Financial Performance - The company reported a net income of $822,490 for the three months ended May 31, 2023, driven by interest income of $1,428,292 from marketable securities, offset by operating costs of $604,307 and an unrealized loss of $1,495[146]. - For the six months ended May 31, 2023, the company achieved a net income of $1,805,669, with interest income totaling $2,677,905, while incurring operating costs of $866,865 and an unrealized loss of $5,371[147]. - As of May 31, 2023, the company held marketable securities in the Trust Account valued at $121,457,876, which includes $4,157,876 of interest income[154]. - As of May 31, 2023, the company had cash of $32,484 available for operational activities and due diligence on prospective target businesses[155]. - The company has no long-term debt or significant liabilities, except for a monthly payment of $20,000 to an affiliate for office space and administrative support[161]. Initial Public Offering - The company completed its Initial Public Offering on April 18, 2022, raising gross proceeds of $115,000,000 from the sale of 11,500,000 Units, including the full exercise of the over-allotment option[150]. - The company incurred $5,724,785 in costs related to the Initial Public Offering, including underwriting fees and other offering costs[151]. - A deferred underwriting discount of 3.5% on gross IPO proceeds, totaling $4,025,000, will be payable upon completion of the initial Business Combination[162]. Business Combination Agreement - The company has entered into a Business Combination Agreement with Allrites Holdings Pte Ltd., with an exchange consideration of 9,200,000 Company Class A Ordinary Shares valued at $92,000,000[134]. - Additional consideration for the Business Combination includes potential issuance of 800,000 shares valued at $8,000,000 if recurring revenue exceeds $12,000,000 in the first Earnout Period, and 1,000,000 shares valued at $10,000,000 if it exceeds $20,000,000 in the second Earnout Period[135]. - The Business Combination Agreement may be terminated under certain conditions, including failure to close by July 18, 2023, unless an extension is approved[137]. Going Concern and Risks - The company faces substantial doubt about its ability to continue as a going concern if it cannot raise additional funds or complete a Business Combination by July 18, 2023[158]. - The company may incur significant costs in pursuing its acquisition plans and cannot assure the success of completing a Business Combination[131]. Accounting Policies - Management has not identified any critical accounting policies that could materially affect the financial statements[163]. - Recent accounting standards are not expected to have a material effect on the company's financial statements if adopted[164]. - There are no off-balance sheet arrangements, obligations, assets, or liabilities as of May 31, 2023[160].
Aura FAT Projects Acquisition p(AFAR) - 2023 Q2 - Quarterly Report