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Aimfinity Investment Corp. I(AIMAU) - 2024 Q3 - Quarterly Report

IPO and Funding - The company completed its IPO on April 28, 2022, raising gross proceeds of $80.5 million from the sale of 8,050,000 units at $10.00 per unit[115]. - A private placement generated an additional $4.92 million from the sale of 492,000 units at the same price, totaling net proceeds of $82.11 million deposited in a trust account[115]. - The company incurred $5,117,607 in transaction costs related to the IPO, including $1,610,000 in underwriting fees and $2,817,500 in deferred underwriting fees[140]. - The company issued promissory notes totaling up to $2,500,000 to I-Fa Chang for working capital purposes, which are non-interest bearing and unsecured[144][145][146]. Business Combination - On October 13, 2023, the company entered into a Business Combination Agreement with Docter Inc., which will result in the merger and the company becoming publicly traded[118]. - The Business Combination will involve the issuance of 6 million PubCo Ordinary Shares valued at $60 million, with potential earnout shares contingent on device sales[120][121]. - The company has extended the deadline for consummating an initial business combination to April 28, 2024, with a total of $765,000 deposited for nine one-month extensions[125]. - The second extraordinary general meeting approved further extensions to January 28, 2025, with payments of $60,000 for each one-month extension[126][127]. - The company has entered into a backstop agreement to ensure net tangible assets of at least $5,000,001 upon closing of the Business Combination[135]. Financial Performance - For the three months ended September 30, 2024, the company reported a net income of $24,789, with interest income of $464,528 and operating costs of $439,739[137]. - For the nine months ended September 30, 2024, the company had a net income of $902,163, consisting of interest income of $1,603,118 and operating costs of $700,955[138]. - As of September 30, 2024, the company held $36,327,836 in the Trust Account, which is invested in money market funds and U.S. Treasury Securities[141]. - As of September 30, 2024, the company had cash of $4,895 and a working capital deficiency of $2,972,900[148]. Operational Challenges - The company has reported no revenue since inception and has incurred losses due to formation and operating costs, relying on securities sales and loans for funding[117]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its Initial Business Combination[136]. - Management has raised substantial doubt about the company's ability to continue as a going concern if it cannot complete an Initial Business Combination by the Combination Deadline[149]. - The company anticipates significant costs in pursuing acquisition plans and cannot assure the success of completing the Initial Business Combination[114]. Governance - The board of directors of PubCo will consist of five directors post-merger, with a new composition following an amendment to the Business Combination Agreement[122][124]. - The company has issued unsecured promissory notes for payments made for extensions, with no interest and payable upon the consummation of the initial business combination[128][129]. - The company has no off-balance sheet financing arrangements as of September 30, 2024[150].