Financial Transactions - The company completed its Initial Public Offering on October 12, 2021, raising total gross proceeds of $230 million from the sale of 23 million Units at $10.00 per Unit[210]. - The company generated an additional $7.15 million from the sale of 7.15 million Private Placement Warrants at $1.00 each[211]. - A PIPE Investment of $35 million at $11.50 per share was agreed upon concurrently with the Merger Agreement, with efforts to secure a total of at least $65 million[222][224]. - The underwriters fully exercised the over-allotment option to purchase an additional 3,000,000 Units at an offering price of $10.00 per Unit, generating additional gross proceeds of $30,000,000[302]. - The total deferred underwriting commissions were initially set at $12,100,000, but a Fee Reduction Agreement resulted in a reduction of $8,100,000, leaving a remainder of $4,000,000[304]. - The cash underwriting discount paid to underwriters was $0.20 per Unit, totaling $4,000,000 upon the closing of the Initial Public Offering[303]. Business Combination and Agreements - The company entered into a Merger Agreement with AERKOMM Inc. on March 29, 2024, to facilitate a business combination[213]. - The company has established a Capital Markets Advisory Agreement with Benchmark for a private placement of approximately $30 million, with fees structured based on gross proceeds[229]. - AERKOMM committed to filing its Form 10-K with the SEC by July 21, 2025, as part of the Commercial Funding and Repayment Agreement[235]. - The Company approved the Second Extension Amendment, allowing the board to extend the deadline for a Business Combination up to ten times until October 12, 2024, with a monthly contribution of $50,000 required[272]. - The Fourth Extension Amendment Proposal was approved, allowing monthly extensions up to twelve times until October 12, 2026[263]. - The Company extended the Deadline Date for business combinations multiple times, with the latest extension to December 12, 2023, and provisions for further monthly extensions[252][256]. Financial Position and Performance - As of September 30, 2025, the Company had approximately $19.8 million in cash held in the Trust Account, intended for the initial business combination[297]. - The Company reported a working capital deficit of approximately $6.7 million as of September 30, 2025[294]. - For the three months ended September 30, 2025, the Company reported a net loss of approximately $771,000, primarily due to a $1.3 million change in fair value of derivative warrant liability[287]. - The Company incurred a net loss of approximately $1 million for the nine months ended September 30, 2025, with significant contributions from cash held in the Trust Account[288]. Shareholder Activities - Shareholders redeemed 18,336,279 Class A ordinary shares at approximately $10.31 per share, totaling around $189 million, leaving approximately $48 million in the Trust Account[245][269]. - In connection with the Second Extension Amendment Proposal, 1,817,650 public shares were redeemed at approximately $11.00 per share, totaling about $19.99 million[258]. Compliance and Regulatory Matters - The Company received a Total Shareholders Notice from Nasdaq on October 9, 2023, indicating non-compliance with the requirement of at least 400 total holders[279]. - The Company successfully requested a hearing before the Nasdaq Hearings Panel, resulting in continued listing on the Nasdaq Global Market on August 5, 2024[282]. Working Capital and Financing - The company has made provisions for working capital financing, including a $520,000 wire to cover operational needs[236]. - AERKOMM provided the Company with $520,000 for working capital needs on June 12, 2025, and $100,000 on September 10, 2025, recorded as working capital financing[237][239]. - The Company amortized $570,000 of working capital financing, with $50,000 remaining as of September 30, 2025, impacting operating and formation expenses[241]. - The outstanding principal under the Third Amended and Restated Extension Promissory Note was $3,955,175 as of September 30, 2025[277]. Future Plans and Evaluations - The Company plans to address liquidity concerns through the initial business combination, with a deadline of October 12, 2026, for completion[298]. - The Company is currently evaluating the impact of adopting ASU 2024-03, which requires additional disclosures about specific expense categories[316]. - The Company does not believe that the adoption of ASU 2023-09 will have a material impact on its financial statements and disclosures[315]. - The adoption of ASU 2023-07 had no material impact on the Company's condensed consolidated financial statements[314]. Miscellaneous - The Company has no off-balance sheet arrangements as of September 30, 2025[306]. - The Company entered into an Administrative Support Agreement to pay up to $10,000 per month for office space and administrative services, which will cease upon completion of a Business Combination[305]. - The deferred fee to underwriters is payable only upon the completion of a business combination, subject to the terms of the Underwriting Agreement[303]. - The Company has 23,000,000 Class A ordinary shares subject to possible redemption, which are classified outside of permanent equity due to redemption provisions not solely within the Company's control[309].
IX Acquisition (IXAQ) - 2025 Q3 - Quarterly Report