Financial Position - As of March 31, 2023, total assets amounted to $121,838,969, a slight increase from $119,474,609 as of December 31, 2022[12] - The company had cash of $150,257 at the end of the period, down from $262,756 at the beginning of the period[19] - The working capital deficit as of March 31, 2023, was $1,920,820, indicating a significant liquidity challenge[27] - As of March 31, 2023, the company had a stockholders' deficit of $4,550,477, compared to $3,229,352 as of December 31, 2022[12] - The Trust Account held $121,415,083 in marketable securities as of March 31, 2023, compared to $118,976,585 as of December 31, 2022[49] - The fair value of marketable securities held in the trust account was $121,415,083 as of March 31, 2023, compared to $118,976,585 as of December 31, 2022[56] - As of March 31, 2023, the company had $150,257 in cash and no cash equivalents[111] Income and Expenses - The company reported a net income of $807,289 for the three months ended March 31, 2023, compared to a net loss of $71,510 for the same period in 2022[14] - Total expenses for the three months ended March 31, 2023, were $221,125, up from $93,313 in the prior year, reflecting an increase of 137.5%[14] - Income earned on investments held in the Trust Account was $1,288,498 for the three months ended March 31, 2023, compared to $21,803 in the same period of 2022[14] - For the three months ended March 31, 2023, the company reported a net income of $807,289, which included investment income of $1,288,498, offset by expenses of $221,125 and tax expense of $260,084[109] Initial Public Offering (IPO) - The Initial Public Offering generated gross proceeds of $115,000,000, with 11,500,000 units sold at $10.00 per unit[23] - Offering costs associated with the Initial Public Offering totaled $513,352, which were charged to additional paid-in capital upon completion of the offering[50] - The company sold 11,500,000 Units at a purchase price of $10.00 per Unit during its Initial Public Offering, raising a total of $115,000,000[67] - The Sponsor purchased 520,075 Private Placement Units at a price of $10.00 per unit, totaling $5,200,750[68] Business Combination - The Company has until May 18, 2023, to complete a Business Combination, with an option to extend this deadline by up to 18 months through two separate three-month extensions[31] - The Company has raised concerns regarding its ability to continue as a going concern if it cannot complete a Business Combination by the deadline[34] - The company has not commenced any operations and will not generate operating revenues until after completing its initial Business Combination[22] - The company has extended the period to consummate its initial Business Combination by three months, requiring a deposit of $1,150,000 into the Trust Account[75] - The company has not engaged in any operations or generated any revenues to date, with activities limited to organizational efforts and the Initial Public Offering[108] Risks and Challenges - Management is evaluating the impact of the COVID-19 pandemic, which could negatively affect the Company's financial position and operations[36] - The Company is subject to risks related to the military action in Ukraine, which may materially affect its ability to consummate a Business Combination[37] - The Company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from various reporting requirements[41] - There have been no material changes to the risk factors disclosed in previous filings, and the company continues to monitor potential risks[123] Stock and Warrants - The Class A common stock subject to possible redemption amounted to $120,594,740 as of March 31, 2023, reflecting an increase of $2,128,414 during the three months ended March 31, 2023[51] - The Company is authorized to issue 100,000,000 shares of Class A common stock, with 635,075 shares issued and outstanding as of March 31, 2023[86] - The Company has 2,875,000 shares of Class B common stock issued and outstanding as of March 31, 2023, with specific voting rights prior to the Business Combination[87] - The Public Warrants will become exercisable 30 days after the completion of a Business Combination and will expire five years after that[90] - The Company may redeem the Public Warrants if the price per share of Class A common stock equals or exceeds $18.00 for any 20 trading days within a 30-trading day period[99] - The holders of insider shares and Private Placement Units have registration rights, allowing them to demand registration of their securities up to three times[80] Financial Controls and Compliance - The company has effective disclosure controls and procedures as of March 31, 2023, according to its management evaluation[117] - The company does not expect any recently issued accounting pronouncements to materially affect its audited financial statements[115] - There were no unrecognized tax benefits as of March 31, 2023, and December 31, 2022[61] - There were no off-balance sheet financing arrangements as of March 31, 2023, and the company has no long-term debt or liabilities[112] - The underwriter received a cash underwriting discount of 1.50% of the gross proceeds from the Initial Public Offering, totaling $1,725,000, and a deferred fee of 3.50%, amounting to $3,450,000[81] - The underwriter is entitled to a deferred fee of 3.00% of the gross proceeds of the Offering, amounting to $3,450,000, payable upon closing of the Business Combination[113]
FutureTech II Acquisition (FTII) - 2023 Q1 - Quarterly Report