What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-08-16 compared with 2024-05-21 · 52 added, 31 removed, 223 unchanged (27% of the section changed)

80 unchanged sentences

each subsequent calendar month into the Trust Account until the Third Extended Date or the date an initial business combination is completed.

As of May 20, 2024, a total of $560,000 has been deposited into the Trust Account as such required contributions.

As of August 1, 2024, a total of $640,000 has been deposited into the Trust Account as such required contributions.

July 15, 2024, the Company filed the proxy statement in connection with the extraordinary general meeting of the Company’s

shareholders that was held on August 6, 2024 regarding the Business Combination.

On August 6, 2023, the Company’s shareholders

approved the proposed Business Combination and related proposals.

The proposed Business Combination is expected to close on or

around to August 20, 2024, subject to the satisfaction of certain closing conditions.

closing of the proposed Business Combination described above, the Company will change its name to Currenc Group Inc.

Company’s securities will be delisted from NYSE and it is expected that the post-combination company’s ordinary shares will be listed on Nasdaq under the symbol “CURR.” The Company will

not have any units outstanding following the consummation of the Business Combination.

January 19, 2024, the Company received a notification (the “Notice”) from NYSE informing us that, because the number of public

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of Operations

only activities through March 31, 2024 were organizational activities, those necessary to consummate the IPO, described below, and identifying

only activities through June 30, 2024 were organizational activities, those necessary to consummate the IPO, described below, and identifying

a target company for a Business Combination.

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as for due diligence expenses.

three months ended March 31, 2024, we had net income of $590,103, which consisted of operating costs of $358,997, offset by interest

earned on marketable securities held in the Trust Account of $949,100.

the three months ended March 31,2023, we had net income of $998,238, which consisted of operating costs of $632,920, offset by interest

three months ended June 30, 2024, we had net income of $174,050, which consisted of operating costs of $537,075, offset by interest earned

on marketable securities held in the Trust Account of $711,125.

six months ended June 30, 2024, we had net income of $764,153, which consisted of operating costs of $896,072, offset by interest earned

on marketable securities held in the Trust Account of $1,660,225.

three months ended June 30, 2023, we had net income of $721,929, which consisted of operating costs of $496,846, offset by interest earned

on marketable securities held in the Trust Account of $1,218,775.

six months ended June 30, 2023, we had net income of $1,720,167, which consisted of operating costs of $1,129,766, offset by interest

earned on marketable securities held in the Trust Account of $2,849,933.

and Capital Resources

November 23, 2021, the Company consummated the Initial Public Offering of 17,391,200 of Units.

November 23, 2021, the Company consummated the Initial Public Offering of 17,391,200 Units.

Each Unit consists of one Class A ordinary

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$202,998,782 was placed in the Company’s Trust Account established in connection with the Initial Public Offering.

the three months ended March 31, 2024, cash used in operating activities was $275,757.

Net income of $590,103 was offset by interest

earned on marketable securities held in the Trust Account of $949,100.

Changes in operating assets

and liabilities used $83,240 of cash for operating activities.

the three months ended March 31, 2023, cash used in operating activities was $129,918.

Net income of $998,238 was offset by interest

earned on marketable securities held in the Trust Account of $1,631,158.

Changes in operating assets

and liabilities used $503,002 of cash for operating activities .

March 31, 2024, we had marketable securities held in the Trust Account of $54,506,397 consisting of securities held in a money market

the six months ended June 30, 2024, cash used in operating activities was $351,026.

Net income of $764,153 was offset by interest earned

on marketable securities held in the Trust Account of $1,660,225.

Changes in operating assets and

liabilities used $ 545,046 of cash for operating activities.

Cash from investing activities

consisted of cash withdrawn from the trust account of $30,285,815 net with additional investments in the trust account of $560,000.

used in financing activities consisted of the redemption of ordinary shares of $30,285,815 net with contributions for the extension of

$560,000 and proceeds from working capital loan of $316,297.

the six months ended June 30, 2023, cash used in operating activities was $334,651.

Net income of $1,720,167 was offset by interest earned

on marketable securities held in the Trust Account of $2,849,933.

Changes in operating assets and liabilities used $795,115 of cash for

operating activities.

Cash from investing activities consisted of cash withdrawn from the trust account of $109,309,854 net with additional

investments in the trust account of $1,450,000.

Cash used in financing activities consisted of the redemption of ordinary shares of $109,309,854

net with contributions for the extension of $1,450,000 and proceeds from working capital loan of $75,000.

June 30, 2024, we had marketable securities held in the Trust Account of $55,457,522 consisting of securities held in a money market

fund and government bonds that invests in United States government treasury bills, bonds or notes with a maturity of 185 days or less.

Through March 31, 2024, we did not withdraw any interest earned on the Trust Account to pay our taxes.

Through June 30, 2024, we did not withdraw any interest earned on the Trust Account to pay our taxes.

We intend to use substantially

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were insufficient to cover such expenses.

March 31, 2024, we have available to us $9,458 of cash on our operating account and working capital deficit of $4,875,044.

June 30, 2024, we have available to us $8,780 of cash on our operating account and working capital deficit of $5,412,119.

these funds primarily to find and evaluate target businesses, perform business, legal, and accounting due diligence on prospective target

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the Amended Note becoming immediately due and payable.

As of March 31, 2024, $250,000 is outstanding

As of June 30, 2024, $325,000 is outstanding

under the Note.

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payable with regard to the Seamless Note becoming immediately due and payable.

As of March 31, 2024, $241,706 was outstanding pursuant

As of June 30, 2024, $316,297 was outstanding pursuant

will have until the Third Extended Date to consummate our initial Business Combination.

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with the Business Combination Agreement, as amended, and the approval of the Third Extension Proposal, additional funds in the amount

of $ 320,000 were deposited into the Trust Account as of March 31, 2024, and the required

of $ 560,000 were deposited into the Trust Account as of June 30, 2024, and the required

contributions will continue to be deposited on or before the 23rd day of each subsequent calendar month into the Trust Account until

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is completed.

As of May 20, 2024 , a total of $560,000 has

been deposited to the Trust Account as required contributions.

As of August 1, 2024, a total of $640,000 has been deposited to the Trust Account as required contributions.

on the foregoing, management believes that the Company expects to continue to incur significant costs in pursuit of the consummation

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from the issuance of these financial statements.

only activities through March 31, 2024 were organizational activities, those necessary to consummate the Initial Public Offering, and

only activities through June 30, 2024 were organizational activities, those necessary to consummate the Initial Public Offering, and

identifying a target company for a Business Combination.

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Sheet Financing Arrangements

have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of March 31, 2024.

participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable

interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements.

We have not entered

into any off-balance sheet financing arrangements, established any special purpose entities, guaranteed any debt or commitments of other

entities, or purchased any non-financial assets.

have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of June 30, 2024.

We do not participate

in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest

entities, which would have been established for the purpose of facilitating off-balance sheet arrangements.

We have not entered into

any off-balance sheet financing arrangements, established any special purpose entities, guaranteed any debt or commitments of other entities,

or purchased any non-financial assets.

do not have any long-term debt, capital lease obligations, operating lease obligations or long-term liabilities other than an agreement

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis