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Acri Capital Acquisition (ACAC) - 2024 Q2 - Quarterly Report

IPO and Business Combination - The Company completed its IPO on June 14, 2022, raising gross proceeds of 86.25millionfromthesaleof8,625,000unitsat86.25 million from the sale of 8,625,000 units at 10.00 per unit[116]. - The Company has entered into a business combination agreement with Foxx Development Inc., with the closing expected to make Purchaser a publicly traded company[118]. - The Company intends to use substantially all funds in the Trust Account to complete the Business Combination, with approximately 21.2millionremainingasofJune30,2024[134].TheCompanyhasextendedthedeadlinetocompletetheBusinessCombinationtoSeptember14,2024,throughmonthlypaymentsintotheTrustAccount[122].TheCompanyhasdepositedanaggregateof21.2 million remaining as of June 30, 2024[134]. - The Company has extended the deadline to complete the Business Combination to September 14, 2024, through monthly payments into the Trust Account[122]. - The Company has deposited an aggregate of 675,000 in extension payments to extend the Combination Deadline to September 14, 2024[140]. - The Company may need additional financing to complete the Business Combination or due to significant redemptions of Public Shares[139]. Financial Performance - For the three months ended June 30, 2024, the Company reported a net loss of 245,297comparedtoanetincomeof245,297 compared to a net income of 90,945 for the same period in 2023[131]. - The Company has incurred significant costs in pursuit of its acquisition plans and does not expect to generate operating revenues until after the Business Combination[130]. - Management has raised substantial doubt about the Company's ability to continue as a going concern[144]. Cash and Working Capital - As of June 30, 2024, the Company had cash of 4,665andaworkingcapitaldeficitof4,665 and a working capital deficit of 3,346,481[133]. - As of June 30, 2024, the assets held in the Trust Account amounted to 21,214,423,downfrom21,214,423, down from 36,672,846 as of December 31, 2023[149]. - The Company issued unsecured promissory notes totaling 500,000totheSponsorforworkingcapitalpurposes[124].TheCompanyissuedunsecuredpromissorynotestotheSponsorinconnectionwithmonthlyextensionpayments[141].TheCompanyhasnolongtermdebtorcapitalleaseobligationsasofJune30,2024[147].ComplianceandRegulatoryMattersTheCompanyhasacomplianceperioduntilJanuary20,2025,toregaincompliancewithNasdaqsminimummarketvaluerequirementof500,000 to the Sponsor for working capital purposes[124]. - The Company issued unsecured promissory notes to the Sponsor in connection with monthly extension payments[141]. - The Company has no long-term debt or capital lease obligations as of June 30, 2024[147]. Compliance and Regulatory Matters - The Company has a compliance period until January 20, 2025, to regain compliance with Nasdaq's minimum market value requirement of 35 million[128]. - Common stock subject to possible redemption is presented at a redemption value of $11.58 per share as temporary equity[154]. - The adoption of ASU 2023-09 is not expected to have a material effect on the Company's financial statements[156].