Financial Performance - For the year ended December 31, 2023, the company reported a net income of $1,347,254, which includes interest earned on marketable securities of $2,606,031 and an unrealized gain of $8,832[75]. - The company incurred operating costs of $543,536 and stock-based compensation expenses of $207,087 for the year ended December 31, 2023[75]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its Business Combination[74]. IPO and Capital Raising - The company completed its IPO on March 31, 2023, raising gross proceeds of $69,000,000 from the issuance of 6,900,000 units at $10.00 per unit[77]. - As of March 31, 2023, a total of $70,380,000 from the IPO and Private Placement was deposited in a trust account for the benefit of public stockholders[79]. - The company intends to use substantially all funds in the trust account to complete its Business Combination[80]. - The company may need to raise additional capital through loans or investments to meet working capital needs[83]. Trust Account Management - The Trust Account will be managed by Continental Stock Transfer & Trust Company, investing in U.S. government securities or money market funds, with no interest earned while funds are uninvested[94]. - The company has a promissory note with the Sponsor allowing borrowing up to $400,000, with $321,585 outstanding as of December 31, 2023[85]. Underwriting and Costs - The underwriters of the IPO received a cash underwriting discount of $1,035,000 and deferred commissions of $2,070,000, payable upon completion of a business combination[88]. - The company agreed to reimburse underwriters for documented costs up to $50,000, with additional reimbursements for expenses exceeding this amount upon transaction completion[93]. Accounting and Reporting Standards - The company adopted ASU 2016-13 on January 1, 2023, which did not materially impact financial statements[99]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing for delayed compliance with certain accounting standards[102]. - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from various disclosures for five years post-IPO[103]. - The company does not anticipate any material impact from recently issued accounting standards that are not yet effective[101]. - As a smaller reporting company, the company is not required to make disclosures under Item 7A regarding market risk[105]. Stock and Equity Instruments - Stock-based compensation expenses are recorded at fair value, with 47,500 Class A common stock valued at $207,087 or $4.36 per share as of March 28, 2023[96]. - Rights were classified as equity instruments, with a fair value of 0.108 based on market comparables for Special Purpose Acquisition Companies[98]. Market Value - The market value of publicly traded common stock will be determined by the greater of $10.00 per share or the dollar volume-weighted average price (VWAP) for the first five trading days post-transaction[92].
Trailblazer Merger I(TBMC) - 2023 Q4 - Annual Report