Taxation and Financial Obligations - The effective tax rate for the six months ended June 30, 2024, was 22.83%, compared to 42.10% for the same period in 2023[62] - The Company incurred $190,370 in excise tax related to stock buybacks for the three months ended June 30, 2024, compared to $0 for the same period in 2023[64] - The Company’s management does not expect the total amount of unrecognized tax benefits to materially change over the next twelve months[62] Stock and Equity - As of June 30, 2024, there were 1,264,184 shares of common stock subject to possible redemption, classified as temporary equity[54] - The Company’s common stock features certain redemption rights that are considered to be outside of its control[54] - As of June 30, 2024, common stock subject to possible redemption was valued at $14,366,262[84] - The Sponsor entered into Non-Redemption Agreements with stockholders, resulting in the transfer of 1,297,500 Founder Shares valued at $452,026 or $0.35 per share[96] - As of June 30, 2024, the Company had 2,637,500 shares of common stock issued and outstanding, excluding 1,264,184 shares subject to possible redemption[98] Financial Position and Cash Flow - The Company did not have any cash equivalents as of June 30, 2024, and December 31, 2023[49] - The Company’s cash and investment held in the Trust Account were primarily in money market funds invested in U.S. Treasury securities as of June 30, 2024[50] - As of June 30, 2024, the company had cash of $83,663, with approximately $480,000 of proceeds held outside the trust account available for operational expenses and target business evaluations[123][127] - The company generated net cash used in operating activities of $691,270 for the six months ended June 30, 2024, compared to $600,647 for the same period in 2023, indicating an increase in cash outflow[121][122] Initial Public Offering (IPO) Details - The company sold 10,350,000 Units in its Initial Public Offering at a purchase price of $10.00 per Unit, including a full exercise of the underwriters' over-allotment option[81] - The gross proceeds from the Initial Public Offering were $103,500,000, with offering costs totaling $(2,511,906)[86] - The company completed its IPO on December 13, 2021, raising gross proceeds of $103.5 million from the sale of 10,350,000 units at $10.00 per unit, including an over-allotment option[116][123] - The company incurred transaction costs of $4,832,697 related to the IPO, which included $1,811,250 in underwriting fees and $2,587,500 in deferred underwriting fees[124] Business Combination and Extensions - The company has the right to extend the deadline for completing a business combination by depositing $100,000 into the trust account for each one-month extension, with the latest extension allowing until June 13, 2024[93] - The Company deposited $50,000 into the Trust Account on July 8, 2024, to extend the time to complete a business combination until August 13, 2024[113] - The Company also deposited another $50,000 into the Trust Account on August 1, 2024, extending the deadline to September 13, 2024[113] - If the company does not complete a business combination by September 13, 2024, it will trigger an automatic winding up and liquidation process[133] Expenses and Income - Basic net income per share for the three months ended June 30, 2024, was $0.19, while diluted net income per share was the same due to no dilutive securities being present[71] - Total expenses for the three months ended June 30, 2024, amounted to $(1,043,222), compared to $(403,860) for the same period in 2023, indicating an increase in expenses[71] - For the six months ended June 30, 2024, the company reported a net income of $262,120, compared to a net income of $255,065 for the same period in 2023, reflecting a year-over-year increase of approximately 2.1%[120][122] - The company expects to incur increased expenses as a public entity, particularly for legal, financial reporting, and due diligence activities[120] Financial Instruments and Valuation - The fair value of certain financial instruments approximates the carrying amounts represented in the unaudited condensed consolidated balance sheets as of June 30, 2024[59] - The fair value of the Company's financial assets includes U.S. Treasury Securities held in the Trust Account, with a fair value of $14,366,262 as of December 31, 2023[108] - The diluted loss per share is the same as the basic loss per share, as the warrants sold in the IPO are contingent upon future events and are considered antidilutive[143] - Changes in the estimated fair value of warrants are recognized as a non-cash gain or loss on the statements of operations[140] Management and Risk Assessment - Management is evaluating the impact of global events such as the COVID-19 pandemic and geopolitical conflicts on the Company's financial position[110] - The company has no long-term debt or off-balance sheet financing arrangements as of June 30, 2024, ensuring a clean balance sheet[135] - The company has not identified any significant accounting policies that could materially affect reported amounts[138] - As of June 30, 2024, the company was not subject to any market or interest rate risk, with net proceeds from the IPO invested in U.S. government treasury bills and money market funds[144] Other Financial Commitments - The company has a temporary advance of $520,500 from the Sponsor as of June 30, 2024, which is unsecured and interest-free[90] - The company has an obligation to pay $10,000 monthly for administrative services, with an unpaid balance of $310,000 as of June 30, 2024[91] - The company issued four unsecured promissory notes to the Sponsor totaling $1,120,000, which mature upon the closing of a business combination[92] - The company has the option to convert up to $1,000,000 of Working Capital Loans into warrants at a price of $1.00 per warrant[97] - The company has not issued any Working Capital Loans as of June 30, 2024, and December 31, 2023[97]

Company Overview - Inception Growth Acquisition Limited is a publicly traded special purpose acquisition company (SPAC) incorporated in Delaware, focused on executing business combinations such as mergers, capital stock exchanges, asset acquisitions, and reorganizations with one or more businesses or entities [4]. Recent Developments - On July 8, 2024, the Company deposited $50,000 into its trust account to extend the deadline for completing a business combination by one month, moving the deadline from July 13, 2024, to August 13, 2024. This extension aims to provide additional time for the Company to finalize a business combination [3].

Core Points - Inception Growth Acquisition Limited announced that its stockholders voted in favor of proposals to amend its certificate of incorporation and investment management trust agreement [2] - The amendments allow the Company to extend the liquidation date of its Trust Account by six times for an additional month each time, from June 13, 2024, to December 13, 2024, by depositing either $50,000 or an amount equal to $0.04 multiplied by the number of common stock issued that has not been redeemed [2] - On June 6, 2024, the Company deposited $50,000 into the Trust Account to extend the period for completing a business combination by one month, from June 13, 2024, to July 13, 2024 [2]

Core Points - Inception Growth Acquisition Limited announced that its stockholders voted in favor of proposals to amend its certificate of incorporation and investment management trust agreement [2] - The amendments allow the Company to extend the liquidation date of its Trust Account by six times for an additional month each time, from June 13, 2024, to December 13, 2024, with a deposit requirement [2] - The Company deposited $50,000 into the Trust Account on June 6, 2024, to extend the business combination period by one month, from June 13, 2024, to July 13, 2024 [2]

Financial Performance - Net income for the three months ended March 31, 2024, was $128,029, compared to $34,989 for the same period in 2023, representing a significant increase [69]. - Basic and diluted net income per share for the three months ended March 31, 2024, was $0.10, compared to a loss of $0.05 per share in the same period of 2023 [69]. - Total expenses for the three months ended March 31, 2024, were $134,396, up from $120,122 in the same period of 2023 [69]. Taxation - The effective tax rate for the three months ended March 31, 2024, was 22.9%, down from 31.9% for the same period in 2023, primarily due to valuation allowance on deferred tax assets [66]. - The company incurred $0 in excise tax related to stock buybacks for the three months ended March 31, 2024, compared to $604,113 for the same period in 2023 [67]. - The company has not recognized any unrecognized tax benefits or accrued interest and penalties as of March 31, 2024, and December 31, 2023 [64]. Stock and Equity - As of March 31, 2024, the company had 2,950,891 shares of common stock subject to possible redemption, classified as temporary equity [59]. - As of March 31, 2024, common stock subject to possible redemption was valued at $32,775,852 [76]. - The weighted-average shares outstanding for the three months ended March 31, 2024, were 2,950,891, compared to 2,637,500 for the same period in 2023 [69]. Business Combination and Financing - The company has the right to extend the deadline for completing a business combination by nine times for an additional month each time, with the latest extension date being June 13, 2024 [84]. - The company issued four unsecured promissory notes to the Sponsor totaling $1,120,000, which mature upon the closing of a business combination [82]. - The company has a temporary advance of $316,008 from the Sponsor as of March 31, 2024 [80]. - The Company has extended the time to complete a business combination until May 13, 2024, by depositing $100,000 into the Trust Account on April 3, 2024 [103]. - A second deposit of $100,000 was made on May 6, 2024, extending the deadline for a business combination until June 13, 2024 [104]. Investments and Cash Management - The company did not have any cash equivalents as of March 31, 2024, and December 31, 2023 [57]. - The company’s cash and investment held in the trust account were primarily in money market funds invested in U.S. Treasury securities as of March 31, 2024 [57]. - As of March 31, 2024, the fair value of U.S. Treasury Securities held in the Trust Account is $32,775,852, compared to $32,055,202 as of December 31, 2023, indicating an increase of approximately 2.2% [98]. Regulatory and Compliance - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from various reporting requirements [53]. - The company has elected not to opt out of the extended transition period for new or revised financial accounting standards, allowing it to adopt standards at the same time as private companies [54]. - The company’s financial statements are prepared in accordance with U.S. GAAP and include all necessary adjustments for fair presentation [51]. Market and Risk Factors - The Company is evaluating the impact of the COVID-19 pandemic, the Russia-Ukraine war, and the conflict in Israel and Palestine on its financial position, although specific impacts are not determinable at this time [99]. - The Company is not subject to any market or interest rate risk as of March 31, 2024, due to investments in U.S. government treasury bills and money market funds [139]. Warrants - The Public Warrants will expire five years after the completion of a Business Combination, or earlier upon redemption or liquidation [94]. - The Company may redeem the Public Warrants at a price of $0.01 per warrant if the last sale price of ordinary shares equals or exceeds $18 per share for any 30 trading days within a 30-day period [93]. - The Private Warrants are non-redeemable and will be exercisable on a cashless basis as long as they are held by initial purchasers or their permitted transferees [92]. Fair Value Measurement - The fair value measurement hierarchy includes Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs) for classifying assets and liabilities [95][96]. - The fair value of Founder Shares to be transferred to Non-Redeeming Stockholders was estimated at $452,026, or $0.35 per share [85].

New York, April 08, 2024 (GLOBE NEWSWIRE) -- Inception Growth Acquisition Limited (NASDAQ:IGTA, the "Company"))), a publicly traded special purpose acquisition company, announced today that on April 3, 2024, the Company deposited $100,000 into the Company's trust account (the "Trust Account")  in order to extend the period of time the Company has to complete a business combination for an additional one (1) month period, from April 13, 2024 to May 13, 2024. The purpose of the extension is to provide addition ...

IPO and Financial Position - The company completed its IPO on December 13, 2021, raising gross proceeds of $103.5 million from the sale of 10,350,000 units at $10.00 per unit[164]. - As of December 31, 2023, the company held $32,055,202 in a Trust Account, which includes net proceeds from the IPO and private placements[156]. - The company has cash of $60,440 outside the Trust Account as of December 31, 2023[169]. - The company has 5,588,391 shares of common stock issued and outstanding as of February 7, 2024[248]. - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2023[178]. - As of December 31, 2023, total assets decreased to $32,115,642 from $106,895,054 in 2022, representing a decline of approximately 70%[304]. - Total current liabilities increased to $2,045,884 in 2023 from $600,470 in 2022, indicating a significant rise of approximately 240%[304]. - The accumulated deficit grew to $(4,235,708) in 2023 from $(2,007,666) in 2022, marking an increase of about 111.5%[309]. - Cash and investments held in the Trust Account decreased to $32,055,202 in 2023 from $106,052,337 in 2022, a reduction of approximately 69.8%[304]. Shareholder Activity - On March 13, 2023, shareholders redeemed 5,873,364 shares at approximately $10.31 per share, totaling $60,583,162[167]. - On September 8, 2023, shareholders redeemed 1,525,745 shares at approximately $10.58 per share, totaling $16,140,173[168]. - The Company redeemed 5,873,364 shares at approximately $10.29 per share, totaling $60,411,251 on March 13, 2023[335]. - The stockholders will be entitled to redeem their Public Shares for a pro rata portion of the Trust Account amount, which is $10.86 per Public Share[326]. Business Combination Plans - The company has not selected any specific business combination target and has not initiated substantive discussions with any potential targets[161]. - The company plans to extend the time available to consummate an initial business combination until June 13, 2024, by depositing $100,000 into the Trust Account[166]. - The Company extended the time to complete a business combination from March 13, 2023, to September 13, 2023, without requiring any extension payment[336]. - The Company entered into a binding letter of intent for a business combination with AgileAlgo Pte Ltd, a maker of enterprise-grade natural language code generators[337]. - The Company filed an amended and restated memorandum and articles of association on September 8, 2023, allowing an extension for business combination completion up to June 13, 2024[338]. - The Company amended the investment management trust agreement to extend the time for an initial business combination by nine months, from September 13, 2023, to June 13, 2024, by depositing $100,000 or $0.04 per common stock issued in the IPO[339]. - The Company has net tangible assets of at least $5,000,001 required for consummating a business combination[323]. - The Company will only complete a business combination if it owns or acquires 50% or more of the outstanding voting securities of the target[322]. Financial Performance - The Company had a net income of $640,087 for the year ended December 31, 2023, compared to $475,491 in 2022, reflecting an increase in dividend income due to rising interest rates[176][177]. - The Company incurred a basic and diluted net income per share of $0.25 for 2023, compared to a loss of $0.25 in 2022[188]. - The company reported a net income of $640,087 for the year ended December 31, 2023, compared to a net income of $475,491 in 2022, reflecting an increase of about 34.6%[307]. - The company incurred formation, general, and administrative expenses of $(1,553,121) in 2023, up from $(742,265) in 2022, which is an increase of about 109%[307]. - Basic and diluted net income per share for common stock subject to possible redemption was $0.25 in 2023, compared to $0.07 in 2022, representing an increase of approximately 257%[307]. Governance and Internal Controls - The company maintained effective internal control over financial reporting as of December 31, 2023, based on management's assessment using COSO criteria[199]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected its effectiveness[201]. - The company does not include an attestation report of internal controls from its independent registered public accounting firm due to its status as an emerging growth company[200]. - The audit committee consists of three independent directors, meeting Nasdaq standards, with Yan Xu serving as the chair[220]. - Each member of the audit committee is financially literate, and Yan Xu qualifies as an "audit committee financial expert" as defined by SEC rules[221]. - The audit committee will review all payments made to the Sponsor, officers, or directors on a quarterly basis[270]. - The audit committee requires a majority vote to approve related party transactions, ensuring oversight and governance[266]. - The company has adopted a code of ethics to avoid conflicts of interest, which includes financial transactions involving the company[265]. Related Party Transactions - The company has agreed to pay an affiliate of its Sponsor a total of $10,000 per month for office space and administrative support[216]. - The company has not yet adopted a formal policy for the review of related party transactions, which may present potential conflicts of interest[264]. - The company has agreed to vote any founder shares and public shares in favor of the initial business combination[238]. - Up to $1,000,000 of loans from the Sponsor or affiliates may be convertible into warrants at a price of $1.00 per warrant[238]. - The company is obligated to pay the Sponsor a monthly fee of $10,000 for general and administrative services[260]. - There is no cap on the reimbursement of out-of-pocket expenses incurred by the Sponsor or its affiliates in connection with activities on behalf of the company[261]. Management and Leadership - The Chief Executive Officer has been in position since February 17, 2023, bringing nearly a decade of leadership experience in various industries[207]. - The Chief Financial Officer has been serving since April 9, 2021, with extensive experience in helping private companies enter the public market[208]. - The company has not entered into any employment agreements with its executive officers[245]. - The compensation committee is responsible for reviewing and approving the compensation of the Chief Executive Officer and other officers, if any is paid[227]. - The compensation committee may retain or obtain advice from external advisers, considering their independence before engagement[225]. Audit and Compliance - Audit fees for the year ended December 31, 2023, totaled approximately $30,000, compared to $35,000 for 2022, reflecting a decrease of 14.29%[273]. - The company did not incur any audit-related fees or tax fees for the years ended December 31, 2023, and 2022[274][275]. - The company has adopted a clawback policy to recover incentive compensation from executives in case of financial restatements[247]. - The audit committee was formed upon the IPO, and all services rendered prior to its formation were approved by the board of directors[277].

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, 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 No. 001-41134 INCEPTION GROWTH ACQUISITION LIMITED (Exact name of registrant as specified in its charter) | Delaware | 86-2648456 | | --- ...

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, 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 No. 001-41134 INCEPTION GROWTH ACQUISITION LIMITED (Exact name of registrant as specified in its charter) | Delaware | 86-2648456 | | --- | --- ...

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 March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or ...