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Innovative International Acquisition (IOAC) - 2023 Q3 - Quarterly Report
2023-11-17 22:59
Financial Operations - As of September 30, 2023, the company had not commenced any operations and will not generate operating revenues until after completing a Business Combination[139] - The company raised $234.6 million from its IPO, with $10.20 per Unit sold, and deposited this amount into a Trust Account[144] - Transaction costs for the IPO amounted to $16,664,843, including $3,173,059 in underwriting commissions[142] - In January 2023, shareholders redeemed approximately $206.5 million (about $10.35 per public share) from the Trust Account, leaving approximately $31.5 million remaining[151] - In July 2023, shareholders redeemed approximately $3.8 million (about $11.13 per public share) from the Trust Account, resulting in approximately $30.17 million remaining[154] - The company must complete its initial Business Combination with an aggregate fair market value equal to at least 80% of the assets held in the Trust Account[143] - The company has extended the deadline for completing its initial Business Combination multiple times, with the latest extension allowing until October 29, 2023[153] - The company entered into a Merger Agreement with Zoomcar, which includes provisions for stockholder support and financing transactions[145] - The Company plans to use substantially all funds in the Trust Account to complete its initial business combination, with interest earned available for tax obligations[184] - The Company has until October 29, 2023, to complete its business combination, or it will cease operations and redeem public shares[161] - The company has until October 29, 2023, to consummate a Business Combination, after which mandatory liquidation and dissolution may occur if not completed[188] Financial Performance - As of September 30, 2023, the Company reported a net loss of $785,898 for the three months ended, primarily due to formation and operating costs of $1,190,500[168] - For the six months ended September 30, 2023, the Company had a net loss of $1,244,689, with formation and operating costs totaling $2,045,733[169] - The Company had cash of $23,213 and a working capital deficit of $11,019,668 as of September 30, 2023[172] - The Company has not engaged in any operations or generated revenues to date, with expectations to incur increased expenses due to being a public company[167] - The company has substantial doubt about its ability to continue as a going concern for a reasonable period of time, primarily due to the uncertainty of raising additional capital[188] Debt and Financing - The company has issued unsecured promissory notes totaling up to $1.18 million to the Sponsor, with no interest and payable upon the consummation of the initial business combination[156] - The Company issued an unsecured promissory note on August 18, 2023, for up to $500,000 to the Sponsor, with no interest and payable on the maturity date[180] - The company had $3,027,625 in borrowings under promissory notes with the Sponsor as of September 30, 2023, compared to $1,495,000 as of March 31, 2023[213] - The company issued multiple unsecured promissory notes to the Sponsor, including amounts of up to $500,000 on May 10, 2023, and $180,000 on July 20, 2023, all bearing no interest and payable upon consummation of the initial business combination[210][211] - The company has raised a total of up to $990,000 from the Sponsor for expenses related to the extension of the date for consummating the initial business combination[196] Cash Management - As of September 30, 2023, the company held $23,213 in cash outside of the Trust Account, which may not be sufficient to operate for at least the next 12 months if a Business Combination is not consummated[187] - The company is reimbursing the Sponsor $10,000 per month for office space and administrative services, which will cease upon completion of the initial business combination or liquidation[203] Regulatory and Compliance - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[220] - The company has identified critical accounting policies that may materially affect reported amounts of assets and liabilities[222] - Ordinary shares subject to possible redemption are classified as temporary equity, with changes in redemption value recognized immediately[225] - Net loss per ordinary share is calculated using the two-class method, excluding the effect of warrants as they are anti-dilutive[226] - The company is required to register the offer and sale of certain securities under the Securities Act as per the registration rights agreement[216] - The company will bear the costs of filing registration statements as per the registration rights agreement[218] - The Ananda Trust Note will be exchanged for a new convertible promissory note if the business combination is not consummated within one year[219] - The company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act[221]
Innovative International Acquisition (IOAC) - 2023 Q2 - Quarterly Report
2023-08-17 01:02
IPO and Fundraising - The IPO raised $234.6 million, with 23,000,000 units sold at $10.00 per unit, including 1,060,000 private placement shares[135]. - Transaction costs for the IPO amounted to $16,664,843, including $3,173,059 in underwriting commissions[136]. - The company issued unsecured promissory notes totaling up to $1.18 million to Ananda Trust and its sponsor for operational expenses related to the Business Combination[140][141][148]. - The company has issued multiple unsecured promissory notes totaling up to $2,000,000 to the Sponsor, with principal balances payable upon the consummation of the initial Business Combination[163][164][165][166]. - The sponsor purchased an aggregate of 1,060,000 Class A ordinary shares at a price of $10.00 per share, totaling $10,060,000 in a private placement[191]. - Ananda Trust subscribed for 1,000,000 newly issued shares at a purchase price of $10.00 per share, alongside a $10,000,000 investment in Zoomcar[195]. Financial Position and Performance - As of June 30, 2023, the company reported a net loss of $458,791, consisting of formation and operating costs of $855,233, offset by interest income of $396,440 from marketable securities[159]. - The company had cash of $36,287 and a working capital deficit of $9,666,544 as of June 30, 2023[161]. - The company has not generated any revenues to date and expects to incur increased expenses as a result of being a public company[157]. - The company anticipates that the cash held outside of the Trust Account may not be sufficient to operate for at least the next 12 months if a Business Combination is not consummated[172]. - The company incurred a net loss of $162,106 for the three months ended June 30, 2022, with formation and operating costs of $478,919[160]. Business Combination and Operations - The company has until October 29, 2023, to complete its Business Combination, or it will cease operations and redeem public shares[150]. - The company entered into a Merger Agreement with Zoomcar, which includes a subscription for 1,000,000 shares at $10.00 per share[139]. - The company must complete its initial Business Combination with a target having a fair market value of at least 80% of the assets held in the Trust Account[137]. - The company expects to use substantially all funds held in the Trust Account to complete its initial business combination[167]. - The company has until October 29, 2023, to consummate a Business Combination, after which mandatory liquidation may occur if not completed[173]. - The company has not commenced any operations and all activities related to its formation and IPO[133]. - The company has not engaged in any operations since inception, focusing solely on organizational activities and preparing for the IPO[157]. Trust Account and Redemptions - Approximately $206.5 million was redeemed from the Trust Account following the Extraordinary General Meeting in January 2023, leaving approximately $31.5 million remaining[144]. - In connection with the Second Extraordinary General Meeting, approximately $3.8 million was redeemed from the Trust Account, leaving approximately $30.17 million remaining[147]. Debt and Financing - The Company had borrowings of $2,490,000 under a promissory note with the sponsor, an increase from $1,495,000 as of March 31, 2023[185]. - The Company issued an unsecured promissory note on May 10, 2023, for up to $500,000, with the principal balance payable upon the consummation of the initial business combination[189]. - The Company has no long-term debt or off-balance sheet financing arrangements as of June 30, 2023[174]. Accounting and Reporting - The Company has identified critical accounting policies that may materially affect reported amounts of assets and liabilities[199]. - Ordinary shares subject to possible redemption are classified as temporary equity, reflecting certain redemption rights outside of the Company's control[200]. - The Company applies the two-class method for calculating net income (loss) per ordinary share, considering redeemable and non-redeemable shares[201]. - The Company is evaluating the benefits of relying on reduced reporting requirements under the JOBS Act as an "emerging growth company"[197].
Innovative International Acquisition (IOAC) - 2023 Q1 - Quarterly Report
2023-05-22 19:38
IPO and Fundraising - The IPO raised $234.6 million, with 23,000,000 units sold at $10.00 per unit, including a private placement of 1,060,000 shares [125]. - Transaction costs for the IPO amounted to $16,664,843, including $3,173,059 in underwriting commissions [126]. - Approximately $206.5 million was redeemed from the Trust Account by shareholders, leaving about $31.5 million remaining [134]. - The company has 3,050,335 public shares outstanding following the recent redemptions [134]. - The company’s initial shareholders collectively own approximately 25% of the issued and outstanding shares after the IPO [164]. Business Operations and Future Plans - As of March 31, 2023, the company had not commenced any operations and all activities related to its formation and IPO [123]. - The company has until July 29, 2023, to complete its initial Business Combination, or it will cease operations and redeem public shares [137]. - A merger agreement with Zoomcar was entered into on October 13, 2022, with plans for Zoomcar to become a wholly-owned subsidiary [129]. - The company anticipates that its cash held outside the Trust Account may not be sufficient to operate for at least the next 12 months if a Business Combination is not consummated [154]. - The company intends to use substantially all funds in the Trust Account to complete its initial business combination and may withdraw interest to pay taxes [151]. Financial Performance - As of March 31, 2023, the company reported a net loss of $58,851, with formation and operating costs amounting to $1,113,042, offset by interest income of $1,054,190 from marketable securities [143]. - The company had cash of $50,274 and a working capital deficit of $8,316,313 as of March 31, 2023 [145]. - Following the IPO on October 29, 2021, the company had $2,800,472 in cash available, which was transferred from the Sponsor's account [145]. - The company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2023 [156]. Promissory Notes and Financial Obligations - The company issued unsecured promissory notes to Ananda Trust totaling up to $1 million, with no interest and payable upon the consummation of the initial business combination [130][131]. - The company has issued several unsecured promissory notes to the Sponsor, including amounts of up to $500,000 each in September 2022, January 2023, and May 2023, all bearing no interest [147][148][163]. - As of March 31, 2023, the company had borrowings of $1,495,000 under a promissory note with its sponsor, up from $500,000 as of December 31, 2022 [167]. - The company issued an unsecured promissory note in January 2023 for up to $500,000, with the principal payable upon the consummation of the initial business combination [169]. - The sponsor has agreed to provide up to $990,000 for expenses related to extending the date for the initial business combination, with the principal payable on the Maturity Date [170]. Regulatory and Accounting Matters - The Inflation Reduction Act of 2022 imposes a 1% excise tax on certain stock repurchases by publicly traded corporations starting January 1, 2023 [140]. - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards [177]. - The company accounts for ordinary shares subject to possible redemption as temporary equity, adjusting the carrying value to equal the redemption value at the end of each reporting period [180]. - The company applies the two-class method for calculating net income (loss) per ordinary share, considering the pro rata net income between redeemable and non-redeemable shares [183]. - Management does not believe that any recently issued accounting standards will materially affect the company's financial statements [184]. Expenses and Costs - The company expects to incur increased expenses due to being a public company, including legal and compliance costs, as well as due diligence expenses related to business combinations [142]. - The company is reimbursing its sponsor $10,000 per month for office space and administrative services, which will cease upon the completion of the initial business combination or liquidation [165].
Innovative International Acquisition (IOAC) - 2022 Q4 - Annual Report
2023-03-31 18:22
IPO and Trust Account - The company completed its initial public offering on October 29, 2021, raising gross proceeds of $230 million from the sale of 23 million units at $10.00 per unit[19]. - A total of $234.6 million from the net proceeds of the IPO and private placement was placed in a Trust Account[21]. - The company has approximately $[ ] available in the Trust Account for business combinations, providing flexibility in structuring deals[65]. - The anticipated per-share redemption price for public shareholders upon completion of the initial business combination is approximately $10.20, based on the amount in the Trust Account[93]. - The redemption price per public share is expected to be approximately $10.20, based on the net proceeds from the IPO and the sale of Private Placement Shares[127]. - The funds from the IPO, totaling $234,600,000, were deposited into a non-interest-bearing Trust Account, invested in U.S. government treasury bills or specified money market funds[215]. - The company intends to use substantially all funds in the Trust Account to complete its initial business combination and may withdraw interest to pay taxes[217]. Business Combination Plans - The company has a deadline of July 29, 2023, to complete its initial business combination, or it will terminate and distribute the Trust Account amounts[22]. - The company entered into a Merger Agreement with Zoomcar on October 13, 2022, which includes a re-domestication to Delaware and a merger with Zoomcar[24][25]. - The initial business combination must involve operating businesses or assets with a fair market value of at least 80% of the assets held in the Trust Account[55]. - The company intends to structure the initial business combination to acquire 100% of the target's equity interests or assets, but may acquire less if necessary[57]. - The company aims to invest in companies valued between $1 billion to $2.5 billion, leveraging over 220 years of combined experience in various sectors[43]. - The company plans to focus on sectors such as consumer technology, healthcare, IT services, and enterprise SaaS for potential business combinations[33][38]. - The company has incurred offering expenses exceeding the estimated $550,000, reducing the funds intended to be held outside the Trust Account[132]. - The company expects to incur increased expenses due to being a public company and as a result of entering into the Merger Agreement with Zoomcar[211]. Due Diligence and Evaluation - The company aims to conduct thorough due diligence on potential business combination targets, including meetings with management and document reviews[48]. - The company intends to evaluate target companies using industry-standard methods, including public company comparables and proprietary modeling[44]. - The management team has significant experience in sourcing, M&A, and growth across multiple regions, enhancing the company's competitive advantage[41]. - The company will conduct thorough due diligence on prospective target businesses, including meetings with management and financial reviews[74]. Shareholder Rights and Redemption - Public shareholders are restricted from seeking redemption rights for more than 15% of the shares sold in the IPO, referred to as "Excess Shares"[105]. - The company will provide public shareholders the opportunity to redeem their Class A ordinary shares upon completion of the initial business combination, either through a general meeting or a tender offer[94]. - If shareholder approval is required, a final proxy statement will be mailed to public shareholders at least 10 days prior to the vote, with a draft available well in advance[95]. - Redemptions will not be allowed if they cause net tangible assets to fall below $5,000,001 immediately prior to or upon consummation of the initial business combination[104]. - The company may conduct redemptions in conjunction with a proxy solicitation or pursuant to tender offer rules, depending on the circumstances[100][101]. Financial Position and Risks - As of December 31, 2022, the company had not commenced any operations and had incurred a net loss of $4,625,808 for the year, primarily due to formation and operating costs of $8,009,751[212]. - The company has not generated any operating revenues to date and will only do so after completing its initial Business Combination[211]. - The company anticipates significant costs in pursuing its acquisition plans and cannot assure the successful completion of a Business Combination[191]. - The company has until July 29, 2023, to complete its initial Business Combination, or it will cease operations and redeem public shares[203]. - The company is at risk of liquidation if it does not complete an initial business combination by July 29, 2023, which could result in public shareholders receiving approximately $10.26 per share upon redemption[166]. - The company has a working capital deficit of $6,708,272 as of December 31, 2022[214]. Regulatory and Compliance - The company is classified as an "emerging growth company" and a "smaller reporting company," allowing for reduced disclosure obligations[62][64]. - The company is subject to potential review by the Committee on Foreign Investment in the United States (CFIUS), which may limit the pool of potential targets for its initial business combination[171]. - The company must ensure that its activities do not include investing in "investment securities" constituting more than 40% of total assets to avoid being classified as an investment company under the Investment Company Act[162]. - The company has registered its units, Class A ordinary shares, and warrants under the Exchange Act, which includes obligations to file annual, quarterly, and current reports with the SEC[145]. Management and Affiliates - The management team has significant experience in executing transactions under varying economic conditions, enhancing the sourcing of potential targets[50]. - The company has a fiduciary duty to present acquisition opportunities to other entities in which its directors and officers have obligations, potentially limiting its ability to pursue certain opportunities[138]. - The company has not independently verified whether its sponsor has sufficient funds to satisfy indemnity obligations related to claims against the Trust Account[143]. - The company has agreements in place with its sponsor and underwriters to waive certain rights to liquidating distributions if the business combination is not completed[124].
Innovative International Acquisition (IOAC) - 2022 Q3 - Quarterly Report
2022-11-18 21:11
Financial Performance - As of September 30, 2022, the company reported a net loss of $1,348,845 for the three months ended, with formation and operating costs amounting to $2,407,767, offset by interest income of $1,058,906 from marketable securities [127]. - For the nine months ended September 30, 2022, the company had a net loss of $4,274,946, consisting of formation and operating costs of $5,674,326, with interest income from marketable securities totaling $1,399,325 [128]. - The company has not engaged in any operations or generated revenues to date, with all activities focused on organizational tasks and preparing for the IPO [126]. Cash and Working Capital - The company had cash of $85,969 and a working capital deficit of $4,389,396 as of September 30, 2022, following the IPO which provided $2,800,472 in cash available [129]. - As of September 30, 2022, the company held $85,969 in cash outside of the Trust Account, which may not be sufficient to operate for at least the next 12 months if a Business Combination is not consummated [137]. - The company has $1,450,000 of proceeds available outside the trust account, primarily for identifying and evaluating target businesses and performing due diligence [135]. IPO and Business Combination - The company completed its IPO on October 29, 2021, raising a total of $236,050,000, with $234,600,000 deposited into a non-interest-bearing trust account [132]. - The company has until January 29, 2023, to complete its initial Business Combination, or it will cease operations and redeem public shares [119]. - The company has until January 29, 2023, to consummate a Business Combination, after which mandatory liquidation may occur if not completed [140]. - The company anticipates using substantially all funds in the trust account for the initial business combination, with remaining proceeds allocated for working capital and growth strategies [134]. Expenses and Financial Obligations - The company expects to incur increased expenses as a result of being a public company, particularly for legal, financial reporting, and due diligence expenses [126]. - The company has incurred transaction costs of $16,664,843 related to the IPO, including $3,173,059 in underwriting commissions [116]. - The company issued an unsecured promissory note to the Sponsor for up to $500,000, which can be converted into Class A ordinary shares at a price of $10.00 per share [133]. - The company has agreed to reimburse the sponsor for office space and administrative services at a rate of $10,000 per month [146]. Ownership and Equity - The company’s sponsor, officers, and directors collectively own approximately 25% of the issued and outstanding shares after the IPO [145]. - Ordinary shares subject to possible redemption are classified as temporary equity due to certain redemption rights considered outside of the company's control [157]. - The company applies the two-class method for calculating net income (loss) per ordinary share, dividing pro rata net income between redeemable and non-redeemable ordinary shares [158]. - The diluted income (loss) per share calculation excludes the effect of IPO-related warrants as their exercise is contingent on future events, making their inclusion anti-dilutive [158]. Regulatory and Reporting Requirements - The company is required to register the offer and sale of certain securities under the Securities Act, allowing holders to make up to three demands for registration [152]. - The company may rely on reduced reporting requirements under the JOBS Act, which could affect the comparability of its financial statements with non-emerging growth companies [155]. - Management does not anticipate that recently issued accounting standards will materially affect the company's financial statements [159]. - There are no applicable quantitative and qualitative disclosures about market risk for the company [160]. Tax Implications - The company is subject to a new 1% excise tax on stock repurchases effective January 1, 2023, which may impact cash available for Business Combinations [124]. - The company has no long-term debt or off-balance sheet financing arrangements as of September 30, 2022 [141].
Innovative International Acquisition (IOAC) - 2022 Q2 - Quarterly Report
2022-08-06 01:36
Financial Performance - As of June 30, 2022, the company reported a net loss of $162,106 for the three months ended, primarily due to formation and operating costs of $478,919, offset by interest income of $316,813[111]. - For the six months ended June 30, 2022, the company had a net loss of $2,926,101, consisting of formation and operating costs of $3,266,559, with interest income totaling $340,458[112]. - The company has not generated any operating revenues to date and will only do so after completing a Business Combination[110]. - The company expects to incur increased expenses as a public company, particularly for legal and compliance costs, as well as due diligence expenses[110]. - The company has a liquidity condition that raises substantial doubt about its ability to continue as a going concern for the next year[118]. Capital Structure - The company raised $234,600,000 from the IPO, which was deposited into a Trust Account, with funds invested in U.S. government treasury obligations[106]. - The company incurred transaction costs of $16,664,843 related to the IPO, including $3,173,059 in underwriting commissions[104]. - The company intends to use substantially all funds in the Trust Account to complete its initial Business Combination and may withdraw interest to pay taxes[115]. - The company received a loan of up to $300,000 from its sponsor for IPO expenses, with no borrowings under the promissory note as of June 30, 2022[122][126]. - The sponsor paid $25,000 for offering costs in exchange for 7,187,500 founder shares, resulting in a purchase price of approximately $0.003 per share[123]. - The company’s initial shareholders collectively own approximately 25% of the issued and outstanding shares after the IPO[123]. - The sponsor, Cantor, and CCM purchased 1,060,000 Class A ordinary shares at a price of $10.00 per share in a private placement, totaling $10,060,000[128]. Business Combination and Future Plans - The company has until January 29, 2023, to complete a Business Combination, after which it will face mandatory liquidation if unsuccessful[119]. Accounting and Reporting - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[130]. - The company accounts for ordinary shares subject to possible redemption as temporary equity, adjusting the carrying value to equal the redemption value at each reporting period[133]. - The net loss per ordinary share is calculated using the two-class method, with the diluted loss per share not considering the effect of warrants issued in connection with the IPO[135]. - The company is currently assessing the impact of ASU 2020-06, effective January 1, 2024, on its financial position and results of operations[136]. Financial Position - The company had cash of $587,576 and a working capital deficit of $2,114,704 as of June 30, 2022, following the IPO which provided $2,800,472 in cash[113]. - As of June 30, 2022, the company had no off-balance sheet financing arrangements or long-term debt obligations[120][121].
Innovative International Acquisition (IOAC) - 2022 Q1 - Quarterly Report
2022-05-12 01:02
Table of Contents 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, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to INNOVATIVE INTERNATIONAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40964 98-1630742 (Commi ...
Innovative International Acquisition (IOAC) - 2021 Q4 - Annual Report
2022-03-29 20:08
☒ 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 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) For the transition period from to Commission file number: 001-40964 Innovative International Acquisition Corp. (Exact name of registrant as specified in its charter) | Cayman Isla ...
Innovative International Acquisition (IOAC) - 2021 Q3 - Quarterly Report
2021-12-10 22:26
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) Dana Point, CA, 92629 (Address of Principal Executive Offices, including zip code) (805) 907-0597 ☒ 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 INNOVATIVE INTERNATIONAL ACQUISITION C ...