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Four Leaf Acquisition Corporation(FORLU) - 2023 Q2 - Quarterly Report

Financial Performance - For the three months ended June 30, 2023, the Company reported a net income of 453,111,primarilyfrom453,111, primarily from 666,505 of dividend and interest income earned in the Trust Account[146]. - The Company incurred 253,135informationandgeneraladministrativecostsforthethreemonthsendedJune30,2023[146].TheCompanyincurred253,135 in formation and general administrative costs for the three months ended June 30, 2023[146]. - The Company incurred 141,062 in income tax expense for the six months ended June 30, 2023, primarily related to dividend and interest income[146]. - The Company has generated no operating revenues to date and does not expect to until after completing a business combination[136]. IPO and Trust Account - The Company raised total gross proceeds of 54,210,000fromitsIPObyselling5,200,000unitsatanofferingpriceof54,210,000 from its IPO by selling 5,200,000 units at an offering price of 10.00 per unit[128]. - The Company placed 55,836,300inatrustaccount,whichwillbeusedforitsinitialbusinesscombination[133].AsofJune30,2023,theCompanyhadcashintheTrustAccountof55,836,300 in a trust account, which will be used for its initial business combination[133]. - As of June 30, 2023, the Company had cash in the Trust Account of 56,564,625, which is intended for the initial business combination[139]. - The underwriter is entitled to 1,897,350indeferredunderwritingcommissions,payableonlyiftheCompanycompletesaninitialbusinesscombination[149].BusinessCombinationTimelineTheCompanyhasuntilMarch22,2024,tocompleteitsinitialbusinesscombination,withapossibleextensiontoAugust22,2024[134].WorkingCapitalandLoansAsofJune30,2023,theCompanyhadcashof1,897,350 in deferred underwriting commissions, payable only if the Company completes an initial business combination[149]. Business Combination Timeline - The Company has until March 22, 2024, to complete its initial business combination, with a possible extension to August 22, 2024[134]. Working Capital and Loans - As of June 30, 2023, the Company had cash of 148,233 and a working capital deficit of 136,743[135].TheCompanyhaszeroamountsborrowedunderWorkingCapitalLoansasofJune30,2023[138].TheCompanyhastheoptiontoconvertupto136,743[135]. - The Company has zero amounts borrowed under Working Capital Loans as of June 30, 2023[138]. - The Company has the option to convert up to 2,000,000 in Working Capital Loans into warrants at 1.00perwarrantuponconsummationofabusinesscombination[172].TheCompanyhasnoborrowingsundertheWorkingCapitalLoansasofJune30,2023[173].AdministrativeSupportandExpensesTheCompanyhasenteredintoanadministrativesupportagreement,payingtheSponsor1.00 per warrant upon consummation of a business combination[172]. - The Company has no borrowings under the Working Capital Loans as of June 30, 2023[173]. Administrative Support and Expenses - The Company has entered into an administrative support agreement, paying the Sponsor 10,000 per month for up to 12 months, totaling 30,000inexpensesforthethreeandsixmonthsendedJune30,2023[150].TheCompanyincurred30,000 in expenses for the three and six months ended June 30, 2023[150]. - The Company incurred 30,000 in administrative support expenses for the three and six months ended June 30, 2023, which are included in the balance sheet under Due to related party[174]. Shareholder and Sponsor Information - The Sponsor purchased 3,449,500 Private Placement Warrants at 1.00each,totaling1.00 each, totaling 3,449,500, with an additional 127,500generatedfromthepartialexerciseoftheunderwritersoverallotmentoption[167][168].TheSponsorforfeited373,750FounderShares,resultinginatotalof1,355,250FounderSharesheldbytheSponsoranddirectors[166].AsofJune30,2023,theCompanyrecorded127,500 generated from the partial exercise of the underwriters' over-allotment option[167][168]. - The Sponsor forfeited 373,750 Founder Shares, resulting in a total of 1,355,250 Founder Shares held by the Sponsor and directors[166]. - As of June 30, 2023, the Company recorded 0 due from related parties, down from $2,820 as of December 31, 2022[169]. Internal Control and Compliance - The Company identified a material weakness in internal control over financial reporting related to the review and approval of cash disbursements[177]. - Management is dedicating significant effort and resources to remediate and improve internal control over financial reporting[178]. - Additional controls have been implemented for vendor verification and payment reviews by authorized individuals[178]. - The Company requires additional time to ensure that the newly implemented controls will operate effectively[179]. - There have been no other changes in internal control over financial reporting that materially affect the internal controls during the most recently completed fiscal quarter[180]. - The Company is evaluating the impact of new accounting standards effective after December 15, 2023, which may affect its financial statements[161].