Company Operations and Structure - The company has not yet commenced any operations and all activities from inception through December 31, 2023, relate to its formation and initial public offering[14]. - The company currently has two officers and does not plan to hire full-time employees before completing its initial business combination[34]. - The company is newly incorporated with no operating history or revenues, making it difficult for investors to evaluate its business objectives[45]. Initial Public Offering - The initial public offering generated gross proceeds of $225 million from the sale of 22,500,000 units at $10.00 per unit[15]. - An additional 3,375,000 units were issued due to the underwriter's over-allotment option, resulting in an aggregate amount of $33.75 million[15]. Business Combination and Strategy - The company aims to target high-growth companies in sectors such as healthcare, software, consumer services, IT services, and fintech, with a focus on businesses in India[19]. - The company intends to target companies with an enterprise value exceeding $1 billion, emphasizing appropriate valuations in its investment strategy[20]. - The company has not selected any business combination target and has not initiated substantive discussions with any potential targets[12]. - The company anticipates that it may extend the period to consummate a business combination by an additional three months on two separate occasions without providing shareholders with voting or redemption rights[44]. - The company may seek shareholder approval for its initial business combination, with potential influence from sponsors or affiliates on the vote, which could reduce the public float of its securities[45]. Financial Management and Resources - The company pays a monthly fee of $10,000 to its sponsor for office space, utilities, and administrative services[34]. - The maximum aggregate contributions to the Trust Account for the extension period shall not exceed $1.2 million, based on monthly contributions until August 12, 2024[17]. - The company has limited resources and faces significant competition for business combination opportunities, making it challenging to complete the initial business combination[45]. Management and Competition - The company has identified strong management teams as a key criterion for evaluating prospective target businesses[20]. - The company has a strong management team with extensive industry knowledge and a proven track record of generating substantial risk-adjusted returns for shareholders[29]. - The company expects to leverage its management team's operational and transactional experience to identify a substantial number of potential business combination targets[30]. - The company may face intense competition from other entities with similar business objectives, which could limit its ability to acquire larger target businesses[33]. Regulatory and Reporting Considerations - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[39]. - The company will remain an emerging growth company until it has total annual gross revenue of at least $1.07 billion or the market value of its Class A ordinary shares held by non-affiliates equals or exceeds $700 million[41]. - The company is also classified as a "smaller reporting company," which allows it to provide only two years of audited financial statements[42]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[305]. Risks and Uncertainties - The company may not be able to complete its initial business combination within the prescribed time frame, which could lead to liquidation and public shareholders receiving only $10.30 per share[44]. - If the initial business combination is not completed within the required time, public shareholders may receive approximately $10.30 per share upon liquidation, or less in certain circumstances[45]. - Nasdaq may delist the company's securities, limiting investors' ability to trade and subjecting the company to additional restrictions[45]. - If shareholders do not receive notice for redeeming public shares, those shares may not be redeemed, impacting shareholder rights[45]. - There have been no changes or disagreements with accountants regarding accounting and financial disclosure[305].
Investcorp AI Acquisition Corp(IVCAU) - 2023 Q4 - Annual Report