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Four Leaf Acquisition (FORL) - 2024 Q3 - Quarterly Report
FORLFour Leaf Acquisition (FORL)2025-01-14 22:49

IPO and Trust Account - The Company completed its IPO on March 16, 2023, raising total gross proceeds of 54,210,000fromthesaleof5,200,000unitsatanofferingpriceof54,210,000 from the sale of 5,200,000 units at an offering price of 10.00 per unit[160]. - Following the IPO, 55,836,300wasplacedinatrustaccount,tobeinvestedinU.S.governmentsecurities,withamaturityof185daysorless[164].−Approximately55,836,300 was placed in a trust account, to be invested in U.S. government securities, with a maturity of 185 days or less[164]. - Approximately 30.2 million (approximately 10.97pershare)wasremovedfromtheTrustAccounttopaystockholderswhoredeemedtheirshares[177].−TheCompanyhadcashintheTrustAccountof10.97 per share) was removed from the Trust Account to pay stockholders who redeemed their shares[177]. - The Company had cash in the Trust Account of 29,555,985 as of September 30, 2024, intended for the initial business combination[193]. - The deferred underwriting commissions payable to the underwriter amount to 1,897,350,contingentuponthecompletionofaninitialbusinesscombination[205].−TheClassAcommonstocksubjecttopossibleredemptionisclassifiedastemporaryequityandisaccretedtoredemptionvalueovertime[211].BusinessCombinationExtensions−TheCompanyextendedtheperiodtoconsummateaninitialbusinesscombinationbythreemonthstoJune22,2024,withtheSponsordepositing1,897,350, contingent upon the completion of an initial business combination[205]. - The Class A common stock subject to possible redemption is classified as temporary equity and is accreted to redemption value over time[211]. Business Combination Extensions - The Company extended the period to consummate an initial business combination by three months to June 22, 2024, with the Sponsor depositing 542,100 into the Trust Account[175]. - At the 2024 Special Meeting, stockholders approved an amendment allowing the Company to extend the Combination Period up to an additional twelve times for one month each, from June 22, 2024, to June 22, 2025[176]. - The Company has extended the period to consummate an initial business combination multiple times, with the latest extension to October 22, 2024, each time with a 75,000depositfromtheSponsor[181].−TheCompanyhasuntilJanuary22,2025,orJune22,2025,ifextensionsareexercised,tocompleteaninitialbusinesscombination,oritwillfacemandatoryliquidation[197].FinancialPerformance−ForthethreemonthsendedSeptember30,2024,theCompanyreportedanetincomeof75,000 deposit from the Sponsor[181]. - The Company has until January 22, 2025, or June 22, 2025, if extensions are exercised, to complete an initial business combination, or it will face mandatory liquidation[197]. Financial Performance - For the three months ended September 30, 2024, the Company reported a net income of 131,457, primarily from 380,258ofdividendandinterestincome[200].−FortheninemonthsendedSeptember30,2024,theCompanyhadanetincomeof380,258 of dividend and interest income[200]. - For the nine months ended September 30, 2024, the Company had a net income of 428,715, driven by 1,875,533ofdividendandinterestincome[201].−TheCompanywithdrew1,875,533 of dividend and interest income[201]. - The Company withdrew 464,229 and 1,031,029ofinterestanddividendincomefromtheTrustAccountfortaxliabilitiesduringthethreeandninemonthsendedSeptember30,2024,respectively[194].−AsofSeptember30,2024,theCompanyhadcashof1,031,029 of interest and dividend income from the Trust Account for tax liabilities during the three and nine months ended September 30, 2024, respectively[194]. - As of September 30, 2024, the Company had cash of 125,986 and a working capital deficit of 2,695,136,excludingfranchiseandincometaxliabilities[190].LoansandExpenses−AsofSeptember30,2024,theCompanyhad2,695,136, excluding franchise and income tax liabilities[190]. Loans and Expenses - As of September 30, 2024, the Company had 1,800,100 of outstanding Working Capital Loans from its Sponsor[192]. - The Company incurred 1,051,053informationandgeneraladministrativecostsfortheninemonthsendedSeptember30,2024[201].−TheSponsorprovided1,051,053 in formation and general administrative costs for the nine months ended September 30, 2024[201]. - The Sponsor provided 421,000 in Working Capital Loans during the three months ended September 30, 2024, with a total of 1,528,100receivedduringtheninemonthsendedSeptember30,2024[230].−TheCompanyhas1,528,100 received during the nine months ended September 30, 2024[230]. - The Company has 1,800,100 and 272,000ofoutstandingWorkingCapitalLoansfromtheSponsorasofSeptember30,2024,andDecember31,2023,respectively[230].−TheCompanypaystheSponsor272,000 of outstanding Working Capital Loans from the Sponsor as of September 30, 2024, and December 31, 2023, respectively[230]. - The Company pays the Sponsor 10,000 per month under an administrative support agreement, with expenses of 30,000and30,000 and 90,000 for the three and nine months ended September 30, 2024, respectively[231]. Stockholder Actions and Tax Liabilities - The Initial Stockholders agreed to waive their rights to liquidating distributions from the Trust Account for Class B common stock if the initial business combination is not completed[187]. - On June 18, 2024, the Company redeemed 2,752,307 Class A common stock shares for a total of 30,194,356[221].−TheCompanyincurredanexcisetaxliabilityof30,194,356[221]. - The Company incurred an excise tax liability of 301,944 related to the June 18, 2024, redemptions, with zero liability recorded for the three months ended September 30, 2024[221]. Accounting Standards - The Company is evaluating the potential impact of adopting ASU 2023-09 on its financial statements, which addresses improvements to income tax disclosures[214]. - The Company does not believe that any recently issued accounting standards would have a material impact on its unaudited condensed financial statements[215].