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FTAC Emerald Acquisition Corp.(FLD) - 2024 Q1 - Quarterly Report
2024-05-14 21:15
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[113][114]. - The company has not generated any operating revenues to date and only earns non-operating income from interest on marketable securities[112]. 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[121]. - The company has a working capital deficit of $4,958,974 as of March 31, 2024[119]. - The company has outstanding Working Capital Loans totaling $2,425,000 as of March 31, 2024, increased from $1,500,000 to $3,000,000[120]. - The company intends to use substantially all funds in the Trust Account, including interest earned, to complete its Business Combination, having withdrawn $13,170 for taxes during the period ended March 31, 2024[126]. Shareholder Activity - On September 19, 2023, shareholders redeemed 9,239,192 shares of redeemable Class A common stock for approximately $96,791,644 at a redemption price of $10.4762 per share[107]. - On January 19, 2024, shareholders redeemed 10,872,266 shares of redeemable Class A common stock for approximately $115,489,643 at a redemption price of $10.6224 per share[110]. - 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[139]. Business Combination - The company plans to extend the deadline for consummating its initial business combination to December 20, 2024[110]. - The company has until December 20, 2024, to consummate a Business Combination, with substantial doubt raised about its ability to continue as a going concern if not completed by this date[129]. - The company may need additional financing to complete its Business Combination or to meet obligations if cash on hand is insufficient post-transaction[128]. Costs and Expenses - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees[117]. - The company incurred $90,000 in administrative support fees for the three months ended March 31, 2024, with $376,451 in accrued expenses as of the same date[132]. - 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, resulting in a reclassification to additional paid-in capital[135]. Financial Controls and Reporting - Management evaluated the effectiveness of disclosure controls and procedures as of March 31, 2024, concluding they were effective[144]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected the company's internal controls[145]. - 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[130]. - The company has no long-term debt obligations or liabilities other than those specified in its administrative services agreement[131]. Non-Redemption Agreements - 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[108][111].
FTAC Emerald Acquisition Corp.(FLD) - 2023 Q4 - Annual Report
2024-03-25 22:44
Financial Position - As of December 31, 2023, the company had cash, investments, and marketable securities held in the Trust Account totaling $165,653,149[389]. - The company had a working capital deficit of $3,087,967 as of December 31, 2023[387]. - As of December 31, 2023, the company has no off-balance sheet financing arrangements or obligations[395]. - As of December 31, 2023, 15,630,150 shares of Class A common stock are presented at redemption value as temporary equity[404]. - The company recognizes changes in redemption value immediately, adjusting the carrying value of Class A common stock accordingly[405]. 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[381]. - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees[385]. - The underwriter earned a cash underwriting discount of $4,973,868, which is 2% of the gross proceeds from the Public Offering[400]. - A deferred underwriting discount of $8,704,270 was recorded as additional paid-in capital following a waiver by the underwriter[400]. - The company incurred $360,000 for administrative support services in 2023, with $286,451 recorded as accrued expenses[397]. Business Combination and Future Plans - On January 19, 2024, stockholders approved an extension for the company to consummate its initial business combination until December 20, 2024[378]. - The company expects to incur significant costs in pursuing its acquisition plans and cannot assure the success of its business combination[373]. - The company has until December 20, 2024, to complete a business combination, raising substantial doubt about its ability to continue as a going concern if not completed[394]. - The company has entered into non-redemption agreements with third parties, agreeing to issue 1,137,500 Class A Shares at the time of the initial business combination[379]. Accounting and Reporting - The diluted net income per share is the same as the basic net income per share due to the exclusion of warrants from the calculation[406]. - The company is assessing the impact of ASU No. 2020-06, effective after December 15, 2023, on its financial position[408]. - Management does not anticipate that recently issued accounting standards will materially affect the financial statements[409]. - As a smaller reporting company, the company is not required to provide certain market risk disclosures[410].
FTAC Emerald Acquisition Corp.(FLD) - 2023 Q3 - Quarterly Report
2023-11-13 21:30
Financial Position - As of September 30, 2023, the company had cash, investments, and marketable securities held in the Trust Account totaling $163,995,984[107] - The company has a working capital deficit of $2,827,412 as of September 30, 2023[105] - The company has until January 19, 2024, to consummate a Business Combination, after which a mandatory liquidation may occur[110] 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 held in the Trust Account[98] - For the nine months ended September 30, 2023, the company achieved a net income of $4,202,024, with total interest income of $9,027,924[99] IPO and Transaction Costs - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees[103] - The underwriter earned a cash underwriting discount of 2% of the gross proceeds from the Public Offering, totaling $4,973,868[117] - The underwriter will receive a deferred underwriting discount of 3.5% of the gross proceeds from the Public Offering, amounting to $8,704,270[117] - The company engaged Cohen & Company Capital Markets for financial advisory services, paying a fee of 0.3% of the aggregate proceeds of the Public Offering[118] Share Redemption - 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[94] - The company recorded an excise tax liability of $967,916, calculated as 1% of shares redeemed on September 19, 2023[94] - The company has agreed to issue an aggregate of 1,610,000 Class A Shares to third parties in exchange for non-redemption agreements[95] Stock Classification and Valuation - As of September 30, 2023, 15,630,150 shares of Class A common stock are presented at redemption value as temporary equity[122] - The Class A common stock subject to possible redemption is classified as a liability instrument and measured at fair value[122] - The company recognizes changes in redemption value immediately and adjusts the carrying value of Class A common stock to equal the redemption value at the end of each reporting period[123] Accounting Policies and Standards - The company has identified critical accounting policies that may significantly affect reported amounts of assets and liabilities[120] - The company is currently assessing the impact of ASU 2020-06 on its financial position, results of operations, or cash flows[125] - Management does not believe that any recently issued accounting standards would have a material effect on the condensed financial statements[126] Earnings Per Share - The company has not considered the effect of the warrants in the calculation of diluted net income (loss) per share, resulting in diluted net income (loss) per share being the same as basic net income (loss) per share[124]
FTAC Emerald Acquisition Corp.(FLD) - 2023 Q2 - Quarterly Report
2023-08-09 20:30
Financial Performance - For the three months ended June 30, 2023, the company reported a net income of $1,727,575, driven by interest income of $3,052,686 from investments held in the Trust Account, after accounting for formation and operating costs of $694,546 and income tax provision of $630,565 [86]. - For the six months ended June 30, 2023, the company achieved a net income of $2,995,434, with interest income of $5,749,212, offset by formation and operating costs of $1,567,443 and income tax provision of $1,186,335 [87]. - The company generated non-operating income solely from interest income on marketable securities held in the Trust Account, with no operating revenues expected until after a Business Combination [85]. Trust Account and Business Combination - As of June 30, 2023, the company had cash, investments, and marketable securities in the Trust Account totaling $258,300,436, which will be primarily used to complete a Business Combination [96]. - The company intends to use funds held outside the Trust Account for identifying and evaluating target businesses, performing due diligence, and completing a Business Combination [97]. - The company has until September 20, 2023, to consummate a Business Combination, after which a mandatory liquidation will occur if not completed [99]. - The company has outstanding Working Capital Loans of $1,275,000 as of June 30, 2023, which may be repaid from the proceeds of the Trust Account upon completion of a Business Combination [95]. Costs and Expenses - 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 [92]. - The company incurred $180,000 in administrative support service fees for the six months ended June 30, 2023, with $90,000 accrued as of June 30, 2023 [103]. - The company has a working capital deficit of $1,221,589 as of June 30, 2023, excluding franchise tax and income tax payable [94]. Stock and Equity - As of June 30, 2023, 24,869,342 shares of Class A common stock are presented at redemption value as temporary equity [110]. - The company recognizes changes in redemption value immediately and adjusts the carrying value of Class A common stock to equal the redemption value at the end of each reporting period [111]. - The diluted net income (loss) per share of common stock is the same as basic net income (loss) per share due to the exclusion of accretion associated with redeemable shares [112]. Accounting and Internal Controls - The FASB issued ASU No. 2020-06, effective for fiscal years beginning after December 15, 2023, which simplifies accounting for convertible instruments and the diluted earnings per share calculation [113]. - Management does not believe that any recently issued accounting standards will have a material effect on the condensed financial statements [114]. - As of June 30, 2023, the company's disclosure controls and procedures were evaluated as effective by the Certifying Officers [116]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected the internal control [118].
FTAC Emerald Acquisition Corp.(FLD) - 2023 Q1 - Quarterly Report
2023-05-11 21:00
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) | --- | --- | |-------------------------------- ...
FTAC Emerald Acquisition Corp.(FLD) - 2022 Q4 - Annual Report
2023-03-29 21:15
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 Number 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |----- ...
FTAC Emerald Acquisition Corp.(FLD) - 2022 Q3 - Quarterly Report
2022-11-10 21:46
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Delaware 86-2170416 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 2929 Arch Street, Suite 1703, Philadelphia, PA 19104 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 September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition perio ...
FTAC Emerald Acquisition Corp.(FLD) - 2022 Q2 - Quarterly Report
2022-08-10 20:31
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the quarter 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 number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 86-2170416 | | --- | --- | | (State or other jurisdiction of | (I.R.S. Employer | | incorporation or organization) | Identification No.) | FORM 10 ...
FTAC Emerald Acquisition Corp.(FLD) - 2022 Q1 - Quarterly Report
2022-05-16 20:32
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, 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 number: 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 86-2170416 | | --- | --- | | (Stat ...
FTAC Emerald Acquisition Corp.(FLD) - 2021 Q4 - Annual Report
2022-03-22 20:30
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 Number 001-41168 FTAC EMERALD ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) | Delaware | 86-2170 ...