IPO and Trust Account - The Company completed its IPO on February 11, 2021, raising gross proceeds of $276.0 million from the sale of 27,600,000 units at $10.00 per unit[167] - Following the IPO, approximately $276.0 million was placed in a Trust Account, invested in U.S. government securities or money market funds[169] Shareholder Approvals and Extensions - On February 9, 2023, shareholders approved an extension to consummate an initial business combination until February 11, 2024, with 23,403,515 Class A ordinary shares redeemed for $238,305,063[180][181] - On February 9, 2024, shareholders approved another extension until August 11, 2024, with 2,195,847 Class A ordinary shares redeemed for $23,724,846[182][183] - On August 9, 2024, shareholders approved a further extension until May 11, 2025, with 1,487,025 Class A ordinary shares redeemed for $16,484,256[186][187] Compliance and Regulatory Matters - The Company received a notice from the NYSE on April 18, 2023, for failing to timely file its Form 10-K, but regained compliance by filing on May 2, 2023[191][192] - The Company also received a notice from the NYSE on May 23, 2023, for failing to file its Form 10-Q for the quarter ended March 31, 2023, regaining compliance by filing on June 2, 2023[193][194] - Trading of the Company's securities was suspended on February 12, 2024, and the NYSE commenced delisting proceedings due to non-compliance with listing standards[198][197] Financial Performance - The Company had a net income of $950,666 for the three months ended September 30, 2023, compared to $1,826,909 for the same period in 2022[209] - For the nine months ended September 30, 2023, the Company reported a net income of $1,555,003, down from $5,396,151 in the same period of 2022[210][211] - The Company generated income of $2,782,078 from its trust account for the nine months ended September 30, 2023[210] - As of September 30, 2023, the Company had cash outside the trust account of $1,115 and working capital deficits of $2,058,700[217] - The Company incurred $1,649,613 in operating costs for the nine months ended September 30, 2023, primarily consisting of legal fees[210] Debt and Financial Obligations - The company entered into a convertible promissory note with Richard Chera for an aggregate principal amount of $1,500,000, which was amended to $1,000,000 as of May 31, 2023[227] - As of September 30, 2023, the company reported no long-term debt obligations or off-balance sheet arrangements[228][232] - The company does not have any long-term liabilities other than the convertible promissory note described[228] Management and Operations - The Company appointed Michael Minnick as CEO and principal financial officer following the resignation of co-CEO Gavin Cuneo on February 15, 2024[177][178] - The Company has not engaged in any operations or generated revenues to date, with activities focused on organizational tasks and identifying a target company for a business combination[208] Accounting and Reporting - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[233] - 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 post-IPO[234] - The company has identified critical accounting estimates that could affect reported amounts of assets and liabilities[229] - There are no significant variations in the assumptions used for the fair value of the Working Capital Loan Option that could materially impact financial statements[230] - The company is not required to provide certain market risk disclosures as it is classified as a smaller reporting company[235] Other Financial Activities - The Company settled $7,250,812 in payables due to vendors and related parties between December 2022 and April 2023[207] - The Company withdrew $238,305,063 from the trust account for financing activities, primarily for redemptions of common stock, during the nine months ended September 30, 2023[215] - The fair value of the Working Capital Loan Option was determined using an internal model, and as of September 30, 2023, this option no longer existed[230] - The Company entered into non-redemption agreements with investors to encourage them to hold their shares during extraordinary general meetings[179][184] Future Considerations - If a business combination is not completed by May 11, 2025, the Company will cease operations and redeem public shares at a price based on the trust account balance[199]
Crown PropTech Acquisitions(CPTK) - 2023 Q3 - Quarterly Report