12 unchanged sentences
We intend to effectuate our business combination using cash from the proceeds of the Initial Public Offering and the sale of the Private Placement Warrants, our capital stock, debt or a combination of cash, stock and debt.
−Removed: As indicated in the accompanying financial statements, as of June 30, 2024, we had $1,396,782 in our operating bank account.
+Added: As indicated in the accompanying financial statements, as of September 30, 2024, we had $1,189,876 in our operating bank account.
Further, we expect to continue to incur significant costs in the pursuit of initial business combinations.
6 unchanged sentences
(i) the consummation of a Business Combination and (ii) the distribution of the Trust Account, as described below.
−Removed: We have until April 25, 2025 to complete a Business Combination (the “Combination Period”).
+Added: We have until April 25, 2025 to complete a Business Combination.
If the Company is unable to complete a Business Combination within the Combination Period, the Company will as promptly as reasonably possible but not more than ten business days thereafter, redeem the public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account (less taxes payable and up to $100,000 of interest income to pay liquidation expenses) divided by the number of the then-outstanding public shares, which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any), subject to the Company’s obligations under Cayman Islands law to provide for claims of creditors and to the other requirements of applicable law.
−Removed: There will be no redemption rights or
−Removed: liquidating distributions with respect to the Company’s warrants, which may expire worthless if the Company fails to complete a Business Combination within the Combination Period.
+Added: There will be no redemption rights or liquidating distributions with
+Added: respect to the Company’s warrants, which may expire worthless if the Company fails to complete a Business Combination within the Combination Period.
Results of Operations
−Removed: All activity for the period from March 15, 2021 (inception) through June 30, 2024 related to our formation and the preparation for the Initial Public Offering, and since the closing of the Initial Public Offering, the search for a prospective initial business combination.
+Added: All activity for the period from March 15, 2021 (inception) through September 30, 2024 related to our formation and the preparation for the Initial Public Offering, and since the closing of the Initial Public Offering, the search for a prospective initial business combination.
We will not generate any operating revenues until after the completion of our initial Business Combination.
1 unchanged sentence
We expect to incur increased expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.
−Removed: For the three months ended June 30, 2024, we had net income of $6,585,367, which consisted of investment income earned on investments held in Trust Account of $6,958,789, offset by general and administrative costs of $373,422.
−Removed: For the six months ended June 30, 2024, we had net income of $12,978,757, which consisted of investment income earned on investments held in Trust Account of $13,807,691, offset by general and administrative costs of $828,934.
−Removed: For the three months ended June 30, 2023, we had net income of $3,565,936, which consisted of investment income earned on investments held in Trust Account of $3,873,223, offset by general and administrative costs of $307,287.
−Removed: For the six months ended June 30, 2023, we had net income of $3,565,636, which consisted of investment income earned on investments held in Trust Account of $3,873,223, offset by general and administrative costs of $307,587.
+Added: For the three months ended September 30, 2024, we had net income of $6,964,802, which consisted of investment income earned on investments held in Trust Account of $7,407,809, offset by general and administrative costs of $443,007.
+Added: For the nine months ended September 30, 2024, we had net income of $19,943,559, which consisted of investment income earned on investments held in Trust Account of $21,215,500, offset by general and administrative costs of $1,271,941.
+Added: For the three months ended September 30, 2023, we had net income of $6,400,142, which consisted of investment income earned on investments held in Trust Account of $6,784,071, offset by general and administrative costs of $383,929.
+Added: For the nine months ended September 30, 2023, we had net income of $9,965,778, which consisted of investment income earned on investments held in Trust Account of $10,657,294, offset by general and administrative costs of $691,516.
Going Concern Considerations, Liquidity and Capital Resources
−Removed: As of June 30, 2024, we had $1,396,782 in our operating bank account and working capital of $1,307,006.
+Added: As of September 30, 2024, we had $1,189,876 in our operating bank account and working capital of $863,999.
Our liquidity needs to date have been satisfied through a contribution of $25,000 from our Sponsor to cover certain expenses in exchange for the issuance of the Class B ordinary shares, a loan of $366,781 from our Sponsor pursuant to the Promissory Note (see Note 4) and the proceeds from the consummation of the Private Placement not held in the Trust Account.
1 unchanged sentence
In addition, in order to finance transaction costs in connection with a Business Combination, our Sponsor or an affiliate of our Sponsor may provide us with Working Capital Loans.
−Removed: As of June 30, 2024 and December 31, 2023, there were no amounts outstanding under any Working Capital Loans.
+Added: As of September 30, 2024 and December 31, 2023, there were no amounts outstanding under any Working Capital Loans.
In connection with our assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” our management has determined that the mandatory liquidation of the Trust Account, should a business combination not occur, raises substantial doubt about our ability to continue as a going concern for a period of time within one year after the date that the unaudited condensed financial statements are issued.
18 unchanged sentences
If the Business Combination does not occur, we will not be required to pay these contingent fees.
−Removed: As of June 30, 2024, the amount of these contingent fees with the service provider was $732,045.
+Added: As of September 30, 2024, the amount of these contingent fees with the service provider was $732,045.
Critical Accounting Estimates
8 unchanged sentences
Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within our control) are classified as temporary equity.
−Removed: At all other times, Class A ordinary shares are classified as shareholders’ equity.
+Added: At all other times, Class A ordinary shares are classified as shareholders’ equity (deficit).
Our Class A ordinary shares feature certain redemption rights that are considered to be outside of our control and subject to the occurrence of uncertain future events.
−Removed: Accordingly, as of June 30, 2024 and December 31, 2023, 50,000,000 Class A ordinary shares, subject to possible redemption are presented as temporary equity, outside of the shareholders’ deficit section of our unaudited condensed balance sheets.
+Added: Accordingly, as of September 30, 2024 and December 31, 2023, 50,000,000 Class A ordinary shares, subject to possible redemption are presented as temporary equity, outside of the shareholders’ deficit section of our condensed balance sheets.
We recognize changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period.
19 unchanged sentences
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.