HWH International(HWH) - 2023 Q4 - Annual Report

Operations and Financial Status - As of November 30, 2023, the company had not commenced any operations and generated no operating revenues prior to the completion of its initial Business Combination[73]. - As of November 30, 2023, the company had $585,654 in cash and a working capital deficit of $134,421[89]. - For the years ended November 30, 2023 and 2022, the company reported net income of $548,873 and $113,541, respectively[93]. - The company has no long-term debt obligations or liabilities as of November 30, 2023[94]. - As of November 30, 2023, the Company reported no off-balance sheet arrangements[103]. Initial Public Offering and Business Combination - The company completed its Initial Public Offering on February 3, 2022, raising approximately $86.2 million, with $87,112,500 placed in the Trust Account[76]. - The total consideration for the Merger with HWH International Inc. was $125 million, payable in 12,500,000 shares of common stock valued at $10.00 each[87]. - The company has until February 3, 2024, to complete its initial Business Combination, with the possibility of extending this period[82][83]. - Class A Common Stock stockholders redeemed 6,648,964 shares for approximately $68.4 million held in the Trust Account[81]. - The Company paid a cash underwriting discount of $0.20 per Unit, totaling $1,725,000, and a deferred fee of $0.35 per Unit, amounting to $3,018,750, contingent upon completing a Business Combination[98]. Administrative and Compliance Costs - The company agreed to pay the Sponsor $10,000 per month for administrative services, which will cease upon completion of the initial Business Combination[95]. - The company expects to incur increased expenses due to being a public company, including legal and compliance costs[92]. Economic and Regulatory Environment - The Company does not believe that inflation had a material impact on its business, revenues, or operating results during the reported period[104]. - The Company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements applicable to other public companies[105]. - The Company has elected not to opt out of the extended transition period for new or revised financial accounting standards, which may affect comparability with other public companies[106].