Business Combination and Extensions - The Company extended the period to consummate an initial business combination until August 28, 2024, allowing for six additional one-month extensions[149]. - The Company entered into a business combination agreement with Unifund Financial Technologies, Inc. on May 19, 2023, focusing on consumer debt receivables[140]. - The proposed Unifund Business Combination is subject to certain conditions and may not be consummated as expected[141]. - The Company extended the period to consummate an initial Business Combination multiple times, with the latest extension to November 23, 2024, requiring deposits of $150,000 for each one-month extension[152][153][154]. - The Company has until August 28, 2024, to complete an initial business combination, or it will redeem 100% of the outstanding shares of Class A common stock[175]. Financial Performance - For the three months ended June 30, 2024, the Company reported a net loss of $903,078, a significant decrease from a net loss of $6,763,013 for the same period in 2023[158][162]. - For the six months ended June 30, 2024, the net loss was $2,102,133, down from $7,620,520 in the same period of 2023, attributed to reduced general and administrative expenses[159][162]. - General and administrative expenses for the three months ended June 30, 2024, were approximately $1.4 million, compared to $4.8 million for the same period in 2023, reflecting a decrease in business combination costs[158][162]. - Interest income for the three months ended June 30, 2024, was $1,090,443, down from $2,170,728 for the same period in 2023, due to a decrease in the principal balance in the Trust Account[162]. Trust Account and Cash Management - Following the redemptions, approximately $144.9 million remained in the Trust Account[148]. - Following the February 2024 Special Meeting, stockholders redeemed 6,032,023 Public Shares for approximately $67.2 million, or about $11.14 per Public Share[150]. - After the February 2024 redemptions, approximately $82.7 million remained in the Trust Account[150]. - The Company generated net proceeds of $177,606,386 from its IPO, with $175,950,000 deposited in the Trust Account[164]. - The Company intends to use funds in the Trust Account primarily to complete its initial business combination and may withdraw interest income to pay taxes[167]. - As of June 30, 2024, the Company had cash of $41,562 outside the Trust Account and marketable securities in the Trust Account totaling $85,136,742[166]. Debt and Funding - The Sponsor deposited $1,725,000 into the Trust Account for each of the Initial and Second Extensions, totaling $3,450,000[146]. - The Company has incurred promissory notes totaling $3,450,000 at an interest rate of 16% per annum for the extensions[146]. - The Company issued an unsecured promissory note with a principal amount of up to $1,500,000 at a 6% interest rate, which was later amended to allow up to $5,500,000 in principal[169][171][174]. - As of June 30, 2024, the Company received $4,752,500 in proceeds from the Sponsor under the amended promissory note, compared to $2,752,500 as of December 31, 2023[172]. - The Company drew $2,000,000 and $1,250,000 under the promissory note for the six months ended June 30, 2024 and 2023, respectively, to fund working capital needs[172]. - The Company reported a working capital deficit of $25,783,048 as of June 30, 2024, indicating insufficient funds to operate for at least the next 12 months if a business combination is not completed[174]. Internal Controls and Compliance - The company identified a material error in the calculation of the deferred underwriting commission during Q2 2023, leading to a material weakness in internal control over financial reporting[192]. - During Q3 2023, the company withdrew $1,075,252 from the Trust Account for tax liabilities but mistakenly used $752,885 for general operating expenses, violating the Trust Agreement[193]. - The company plans to enhance internal controls and improve communication regarding new contractual arrangements to address previously identified material weaknesses[194]. - As of June 30, 2024, the company continues to implement its remediation plan but has not yet concluded that the material weaknesses are remediated[195]. - There were no changes in internal control over financial reporting during the quarter ended June 30, 2024, that materially affected the internal control[196]. Going Concern - The Company has substantial doubt about its ability to continue as a going concern if a business combination is not consummated before August 28, 2024[176].
Everest solidator Acquisition (MNTN) - 2024 Q2 - Quarterly Report