IPO and Fundraising - The Company completed its IPO on December 9, 2021, raising gross proceeds of $172.5 million from the sale of 17,250,000 units at $10.00 per unit[191]. - Following the IPO, $175.95 million from the net proceeds was placed in a trust account, to be invested in U.S. government securities[192]. - The Company’s sponsor purchased 8,950,000 private placement warrants at $1.00 each, contributing additional funds to the trust account[194]. - The underwriting discount paid at the IPO closing was $3.45 million, with an additional deferred fee of $6.04 million waived by underwriters, resulting in a gain from settlement[195]. - The underwriters from the Initial Public Offering waived their right to deferred underwriting commissions amounting to $6,037,500, which was recorded as a gain on settlement of underwriter fees[234]. Business Combination - A Business Combination Agreement was entered into on March 25, 2024, with OmnigenicsAI Corp and MultiplAI Health Ltd, although the acquisition of MultiplAI was later terminated[196]. - The Proposed Business Combination will involve a merger where each ordinary share of the Company will be exchanged for one ordinary share of OmnigenicsAI[198]. - The Company must have at least $5,000,001 of net tangible assets to consummate the Proposed Business Combination[200]. - The Business Combination Agreement includes customary representations and warranties from all parties involved, which will terminate at Closing[204]. - The obligations of the parties to consummate the Proposed Business Combination are subject to various conditions, including shareholder approval and regulatory compliance[201]. - The Business Combination Agreement may be terminated under specific conditions, including failure to obtain necessary approvals or breaches of representations[208]. - The company has until December 9, 2024, to consummate a Business Combination, with substantial doubt raised about its ability to continue as a going concern if not completed[229]. Financial Performance - For the nine months ended September 30, 2024, the company reported a net income of $250,870, with operating costs amounting to $2,227,219[220]. - For the three months ended September 30, 2024, the company achieved a net income of $2,122,120, with operating costs of $738,095 and an unrealized gain of $2,022,883 related to the change in fair value of warrants[221]. - For the nine months ended September 30, 2023, the company had a net income of $3,536,796, which included one-time advisory fee income of $1,625,000 and interest income of $2,889,122 from investments in the Trust Account[222]. - As of September 30, 2024, the company had a working capital deficit of $3,970,122, with only $168 in its operating bank account[226]. - The company issued an unsecured promissory note of up to $2,000,000 to finance transaction costs related to a Business Combination[227]. Operational Considerations - The company expects to incur increased expenses due to being a public company, including legal, financial reporting, and due diligence expenses[219]. - The company anticipates generating small amounts of non-operating income from interest on cash and investments until the completion of its initial business combination[219]. - The company has identified various factors that may adversely affect its results of operations, including economic uncertainty and volatility in financial markets[224]. Accounting and Reporting - The Company assesses warrants based on specific terms and applicable guidance in ASC 480 and ASC 815, considering whether they are classified as liabilities or equity[237]. - Issued or modified warrants that do not meet equity classification criteria are recorded at their initial fair value, with changes recognized as non-cash gains or losses[238]. - Ordinary shares subject to possible redemption are classified as temporary equity and presented at redemption value outside of shareholders' equity[240]. - Net income per ordinary share is calculated by dividing net income by the weighted average shares of ordinary shares outstanding for the respective period[241]. - The calculation of diluted net income excludes the effect of warrants underlying the Units sold in the IPO, as their inclusion would be anti-dilutive[242]. - As of September 30, 2024, the Company had no off-balance sheet arrangements or commitments[243]. - The Company is currently assessing the impact of ASU 2020-06, effective for fiscal years beginning after December 15, 2023, on its financial position[244]. - ASU 2023-09, effective for annual periods beginning after December 15, 2024, requires enhanced disclosures on income taxes, which the Company is also assessing[245]. - The Company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[247]. - The Company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act for a period of five years following the completion of its offering[249].
APx Acquisition Corp. I(APXIU) - 2024 Q3 - Quarterly Report