Taxation and Financial Obligations - The effective tax rate for the six months ended June 30, 2024, was 22.83%, compared to 42.10% for the same period in 2023[62] - The Company incurred $190,370 in excise tax related to stock buybacks for the three months ended June 30, 2024, compared to $0 for the same period in 2023[64] - The Company’s management does not expect the total amount of unrecognized tax benefits to materially change over the next twelve months[62] Stock and Equity - As of June 30, 2024, there were 1,264,184 shares of common stock subject to possible redemption, classified as temporary equity[54] - The Company’s common stock features certain redemption rights that are considered to be outside of its control[54] - As of June 30, 2024, common stock subject to possible redemption was valued at $14,366,262[84] - The Sponsor entered into Non-Redemption Agreements with stockholders, resulting in the transfer of 1,297,500 Founder Shares valued at $452,026 or $0.35 per share[96] - As of June 30, 2024, the Company had 2,637,500 shares of common stock issued and outstanding, excluding 1,264,184 shares subject to possible redemption[98] Financial Position and Cash Flow - The Company did not have any cash equivalents as of June 30, 2024, and December 31, 2023[49] - The Company’s cash and investment held in the Trust Account were primarily in money market funds invested in U.S. Treasury securities as of June 30, 2024[50] - As of June 30, 2024, the company had cash of $83,663, with approximately $480,000 of proceeds held outside the trust account available for operational expenses and target business evaluations[123][127] - The company generated net cash used in operating activities of $691,270 for the six months ended June 30, 2024, compared to $600,647 for the same period in 2023, indicating an increase in cash outflow[121][122] Initial Public Offering (IPO) Details - The company sold 10,350,000 Units in its Initial Public Offering at a purchase price of $10.00 per Unit, including a full exercise of the underwriters' over-allotment option[81] - The gross proceeds from the Initial Public Offering were $103,500,000, with offering costs totaling $(2,511,906)[86] - The company completed its IPO on December 13, 2021, raising gross proceeds of $103.5 million from the sale of 10,350,000 units at $10.00 per unit, including an over-allotment option[116][123] - The company incurred transaction costs of $4,832,697 related to the IPO, which included $1,811,250 in underwriting fees and $2,587,500 in deferred underwriting fees[124] Business Combination and Extensions - The company has the right to extend the deadline for completing a business combination by depositing $100,000 into the trust account for each one-month extension, with the latest extension allowing until June 13, 2024[93] - The Company deposited $50,000 into the Trust Account on July 8, 2024, to extend the time to complete a business combination until August 13, 2024[113] - The Company also deposited another $50,000 into the Trust Account on August 1, 2024, extending the deadline to September 13, 2024[113] - If the company does not complete a business combination by September 13, 2024, it will trigger an automatic winding up and liquidation process[133] Expenses and Income - Basic net income per share for the three months ended June 30, 2024, was $0.19, while diluted net income per share was the same due to no dilutive securities being present[71] - Total expenses for the three months ended June 30, 2024, amounted to $(1,043,222), compared to $(403,860) for the same period in 2023, indicating an increase in expenses[71] - For the six months ended June 30, 2024, the company reported a net income of $262,120, compared to a net income of $255,065 for the same period in 2023, reflecting a year-over-year increase of approximately 2.1%[120][122] - The company expects to incur increased expenses as a public entity, particularly for legal, financial reporting, and due diligence activities[120] Financial Instruments and Valuation - The fair value of certain financial instruments approximates the carrying amounts represented in the unaudited condensed consolidated balance sheets as of June 30, 2024[59] - The fair value of the Company's financial assets includes U.S. Treasury Securities held in the Trust Account, with a fair value of $14,366,262 as of December 31, 2023[108] - The diluted loss per share is the same as the basic loss per share, as the warrants sold in the IPO are contingent upon future events and are considered antidilutive[143] - Changes in the estimated fair value of warrants are recognized as a non-cash gain or loss on the statements of operations[140] Management and Risk Assessment - Management is evaluating the impact of global events such as the COVID-19 pandemic and geopolitical conflicts on the Company's financial position[110] - The company has no long-term debt or off-balance sheet financing arrangements as of June 30, 2024, ensuring a clean balance sheet[135] - The company has not identified any significant accounting policies that could materially affect reported amounts[138] - As of June 30, 2024, the company was not subject to any market or interest rate risk, with net proceeds from the IPO invested in U.S. government treasury bills and money market funds[144] Other Financial Commitments - The company has a temporary advance of $520,500 from the Sponsor as of June 30, 2024, which is unsecured and interest-free[90] - The company has an obligation to pay $10,000 monthly for administrative services, with an unpaid balance of $310,000 as of June 30, 2024[91] - The company issued four unsecured promissory notes to the Sponsor totaling $1,120,000, which mature upon the closing of a business combination[92] - The company has the option to convert up to $1,000,000 of Working Capital Loans into warrants at a price of $1.00 per warrant[97] - The company has not issued any Working Capital Loans as of June 30, 2024, and December 31, 2023[97]
ption Growth Acquisition (IGTA) - 2024 Q2 - Quarterly Report