Financial Position - As of December 31, 2024, the Trust Account held $8,544,857, approximately $11.58 per share[213]. - As of April 30, 2024, there was $8,344,700, approximately $11.30 per share, held in the Trust Account after stockholders redeemed 839,332 Class A Shares for $9,513,007[207]. - The Company has $101,511 held in a restricted investment account reserved for potential dissolution costs if it fails to complete a business combination[213]. - As of December 31, 2024, the shares of Class A common stock subject to possible redemption amount to $8,646,368, classified as temporary equity[230]. - The Company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2024[223]. Business Combination Plans - The company has incurred costs in pursuit of its initial business combination plans and does not expect to generate operating revenues until after the completion of such a combination[210]. - The company has extended the deadline for completing an initial business combination to May 1, 2026, with the possibility of further extensions[209]. - Management has raised substantial doubt about the company's ability to continue as a going concern if a business combination is not completed by May 2, 2025[217]. - The Company intends to use substantially all funds in the Trust Account for an initial business combination, with remaining proceeds allocated for working capital and growth strategies[218]. - The Company may need additional financing to complete its business combination or to meet obligations if cash on hand is insufficient[219]. Financial Performance - For the year ended December 31, 2024, the net loss was $2,697,841, including interest income of $576,286 and a gain of $858,100 on the change in fair value of derivative warrant liabilities[211][216]. - The company reported interest income of $4,216,411 for the year ended December 31, 2023, alongside a net loss of $2,283,526[212]. - The company’s operating expenses totaled $3,942,881 for the year ended December 31, 2024[211]. Loans and Financing - The Sponsor has provided a total of $1,335,000 in loans for working capital purposes during the year ended December 31, 2024, with outstanding amounts of $2,335,000 as of December 31, 2024[222]. - The Company will pay a cash fee of 3.5% of the gross proceeds of the Public Offering to B. Riley Securities, Inc. upon consummation of the initial business combination[225]. Derivative Instruments - The Company has determined that Public Warrants and Private Placement Warrants are derivative instruments, recorded at fair value[231]. - The Company has no dilutive securities or contracts that could potentially be exercised or converted into common stock as of December 31, 2024[236]. Regulatory Compliance - The Company is evaluating the impact of ASU 2023-09 on its financial statements, effective January 1, 2025, which aims to enhance income tax disclosures[237]. Administrative Expenses - The Company has a monthly fee obligation of $15,000 to an affiliate of the Sponsor for office space and administrative support, payable upon completion of a business combination[224].

Financial Performance - For the three months ended September 30, 2024, the company reported a net loss of $691,836, compared to a net loss of $749,750 for the same period in 2023[162]. - For the nine months ended September 30, 2024, the company reported a net loss of $2,120,903 compared to a net income of $2,027,782 for the same period in 2023[163]. - The company incurred operating expenses totaling $999,367 for the three months ended September 30, 2024, compared to $359,684 for the same period in 2023[162]. - Operating expenses for the nine months ended September 30, 2024 totaled $3,188,033, significantly higher than the $1,712,882 reported for the same period in 2023[163]. - The company has not generated any revenues to date and only incurs expenses related to being a public company and due diligence for business combinations[161]. Shareholder Information - As of March 5, 2024, there were 7,327,478 issued and outstanding shares of common stock, including 7,077,478 Class A shares and 250,000 Class B shares[153]. - Stockholders holding 839,322 Class A Shares redeemed their shares for a pro rata portion of the funds in the Trust Account, resulting in $9,400,518 being removed from the Trust Account[157]. - The company accounts for its Class A common stock subject to possible redemption as temporary equity, totaling $8,593,900 as of September 30, 2024[180]. - As of September 30, 2024, the Company did not have any dilutive securities or contracts that could potentially be exercised or converted into common stock, resulting in diluted net income per share being the same as basic net income per share[185]. Business Combination and Operations - The company entered into a Merger Agreement on February 21, 2024, with Car Tech, LLC, involving an Aggregate Merger Consideration of $80,000,000 plus an additional $40,000,000 in Earn Out Consideration[150]. - The company intends to continue pursuing its initial business combination and aims to list its Common Stock and Warrants on Nasdaq[160]. - The company has the option to extend the date to consummate its initial business combination up to six times, with the first extension approved to December 2, 2024[155]. - If the company fails to complete an initial business combination by December 2, 2024, it will cease operations and liquidate[166]. Financial Resources and Commitments - The company may lack sufficient financial resources to sustain operations for at least one year from the issuance date of the financial statements[166]. - The company has received loan commitments totaling up to $2,050,000 from the Sponsor to ensure working capital for at least 12 months[173]. - During the nine months ended September 30, 2024, the Sponsor loaned $1,135,000 to the company for working capital purposes[173]. - The company has $100,632 in a restricted investment account reserved for potential dissolution costs if an initial business combination is not completed[165]. - The company has no long-term debt or off-balance sheet financing arrangements as of September 30, 2024[174]. Regulatory and Accounting Updates - The company received a notice from Nasdaq on October 29, 2024, regarding the delisting of its securities due to failure to complete its initial business combination by October 28, 2024[159]. - The Financial Accounting Standards Board issued ASU 2023-09, which will enhance the transparency of income tax disclosures, effective for the Company starting January 1, 2025[186]. - The company has not engaged in any hedging activities since its inception and does not expect to engage in any hedging activities regarding market risk[187]. Trust Account Information - As of September 30, 2024, the company held $8,493,268 in the Trust Account, equating to approximately $11.51 per share[165]. - Interest income earned on funds held in trust for the three months ended September 30, 2024 was $109,352, while for the same period in 2023 it was $227,386[162].

Financial Performance - For the three months ended June 30, 2024, the company reported a net loss of $169,187 compared to a net income of $1,066,985 for the same period in 2023[142]. - For the six months ended June 30, 2024, the company had a net loss of $1,429,067, while net income for the same period in 2023 was $2,777,532[143]. - The company has incurred operating expenses totaling $985,611 for the three months ended June 30, 2024, compared to $766,890 for the same period in 2023[142]. - The company has not generated any operating revenues to date and relies on interest income from marketable securities[141]. - The company’s net income (loss) per share is calculated using the two-class method, with no dilutive securities as of June 30, 2024[163]. Cash and Investments - As of June 30, 2024, the company held $8,417,407 (approximately $11.40 per share) in the Trust Account, with an additional cash balance of $139,651 available for working capital[144]. - As of June 30, 2024, the company had cash of $239,271 held outside the Trust Account, with $99,620 reserved for taxes and dissolution costs[150]. - The company has outstanding loans from the Sponsor totaling $1,735,000 as of June 30, 2024, with accrued interest of $47,175[152]. - The company has common stock subject to possible redemption amounting to $8,501,827 as of June 30, 2024, classified as temporary equity[158]. - As of June 30, 2024, the company has $99,620 in a restricted investment account reserved for potential dissolution costs if the initial business combination is not completed[144]. Business Combination and Agreements - The company entered into a Merger Agreement on February 21, 2024, with Car Tech, LLC, which will constitute a business combination[132]. - The Aggregate Merger Consideration for the business combination is set at $80,000,000, plus an additional $40,000,000 in Earn Out Consideration[134]. - Stockholders holding 839,322 Class A Shares redeemed their shares for a total of $9,400,518 (approximately $11.20 per share) from the Trust Account[140]. - The company plans to extend the deadline for completing an initial business combination from May 2, 2024, to November 2, 2024, with the possibility of further extensions[138]. - The company intends to use substantially all funds in the Trust Account to complete an initial business combination and pursue growth strategies[148]. Financing and Debt - The company may need to obtain additional financing to complete its initial business combination or to redeem public shares, which could involve issuing additional securities or incurring debt[149]. - The company has no long-term debt or significant off-balance sheet arrangements as of June 30, 2024[153]. - The company will pay a cash fee of 3.5% of the gross proceeds of the Public Offering to B. Riley Securities, Inc. upon consummation of the initial business combination[155]. Regulatory and Accounting Matters - The company is evaluating the impact of ASU 2023-09 on its financial statements, effective January 1, 2025[164]. - The company has not engaged in any hedging activities since inception and does not expect to do so in the future[165].

Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of $1,259,880 compared to a net income of $1,710,547 for the same period in 2023[161]. - Interest income earned on funds held in Trust for the three months ended March 31, 2024 was $229,469, down from $2,423,610 in the same period of 2023[161]. - Operating expenses for the three months ended March 31, 2024 totaled $1,203,055, significantly higher than $586,289 for the same period in 2023[161]. - The company has not generated any operating revenues to date and only incurs expenses related to being a public company and due diligence for business combinations[160]. - The company expects to continue incurring significant costs in pursuit of its initial business combination, with no assurance of success[147]. - The company may lack sufficient financial resources to sustain operations for at least one year from the issuance date of the financial statements, raising substantial doubt about its ability to continue as a going concern[163]. Business Combination and Agreements - The company entered into a Merger Agreement on February 21, 2024, with Car Tech, LLC, involving an Aggregate Merger Consideration of $80,000,000 plus an additional $40,000,000 in Earn Out Consideration[150]. - The company plans to file a registration statement on Form S-4 with the SEC for the proposed business combination, which will include a proxy statement and prospectus[153]. - The company extended the deadline for completing a business combination from May 2, 2024, to November 2, 2024, with potential further extensions up to May 2, 2025[156]. - The company intends to use substantially all funds in the Trust Account to complete an initial business combination, with remaining proceeds allocated for working capital and growth strategies[165]. Trust Account and Cash Position - As of April 30, 2024, the Trust Account held $8,344,699.85, approximately $11.30 per share of Class A common stock subject to redemption[159]. - As of March 31, 2024, the Trust Account held $17.8 million, approximately $11.30 per share, while cash outside the Trust Account was $96,892[162]. - As of March 31, 2024, the company had cash of $206,871 outside the Trust Account, with $109,979 reserved for taxes and dissolution costs if the initial business combination fails[167]. - Stockholders redeemed 21,422,522 Class A Shares for a total of $222,484,624 (approximately $10.38 per share) in connection with the Extension approved on April 28, 2023[154]. Financing and Debt - The Sponsor has committed to provide up to $1.8 million in loans for working capital, with $175,000 loaned during the three months ended March 31, 2024[169]. - The company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2024[170]. Securities and Valuation - Upon consummation of the initial business combination, a cash fee of 3.5% of the gross proceeds of the Public Offering will be paid to B. Riley Securities, Inc.[172]. - The company has determined that its Public and Private Placement Warrants are classified as derivative liabilities and are measured at fair value[178]. - As of March 31, 2024, the company did not have any dilutive securities that could potentially be exercised or converted into common stock[182]. Regulatory and Accounting Matters - The company is evaluating the impact of ASU 2023-09 on its financial statements, effective January 1, 2025, which aims to enhance income tax disclosures[183].

Financial Performance - For the year ended December 31, 2023, the company reported net income of $2,473,401, which included interest income of $4,216,411 and a gain of $1,410,000 from changes in fair value of derivative warrant liabilities [197]. - The company incurred total operating expenses of $2,283,526 for the year ended December 31, 2023, which included administrative fees of $180,000 and general and administrative expenses of $1,689,526 [197]. - Net income for the year ended December 31, 2023, was $2,473,401, a decrease from $12,854,233 in 2022 [235]. - Total expenses for 2023 were $2,283,526, up from $1,532,385 in 2022, indicating a 49% increase [235]. - Income earned on investments held in the Trust Account was $4,216,411 in 2023, compared to $3,376,559 in 2022, reflecting a 25% increase [235]. - Basic and diluted net income per share for Class A common stock was $0.17 for the year ended December 31, 2023, compared to $0.45 in 2022 [285]. - The Company recorded a federal income tax provision of $861,417 for the year ended December 31, 2023, compared to $630,066 for 2022 [340]. - The effective tax rate for the year ended December 31, 2023, was 25.83%, significantly higher than the 4.7% effective tax rate for 2022 [343]. Assets and Liabilities - As of December 31, 2023, the total assets of the company were $17,952,145, a significant decrease from $237,965,034 as of December 31, 2022 [231]. - The company reported current assets of $360,609 as of December 31, 2023, down from $591,496 in the previous year [231]. - Total current liabilities increased to $4,126,409 in 2023 from $673,227 in 2022, representing a significant rise [232]. - Total liabilities rose to $13,116,409 in 2023 from $11,073,227 in 2022, marking an increase of 18.4% [232]. - The company had an accumulated deficit of $(12,864,985) as of December 31, 2023, compared to $(9,494,365) in 2022 [233]. - The Company had a working capital deficit of approximately $3.8 million and current liabilities of approximately $4.1 million as of December 31, 2023 [263]. Trust Account and Business Combination - As of December 31, 2023, the Trust Account held $17,591,536, approximately $11.15 per share, available for business combination purposes [199]. - The company intends to use funds in the Trust Account primarily to complete an initial business combination and for working capital of the target business [203]. - The Company must complete a Business Combination with a fair market value equal to at least 80% of the net assets held in the Trust Account [253]. - If the Company fails to complete a Business Combination by May 2, 2024, it will cease operations and liquidate [264]. - The Company has scheduled a special meeting for April 16, 2024, to consider an extension proposal to extend the deadline for completing a business combination from May 2, 2024, to November 2, 2024 [195]. - The proposal allows the board to extend the deadline for consummating an initial business combination up to six additional months, with each extension being one month, potentially extending to May 2, 2025 [351]. - Approximately 78% of the Class A shares eligible to vote at the special meeting are held by the sponsor, indicating strong support for the proposed extension [351]. Loans and Financing - The company has received a total of $1,825,000 in loans from the Sponsor for working capital purposes, with $1,000,000 outstanding as of December 31, 2023 [206]. - The Company had $108,610 in a restricted investment account, with $100,000 reserved for potential dissolution costs [252]. - The deferred underwriting fees of $8,050,000 are contingent upon the consummation of the Business Combination [252]. Stockholder Activity - Stockholders redeemed 21,422,522 Class A Shares for a total of $222,484,624, approximately $10.38 per share, in connection with the extension approved on April 28, 2023 [193]. - Stockholders redeemed 21,422,522 Class A Shares for a pro rata portion of the Trust Account, resulting in $222,484,624 being removed from the Trust Account [251]. Corporate Structure and Operations - The company is a Special Purpose Acquisition Corporation (SPAC) and is required to complete a business combination by May 2, 2024, or November 2, 2024, if an extension is approved [225]. - The company did not commence any operations as of December 31, 2023, and all activities were related to its formation and initial public offering [245]. - The Company completed a private placement of 12,000,000 warrants, generating gross proceeds of $12,000,000 at a purchase price of $1.00 per warrant [247]. - The Company generated gross proceeds of $230,000,000 from its Initial Public Offering, which was completed on November 2, 2021 [246]. Regulatory Compliance - The Company received a notice from Nasdaq on October 9, 2023, indicating non-compliance with the requirement of maintaining at least 400 total holders for continued listing [267]. - A plan to regain compliance was submitted to Nasdaq on November 20, 2023, which may grant an extension of up to 180 days if accepted [268]. Derivative Liabilities and Fair Value - The total fair value of the Company's derivative liability was $940,000 as of December 31, 2023, down from $2,350,000 in 2022 [338]. - The Company recorded a gain of $1,410,000 on the change in fair value of derivative warrants for the year ended December 31, 2023, compared to a gain of $11,640,000 for 2022 [338]. - The fair value of Private Placement Warrants decreased from $1,200,000 in 2022 to $480,000 in 2023, while Public Warrants decreased from $1,150,000 to $460,000 in the same period [333]. Taxation - The change in valuation allowance for deferred tax assets was $386,973 in 2023, up from $239,426 in 2022 [340]. - The Company is subject to income taxation by major taxing authorities since inception, with no expected material changes in unrecognized tax benefits over the next twelve months [290]. - There were no unrecognized tax benefits or amounts accrued for interest and penalties as of December 31, 2023, and 2022 [289].

Core Viewpoint - Car Tech, LLC and AltEnergy Acquisition Corp. have announced a definitive business combination agreement that will lead to Car Tech becoming a publicly traded company on the NASDAQ Capital Market, focusing on expanding its U.S. manufacturing operations, particularly in the EV battery-related body parts sector [1][2]. Company Overview - Car Tech is a U.S. stamped auto-body parts manufacturer and a subsidiary of Shinyoung Co., Ltd., which has over 50 years of experience in the metal stamping industry [4]. - Car Tech was founded in 2016 to lead Shinyoung's expansion in U.S. sales and is a Tier-One supplier to major automotive companies, including BMW, Volvo, and Volkswagen [4]. - The company is set to supply battery-related parts to BlueOval, a joint venture between Ford and SK On, starting in 2025 [3][4]. Market Position and Strategy - The electric vehicle market is expected to grow significantly, leading to increased demand for high-quality special purpose car parts, positioning Car Tech favorably to capitalize on these trends [2]. - Car Tech aims to expand its manufacturing capacity to fulfill new orders from major global OEMs and deepen its partnership with AltEnergy, which has expertise in energy transition and battery investments [2][3]. Transaction Details - The merger has been unanimously approved by the Boards of Directors of both companies and is expected to be completed in the first half of 2024, pending regulatory and stockholder approvals [3]. - Following the merger, Car Tech will become a wholly-owned subsidiary of AltEnergy, which will be renamed upon the transaction's closing [8].

Financial Position - As of September 30, 2023, the Company held $17,483,547 (approximately $11.08 per share) in the Trust Account[130] - As of September 30, 2023, the Company had cash of $79,413 available for working capital purposes[130] - The Sponsor provided a total of $535,000 in loans for working capital during the nine months ended September 30, 2023[137] - The Company may lack sufficient financial resources to sustain operations for the next year, raising substantial doubt about its ability to continue as a going concern[131] - The company has no long-term debt or capital lease obligations, only a monthly fee of $15,000 for office space and support, which began on October 28, 2021[139] Financial Performance - For the three months ended September 30, 2023, the Company reported a net loss of $727,307, compared to a net income of $920,184 for the same period in 2022[127] - For the nine months ended September 30, 2023, the Company had a net income of $2,422,758, down from $10,089,460 in the same period of 2022[128] - The Company incurred operating expenses totaling $1,337,787 for the nine months ended September 30, 2023[128] - The Company has no revenues to date and only generates non-operating income from interest on marketable securities[126] Business Combination - On April 28, 2023, stockholders approved an extension of the business combination period to May 2, 2024, with 21,422,522 Class A Shares redeemed for $222,484,624[124] - The Company intends to use funds in the Trust Account primarily to complete an initial business combination and for working capital of the target business[132] - Upon the completion of the initial business combination, the company will pay B. Riley Securities, Inc. a cash fee of 3.5% of the gross proceeds of the Public Offering[140] Equity and Derivatives - As of September 30, 2023, shares of Class A common stock subject to possible redemption amounted to $17,366,793, classified as temporary equity[144] - The company evaluates its financial instruments to determine if they are derivatives, with Public and Private Placement Warrants classified as derivative instruments[145] - The Public Warrants were valued using publicly available prices and classified as Level 1 on the Fair Value Hierarchy as of September 30, 2023[147] - Net income per share is calculated by dividing net income by the weighted average number of shares outstanding, with no dilutive securities as of September 30, 2023[150] - The company has not engaged in any hedging activities since inception and does not expect to do so in the future[152]

Financial Performance - For the three months ended June 30, 2023, the company reported a net income of $1,342,399, compared to $908,400 for the same period in 2022, reflecting a year-over-year increase of approximately 47.7%[134] - The net income for the six months ended June 30, 2023, was $3,150,065, a decrease from $9,169,276 in the same period of 2022, indicating a decline of approximately 65.6%[135] - The company incurred operating expenses totaling $1,031,735 for the six months ended June 30, 2023, compared to $777,750 for the same period in 2022, representing an increase of approximately 32.5%[136] Trust Account and Shareholder Activity - As of June 30, 2023, the company held $17,256,161 in the Trust Account, equating to approximately $10.94 per share of Class A common stock subject to redemption[137] - Stockholders redeemed 21,422,522 Class A Shares for a pro rata portion of the funds in the Trust Account, resulting in $222,484,624.02 being removed from the Trust Account[131] - As of June 30, 2023, the Class A common stock subject to possible redemption amounts to $17,096,912, classified as temporary equity[151] Financial Position and Obligations - The company has no obligations, assets, or liabilities considered off-balance sheet arrangements as of June 30, 2023[145] - The company has no long-term debt or capital lease obligations, only a monthly fee of $15,000 for office space and support, which began on October 28, 2021, and was amended to accrue until a business combination or liquidation[146] - The company may lack the financial resources to sustain operations for a reasonable period, raising substantial doubt about its ability to continue as a going concern[138] Business Combination and Financing - The company intends to use substantially all funds in the Trust Account to complete an initial business combination, with additional financing potentially required for larger target businesses[139] - Upon the completion of the initial business combination, the company will pay B. Riley Securities, Inc. a cash fee of 3.5% of the gross proceeds from the Public Offering[147] Financial Instruments and Valuation - The company evaluates its financial instruments to determine if they are derivatives, with Public and Private Placement Warrants classified as derivative instruments and measured at fair value[152] - The Public Warrants are valued using publicly available prices and classified as Level 1 on the Fair Value Hierarchy, while Private Placement Warrants are classified as Level 3 due to unobservable inputs[153] Cash and Working Capital - As of June 30, 2023, cash held outside the Trust Account was $551,407, with $475,762 reserved for taxes and dissolution costs[141] - The company has received loans from the Sponsor totaling $355,000 for working capital purposes during the three and six months ended June 30, 2023[144] Earnings Per Share - Net income per share is calculated using the two-class method, with no dilutive securities as of June 30, 2023, resulting in diluted net income per share being the same as basic net income per share[157] Market and Interest Rate Risk - As of June 30, 2023, the company is not subject to any market or interest rate risk and has not engaged in hedging activities since inception[158]

Financial Position - As of March 31, 2023, the Company had investments held in the Trust Account amounting to $239.8 million, primarily in U.S. government securities[114]. - The Company has a working capital deficit of approximately $1,094,000 as of March 31, 2023[114]. - The Company had cash of approximately $88,000 outside the Trust Account as of March 31, 2023, intended for operational expenses[114]. - The Sponsor provided $175,000 for working capital purposes, which remained outstanding as of December 31, 2022[121]. - The Company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2022[122]. Income and Expenses - For the three months ended March 31, 2023, the Company reported a net income of $1,807,666, compared to $8,260,876 for the same period in 2022[113]. - Interest income for the three months ended March 31, 2023 was $2,423,610, while operating expenses totaled $492,689[113]. Shareholder Activity - Stockholders holding 21,422,522 Class A Shares redeemed their shares for approximately $222.5 million, resulting in a balance of $16,382,973 in the Trust Account as of May 15, 2023[110]. - As of March 31, 2023, the Class A common stock subject to possible redemption amounts to $234,600,000, classified as temporary equity[126]. Business Operations and Future Plans - The Company intends to use substantially all funds in the Trust Account to complete an initial business combination[116]. - If the Company fails to complete an initial business combination by May 2, 2024, it will cease operations and liquidate[115]. Derivative Instruments - The Public Warrants are valued using publicly available prices and classified as Level 1 on the Fair Value Hierarchy as of March 31, 2023[129]. - The Private Placement Warrants are valued using a modified Black-Scholes model and classified as Level 3 on the Fair Value Hierarchy due to unobservable inputs[129]. - The Company has determined that the Public Warrants and Private Placement Warrants are derivative instruments and are recorded as derivative liabilities on the balance sheet[128]. - The derivative instruments are recorded at fair value as of the closing date of the Initial Public Offering and re-valued at each reporting date[127]. Accounting Policies - The net income per share is calculated using the two-class method, with no dilutive securities affecting the diluted net income per common share as of March 31, 2023[132]. - The Company applies ASC 480 guidance for accounting for shares of common stock subject to possible redemption, classifying them as temporary equity[126]. - The Company does not anticipate any material effects from recently issued accounting standards that are not yet effective[133]. - The Company has not engaged in any hedging activities since inception and does not expect to do so regarding market risk[133]. - The Company has not been subject to any market or interest rate risk as of March 31, 2023[133].

Financial Performance - For the year ended December 31, 2022, the company reported a net income of $13,805,233, which included interest income of $3,376,559 and a gain of $12,591,000 from the change in fair value of derivative warrant liability[224]. - The company reported a net income of $13,805,233 for the year ended December 31, 2022, compared to $11,639,507 for the period from February 9, 2021, through December 31, 2021, reflecting a growth of approximately 18.6%[258]. - Basic and diluted net income per share of Class A common stock was $0.48 for the year ended December 31, 2022, down from $1.17 for the prior period[258]. - Total expenses for the year ended December 31, 2022, were $1,532,260, significantly higher than $640,595 for the previous period, representing an increase of approximately 139.5%[258]. - For the year ended December 31, 2022, the net income was $13,805,233, an increase from $11,639,507 in the previous year[264]. Initial Public Offering (IPO) Details - The company generated gross proceeds of $230,000,000 from the initial public offering of 23,000,000 units at a price of $10.00 per unit[225]. - The company incurred a total of $4,600,000 in underwriting fees and $635,000 in other costs related to the initial public offering, with $8,050,000 in underwriting fees deferred[217]. - The company incurred $13,355,589 in transaction costs related to the initial public offering, including $4,600,000 in underwriting fees and $8,050,000 in deferred underwriting fees[225]. - The company generated additional gross proceeds of $30,000,000 from the sale of 3,000,000 Units at an offering price of $10.00 per Unit due to the exercise of the over-allotment option[331]. - The company sold 20,000,000 Units at a price of $10.00 per Unit during the Initial Public Offering, generating gross proceeds of $200,000,000[313]. Financial Position and Resources - As of December 31, 2022, total assets amounted to $237,965,034, compared to $236,424,406 as of December 31, 2021, indicating a slight increase[254]. - The company had 23,000,000 shares of Class A common stock subject to possible redemption, valued at $10.28 per share as of December 31, 2022[256]. - The company reported a working capital deficit of $81,731 and current liabilities of $673,227, which includes $368,804 related to taxes[281]. - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2022[235]. - The company has a cash balance of $212,232 as of December 31, 2022[281]. Going Concern and Operational Risks - The company may lack sufficient financial resources to sustain operations for a reasonable period, raising substantial doubt about its ability to continue as a going concern[228]. - The company is at risk of ceasing operations if a business combination is not completed by May 2, 2023, raising substantial doubt about its ability to continue as a going concern[250]. - The Company will cease operations and liquidate if it does not complete a Business Combination by May 2, 2023[282]. - Management is evaluating the potential impact of the COVID-19 pandemic on the Company's financial position and operations[285]. Business Combination and Trust Account - The company intends to use substantially all funds in the Trust Account to complete an initial business combination, with remaining proceeds for working capital[229]. - The company must complete a Business Combination with a fair market value equal to at least 80% of the net assets held in the Trust Account[272]. - The company placed $234,600,000 in a trust account from the net proceeds of the Initial Public Offering, which may be invested in U.S. government securities[270]. - The holders of Founder Shares have agreed to waive their liquidation rights if the Company fails to complete a Business Combination within the Combination Period[277]. - The Company will provide Public Stockholders the opportunity to redeem their shares for a pro rata portion of the amount in the Trust Account, initially anticipated to be $10.20 per share[273]. Tax and Valuation Matters - The company recorded a net deferred tax asset of $7,190 as of December 31, 2022, compared to $0 as of December 31, 2021, with total deferred tax assets increasing from $134,525 to $381,141[353]. - The company has no unrecognized tax benefits or amounts accrued for interest and penalties as of December 31, 2022[305]. - The company has established a full valuation allowance for deferred tax assets due to significant uncertainty regarding future realization[354]. - The valuation allowance for deferred tax assets increased by $239,426 in 2022, indicating management's assessment of realization uncertainty[354]. Warrants and Equity - The company has 23,500,000 warrants exercisable to purchase Class A common stock, which are contingent upon future events[299]. - The fair value of the Public Warrants was classified as Level 1, while the Private Placement Warrants were classified as Level 3 due to the use of unobservable inputs[310]. - The Public Warrants will become exercisable 30 days after the completion of a Business Combination and will expire five years after that completion[335]. - The Private Placement Warrants are non-redeemable and exercisable on a cashless basis, except under certain conditions[340]. - The Class A common stock subject to possible redemption was valued at $236,385,597 as of December 31, 2022, classified as temporary equity[296].