Financial Performance - The net income for the three months ended June 30, 2025, was $11,807, a significant improvement compared to a net loss of $2,077,100 for the same period in 2024[12]. - Operating and formation costs for the three months ended June 30, 2025, were $4,800, a drastic decrease from $1,088,768 in the same period of 2024[12]. - The Company reported a net income of $202 for the three months ended June 30, 2025, with a basic and diluted net income per share of $0.00 for Class A redeemable shares[83]. - For the six months ended June 30, 2025, the net income allocation was $829,414, resulting in a basic and diluted net income per share of $0.02 for Class A redeemable shares[83]. - For the six months ended June 30, 2025, the Company had a net income of $154,265, mainly due to a gain from the change in fair value of warrant liabilities[176]. - The Company incurred a net loss of $4,590,303 for the six months ended June 30, 2024, attributed to changes in fair value of warrant liabilities and operating costs[178]. Assets and Liabilities - Total assets increased to $2,000,592 as of June 30, 2025, compared to $1,967,696 as of December 31, 2024, reflecting a growth of approximately 1.67%[10]. - Current liabilities rose to $42,137 as of June 30, 2025, from $30,172 as of December 31, 2024, marking an increase of about 39.7%[10]. - The total shareholders' deficit improved to $(175,470) as of June 30, 2025, from $(296,838) as of December 31, 2024[10]. - As of June 30, 2025, the Company had $0 in operating bank accounts and $2,000,592 in the Trust Account for business combinations or share repurchases[59]. - The Company has a working capital deficit of $42,137, raising substantial doubt about its ability to continue as a going concern[61]. - Cash and marketable securities held in the Trust Account amounted to $2,000,592 as of June 30, 2025, up from $1,967,696 as of December 31, 2024[9]. Business Operations - The company has not commenced any operations as of June 30, 2025, and will not generate operating revenues until after completing its initial Business Combination[20]. - The Company has not generated any operating revenues since inception, focusing solely on identifying business combination candidates[175]. - The Company intends to focus on businesses in the technology industries primarily located in the United States for potential Business Combinations[19]. Shareholder Activity - Shareholders redeemed 38,808,563 Class A ordinary shares for a total of $393,676,799, averaging approximately $10.14 per share[32]. - In the June 2023 Extraordinary General Meeting, shareholders redeemed 771,499 Class A ordinary shares for $8,085,078, or approximately $10.48 per share[34]. - Shareholders redeemed 124,289 Class A ordinary shares for approximately $11.26 per share, totaling $1,399,974[42]. - Shareholders redeemed 83,349 Class A ordinary shares, resulting in redemption payments totaling $911,508, or approximately $10.94 per share[162]. Business Combination and Agreements - The Company entered into a Business Combination Agreement on December 29, 2023, to merge with Noventiq, involving the issuance of 31,500,000 Parent's Class A ordinary shares[153]. - The Business Combination Agreement was mutually terminated on July 3, 2024, due to unfavorable market conditions, with no penalties incurred[154]. - The Company extended the deadline for completing a business combination from October 31, 2024, to December 31, 2025, as approved by shareholders[167]. - The Company approved an amendment to extend the deadline for a business combination to December 31, 2025[41]. Nasdaq Compliance and Delisting - The Company received a notice from Nasdaq on December 18, 2023, regarding potential delisting due to non-compliance with IM-5101-2, requiring business combinations within 36 months of IPO[43]. - Nasdaq granted a hearing request, which stayed the suspension of trading until the hearing process concluded[44]. - On March 15, 2024, the Nasdaq Hearings Panel granted an exception to the Company's listing deficiencies until June 17, 2024, due to substantial steps toward closing its initial business combination[45]. - Nasdaq determined to delist the Company's securities effective June 25, 2024, due to non-compliance with IM-5101-2 and the minimum publicly held shares requirement[47]. - The Company received a final delisting notice on August 13, 2024, confirming the delisting due to violations of Nasdaq Listing Rules[48]. Financial Instruments and Securities - The Company accounts for warrants based on their specific terms, determining whether they are classified as equity or liability instruments[207]. - The Public Warrant Liability is valued at $133,333, down from $266,667 as of December 31, 2024, reflecting a decrease of 50%[136]. - The fair value of the Company's financial instruments approximates their carrying amounts due to their short-term nature[78]. - The Company holds substantially all assets in cash or money market mutual funds in U.S. based trust accounts, ensuring liquidity and minimal credit risk[65]. Sponsor and Fees - The Sponsor paid $25,000 for 8,625,000 Class B ordinary shares, resulting in a per share price of approximately $0.003[91]. - The underwriters are entitled to a deferred fee of $4,000,000, payable upon the completion of a Business Combination[104]. - A Finder's Fee Arrangement includes a $2,000,000 cash payment contingent on the consummation of the Proposed Business Combination, with potential stock-based compensation recognized upon completion[196]. - The Company has agreed to a fee reduction, resulting in a reduced deferred fee of $7,000,000 payable upon consummation of a business combination[27].
Corner Growth Acquisition (COOL) - 2025 Q2 - Quarterly Report