Innovative International Acquisition (IOAC) - 2023 Q2 - Quarterly Report

IPO and Fundraising - The IPO raised $234.6 million, with 23,000,000 units sold at $10.00 per unit, including 1,060,000 private placement shares[135]. - Transaction costs for the IPO amounted to $16,664,843, including $3,173,059 in underwriting commissions[136]. - The company issued unsecured promissory notes totaling up to $1.18 million to Ananda Trust and its sponsor for operational expenses related to the Business Combination[140][141][148]. - The company has issued multiple unsecured promissory notes totaling up to $2,000,000 to the Sponsor, with principal balances payable upon the consummation of the initial Business Combination[163][164][165][166]. - The sponsor purchased an aggregate of 1,060,000 Class A ordinary shares at a price of $10.00 per share, totaling $10,060,000 in a private placement[191]. - Ananda Trust subscribed for 1,000,000 newly issued shares at a purchase price of $10.00 per share, alongside a $10,000,000 investment in Zoomcar[195]. Financial Position and Performance - As of June 30, 2023, the company reported a net loss of $458,791, consisting of formation and operating costs of $855,233, offset by interest income of $396,440 from marketable securities[159]. - The company had cash of $36,287 and a working capital deficit of $9,666,544 as of June 30, 2023[161]. - The company has not generated any revenues to date and expects to incur increased expenses as a result of being a public company[157]. - The company anticipates that the cash held outside of the Trust Account may not be sufficient to operate for at least the next 12 months if a Business Combination is not consummated[172]. - The company incurred a net loss of $162,106 for the three months ended June 30, 2022, with formation and operating costs of $478,919[160]. Business Combination and Operations - The company has until October 29, 2023, to complete its Business Combination, or it will cease operations and redeem public shares[150]. - The company entered into a Merger Agreement with Zoomcar, which includes a subscription for 1,000,000 shares at $10.00 per share[139]. - The company must complete its initial Business Combination with a target having a fair market value of at least 80% of the assets held in the Trust Account[137]. - The company expects to use substantially all funds held in the Trust Account to complete its initial business combination[167]. - The company has until October 29, 2023, to consummate a Business Combination, after which mandatory liquidation may occur if not completed[173]. - The company has not commenced any operations and all activities related to its formation and IPO[133]. - The company has not engaged in any operations since inception, focusing solely on organizational activities and preparing for the IPO[157]. Trust Account and Redemptions - Approximately $206.5 million was redeemed from the Trust Account following the Extraordinary General Meeting in January 2023, leaving approximately $31.5 million remaining[144]. - In connection with the Second Extraordinary General Meeting, approximately $3.8 million was redeemed from the Trust Account, leaving approximately $30.17 million remaining[147]. Debt and Financing - The Company had borrowings of $2,490,000 under a promissory note with the sponsor, an increase from $1,495,000 as of March 31, 2023[185]. - The Company issued an unsecured promissory note on May 10, 2023, for up to $500,000, with the principal balance payable upon the consummation of the initial business combination[189]. - The Company has no long-term debt or off-balance sheet financing arrangements as of June 30, 2023[174]. Accounting and Reporting - The Company has identified critical accounting policies that may materially affect reported amounts of assets and liabilities[199]. - Ordinary shares subject to possible redemption are classified as temporary equity, reflecting certain redemption rights outside of the Company's control[200]. - The Company applies the two-class method for calculating net income (loss) per ordinary share, considering redeemable and non-redeemable shares[201]. - The Company is evaluating the benefits of relying on reduced reporting requirements under the JOBS Act as an "emerging growth company"[197].