Financial Performance - The company reported a net income of $55,371 for the three months ended June 30, 2024, a decrease from $311,101 in the same period of 2023, primarily due to increased general and administrative expenses[142]. - For the six months ended June 30, 2024, the company had a net income of $154,185, down from $462,907 in the same period of 2023, reflecting higher operational costs[143]. - As of June 30, 2024, the company had $211,470 in cash and a working capital deficit of $1,977,069, indicating liquidity challenges[148]. Mergers and Acquisitions - The company entered into a merger agreement with HUTURE Ltd. and Bestpath, implying a current equity value of Huture at $1.0 billion prior to the closing of the mergers[130]. - The company will issue up to 10,000,000 Earnout Shares to Huture's shareholders based on certain revenue targets for fiscal years 2024 and 2025[131]. - The company has incurred significant costs in pursuing acquisition plans and cannot assure the success of completing a business combination[122]. - The company intends to focus on operating businesses in the new energy sector for its initial business combination[121]. Compliance and Regulatory Issues - The company is subject to compliance issues with Nasdaq, having received notices regarding the number of public holders and timely filing of financial reports[137][138][139]. - The company is currently delinquent in filing its quarterly report for the period ended June 30, 2024, which may lead to delisting from Nasdaq[140]. - The company has until October 6, 2024, to consummate a Business Combination, failing which it will face mandatory liquidation[149]. Shareholder Actions - An aggregate of 2,487,090 shares with a redemption value of approximately $25,943,773 (or $10.43 per share) were tendered for redemption during the special meeting on June 28, 2023[135]. - An aggregate of 2,124,738 shares with a redemption value of $23,176,909 (or approximately $10.91 per share) were tendered for redemption during the annual meeting on April 30, 2024[136]. Financial Structure and Costs - The company completed its IPO on October 6, 2022, raising gross proceeds of $50 million from the sale of 5,000,000 units at $10.00 per unit[145]. - A total of $54,984,377 from the IPO and private placements was deposited in a trust account for the benefit of public stockholders[147]. - The underwriters are entitled to a deferred fee of $1,896,013 upon the completion of a business combination[153]. - The company incurred significant expenses related to being a public entity, including legal and compliance costs, which are expected to increase[141]. - The company has no off-balance sheet financing arrangements as of June 30, 2024, and does not participate in transactions with unconsolidated entities[151]. Economic Environment - The company has been monitoring the impact of inflation, rising interest rates, and geopolitical events on its financial position and operations[123]. - The company plans to establish an equity incentive pool representing 15% of the share capital of PubCo on a post-closing fully diluted basis[131].
Aquaron Acquisition (AQU) - 2024 Q2 - Quarterly Report