Financial Position - Total current assets as of September 30, 2024, amounted to $969,577, compared to $7,650 as of December 31, 2023[9] - Total liabilities decreased to $467,140 as of September 30, 2024, from $491,697 as of December 31, 2023[10] - Shareholders' equity increased to $1,787,770 as of September 30, 2024, from a deficit of $97,322 at the end of 2023[11] - As of September 30, 2024, the Company had cash of $844,690 and working capital of $502,437[37] - As of September 30, 2024, the company had no long-term debt or capital lease obligations[135] - As of September 30, 2024, the company had cash of $844,690, intended for identifying and evaluating target businesses and conducting due diligence[130] Income and Earnings - The company reported a net income of $626,883 for the three months ended September 30, 2024, compared to a net loss of $48,928 for the same period in 2023[12] - Basic and diluted net income per share for Class A ordinary shares subject to redemption was $0.16 for the three months ended September 30, 2024[12] - The net loss for the quarter ending September 30, 2023, was $48,928,000, compared to a net loss of $662,000 for the previous quarter[14] - The net loss for the three months ended September 30, 2024, was $927,254, with a basic net loss per share of $(0.16)[69] - For the three months ended September 30, 2024, the company reported a net income of $626,883, consisting of interest income from trust of $764,667 and bank interest of $11,270, offset by formation and operational costs of $149,054[122] - For the nine months ended September 30, 2024, the company achieved a net income of $1,399,026, with interest income from trust totaling $2,079,851 and bank interest of $29,019, against formation and operational costs of $709,844[123] Cash Flow and Investments - The company had cash and cash equivalents of $844,690 as of September 30, 2024, significantly up from $7,650 at the end of 2023[9] - Cash used in operating activities for the quarter ending September 30, 2024, was $(692,619)[17] - Cash used in operating activities for the nine months ended September 30, 2024, was $692,619, with net income of $1,399,026 impacted by interest earned on investments held in the Trust Account[128] - The company invested $57,500,000 in a Trust Account, which will be used for future business combinations[25] - Marketable securities held in the Trust Account were valued at $59,579,851 as of September 30, 2024[107] IPO and Financing - The company raised $57,500,000 from its IPO, selling 5,750,000 units at $10.00 per unit[21] - The company completed its IPO on January 23, 2024, raising total gross proceeds of $57,500,000 from the sale of 5,750,000 Units at an offering price of $10.00 per Unit[126] - The company generated total proceeds of $2,400,000 from the private placement of 240,000 units at approximately $10.00 per unit[22] - The company issued 240,000 Private Placement Units, generating $21,813 in proceeds[13] - The Sponsor has agreed to loan the Company up to $350,000 for IPO expenses, with an unpaid balance of $286,385 as of September 30, 2024[37] Business Combination and Future Plans - The Company has until January 23, 2025, to consummate the initial Business Combination, failing which it will trigger automatic winding up and liquidation[40] - The aggregate consideration for the merger with the Target Parties is $2,300,000,000, to be paid entirely in stock at a price of $10.00 per share[33] - The Company entered into a Merger Agreement on April 8, 2024, with Hotel101 Global and other parties for a proposed Business Combination[117] - The Company expects to incur significant professional costs to remain publicly traded and may need additional financing to complete its Business Combination[38] - The Company may issue additional securities or incur debt prior to or in connection with the Business Combination[38] Risks and Concerns - The Company has raised substantial doubt about its ability to continue as a going concern due to potential failure to complete a Business Combination[39] - The company has incurred significant costs to remain publicly traded and expects to continue incurring transaction costs related to the Business Combination[133] - If the Business Combination is not completed within 12 months from the IPO closing, the company may commence voluntary liquidation[133] - The company’s potential initial business combination may be subject to foreign ownership restrictions, which could limit transaction opportunities[153] Accounting and Compliance - The Company has not recognized any unrecognized tax benefits as of September 30, 2024, and does not expect significant changes in this regard over the next twelve months[63] - The company does not expect the adoption of recently issued accounting standards to have a material effect on its financial statements[71] - The company’s management does not believe that the adoption of ASU 2023-09 will have a material impact on its financial statements and disclosures[143] - Disclosure controls and procedures were evaluated and deemed effective at a reasonable assurance level as of the end of the fiscal quarter[147] - The company is not currently a party to any material litigation or legal proceedings that could materially affect its financial condition[149]
JVSPAC Acquisition Corp.(JVSAU) - 2024 Q3 - Quarterly Report