Financial Performance - The Company reported a net loss of $206,146 for the three months ended September 30, 2024, with operating costs of $491,087 and federal income taxes of $79,032, partially offset by interest earned of $363,973 [154]. - For the three months ended September 30, 2023, the Company had a net income of $716,325, consisting of earnings on cash and investments in the Trust Account of $1,441,427, offset by operating costs of $430,210 and federal income taxes of $294,892 [156]. - The Company recorded a net loss of $31,965 for the nine months ended September 30, 2024, with operating costs of $1,173,311 and federal income taxes of $282,121, partially offset by interest earned of $1,423,467 [156]. - For the nine months ended September 30, 2023, the company reported a net income of $3,155,803, with earnings on cash and investments in the Trust Account amounting to $5,629,830 [157]. - For the nine months ended September 30, 2024, the company experienced a net loss of $31,965, with cash used in operating activities totaling $1,099,776 [159]. Trust Account and Cash Management - As of September 30, 2024, the company held marketable securities in the Trust Account valued at $11,697,428, primarily invested in U.S. Treasury securities [161]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and for working capital to finance operations of target businesses [162]. - As of September 30, 2024, the company had cash of $1,934,857 not held in the Trust Account and a working capital deficit of $6,321,939 [158]. - The Company has deposited an aggregate of $3,141,248 to the Trust Account to extend the Combination Period to December 12, 2024 [150]. Business Combination and Operations - The Company signed a non-binding letter of intent with Sivers Semiconductors AB on August 6, 2024, to merge with Sivers' subsidiary, Sivers Photonics [148]. - The company has until December 12, 2024, to consummate a Business Combination, or it will face mandatory liquidation and dissolution [166]. - The company has not engaged in any operations or generated revenues to date, with activities focused on preparing for a Business Combination [153]. Debt and Liabilities - The Company issued a convertible promissory note to the Sponsor for $1,725,000 on May 9, 2023, and an additional $625,000 note in August 2023 for extension funding [140][141]. - The company borrowed $5,935,000 through Convertible and Non-convertible Promissory Notes to extend the Combination Period to December 12, 2024 [165]. - The company has no long-term debt or capital lease obligations, with outstanding promissory notes to the Sponsor totaling $5,935,000 [169]. - The Company recorded a 1% excise tax liability of $1,455,846 on the balance sheet as of the redemption date in August 2023 [136]. Compliance and Shareholder Information - Nasdaq notified the Company on April 10, 2024, regarding non-compliance with the minimum 400 total shareholders requirement, but compliance was regained by September 5, 2024 [151][152]. - As of August 2023, the Company redeemed 13,663,728 Public Shares at approximately $10.65 per share, totaling $145,585,000, leaving approximately $38,211,000 in the Trust Account [135]. Underwriting and Fees - The underwriters are entitled to a deferred underwriting discount of 3.5% of the gross proceeds of the IPO, amounting to $6,037,500, upon completion of the business combination [170].
byNordic Acquisition (BYNO) - 2024 Q3 - Quarterly Report