New Providence Acquisition Corp. II(NPABU) - 2024 Q2 - Quarterly Report

Financial Performance - For the three months ended June 30, 2024, the company reported a net loss of $263,400, with operating costs of $562,652 and interest income of $367,636[149]. - The company experienced a net income of $2,719,695 for the six months ended June 30, 2023, primarily from interest earned on marketable securities[152]. - The company has not generated any operating revenues to date and does not expect to do so until after completing a Business Combination[148]. Initial Public Offering - The company completed its Initial Public Offering on November 9, 2021, raising gross proceeds of $250 million from the sale of 25 million units at $10.00 per unit[132]. - The company incurred $14,566,172 in costs related to its Initial Public Offering, including $5 million in underwriting fees[133]. - The underwriter of the Initial Public Offering is entitled to a deferred fee of $0.35 per Unit, totaling $8,750,000, payable only upon completion of a business combination[169]. Cash and Securities - As of June 30, 2024, the company had cash and marketable securities in its Trust Account totaling $7,486,644, including approximately $525,000 of interest income[157]. - The Trust Account funds are now maintained in cash with an interest rate of 4.5% per annum, which is subject to change[166]. Debt and Liabilities - As of June 30, 2024, the company had outstanding promissory notes totaling $690,000, with $400,000 under the Second Promissory Note[162]. - There are no off-balance sheet financing arrangements or long-term liabilities, except for an Administrative Support Agreement costing up to $20,000 per month[168]. Business Combination and Future Outlook - The company extended its Combination Period to May 9, 2024, allowing for potential monthly extensions up to six times until November 9, 2024[143]. - The company has until November 9, 2024, to consummate the proposed Business Combination, raising substantial doubt about its ability to continue as a going concern for at least one year[165]. - The company may need to raise additional capital through loans or investments, with no assurance of obtaining financing on commercially acceptable terms[165]. Regulatory and Compliance - The company received a deficiency letter from Nasdaq regarding its Market Value of Listed Securities (MVLS), which fell below the $50 million requirement[137]. - The adoption of ASU 2016-13 on January 1, 2023, did not materially impact the financial statements[175]. - Management does not anticipate that the adoption of ASU 2023-09 will have a material effect on the financial statements[176]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[178]. Shareholder Actions - A total of 19,732,125 Public Shares were redeemed for approximately $205.5 million at a redemption price of about $10.41 per share during the 2023 Redemptions[142]. - The company entered into share transfer agreements to prevent the redemption of 5,000,000 shares of Class A Common Stock, with the Sponsor forfeiting 1,500,000 shares[170].