Thunder Power Holdings Files Q2 2024 10-Q

TL;DR

Thunder Power Holdings filed its Q2 10-Q, formerly Feutune Light Acquisition Corp. Check financials.

AI Summary

Thunder Power Holdings, Inc. filed its 10-Q for the quarterly period ended June 30, 2024. The company, formerly known as Feutune Light Acquisition Corp, is incorporated in Delaware and its principal executive offices are located in Wilmington, Delaware. The filing covers its operations as a motor vehicle manufacturer.

Why It Matters

This filing provides investors with an update on Thunder Power Holdings' financial performance and operational status for the second quarter of 2024.

Risk Assessment

Risk Level: medium — As a 10-Q filing, it contains detailed financial information which can be complex and subject to interpretation, carrying inherent investment risks.

Key Players & Entities

• Thunder Power Holdings, Inc. (company) — Registrant
• Feutune Light Acquisition Corp (company) — Former company name
• June 30, 2024 (date) — Quarterly period end date
• Wilmington, Delaware (location) — Principal executive offices location
• 001-41424 (other) — Commission File Number

FAQ

Key Financial Figures

• $0.0001 — ar AIEV The Nasdaq Global Market value $0.0001 per share Indicate by check mark whet

Filing Documents

• ea0211597-10q_thunder.htm (10-Q) — 609KB
• ea021159701ex31-1_thunder.htm (EX-31.1) — 8KB
• ea021159701ex31-2_thunder.htm (EX-31.2) — 8KB
• ea021159701ex32-1_thunder.htm (EX-32.1) — 5KB
• 0001213900-24-075596.txt ( ) — 4472KB
• aiev-20240630.xsd (EX-101.SCH) — 48KB
• aiev-20240630_cal.xml (EX-101.CAL) — 28KB
• aiev-20240630_def.xml (EX-101.DEF) — 236KB
• aiev-20240630_lab.xml (EX-101.LAB) — 378KB
• aiev-20240630_pre.xml (EX-101.PRE) — 229KB
• ea0211597-10q_thunder_htm.xml (XML) — 431KB

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION 1 Item 1.

Financial Statements

Financial Statements 1 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 21 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 28 Item 4.

Controls and Procedures

Controls and Procedures 28

– OTHER INFORMATION

PART II – OTHER INFORMATION 29 Item 1.

Legal Proceedings

Legal Proceedings 29 Item 1A.

Risk Factors

Risk Factors 29 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 29 Item 3. Defaults upon Senior Securities 29 Item 4. Mine Safety Disclosures 29 Item 5. Other Information 29 Item 6. Exhibits 30

SIGNATURES

SIGNATURES 32 i CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (this "Quarterly Report") contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements include those that express a belief, expectation or intention, as well as those that are not and goals, as well as our expectations with respect to: Our business strategy and future growth prospects; Our industry; Our future profitability, cash flows and liquidity; Our financial strategy, budget, projections and operating results; The amount, nature and timing of our capital expenditures and the impact of such expenditures on our performance; The availability and terms of capital; Our research, development and production activities; The market for our future products and services; Competition and government regulations; General economic conditions. These forward-lookin g statements may be accompanied by words such as "believe," "budget," "estimate," "anticipate," "expect," "intend," "plan," "may," "likely," "will," "future," "potential," "project," "predict," "pursue," "target," "seek," "objective," "continue," "would," "could" or "should," or, similar expressions that are predictions of or indicate future events or trends that do not relate to historical matters. The forward-looking any obligation to update these statements unless required by law, and we caution you not to place undue reliance on them. Forward-looking

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements THUNDER POWER HOLDINGS, INC. (f/k/a Feutune Light Acquisition Corporation) UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS As of June 30, 2024 and December 31, 2023 (Expressed in U.S. dollar, except for the number of shares) June 30, 2024 December 31, 2023 (Audited) ASSETS Current Assets Cash $ 921,349 $ 196,907 Deferred offering costs — 429,750 Prepaid expenses for forward purchase contract 13,264,964 — Other current assets 359,175 623,221 Total Current Assets 14,545,488 1,249,878 Non-current Assets Property and equipment, net 860 1,974 Right of use assets 18,109 5,740 Total Non-current Assets 18,969 7,714 Total Assets $ 14,564,457 $ 1,257,592 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Advance of subscription fees from shareholders $ — $ 590,000 Amount due to related parties 978,021 68,992 Other payable and accrued expenses 2,644,518 97,297 Lease liabilities 16,956 — Deferred underwriter's discount 3,421,250 — Total Current Liabilities 7,060,745 756,289 Total Liabilities 7,060,745 756,289 Commitments and Contingencies (Note 11) Shareholders' Equity Common stock ($ 0.0001 par value, 1,000,000,000 shares authorized; 46,859,633 and 37,488,807 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively)* 4,686 3,749 Additional paid-in capital* 43,490,860 34,927,449 Accumulated loss ( 35,991,834 ) ( 34,429,895 ) Total Shareholders' Equity 7,503,712 501,303 Total Liabilities and Shareholders' Equity $ 14,564,457 $ 1,257,592 * The share information and additional paid-in capital are presented on a retroactive basis to reflect the reverse recapitalization on June 21, 2024 (see the discussion under the heading " Reverse Recapitalization " in " Note 1 – Organization and Business Description "). The accompanying notes are an integral part of the unaudited consolidated financial statements. 1 THUNDER P

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 1. ORGANIZATION AND BUSINESS DESCRIPTION History of Thunder Power Holdings Limited ("TP Holdings") TP Holdings is a company incorporated under the laws and regulations of the British Virgin Islands with limited liability on September 30, 2015. TP Holdings is a parent holding company with no operations. TP Holdings has one wholly-owned subsidiary, Thunder Power New Energy Vehicle Development Company Limited ("TP NEV") which was established in accordance with laws and regulations of British Virgin Islands on October 19, 2016. TP Holdings together with TP NEV operations are engaged in design, development and manufacturing of high-performance electric vehicles. As of June 30, 2024 and December 31, 2023, its operations activities were carried out in Taiwan and its management team are currently located in Taiwan and USA. History of Feutune Light Acquisition Corporation ("FLFV") FLFV is a blank check company incorporated as a Delaware company on January 19, 2022. FLFV was formed for the purpose of entering into a merger, stock exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses. On July 3, 2023, FLFV incorporated Feutune Light Merger Sub, Inc ("Merger Sub"), a Delaware corporation and wholly owned subsidiary of FLFV. Merger Sub is a holding company with no operations. Reverse recapitalization On June 21, 2024, FLFV consummated its business combination with TP Holdings (the "Business Combination"), pursuant to that certain Agreement and Plan of Merger, dated as of October 26, 2023 (as amended on March 19, 2024 and April 5, 2024, the "Merger Agreement"). The combined company changed its name to "Thunder Power Holdings, Inc." (the "Company"). Upon closing of the Business Combination, the Company acquired all of the issued and outstanding securities of TP Holdings in exchange for (i) 40,000,000 shares of common stock, par value $ 0.0001 per share, and (ii) e

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements are presented in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"), as determined by the Financial Accounting Standards Board ("FASB") and pursuant to the accounting and disclosure rules and regulations of the SEC. Certain information and note disclosures normally included in the condensed consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. As such, the information included in these unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements as of December 31, 2023 that was issued on March 14, 2024. In the opinion of the Company's management, these unaudited condensed financial statements include all adjustments, which are only of a normal and recurring nature, necessary for a fair statement of the Company's financial position as of June 30, 2024 and the Company's results of operations and cash flows for the periods presented. The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the full year ending December 31, 2024. The Company's reporting currency is the U.S. Dollar. Basis of consolidation The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated upon consolidation. Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities on the date of the cons

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) Cash Cash and cash equivalents primarily consist of bank deposits with original maturities of three months or less, which are unrestricted as to withdraw and use. Prepaid expenses for forward purchase contract On June 11, 2024, FLFV and TP Holdings entered into an agreement with (i) Meteora Capital Partners, LP ("MCP"), (ii) Meteora Select Trading Opportunities Master, LP ("MSTO"), and (iii) Meteora Strategic Capital, LLC ("MSC" and, collectively with MCP and MSTO, the "Seller") (the "Forward Purchase Agreement"). For purposes of the Forward Purchase Agreement, (i) FLFV is referred to as the "Counterparty" prior to the consummation of the Business Combination, while the Company is referred to as the "Counterparty" after the consummation of the Business Combination and (ii) "Shares" means shares of the Class A common stock, par value $ 0.0001 per share, of FLFV prior to the closing of the Business Combination, and, after the closing of the Business Combination, shares of common stock, par value $ 0.0001 per share, of the Company. Pursuant to the terms of the Forward Purchase Agreement, the Seller intends, but is not obligated, to purchase up to 4,900,000 Shares (the "Purchased Amount"), less the number of shares purchased by the Seller separately from third parties through a broker in the open market ("Recycled Shares"). The Seller will not be required to purchase an amount of shares such that following such purchase, the Seller's ownership would exceed 9.9 % of the total Shares outstanding immediately after giving effect to such purchase, unless the Seller,

View Full Filing

View this 10-Q filing on SEC EDGAR