Financial Position - As of March 31, 2024, the company had $0 in cash and a working capital deficit of approximately ($3,315,000) excluding cash in the trust account[112] - The company has an accumulated deficit of approximately $12,315,000 as of March 31, 2024[123] - The company has no long-term debt or significant liabilities, except for a monthly fee of $10,000 to the sponsor for office space and services[133] - As of March 31, 2024, the company has no off-balance sheet arrangements or commitments for capital expenditures[132] Initial Public Offering - The company completed its initial public offering in December 2021, raising net proceeds of $205,100,000, with $204,000,000 deposited into a non-interest-bearing trust account[123] - The net proceeds from the IPO are invested in U.S. government treasury bills or money market funds, minimizing exposure to interest rate risk[141] - The company is obligated to pay a deferred underwriting fee of $9,000,000, which is 4.5% of the gross proceeds from the IPO, contingent upon the completion of the initial business combination[135] Business Combination Efforts - A letter of intent for a potential business combination was executed on February 5, 2024, but was unilaterally terminated by the target company on March 5, 2024[118] - The company incurred significant costs related to its search for a business combination, including legal and due diligence expenses, since its initial public offering[119] - The company intends to use substantially all investments held in the trust account to fund its post-business combination operations[124] - The company has not engaged in any revenue-generating operations to date and will not generate operating revenues until after completing a business combination[119] - If the initial business combination is not completed, the required liquidation date is December 20, 2024, raising substantial doubt about the company's ability to continue as a going concern[131] Financing and Liquidity - The company has relied on loans from its sponsor, borrowing $500,000 for monthly trust contributions during the initial extension period[126] - The company may need to continue requesting additional loans from its sponsor to satisfy liquidity needs in pursuit of an initial business combination[129] - The company may need to obtain additional financing to operate the combined entity resulting from the business combination, potentially issuing additional securities or incurring debt[130] Advisory and Transaction Fees - A financial services agreement with Cohen & Company includes an advisor fee of $2,500,000 and a transaction fee of 5.0% of the gross proceeds raised in any financing transaction[140] Delisting - The company was delisted from the NYSE on March 8, 2024, due to noncompliance with the listing standard requiring a market capitalization of at least $40,000,000[115]
Spree Acquisition 1 (SHAP) - 2024 Q1 - Quarterly Report