Financial Position - The Company had approximately $890,000 in cash and approximately $17,626,000 of negative working capital at September 30, 2024[139]. - As of September 30, 2024, the Company had approximately $890,000 in cash and $17,625,000 in negative working capital, indicating a need for additional working capital[190]. - The Company has no long-term debt or off-balance sheet financing arrangements as of September 30, 2024[199][200]. - The Company incurred approximately $54,000 and $378,000 in operational charges for the three and nine months ended September 30, 2024, respectively[206]. Business Combination - A Business Combination Agreement was entered into on June 17, 2024, with Greenstone Corporation, a gold producer focused in Zimbabwe[141]. - The proposed business combination is expected to result in Greenstone becoming a wholly-owned subsidiary of PubCo, which will operate under the name "Namib Minerals" and trade on Nasdaq[142]. - The closing of the business combination is contingent upon having at least $25.0 million in cash available in the Trust Account after redemptions[144]. - The Company extended the deadline to complete its initial business combination to September 30, 2024, following stockholder approval[147]. - Stockholders approved the extension of the deadline for the Company to complete an initial Business Combination from September 30, 2024, to March 31, 2025, with potential further extensions until June 30, 2025[149]. - If the Company cannot complete a Business Combination by March 31, 2025, it may be forced to liquidate its operations[190]. Share Redemptions - In October 2023, the Company redeemed 8,295,189 public shares for approximately $86,171,000, or approximately $10.39 per share[151]. - In January 2024, the Company redeemed 20,528,851 shares of Class A common stock for approximately $215,340,000, or approximately $10.49 per share[152]. - In October 2024, the Company redeemed 1,992,461 shares of Class A common stock for approximately $21,400,000, or approximately $10.74 per share[153]. - The Company recorded a liability of approximately $861,000 related to the October 2023 redemptions as per the Inflation Reduction Act[154]. - The Company entered into non-redemption agreements in September 2023, resulting in 25,688,054 public shares not being redeemed, with an estimated fair value of approximately $1,825,000 for founder shares transferred[155][156]. - In January 2024, the Company entered into non-redemption agreements for 5,112,264 shares, with an estimated fair value of approximately $1,500,000 for founder shares transferred[157]. - In September 2024, the Company entered into non-redemption agreements for 3,238,379 shares, with an estimated fair value of approximately $6,670,000 for founder shares transferred[158][159]. Financing and Capital Raising - The Company plans to utilize cash from its initial public offering and private placement warrants to effectuate the initial business combination[136]. - The Company received proceeds of $1,750,000 under the Polar Subscription Agreement II on April 1, 2024[163]. - The Company elected the fair value option for accounting amounts received from the Polar Subscription Agreements, recognizing changes in fair value in the consolidated statements of operations[165]. - The estimated fair value of the Polar Subscription Agreement I was $7,302,000 at September 30, 2024, reflecting an increase of $3,504,000 in the three months then ended, with a probability of an initial Business Combination closing of 70%[166]. - The estimated fair value of the Polar Subscription Agreement II was approximately $2,486,000 at September 30, 2024, an increase of approximately $482,000 during the three months then ended, with a risk-adjusted discount rate of 10%[167]. - The Company has entered into two Polar Subscription Agreements, receiving cash contributions of $900,000 and $1,750,000 to cover working capital expenses[194][195]. - The Company may convert up to $1,500,000 of loans from its Sponsor into Warrants at a price of $1.50 per Warrant[192]. - The Company expects to repay amounts loaned under the Sponsor's working capital loan upon the completion of its initial Business Combination[196]. Risks and Uncertainties - The Company is subject to various risks and uncertainties that may materially affect its actual results compared to forward-looking statements[130]. - The Company has incurred significant costs in pursuit of an initial business combination and cannot assure successful capital raising or completion of the business combination[139]. - The fair value of the Company's extension promissory notes is a critical accounting estimate, with the probability of closing a business combination increasing from 9.7% in October 2023 to 70% by September 30, 2024[211]. - The Company has a plan to work with creditors to defer payments and seek external financing if necessary[190].
Hennessy Capital Investment VI(HCVI) - 2024 Q3 - Quarterly Report