Armada Acquisition I(AACI) - 2022 Q1 - Quarterly Report

IPO and Financial Overview - Armada Acquisition Corp. I completed its IPO on August 17, 2021, raising gross proceeds of $150 million by selling 15,000,000 units at $10.00 per unit[102]. - The company incurred IPO-related costs totaling $3,537,515, which included $1,500,000 in underwriting fees[118]. - For the three months ended December 31, 2021, Armada reported a net loss of $2,036,114, primarily due to operating costs and costs related to a prospective initial business combination[112]. - As of December 31, 2021, Armada had cash outside its Trust Account amounting to $419,700, with the remaining $150 million held in the Trust Account[116]. - The company has 15 months (or 18 months if extended) from the IPO closing to complete its initial business combination[114]. - Offering costs incurred due to the IPO amounted to $3,537,515, including $1,500,000 in underwriting commissions and $2,037,515 in other costs[125]. - The underwriters were paid a cash underwriting discount of 1.0% of the gross proceeds of the IPO, amounting to $1,500,000[141]. - The diluted net loss per common stock is the same as the basic net loss per common stock, as there were no dilutive securities as of December 31, 2021[129]. - The Company has no long-term debt or capital lease obligations, with only an administrative agreement costing up to $10,000 per month[135]. Business Combination - Armada entered into a business combination agreement with Rezolve Limited on December 17, 2021, which includes a series of transactions to reorganize and merge[105]. - The business combination will result in Rezolve shareholders receiving Cayman NewCo ordinary shares valued at approximately $1.75 billion[108]. - Armada has entered into subscription agreements for the purchase of 2,050,000 ordinary shares at $10.00 per share, totaling $20.5 million, to be issued concurrently with the business combination[123]. - The Business Combination Agreement with Rezolve includes a subscription for 2,050,000 ordinary shares at $10.00 per share, totaling $20.5 million[143]. Administrative and Financial Management - Armada has agreed to reimburse the Sponsor for administrative services up to $10,000 per month, totaling $30,000 for the three months ended December 31, 2021[115]. - The company plans to use substantially all funds in the Trust Account to complete its initial business combination, with an estimated annual franchise tax obligation of $200,000[120]. - Management concluded that the internal control over financial reporting was effective as of December 31, 2021[147]. - There were no changes to internal control over financial reporting during the fiscal quarter ended December 31, 2021[148]. - The Company has not entered into any off-balance sheet financing arrangements or established special purpose entities[133].