Business Combination - The company entered into a business combination agreement with Picard Medical, Inc. on April 23, 2023, aiming to complete the merger before the end of the Combination Period [122]. - The company has exercised five Monthly Extensions, currently extending the Combination Period through September 11, 2023 [131]. - Upon closing of the merger, the company will issue 48,000,000 shares of common stock and 6,500,000 warrants to Picard securityholders [134]. - The business combination is expected to close in the second half of 2023, pending stockholder and regulatory approvals [136]. - The company plans to change its name to "Picard Medical Holdings, Inc." following the merger [134]. Financial Performance - As of June 30, 2023, the company reported a net loss of $1,658,466 for the three months ended, with operating costs amounting to $1,799,105 [147]. - For the six months ended June 30, 2023, the company had a net loss of $3,107,201, which included operating costs of $3,418,295 [147]. - The company has not generated any revenue to date and is classified as a "shell company" with nominal assets primarily in cash [122]. - The company generated non-operating income of $277,246 from interest earned on the Trust Account as of June 30, 2023 [147]. IPO and Capital Structure - The initial public offering (IPO) generated gross proceeds of $300 million from the sale of 30,000,000 units, with each unit priced at $10.00 [123]. - The company raised gross proceeds of $300,000,000 from its IPO by issuing 30,000,000 Units at $10.00 per Unit [149]. - The company incurred $17,107,057 in IPO-related costs, including $6,000,000 in underwriting fees [150]. - As of June 30, 2023, the Company had cash outside the Trust Account of $81,121 and a negative working capital of approximately $1.9 million [157]. - The Company owed its Sponsor and affiliates $904,044 in advances and $135,000 in promissory notes as of June 30, 2023 [158]. Trust Account and Liquidity - As of June 30, 2023, the Trust Account held $13,612,504 in cash, down from $16,975,796 as of December 31, 2022 [125]. - The company intends to use substantially all funds in the Trust Account to complete its initial business combination [152]. - As of June 30, 2023, the company held investments in the Trust Account amounting to $13,612,504, including approximately $756,498 of interest available [150]. - If the Company cannot raise additional funds to alleviate liquidity needs and complete a Business Combination by September 11, 2023, it will cease operations and liquidate [160]. Compliance and Regulatory Matters - The company received a deficiency notice from Nasdaq for failing to hold an annual meeting within the required timeframe but regained compliance by holding the meeting on April 7, 2023 [145]. - The Company has not incurred any off-balance sheet arrangements as of June 30, 2023 [162]. - The Company has no long-term debt, capital, or operating lease obligations as of June 30, 2023 [162]. Future Considerations - The Company expects to incur significant costs in pursuit of its acquisition plans and may need to raise additional capital through loans or investments [159]. - The Company is assessing the impact of ASU 2020-06, effective January 1, 2024, on its financial position and results of operations [170]. - The Company qualifies as an "emerging growth company" under the JOBS Act, allowing it to comply with new accounting pronouncements based on the effective date for private companies [171].
Altitude Acquisition (ALTU) - 2023 Q2 - Quarterly Report