Financial Position - As of December 31, 2024, the company had an unrestricted cash balance of $183,491 and investments held in the Trust Account amounting to $260,033,862[289]. - The company has $258,000,000 from the net proceeds of the Initial Public Offering placed in the Trust Account, which is intended for the business combination[294]. - The company had cash outside the Trust Account of approximately $250,000 available for operational expenses prior to the initial business combination[296]. - As of December 31, 2024, the Company had $542,975 outstanding under the Amended and Restated Formation and Regulatory Expenses Promissory Note, which allows borrowing up to $600,000[309]. - The Company has no long-term debt, capital lease obligations, operating lease obligations, or long-term liabilities as of December 31, 2024[313]. - The Company has the option to borrow up to $400,000 under the Initial Public Offering Promissory Note, which was repaid in full on October 25, 2024[310]. Initial Public Offering - The company completed its Initial Public Offering on October 25, 2024, raising $250,000,000 from the sale of 25,000,000 Units at $10.00 per Unit[292]. - The Over-Allotment Option was partially exercised on December 9, 2024, resulting in the issuance of 800,000 Over-Allotment Option Units, generating additional gross proceeds of $80,000[292]. - The underwriters received an underwriting discount of $0.15 per Unit, totaling $3,870,000 upon the closing of the Initial Public Offering and the Over-Allotment Option[317]. - The Company granted the underwriters a 45-day option to purchase up to 3,750,000 Over-Allotment Option Units, resulting in the issuance and sale of 800,000 Over-Allotment Option Units on December 9, 2024[315]. - The deferred fee to the underwriters is $0.35 per Unit, amounting to $9,030,000 in total, payable only if the Company completes a business combination[316]. Financial Performance - For the year ended December 31, 2024, the company reported a net income of $2,043,928, with a loss from operations of $253,368 due to general and administrative expenses[290]. - The company incurred a loss from operations of $1,075 for the year ended December 31, 2023, with a net income of $428,320[290]. - The Company incurred $30,000 in administrative services expenses under the Administrative Services and Indemnification Agreement from October 25, 2024, to December 31, 2024[311]. Business Combination and Financing - The company expects to incur approximately $1,509,000 for legal, accounting, due diligence, and other expenses related to business combinations[298]. - The company anticipates needing additional financing to complete its initial business combination if the cash portion of the purchase price exceeds available funds in the Trust Account[300]. - The Company plans to use substantially all funds in the Trust Account for the initial business combination and may withdraw interest for permitted withdrawals[295]. Regulatory and Compliance - The Company has not completed an assessment of internal controls prior to the Initial Public Offering and expects to implement necessary improvements before the initial business combination[302]. - The Company will continue to disclose the investment status of proceeds in the Trust Account in quarterly and annual reports filed with the SEC[306]. - The Company is required to register a sale of securities held by the holders of Founder Shares and Private Placement Shares, with up to three demands for registration[318]. - The Company adopted ASU 2023-07 for the annual period ending December 31, 2024, which improves reportable segment disclosure requirements[322]. - The Sponsor paid an aggregate of $25,000 for 57,500,000 Founder Shares, which represent 16.67% of the Company's issued shares post-IPO[307].
Bold Eagle Acquisition Corp.(BEAG) - 2024 Q4 - Annual Report