FutureTech II Acquisition (FTII) - 2024 Q3 - Quarterly Report

Financial Performance - Net loss for the three months ended September 30, 2024, was $123,127, compared to a net income of $661,226 for the same period in 2023, indicating a significant decline in performance[17]. - Total expenses for the nine months ended September 30, 2024, were $962,945, up from $890,820 for the same period in 2023, marking an increase of approximately 8%[17]. - Basic and diluted net loss per share of redeemable common stock for the three months ended September 30, 2024, was $(0.23), compared to $0.10 for the same period in 2023[17]. - For the nine months ended September 30, 2024, the company reported a net loss of $38,005 compared to a net income of $2,304,899 for the same period in 2023[22]. - The company reported a pre-tax income of $144,067 for the nine months ended September 30, 2024, down from $3,098,570 for the same period in 2023[17]. Assets and Liabilities - Total current assets as of September 30, 2024, are $1,563,117, a decrease from $1,385,762 as of December 31, 2023, representing a decline of approximately 14%[15]. - Total liabilities increased to $9,651,445 as of September 30, 2024, compared to $8,497,201 as of December 31, 2023, reflecting an increase of approximately 14%[15]. - The accumulated deficit increased to $(7,762,739) as of September 30, 2024, from $(6,499,430) as of December 31, 2023, indicating a worsening financial position[15]. - As of September 30, 2024, the company had cash of $1,883 and a working capital deficit of $4,638,328, compared to cash of $17,578 and a working capital deficit of $3,661,439 as of December 31, 2023[41][42]. Cash Flow and Investments - Cash flows from operating activities resulted in a net cash used of $834,803, an improvement from $966,279 in the prior year[22]. - The company generated net cash provided by investing activities of $36,138,640, a decrease from $62,196,521 in the previous year[22]. - The company has $117,300,000 held in a Trust Account, invested only in U.S. government treasury obligations or money market funds until a Business Combination is completed[63]. Business Combination and Future Operations - The company is in the process of a proposed business combination with Longevity Biomedical, Inc., which is expected to impact future operations and financial performance[12]. - The company has until August 18, 2025, to consummate a business combination, or it will be required to redeem public shares and liquidate[33]. - On September 16, 2024, the company entered into a merger agreement with Longevity Biomedical, Inc., which is expected to change the company's name to "Longevity Biomedical, Inc." upon closing[36][37]. - The Company has raised substantial doubt about its ability to continue as a going concern until August 18, 2025, if a Business Combination is not completed by that date[44]. Stock and Equity - The weighted average number of redeemable common stock outstanding decreased to 2,319,435 as of September 30, 2024, from 8,657,385 as of September 30, 2023[17]. - The Class A common stock subject to possible redemption decreased by $34,620,208 during the nine months ended September 30, 2024, with a total of $26,606,595 presented as temporary equity[67]. - The Company sold 11,500,000 Units at a purchase price of $10.00 per Unit during the Initial Public Offering, with each Unit consisting of one share of Class A common stock and one redeemable warrant[82]. - The Company has authorized 1,000,000 preferred shares, but none were issued or outstanding as of September 30, 2024[109]. Tax and Regulatory Compliance - The Company is subject to a new 1% excise tax on stock repurchases, which may impact its cash available for completing a Business Combination[49]. - The Company has recorded a liability to comply with the 1% excise tax on stock buybacks imposed by the Inflation Reduction Act, effective from 2023[79]. - The Company has no unrecognized tax benefits as of September 30, 2024, and December 31, 2023, indicating compliance with tax regulations[76]. Administrative and Operational Matters - The Company has incurred a total of $1,540,984 in expenses to be reimbursed by the Sponsor as of September 30, 2024[101]. - The Company has agreed to pay the Sponsor $10,000 per month for administrative support for up to 18 months, ceasing upon the completion of the initial Business Combination[102]. - The Company has extended the Combination Period deadline multiple times, with the latest extension allowing until November 18, 2024, contingent on a deposit of $50,000 or $0.03 per unredeemed public share for each month[92]. Market and Geopolitical Factors - The company has not determined the specific impact of recent geopolitical conflicts on its financial condition and operations[47][51]. - The company’s ability to consummate a transaction may depend on raising equity or debt financing, which could be affected by market volatility and liquidity[51].