Four Leaf Acquisition Corporation(FORLU) - 2023 Q3 - Quarterly Report

IPO and Financial Proceeds - The Company completed its IPO on March 16, 2023, raising total gross proceeds of $54,210,000 from the sale of 5,200,000 units at an offering price of$10.00 per unit[126]. - As of September 30, 2023, the Company had cash in the Trust Account amounting to $57,301,480, which is intended for the completion of its initial business combination[137]. Income and Expenses - For the three months ended September 30, 2023, the Company reported a net income of$278,301, primarily from $736,855 of dividend and interest income earned in the Trust Account[144]. - For the nine months ended September 30, 2023, the Company had a net income of$688,628, driven by $1,465,180 of dividend and interest income earned in the Trust Account[145]. - The Company incurred$621,276 in formation and general administrative costs for the nine months ended September 30, 2023[145]. - The Company incurred $289,859 in income tax expense for the nine months ended September 30, 2023, primarily related to the dividend and interest income earned[145]. - The Company incurred expenses of$30,000 and $60,000 related to the administrative support agreement for the three and nine months ended September 30, 2023, respectively[150]. Working Capital and Loans - As of September 30, 2023, the Company had a working capital deficit of$418,200, excluding franchise and income tax liabilities[133]. - The Company had $95,000 of outstanding Working Capital Loans from the Sponsor as of September 30, 2023[136]. - The Company had$95,000 borrowed under Working Capital Loans from the Sponsor, compared to $0 as of December 31, 2022[170]. - The Company has the option to convert up to$2,000,000 of Working Capital Loans into warrants at a price of $1.00 per warrant upon consummation of the initial business combination[170]. Business Combination Timeline - The Company has until March 22, 2024, to complete its initial business combination, with a potential extension of up to 18 months[132]. - The Company has not generated any operating revenues to date and does not expect to do so until after completing a business combination[134]. - The Company is obligated to pay the underwriter$1,897,350 in deferred underwriting commissions, contingent upon completing an initial business combination[149]. Sponsor and Shares - The Sponsor purchased an aggregate of 3,449,500 Private Placement Warrants at a price of $1.00 per warrant, totaling$3,449,500[165]. - The Sponsor forfeited an aggregate of 373,750 Founder Shares, resulting in a total of 1,355,250 Founder Shares held by the Sponsor and directors[164]. Internal Controls and Accounting - The Company identified a material weakness in internal control over financial reporting related to the review and approval of cash disbursements[174]. - Management is dedicating significant effort and resources to remediate and improve internal control over financial reporting[175]. - Additional controls have been implemented for vendor verification and payment reviews by authorized individuals[175]. - The Company requires additional time to ensure the effectiveness of the newly implemented controls[176]. - No changes in internal control over financial reporting have materially affected or are likely to materially affect the internal control during the last fiscal quarter[177]. - The Company is evaluating the potential impact of adopting new accounting standards effective after December 15, 2023, which may affect its financial statements[159]. Other Financial Obligations - The Company recorded $0 and$2,820 for amounts owed to the Company by the Sponsor as of September 30, 2023, and December 31, 2022, respectively[167]. - The Company has a promissory note with the Sponsor for up to $440,000 to cover IPO-related expenses, which was repaid in full on March 24, 2023[169]. - The Class A common stock subject to possible redemption is classified as temporary equity and is accreted to the redemption value over time[156].