IPO and Fundraising - The company completed its IPO on July 30, 2021, raising gross proceeds of $250.0 million from the sale of 25,000,000 units at $10.00 per unit, with offering costs of approximately $13.75 million[170]. - An additional 3,250,000 Over-Allotment Units were sold, generating approximately $32.5 million in gross proceeds[170]. - The underwriters were paid a cash underwriting discount of $5,650,000 upon the closing of the IPO and partial exercise of the over-allotment option[211]. Trust Account and Cash Management - The company placed approximately $282.5 million of net proceeds into a Trust Account, which will be invested in U.S. government securities or money market funds[172]. - As of March 31, 2025, the Company had $93,483 in cash held outside the Trust Account[201]. - The Company recorded a net cash provided by investing activities of $23,977,494 for the three months ended March 31, 2025, primarily due to cash withdrawn from the Trust Account[197]. - The Company intends to use substantially all remaining funds in the Trust Account to complete its Initial Business Combination[202]. Business Combination and Extensions - The company extended the deadline to complete a business combination to July 30, 2024, with 13,532,591 Class A ordinary shares redeemed for approximately $140.8 million[179]. - On January 29, 2024, the company extended the deadline for its Initial Business Combination to January 30, 2025, with 12,433,210 Class A ordinary shares redeemed for approximately $134.1 million[180]. - The company filed an amendment to extend the business combination deadline to July 30, 2025, with 2,132,366 Class A ordinary shares redeemed for approximately $24.0 million[183]. - The Company entered into a business combination agreement with Plum III Merger Corp. and Tactical Resources Corp. on August 22, 2024, to amalgamate into one corporate entity[187]. - The Company will have until July 30, 2025, to complete an Initial Business Combination, or face mandatory liquidation[206]. Financial Performance and Liabilities - As of March 31, 2025, the company held cash of $93,483 and current liabilities of $3,739,354[177]. - As of March 31, 2025, the Company recorded a net loss of $364,540, resulting from operating and formation costs of $532,731, partially offset by a gain on changes in fair value of warrant liability of $102,094[193]. - For the three months ended March 31, 2025, net cash used in operating activities was $285,965, primarily due to the net loss and changes in working capital[195]. - The Company had a working capital deficit of $3,597,159 as of March 31, 2025, which may not be sufficient for operations for at least the next 12 months[205]. - The Company incurred significant costs in pursuit of its Initial Business Combination and may need additional financing to complete it[204]. Shareholder Actions and Redemptions - During the July Extraordinary General Meeting, holders of 13,532,591 Class A ordinary shares redeemed their shares for cash at a redemption price of approximately $10.41 per share, totaling approximately $140,838,808[222]. - After the redemptions on January 16, 2025, $1,707,149 remained in the Trust Account, with 151,833 Class A ordinary shares still subject to possible redemption[222]. Accounting and Financial Reporting - The Company has recorded no additional compensation for the transfer of shares until an Initial Business Combination has been consummated[219]. - The Company has identified critical accounting estimates that involve significant uncertainty, including the valuation of Public and Private Placement Warrants[227][228]. - The Company adopted ASU 2023-07 on January 1, 2024, which has not had a material impact on its financial statements and disclosures[230]. - The Company has not considered the effect of warrants in the calculation of diluted (loss) income per share due to their contingent nature[221]. Other Financial Agreements - The company raised up to $1.5 million from an investor to fund extension payments and working capital, with specific payments scheduled[182]. - The Original Sponsor agreed to pay $112,500 in extension contributions for December 2023 and January 2024[185]. - The aggregate fair value of the Working Capital Loan upon issuance was $219,441, which was forgiven by the Sponsor on December 27, 2023[224]. - As of March 31, 2025, the outstanding balance under the Sponsor Promissory Note was $1,454,867, and the Second Sponsor Promissory Note was $100,000[215][224]. - The Chief Financial Officer is entitled to a success fee of $50,000 contingent upon the closing of the Initial Business Combination[218]. - The Company estimated the aggregate fair value of 331,180 Founder Shares transferrable to Non-Redeeming Shareholders to be $367,610, or $1.11 per share[217].
Alpha Partners Technology Merger (APTM) - 2025 Q1 - Quarterly Report