IPO and Financing - The company completed its Initial Public Offering (IPO) on November 5, 2021, raising gross proceeds of $115 million from the sale of 11,500,000 Units at $10.00 per Unit[145]. - The Anchor Investors purchased approximately $60.8 million of Units in the Initial Public Offering at the public offering price[198]. - Crescent Park and Carnegie Park agreed to purchase up to 2,500,000 and 500,000 Forward Purchase Shares respectively at $10.00 per share, potentially generating gross proceeds of up to $30,000,000[200]. - The company issued a Third Extension Promissory Note for up to $130,561 to the Sponsor, with monthly deposits of $10,880 into the Trust Account until November 5, 2025[161]. - The company issued the First Extension Promissory Note for up to $630,000 to be deposited into the Trust Account, with $355,000 of borrowings reported as of September 30, 2024[180]. - The company issued the September 2024 Note for up to $3,000,000 to the Sponsor, with $77,377 of borrowings reported as of September 30, 2024[183]. Business Combination and Extensions - The company extended its Combination Period from November 3, 2023, to November 5, 2024, following the approval of the Second Extension Amendment Proposal, resulting in $19,763,618 being removed from the Trust Account for redeeming Public Stockholders[157]. - The Flybondi Business Combination Agreement was amended to extend the Agreement End Date from November 1, 2024, to March 31, 2025[169]. - The company has agreed to make monthly deposits of $29,959 into the Trust Account until November 5, 2024, to facilitate the completion of an initial Business Combination[159]. - The company has until November 5, 2025, to consummate a Business Combination, raising substantial doubt about its ability to continue as a going concern[188]. Financial Performance - As of September 30, 2024, the company reported a net loss of $268,093 for the three months ended, with operating costs of $397,659 and interest income of $173,785[174]. - For the nine months ended September 30, 2024, the company had a net loss of $922,545, consisting of operating costs of $1,306,230 and interest income of $515,047[174]. - The company had a working capital deficit of $3,929,352 as of September 30, 2024, including $900,000 in cash received for excise taxes[178]. - The company incurred total administrative fees of $60,000 for the three months ended September 30, 2024[191]. Tax and Regulatory Matters - The company filed an excise tax return and paid $1,076,073 on October 23, 2024, related to the Flybondi Business Combination Agreement[151]. - The company recognized a reserve for uncertain tax positions of $371,214 on the balance sheet as of September 30, 2024[171]. - The company accounts for income taxes under ASC 740, recognizing deferred tax assets and liabilities based on expected future tax benefits[202]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[203]. Market and Trading Status - The company received a delisting notice from Nasdaq due to failure to complete its initial business combination by November 2, 2024, leading to trading on the OTC market starting November 11, 2024[152]. - Following the Third Special Meeting, approximately $9.5 million was removed from the Trust Account to pay redeeming Public Stockholders, leaving 362,670 Public Shares outstanding[160]. - The company holds approximately 69.4% of the issued and outstanding Class A Common Stock following the conversion of Founder Shares[164]. - Anchor Investors do not have additional rights compared to other Public Stockholders and have no control over the Sponsor[199]. Forward Purchase Agreements - The Forward Purchase Agreements were mutually terminated on December 8, 2023, and December 12, 2023[201].
Integral Acquisition 1(INTE) - 2024 Q3 - Quarterly Report