Annual report pursuant to Section 13 and 15(d)

Subsequent Events

v3.24.1
Subsequent Events
12 Months Ended
Dec. 31, 2023
Subsequent Events [Abstract]  
Subsequent Events
Note 9 — Subsequent Events
The Company evaluated subsequent events and transactions that occurred after the balance sheet date through the date that the financial statements were available to be issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements, other than noted below.
On March 2
8
, 2024 
the Company’s stockholders voted to amend the Company’s Charter to extend the date (the “Termination Date”) by which the Company has to consummate a Business Combination (the “Charter Extension”) from March 28, 2024 to April 28, 2024 and to allow the Company, without another stockholder vote, to elect to extend the Termination Date to consummate a Business Combination on a monthly basis up to eleven times by an additional one month each time after the Charter Extension Date, by resolution of the Company’s board of directors (the “Board”), if requested by the Sponsor, and upon five days’ advance notice prior to the applicable Termination Date, until March 28, 2025 (each, an “Additional Charter Extension Date”) or a total of up to twelve months after the Original Termination Date, unless the closing of a Business Combination shall have occurred prior thereto (the “Extension Amendment Proposal”). For each monthly extension of the Charter Extension Date the Company will deposit
$90,000
into the Trust Account. 
In connection with the Company’s stockholders’ vote on March 28, 2024, the holders of 2,722,283 Class A common stock of the Company properly exercised their right to redeem their shares for an aggregate price of approximately $11.16 per share, for an aggregate redemption amount of $32,066,629.79. After the satisfaction of such redemptions, the balance in the Company’s Trust Account was approximately $30,382,189.52 (including interest not previously released to the Company but net of expected franchise and income taxes payable).
In the period from January 2024 to March 2024 an aggregate of $480,000 was deposited in the Trust Account, extending the Combination Period to April 28, 2024.
On March 29, 2024, the Sponsor converted an aggregate of 5,749,000 shares of Class B common stock into shares of Class A common stock on a
one-for-one basis
. The Sponsor has agreed to waive any right to receive funds from Company’s trust account with respect to the Class A Common Stock received upon such conversion and will acknowledge that such shares will be subject to all of the restrictions applicable to the original Class B common stock under the terms of that certain letter agreement, dated as of September 23, 2021, by and among the Company, its directors and officers and the Sponsor.
On April 1, 2024, the Company issued an unsecured promissory note (the “Fourth Note”) in the principal amount of
$1,580,000 
to the Sponsor. The Fourth Note does not bear interest and matures upon closing of the Company’s initial business combination. In the event that the Company does not complete an initial business combination, the Fourth Note will be repaid only from funds held outside of the Trust Account, or will be forfeited, eliminated or otherwise forgiven. The Fourth Note is subject to customary events of default, the occurrence of which automatically trigger the unpaid principal balance of the Note and all other sums payable with regard to the Fourth Note becoming immediately due and payable.
As discussed in Note 1, the Company entered into a Business Combination Agreement on January 17, 2024. The transactions contemplated by the proposed BCA were unanimously approved by the board of directors of the Company on January 17, 2024.