IPO and Fundraising - The company completed its Initial Public Offering (IPO) on December 14, 2021, raising gross proceeds of $200 million from the sale of 20 million units at $10.00 per unit[130]. - An additional 1,562,401 units were sold through the over-allotment option, generating gross proceeds of $15,624,010[130]. - Following the IPO, $219,936,490 was placed in a trust account, with a per unit value of $10.20, invested in U.S. government securities[133]. - The underwriters were paid a cash underwriting discount of $0.20 per Unit, totaling $4,312,480, upon the closing of the Initial Public Offering[167]. Business Combination and Redemptions - On June 12, 2023, the company extended the deadline for completing a business combination to June 14, 2024, with a monthly extension fee of $50,000[134]. - After the Sponsor Handover, 19,824,274 shares were redeemed by public shareholders at $10.54 per share, resulting in $208,992,255 being removed from the trust account[136]. - A total of 1,146,276 shares were also redeemed at $10.73 per share, leading to an additional $12,302,385 being withdrawn from the trust account[139]. - Following the conversions and redemptions, the company has 591,851 Class A shares and one Class B share outstanding, with approximately $6,352,029 remaining in the trust account[139]. - The company must complete an initial business combination with a fair market value of at least 80% of the net assets held in the trust account[140]. - The initial shareholders have agreed to waive their liquidation rights regarding Founder Shares if the company fails to complete a business combination within the specified period[146]. - If the company does not complete a business combination by the end of the Combination Period, it will redeem public shares at a price equal to the amount in the trust account, initially anticipated to be $10.20 per share[145]. - The Company entered into a Business Combination Agreement with Leading Partners Limited, exchanging 11,124,960 private placement warrants for 500,000 Holdco Class A Ordinary Shares and 43,000,000 Holdco Class A Ordinary Shares for LEADING equity holders[150]. Financial Performance and Position - As of June 30, 2025, the Company had a working capital deficit of approximately $2,503,403 and only $212 in its operating bank account[155]. - The Trust Account balance decreased significantly from $225,411,726 as of March 31, 2023 to $1,865,847 as of June 30, 2025 due to redemptions totaling $221,294,640[161]. - For the three months ended June 30, 2025, the Company reported a net loss of $542,059, with interest income of $25,966 offset by operating costs and changes in fair value of warrant liability[162]. - The Company has until October 14, 2025, to consummate a business combination, after which mandatory liquidation will occur if not completed[158]. - Following the extraordinary meeting on April 30, 2025, approximately $2,948,990 was removed from the Trust Account due to the redemption of 246,676 shares[154]. - The Company has not generated any operating revenues to date and relies on interest income from the Trust Account[161]. - The Company anticipates that cash held outside the Trust Account may not be sufficient for operations for at least the next 12 months if a business combination is not consummated[157]. Accounting and Regulatory Matters - The Company recognized $nil for administrative support services expense for the three and six months ended June 30, 2025, due to the waiver of unpaid service fees by the Former Sponsor[164]. - The company accounts for warrants issued in connection with its initial public offering as liabilities, measured at fair value at inception and each reporting date[174]. - As of June 30, 2025, the company did not have any dilutive securities, resulting in diluted loss per ordinary share being the same as basic loss per ordinary share[176]. - The company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements[178]. - The company does not have any off-balance sheet arrangements as of June 30, 2025[180]. - Inflation did not have a material impact on the company's business, revenues, or operating results during the period presented[181]. - The company is classified as an "emerging growth company" and benefits from certain exemptions from reporting requirements[182]. - The company has elected not to opt out of the extended transition period for new or revised financial accounting standards[183]. - The company is classified as a smaller reporting company and is not required to provide certain disclosures under market risk[185].
Healthcare AI Acquisition Corp.(HAIAU) - 2025 Q2 - Quarterly Report