IPO and Fundraising - The company completed its Initial Public Offering on November 8, 2021, raising gross proceeds of $172.5 million from the sale of 15 million Units at $10.00 per Unit and an additional 2.25 million Units from the underwriters' over-allotment option [151][152]. - The company generated gross proceeds of $172,500,000 from the sale of 17,250,000 Units at a price of $10.00 per Unit during its Initial Public Offering on November 8, 2021 [179]. - As of November 2, 2023, $175.95 million from the IPO proceeds was placed in a Trust Account, which was invested in U.S. government securities and money market funds [153]. - The company entered into an Investment Agreement with Sunorange on April 27, 2023, which included the acquisition of 3,557,813 Class B Ordinary Shares and 6,160,000 Private Placement Warrants [154]. - Following the Sunorange Investment, the company raised an additional $300,000 to support the first three months of the 2023 Extension, with a commitment for $100,000 for each subsequent month until May 8, 2024 [156]. Shareholder Redemptions - At the 2023 EGM, shareholders redeemed 12,626,668 Class A Ordinary Shares for approximately $132.62 million, at a redemption price of about $10.50 per share [157]. - The company approved the extension of the business combination period to November 8, 2024, with shareholders redeeming 2,374,826 Class A ordinary shares for approximately $26.91 million at $11.33 per share [162]. - At the November 2024 EGM, shareholders redeemed 1,383,214 Class A ordinary shares for approximately $16.16 million at $11.68 per share [163]. - The company held a May 2025 EGM, where shareholders redeemed 742,834 Class A ordinary shares for approximately $9.0 million at $12.18 per share [164]. Financial Performance - As of March 31, 2025, the company reported a net income of $75,299, consisting of $81,092 in interest earned and $5,793 in operating expenses [174]. - The company had cash outside the Trust Account of $99,772 available for working capital needs as of March 31, 2025 [176]. - As of March 31, 2025, approximately $10.42 million of the Initial Public Offering proceeds and interest earned were held in the Trust Account [179]. - The company has until November 8, 2025, to complete a Business Combination, as approved by shareholders at the May 2025 EGM [188]. Debt and Obligations - The company had no outstanding borrowings under the Working Capital Loan as of March 31, 2025 [181]. - The company issued a promissory note in the principal amount of up to $1,500,000 to Sunorange, with $1,204,630 outstanding as of March 31, 2025 [183]. - The company issued the May 2024 Note for up to $225,000, with $225,000 outstanding as of March 31, 2025 [185]. - The company had no long-term debt, capital, or operating lease obligations as of March 31, 2025 [190]. Business Operations - The company has not commenced any operations and will not generate operating revenues until after the completion of an initial Business Combination [173]. - Engaged EarlyBirdCapital as an advisor for the initial Business Combination, agreeing to pay a fee of 1.75% of the gross proceeds of the IPO, amounting to $3,018,750 recorded in service fees [191]. - A contingent fee of at least $3,500,000 was agreed upon with a third-party consultant for assistance in the Business Combination, but no expenses were recorded as the agreement was terminated on May 8, 2023 [192]. - A new agreement with a third-party consultant on August 29, 2023, includes a contingent fee of 0.05% of the implied enterprise value of the target, with $400,000 recorded in service fees [193]. Accounting and Reporting - Class A Ordinary Shares subject to possible redemption are classified as temporary equity, presented at redemption value outside of the shareholder's equity section [196]. - Basic and diluted net income per share is calculated by dividing net income by the weighted average number of Ordinary Shares outstanding, with earnings shared pro rata between redeemable and non-redeemable shares [199]. - The calculation of diluted income per Ordinary Share excludes the effect of Warrants issued in connection with the IPO, as their exercise is contingent upon future events [200]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards [206]. - The company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act, which may exempt it from certain disclosures for five years following the IPO [207]. - No critical accounting estimates have been identified as of the end of the reporting period [194]. - The company does not expect the adoption of recently issued accounting standards to have a material impact on its future consolidated financial statements [205].
Finnovate Acquisition (FNVT) - 2025 Q1 - Quarterly Report