Financial Overview - The company raised gross proceeds of $201,250,000 from the Initial Public Offering, with underwriting fees totaling $11,068,750 [115]. - As of June 30, 2024, the company had $206,281,250 in the Trust Account, which will be used for a business combination or returned to shareholders [118]. - The company has an outstanding balance of $1,381,742 under the IPO Working Capital Loans as of June 30, 2024, which may be converted into Private Placement Warrants at a price of $1.00 per warrant [146]. - The company incurred $35,000 and $15,000 in Sponsor administrative fees for the three months ended June 30, 2024 and 2023, respectively [144]. - The company has incurred increased expenses due to being a public company, including legal, financial reporting, accounting, and auditing compliance costs [132]. Business Combination Plans - The company extended the deadline for completing its initial business combination to April 29, 2025, with 2,683,126 public shares redeemed at approximately $11.35 per share, totaling about $30.4 million [121]. - A business combination agreement was signed with Sio on November 13, 2023, involving a transfer to Alberta, Canada, and amalgamation with Sio Newco [124]. - The company plans to issue 3,114,258 Pubco Class A Common Shares to PIPE Investors for a total of $20,122,474 in a private placement [125]. - The Sponsor agreed to loan the company $160,000 per month for up to $1.92 million to support the extension of the business combination deadline [119]. - The company issued a Second Extension Note for $1.08 million to fund monthly extension deposits until April 29, 2025 [121]. - The company has scheduled a liquidation date of April 29, 2025, if it cannot consummate an initial business combination by that date [139]. Financial Performance - For the three months ended June 30, 2024, the company reported a net income of $50,866, with general and administrative expenses of $412,583 and a gain on cash held in the Trust Account of $867,824 [133]. - For the six months ended June 30, 2024, the company had a net income of $1,990,814, consisting of general and administrative expenses of $1,129,870 and a gain on cash and investments held in the Trust Account of $2,514,122 [135]. - As of June 30, 2024, the company had $1,877 in cash and no cash equivalents outside the Trust Account, indicating a need for capital to pursue its financing and acquisition plans [138]. Shareholder Transactions - In connection with the First Extension Meeting, holders of 11,151,163 Class A ordinary shares redeemed their shares for cash at a redemption price of approximately $10.56 per share, totaling approximately $118 million [147]. - The Sponsor converted 5,031,250 Class B ordinary shares into Class A ordinary shares on a one-for-one basis [120]. - The Company entered into a non-redemption agreement with a shareholder regarding 100,000 Class A ordinary shares, resulting in the issuance of 58,570 Class A ordinary shares to the shareholder [153]. - All Class A ordinary shares sold in the Initial Public Offering have a redemption feature, classified outside of permanent equity due to SEC guidance [154]. - The Company adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period [155]. Share Valuation and Reporting - Net income per ordinary share is calculated by dividing net income by the weighted average number of ordinary shares outstanding, with diluted income per share being the same as basic income per share for the period presented [156]. - The Company had two classes of ordinary shares, with Class B shares converted to Class A shares in April 2023, affecting the calculation of net income per share [157]. - The Company issued 10,062,500 Public Warrants and 10,156,250 Private Placement Warrants, recognized as derivative liabilities at fair value [159]. - The fair value of Public Warrants was classified as Level 2 due to reduced trading volume, with the close price used as the fair value as of June 30, 2024 [159]. - The Company liquidated investments held in the Trust Account and moved funds to an interest-bearing demand deposit account as of April 24, 2024 [161]. Regulatory Classification - The Company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards [163]. - The Company is classified as a smaller reporting company and is not required to provide certain disclosures under the Exchange Act [165].
Pyrophyte Acquisition (PHYT) - 2024 Q2 - Quarterly Report