Financial Performance - The Company reported a net loss of 253,265 for the same period in 2023[124]. - For the nine months ended September 30, 2024, the Company had a net loss of 716,172 for the same period in 2023[125]. - As of September 30, 2024, the Company had 2,431,129[131]. - The Company incurred general and administrative expenses of 1.0 billion prior to the closing of the mergers[110]. - The company extended the Business Combination Period to May 6, 2025, with an aggregate of 2,124,738 shares having a redemption value of 10.91 per share) tendered for redemption during the annual meeting on April 30, 2024[116]. - The Company has until December 6, 2024, to consummate a Business Combination, failing which it will face mandatory liquidation[132]. - The underwriters are entitled to a deferred fee of 1,896,013, payable only upon completion of a business combination[138]. - The company plans to utilize cash from its IPO and private placement of Private Units for its initial business combination[101]. Compliance and Regulatory Issues - The company is currently not in compliance with Nasdaq Listing Rule 5550(a)(3) due to having fewer than 300 public holders and has submitted a plan to regain compliance[117]. - The company received notices from Nasdaq for non-compliance with Listing Rule 5250(c)(1) for not timely filing its Form 10-K and Form 10-Q, with deadlines to submit compliance plans set for June 18, 2024, and July 22, 2024, respectively[118][120]. - The Company has received a conditional extension from Nasdaq to maintain its listing, requiring compliance with Nasdaq Listing Rule 5505 by February 24, 2025[122]. Operational Focus and Market Conditions - The company is focusing on operating businesses in the new energy sector for potential mergers and acquisitions[101]. - The company is monitoring the impact of inflation, rising interest rates, and geopolitical events on its financial position and operations[103]. - The company has incurred significant costs in pursuing its acquisition plans, with no assurance of successful completion[102]. Accounting and Internal Controls - The Financial Accounting Standards Board issued ASU 2023-09, requiring public entities to disclose specific categories in the rate reconciliation and additional information for reconciling items exceeding 5% of pretax income or loss[144]. - Management believes that no recently issued accounting standards will materially affect the financial statements[145]. - The company evaluated its disclosure controls and procedures and concluded they were ineffective during the fiscal quarter ended September 30, 2024[147]. - There were no changes in internal control over financial reporting that materially affected the company's internal control during the fiscal quarter ended September 30, 2024[148]. Legal Matters - The company reported no legal proceedings[150]. Shareholder Actions - An aggregate of 2,487,090 shares with a redemption value of approximately 10.43 per share) were tendered for redemption during the special meeting on June 28, 2023[115].
Aquaron Acquisition (AQU) - 2024 Q3 - Quarterly Report