Workflow
Armada Acquisition I(AACI)
icon
Search documents
Armada Acquisition I(AACI) - 2023 Q3 - Quarterly Report
2023-08-13 16:00
Business Combination and Financing - The Company extended the deadline to complete a business combination from February 17, 2023, to August 17, 2023, with 11,491,148 shares redeemed at approximately $10.19 per share, totaling $117,079,879 removed from the Trust Account[112]. - A Standby Equity Purchase Agreement allows Rezolve to issue and sell up to $250 million of ordinary shares during a 36-month period following the business combination[116]. - The Company approved a Charter Amendment to extend the business combination deadline to September 17, 2023, with the option for five additional one-month extensions until February 17, 2024[118]. - The Business Combination Agreement was amended to remove the requirement for Rezolve to have at least $5,000,001 of net tangible assets post-combination[121]. - The Business Combination Agreement was amended to substitute Rezolve for Cayman NewCo as the listed entity upon closing[127]. - The company extended the deadline to complete its initial business combination until February 17, 2024, following stockholder approval[138]. - The Company has the right of first refusal for any financing related to the initial Business Combination, extending from the IPO date until the completion of the Business Combination[156]. Financial Performance - For the three months ended June 30, 2023, the company reported a net loss of $559,584, with formation and operating costs of $775,911 and stock-based compensation of $134,363[136]. - For the nine months ended June 30, 2023, the company achieved a net income of $20,300, primarily from trust interest income of $2,697,147, offset by total costs of $2,676,847[136]. - The company reported cash used in operating activities of $1,391,186 for the nine months ended June 30, 2023[144]. Trust Account and Cash Management - As of June 30, 2023, the Trust Account held $37,158,121 in investments, primarily in U.S. Treasury Bills and money market funds[142]. - The Trust Account has released $118,066,020 to the company for tax obligations and redemptions, with $117,079,879 used for redemptions at a per-share price of approximately $10.19[144]. - The company had cash outside the Trust Account of $40,464 available for working capital needs as of June 30, 2023[140]. - The company plans to use substantially all funds in the Trust Account to complete its initial business combination, with an estimated annual franchise tax obligation of $163,200 for 2023[146]. IPO and Advisory Fees - The Company raised $150 million from its IPO by issuing 15,000,000 units at $10.00 per unit, with an additional $4,595,000 from a private placement of 459,500 Private Shares[113]. - The company incurred $3,537,515 in IPO-related costs, including $1,500,000 in underwriting fees[141]. - The advisory fee for the IPO was set at 1.0% of the aggregate proceeds, amounting to $1,500,000, paid upon closing[153]. - Northland Securities will receive a cash fee of 2.25% of the gross proceeds of the IPO, totaling $3,375,000, upon the consummation of the initial Business Combination[154]. - The total advisory fee for the initial Business Combination is $11,780,000, which includes $3,000,000 for capital markets advisory and $8,750,000 for financial advisory[153]. - A total of $1,030,000 is due to the representative for fairness opinions at the closing of the initial Business Combination[155]. - The Company has engaged CCM for advisory services related to the initial Business Combination, with fees payable at closing[153]. Promissory Notes and Liabilities - The Company issued a promissory note of $125,245 to the Sponsor, due upon liquidation or business combination, fully drawn as of the report date[117]. - An unsecured promissory note of up to $425,402 was issued to the Sponsor, with proceeds to be deposited into the Trust Account[120]. - The company has a total outstanding balance of $2,201,754 under promissory notes to the Sponsor as of June 30, 2023[147]. - The company borrowed $70,900 under the Extension Note to extend the termination date to September 17, 2023[122]. Internal Controls and Risk Factors - The Company has implemented internal controls over financial reporting to address previously identified material weaknesses[167]. - No material changes have occurred regarding risk factors previously disclosed in the Annual Report for the year ended September 30, 2022[169].
Armada Acquisition I(AACI) - 2023 Q2 - Quarterly Report
2023-05-14 16:00
Financial Performance - For the three months ended March 31, 2023, the company reported a net loss of $27,143, with formation and operating costs of $790,735 and stock-based compensation of $27,963, offset by trust interest income of $974,408 [112]. - For the six months ended March 31, 2023, the company achieved a net income of $579,884, driven by trust interest income of $2,264,081, despite formation and operating costs of $1,185,087 and stock-based compensation of $55,926 [112]. - The company had a net loss of $372,286 for the three months ended March 31, 2022, primarily due to operating costs of $384,629 and stock-based compensation of $27,963, partially offset by trust interest income of $12,243 [112]. - The company reported a net loss of $2,408,500 for the six months ended March 31, 2022, due to operating costs of $2,367,661 and stock-based compensation of $55,926 [113]. - For the six months ended March 31, 2023, cash used in operating activities was $1,195,701, with a net income of $579,884 primarily impacted by trust interest income of $2,264,081 [121]. Business Combination and Financing - The company entered into a Standby Equity Purchase Agreement allowing Rezolve to issue and sell up to $250 million of ordinary shares during a 36-month period following the closing of the Business Combination [99]. - The Business Combination Agreement with Rezolve is valued at $1,750,000,000, with shareholders of Rezolve receiving shares based on this valuation [102]. - The company extended the deadline to complete a business combination to August 17, 2023, following stockholder approval [95]. - The Business Combination Agreement with Rezolve includes a commitment from investors to purchase 2,050,000 ordinary shares for an aggregate purchase price of $20.5 million [137]. Trust Account and Cash Management - The company removed $117,079,879 from its Trust Account to pay holders who elected to redeem their shares at a per share redemption price of approximately $10.19 [95]. - As of March 31, 2023, the Trust Account has released $118,066,020 to the Company for tax obligations and redemptions, with $117,079,879 used for redemptions at a per-share price of approximately $10.19 [121]. - The total investment held in the Trust Account as of March 31, 2023, was $36,725,055, primarily in U.S. Treasury Bills and money market funds [119]. - The Company had cash outside the Trust Account of $235,949 available for working capital needs as of March 31, 2023 [116]. - Armada held $150,000,000 from the net proceeds of its IPO in a Trust Account, invested in U.S. government securities with a maturity of 185 days or less, indicating no material exposure to interest rate risk [140]. - The Company expects to use substantially all funds in the Trust Account to complete its initial business combination, with an estimated annual franchise tax obligation of $200,000 [123]. Costs and Liabilities - The Company incurred $3,537,515 in IPO-related costs, including $1,500,000 in underwriting fees [117]. - The aggregate balance outstanding under all promissory notes was $2,201,754 as of March 31, 2023 [124]. - The Company has no long-term debt or capital lease obligations, only an administrative agreement to reimburse the sponsor for services not exceeding $10,000 per month [129]. - The company has significant costs in pursuit of acquisition plans, raising substantial doubt about its ability to continue as a going concern if a business combination is not completed by August 17, 2023 [126]. Internal Controls and Risk Factors - As of March 31, 2023, the company's disclosure controls and procedures were deemed ineffective due to a material weakness related to accounting for excise tax liability on redemptions [143]. - There were no changes to the internal control over financial reporting during the fiscal quarter ended March 31, 2023, that materially affected the internal control [144]. - No material changes in risk factors were reported as of the date of the Quarterly Report, which could significantly affect the company's operations or financial condition [146]. Shareholder Matters - The company has the right to increase the number of Rezolve shares under the Incentive Plan by up to 5% per annum starting from 2023, subject to shareholder approval [109].
Armada Acquisition I(AACI) - 2023 Q1 - Quarterly Report
2023-02-13 16:00
Financial Performance - As of December 31, 2022, the company reported a net income of $607,027, compared to a net loss of $2,036,114 for the same period in 2021[81]. - For the three months ended December 31, 2022, the company reported a net income of $607,027, influenced by trust interest income of $1,289,673[90]. - Cash used in operating activities for the three months ended December 31, 2022, was $264,331, compared to $237,890 for the same period in 2021[90][91]. IPO and Financing - The company completed its IPO on August 17, 2021, raising gross proceeds of $150 million from the sale of 15,000,000 units at $10.00 per unit[66]. - In connection with the IPO, the company incurred $3,537,515 in related costs, including $1,500,000 in underwriting fees[86]. - The Company held $150,000,000 from the net proceeds of its IPO in a Trust Account, invested only in U.S. government securities with a maturity of 185 days or less[115]. - The company has entered into subscription agreements for the purchase of 2,050,000 Ordinary Shares at $10.00 per share, totaling $20.5 million, to be issued concurrently with the business combination[73]. - The Business Combination Agreement with Rezolve includes a provision for investors to purchase 2,050,000 ordinary shares at $10.00 per share, totaling $20.5 million[112]. Trust Account and Cash Management - The company had cash outside its Trust Account amounting to $363,247 available for working capital needs as of December 31, 2022[85]. - As of December 31, 2022, the Trust Account held investments totaling $153,634,598, primarily in U.S. Treasury Bills and money market funds[88]. - The company utilized $182,069 from the Trust Account to pay franchise tax obligations as of December 31, 2022[92]. - Approximately $116,864,975 will be removed from the Trust Account to pay holders of 11,491,148 shares of Common Stock who elected to redeem their shares at a price of approximately $10.17 per share[90]. Business Combination and Future Plans - The company extended the deadline to complete a business combination to August 17, 2023, with stockholders approving the extension on February 2, 2023[65]. - The business combination agreement with Rezolve Limited involves a valuation of $1,750,000,000, with shareholders receiving shares based on this valuation[72]. - The company plans to liquidate and dissolve if unable to complete the initial business combination within the specified period, redeeming 100% of outstanding public shares[67]. - The company has incurred significant costs in pursuit of acquisition plans, raising doubts about its ability to continue as a going concern if a business combination is not completed by August 17, 2023[95]. Administrative and Operational Costs - The company has agreed to reimburse the Sponsor for administrative services at a maximum of $10,000 per month, totaling $30,000 for the three months ended December 31, 2022[84]. - The outstanding balance due to the Sponsor as of December 31, 2022, was $2,201,754 under various loans[93]. - The company has engaged Cohen & Company Capital Markets for advisory services, with fees totaling $1,500,000 upon closing of the IPO and an additional $3,375,000 payable at the closing of the Business Combination[105][106]. Internal Controls and Economic Environment - As of December 31, 2022, the Company's disclosure controls and procedures were deemed effective by its principal executive and financial officers[118]. - There were no changes to the internal control over financial reporting during the fiscal quarter ended December 31, 2022, that materially affected the internal control[119]. - The Company is currently facing economic uncertainty and capital market disruptions due to geopolitical instability, particularly the conflict between Russia and Ukraine, and record inflation[122]. - The ongoing military conflict in Ukraine has led to significant volatility in commodity prices and supply chain interruptions, contributing to global inflation[122].
Armada Acquisition I(AACI) - 2022 Q4 - Annual Report
2022-12-21 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number Armada Acquisition Corp. I (Exact Name of Registrant as Specified in Its Charter) Delaware 85-3810850 State or Other Jurisdiction of Incorporation ...
Armada Acquisition I(AACI) - 2022 Q3 - Quarterly Report
2022-08-14 16:00
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40742 Armada Acquisition Corp. I (Exact name of registrant as specified in its charter) Delaware 85-3810850 (State or ...
Armada Acquisition I(AACI) - 2022 Q2 - Quarterly Report
2022-05-12 16:00
Table of Contents Title of each classTrading Symbol(s)Name of each exchange on which registered Units, each consisting of one share of Common Stock and one-half of one Redeemable Warrant AACIU The Nasdaq Stock Market LLC Common Stock, par value $0.0001 per share AACI The Nasdaq Stock Market LLC Warrants, each exercisable for one share of Common Stock for $11.50 per share AACIW The Nasdaq Stock Market LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY ...
Armada Acquisition I(AACI) - 2022 Q1 - Quarterly Report
2022-02-09 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Delaware 85-3810850 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Title of each class Trading Symbol(s) Name of each exchange on which registered Units, each consisting of one share of Common Stock and one-half of one Redeemable Warrant AACIU The Nasdaq Stock Market LLC Common Stock, par value $0.0001 per share AACI The Nasdaq Stock Market LLC Warrants, each exercisable for one share ...