Plum Acquisition I(PLMI)
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Plum Acquisition I(PLMI) - 2022 Q4 - Annual Report
2023-04-17 21:22
Business Combination Agreement - Plum Acquisition Corp. I is set to enter a Business Combination Agreement with Sakuu Corporation, valued at $600 million, with equity holders receiving shares based on this valuation[29][33]. - The Business Combination will involve a change of jurisdiction to Delaware and a name change to "Sakuu Holdings, Inc."[30]. - On March 15, 2023, shareholders approved an extension of the business combination deadline to June 18, 2023, with the possibility of further monthly extensions until March 18, 2024[34]. - The company plans to structure its initial business combination so that the post-business combination entity will own or acquire 100% of the equity interests or assets of the target business[77]. - The company will only complete its initial business combination if a majority of ordinary shares voted in favor at a shareholder meeting[118]. - The company has a mandatory liquidation date of June 18, 2023, unless extended by the Board to complete a business combination[217]. Financial Position and Shareholder Rights - 26,693,416 Class A ordinary shares were redeemed at a price of $10.23 per share, totaling approximately $273.1 million[35]. - The company has approximately $54 million available for a business combination held in the Trust Account, providing options for liquidity events, growth capital, or balance sheet strengthening[87]. - The initial amount in the trust account is anticipated to be $10.00 per public share, providing redemption rights for public shareholders upon completion of the initial business combination[114]. - Public shareholders may redeem their shares irrespective of their voting decision, with a limit of 15% on excess shares without prior consent[121]. - If the initial business combination is not completed within 27 months, the company will cease operations and redeem public shares at a price equal to the amount in the trust account[131]. - The per-share redemption amount upon dissolution is expected to be $10.00, but actual amounts may vary due to creditor claims[135]. - The company may conduct redemptions either in connection with a shareholder meeting or by means of a tender offer[116]. - Public shareholders can redeem their shares for cash only if the initial business combination is not completed within 27 months, extendable to 36 months[141]. - The company expects to incur costs up to approximately $100,000 related to potential claims and expenses in the event of liquidation[138]. - If bankruptcy occurs, the trust account proceeds may be subject to claims from creditors, potentially reducing the per-share redemption price below $10.00[139]. Management Team and Expertise - The management team has extensive experience, with Kanishka Roy having participated in over $100 billion in M&A transactions and Mike Dinsdale securing over $1 billion in financing[44][45]. - The management team includes Ursula Burns, the first African American woman to lead an S&P 500 company, enhancing the company's credibility and leadership[25][43]. - Lane Bess helped scale Palo Alto Networks to a revenue run rate exceeding $200 million before its IPO and grew Trend Micro's worldwide revenues to over $1 billion annually[48]. - Kelly Breslin Wright grew Tableau's revenue from zero to over $800 million and managed over half of its global team during its expansion to 3,400 employees[50]. - Jennifer Ceran was recognized as one of the "100 Most Influential People in Finance" from 2006 to 2009 and received the Puget Sound Business Journal CFO of the Year award in 2017[51]. - Alok Sama led significant transactions at SoftBank, including the $59 billion merger of Sprint and T-Mobile and the $34 billion acquisition of ARM Holdings[52]. - Kevin Turner oversaw global sales and marketing at Microsoft, delivering over $91.9 billion in revenue in fiscal 2016[53]. Investment Strategy and Market Focus - Plum aims to partner with high-quality companies in sectors like enterprise software, fintech, and health, focusing on those with machine learning and AI-driven advantages[26][27]. - The company aims to invest in businesses with large addressable markets, which have historically led to compelling long-term growth[6]. - The company will focus on acquiring companies with experienced and visionary management teams that align with its interests and vision[6]. - The company intends to utilize a decentralized and proprietary deal sourcing strategy to identify opportunities without relying on traditional banking channels[6]. - The company plans to carefully curate its IPO and PIPE investors, focusing on long-term investors with a track record of supporting high-quality growth companies[6]. - The company recognizes the potential conflicts of interest that may arise from its management team and board members owning shares in the company[72]. Operational Challenges and Risks - The company currently has no operating history or revenues, making it difficult for investors to evaluate its ability to achieve business objectives[153]. - The company may face challenges in completing its initial business combination due to limited financial resources compared to competitors[171]. - The company may face challenges in raising additional capital, which could hinder its ability to pursue business combinations[217]. - The company may face write-downs or impairments post-business combination, negatively impacting financial condition and securities value[187]. - The company may not have sufficient time to conduct due diligence on potential targets as it approaches its dissolution deadline, which could undermine the value of any business combination[163]. - The COVID-19 pandemic may adversely affect the company's search for a business combination and the operations of any target business[164]. - The company may face limitations in completing advantageous initial business combinations due to federal proxy rules requiring financial statement disclosures[210]. Governance and Compliance - The independent registered public accounting firm's report expresses substantial doubt about the company's ability to continue as a going concern[216]. - The company may not hold an annual meeting of shareholders until after the initial business combination is consummated[178]. - The Sponsor owns 20% of the issued and outstanding ordinary shares, potentially influencing shareholder votes[183]. - Amendments to governing instruments require significant shareholder approval, including a two-thirds majority for certain changes[182]. - The company may not hold annual meetings for director elections until after the initial business combination, allowing the Sponsor to maintain control[184]. - The company intends to avoid being deemed an "investment company" by restricting investments in the trust account to U.S. government securities or certain money market funds[215].
Plum Acquisition I(PLMI) - 2022 Q3 - Quarterly Report
2022-11-14 21:29
Financial Performance - For the three months ended September 30, 2022, the company reported a loss from operations of $633,050, with other income of $3,118,342, including an unrealized gain on warrant liabilities of $1,674,871[109]. - For the nine months ended September 30, 2022, the company had a loss from operations of $2,686,622, with other income of $10,422,422, which included an unrealized gain on warrant liabilities of $8,499,501[110]. - For the nine months ended September 30, 2022, cash used in operating activities was $748,365, with net income of $7,735,800 primarily offset by an unrealized gain on warrant liabilities[119]. Cash and Assets - As of September 30, 2022, the company held $321,155,523 in the Trust Account, with cash outside the Trust Account amounting to $108,859[113]. - The company generated gross proceeds of $319,216,340 from the sale of 31,921,634 units at $10.00 per unit during its Public Offering[116]. - The company incurred $18,336,269 in Initial Public Offering related costs, including $6,384,327 in underwriting fees[117]. - The company has committed to loan funds as needed, with $750,000 in Working Capital Loans issued as of September 30, 2022[122]. Business Operations and Risks - If the company cannot complete a Business Combination by March 18, 2023, it will cease operations and liquidate[125]. - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2022[126][127]. Accounting and Reporting - The company recognizes changes in the redemption value of its Class A ordinary shares immediately as they occur, affecting the carrying value of the security[132]. - Management does not believe that any recently issued accounting standards would have a material effect on the Company's unaudited condensed financial statements[134]. - The Company is classified as a smaller reporting company and is not required to provide additional market risk disclosures[135].
Plum Acquisition I(PLMI) - 2022 Q2 - Quarterly Report
2022-08-15 16:56
Financial Performance - For the three months ended June 30, 2022, the company reported a loss from operations of $1,544,496, with other income of $3,423,925, including an unrealized gain on warrant liabilities of $2,970,528[108]. - For the six months ended June 30, 2022, the company had a loss from operations of $2,053,572, with other income of $7,304,080, primarily from an unrealized gain on warrant liabilities of $6,824,630[109]. - Cash used in operating activities for the six months ended June 30, 2022, was $533,488, with net income of $5,250,508 primarily offset by an unrealized gain on warrant liabilities[118]. Trust Account and Funds - As of June 30, 2022, the company held $319,712,052 in the Trust Account, which includes $479,450 of income[117]. - The company has committed to use substantially all funds held in the Trust Account to acquire a target business and cover related expenses[120]. Public Offering and Costs - The company generated gross proceeds of $319,216,340 from the sale of 31,921,634 units at $10.00 per unit during its Public Offering[115]. - The company incurred $18,336,269 in Initial Public Offering related costs, including $6,384,327 in underwriting fees[116]. Debt and Financial Obligations - As of June 30, 2022, the company had issued $500,000 in Working Capital Loans, which would be repaid upon completion of a business combination[121]. - The company has no long-term debt or off-balance sheet arrangements as of June 30, 2022[125][126]. Business Combination Requirement - The company must complete a Business Combination by March 18, 2023, or it will cease operations and liquidate[124].
Plum Acquisition I(PLMI) - 2022 Q1 - Quarterly Report
2022-05-16 20:55
Financial Performance - For the three months ended March 31, 2022, the company reported a loss from operations of $509,076, with other income of $3,880,155 primarily from an unrealized gain on warrant liabilities of $3,854,102[106]. - Cash used in operating activities for the three months ended March 31, 2022, was $339,506, with net income of $3,371,079 primarily offset by an unrealized gain on warrant liabilities[116]. - The company has not generated any realized income other than interest income from the Trust Account[108]. Trust Account and Liquidity - As of March 31, 2022, the company held $319,258,655 in the Trust Account, with cash outside the Trust Account amounting to $267,718[108]. - The company intends to use substantially all funds held in the Trust Account to acquire a target business and cover related expenses[118]. - If the company cannot complete a Business Combination by March 18, 2023, it will cease operations and liquidate[122]. Initial Public Offering (IPO) Costs - The company generated gross proceeds of $319,216,340 from the sale of 31,921,634 units at $10.00 per unit during March and April 2021[112]. - The company incurred $18,336,269 in Initial Public Offering related costs, including $6,384,327 in underwriting fees[114]. Debt and Financial Structure - As of March 31, 2022, the company had no long-term debt or off-balance sheet arrangements[123][125]. - The company recognizes changes in the redemption value of Class A ordinary shares immediately as they occur, affecting the carrying value of the security[129].
Plum Acquisition I(PLMI) - 2021 Q4 - Annual Report
2022-04-22 01:53
Company Overview - Plum Acquisition Corp. I is a blank check company focused on mergers and acquisitions, with no identified business combination target yet[25]. - The management team has extensive experience, with Kanishka Roy having participated in over $100 billion of M&A transactions and previously serving as Global CFO at SmartNews, a multi-billion dollar AI company with over 20 million monthly active users[40]. - The company aims to create a platform for high-quality companies in the US and Europe, leveraging a 48-person extended team and proprietary operational playbook[26]. - Plum intends to focus on businesses with distinct Machine Learning and AI-driven advantages to drive market share and investor returns[30]. - The company has approximately $319 million available for a business combination held in the Trust Account, providing options for liquidity events, capital for growth, or debt reduction[88]. Diversity, Equity, and Inclusion (DEI) - Plum's strategy includes a commitment to Diversity, Equity, and Inclusion (DEI), with a goal of filling at least 20% of board seats with diverse candidates, currently exceeding this with 60% diverse board members[33]. - The company emphasizes the importance of DEI efforts, citing a McKinsey report that shows a statistically significant correlation between diverse leadership teams and financial outperformance[32]. - The company has established a "2 and 20 pledge," committing to donate 105,000 founder shares to DEI-related causes post-business combination[33]. - Plum's focus on diversity, equity, and inclusion (DEI) is integral to its strategy, aiming to unlock value through diverse management teams and investor priorities[66]. Management and Operational Strategy - The management team and board members have committed approximately 25% of at-risk capital to align interests with investors[42]. - The company has a proven team of 8 directors, 19 Leadership Council members, and a 17-person Senior Advisory Team, enhancing its ability to identify promising private companies[61]. - Plum's operational expertise is designed to maximize partner companies' value, with operator-led SPACs historically outperforming their sector indices by about 10% one year post-listing[61]. - The company has developed a structured playbook, "Accelerating Through the Bell," to support partner companies in de-risking their public listing and enhancing growth post-listing[63]. - The extended team at Plum is strategically selected for their networks and access to technology companies, facilitating proprietary deal sourcing without reliance on bankers[66]. Business Combination and Target Selection - The initial business combination must involve target businesses with an aggregate fair market value of at least 80% of the net assets held in the trust account at the time of signing a definitive agreement[76]. - The company intends to structure the initial business combination so that the post-business combination entity will own or acquire 100% of the equity interests or assets of the target business[77]. - The company has not yet selected any business combination target and has not engaged any agents to identify potential candidates[92]. - Target business candidates may be sourced from various affiliated and unaffiliated sources, including investment market participants and private equity groups[96]. - The company aims to invest in businesses with large addressable markets that offer long-term growth potential and have experienced management teams[70]. Financial Considerations and Risks - The company may need additional financing to complete the initial business combination if the transaction requires more cash than available from the trust account[95]. - The company emphasizes the importance of robust growth as the primary driver of returns, focusing on revenue growth rather than cost-cutting strategies[70]. - The company will conduct thorough due diligence on prospective target businesses, including meetings with management and reviews of financial and operational information[70]. - The company’s lack of business diversification may pose risks, as its success may depend entirely on the performance of a single business post-combination[102]. - The company may face intense competition from other entities with similar business objectives, which may limit its ability to acquire larger target businesses[153]. Shareholder Rights and Redemption - Public shareholders may redeem their shares irrespective of their voting decision, with a limit of 15% on excess shares without prior consent[126]. - The company will provide public shareholders with the opportunity to redeem their Class A ordinary shares at a per-share price of approximately $10.00, based on the amount in the trust account prior to the initial business combination[117]. - The company will not redeem public shares if the business combination does not close, even if a public shareholder has elected to redeem their shares[118]. - The company has agreed to waive redemption rights for founder shares in case the initial business combination is not completed within the specified timeframe[138]. - If the initial business combination is not completed within 24 months from the IPO closing, the company will redeem public shares at a per-share price equal to the trust account balance[137]. Regulatory and Compliance Issues - The company must maintain net tangible assets of at least $5,000,001 to avoid being subject to SEC's "penny stock" rules, which may limit redemption amounts[167]. - Compliance with the Sarbanes-Oxley Act may increase the time and costs associated with completing an acquisition, particularly if the target business is not compliant[220]. - The company’s amended and restated memorandum allows for easier amendments to facilitate business combinations, requiring only a two-thirds majority for approval[222]. - The company’s sponsor and executive officers have agreed not to propose amendments that would affect shareholder redemption rights without providing an opportunity for redemption[224]. Market Conditions and Challenges - The COVID-19 pandemic may adversely impact the company's ability to find and complete a business combination due to market volatility and travel restrictions[172]. - The ability to raise equity and debt financing may be impacted by COVID-19, affecting the company's capacity to consummate a business combination[174]. - The company may face challenges in completing its initial business combination due to limited resources and significant competition from other entities[183]. - The company may need to rely on loans from its sponsor or affiliates to fund its search for a target business if the available funds are insufficient[185].
Plum Acquisition I(PLMI) - 2021 Q3 - Quarterly Report
2021-11-22 21:40
Financial Performance - For the three months ended September 30, 2021, the company reported a loss from operations of $481,907 and a total loss of $1,394,368 since inception [111]. - The company recognized other income of $3,325,655 for the three months ended September 30, 2021, primarily from an unrealized gain on warrant liability of $3,320,750 [111]. - For the nine months ended September 30, 2021, cash used in operating activities was $1,877,420, with net income of $5,265,141 primarily offset by an unrealized gain on warrant liability [120]. Trust Account and Cash Position - As of September 30, 2021, the company held $319,226,549 in the Trust Account, with cash outside the Trust Account amounting to $368,210 [111]. - The company intends to use substantially all funds held in the Trust Account to acquire a target business and cover related expenses [121]. Public Offering and Costs - The company generated gross proceeds of $319,216,340 from the sale of 31,921,634 units at $10.00 per unit during its Public Offering [116]. - The company incurred $18,336,269 in Initial Public Offering related costs, including $6,384,327 in underwriting fees [118]. Debt and Financial Commitments - As of September 30, 2021, no Working Capital Loans have been issued, but the company has commitments from sponsors and affiliates for potential loans [122]. - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2021 [125]. Accounting Standards - The company adopted ASU 2020-06 effective January 1, 2021, which did not impact its financial statements [133].
Plum Acquisition I(PLMI) - 2021 Q2 - Quarterly Report
2021-08-16 20:04
Financial Performance - For the three months ended June 30, 2021, the company incurred a loss from operations of $822,896 and recognized other income of $2,901,733, resulting in a net income of $2,421,393[104][112]. - Cash used in operating activities for the six months ended June 30, 2021, was $1,541,611, primarily offset by an unrealized gain on the change in the fair value of the warrant liability of $3,867,325[112]. Trust Account and Cash Position - As of June 30, 2021, the company held $319,221,644 in the Trust Account, with cash outside the Trust Account amounting to $704,019[104][106]. - The company intends to use substantially all funds held in the Trust Account to acquire a target business and pay related expenses[113]. Public Offering and Proceeds - The company generated gross proceeds of $319,216,340 from the sale of 31,921,634 units at $10.00 per unit during the Public Offering[107]. - The company sold 6,256,218 private warrants at a price of $1.50 per warrant, generating gross proceeds of $9,384,327[108]. - The company incurred $18,336,269 in Initial Public Offering related costs, including $6,384,327 in underwriting fees[109]. Debt and Financing Arrangements - The company has no long-term debt, capital lease obligations, or operating lease obligations as of June 30, 2021[118]. - The company has not entered into any off-balance sheet financing arrangements or established any special purpose entities[116][117]. - The company does not believe it will need to raise additional funds to meet operating expenditures prior to the business combination[115].
Plum Acquisition I(PLMI) - 2021 Q1 - Quarterly Report
2021-06-04 20:51
Financial Performance - The company incurred a loss from operations of $89,565 for the period from January 11, 2021, to March 31, 2021, including insurance expenses of $25,841 and general operation expenses totaling $63,724[105]. - The company recognized other net income of $432,119, which included an unrealized gain on warrant liability of $960,000[105]. - The company has not generated any realized revenues other than interest income earned on the proceeds held in the Trust Account[105]. Assets and Securities - As of March 31, 2021, the company held $300,000,501 in marketable securities within the Trust Account, consisting of money market funds[110]. - As of March 31, 2021, the company had cash outside the Trust Account amounting to $2,276,205 available for working capital needs[107]. Public Offering and Costs - The company generated gross proceeds of $300,000,000 from the sale of 30,000,000 units at $10.00 per unit during the Public Offering[108]. - The company incurred $17,279,370 in Initial Public Offering related costs, including $6,000,000 in underwriting fees[109]. Financial Obligations - The company has no long-term debt, capital lease obligations, or operating lease obligations as of March 31, 2021[117]. - The company has not entered into any off-balance sheet financing arrangements or established any special purpose entities[115]. Future Intentions - The company intends to use substantially all funds held in the Trust Account to acquire a target business and pay related expenses[112].