Cartesian Growth Corporation II(RENEU) - 2024 Q2 - Quarterly Report

Financial Performance - Net income for the three months ended June 30, 2024, was $2,107,407, compared to$3,719,216 for the same period in 2023, indicating a decrease of approximately 43.3%[10] - The company reported a loss from operations of $198,298 for the three months ended June 30, 2024, compared to a loss of$311,461 for the same period in 2023, showing an improvement of approximately 36.3%[10] - The accumulated deficit increased to $(19,382,414) as of June 30, 2024, from$(18,540,527) as of December 31, 2023, indicating a rise in deficit of approximately 4.5%[9] - Basic net income per ordinary share for the six months ended June 30, 2024, was $0.21, compared to$0.26 for the same period in 2023[53] - The allocation of net income for the six months ended June 30, 2024, was $3,407,662, while for the same period in 2023, it was$5,943,978[53] Assets and Liabilities - Total assets as of June 30, 2024, increased to $179,915,252 from$174,582,232 as of December 31, 2023, representing a growth of approximately 1.91%[8] - Cash and marketable securities held in the Trust Account amounted to $179,736,364 as of June 30, 2024, up from$174,252,198 as of December 31, 2023[8] - Current liabilities increased to $2,451,313 as of June 30, 2024, from$1,530,978 as of December 31, 2023, reflecting an increase of approximately 60%[8] - Total current assets decreased to $178,888 as of June 30, 2024, from$330,034 as of December 31, 2023, a decline of approximately 45.9%[8] - The Company reported a working capital deficit of $2,272,425 as of June 30, 2024[32] Trust Account and Initial Public Offering - The Company completed its Initial Public Offering on May 10, 2022, raising gross proceeds of$230 million from the issuance of 23 million units at $10.00 per unit[21] - The Company placed$236.9 million in the Trust Account from the net proceeds of the Initial Public Offering and related transactions, which will be invested in U.S. government treasury obligations[25] - Following the Charter Amendment, approximately 7.1 million Class A Ordinary Shares were redeemed for an aggregate amount of approximately $77.4 million, leaving about$172.4 million in the Trust Account[26] - The Class A Ordinary Shares subject to possible redemption totaled $179,736,364 as of June 30, 2024, reflecting a remeasurement increase of$5,484,166[46] - A total of $236,900,000 from the initial public offering was placed in the trust account, with transaction costs amounting to$16,804,728[119] Business Combination and Extensions - On November 6, 2023, shareholders approved an amendment extending the deadline for consummating a business combination from November 10, 2023, to November 10, 2024[26] - The Company has the option to extend the business combination period up to twelve times on a monthly basis, with each extension requiring a payment of either $150,000 or$0.02 per public share[26] - The Company extended the deadline for consummating a business combination to September 10, 2024, with the option for up to twelve one-month extensions[129] - If the Company does not complete the initial Business Combination within the Combination Period, it will redeem public shares at a price equal to the amount in the Trust Account divided by the number of outstanding public shares[27] - The Company will seek shareholder approval for the proposed Business Combination or conduct a tender offer at its discretion[28] Operating Activities and Cash Flow - The net cash used in operating activities for the six months ended June 30, 2024, was $(262,868), compared to$(256,034) for the same period in 2023, indicating a slight increase in cash outflow[15] - The company incurred operating costs of $421,481 for the six months ended June 30, 2024, compared to$550,776 for the same period in 2023[114][115] - The Company had cash of $38,064 as of June 30, 2024, compared to$50,932 as of December 31, 2023[41] Shareholder and Sponsor Agreements - The initial shareholders have agreed to waive their redemption rights for founder shares and any public shares purchased in connection with the initial Business Combination[28] - The Company issued an unsecured Extension Note to the Sponsor for $1.8 million on November 6, 2023, and deposited$150,000 into the Trust Account to facilitate the extension of the business combination period[26] - The Company issued unsecured promissory notes totaling $1,000,000 to the sponsor in 2023 and 2024, which do not bear interest[125][126] - The Sponsor Loan amounted to$4,600,000, with proceeds added to the Trust Account for Class A Ordinary Shares redemption, valued at $3,384,380 as of June 30, 2024[76] Legal and Regulatory Matters - The Company has not recognized any unrecognized tax benefits as of June 30, 2024, and is not subject to income taxes in the Cayman Islands or the United States[49] - The Company is classified as an "emerging growth company," allowing it to take advantage of certain reporting exemptions[37] - The financial statements are prepared in accordance with U.S. GAAP, with significant estimates related to the fair value of warrant liabilities and convertible promissory notes[138] Market Conditions and Risks - The Company faces substantial doubt about its ability to continue as a going concern due to liquidity conditions and the liquidation date[31] - The ongoing military conflicts and global economic uncertainties may adversely affect the Company's ability to consummate an initial Business Combination[30] - The risk-free rate increased to 5.41% as of June 30, 2024, from 4.96% on December 31, 2023[94] Financial Instruments and Valuation - The fair value of the company's financial instruments approximates their carrying amounts due to their short-term nature[54] - Warrant liabilities are recorded at fair value and subject to re-measurement at each balance sheet date, with changes recognized in the statement of operations[139] - Convertible promissory notes are recorded at fair value, with differences between face value and fair value recognized as expenses or capital contributions[140]