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bleuacacia ltd(BLEU) - 2023 Q2 - Quarterly Report
BLEUbleuacacia ltd(BLEU)2023-08-12 01:49

Financial Position - As of June 30, 2023, the company had approximately 33,000incashandaworkingcapitaldeficitofapproximately33,000 in cash and a working capital deficit of approximately 120,000[24]. - The company has a convertible promissory note (the "2022 Note") allowing it to borrow up to an aggregate of 1,500,000fromtheSponsor,withapproximately1,500,000 from the Sponsor, with approximately 774,000 outstanding as of June 30, 2023[26]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination[29]. - As of June 30, 2023, the Company did not have any off-balance sheet arrangements[55]. Income and Expenses - For the three months ended June 30, 2023, the company reported a net income of approximately 1.5million,drivenbyagainofapproximately1.5 million, driven by a gain of approximately 1.9 million from investments held in the trust account[30]. - For the six months ended June 30, 2023, the company achieved a net income of approximately 4.3million,withagainofapproximately4.3 million, with a gain of approximately 5.0 million from investments held in the trust account[32]. - The company incurred approximately 30,000ingeneralandadministrativeexpensesforthethreemonthsendedJune30,2023[30].−Thecompanyhasincurredexpensesof30,000 in general and administrative expenses for the three months ended June 30, 2023[30]. - The company has incurred expenses of 30,000 for office space and administrative support services for the three months ended June 30, 2023[38]. Business Combination - The company must complete a business combination with a target having a fair market value equal to at least 80% of the net assets held in the trust account[21]. - If the company fails to complete a business combination by August 22, 2023, it will cease operations and redeem public shares at a cash price equal to the amount in the trust account[23]. Shareholder Agreements and Equity - The Company entered into non-redemption agreements with ten unaffiliated third parties, where Non-Redeeming Shareholders agreed not to redeem 1,500,000 ordinary shares, with an estimated fair value of 363,750for375,000FounderSharestransferredtothem[48].−TheCompany’sClassAordinarysharesfeaturecertainredemptionrightsclassifiedastemporaryequity,presentedatredemptionvalueoutsidetheshareholders′deficitsection[46].−TheCompanyhastwoclassesofshares,ClassAandClassB,withnetincome(loss)perordinarysharecalculatedbydividingnetincome(loss)bytheweightedaveragesharesoutstanding[50].−Dilutednetincome(loss)perordinaryshareisthesameasbasicnetincome(loss)pershareforthethreeandsixmonthsendedJune30,2023,duetoanti−dilutiveeffectsofcertainwarrants[51].AccountingandCompliance−TheCompanyadoptedASU2016−13onJanuary1,2023,whichdidnothaveamaterialimpactonitsfinancialstatements[52].−TheCompanyisclassifiedasan"emerginggrowthcompany"undertheJOBSAct,allowingittodelaytheadoptionofneworrevisedaccountingstandards[56].−TheCompanydoesnotusederivativeinstrumentstohedgeexposurestocashflow,market,orforeigncurrencyrisks[44].−TheCompany’sauditcommitteereviewsallpaymentsmadetotheSponsor,executiveofficers,ordirectorsonaquarterlybasis[43].UnderwritingandFinancing−Theunderwritersreceivedanunderwritingdiscountofapproximately363,750 for 375,000 Founder Shares transferred to them[48]. - The Company’s Class A ordinary shares feature certain redemption rights classified as temporary equity, presented at redemption value outside the shareholders' deficit section[46]. - The Company has two classes of shares, Class A and Class B, with net income (loss) per ordinary share calculated by dividing net income (loss) by the weighted average shares outstanding[50]. - Diluted net income (loss) per ordinary share is the same as basic net income (loss) per share for the three and six months ended June 30, 2023, due to anti-dilutive effects of certain warrants[51]. Accounting and Compliance - The Company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements[52]. - The Company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[56]. - The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks[44]. - The Company’s audit committee reviews all payments made to the Sponsor, executive officers, or directors on a quarterly basis[43]. Underwriting and Financing - The underwriters received an underwriting discount of approximately 5.5 million and deferred underwriting commissions of approximately 9.7million,contingentuponthecompletionofaBusinessCombination[41].−TheCompanyborrowedapproximately9.7 million, contingent upon the completion of a Business Combination[41]. - The Company borrowed approximately 167,000 under the 2021 Note and repaid primarily all of it upon closing of the Initial Public Offering, with a remaining balance of approximately $1,000 repaid on November 24, 2021[42].