IPO and Financial Proceeds - The company completed its Initial Public Offering on November 8, 2021, raising gross proceeds of $172.5 million from the sale of 17,250,000 Units and Private Placement Warrants[128][130]. - As of November 2, 2023, $175.95 million from the IPO proceeds was placed in a Trust Account, invested only in U.S. government securities or money market funds[131]. - The company has cash of $5,436 available for working capital needs as of March 31, 2024, with $52,063,473 held in the Trust Account from the Initial Public Offering proceeds[157][159]. Shareholder Actions and Meetings - At the 2024 Extraordinary General Meeting (EGM), approximately 88.02% of the total Ordinary Shares were represented, with 2,374,826 Class A Ordinary Shares redeemed for approximately $26.91 million[133][134]. - Shareholders redeemed 12,626,668 Class A Ordinary Shares for approximately $132.62 million at the 2023 EGM[144]. Business Combination and Agreements - The company entered into a Business Combination Agreement with Scage on August 21, 2023, which, if approved, will result in Scage becoming a wholly-owned subsidiary of Pubco[151]. - The company plans to extend its Combination Period until November 8, 2024, with ongoing financial support from Sunorange[135][145]. - The company has until November 8, 2024, to complete a Business Combination, or it will commence automatic liquidation[167][168]. Financial Support and Loans - The company issued a May 2024 Promissory Note for up to $225,000 to support the Trust Account, with the Sponsor agreeing to pay $37,500 monthly until the completion of an initial Business Combination[136]. - The June 2023 Promissory Note issued to the Sponsor amounted to up to $1.2 million, with monthly payments of $100,000 until the completion of an initial Business Combination[147]. - As of March 31, 2024, the Sponsor had deposited a total of $1.1 million into the Trust Account to support the 2024 Extension[141]. - The company had no outstanding borrowings under the Working Capital Loan as of March 31, 2024, and had $709,859 outstanding under the November 2023 Promissory Note[161][164]. - The company canceled the Working Capital Loan in full on May 8, 2023, recognizing it as a benefit under SAB Topic 5T[163]. Financial Performance - As of March 31, 2024, the company reported a net income of $242,095, down from $1,608,034 for the same period in 2023, with interest earned of $563,298 and operating expenses of $321,203[155]. - The company generated non-operating income primarily from interest income derived from the Trust Account, with no significant changes in financial position since December 31, 2023[153][155]. - The company incurred $261,957 in operating activities for the three months ended March 31, 2024, largely driven by interest earned[157]. Accounting Standards and Compliance - The company adopted ASU 2020-06 on January 1, 2024, with no material impact on financial position, results of operations, or cash flows[179]. - ASU 2022-03 was adopted on January 1, 2024, with no material impact on financial position, results of operations, or cash flows[180]. - The company is evaluating the impact of ASU 2023-09, effective for annual periods beginning after December 15, 2024[181]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[183]. - The company may not be required to provide certain disclosures and reports due to its status as an emerging growth company[184]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[185]. Management and Operations - Sunorange Investment Agreement included the acquisition of 3,557,813 Class B Ordinary Shares and 6,160,000 Private Placement Warrants, leading to a change in management[139]. - The company has not commenced any operations and will not generate operating revenues until after completing an initial Business Combination[153]. - The company has engaged EarlyBirdCapital as an advisor for the initial Business Combination, agreeing to pay a fee of 1.75% of the gross proceeds of the IPO upon consummation[170]. Earnings Per Share - Basic and diluted net income per share for redeemable Ordinary Shares and non-redeemable Ordinary Shares is calculated by dividing net income allocated proportionally to each class of Ordinary Shares[177]. - The company recognized the accretion from initial book value to redemption amount immediately upon the closing of the Initial Public Offering[177].
Finnovate Acquisition Corp.(FNVTU) - 2024 Q1 - Quarterly Report