IPO and Trust Account - The initial public offering (IPO) generated gross proceeds of $276 million from the sale of 27,600,000 units at $10.00 per unit, including an over-allotment option[18]. - Following the IPO, approximately $276 million was deposited into a trust account, which is invested only in U.S. government securities[20]. - As of September 2023, after stockholder redemptions, $4,184,782 remained in the trust account[20]. - Public stockholders redeemed 26,186,896 shares, resulting in $15,127,621 remaining in the trust account after a special meeting in December 2022[20]. - The proceeds from the IPO and private placement warrants will not be released from the trust account until the completion of a business combination or other specified conditions[22]. - Only $1,000,000 of the net proceeds from the initial public offering is available outside the trust account for working capital requirements[75]. - If the company cannot complete its initial business combination, public stockholders may only receive their pro rata portion of the funds in the trust account, estimated at $10.00 per share[76]. - The trust account may be reduced below $10.00 per share if the sponsor does not fulfill indemnification obligations, impacting public stockholders' distributions[81]. - The company liquidated investments in its Trust Account to mitigate the risk of being classified as an unregistered investment company, resulting in lower interest income for public stockholders[178]. - The Trust Account funds were previously held in U.S. government treasury obligations, but were liquidated to avoid regulatory complications, leading to reduced returns for stockholders[179]. Business Combination Plans - The company has extended the deadline to complete a business combination to March 9, 2024, with potential further extensions[20]. - The company has a defined timeline of 51 months from the IPO to complete a business combination, failing which it will liquidate[23]. - The company entered into a Business Combination Agreement with Iris Parent Holding Corp. on November 30, 2022, involving a merger with Liminatus and Iris, with the goal of creating a direct wholly-owned subsidiary of ParentCo[58]. - The company is focused on acquiring businesses with strong growth potential, good capital efficiency, and competent management teams, prioritizing emerging markets and technology-led companies[42]. - The company aims to invest in steady growth businesses backed by technology adoption, targeting products consumable by the growing middle-class population[44]. - The company will evaluate potential acquisitions based on metrics such as recurring revenues, market share, and customer acquisition costs to identify unique product offerings[47]. - The company has not selected a specific target business for the initial business combination, making it difficult to evaluate potential risks and merits[95]. - The company may only complete one business combination with the proceeds from its IPO, leading to a lack of diversification and increased risk associated with a single business[210]. - The company may attempt to complete multiple business combinations simultaneously, which could complicate negotiations and increase costs[106]. - The company may face challenges in completing its initial business combination if the target business does not meet its general criteria and guidelines, potentially leading to stockholder redemption[96]. Financial and Operational Risks - The company has not generated any revenue to date and has not engaged in operations unrelated to searching for business combination candidates[17]. - The company faces competition from other entities with similar business objectives, which may limit its ability to acquire larger target businesses due to financial resource constraints[49]. - The company may need to reserve a portion of cash in the trust account for potential redemptions, impacting its ability to optimize capital structure[66]. - If a significant number of shares are redeemed, it could increase the likelihood of an unsuccessful business combination[67]. - The company may rely on loans from its sponsor or management team if the funds outside the trust account are insufficient to operate until June 30, 2025[75]. - The company may incur substantial debt to complete its initial business combination, which could adversely affect its leverage and financial condition[154]. - The company may face increased competition for attractive target businesses due to the rise in special purpose acquisition companies, which may lead to higher costs or inability to find suitable targets[71]. - The company may face challenges in negotiating favorable terms for business combinations as potential targets may leverage the impending deadline[70]. - The company may face material adverse effects on its business combination search due to future pandemics and infectious diseases[115]. - The company has identified a material weakness in internal control over financial reporting as of December 31, 2024, particularly related to accounting for complex financial instruments, which could adversely affect investor confidence[201]. Management and Governance - The management team has extensive experience in investment banking, M&A, and private equity, with a focus on sectors such as healthcare and technology[31]. - The company has three executive officers who will devote time as necessary to the business combination process, with no full-time employees expected prior to the initial business combination[51]. - Conflicts of interest may arise as officers and directors have fiduciary obligations to other entities, potentially affecting business opportunity presentations[118]. - The company has not adopted a policy to prohibit directors and officers from having financial interests in transactions, which may lead to conflicts of interest[120]. - The company’s initial stockholders control 97.5% of the common stock, potentially influencing stockholder votes in ways that may not align with public stockholders' interests[163]. - The company may face conflicts of interest due to the financial interests of its directors and officers in the proposed business combination[221]. - Iris Acquisition Holdings LLC may face conflicts of interest regarding changes to the Business Combination Agreement due to the discretion of its directors[222]. Regulatory and Compliance Issues - The company must avoid being classified as an investment company under the Investment Company Act, which would impose compliance burdens and restrict activities[87]. - Changes in laws or regulations could adversely affect the company's ability to complete its initial business combination and overall operations[90]. - The SEC issued final rules on January 24, 2024, regarding SPACs, which may require the company to liquidate earlier than planned[175]. - If deemed an investment company under the Investment Company Act, the company would face significant compliance burdens and restrictions on its activities[176]. - The review process by CFIUS could be lengthy, limiting the time available to complete the initial business combination[225]. - The initial business combination with a U.S. target company may be subject to review by CFIUS, potentially delaying or prohibiting the transaction[223]. - The proposed business combination aims to qualify as a tax-deferred exchange under Section 351 of the Code, but uncertainties exist regarding its qualification under Section 368(a)[229]. - The IRS issued final regulations regarding the excise tax, requiring payment for liabilities incurred from January 1, 2023, to December 31, 2023, by October 31, 2024[228]. - Liquidating distributions may be exempt from the excise tax, but uncertainties remain regarding redemptions made after December 31, 2022[228]. Shareholder Considerations - The company may issue additional shares of Class A common stock or preferred stock, which could significantly dilute existing investors' equity interests[152]. - Public stockholders may experience immediate and substantial dilution upon acquiring Class A common stock due to the nominal price paid for founder shares[164]. - The absence of a specified maximum redemption threshold may allow the company to complete a business combination even if a substantial majority of stockholders do not agree[155]. - Holders of warrants may only exercise their warrants on a cashless basis under certain circumstances, potentially resulting in fewer shares received[145]. - The company is not currently registering the Class A common stock issuable upon exercise of the warrants under the Securities Act[140]. - If the shares of Class A common stock are not listed on a national securities exchange, the company may require warrant holders to exercise on a cashless basis[143]. - The company may redeem outstanding warrants at a price of $0.01 per warrant if the Class A common stock price exceeds $18.00 for a specified period[166]. - Each unit contains one-fourth of a warrant, which may make the units less valuable compared to other special purpose acquisition companies that offer whole warrants[167]. Market and Economic Risks - The company may face challenges in sustaining an active trading market for its securities, affecting liquidity and price[168]. - The market for directors and officers liability insurance has become less favorable, with increased premiums and decreased availability, potentially complicating initial business combinations[196]. - Cyber incidents could lead to data theft and financial loss, posing a risk to the company's operations and financial condition[188]. - The company may face challenges in managing cross-border operations, including regulatory compliance and currency fluctuations, which could impact future business combinations[197]. - Past performance of the management team is not indicative of future investment performance, and no member has prior management experience with special purpose acquisition corporations[117]. - Key personnel loss could adversely affect operations and profitability after the initial business combination[128]. - The management team may not maintain control of the target business post-combination, potentially affecting operational success[130]. - The company may pursue business combinations outside of management's expertise, which could lead to inadequate risk assessment[131]. - The company may need to take write-downs or impairments post-business combination, negatively impacting financial condition and stockholder value[126].

Business Combination and Financing - The company executed a Business Combination Agreement with Liminatus Pharma, LLC on November 30, 2022, and intends to use cash from its IPO proceeds for the initial business combination[141]. - The company raised total gross proceeds of $276,000,000 from its IPO of 27,600,000 units at a price of $10.00 per unit[141]. - The deadline to consummate a business combination has been extended to March 9, 2024, following stockholder approval on September 7, 2023[144]. - The underwriters are entitled to a reduced deferred underwriting discount of $8,000,000 upon the completion of the business combination, down from $9,660,000[150]. - The PIPE Equity Subscription Agreement was amended to decrease the PIPE Investor's committed purchase from $25,000,000 to $15,000,000[161]. - The PIPE Equity Subscription Agreement was amended to increase the PIPE Investor's committed purchase from 1,500,000 to 2,500,000 shares and the investment from $15,000,000 to $25,000,000[171]. Stockholder Activity - Stockholders redeemed 119,572 shares for cash at a redemption price of $10.58 per share, totaling an aggregate redemption amount of $1,265,669, leaving 7,187,037 shares outstanding[146]. - Stockholders redeemed 26,186,896 Public Shares for an aggregate redemption amount of $263,963,913 at a redemption price of approximately $10.08 per share[165]. Financial Performance - The company reported a net loss of $642,900 for the three months ended September 30, 2024, primarily due to formation and offering costs of $1,019,694[175]. - For the nine months ended September 30, 2024, the net loss was $2,035,985, with formation and offering costs totaling $2,383,530[176]. - For the three months ended September 30, 2023, the company reported a net loss of $323,891, which included an unrealized loss on fair value of warrants of $45,822 and formation and offering costs of $676,321[207]. - For the nine months ended September 30, 2023, the company had a net loss of $739,623, primarily due to formation and offering costs of $1,943,512, offset by an unrealized gain on fair value of warrant liabilities of $442,726[208]. Cash Flow and Working Capital - As of September 30, 2024, the company had negative working capital of approximately $7,141,435 and $358,181 in its operating bank account[178]. - The company used $1,462,079 in operating activities for the nine months ended September 30, 2023, due to a net loss of $739,623[179]. - Net cash used in operating activities for the nine months ended September 30, 2024, was $2,320,967, attributed to a net loss of $2,035,985[210]. - Cash provided by investing activities for the nine months ended September 30, 2023, was $11,432,625, primarily from cash proceeds for tax payments and redemption adjustments[180]. - Cash provided by investing activities for the nine months ended September 30, 2024, was $2,025,592, resulting from proceeds from the Trust Account used for tax redemptions and payments[211]. - Net cash provided by financing activities for the nine months ended September 30, 2024, was $497,131, primarily from proceeds of a promissory note of $2,300,000, offset by the redemption of Class A common stock[212]. Internal Controls and Compliance - A material weakness in internal control over financial reporting was identified, impacting the effectiveness of disclosure controls as of September 30, 2024[191]. - The company is establishing additional monitoring and oversight controls to ensure the accuracy and completeness of financial statements and related disclosures[219]. - The company plans to hire consultants to assist in preparing and completing the filing of tax returns[220]. Legal and Regulatory Matters - There are no material litigations or governmental proceedings currently pending against the company or its officers[222]. Revenue Generation - The company has not generated any revenues to date and will not do so until the completion of its initial Business Combination[206].

Business Combination and IPO - The company executed a Business Combination Agreement with Liminatus Pharma, LLC on November 30, 2022, intending to utilize cash from the IPO and private placement for the initial business combination [118]. - The IPO was completed on March 9, 2021, raising total gross proceeds of $276 million from the sale of 27,600,000 units at $10.00 per unit [118]. - The company extended the deadline to consummate a business combination to March 9, 2024, and subsequently to September 9, 2024, through various amendments [124][126]. - The company plans to seek stockholder approval to extend the deadline for completing the initial business combination beyond September 9, 2024, to December 31, 2024 [129]. - If the Company cannot complete a Business Combination by September 9, 2024, it will cease operations except for liquidation purposes [138]. Financial Performance - As of June 30, 2024, the company reported a net loss of $1,393,085 for the six months, primarily due to formation and offering costs of $1,363,836 [132]. - For the six months ended June 30, 2024, net cash used in operating activities was $1,591,612, reflecting the net loss and changes in operating assets and liabilities [134]. - The company has not generated any revenues to date and only incurs expenses related to being a public company and due diligence [130]. - The company reported a net cash provided by financing activities of $234,331 for the six months ended June 30, 2024, due to proceeds from a promissory note [136]. Working Capital and Going Concern - The company had $339,203 in its operating bank account as of June 30, 2024, with negative working capital of approximately $6,059,539 [133]. - The Company has incurred significant costs related to its acquisition plans, raising substantial doubt about its ability to continue as a going concern [137]. - The Company has a working capital deficit, which further raises concerns about its ability to continue as a going concern [138]. Valuation and Accounting - The fair value of Private Placement Warrants is determined using a Monte Carlo simulation model, which includes inputs such as expected stock price volatility and the probability of completing the Business Combination [140]. - The fair value of the derivative liability is assessed using a probability weighted expected return model, incorporating similar inputs as the Private Placement Warrants [142]. - Management does not anticipate that any recently issued accounting standards will materially affect the financial statements [143]. - The Company is classified as a smaller reporting company and is not required to provide extensive market risk disclosures [144]. Stockholder Actions - Stockholders redeemed 1,006,495 Public Shares at a redemption price of $10.29 per share, totaling an aggregate redemption amount of $10,358,754 [124].

Business Combination and IPO - The company executed a Business Combination Agreement with Liminatus Pharma, LLC on November 30, 2022, intending to utilize cash from its IPO and private placement for the initial business combination[132]. - The IPO was completed on March 9, 2021, raising total gross proceeds of $276 million from the sale of 27,600,000 units at $10.00 per unit[132]. - The company extended the date to consummate a business combination to March 9, 2024, and subsequently to December 9, 2023, through various amendments[140][141]. - The company has not generated any revenues to date and will not do so until the completion of its initial business combination[150]. Financial Performance - As of March 31, 2024, the company reported a net loss of $858,231, which included $178,734 loss on the change in fair value of warrants and $721,754 of formation and offering costs[151]. - For the three months ended March 31, 2024, net cash used in operating activities was $903,722, primarily due to the net loss[154]. - The company had $201,537 in its operating bank account as of March 31, 2024, with negative working capital of approximately $5,438,233[153]. - The company incurred $700,000 in net cash provided by financing activities for the three months ended March 31, 2024, from a promissory note[157]. Going Concern and Management Doubts - Management has raised substantial doubt about the company's ability to continue as a going concern if a business combination is not completed by September 9, 2024[162]. Internal Controls and Remediation - The company identified a material weakness in internal controls related to complex financial instruments and timely tax return filings as of December 31, 2023[171]. - As of March 31, 2024, the company's disclosure controls and procedures were deemed not effective[170]. - The company has initiated remediation efforts, including improving the review process for complex securities and enhancing communication with third-party professionals[174]. - The company plans to hire consultants to assist in the preparation and filing of tax returns[174]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected internal controls[174]. - The company believes that its condensed financial statements fairly present its financial position despite the identified material weakness[172]. Fair Value Assessments - The fair value of the company's Private Placement Warrants is determined using a Monte Carlo simulation model, which includes inputs such as expected stock price volatility and risk-free interest rate[165]. - The fair value of the company's derivative liability is assessed using a probability weighted expected return model, with similar inputs as the warrants[166]. Accounting Standards and Reporting - Management does not expect recently issued accounting standards to have a material effect on financial statements[167]. - The company is classified as a smaller reporting company and is not required to provide extensive market risk disclosures[168].

Financial Performance - The company reported a net loss of approximately $1,226,218 for the year ended December 31, 2023, compared to a net income of $10,249,254 for the year ended December 31, 2022[177][178]. - The loss from operations for 2023 was $2,311,211, an increase from the loss of $1,872,478 in 2022[222]. - Total other income for 2023 was $1,118,980, significantly lower than $12,661,555 in 2022[222]. - Basic and diluted net loss per share for Class A common stock was $(0.15) in 2023, down from $0.30 in 2022[222]. - The company reported an accumulated deficit of $(14,883,124) as of December 31, 2023, compared to $(13,974,105) in 2022, indicating worsening financial performance[213]. - The company incurred formation and offering costs of $2,586,211 for the year ended December 31, 2023[177]. - The company has incurred significant costs related to its acquisition plans, raising doubts about its ability to continue as a going concern[191]. Cash and Liquidity - As of December 31, 2023, the company had $156,425 in cash, including $85,084 of restricted cash, and a working capital deficit of approximately $4,947,672[179]. - Cash and cash equivalents held in the Trust Account decreased to $4,291,332 in 2023 from $15,127,621 in 2022, highlighting liquidity challenges[213]. - The Trust Account held $4,291,332 in cash equivalents as of December 31, 2023, down from $15,127,621 in 2022, indicating a significant reduction of approximately 71.7%[271]. - The company had cash of $156,425 at the end of 2023, down from $280,640 at the end of 2022[227]. - The company may need to obtain additional financing to complete its initial business combination or to meet obligations post-combination[191]. Business Combination and Operations - The company executed a Business Combination Agreement with Liminatus Pharma, LLC on November 30, 2022, focusing on immune-modulating cancer therapies[158]. - The company extended the deadline to consummate a business combination to March 9, 2024, with the possibility of further extensions[167]. - The company has not generated any operating revenues to date and will not do so until the completion of its initial Business Combination[176]. - The company has no approved plan to extend the business combination deadline beyond June 9, 2024, which raises concerns about future operations[203]. - If the Company cannot complete a Business Combination by June 9, 2024, it will cease operations and liquidate[258]. Shareholder Activity - Stockholders redeemed 1,006,495 Public Shares for cash at a redemption price of $10.29 per share, totaling approximately $10,358,754 on September 7, 2023[168]. - On December 20, 2022, stockholders redeemed 26,186,896 Public Shares for approximately $10.08 per share, totaling an aggregate redemption amount of $263,963,913[252]. - Common stock subject to possible redemption was presented at redemption values of $9.96 and $10.71 as of December 31, 2023 and 2022, respectively, showing a decrease of approximately 7.0%[277]. Assets and Liabilities - As of December 31, 2023, total assets decreased to $4,502,213 from $15,488,270 in 2022, indicating a significant decline[213]. - Current liabilities increased to $5,158,553 in 2023 from $3,591,418 in 2022, reflecting a growing financial burden[213]. - The company has outstanding accounts payable of $1,996,912 and accrued liabilities totaling $2,326,918 as of December 31, 2023, compared to $594,958 and $1,489,462 respectively in 2022[323]. Financing and Debt - The Company has entered into a PIPE Equity Subscription Agreement for 1,500,000 shares at a price of $10.00 per share, totaling $15,000,000[248]. - The Company has also entered into a Convertible Note Subscription Agreement for $25,000,000 in 8% convertible notes, with an initial conversion price of $11.50 per share[249]. - The Sponsor agreed to loan the Company up to $300,000 for working capital purposes, with an outstanding balance of $540,000 under a separate unsecured promissory note as of December 31, 2023[327][330]. - The Company issued an unsecured promissory note of up to $750,000 to the Sponsor, with an outstanding balance of $613,720 as of December 31, 2023, compared to $200,000 in 2022[331]. - The total balance outstanding on promissory notes related to the Sponsor was $1,452,381 as of December 31, 2023, net of a debt discount of $1,339[334]. Tax and Compliance - The Company recognized no unrecognized tax benefits or amounts accrued for interest and penalties as of December 31, 2023 and 2022, indicating stable tax positions[290]. - The Company has identified the United States as its only major tax jurisdiction, subject to income tax examinations since inception[290]. - The Company received a notice from Nasdaq regarding non-compliance with the minimum 500,000 publicly held shares requirement, with a compliance plan submitted for extension until June 9, 2024[259]. Miscellaneous - The Company negotiated to forgive outstanding vendor payables, resulting in a gain of $275,000 for 2023 compared to $579,989 in 2022, reflecting a decrease of approximately 52.5%[273]. - The Company experienced no material impact on its financial statements due to the acquisition of First Republic Bank by JPMorgan Chase & Co.[272]. - The Company’s management does not believe that any recently issued accounting standards will materially affect the financial statements[196].

Financial Performance - For the three months ended September 30, 2023, the company reported a net loss of $323,891, which included $421,853 of interest income on marketable securities held in the Trust Account [151]. - For the nine months ended September 30, 2023, the company had a net loss of $739,623, with formation and offering costs amounting to $1,943,512 [153]. - For the nine months ended September 30, 2023, net cash used in operating activities was $1,462,079, primarily due to the net loss and unrealized gains on fair value of warrant liabilities [156]. - The company has not generated any operating revenues to date and will not do so until the completion of its initial Business Combination [150]. - The company has incurred significant costs related to its acquisition plans, raising doubts about its ability to continue as a going concern [162]. Cash and Working Capital - As of September 30, 2023, the company had $337,721 in its operating bank account and a working capital deficit of $4,191,415 [155]. - The company had cash provided by investing activities of $11,432,625 for the nine months ended September 30, 2023, resulting from cash proceeds from the Trust Account [158]. - For the nine months ended September 30, 2023, net cash used in financing activities was $9,913,465, primarily due to Class A Common Stock redemptions [159]. Business Combination and Operations - The company executed a Business Combination Agreement with Liminatus Pharma, LLC on November 30, 2022, intending to use cash from the IPO proceeds for the business combination [135]. - Stockholders redeemed 26,186,896 Public Shares for approximately $10.08 per share, totaling an aggregate redemption amount of $263,963,913 [140]. - The company extended the deadline for consummating a business combination to December 9, 2023, with the possibility of an additional three-month extension [145]. - If the company cannot complete a Business Combination by March 9, 2024, it will cease operations except for liquidation purposes [163]. - The company has not made adjustments to the carrying amounts of assets or liabilities in the event of liquidation after the Combination Period [163]. Accounting and Financial Reporting - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value outside of stockholders' equity [165]. - Derivative financial instruments, including warrants, are recorded at fair value and re-valued at each reporting date [166]. - The company applies the residual method to allocate IPO proceeds between Class A common stock and warrants [167]. - Management does not believe that recently issued accounting standards will have a material effect on the financial statements [168]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures [169].

Business Combination and IPO - The company executed a Business Combination Agreement with Liminatus Pharma, LLC on November 30, 2022, intending to use cash from the IPO and private placement proceeds for the merger [121]. - The IPO was consummated on March 9, 2021, raising total gross proceeds of $276 million from the sale of 27,600,000 units at $10.00 per unit [121]. - The Business Combination Agreement has been amended to extend the Outside Date for closing from September 30, 2023, to March 9, 2024 [146]. - The company has raised substantial doubt about its ability to continue as a going concern if the Business Combination is not completed by the specified dates [144]. Financial Performance - For the three months ended June 30, 2023, the company reported a net income of approximately $232,984, primarily from the forgiveness of unrelated vendor payables and unrealized gains on warrants [134]. - For the six months ended June 30, 2023, the company incurred a net loss of $415,732, with formation and offering costs amounting to $1,267,191 [136]. - As of June 30, 2023, the company had a working capital deficit of $3,739,418 and cash in the operating bank account of $115,176 [138]. - During the six months ended June 30, 2023, net cash used in operating activities was $922,726, attributed to the net loss and unrealized gains on warrant liabilities [139]. - The company has not generated any operating revenue to date and will not do so until the completion of the initial Business Combination [133]. Stockholder Activity - Stockholders redeemed 26,186,896 Public Shares for cash at a redemption price of approximately $10.08 per share, totaling an aggregate redemption amount of $263,963,913 [127]. Accounting and Financial Reporting - Common stock subject to possible redemption is classified as temporary equity, presented at redemption value outside of stockholders' equity [148]. - Derivative instruments, including warrants, are recorded at fair value and re-valued at each reporting date, with changes reported in the condensed statements of operations [149]. - The allocation of IPO proceeds between Class A common stock and warrants is done using the residual method, prioritizing the fair value of warrants [150]. - The adoption of ASU 2020-06 on January 1, 2021, simplified accounting for convertible instruments but did not impact the company's financial position or cash flows [151]. - Management believes that recently issued accounting standards will not have a material effect on the condensed financial statements [153].

Financial Performance - The company had a net loss of approximately $648,716 for the period ended March 31, 2023, primarily due to formation and offering costs of $616,492 and a loss on the change in fair value of warrants of $109,635 [130]. - As of March 31, 2023, the company had negative working capital of approximately $3,421,005, indicating financial challenges in meeting short-term obligations [132]. - The company incurred net cash used in operating activities of $727,566 for the period ended March 31, 2023, reflecting a lack of income from operations [133]. - The company has identified significant costs in pursuing acquisition plans, raising doubts about its ability to continue as a going concern [137]. Revenue Generation - The company has not generated any operating revenues to date and will not do so until the completion of its initial Business Combination [129]. IPO and Capital Structure - The company completed its IPO on March 9, 2021, raising total gross proceeds of $276,000,000 from the sale of 27,600,000 units at a price of $10.00 per unit [121]. - Stockholders redeemed 26,186,896 Public Shares for cash at a redemption price of approximately $10.08 per share, totaling an aggregate redemption amount of $263,963,913 [127]. Business Combination Timeline - The company has until June 9, 2023, to complete its Business Combination, or it will cease operations and liquidate [138]. Cash Management - As of March 31, 2023, there were no Working Capital Loans outstanding, indicating reliance on existing cash reserves for operations [132]. - The company generated non-operating interest income of $84,697 from investments held in the Trust Account during the period ended March 31, 2023 [130].

Financial Performance - For the year ended December 31, 2022, the company reported a net income of approximately $10,249,254, which included a gain on the change in fair value of warrants of $9,586,864 and interest income of $3,074,691 [285]. - The company had net cash used in operating activities of $1,095,588 for the year ended December 31, 2022, primarily due to a lack of income from operations [288]. - The company generated cash provided by investing activities of $263,963,913 for the year ended December 31, 2022, resulting from net proceeds from investments held in the Trust Account [290]. - For the year ended December 31, 2022, net cash used in financing activities was $262,923,913, primarily due to the redemption of Class A common stock [291]. - The company reported cash provided by financing activities of $277,552,107 for the year ended December 31, 2021, from the sale of Units and private placement warrants [292]. Company Operations - The company completed its initial public offering on March 9, 2021, raising total gross proceeds of $276,000,000 from the sale of 27,600,000 Units at a price of $10.00 per Unit [271]. - As of December 31, 2022, the company had negative working capital of approximately $2,783,636 and $280,640 in its operating bank account [287]. - The company has incurred significant costs in pursuit of its acquisition plans, raising substantial doubt about its ability to continue as a going concern if a business combination is not completed by June 9, 2023 [293][294]. - The company entered into a Business Combination Agreement on November 30, 2022, to merge with Liminatus and Iris, with Liminatus becoming a wholly-owned subsidiary of ParentCo [277]. - The company has committed to a PIPE Equity Subscription Agreement for an aggregate purchase price of $15,000,000 and a Convertible Note Subscription Agreement for $25,000,000 [278][279]. Conference Call Insights - No specific financial performance metrics or user data were disclosed in the conference call [301]. - Future outlook and performance guidance were not provided due to the company's reporting status [301]. - There were no mentions of new product or technology developments during the call [301]. - The company did not discuss market expansion or acquisition strategies in the conference call [301]. - No new strategic initiatives were highlighted in the earnings call [301]. - The company did not report any quantitative financial data or performance metrics [301]. - There were no qualitative insights shared regarding market conditions or risks [301]. - The call did not include any updates on user growth or engagement metrics [301]. - Overall, the conference call lacked detailed financial and operational insights due to the company's reporting classification [301].

Financial Performance - The company had a net income of approximately $2,731,476 for the three months ended September 30, 2022, which included a gain on the change in fair value of warrants of $1,261,428 and interest income of $36,037[110]. - For the nine months ended September 30, 2022, the company reported a net income of $10,259,891, primarily driven by a change in the fair value of warrants amounting to $9,866,638[112]. - The company incurred $1,135,308 in formation and operating costs for the nine months ended September 30, 2022[112]. Cash and Capital Structure - As of September 30, 2022, the company had $130,665 in its operating bank account and negative working capital of approximately $1,025,190[114]. - The company generated gross proceeds of $276,000,000 from its IPO on March 9, 2021, selling 27,600,000 units at a price of $10.00 per unit[105]. - The private sale of 5,013,333 Private Placement Warrants generated gross proceeds of $7,520,000 at a purchase price of $1.50 per warrant[106]. - The company may need to obtain additional financing to complete its initial business combination or to meet obligations if cash on hand is insufficient[120]. Business Operations - The company has not engaged in any operations or generated any revenues to date, with activities focused on organizational tasks and identifying a target company for its initial business combination[109]. - If the company is unable to complete a business combination by March 8, 2023, it will cease operations except for the purpose of liquidating[121]. Financial Instruments and Accounting - The company evaluates its financial instruments to determine if they are derivatives or contain embedded derivatives, with changes in fair value reported in the statements of operations[128]. - Warrants have been determined to be a derivative instrument[128]. - The company allocates IPO proceeds between Class A common stock and warrants using the residual method, prioritizing the fair value of the warrants[129]. - Management believes that recently issued accounting standards will not have a material effect on the financial statements if adopted[130]. - The company qualifies as a smaller reporting company and is not required to provide certain market risk disclosures[131]. Cash Flows - There were no cash flows from investing activities for the nine months ended September 30, 2022, while $276,009,983 was used in net cash from investing activities in the same period of 2021[118].