Financial Performance - For the three months ended September 30, 2023, the Company reported a net income of $278,301, primarily from $736,855 of dividend and interest income earned in the Trust Account[160]. - For the nine months ended September 30, 2023, the Company had a net income of $688,628, driven by $1,465,180 of dividend and interest income[161]. - The Company incurred $621,276 in formation and general administrative costs for the nine months ended September 30, 2023[161]. - The Company has generated no operating revenues to date and does not expect to do so until after completing a business combination[150]. IPO and Financing - The Company raised total gross proceeds of $54,210,000 from its IPO by selling 5,200,000 units at an offering price of $10.00 per unit[142]. - The Company incurred $4,019,087 in transaction costs related to the IPO, including $2,710,500 in underwriting commissions[144]. - The Company issued 3,449,500 Private Placement Warrants at a price of $1.00 per warrant, generating an aggregate purchase price of $3,449,500[182]. - The underwriters partially exercised their over-allotment option, resulting in the issuance of 127,400 Private Placement Warrants and generating an additional $127,500 in gross proceeds[183]. - The Company is required to pay the underwriter $1,897,350 in deferred underwriting commissions upon completion of an initial business combination[165]. - The Sponsor has agreed to loan the Company up to $2,000,000 as Working Capital Loans, which may be converted into warrants at a price of $1.00 per warrant upon consummation of the initial business combination[189]. Cash and Working Capital - The Company had cash in the Trust Account of $57,301,480 as of September 30, 2023, which is intended to be used for completing its initial business combination[153]. - As of September 30, 2023, the Company had a working capital deficit of $418,200, excluding franchise and income tax liabilities[149]. - The Company had $95,000 of outstanding Working Capital Loans from the Sponsor as of September 30, 2023[152]. - The Company recorded $95,000 in Working Capital Loans from the Sponsor as of September 30, 2023[190]. Administrative Support and Expenses - The Company incurred expenses of $30,000 and $60,000 related to the administrative support agreement for the three and nine months ended September 30, 2023, respectively[166]. - As of September 30, 2023, the Company had accrued $35,000 for amounts due to the Sponsor under the Administrative Support Agreement[191]. - The Company will cease paying monthly fees under the Administrative Support Agreement upon completion of the initial business combination or liquidation[191]. Internal Control and Compliance - The Company identified a material weakness in internal control over financial reporting related to the review and approval of cash disbursements[195]. - Significant efforts and resources are being devoted to the remediation and improvement of internal control over financial reporting[195]. - Additional time is required to ensure that newly implemented controls will operate effectively to address the material weakness[196]. - The Company has implemented additional controls related to vendor verification[197]. - Additional review of each payment made by several authorized individuals has been implemented[197]. - No other changes have materially affected internal control over financial reporting during the most recently completed fiscal quarter[197]. Business Combination Timeline - The Company has until March 22, 2024, to complete its initial business combination, with a possible extension of up to 18 months[155].
Four Leaf Acquisition (FORL) - 2023 Q3 - Quarterly Report