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Acri Capital Acquisition (ACAC) - 2024 Q1 - Quarterly Report

Financial Performance - As of March 31, 2024, the Company reported a net income of 102,649,downfrom102,649, down from 363,658 in the same period of 2023, primarily due to operating costs and tax expenses [125]. - The Company has a working capital deficit of 2,515,342asofMarch31,2024,withcashreservesof2,515,342 as of March 31, 2024, with cash reserves of 89,955 [127]. - The Company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2024 [138]. - Common stock subject to possible redemption is presented at a redemption value of 11.30pershareastemporaryequity[147].TheCompanymayneedadditionalfinancingtocompletetheBusinessCombinationortoredeemasignificantnumberofPublicShares[133].IPOandCapitalStructureTheCompanycompleteditsIPOonJune14,2022,raisinggrossproceedsof11.30 per share as temporary equity [147]. - The Company may need additional financing to complete the Business Combination or to redeem a significant number of Public Shares [133]. IPO and Capital Structure - The Company completed its IPO on June 14, 2022, raising gross proceeds of 86,250,000 from the sale of 8,625,000 units at 10.00perunit[108].TheCompanycompleteditsIPOonJune14,2022,generatinggrossproceedsof10.00 per unit [108]. - The Company completed its IPO on June 14, 2022, generating gross proceeds of 86,250,000 from the sale of 8,625,000 Public Units [158]. - The Company has redeemed a total of 5,369,950 shares of Class A common stock at prices of 10.33and10.33 and 10.82 per share, leaving approximately 37.4millionintheTrustAccountasofMarch31,2024[128].Upto37.4 million in the Trust Account as of March 31, 2024 [128]. - Up to 3,000,000 of loans from the Sponsor or affiliates may be convertible into warrants at a price of 1.00perwarrant[131].BusinessCombinationandFuturePlansTheCompanyenteredintoabusinesscombinationagreementwithFoxxDevelopmentInc.onFebruary18,2024,whichwillresultintheCompanybecomingapubliclytradedentitypostmerger[110].TheCompanyhasincurredsignificantcostsinpursuitofitsacquisitionplansanddoesnotexpecttogenerateoperatingrevenuesuntilafterthecompletionoftheBusinessCombination[107].TheCompanyintendstousesubstantiallyallfundsheldintheTrustAccount,includinginterestearned,tocompletetheBusinessCombination,withremainingproceedsallocatedforworkingcapitalandgrowthstrategies[129].TheCompanyhasamendeditschartertoallowforextensionsoftheBusinessCombinationdeadline,withthelatestextensionallowinguntilJanuary14,2025[117].TheCompanyhasdepositedanaggregateof1.00 per warrant [131]. Business Combination and Future Plans - The Company entered into a business combination agreement with Foxx Development Inc. on February 18, 2024, which will result in the Company becoming a publicly traded entity post-merger [110]. - The Company has incurred significant costs in pursuit of its acquisition plans and does not expect to generate operating revenues until after the completion of the Business Combination [107]. - The Company intends to use substantially all funds held in the Trust Account, including interest earned, to complete the Business Combination, with remaining proceeds allocated for working capital and growth strategies [129]. - The Company has amended its charter to allow for extensions of the Business Combination deadline, with the latest extension allowing until January 14, 2025 [117]. - The Company has deposited an aggregate of 675,000 in extension payments into the Trust Account, allowing for the Combination Deadline to be extended to June 14, 2024 [134]. Operational Insights - The Company has identified a material weakness in internal controls over financial reporting, which has been remediated as of September 30, 2023 [153]. - The documents primarily consist of certifications and inline XBRL data without substantive financial insights [162]. - The content does not contain any earnings summaries or performance highlights [162]. - Overall, the documents lack detailed financial analysis or key performance indicators [162]. Market and Product Development - The Company has plans to develop and distribute end-to-end communication terminals and IoT solutions through its partnership with Foxx, which has robust R&D capabilities [111]. - Information regarding new products, technologies, market expansion, or acquisitions was absent from the documents [162]. - No strategic initiatives or new strategies were outlined in the content [162]. Compliance and Reporting - The report includes standard compliance certifications under the Sarbanes-Oxley Act [162]. - The report was signed by the Chief Executive Officer and Chief Financial Officer, indicating formal approval [164].