IPO and Financial Proceeds - The Company completed its Initial Public Offering on December 14, 2021, raising gross proceeds of $200 million from the sale of 20 million units at $10.00 per unit[93]. - An additional $15,624,010 was generated from the partial exercise of the underwriters' over-allotment option, incurring approximately $859,320 in underwriting fees[93]. - Following the IPO, $219,936,490 was placed in a trust account, invested in U.S. government securities, with a maturity of 185 days or less[94]. - The underwriters received a cash underwriting discount of $0.20 per unit, totaling $4,312,480, upon the closing of the Initial Public Offering[121]. Business Combination and Redemptions - On June 12, 2023, the Company extended the time to consummate a business combination until June 14, 2024, with a deposit of $50,000 for each one-month extension[95]. - After the Sponsor Handover, 19,824,274 shares were redeemed by public shareholders for $10.54 per share, resulting in $208,992,255 being removed from the trust account[97]. - A total of 5,390,599 Class A ordinary shares were issued upon the conversion of Class B shares, with the Former Sponsor and New Sponsor holding 30% and 45% of the outstanding Class A shares, respectively[98]. - Approximately $12,302,385 was removed from the Company's Trust Account for the redemption of 1,146,276 shares at approximately $10.73 per share[99]. - The Company must complete an initial business combination with a fair market value of at least 80% of the net assets held in the Trust Account[100]. - If the Company fails to complete a business combination by December 14, 2024, it will redeem Public Shares at a price equal to the amount in the Trust Account divided by the number of outstanding Public Shares[106]. - The trust account balance decreased significantly from $225,411,726 as of March 31, 2023, to $6,674,018 as of March 31, 2024, due to the redemption of 20,970,550 Class A ordinary shares totaling $221,294,640[116]. - The company has until December 14, 2024, to consummate a business combination, after which mandatory liquidation will occur if not completed[114]. Financial Performance and Position - As of March 31, 2024, the company had $212 in its operating bank account and a working capital deficit of approximately $608,579[111]. - For the three months ended March 31, 2024, the company reported a net income of $466,716, compared to a net loss of $225,709 for the same period in 2023[117]. - The company has no long-term debt obligations or significant liabilities other than administrative service agreements[118]. - The company has identified substantial doubt about its ability to continue as a going concern for the next twelve months due to liquidity concerns[115]. - The company accounts for Class A ordinary shares subject to possible redemption as temporary equity, with 591,851 shares presented at redemption value as of March 31, 2024[123]. - As of March 31, 2024, the company reported no off-balance sheet arrangements[128]. Operational and Compliance Matters - The company expects to incur increased expenses as a result of being a public company, including legal, financial reporting, and due diligence costs[116]. - The company recognized nil and $30,000 for administrative support services expense for the three months ended March 31, 2024, and 2023, respectively[118]. - The company is classified as an "emerging growth company" and has opted not to comply with certain financial accounting standards until private companies are required to do so[130][131]. - The company identified material weaknesses in its disclosure controls and procedures related to the valuation of warrant liabilities and the recording of accounts payable and accrued expenses[134]. - There were no changes in internal control over financial reporting that materially affected the company's internal controls during the three months ended March 31, 2024[135]. - The company has not disclosed any legal proceedings during the reporting period[135]. Economic Environment - The company does not believe inflation had a material impact on its business or revenues during the reported period[129].
Healthcare AI Acquisition (HAIA) - 2024 Q1 - Quarterly Report