Financial Performance - The company had a net income of $1,336,935 for the year ended December 31, 2023, compared to $404,616 for the period from January 19, 2022, through December 31, 2022, primarily from interest income less formation and operating costs [127]. - The company has incurred expenses related to being a public company and is not generating operating revenues until the completion of its initial business combination [126]. Initial Public Offering (IPO) - The company completed its IPO on June 21, 2022, raising gross proceeds of $97,750,000 from the sale of 9,775,000 units, with an additional $4,988,750 raised from a private placement [110][129]. - The deferred underwriting compensation amounts to $3,421,250, which is 3.5% of the IPO proceeds [139]. Cash and Working Capital - As of December 31, 2023, the company had cash of $18,330 and a working capital deficit of $2,268,086 [130]. - The company intends to use substantially all funds in the Trust Account, totaling $99,216,250, to complete its business combination and for working capital [131]. Merger Agreement - The company entered into a merger agreement with Thunder Power Holdings Limited on October 26, 2023, which includes the issuance of 40,000,000 shares of common stock valued at $400,000,000 upon completion of the merger [120][123]. - The merger agreement includes earnout provisions where 5,000,000 shares will vest if revenues reach at least $42,200,000 for fiscal years ending from December 31, 2023, to December 31, 2025 [124]. - An additional 15,000,000 earnout shares will vest if revenues reach at least $415,000,000 for fiscal years ending from December 31, 2023, to December 31, 2026 [125]. Going Concern - The company may need to obtain additional financing to complete its business combination or to address potential redemptions of public shares, raising concerns about its ability to continue as a going concern [134]. - Management has determined substantial doubt about the Company's ability to continue as a going concern [136]. Debt and Liabilities - As of December 31, 2023, the Company has no long-term debt, capital lease obligations, or long-term liabilities [138]. Equity and Financial Instruments - Class A Common Stock subject to possible redemption is presented at a redemption value of $10.84 per share as temporary equity [144]. - The fair value of financial assets and liabilities approximates the carrying amounts due to their short-term nature [145]. Accounting Pronouncements - Management does not believe that any recently issued accounting pronouncements will materially affect the Company's financial statements [148].
Thunder Power Holdings, Inc.(AIEV) - 2023 Q4 - Annual Report