Financial Position - As of September 30, 2023, the company had cash, investments, and marketable securities held in the Trust Account totaling $163,995,984[126] - The company has a working capital deficit of $2,827,412 as of September 30, 2023[124] - As of September 30, 2023, there are 15,630,150 shares of Class A common stock presented at redemption value as temporary equity, compared to 24,869,342 shares as of December 31, 2022[139] Income and Earnings - For the three months ended September 30, 2023, the company reported a net income of $1,206,590, driven by interest income of $3,278,712 from investments in the Trust Account[116] - For the nine months ended September 30, 2023, the company reported a net income of $4,202,024, with interest income of $9,027,924[117] IPO and Transaction Costs - The company incurred $14,181,568 in IPO transaction costs, including $4,973,868 in underwriting fees[122] - The underwriter earned a cash underwriting discount of 2% of the gross proceeds from the Public Offering, totaling $4,973,868, and a deferred underwriting discount of 3.5%, amounting to $8,704,270[135] - The company has agreed to loan up to $1,500,000 under a Promissory Note to finance transaction costs related to the initial Business Combination[125] Business Combination - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and may withdraw interest to pay taxes[126] - The company has until January 19, 2024, to consummate a Business Combination, after which a mandatory liquidation will occur if not completed[129] - The company entered into non-redemption agreements with third parties, agreeing to issue 1,610,000 Class A Shares at the time of the initial Business Combination[112] Shareholder Rights and Equity - The holders of founder shares and private placement units are entitled to registration rights, allowing them to demand registration for resale of their securities[133] - The company has two classes of shares, Class A and Class B, with earnings and losses shared pro rata between them, and accretion associated with redeemable shares excluded from earnings per share calculations[141] Accounting Policies and Standards - The company is currently assessing the impact of ASU No. 2020-06 on its financial position, results of operations, or cash flows, effective for fiscal years beginning after December 15, 2023[142] - Management does not believe that any recently issued accounting standards will have a material effect on the condensed financial statements[143] - The company has identified critical accounting policies that require significant judgment and could lead to actual results differing from estimates[138] Advisory Services - The company engaged Cohen & Company Capital Markets to provide financial advisory services, with fees amounting to 0.3% of the aggregate proceeds of the Public Offering, and an additional advisory fee of 0.525% for the Business Combination[136] Redemption and Valuation - A total of 9,239,192 shares of redeemable Class A common stock were redeemed at a price of approximately $10.4762 per share, resulting in an aggregate redemption amount of approximately $96,791,644[111] - The company recognizes changes in redemption value of Class A common stock immediately, adjusting the carrying value to equal the redemption value at the end of each reporting period[140] - The company granted the underwriter a 45-day option to purchase up to 3,300,000 additional Units, of which 2,869,342 Units were purchased on January 14, 2022[134]
FTAC EMERALD ACQ(EMLDU) - 2023 Q3 - Quarterly Report