IPO and Trust Account - The Company completed its IPO on February 11, 2021, raising gross proceeds of $276.0 million from the sale of 27,600,000 units at $10.00 per unit, with offering costs of approximately $15.8 million[141] - Following the IPO, approximately $276.0 million was placed in a Trust Account, invested in U.S. government securities or money market funds until a business combination is completed[143] - The company incurred $16,505,915 in transaction costs related to its IPO, including $5,520,000 in underwriting fees[169] Business Combination Extensions - On February 9, 2024, shareholders approved an extension for the Company to consummate a business combination until August 11, 2024, with 2,195,847 Class A ordinary shares redeemed for $23,724,846 (approximately $10.80 per share)[147][148] - On August 9, 2024, shareholders approved another extension until May 11, 2025, with 1,487,025 Class A ordinary shares redeemed for $16,484,256 (approximately $11.09 per share)[151][152] - The company has until March 11, 2026, to consummate a Business Combination, or it will face mandatory liquidation[180] Financial Performance - The Company has not generated any revenues to date and only incurs expenses related to being a public company and due diligence activities[166] - For the three months ended March 31, 2025, the company reported a net loss of $712,127, with operating costs of $772,793, partially offset by trust dividend income of $60,666[167] - For the three months ended March 31, 2024, the company had a net loss of $333,546, with operating costs of $382,550 and non-redemption agreement expense of $375,981, offset by trust dividend income of $424,985[171] Financial Position and Liabilities - As of March 31, 2025, the company had cash outside the trust account of $425 and working capital deficits of $3,750,379[172] - The company has a convertible note with a principal amount of up to $1,000,000, due on the earlier of February 11, 2026, or the consummation of a Business Combination[176] - As of March 31, 2025, the company reported $1,275,219 due to related parties, compared to $1,189,077 as of December 31, 2024[177] - The company lacks sufficient financial resources to sustain operations for a reasonable period, raising substantial doubt about its ability to continue as a going concern[178] Compliance and Reporting - The Company was delisted from the NYSE on February 12, 2024, due to non-compliance with the requirement to complete a business combination within the specified time frame[159][160] - The company is evaluating the benefits of relying on reduced reporting requirements under the JOBS Act, which may affect its compliance with new accounting standards[192] Business Combination Agreements - A business combination agreement was entered into on July 2, 2025, with Mkango (Cayman) Limited and other subsidiaries, aiming to merge and become a publicly traded company under the name "Mkango Rare Earths Limited"[162][163] - The Company engaged Jett Capital Advisors, LLC as a financial advisor for the proposed business combination with Lancaster Exploration Limited and its subsidiaries[165] Shareholder Actions - As of the latest reports, the Company has approximately 491,806 Class A ordinary shares issued and outstanding following redemptions[156] - The company has not entered into any non-redemption agreements for the three months ended March 31, 2025[187]
Crown PropTech Acquisitions(CPTK) - 2025 Q1 - Quarterly Report