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Cartica Acquisition Corp(CITEU) - 2025 Q1 - Quarterly Report

Financial Performance - For the three months ended March 31, 2025, the company reported a net income of $287,896, driven by a change in fair value of warrant liabilities of $548,000 and interest income of $170,992 [202]. - The company experienced a net loss of $3,902,244 for the three months ended March 31, 2024, primarily due to operating and formation costs of $2,408,551 and a change in fair value of warrant liabilities of $2,077,000 [203]. - The Company incurred $50,000 in fees for administrative support services for the three months ended March 31, 2025 [224]. - The Company calculates its earnings per share by allocating net income (loss) pro rata to its Class A and Class B ordinary shares [242]. Cash and Borrowings - As of March 31, 2025, the company had cash held in the Trust Account amounting to $16,086,301, including $1,863,833 of interest expense [210]. - As of March 31, 2025, $2,029,421 was drawn and outstanding under the Second Promissory Note, with an additional $720,579 available for borrowing [207]. - The total amount borrowed under various promissory notes is $2.8 million, with $2.2 million allocated for working capital and $0.6 million for extensions of the Combination Period [218]. - As of March 31, 2025, the Company had outstanding borrowings of $2,029,421 under the promissory note, which bears no interest and is repayable upon the consummation of a Business Combination or liquidation [230]. - The Sponsor has agreed to contribute a loan of $40,443 per month for the first three months of the Third Extension, totaling $121,329, which has been deposited in the Trust Account [232]. - The Company issued the Third Extension Note for up to $161,771.52, with monthly deposits of $53,923.84 into the Trust Account through July 7, 2025 [233]. Business Combination and Extensions - The company has until October 7, 2025, to complete the Nidar Business Combination or another Business Combination, with the possibility of extending this period [190]. - The Company has until October 7, 2025, to complete a Business Combination, or it may seek to extend the Combination Period, subject to shareholder approval [220]. - The company issued the Second Extension Note to the Sponsor for a total amount of $121,329, which was used to make monthly extension payments to extend the Combination Period [195]. - The Company may lack sufficient funds to consummate the Business Combination due to the termination of the Forward Purchase Agreement with the Cartica Funds [227]. Securities and Market Activity - Following the suspension of trading on Nasdaq, the company's securities began trading on the Pink tier of the OTC marketplace, which may result in a less liquid market [198]. - The company completed the sale of 23,000,000 Units at a price of $10.00 per Unit, generating gross proceeds of $230,000,000 during its IPO [205]. - On January 3, 2025, public shareholders redeemed 901,326 Class A ordinary shares for approximately $10.56 million, resulting in a reduction of funds in the Trust Account [194]. - The Company has 27,400,000 warrants issued and outstanding, including 11,500,000 Public warrants classified as Level 1 and 15,900,000 Private Placement Warrants classified as Level 3 [239]. Regulatory and Accounting Standards - The FASB issued ASU Topic 2023-07, effective for fiscal years beginning after December 15, 2023, requiring significant segment expenses disclosures [243]. - ASU 2023-09, effective for fiscal years beginning after December 15, 2024, mandates expanded disclosures of income taxes paid [247]. - The Company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements [249]. - The Company has elected not to opt out of the extended transition period for new or revised financial accounting standards [250]. - The Company is a smaller reporting company and is not required to provide certain market risk disclosures [251]. Investment Commitments - The Cartica Funds agreed to subscribe for up to $30 million in forward purchase shares, but the investment committee has determined not to approve the purchase [227]. - The Company has a contractual obligation to pay the Sponsor an aggregate of $930,000 over eighteen months for administrative support expenses [223].