GCT Semiconductor Holding, Inc. 10-Q

Item 1A. Risk Factors. Factors that could cause our actual results to differ materially from those in this Quarterly Report are any of the risks described in our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 27, 2023 (the “Annual Report”), our Quarterly Report on Form 10-Q for the period ended June 30, 2023, filed with the SEC on August 10, 2023 (the “Q2 Report”), and the Registration Statement on Form S-4 filed with the SEC on November 13, 2023 (“Form S-4”). Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations. As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in our Annual Report, Q2 Report and Form S-4, except that, as reported in our Current Report on Form 8-K filed on November 13, 2023, (i) on November 7, 2023, we filed an amendment to our amended and restated certificate of incorporation (the “Charter Amendment”) which extended the date by which we have to consummate a Business Combination from November 8, 2023 to August 8, 2024, or such earlier date as may be determined by our board of directors, without the requirement that our Sponsor deposit additional funds into the Trust Account, and (ii) in connection with the stockholder vote to approve the Charter Amendment, holders of 98,573 shares of our Class A common stock properly exercised their right to redeem their shares for cash at a redemption price of approximately $10.70 per share, for an aggregate redemption amount of approximately $1.1 million, leaving approximately $42.2 million in the Trust Account (and resulting in our initial stockholders owning a significantly greater percentage of the total number of shares of our outstanding common stock).