IPO and Fundraising - The company completed its IPO on July 30, 2021, raising gross proceeds of $250.0 million from the sale of 25,000,000 Units at $10.00 per Unit, with offering costs of approximately $13.75 million [231]. - Approximately $282.5 million of net proceeds from the IPO were placed in a Trust Account, to be invested in U.S. government securities [261]. - The company entered into a subscription agreement to raise up to $1,500,000 from an investor to fund extension payments and working capital, with initial payments of $225,000 scheduled [237]. - The company entered into a Subscription Agreement to potentially raise up to $1,500,000 from an Investor for extension payments and working capital, with $250,000 to be funded upon execution [296]. - The company granted underwriters a 45-day option to purchase up to 3,750,000 additional Units, with 3,250,000 Units purchased at an offering price of $10.00 per Unit for a total of $32,500,000 [295]. Financial Performance - As of September 30, 2024, the company recorded a net loss of $1,120,388, attributed to operating and formation costs of $1,285,296 and a loss on fair value of warrant liability of $120,592 [240]. - For the nine months ended September 30, 2023, the company reported a net income of $7,947,874, driven by interest and dividend income of $9,090,382 and a gain on receivable related to a potential business combination of $374,975 [241]. - The company recorded net income of $1,883,025 for the three months ended September 30, 2023, from interest and dividend income of $2,596,438 [288]. - For the nine months ended September 30, 2024, net cash used in operating activities was $789,823, with a net loss of $861,565 [270]. Trust Account and Cash Management - The company had approximately $153,169,659 remaining in its trust account after redemptions of 13,532,591 Class A ordinary shares at a redemption price of approximately $10.41 per share, totaling about $140,838,808 [236]. - The company recorded net cash provided by investing activities of $133,609,215, primarily due to cash withdrawn from the Trust Account to pay redeeming shareholders [242]. - For the nine months ended September 30, 2023, net cash provided by investing activities was $140,388,808, primarily due to cash withdrawn from the Trust Account to pay redeeming shareholders of $140,838,808 [290]. - As of September 30, 2024, the company had cash of $115,044, compared to $0 held outside the Trust Account as of December 31, 2023 [302]. - The company had no cash equivalents as of September 30, 2024, or December 31, 2023 [302]. Business Combinations and Strategic Direction - The company’s LOI to combine with Glowforge was terminated in Q4 2023, indicating a shift in strategic direction [238]. - The company signed a non-binding letter of intent for a business combination with Glowforge Inc. on July 26, 2023 [266]. - A business combination agreement was entered into on August 22, 2024, with Tactical Resources Corp. to amalgamate under British Columbia law [286]. - The company has until January 30, 2025, to complete a Business Combination, after which a mandatory liquidation will occur if not consummated [292]. - The company extended the deadline to complete its initial business combination to January 30, 2025 [284]. Compliance and Regulatory Matters - The company received a notice from Nasdaq indicating that its Market Value of Listed Securities was below the $35 million minimum requirement [282]. - On July 30, 2024, the company received a notice from Nasdaq indicating non-compliance with the requirement to complete a business combination within 36 months of the IPO [300]. Liabilities and Financial Obligations - As of September 30, 2024, the company held cash of $115,044 and current liabilities of $2,509,011 [263]. - The principal balance of a promissory note with Mercury Capital is payable upon the consummation of an initial business combination, with no interest accruing on the unpaid balance [299]. - The company incurred significant costs in pursuit of its initial business combination, with a potential need for additional financing [273]. - The company has a success fee agreement with a consultant for $200,000 upon the closing of a business combination, effective from August 10, 2024 [243]. Shareholder Matters - As of September 30, 2024, the company had 3,149,199 Class A ordinary shares issued and outstanding, with 2,284,199 shares subject to possible redemption [250]. - The holders of certain units have registration rights to require the company to register a sale of their securities, with the company bearing the associated expenses [294]. - The fair value of the Founder Warrants and Private Placement Warrants was set at $0.07 and $0.06 per warrant as of September 30, 2024, respectively [254]. - The company had no off-balance sheet arrangements as of September 30, 2024, or December 31, 2023 [293].
Plum Acquisition(PLMJ) - 2024 Q3 - Quarterly Report