Financial Performance - As of September 30, 2023, the company reported a net income of $688,152 for the three months ended, driven by trust interest income of $412,108 and an unrealized gain on the change in the fair value of the FPA liability of $818,251[165]. - For the nine months ended September 30, 2023, the company had a net income of $593,361, which included trust interest income of $2,329,140 and an unrealized gain on the Trust Account of $139,355[166]. - Total administrative fees for the three and nine months ended September 30, 2023, were $60,000 and $180,000, respectively[178]. Initial Public Offering (IPO) - The company had total offering costs of $10,757,787 related to its Initial Public Offering, with $10,247,056 charged to temporary equity[142]. - Anchor Investors purchased approximately $60.8 million of Units in the IPO at the public offering price[185]. - A total of 11,500,000 Common Stock sold in the IPO includes a redemption feature, requiring classification outside of permanent equity due to SEC guidance[196]. Shareholder Activity - On May 3, 2023, stockholders redeemed 8,470,059 Public Shares for a total of $87,843,748, approximately $10.37 per share[146]. - A total of 8,470,059 shares of Class A Common Stock were redeemed for an aggregate amount of $87,843,748, resulting in a 1% Excise Tax liability of $878,437 recorded on the balance sheet[175]. - The company issued 2,824,999 shares of Class A Common Stock to the Sponsor following the Founder Share Conversion, resulting in the Sponsor holding approximately 69.4% of the issued and outstanding shares of Class A Common Stock[162]. Compliance and Regulatory Matters - The company has a Nasdaq compliance deadline until December 26, 2023, to regain a market value of at least $50 million[150]. - The company received a Second Nasdaq Notice on October 24, 2023, indicating non-compliance with the Minimum Total Holders Rule, requiring at least 400 total holders[156]. Business Operations and Future Outlook - As of September 30, 2023, the company had not commenced any operations and had generated no revenues to date[164]. - The company faces substantial doubt about its ability to continue as a going concern if a Business Combination is not completed by November 5, 2024[172]. - On October 19, 2023, the company entered into a Business Combination Agreement with Flybondi, which involves merging with and into Merger Sub[153]. Financial Position and Liquidity - As of September 30, 2023, the company had $41,740 in its operating bank account and a working capital deficit of $2,208,523[169]. - Prior to the IPO, the company satisfied liquidity needs through a loan of $252,950 and the issuance of 2,875,000 Class B Common Stock for gross proceeds of $25,000[170]. - The company borrowed $355,000 under the First Extension Promissory Note and $165,000 under the WCL Promissory Note as of September 30, 2023[171][172]. - The company has no long-term debt obligations or capital lease obligations[177]. Financial Instruments and Accounting - The company issued 10,700,000 warrants in connection with the IPO, which are classified as equity and measured at fair value[199]. - The company issued 3,000,000 Forward Purchase Agreement (FPA) Shares, classified as a liability at fair value, subject to re-measurement at each balance sheet date[195]. - The deferred underwriting commission liability was reduced to $0, resulting in a $6,050,000 increase in income available to Class B Common Stock[184]. - The company recognizes changes in redemption value immediately, adjusting the carrying value of redeemable Common Stock to equal the redemption value at the end of each reporting period[197]. - Net loss per Share of Common Stock is calculated by dividing net loss by the weighted average number of Common Stock outstanding, with no dilutive securities affecting the calculation[198]. - Management believes that no recently issued accounting pronouncements will materially affect the unaudited condensed financial statements[200]. - The company is classified as a smaller reporting company and is not required to provide additional market risk disclosures[201].
Integral Acquisition Corporation 1(INTEU) - 2023 Q3 - Quarterly Report