IPO and Financial Performance - The company completed its Initial Public Offering on July 27, 2023, selling 14,950,000 units at $10.00 per unit, generating gross proceeds of $149,500,000[105]. - The company had a net income of $6,600,651 for the nine months ended September 30, 2024, compared to a net loss of $310,566 for the same period in 2023[114]. - For the three months ended September 30, 2024, the company reported a net income of $1,559,923, an increase from a net loss of $305,689 in the same quarter of 2023[115]. - As of September 30, 2024, the company had cash of $40,504, with total net proceeds from the IPO and private placement amounting to $151,368,750 deposited in the Trust Account[119]. - The company incurred transaction costs of $6,597,980 related to the IPO, including $2,990,000 in underwriting commissions[106]. - The company intends to use the net proceeds from the IPO primarily for acquiring target businesses and covering related expenses[120]. Business Combinations and Agreements - The company entered into a non-binding letter of intent on March 22, 2024, with a clinical stage biopharmaceutical company for a potential business combination[108]. - A merger agreement was signed on September 3, 2024, with Medera Inc., valuing 100% of Medera's shares at $622,560,000[111]. - The company has until November 27, 2024, to complete its initial business combination, with an automatic six-month extension available after the execution of the letter of intent[109]. Financial Instruments and Reporting - The warrants issued upon the Initial Public Offering and private placements meet the criteria for equity classification under ASC 480[131]. - As of September 30, 2024, the Company has not considered the effect of the warrants sold in the Initial Public Offering and private warrants to purchase an aggregate of 15,628,575 shares in the calculation of diluted net income (loss) per share[131]. - Diluted income (loss) per share is the same as basic income (loss) per share for the periods presented due to the absence of other dilutive securities[131]. - The Company calculates net income (loss) per share in accordance with ASC Topic 260, considering undistributed income (loss) allocable to redeemable and non-redeemable shares[131]. - Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the unaudited condensed consolidated statements of operations[130]. Financial Position - As of September 30, 2024, the company had no off-balance sheet financing arrangements or long-term liabilities[123].
Keen Vision Acquisition (KVAC) - 2024 Q3 - Quarterly Report