-redemption agreements with third parties, agreeing to issue 1,610,000 Class A Shares at the time of the initial Business Combination[112] Shareholder Rights and Equity - The holders of founder shares and private placement units are entitled to registration rights, allowing them to demand registration for resale of their securities[133] - The company has two classes of shares, Class A and Class B, with earnings and losses shared pro rata between them, and accretion associated with redeemable shares excluded from earnings per share calculations[141] Accounting Policies and Standards - The company is currently assessing the impact of ASU No. 2020-06 on its financial position, results of operations, or cash flows, effective for fiscal years beginning after December 15, 2023[142] - Management does not believe that any recently issued accounting standards will have a material effect on the condensed financial statements[143] - The company has identified critical accounting policies that require significant judgment and could lead to actual results differing from estimates[138] Advisory Services - The company engaged Cohen & Company Capital Markets to provide financial advisory services, with fees amounting to 0.3% of the aggregate proceeds of the Public Offering, and an additional advisory fee of 0.525% for the Business Combination[136] Redemption and Valuation - A total of 9,239,192 shares of redeemable Class A common stock were redeemed at a price of approximately $10.4762 per share, resulting in an aggregate redemption amount of approximately $96,791,644[111] - The company recognizes changes in redemption value of Class A common stock immediately, adjusting the carrying value to equal the redemption value at the end of each reporting period[140] - The company granted the underwriter a 45-day option to purchase up to 3,300,000 additional Units, of which 2,869,342 Units were purchased on January 14, 2022[134]

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 quarter ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 86-2170416 | | --- | --- | | (State ...

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 quarter ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 86-2170416 | | --- | --- | | (Stat ...

Financial Performance - For the year ended December 31, 2022, the company reported a net income of $1,115,764, driven by interest income of $3,619,061 from investments in the Trust Account, offset by operating costs of $1,776,887 and income tax provision of $726,410[289]. - The company raised gross proceeds of $220,000,000 from its Initial Public Offering (IPO) by selling 22,000,000 units, with an additional $28,693,420 from the partial exercise of the over-allotment option[290]. - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees and $8,704,270 in deferred underwriting fees[292]. Assets and Liabilities - As of December 31, 2022, the company had cash, investments, and marketable securities in the Trust Account totaling $254,251,750, which will be primarily used to complete a Business Combination[295]. - The company had working capital of $203,453 as of December 31, 2022, and expects to incur significant expenses related to the consummation of a Business Combination[298]. - The company has no off-balance sheet financing arrangements as of December 31, 2022, and does not participate in transactions that create relationships with unconsolidated entities[299]. Business Combination - The company has until September 20, 2023, to complete a Business Combination, after which mandatory liquidation will occur if not completed[298]. - The company plans to use funds held outside the Trust Account for identifying and evaluating target businesses, performing due diligence, and completing a Business Combination[296]. Administrative Expenses - The company has entered into an administrative services agreement, incurring $30,000 monthly fees for office space and administrative support, totaling $360,000 for the year ended December 31, 2022[301]. Accounting Standards - The company recognizes changes in the redemption value of Class A common stock immediately, with 24,869,342 shares presented at redemption value as temporary equity as of December 31, 2022[308]. - ASU 2020-06, effective for fiscal years beginning after December 15, 2023, simplifies accounting for convertible instruments and diluted earnings per share calculations[311]. - Management believes that no recently issued accounting standards will materially affect the financial statements if adopted[312]. - As a smaller reporting company, the company is not required to disclose quantitative and qualitative market risk information[313].