IPO and Initial 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[187]. - The Anchor Investors purchased approximately $60.8 million of Units in the Initial Public Offering, with no obligation to vote in favor of the initial Business Combination[242]. Financial Performance - For the three months ended September 30, 2024, the company reported a net loss of $268,093, with operating costs of $397,659 and a provision for income tax of $44,219, partially offset by interest income of $173,785 from the Trust Account[216]. - 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 a provision for income tax of $131,362, partially offset by interest income of $515,047 from the Trust Account[222]. - The company incurred total administrative fees of $60,000 and $180,000 for the three and nine months ended September 30, 2024, respectively[235]. Trust Account and Cash Position - As of September 30, 2024, the company had deposited a total of $959,544 into the Trust Account, with $89,875 and $269,627 deposited for the three and nine months ended September 30, 2024, respectively[204]. - As of September 30, 2024, the company had $927,414 in its operating bank account, including $900,000 in a segregated account for the payment of Excise Taxes, and a working capital deficit of $3,929,352[225]. - 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, to facilitate the completion of an initial Business Combination[203]. 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 (approximately $10.79 per share) being removed from the Trust Account for redeeming Public Stockholders[199]. - The Flybondi Business Combination Agreement was entered into on October 19, 2023, with subsequent amendments extending the Agreement End Date to March 31, 2025[211]. - The company has until November 5, 2025, to consummate a Business Combination, after which mandatory liquidation and dissolution will occur if not completed[232]. Stockholder Actions and Delisting - The company redeemed approximately $9.5 million (approximately $11.41 per share) for 835,672 Public Shares during the approval of the Third Extension Amendment Proposal[202]. - The company received a delisting notice from Nasdaq on November 4, 2024, due to failure to complete its initial Business Combination within the required 36 months[194]. - Trading of the company's securities commenced on the OTC market on November 11, 2024, following the delisting from Nasdaq[195]. - The company has a total of 362,670 Public Shares outstanding after the Third Special Meeting Redemptions[202]. 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[193]. - The company reported $371,214 as a reserve for uncertain tax positions on the balance sheet as of September 30, 2024[214]. - The company accounts for income taxes under ASC 740, recognizing deferred tax assets and liabilities based on expected future tax benefits from tax loss and credit carry forwards[246]. - The company is classified as a smaller reporting company and is not required to provide additional market risk disclosures[247]. Debt and Financial Obligations - The company issued the September 2024 Note for up to $3,000,000 to the Sponsor, which is due upon the consummation of the initial Business Combination or liquidation[228]. - The company has $1,500,000 owed under the June 2023 Note as of September 30, 2024, which is convertible into warrants at a price of $1.00 per warrant[230]. - The company recognized a reduction of $6,050,000 in accumulated deficit due to the waiver of the deferred underwriting commission by the underwriters[239]. Termination Agreements - On December 8, 2023, and December 12, 2023, the company entered into FPA Termination Agreements to mutually terminate and cancel the FPAs[245].
Integral Acquisition Corporation 1(INTEU) - 2024 Q3 - Quarterly Report