Business Combination - The company entered into a Business Combination Agreement with Bolt Threads, with an aggregate equity consideration of $250 million[130][131]. - The Business Combination is subject to stockholder approval and other customary conditions[130]. - The company has agreed to a Sponsor Support Agreement, where the Sponsor will vote in favor of the Business Combination and has committed to purchase additional convertible notes[137]. - The company has until September 19, 2024, to consummate a Business Combination, with potential mandatory liquidation if unable to raise additional funds[164]. - The company received an extension from Nasdaq until September 16, 2024, to complete the Business Combination, following a hearing on May 16, 2024[144]. - The company has extended the deadline for consummating a business combination to September 19, 2024, with a maximum deposit of $20,000 for each one-month extension[141]. Financial Performance - For the three months ended June 30, 2024, the company reported a net income of $318,533, driven by a change in fair value of warrant liability of $729,167 and interest earned on marketable securities of $59,337[146]. - For the six months ended June 30, 2024, the company experienced a net loss of $894,780, with formation and operational costs amounting to $851,313 and provision for income taxes of $17,323[146]. - For the six months ended June 30, 2023, the company achieved a net income of $1,138,959, primarily from interest earned on marketable securities of $2,771,356[147]. Cash and Investments - As of June 30, 2024, the company had $21,467,825 remaining in the trust account after a redemption of 26,649,519 shares at approximately $10.16 per share, totaling $270,769,687[140]. - As of June 30, 2024, the company held investments in the trust account totaling $6,365,874, with cash used in operating activities amounting to $880,105[152]. - As of June 30, 2024, the company had cash of $28,657, which will be used for identifying and evaluating target businesses[154]. - The company intends to use substantially all funds in the trust account to complete its Business Combination, with remaining proceeds allocated for working capital and growth strategies[153]. Debt and Obligations - The company issued a non-interest bearing promissory note to the Sponsor for up to $510,000 to replenish operating funds withdrawn from the trust account[157]. - As of June 30, 2024, the company had outstanding convertible promissory notes totaling $2,047,054[158]. - The company has no off-balance sheet arrangements or long-term debt obligations as of June 30, 2024[165][166]. Costs and Expenses - The company has incurred significant costs in pursuit of its acquisition plans and cannot assure the success of its initial business combination[129]. - The company has made a total of 16 extension payments amounting to $648,041, extending the deadline to July 19, 2024[142]. - For the three and six months ended June 30, 2024, the Company incurred $0 in consulting fees related to an agreement with Jones International Group, compared to $20,500 for the same periods in 2023[169]. Accounting and Reporting - The Company accounts for warrants as liabilities at fair value, subject to re-measurement at each balance sheet date until exercised[171]. - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value outside of stockholders' deficit[172]. - Net (loss) income per common share is calculated by dividing net income by the weighted average number of common stock outstanding, with two classes of shares sharing income pro rata[173]. - The adoption of ASU 2020-06 is not expected to have a material impact on the Company's financial statements[174]. - ASU 2023-09, effective after December 15, 2024, will require expanded disclosures of income taxes paid, but is not expected to materially impact the Company's financial statements[175]. Underwriting and Fees - The Company entered into an agreement with BTIG and Bolt Threads, involving a deferred underwriting fee of $500,000 payable upon the completion of the initial Business Combination[168]. - Upon successful Business Combination with Bolt Threads, the Company will recognize a reduction in the deferred underwriting fee equal to the $500,000 cash payment and the fair value of shares transferred[169].
Golden Arrow Merger (GAMC) - 2024 Q2 - Quarterly Report