Shareholder and Equity Information - The implied equity value of ANEW Medical, Inc. is $60,000,000, which will be paid to ANEW stockholders at the effective time of the merger[149]. - The company will have a total of 170,418 shares outstanding following redemptions as of May 8, 2024[159]. - The company has received requests to redeem a total of 1,589,776 shares, with a redemption price of approximately $11.20 per share[159]. - An aggregate of 6,103,350 shares with a redemption value of $63,169,451 (or $10.35 per share) were tendered for redemption during the special meeting on March 31, 2023[160]. - On November 13, 2023, stockholders approved an amendment allowing the company to extend the business combination deadline up to twelve times, with a total redemption amount of approximately $39,255,410 for 3,636,456 shares[176]. Business Combination and Transaction Plans - The company plans to close the business combination transaction as soon as possible, subject to the satisfaction of closing conditions[155]. - The company extended the termination date of the business combination agreement from November 4, 2023, to March 4, 2024[154]. - The company plans to extend the date for consummating a business combination up to twelve times for an additional month each time from December 4, 2023, to December 4, 2024[164]. - The company plans to extend the business combination period to June 4, 2024, with monthly deposits of $35,000 into the Trust Account[180]. - If the business combination is not consummated by June 4, 2024, the company may face mandatory liquidation and dissolution[181]. Financial Performance and Position - For the three months ended March 31, 2024, the company reported a net loss of $123,223, with general and administrative expenses of $324,777 and interest income of $251,663 from the Trust Account[167]. - As of March 31, 2024, the company held marketable securities in the Trust Account amounting to $19,578,086, which are invested in U.S. government securities[179]. - As of March 31, 2024, the company had cash of $8,051 and a working capital deficit of $2,575,228[180]. - The company has not generated any operating revenues to date and does not expect to do so until after completing an initial business combination[166]. - The company has significant professional costs associated with remaining a publicly traded entity and pursuing a business combination[181]. IPO and Transaction Costs - The company completed its IPO on April 4, 2022, raising gross proceeds of $100,000,000 from the sale of 10,000,000 Public Units at $10.00 each[168]. - The company has incurred $8,365,339 in transaction costs related to the IPO, including $2,875,000 in underwriting fees[172]. - The underwriters received a cash underwriting discount of $2,875,000 upon the closing of the IPO, with an additional $4,312,500 payable for deferred underwriting commissions[193]. - Offering costs related to the IPO include underwriting, legal, and accounting expenses, charged to stockholders' equity upon IPO completion[216]. Promissory Notes and Financial Agreements - On August 29, 2023, the Company issued an unsecured, non-interest bearing promissory note of $150,000 to the Sponsor, convertible into shares at $10.00 per share upon the Business Combination[188]. - On September 25, 2023, the Company issued another unsecured, non-interest bearing promissory note of $120,000 to the Sponsor, also convertible at $10.00 per share upon the Business Combination[189]. - On November 27, 2023, the Company issued a third unsecured, non-interest bearing promissory note of $400,000 to the Sponsor, convertible at $10.00 per share upon the Business Combination[190]. - The Company will pay Chardan $4,312,500 in deferred IPO underwriting commissions upon the closing of the Merger[195]. - Del Mar will receive 240,000 shares valued at $2,400,000 as compensation for financial advisory services upon the closing of the business combination[196]. Legal and Compliance Matters - The Company has deferred legal fees of approximately $1.5 million as of March 31, 2024, related to legal advisory services contingent on the completion of a Business Combination[197]. - The Company has classified its common stock subject to possible redemption as temporary equity, reflecting certain redemption rights outside of its control[214]. - The Company accounts for its convertible promissory notes as debt at cash proceeds on the balance sheet effective May 15, 2023, following an amendment to the conversion feature[209]. - The Company has entered into an administrative services agreement to pay the Sponsor $10,000 per month for support services, ceasing payments upon the completion of the initial business combination[192]. - The Company complies with FASB ASC 260 for calculating net income (loss) per share, considering undistributed income (loss) allocable to redeemable and non-redeemable shares[215]. Miscellaneous - The sponsor agreed to deposit $360,000 for the initial three-month extension and $120,000 per month for each subsequent one-month extension[161]. - The Company, as a smaller reporting company, is not required to disclose market risk information[217].
Klotho Neurosciences, Inc.(KLTO) - 2024 Q1 - Quarterly Report