Financial Performance - As of September 30, 2024, the Company reported a net income of $35,034 for the three months ended, consisting of interest earned on investments held in the Trust Account of $238,177, offset by general and administrative expenses of $203,143[129]. - For the nine months ended September 30, 2024, the Company had a net income of $792,407, with interest earned on investments held in the Trust Account totaling $1,718,819, and general and administrative expenses amounting to $926,412[129]. Trust Account and Shareholder Redemptions - The Company placed $226,702,619 ($10.30 per Unit) from the net proceeds of the Initial Public Offering and Private Placement Warrants into the Trust Account, which is invested in U.S. government securities[118]. - Shareholders redeemed 15,799,245 Class A ordinary shares for $167,831,206 (or $10.62 per share) in May 2023, leaving approximately $65.7 million in the Trust Account[121]. - In June 2024, shareholders redeemed 4,343,316 Class A ordinary shares for $49,900,380 (or $11.49 per share), resulting in a Trust Account balance of approximately $21.9 million[124]. Company Operations and Business Combination - The Company has not commenced any operations as of September 30, 2024, and will not generate operating revenues until after completing a Business Combination[128]. - The Company intends to use substantially all funds in the Trust Account to complete a Business Combination and for working capital to finance operations of the target business[122]. - The company has until March 3, 2026, to complete a Business Combination or face mandatory liquidation, raising substantial doubt about its ability to continue as a going concern[132]. - Management believes that the company will not have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from the report date[132]. Financial Position and Debt - The Company had cash of $15,539 and a working capital deficit of $5,554,762 as of September 30, 2024[131]. - The company has no off-balance sheet financing arrangements as of September 30, 2024, and does not participate in transactions that create relationships with variable interest entities[133]. - The company has no long-term debt or capital lease obligations, with deferred underwriting commissions of $8,105,480 payable only upon completion of a Business Combination[134]. Regulatory and Reporting Considerations - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[135]. - The company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act, which may exempt it from certain disclosures for five years[136]. - The company is classified as a smaller reporting company and is not required to provide additional market risk disclosures[141]. Accounting Estimates and Classifications - The only critical accounting estimate involves the value of the conversion feature of the company's promissory notes[137]. - Ordinary shares subject to possible redemption are classified as temporary equity, reflecting certain redemption rights outside of the company's control[139]. - Warrants are classified based on specific terms, with management concluding that both Public Warrants and Private Placement Warrants qualify for equity accounting treatment[140].
Valuence Merger Corp. I(VMCAU) - 2024 Q3 - Quarterly Report