Valuence Merger Corp. I(VMCAU)
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Valuence Merger Corp. I(VMCAU) - 2025 Q3 - Quarterly Report
2025-11-14 21:22
Financial Performance - As of September 30, 2025, the company reported a net income of $156,241 for the three months ended, primarily from interest earned on investments held in the Trust Account amounting to $187,803, offset by operating costs of $31,562[173]. - For the nine months ended September 30, 2025, the company had a net income of $239,933, with interest income of $554,482 and operating costs of $314,549[173]. Cash and Working Capital - The company had cash of $43,136 and a working capital deficit of $4,768,480 as of September 30, 2025[175]. - The company issued a non-interest bearing, unsecured convertible promissory note totaling $613,207 to the Sponsor and $1,650,941 to Valuence Partners LP for working capital[168]. IPO and Trust Account - The company generated gross proceeds of $220,099,630 from the sale of 20,000,000 Units at $10.00 per Unit during its IPO[158]. - Following the IPO, the company placed $226,702,619 in the Trust Account, which was invested in U.S. government securities[162]. - Shareholders redeemed 15,799,245 Class A ordinary shares for $167,831,206 in May 2023, leaving approximately $65.7 million in the Trust Account[164]. - In June 2024, shareholders redeemed 4,343,316 Class A ordinary shares for $49,900,380, resulting in a Trust Account balance of approximately $21,598,622[167]. - The underwriters are entitled to a deferred underwriting commission of $0.35 per Unit, totaling $8,105,480, payable only if a Business Combination is completed[178]. Business Operations and Compliance - The company has not commenced any operations and will not generate operating revenues until after completing a Business Combination[172]. - The company received a notice from Nasdaq regarding non-compliance with listing rules, leading to trading suspension on March 11, 2025[171]. - The company has until March 3, 2026, to complete a Business Combination or face mandatory liquidation, raising substantial doubt about its ability to continue as a going concern[176]. - Management believes the company will not have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from the Quarterly Report[176]. Accounting and Reporting - The company has no off-balance sheet financing arrangements as of September 30, 2025, and does not participate in transactions that create relationships with variable interest entities[177]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[179]. - The only critical accounting estimate involves the value of the conversion feature of the company's promissory notes[182]. - Ordinary shares subject to possible redemption are classified as temporary equity, reflecting certain redemption rights outside of the company's control[184]. - The company is classified as a smaller reporting company and is not required to provide additional market risk disclosures[186].
Valuence Merger Corp. I(VMCAU) - 2025 Q2 - Quarterly Report
2025-08-13 20:06
Financial Performance - As of June 30, 2025, the company reported a net income of $58,716, consisting of interest earned on investments held in the Trust Account of $185,332, offset by operating costs of $126,616[167]. - For the three months ended June 30, 2024, the company had a net income of $168,692, which included interest earned on investments held in the Trust Account of $634,492, offset by general and administrative expenses of $465,800[168]. Cash and Working Capital - The company had cash of $92,661 and a working capital deficit of $4,652,885 as of June 30, 2025[169]. - The company generated gross proceeds of $220,099,630 from the sale of 20,000,000 Units at a price of $10.00 per Unit during its IPO[152]. - Following the IPO, the company placed $226,702,619 in the Trust Account, which was invested in U.S. government securities[156]. - Shareholders redeemed 15,799,245 Class A ordinary shares for $167,831,206, leaving approximately $65.7 million in the Trust Account after redemptions[158]. - In the June 2024 Meeting, shareholders redeemed 4,343,316 Class A ordinary shares for $49,900,380, resulting in a Trust Account balance of approximately $22,444,007[161]. Debt and Financing - The company issued a non-interest bearing, unsecured convertible promissory note to the Sponsor for $613,207 and to Valuence Partners LP for $1,650,941[162]. - The company incurred offering costs of $10,718,994 related to the IPO and the exercise of the underwriters' over-allotment option[155]. - The underwriters are entitled to a deferred underwriting commission of $8,105,480 from the closing of the IPO, payable only if a Business Combination is completed[172]. - The company has no long-term debt, capital lease obligations, or long-term liabilities other than the Contribution Notes and June 2024 Note[172]. Business Operations and Future Outlook - The company has not commenced any operations and will not generate operating revenues until after completing a Business Combination[166]. - The company has until March 3, 2026, to complete a Business Combination or face mandatory liquidation, raising substantial doubt about its ability to continue as a going concern[170]. - Management believes that the company will not have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from the Annual Report[170]. - The company is using available funds, including those from Working Capital Loans, for various operational expenses and to identify potential Business Combination targets[170]. Accounting and Reporting - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[175]. - The only critical accounting estimate involves the value of the conversion feature of the company's promissory notes[176]. - Ordinary shares subject to possible redemption are classified as temporary equity and presented outside of the shareholders' deficit section of the balance sheets[178]. - The company has no off-balance sheet financing arrangements as of June 30, 2025, and does not participate in transactions that create relationships with variable interest entities[171]. - The company has not entered into any special purpose entities or guaranteed any debt or commitments of other entities[171].
Valuence Merger Corp. I(VMCAU) - 2025 Q1 - Quarterly Report
2025-05-15 20:30
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, 2025 ☐ 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. 001-41304 VALUENCE MERGER CORP. I (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction o ...
Valuence Merger Corp. I(VMCAU) - 2024 Q4 - Annual Report
2025-03-31 21:00
Financial Condition and Liquidity - As of December 31, 2024, the company had $61,037 available outside the Trust Account to fund working capital requirements[158]. - The company has approximately $22,206,637 available to complete its Business Combination and pay related fees and expenses after redemptions[195]. - The company has raised substantial doubt about its ability to continue as a going concern for approximately one year from the date of filing due to liquidity conditions[287]. - The company is subject to significant costs in pursuing financing and acquisition plans, which may exceed initial estimates[286]. - If the initial Business Combination is not completed by March 3, 2026, the company will face mandatory liquidation and dissolution[286]. Trust Account and Shareholder Redemption - Public shareholders may receive approximately $11.89 per share upon liquidation of the Trust Account, subject to certain conditions[159]. - If third-party claims reduce the Trust Account, the per-share redemption amount could be less than $11.89[161]. - The Sponsor is liable if claims reduce the Trust Account below $10.00 per Public Share, but may not have sufficient funds to cover such obligations[163]. - Public Shareholders may receive approximately $11.89 per share in the event of liquidation of the Trust Account, based on estimates as of December 31, 2024[173]. - Upon failure to complete the initial Business Combination, the company will redeem Public Shares at a per-share price based on the aggregate amount in the Trust Account, minus taxes payable up to $100,000[288]. - There will be no liquidating distributions for warrant holders if the initial Business Combination is not completed within the Combination Period[288]. Business Combination Plans and Strategy - The company plans to focus its search for a suitable initial Business Combination on companies developing breakthrough technology in life sciences or sustainable technology, but may pursue opportunities in various industries[174]. - The company intends to focus its search for target businesses in the healthcare industry, particularly those based in Asia (excluding China, Hong Kong, and Macau)[201]. - The company may only be able to complete one Business Combination with the proceeds from the IPO and the sale of Private Placement Warrants, leading to a lack of diversification[195]. - The company may attempt to complete multiple Business Combinations simultaneously, which could increase costs and risks[199]. - If the company cannot complete its initial Business Combination, it may have to abandon the proposed transaction and seek alternative candidates[187]. Regulatory and Compliance Risks - If deemed an investment company, the company may face compliance requirements that could hinder its ability to complete the initial Business Combination[169]. - The company must ensure that investment securities do not constitute more than 40% of its assets to avoid being classified as an investment company[170]. - Compliance with the Sarbanes-Oxley Act may increase the time and costs necessary to complete an acquisition, particularly if the target company is not compliant with internal control provisions[180]. - The company is subject to the Foreign Corrupt Practices Act, which could expose it to liabilities if violations occur[281]. - The company must comply with various SEC regulations, which may become more stringent under the 2024 SPAC Rules effective July 1, 2024[277]. Conflicts of Interest and Governance - Key personnel may negotiate compensation agreements that could create conflicts of interest in selecting target businesses[189]. - Conflicts of interest may arise due to officers and directors being affiliated with entities engaged in similar business activities[218]. - The company may face potential conflicts of interest if it engages in a Business Combination with target businesses affiliated with its Initial Shareholders, officers, or directors[222]. - Initial Shareholders are expected to own approximately 75% of the issued and outstanding ordinary shares at the time of any shareholder vote, allowing them to approve amendments without Public Shareholder votes[238]. Market and Economic Risks - Companies in the life sciences sector face significant regulatory risks that can adversely affect revenues and profitability[203]. - The expiration of patents can lead to market share loss and reduced profits due to competition from generic products[205]. - Healthcare companies are sensitive to changes in government reimbursement policies, which can impact profitability[205]. - Economic, political, and legal conditions in the country of operations could significantly impact business results and prospects[273]. - Changes in laws or regulations could adversely affect the company's ability to negotiate and complete business combinations[276]. Share Structure and Securities - The company has 7,369,890 Class A ordinary shares and 17,939,643 warrants issued and outstanding, with warrants exercisable at $11.50 beginning 30 days after an initial Business Combination[232]. - The company may issue additional Class A ordinary shares or preference shares to complete its initial Business Combination, which could significantly dilute the equity interest of investors in the IPO[231]. - The company has not registered the Class A ordinary shares issuable upon exercise of the warrants under federal or state securities laws, potentially causing the warrants to expire worthless[235]. - The company may issue additional Class A ordinary shares or equity-linked securities for capital raising at a Newly Issued Price of less than $9.20 per share, which could impact the funding of the initial Business Combination[248]. Operational Risks - The complexity of potential Business Combination targets may delay or prevent achieving desired operational improvements[209]. - Key personnel's departure could negatively impact operations and profitability post-combination[213]. - The company may face challenges in assessing the management of prospective target businesses, which could affect the success of the Business Combination[190]. - The absence of a specified maximum redemption threshold may allow the company to complete a Business Combination even if a substantial majority of Public Shareholders disagree[182]. Miscellaneous - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from disclosure requirements, which may affect the attractiveness of its securities to investors[260]. - The company has not opted out of the extended transition period for new financial accounting standards, which may complicate financial comparisons with other public companies[261]. - The Sponsor and its affiliates invested a total of $700,000 for extensions from January 3, 2024, to May 3, 2024[215]. - The Sponsor purchased 5,502,490 Founder Shares for approximately $0.00043 per share, totaling $25,000[215].
Valuence Merger Corp. I(VMCAU) - 2024 Q3 - Quarterly Report
2024-11-14 22:15
Financial Performance - As of September 30, 2024, the Company reported a net income of $35,034 for the three months ended, consisting of interest earned on investments held in the Trust Account of $238,177, offset by general and administrative expenses of $203,143[129]. - For the nine months ended September 30, 2024, the Company had a net income of $792,407, with interest earned on investments held in the Trust Account totaling $1,718,819, and general and administrative expenses amounting to $926,412[129]. Trust Account and Shareholder Redemptions - The Company placed $226,702,619 ($10.30 per Unit) from the net proceeds of the Initial Public Offering and Private Placement Warrants into the Trust Account, which is invested in U.S. government securities[118]. - Shareholders redeemed 15,799,245 Class A ordinary shares for $167,831,206 (or $10.62 per share) in May 2023, leaving approximately $65.7 million in the Trust Account[121]. - In June 2024, shareholders redeemed 4,343,316 Class A ordinary shares for $49,900,380 (or $11.49 per share), resulting in a Trust Account balance of approximately $21.9 million[124]. Company Operations and Business Combination - The Company has not commenced any operations as of September 30, 2024, and will not generate operating revenues until after completing a Business Combination[128]. - The Company intends to use substantially all funds in the Trust Account to complete a Business Combination and for working capital to finance operations of the target business[122]. - The company has until March 3, 2026, to complete a Business Combination or face mandatory liquidation, raising substantial doubt about its ability to continue as a going concern[132]. - Management believes that the company will not have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from the report date[132]. Financial Position and Debt - The Company had cash of $15,539 and a working capital deficit of $5,554,762 as of September 30, 2024[131]. - The company has no off-balance sheet financing arrangements as of September 30, 2024, and does not participate in transactions that create relationships with variable interest entities[133]. - The company has no long-term debt or capital lease obligations, with deferred underwriting commissions of $8,105,480 payable only upon completion of a Business Combination[134]. Regulatory and Reporting Considerations - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[135]. - The company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act, which may exempt it from certain disclosures for five years[136]. - The company is classified as a smaller reporting company and is not required to provide additional market risk disclosures[141]. Accounting Estimates and Classifications - The only critical accounting estimate involves the value of the conversion feature of the company's promissory notes[137]. - Ordinary shares subject to possible redemption are classified as temporary equity, reflecting certain redemption rights outside of the company's control[139]. - Warrants are classified based on specific terms, with management concluding that both Public Warrants and Private Placement Warrants qualify for equity accounting treatment[140].
Valuence Merger Corp. I(VMCAU) - 2024 Q2 - Quarterly Report
2024-08-14 20:51
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, 2024 ☐ 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. 001-41304 VALUENCE MERGER CORP. I (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of ...
Valuence Merger Corp. I(VMCAU) - 2024 Q1 - Quarterly Report
2024-05-15 20:31
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, 2024 ☐ 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. 001-41304 VALUENCE MERGER CORP. I (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction o ...
Valuence Merger Corp. I(VMCAU) - 2023 Q4 - Annual Report
2024-03-29 00:20
Financial Position and Trust Account - As of December 31, 2023, $708,536 was available outside the Trust Account to fund working capital requirements[176]. - Public Shareholders may receive approximately $11.17 per share on the liquidation of the Trust Account, based on estimates as of December 31, 2023[177]. - If the Trust Account funds are reduced below $10.00 per Public Share, the ability to complete the initial Business Combination may be compromised[184]. - Claims against the Trust Account could reduce the per-share redemption amount for Public Shareholders[181]. - The Trust Account proceeds were invested in U.S. government securities or money market funds until March 1, 2024, after which they were moved to an interest-bearing demand deposit account[198]. - If the initial Business Combination is not completed within the Combination Period, Public Shareholders may receive approximately $11.17 per share based on estimates as of December 31, 2023[300]. - The company has approximately $69,402,338 available to complete its Business Combination after redemptions, which includes $8,105,480 for deferred underwriting commissions[238]. - The company has no operating history and faces substantial doubt about its ability to continue as a going concern if it does not complete a business combination[370]. Business Combination Risks - The company may incur significant costs in pursuit of acquisition plans, impacting financial condition and results of operations[176]. - There is no assurance that the funds available will be sufficient to operate through the Combination Period[177]. - The company may face write-downs or impairments post-Business Combination, negatively affecting share price[179]. - The company may seek acquisition opportunities with financially unstable businesses or those lacking an established record of revenue or earnings, which could introduce significant risks[205]. - The company anticipates that it may not be able to assess the management of prospective target businesses adequately, which could affect the success of the Business Combination[230]. - The company may attempt to complete its initial Business Combination with a private company, which may have limited available information and could result in lower profitability than expected[243]. - The company may face additional risks and costs if it attempts to complete multiple Business Combinations simultaneously[241]. - The company may incur substantial debt to complete a Business Combination, which could negatively impact its financial condition and shareholder value[236]. Regulatory and Compliance Issues - If deemed an investment company under the Investment Company Act, the company may face restrictions that hinder the completion of the initial Business Combination[196]. - The company does not believe its principal activities will subject it to the Investment Company Act, focusing on completing an initial Business Combination and operating the post-transaction business for the long term[198]. - Compliance with the Sarbanes-Oxley Act may increase the time and costs of completing an acquisition, particularly if the target company is not compliant with internal control provisions[212]. - The company is classified as an emerging growth company, which may limit the information available to investors and affect the attractiveness of its securities[330]. - The SEC's new 2024 SPAC Rules, effective July 1, 2024, impose additional disclosure requirements and could materially affect the company's ability to negotiate and complete initial Business Combinations[358]. - The company is subject to regulatory review by CFIUS for potential business combinations, which may delay or prohibit transactions[366]. - Changes in laws or regulations could adversely affect the company's ability to negotiate and complete its initial Business Combination[356]. Shareholder and Governance Matters - The company may not hold an annual general meeting until after the initial Business Combination, limiting shareholder influence[193]. - The company may amend its governing instruments to facilitate the completion of a Business Combination, which could occur with a lower amendment threshold than some other blank check companies[221]. - Initial shareholders and their permitted transferees hold at least 47% of the issued and outstanding ordinary shares, making it more likely to secure necessary shareholder approval for the initial Business Combination[295]. - The company can amend certain agreements related to the IPO without shareholder approval, which may adversely affect the value of an investment in its securities[309]. - The company has not adopted a policy prohibiting its directors and officers from having financial interests in transactions, which may lead to conflicts of interest[268]. - Conflicts of interest may arise as key personnel allocate time between the company and other business activities, potentially affecting the completion of the initial Business Combination[261]. Market and Operational Challenges - The company may face challenges in completing its initial Business Combination due to the grant of registration rights to initial shareholders and holders of Private Placement Warrants[290]. - The company may face limitations on potential acquisition targets due to foreign ownership regulations[367]. - The process of obtaining necessary government approvals could be lengthy, impacting the timeline for business combinations[368]. - The company's results of operations will be significantly influenced by the economic, political, and legal conditions in the countries where it operates, particularly if most assets and revenue are derived from foreign operations[352]. - The company may seek acquisition opportunities outside the United States, facing political and economic risks, including potential loss of revenue and operational delays due to hazards like expropriation and civil unrest[337]. Financial Instruments and Share Issuance - The company may issue additional Class A ordinary shares or preference shares to complete its initial Business Combination, which could significantly dilute the equity interest of investors in the IPO[286]. - The company has approximately 157,990,037 authorized but unissued Class A ordinary shares and 9,497,510 Class B ordinary shares available for issuance since the IPO[285]. - The company has issued 10,000,000 Public Warrants to purchase Class A ordinary shares at a price of $11.50 per share, alongside 6,666,667 Private Placement Warrants[320]. - The exercise price of Public Warrants may be adjusted if additional Class A ordinary shares are issued at a Newly Issued Price of less than $9.20 per share, which could complicate the initial Business Combination[302]. - The company may redeem outstanding Public Warrants at a price of $0.01 per warrant if the Class A ordinary shares' price exceeds $18.00 for 20 trading days within a 30-day period[314]. - The management may require holders to exercise Public Warrants on a cashless basis, resulting in fewer Class A ordinary shares received[318]. Industry-Specific Risks - The company intends to focus its acquisition search on the healthcare industry, particularly in Asia (excluding China, Hong Kong, and Macau)[246]. - The probability of success for drug development from Phase I trials to U.S. FDA approval was only 9.6% at the time of the IPO, highlighting significant regulatory risks[246]. - Healthcare-related companies face unique financial risks due to regulatory compliance, which can impact revenue and profitability growth potential[246]. - The expiration of patents can lead to market share loss and reduced profits for original developers as generic products enter the market[248]. - Companies in the sustainability sector face challenges such as competition from established firms with greater resources and the speculative nature of investments[249]. - The company may pursue acquisition opportunities with early-stage or financially unstable businesses, which could lead to volatile revenues and intense competition[251]. Operational and Management Risks - Key personnel's efforts are crucial for the success of the initial Business Combination, and their loss could negatively impact operations and profitability[256]. - The company does not have employment agreements or key-man insurance for its officers and directors, increasing operational risk[258]. - The deadline for completing the initial Business Combination is March 3, 2025, which may influence the urgency and terms of potential acquisitions[260]. - The company has determined that it may not have sufficient working capital to meet its needs through the earlier of the consummation of a business combination or one year from the annual report[370]. - The company relies on third-party digital technologies and has no internal processes to protect against cybersecurity threats[373].
Valuence Merger Corp. I(VMCAU) - 2023 Q3 - Quarterly Report
2023-11-14 21:26
Financial Performance - As of September 30, 2023, the company reported a net income of $629,766 for the three months, primarily from interest earned on marketable securities of $865,387, after deducting general and administrative expenses of $235,620[110] - For the nine months ended September 30, 2023, the company achieved a net income of $3,990,907, with interest income of $5,258,993 and general and administrative expenses totaling $1,268,085[110] Cash and Capital Structure - The company has cash of $624,847 and a working capital deficit of $3,244,293 as of September 30, 2023[119] - The company raised gross proceeds of $220,099,630 from the IPO by selling 20,000,000 units at $10.00 per unit, with an additional $10,000,000 from the sale of 6,666,667 private placement warrants[113] - Following the IPO, approximately $226,702,619 was placed in a trust account, invested in U.S. government securities[116] - Shareholders redeemed 15,799,245 Class A Ordinary Shares for approximately $167,831,206, leaving a balance of about $65.7 million in the trust account[117] Business Combination and Financing - The company has until December 3, 2023, to complete a Business Combination, with an option to extend until March 3, 2025, if approved by shareholders[119] - As of September 30, 2023, the company has issued a Sponsor Convertible Promissory Note for up to $613,207.55, with $172,714 outstanding[124] - The company also issued a VP Convertible Promissory Note for up to $1,650,943.40, with $1,285,246 borrowed against it as of September 30, 2023[125] - The company has no off-balance sheet arrangements or long-term debt obligations as of September 30, 2023[127] Regulatory and Reporting Considerations - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[129] - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for up to five years post-IPO[130] - Management must make significant estimates and assumptions in preparing unaudited condensed financial statements in accordance with GAAP[131] - Actual results may differ significantly from estimates due to future confirming events affecting the conditions considered at the reporting date[132] - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[134]
Valuence Merger Corp. I(VMCAU) - 2023 Q2 - Quarterly Report
2023-08-14 21:00
Financial Performance - As of June 30, 2023, the company reported a net income of $1,585,040 for the three months, primarily from interest earned on marketable securities of $1,962,830, with general and administrative expenses of $377,790[106] - For the six months ended June 30, 2023, the company achieved a net income of $3,361,141, with interest income of $4,393,606 and general and administrative expenses totaling $1,032,465[106] Cash and Working Capital - The company had cash of $118,424 and a working capital deficit of $2,868,673 as of June 30, 2023, raising concerns about its ability to continue as a going concern[115] Shareholder Activity - Following the Extraordinary General Meeting on May 25, 2023, shareholders redeemed 15,799,245 Class A Shares for approximately $167,831,206, resulting in a remaining trust account balance of about $65.7 million[117] IPO Details - The company raised gross proceeds of $220,099,630 from the IPO by selling 20,000,000 units at $10.00 per unit, with an additional 2,009,963 units sold through the over-allotment option[109] - Offering costs for the IPO and over-allotment amounted to $10,718,994, including $4,000,000 in underwriting fees and $8,105,480 in deferred underwriting fees contingent upon a Business Combination[111] Promissory Notes - The company issued a Sponsor Convertible Promissory Note for up to $613,207.55, with $172,714 outstanding as of June 30, 2023[118] - An unsecured VP Convertible Promissory Note was issued for up to $1,650,943.40, with $465,000 borrowed against it as of June 30, 2023[119] Business Combination Deadline - The company has until September 3, 2023, to complete a Business Combination, or it will face mandatory liquidation[115] Financial Reporting and Estimates - The company has no off-balance sheet arrangements or long-term liabilities as of June 30, 2023[121] - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain financial reporting obligations for up to five years post-IPO[124] - Management's estimates in the preparation of unaudited condensed financial statements are based on significant judgment, affecting reported amounts of assets, liabilities, revenues, and expenses[125] - Actual results may differ significantly from management's estimates due to future confirming events that could change the conditions considered in the estimates[126] - The company qualifies as a smaller reporting company and is not required to provide certain market risk disclosures[128]