Financial Performance - Net loss for the three months ended March 31, 2025, was $289,673, compared to a net income of $129,577 for the same period in 2024, indicating a shift of approximately 323.5%[18] - Total expenses rose to $453,835 for the three months ended March 31, 2025, up from $310,934 in the same period of 2024, marking an increase of about 45.9%[18] - The company reported a basic and diluted net loss per share of redeemable common stock of $0.74 for Q1 2025, compared to a profit of $0.05 in Q1 2024[18] - The Company reported a net loss of $575,461 for the three months ended March 31, 2025, compared to a net loss of $400,511 for the same period in 2024, resulting in a basic and diluted net income (loss) per share of $(0.74) for 2025 and $(0.11) for 2024[70] Assets and Liabilities - Total current assets increased to $2,045,669 as of March 31, 2025, compared to $1,672,752 as of December 31, 2024, representing a growth of approximately 22.3%[16] - Total assets decreased significantly from $28,120,102 as of December 31, 2024, to $11,066,249 as of March 31, 2025, a decline of about 60.7%[16] - Total liabilities decreased from $27,894,031 as of December 31, 2024, to $10,786,213 as of March 31, 2025, a reduction of approximately 61.3%[16] - The Company has a working capital deficit of $5,290,544 as of March 31, 2025, compared to a deficit of $5,026,967 as of December 31, 2024[31][42] Cash and Investments - Cash at the end of the period increased to $130,580 as of March 31, 2025, compared to $413 at the end of March 31, 2024, reflecting a significant increase[22] - The Trust Account held $117,300,000 from the Initial Public Offering, which is invested in U.S. government treasury obligations until the completion of a Business Combination[62] - The Company had $9,020,580 in an interest-bearing bank demand deposit account held in the Trust Account as of March 31, 2025[63] - The fair value of Interest-Bearing Bank Demand Deposit Accounts held in the Trust Account was $9,020,580 as of March 31, 2025, compared to $26,447,350 as of December 31, 2024[71] Business Combination and Future Plans - The company is in the process of a proposed business combination with Longevity Biomedical, Inc., which is expected to impact future performance and market positioning[12] - The Company has until August 18, 2025, to consummate a Business Combination, after which it will cease operations and redeem Public Shares if not completed[33] - The Company entered into a Merger Agreement with Longevity Biomedical, Inc. on September 16, 2024, which includes Target Acquisitions and a merger with Merger Sub[36][37] - The Company plans to change its name to "Longevity Biomedical, Inc." and list its common stock on NASDAQ under the ticker symbol "LBIO" following the Merger[37] Compliance and Regulatory Issues - The Company received a notice from Nasdaq on February 19, 2025, indicating non-compliance with Nasdaq IM-5101-2, leading to suspension of trading on February 26, 2025[48] - The Company intends to apply for listing on The Nasdaq Capital Market post-Business Combination, but there is no guarantee of success[48] - The Company’s ability to complete a Business Combination may be affected by its ability to raise equity or debt financing amid increased market volatility[50] - The Company has recorded a liability to comply with the 1% excise tax imposed by the Inflation Reduction Act on stock buybacks, effective from 2023[78] Management Concerns - Management has raised concerns about the Company's ability to continue as a going concern due to insufficient working capital and potential liquidity issues[43][44] - The Company is evaluating the impact of global conflicts and economic sanctions, which may affect its financial condition and operations[46] Shareholder and Stock Information - The Company had 3,510,075 shares of Class A Common Stock issued and outstanding, with 779,886 shares subject to possible redemption[120] - The Company has authorized 1,000,000 preferred shares, but none were issued or outstanding as of March 31, 2025[119] - The Public Warrants will become exercisable 30 days after the completion of a Business Combination and will expire five years after that[126] - The Company will file a registration statement for the shares of Class A common stock issuable upon exercise of the warrants within 20 business days after the Business Combination[128] Loans and Financing - The Company has outstanding Extension Loans totaling approximately $3,537,744 as of March 31, 2025, which are non-interest-bearing promissory notes[102] - The Company signed Zero Interest Convertible Notes totaling $1,025,000 with a maturity date of September 30, 2025[139] - The conversion price for shares under the Working Capital Convertible Notes is set at $4 for the first 30 days, then based on the lowest closing price over the preceding 25 trading days[140] Operational and Administrative Expenses - The Company recorded $30,000 in administrative expenses for the three months ended March 31, 2025, related to support services provided by the Sponsor[107] - The Company has agreed to pay the Sponsor $10,000 per month for administrative support for up to 18 months, ceasing payments upon completion of the initial Business Combination[107]
FutureTech II Acquisition (FTII) - 2025 Q1 - Quarterly Report