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Aimfinity Investment Corp. I(AIMAU) - 2024 Q2 - Quarterly Report

IPO and Funding - The company completed its IPO on April 28, 2022, raising gross proceeds of 80.5millionfromthesaleof8,050,000unitsat80.5 million from the sale of 8,050,000 units at 10.00 per unit[111]. - A total of 82.11millionfromtheIPOandprivateplacementwasdepositedinatrustaccountforthebenefitofpublicshareholders[111].Thecompanyhasincurredlossessinceinceptionandcurrentlyhasnorevenue,relyingonthesaleofsecuritiesandloansforfunding[113].ThecompanyhasreliedontheSponsorforfunding,withpromissorynotesissuedforpaymentsrelatedtoextensions[125].ThecompanyissuedapromissorynotetoIFaChangforupto82.11 million from the IPO and private placement was deposited in a trust account for the benefit of public shareholders[111]. - The company has incurred losses since inception and currently has no revenue, relying on the sale of securities and loans for funding[113]. - The company has relied on the Sponsor for funding, with promissory notes issued for payments related to extensions[125]. - The company issued a promissory note to I-Fa Chang for up to 500,000 to be used for working capital, which is non-interest bearing and unsecured[138]. - The company has no off-balance sheet financing arrangements as of June 30, 2024[143]. Business Combination - On October 13, 2023, the company entered into a Business Combination Agreement with Docter Inc., which will result in the company being merged into a newly formed subsidiary[114]. - The Business Combination will involve the issuance of 6 million PubCo Ordinary Shares valued at 60milliontothePreClosingTargetStockholders[116].Anadditional2.5millionEarnoutSharesmaybeissuedbasedonsalesperformance,with1millionsharescontingentonsellingatleast30,000devicesinfiscalyear2024[117].ThecompanyhasextendedthedeadlinetoconsummateaninitialbusinesscombinationtoApril28,2024,withprovisionsforuptonineonemonthextensions[121].Thecompanyhasmadethreepaymentsof60 million to the Pre-Closing Target Stockholders[116]. - An additional 2.5 million Earnout Shares may be issued based on sales performance, with 1 million shares contingent on selling at least 30,000 devices in fiscal year 2024[117]. - The company has extended the deadline to consummate an initial business combination to April 28, 2024, with provisions for up to nine one-month extensions[121]. - The company has made three payments of 60,000 each for the Second Charter Amendment Monthly Extensions, extending the deadline to August 28, 2024[123]. - The board of directors of PubCo will consist of five directors post-business combination, with three designated by the Target and two by the Sponsor[120]. Financial Performance - For the three months ended June 30, 2024, the company reported a net income of 438,510,downfrom438,510, down from 640,387 in the same period of 2023, reflecting a decrease of approximately 31.5%[132]. - For the six months ended June 30, 2024, the company had a net income of 877,374,comparedto877,374, compared to 1,319,926 for the same period in 2023, indicating a decline of about 33.5%[133]. - As of June 30, 2024, the company held 35,683,308intheTrustAccount,whichisinvestedinmoneymarketfundsandU.S.TreasurySecurities[135].Thecompanyincurred35,683,308 in the Trust Account, which is invested in money market funds and U.S. Treasury Securities[135]. - The company incurred 5,117,607 in transaction costs related to the IPO, including 1,610,000inunderwritingfeesand1,610,000 in underwriting fees and 2,817,500 in deferred underwriting fees[134]. - As of June 30, 2024, the company had cash of 4,895andaworkingcapitaldeficiencyof4,895 and a working capital deficiency of 2,353,161[140]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its Initial Business Combination[131]. - The company has substantial doubt about its ability to continue as a going concern if it cannot complete an Initial Business Combination by the Combination Deadline[142]. Use of Funds - The company intends to use funds held outside the Trust Account primarily for identifying and evaluating target businesses and performing due diligence[136].