Healthcare AI Acquisition Corp.(HAIAU) - 2024 Q1 - Quarterly Report

Financial Performance - For the three months ended March 31, 2024, the company reported a net income of $466,716, which included interest income of $85,228 and operating costs of $87,533[135]. - The company had a net loss of $225,709 for the three months ended March 31, 2023, with interest income of $2,362,839 and operating costs of $397,932[136]. - The company has not generated any operating revenues to date and will only generate non-operating income after the initial public offering[134]. Trust Account and Shareholder Redemptions - Following the Sponsor Handover, 19,824,274 shares were redeemed by public shareholders for $10.54 per share, resulting in $208,992,255 being removed from the Company's trust account[113]. - Approximately $12,302,385 was removed from the Company's Trust Account following the redemption of 1,146,276 shares at approximately $10.73 per share[116]. - The trust account balance decreased significantly from $225,411,726 as of March 31, 2023, to $6,674,018 as of March 31, 2024, due to the redemption of 20,970,550 Class A ordinary shares totaling $221,294,640[134]. - Public Shareholders will have the opportunity to redeem their shares for a pro rata portion of the Trust Account, initially anticipated to be $10.20 per share[118]. - If the Company fails to complete an initial business combination by December 14, 2024, it will redeem Public Shares at a price equal to the amount in the Trust Account divided by the number of outstanding Public Shares[123]. Business Combination and Future Outlook - The Company approved a special resolution to extend the time to consummate a business combination until June 14, 2024, with a deposit of $50,000 for each one-month extension[111]. - The Company must complete an initial business combination with a fair market value of at least 80% of the net assets held in the Trust Account[117]. - The company has until December 14, 2024, to consummate a business combination, after which mandatory liquidation will occur if not completed[132]. - The company anticipates that cash held outside the trust account may not be sufficient to operate for at least the next 12 months if a business combination is not completed[131]. Capital Structure and Shareholder Information - After the conversion of Class B Shares, the Former Sponsor and New Sponsor hold 30% and 45% of the Company's outstanding Class A Shares, respectively[115]. - The Company has 591,851 Class A Shares and one Class B Share outstanding after recent redemptions, with approximately $6,352,029 remaining in the Trust Account[116]. - The underwriters were paid a cash underwriting discount of $0.20 per unit, totaling $4,312,480, with an additional deferred fee of $7,546,840 payable upon completion of a business combination[140]. Liquidity and Going Concern - As of March 31, 2024, the company had $212 in its operating bank account and a working capital deficit of approximately $608,579[128]. - The company identified substantial doubt about its ability to continue as a going concern for the next twelve months due to liquidity concerns[133]. Internal Controls and Compliance - The company identified material weaknesses in its disclosure controls and procedures related to the valuation of warrant liabilities and the recording of accounts payable and accrued expenses[156]. - There were no changes in internal control over financial reporting that materially affected the company's internal control during the three months ended March 31, 2024[157]. - The company has not disclosed any legal proceedings during the reporting period[157]. Regulatory and Economic Environment - The company is classified as an "emerging growth company" and has opted not to comply with certain financial accounting standards until private companies are required to do so[153]. - The company reported that inflation did not have a material impact on its business, revenues, or operating results during the period presented[151].