Financial Position - As of December 31, 2023, the Trust Account held $17,591,536, approximately $11.15 per share of Class A common stock subject to redemption[205]. - As of December 31, 2023, the total assets of the company were $17,952,145, a significant decrease from $237,965,034 as of December 31, 2022[238]. - The investments held in the Trust Account decreased from $237,373,538 in 2022 to $17,591,536 in 2023[238]. - Class A common stock subject to possible redemption was valued at $17,700,146 as of December 31, 2023, down from $236,385,597 in 2022[238]. - The Company had a working capital deficit of approximately $3.8 million and current liabilities of about $4.1 million as of December 31, 2023[268]. - Total current liabilities increased to $4,126,409 in 2023 from $673,227 in 2022, representing a significant rise[239]. - The Company reported total liabilities of $13,116,409 in 2023, compared to $11,073,227 in 2022, marking an increase of approximately 18.4%[239]. - Cash at the end of the period was $74,974 in 2023, down from $212,232 in 2022, showing a decrease of about 64.7%[246]. - The Company recorded an accumulated deficit of $(12,864,985) as of December 31, 2023, compared to $(9,494,365) in 2022, reflecting an increase in deficit of about 35.5%[240]. Operating Performance - For the year ended December 31, 2023, the net income was $4,216,411 from interest income on Trust funds, with total operating expenses amounting to $2,283,526[203]. - Net income for the year ended December 31, 2023, was $2,473,401, a decrease from $12,854,233 in 2022, reflecting a decline of approximately 80.7%[242]. - Total expenses for 2023 amounted to $2,283,526, up from $1,532,385 in 2022, indicating an increase of about 48.8%[242]. - The Company has not generated any operating revenues to date and relies on interest income from marketable securities[202]. - The Company has not commenced any operations as of December 31, 2023, and will not generate operating revenues until after completing a business combination[249]. Business Combination and Future Plans - The Company has scheduled a special meeting for April 16, 2024, to consider an Additional Extension Proposal to extend the business combination deadline to November 2, 2024[201]. - The company is a Special Purpose Acquisition Corporation (SPAC) and is required to complete a business combination by May 2, 2024, or November 2, 2024, if an extension is approved[232]. - The Company must complete a Business Combination with a fair market value equal to at least 80% of the net assets held in the Trust Account[258]. - If the Company fails to complete a Business Combination by May 2, 2024, it will cease operations and liquidate[269]. - The Company plans to merge with Car Tech, with an Aggregate Merger Consideration of $80,000,000 plus an additional $40,000,000 in Earn Out Consideration[355]. - The proposed merger will result in Car Tech becoming a wholly-owned subsidiary of the Company, subject to stockholder approval and customary closing conditions[354]. - The Company intends to file a registration statement on Form S-4 with the SEC in connection with the proposed business combination[358]. Cash Flow and Financing - The Company incurred cash used in operating activities of $2,562,966 for the year ending December 31, 2023[207]. - Cash flows used in operating activities were $(2,562,966) for 2023, compared to $(1,549,388) in 2022, indicating a worsening cash flow situation[246]. - The Sponsor provided loans totaling $825,000 for working capital purposes during the year ended December 31, 2023[212]. - As of December 31, 2023, the outstanding amount under the Sponsor loan was $1,000,000, with accrued interest of $19,404[315]. - The Company generated gross proceeds of $200,000,000 from its Initial Public Offering on November 2, 2021[250]. - The Company completed a private placement of 12,000,000 warrants, generating gross proceeds of $12,000,000 at a purchase price of $1.00 per warrant[252]. - Following the Initial Public Offering, $234,600,000 was placed in a trust account, with a net proceeds of $10.20 per unit sold[253]. Compliance and Regulatory Matters - The Company received a notice from Nasdaq on October 9, 2023, indicating non-compliance with the requirement of maintaining at least 400 total holders for continued listing[272]. - The Company submitted a plan to regain compliance with Nasdaq by November 20, 2023, which may grant an extension of up to 180 days if accepted[273]. - The Company has no approved plan to extend the business combination deadline beyond May 2, 2024, raising concerns about its ability to continue as a going concern[232]. Tax and Valuation - The effective tax rate for the year ended December 31, 2023, was 25.83%, significantly higher than 4.7% for 2022, primarily due to changes in the fair value of warrants and valuation allowances[349]. - The Company established a full valuation allowance for deferred tax assets, with a change in the valuation allowance of $386,973 for 2023 compared to $239,426 for 2022[347]. - The Company recorded a 1% excise tax liability of $2,224,846 as of December 31, 2023, due to stock repurchases under the Inflation Reduction Act[297]. - There were no unrecognized tax benefits or amounts accrued for interest and penalties as of December 31, 2023, reflecting a stable tax position[294]. - The Company is subject to income taxation in the United States and does not expect significant changes in unrecognized tax benefits over the next twelve months[295]. Shareholder Matters - Stockholders holding 21,422,522 Class A Shares redeemed shares for a total of $222,484,624, approximately $10.38 per share, in connection with the Extension[199]. - Approximately 78% of the Class A shares eligible to vote at the special meeting are held by the sponsor, indicating strong support for the proposed extension[359]. - The Company has no dilutive securities or contracts that could potentially be converted into common stock as of December 31, 2023[226].
AltEnergy Acquisition Corp.(AEAEU) - 2023 Q4 - Annual Report