IPO and Financial Proceeds - The company completed its initial public offering on January 7, 2022, raising gross proceeds of $230 million from the sale of 23 million units at a price of $10.00 per unit[15]. - A total of $236.9 million was placed in the trust account, which includes $225.4 million from the IPO proceeds and $11.5 million from the private placement warrants[17]. - The company generated gross proceeds of $15.9 million from the private sale of 15.9 million warrants to its sponsor at a price of $1.00 per warrant[16]. - The initial amount deposited in the trust account was $10.30 per public share[92]. - The company has approximately $46,305,735 available for a business combination as of December 31, 2023, providing options for liquidity events, capital for growth, or debt reduction[70]. Business Combination Plans - The company has not yet selected a business for its initial business combination but intends to focus on technology firms[13]. - The company has a 25-month Combination Period to complete its initial business combination, which may be extended under certain conditions[9]. - The company aims to identify technology-based business combination partners with a valuation of approximately $500 million or higher, focusing on firms with strong growth trajectories and robust unit economics[46]. - The company may pursue business combinations with financially unstable or early-stage companies, which presents inherent risks[59]. - The initial business combination must involve a partner with an aggregate fair market value of at least 80% of the net assets held in the trust account[57]. - The post-business combination company must own or acquire at least 50% of the outstanding voting securities of the business combination partner[58]. Management and Governance - The company appointed a new board of directors on May 23, 2023, following the transfer, with Suresh Guduru as the new Chief Executive Officer[19]. - The company ceased to pay its sponsor for the Chief Executive Officer's annual salary of $312,000 and $9,000 per month for administrative support as of May 23, 2023[20]. - The leadership team at the business combination partner is expected to maintain operational control post-combination, with the company providing strategic support[33]. - The company may engage independent firms to assess the fairness of business combinations involving affiliates of its officers and directors[62]. Regulatory and Compliance Issues - The SEC adopted the 2024 SPAC Rules on January 24, 2024, which will impact SPAC business combination transactions starting July 1, 2024[6]. - The company received a Nasdaq deficiency notice on September 25, 2023, indicating non-compliance with the Minimum Total Holders Rule, requiring a plan for compliance to be submitted by November 9, 2023[31]. - The company is required to file annual, quarterly, and current reports with the SEC, including audited financial statements[126]. - The company is subject to the rules and regulations under the Exchange Act and has no current intention of suspending its reporting obligations[129]. Shareholder Rights and Redemption - Shareholder approval is typically required if the company issues ordinary shares equal to or exceeding 20% of the number of ordinary shares then outstanding[83]. - The company may seek shareholder approval for the initial business combination based on various factors, including timing and expected costs[84]. - Public shareholders are restricted from redeeming more than 3,450,000 shares, or 15% of the shares sold in the initial public offering, without prior consent from the company[102]. - Shareholders may redeem their shares for a pro rata share of the trust account upon completion of the initial business combination[92]. - The company will not redeem public shares if it would cause net tangible assets to fall below $5,000,001[93]. Financial Risks and Considerations - The company may incur costs related to identifying and evaluating business combination partners, which could reduce available funds for future combinations[60][77]. - The time and costs associated with selecting and evaluating a business combination partner are currently uncertain, potentially leading to losses if a combination is not completed[60][77]. - The company has not secured third-party financing for the business combination, and there is no assurance that such financing will be available[70]. - The company faces intense competition from other blank check companies, private equity groups, and public companies, which may limit its ability to acquire larger business combination partners due to financial resource constraints[124]. Strategic Focus and ESG Commitment - The company emphasizes the importance of adopting world-class ESG standards to enhance sustainability and transparency for its business combination partner[34]. - The company believes that the rapid evolution of technology presents significant acquisition opportunities, particularly among young, privately funded digital companies[38]. - The company has identified criteria for prospective business combination partners, including innovative technology focus and strong leadership teams committed to long-term growth[42]. - The company intends to leverage its extensive global network and investment experience to identify and support high-quality business combination opportunities[52]. - The company plans to act as a bridge between technology firms and U.S. capital markets, facilitating access to mature capital for growth[54]. Liquidation and Dissolution - The company has until April 7, 2024, to complete an initial business combination, or it will cease operations and redeem public shares[109]. - The company will liquidate and dissolve if it fails to complete a business combination by the deadline, subject to creditor claims[109]. - The sponsor and directors have waived their rights to liquidating distributions from the trust account if the business combination is not completed by the deadline[110]. - The company expects to fund dissolution costs from remaining funds outside the trust account, plus up to $100,000 from the trust account[112].
Cartica Acquisition Corp(CITEU) - 2023 Q4 - Annual Report