Financial Performance - The company had a net loss of approximately $371,000 for the three months ended March 31, 2024, consisting of approximately $437,000 in general and administrative expenses, offset by a gain of approximately $96,000 from investments held in the trust account [128]. - For the three months ended March 31, 2023, the company reported a net income of approximately $2.8 million, primarily from a gain of approximately $3.1 million from investments held in the trust account, partially offset by general and administrative expenses of approximately $218,000 [129]. - The company incurred $30,000 in expenses for administrative services for both the three months ended March 31, 2024 and 2023 [135]. - Diluted net (loss) income per ordinary share for the three months ended March 31, 2024 and 2023 is the same as basic net (loss) income per share due to anti-dilutive effects of warrants [146]. Cash and Capital Structure - As of March 31, 2024, the company had approximately $41,000 in cash and a working capital deficit of approximately $978,000 [123]. - The company has the ability to borrow up to an aggregate of approximately $300,000 remaining under the 2022 Note [123]. - The company entered into a convertible promissory note with the Sponsor, allowing borrowing up to $1,500,000, with certain amounts convertible into Private Placement Warrants [125]. - As of March 31, 2024, approximately $1.2 million was outstanding under the 2022 Note, an increase from $899,000 as of December 31, 2023 [134]. Initial Public Offering (IPO) - The company has incurred offering costs of approximately $16.3 million related to its Initial Public Offering, including approximately $9.7 million for deferred underwriting commissions [114]. - The company raised gross proceeds of $276.0 million from its Initial Public Offering, which included the issuance of 3,600,000 Units due to the underwriters' full exercise of their over-allotment option [114]. - The company has broad discretion regarding the application of net proceeds from its Initial Public Offering and Private Placement, primarily intended for consummating a Business Combination [117]. Business Operations and Strategy - The company has not engaged in any operations or generated revenues to date, with activities focused on the search for a prospective initial Business Combination [127]. - The company must complete a Business Combination by November 22, 2024, or it will cease operations and redeem Public Shares [119]. Shareholder Information - The estimated fair value of 375,000 Founder Shares transferred to Non-Redeeming Shareholders was $363,750, approximately $0.97 per share, based on a 9.98% probability of a successful Business Combination [143]. - The estimated fair value of 160,479 Founder Shares transferred to Non-Redeeming Shareholders was $147,287, approximately $0.92 per share, based on an 8.93% probability of a successful Business Combination [144]. - The company has two classes of shares, Class A and Class B, with net (loss) income per ordinary share calculated by dividing net (loss) income by the weighted average shares outstanding [145]. Accounting and Compliance - The company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements [148]. - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards [151]. - As of March 31, 2024, the company did not have any off-balance sheet arrangements [150]. - The company will recognize changes in the redemption value of Class A ordinary shares immediately as they occur, adjusting the carrying value to equal the redemption value at the end of each reporting period [142].
pan-Africa Corp(BLEUU) - 2024 Q1 - Quarterly Report