Financial Performance - For the six months ended June 30, 2025, the Company reported a net loss of approximately $274,000, with operating and formation expenses of approximately $356,000[283]. - The Company incurred a net loss of approximately $2.0 million for the six months ended June 30, 2024, with significant expenses related to operating and formation costs[285]. - As of June 30, 2025, the Company had approximately $582,000 in cash held outside of the Trust Account and a working capital deficit of approximately $6.9 million[288]. - The Company had cash held in the Trust Account of approximately $19.5 million as of June 30, 2025, intended for the initial business combination[291]. Capital Raising and Investments - 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[211]. - The company also raised $7.15 million from the sale of 7.15 million Private Placement Warrants at $1.00 each[212]. - As of August 12, 2024, the company has secured an aggregate of $2.6 million in SAFE Investments, with a total of $8.997 million in SAFE Agreements entered into by the time of the report[227][229]. - The company has entered into a Merger Agreement with AERKOMM Inc., with a PIPE Investment of $35 million at $11.50 per share planned[223]. - AERKOMM aims to secure a minimum PIPE Investment Amount of at least $45 million, excluding amounts from SAFE Agreements[225]. - The company has established a Trust Account with net proceeds of $231.15 million from the IPO and Private Placement Warrants, initially invested in Treasury obligations[213]. - The company has engaged Benchmark as a non-exclusive PIPE placement agent for a private placement of approximately $30 million[230]. - AERKOMM has wired $520,000 from SAFE Note Agreement No. 3 to fund the company's working capital needs[237]. - AERKOMM agreed to fund the Company $130,000 for working capital needs, totaling $520,000, with $325,000 recorded as working capital financing as of June 30, 2025[238]. Shareholder Activities - Shareholders redeemed 18,336,279 Class A ordinary shares for approximately $189 million at a redemption price of $10.31 per share[242]. - Holders of 1,817,650 public shares redeemed shares for approximately $19.99 million at a redemption price of $11.00 per share[254]. Debt and Financing - The Company repaid $280,000 of its outstanding Extension Promissory Notes to the Sponsor on August 18, 2025[239]. - AERKOMM wired $200,000 to the Company as an additional repayment of the Working Capital Accrued Invoices, which was used to repay an equal amount of outstanding extension promissory notes[240]. - The Company issued an Amended and Restated Extension Promissory Note with a principal amount of up to $2.5 million to the sponsor, which is due upon the consummation of the initial business combination or liquidation[266]. - The outstanding principal under the Third Amended and Restated Extension Promissory Note was $4,435,175 as of June 30, 2025[272]. 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[274]. - The Company successfully requested a hearing before the Nasdaq Hearings Panel, resulting in continued listing on the Nasdaq Global Market on August 5, 2024[277]. Business Combination and Extensions - The Company extended the Combination Period multiple times, with the latest extension announced on November 13, 2023, extending the date to December 12, 2023[250]. - The Company plans to continue extending the Deadline Date on a monthly basis, with the right to extend up to 18 times until October 12, 2024[253]. - 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[267]. - The Company plans to address liquidity concerns through the initial business combination, with a deadline of October 12, 2026, for consummating a business combination[292]. - The Company has raised substantial doubt about its ability to continue as a going concern if a business combination is not completed by the deadline[293]. Underwriting and Fees - 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[296]. - The total deferred underwriting commissions originally agreed upon was $12,100,000, with a reduction of $8,100,000 due to a Fee Reduction Agreement, resulting in a new total of $4,000,000[298]. - The cash underwriting discount paid to underwriters upon the closing of the Initial Public Offering was $4,000,000, with additional deferred fees totaling $12,100,000[297]. Accounting Standards and Impact - The adoption of ASU 2023-07 had no material impact on the Company's condensed consolidated financial statements[308]. - The Company does not believe the adoption of ASU 2023-09 will have a material impact on its financial statements and disclosures[309]. - The Company is currently evaluating the impact of adopting ASU 2024-03, which requires additional disclosures about specific expense categories[310]. - Management does not believe there are any material recently issued accounting standards that would have a material effect on the financial statements if adopted[311].
IX Acquisition (IXAQ) - 2025 Q2 - Quarterly Report