Financial Performance - For the three months ended March 31, 2024, the company reported a net income of $199,623, primarily from interest earned on marketable securities, offset by operating costs of $399,255 and income tax provision of $145,904[149]. - As of March 31, 2024, the company had marketable securities held in the Trust Account amounting to $57,411,866, which includes approximately $3.7 million of interest income[154]. - The company incurred $14,566,172 in IPO-related costs, including $5 million in underwriting fees and $8.75 million in deferred underwriting fees[137]. IPO and Capital Raising - The company raised gross proceeds of $250 million from its Initial Public Offering (IPO) by issuing 25 million units at $10.00 per unit, along with an additional $12 million from the sale of 8 million Private Placement Warrants at $1.50 each[136]. - Public stockholders redeemed 4,585,351 shares for approximately $49.95 million at a redemption price of about $10.89 per share during the 2024 Redemptions[141]. - The underwriter of the Initial Public Offering is entitled to a deferred fee of $8,750,000, contingent upon completing a business combination[165]. Business Combination Plans - The company plans to use substantially all funds in the Trust Account to complete its Business Combination, with remaining proceeds intended for working capital to finance operations of the target business[155]. - The company expects to continue incurring significant costs in pursuit of its acquisition plans, with no assurance of successful completion of a Business Combination[137]. - The SEC's 2024 SPAC Rules may materially affect the company's ability to negotiate and complete its initial Business Combination, potentially increasing costs and time[138]. - The company has until November 9, 2024, to complete the proposed Business Combination, raising substantial doubt about its ability to continue as a going concern for at least one year[162]. Financial Position and Liabilities - As of March 31, 2024, the company had cash held outside the Trust Account of $55,287, primarily for identifying and evaluating target businesses[157]. - The company has outstanding Promissory Notes totaling $590,000 as of March 31, 2024, with provisions for repayment upon the consummation of the initial Business Combination[160]. - There are no off-balance sheet financing arrangements or long-term liabilities, except for an Administrative Support Agreement costing up to $20,000 per month[164]. - The company may need to raise additional capital through loans or investments, with uncertainty about obtaining financing on commercially acceptable terms[162]. Accounting and Reporting - The company has not identified any critical accounting estimates as of the end of the reporting period[169]. - The adoption of ASU 2016-13 on January 1, 2023, did not have a material impact on the financial statements[170]. - Management does not believe that the adoption of ASU 2023-09 will materially impact the financial statements[171]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[173]. Shareholder Agreements - Share transfer agreements were made to prevent the redemption of 5,000,000 shares of Class A Common Stock, with the Sponsor forfeiting 1,500,000 shares[166].
New Providence Acquisition II(NPAB) - 2024 Q1 - Quarterly Report