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Aquaron Acquisition Corp.(AQUNU) - 2024 Q2 - Quarterly Report

Financial Performance - The company reported a net income of $55,371 for the three months ended June 30, 2024, a decrease of 82.2% compared to a net income of $311,101 for the same period in 2023[132]. - For the six months ended June 30, 2024, the company had a net income of $154,185, down 66.7% from $462,907 in the same period in 2023[133]. - As of June 30, 2024, the company had $211,470 in cash and a working capital deficit of $1,977,069[138]. - The company incurred significant general and administrative expenses totaling $120,396 for the three months ended June 30, 2024[132]. - The company expects to incur increased expenses related to being a public company and searching for a business combination[131]. Mergers and Acquisitions - The company entered into a merger agreement with HUTURE Ltd. and Bestpath, implying a current equity value of Huture at $1.0 billion prior to the closing of the mergers[120]. - The company will issue up to 10,000,000 Earnout Shares to Huture's shareholders based on certain revenue milestones for fiscal years 2024 and 2025[121]. - The company has excluded certain target companies from its acquisition plans, particularly those with financial statements audited by non-PCAOB inspected firms[111]. - The company anticipates incurring significant costs in pursuit of its acquisition plans, with no assurance of successful business combinations[112]. Compliance and Regulatory Issues - The company is subject to compliance issues with Nasdaq, having received notices regarding the number of public holders and timely filing of financial reports[127][128]. - The company has until October 6, 2024, to consummate a Business Combination, after which mandatory liquidation will occur if not completed[139]. Shareholder Actions - An aggregate of 2,487,090 shares with a redemption value of approximately $25,943,773 (or $10.43 per share) were tendered for redemption during the special meeting on June 28, 2023[125]. - An aggregate of 2,124,738 shares with a redemption value of $23,176,909 (or approximately $10.91 per share) were tendered for redemption during the annual meeting on April 30, 2024[126]. Financial Position and IPO - The company completed its IPO on October 6, 2022, raising gross proceeds of $50 million from the sale of 5,000,000 units at $10.00 per unit[134]. - A total of $54,984,377 from the IPO and private placements was deposited in a trust account for the benefit of public stockholders[137]. - The underwriters are entitled to a deferred fee of $1,896,013 upon the completion of a business combination[144]. Economic Factors - The company has been monitoring the impact of inflation, rising interest rates, and geopolitical events on its financial position and operations[113]. Tax Liabilities - The company recorded an excise tax liability of $259,438 and $231,769 as of December 31, 2023, and June 30, 2024, respectively, totaling $491,207 outstanding as of June 30, 2024[116]. Business Combination Period - The company plans to extend the Business Combination Period up to twelve months from May 6, 2024, to May 6, 2025[126].