Financial Performance - For the three months ended September 30, 2023, the Company reported a net income of $164,293, primarily from interest and dividends of $507,906, offset by operating expenses of $555,524[137]. - For the nine months ended September 30, 2023, the Company had a net loss of $39,380, with operating expenses totaling $1,744,482 and interest income of $1,855,102[138]. - The Company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination[136]. Cash and Securities - As of September 30, 2023, the Company had cash and marketable securities of $39,613,658 in the trust account, intended for business combination completion[147]. - The Company redeemed approximately $42.6 million in shares at a redemption price of $10.40 per share on March 24, 2023, leaving $37.8 million in the trust account[127]. - On September 29, 2023, the Company redeemed $15.7 million in shares at a redemption price of $10.79 per share, leaving $23.4 million in the trust account[130]. Working Capital and Financing - The Company issued a promissory note for $50,000, resulting in a total Working Capital Loan of $534,000 as of November 10, 2023[135]. - The company may need to raise additional capital to meet working capital needs and complete its business combination, with no assurance that financing will be available on acceptable terms[150]. - The company may raise additional capital through loans or investments from its Sponsor, stockholders, or third parties to meet working capital needs[151]. Debt and Obligations - As of September 30, 2023, the company had $2,296,371 outstanding under Promissory Notes and $484,100 outstanding under Working Capital Notes[162]. - The company issued a total of six promissory notes of $125,000 each to the Sponsor from March to August 2023, totaling $750,000[158]. - The company issued two promissory notes of $772,769 each to the Sponsor in connection with the Extension, with no interest and payable upon consummation of the initial business combination[156][157]. - The company has no long-term debt, capital lease obligations, or operating lease obligations as of September 30, 2023[166]. - The company has no off-balance sheet arrangements or obligations as of September 30, 2023[166]. Business Combination and Going Concern - The Company extended the Combination Period to June 30, 2024, allowing additional time to complete a business combination without contributing to the trust account[131]. - The company cannot assure that it will be able to consummate any Business Combination by June 30, 2024[152]. - The company has substantial doubt about its ability to continue as a going concern through August 30, 2023, unless it completes a Business Combination prior to that date[151]. Regulatory and Reporting Considerations - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act as an "emerging growth company" for a period of five years post-IPO[178]. - The company may not be required to provide an auditor's attestation report on internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act[178]. - The company is not required to disclose certain executive compensation items, including the correlation between executive compensation and performance[178]. - The preparation of financial statements involves management estimates and assumptions that could materially differ from actual results[179]. - The company qualifies as a smaller reporting company and is not required to provide additional market risk disclosures[180]. Cash Flow Activities - The Company incurred cash used in operating activities of $700,236 for the three months ended September 30, 2023, with net cash provided by investing activities of $41,886,600[145]. - The underwriters received a cash underwriting discount of $1,545,537 at the closing of the IPO, with deferred underwriting commissions of $2,704,690[167]. Backstop Agreement - The company has entered into a Backstop Agreement with Welsbach Holdings Pte Ltd to guarantee any deficiency of restricted cash as of September 30, 2023[165].
Welsbach Technology Metals Acquisition Corp.(WTMAU) - 2023 Q3 - Quarterly Report