Cactus Acquisition Corp. 1 Ltd Files 2023 Annual Report

TL;DR

<b>Cactus Acquisition Corp. 1 Ltd has filed its annual 10-K report detailing its financial status and corporate activities for the fiscal year ending December 31, 2023.</b>

AI Summary

Cactus Acquisition Corp. 1 Ltd (CTSUF) filed a Annual Report (10-K) with the SEC on April 15, 2024. Cactus Acquisition Corp. 1 Ltd filed its 10-K report for the fiscal year ending December 31, 2023. The filing includes financial data for the years ended December 31, 2023, and December 31, 2022. Key dates mentioned include the IPO on November 2, 2021, and various corporate actions in 2023. The company's business address is 4B Cedar Brook Drive, Cranbury, NJ 08512. The filing details various share classes, warrants, and promissory notes.

Why It Matters

For investors and stakeholders tracking Cactus Acquisition Corp. 1 Ltd, this filing contains several important signals. This 10-K filing provides a comprehensive overview of Cactus Acquisition Corp. 1 Ltd's financial performance and operational status for the fiscal year 2023, crucial for investors assessing the company's health and future prospects. The detailed breakdown of share classes, warrants, and other financial instruments offers insight into the company's capital structure and potential dilution factors.

Risk Assessment

Risk Level: low — Cactus Acquisition Corp. 1 Ltd shows low risk based on this filing. The filing is a standard 10-K for a SPAC, with no immediate red flags or significant financial distress indicated.

Analyst Insight

Review the detailed financial statements and disclosures within the 10-K to understand the company's capital structure and any potential future business combination activities.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period)
• 2022-12-31 — Prior Fiscal Year End (Comparative period)
• 2021-11-02 — IPO Date (Date of initial public offering)

Key Players & Entities

• Cactus Acquisition Corp. 1 Ltd (company) — Filer of the 10-K report
• 2023-12-31 (date) — Fiscal year end
• 2022-12-31 (date) — Prior fiscal year end
• 4B Cedar Brook Drive, Cranbury, NJ 08512 (address) — Business and mailing address
• 609-495-2222 (phone) — Business phone number
• 2021-11-02 (date) — Initial Public Offering (IPO) date

FAQ

Risk Factors

• Risk Factors [high — financial]: The filing indicates that the company is a special purpose acquisition company (SPAC) and has not yet commenced its principal business operations, meaning it has no operating history and faces risks associated with completing a business combination.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K
• 2024-04-15: Filing Date — Date the 10-K was officially filed with the SEC
• 2021-11-02: IPO Date — Date of the company's Initial Public Offering

Glossary

10-K

An annual report required by the U.S. Securities and Exchange Commission (SEC), which gives a comprehensive summary of a company's financial performance. (This filing provides the official annual financial and operational overview of Cactus Acquisition Corp. 1 Ltd.)

SPAC

Special Purpose Acquisition Company: A shell company that is set up to acquire or merge with an existing company. (Cactus Acquisition Corp. 1 Ltd is identified as a SPAC, indicating its business model and associated risks.)

Key Financial Figures

• $0.0001 — red Class A ordinary shares, par value $0.0001 per share CCTS The Nasdaq Stock Mar
• $11.50 — ordinary share at an exercise price of $11.50 CCTSW The Nasdaq Stock Market LLC
• $10.59 — quarter), based on the closing price of $10.59 for the Registrant's Class A ordinary s
• $11.24 — ur public shareholders may receive only $11.24 per share, or less than such amount in

Filing Documents

• d816053d10k.htm (10-K) — 1250KB
• d816053dex45.htm (EX-4.5) — 66KB
• d816053dex1011.htm (EX-10.11) — 21KB
• d816053dex311.htm (EX-31.1) — 11KB
• d816053dex312.htm (EX-31.2) — 11KB
• d816053dex321.htm (EX-32.1) — 6KB
• g816053g56o72.jpg (GRAPHIC) — 54KB
• 0001193125-24-096274.txt (&nbsp;) — 4227KB
• ccts-20231231.xsd (EX-101.SCH) — 32KB
• ccts-20231231_cal.xml (EX-101.CAL) — 16KB
• ccts-20231231_def.xml (EX-101.DEF) — 157KB
• ccts-20231231_lab.xml (EX-101.LAB) — 215KB
• ccts-20231231_pre.xml (EX-101.PRE) — 195KB
• d816053d10k_htm.xml (XML) — 347KB

Business

Item 1. Business 1

Risk Factors

Item 1A. Risk Factors 20

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments 55

Properties

Item 2. Properties 55

Legal Proceedings

Item 3. Legal Proceedings 55

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 55 PART II 56

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 56

[Reserved]

Item 6. [Reserved] 58

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

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 58

Quantitative and Qualitative Disclosures About Market Risk

Item 7A. Quantitative and Qualitative Disclosures About Market Risk 65

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data 65

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 65

Controls and Procedures

Item 9A. Controls and Procedures 65

Other Information

Item 9B. Other Information 66

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 66 PART III 67

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance 67

Executive Compensation

Item 11. Executive Compensation 74

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 75

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence 80

Principal Accountant Fees and Services

Item 14. Principal Accountant Fees and Services 84 PART IV 85

Exhibit and Financial Statement Schedules

Item 15. Exhibit and Financial Statement Schedules 85

Form 10-K Summary

Item 16. Form 10-K Summary 85 INDEX TO FINANCIAL STATEMENTS 85

SIGNATURES

SIGNATURES i Table of Contents CERTAIN TERMS Unless otherwise stated in this Annual Report on Form 10-K (this " Annual Report "), references to: " administrative support services agreement " are to the administrative support services agreement between us and the original sponsor dated as of May 21, 2021; " administrative services agreement termination " are to the administrative services agreement termination agreement between us and the original sponsor dated as of May 21, 2021; " amended and restated memorandum and articles of association " are to our amended and restated memorandum and articles of association, which went into effect upon the completion of our IPO and were amended on May 30, 2023; " articles amendment meeting " are to the extraordinary general meeting held on May 30, 2023 at which we sought approval to amend our amended and restated memorandum and articles of association to provide that the existing restriction that prevents the issuance of additional shares that would vote together with the publicly held Class A ordinary shares on a proposal to approve our initial business combination will not apply to the issuance of Class A ordinary shares upon conversion of Class B ordinary shares where the holders of the converted shares waive their rights to proceeds from our trust account; " Board " our board of directors from time to time; " initial business combination " are to a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses; " CFIUS " are to Committee on Foreign Investment in the United States; " Class A ordinary shares " are to our Class A ordinary shares, par value $0.0001 per share; " Class B ordinary shares " are to our Class B ordinary shares, par value $0.0001 per share; " combination period " are to the 30-month period from the closing of the IPO to November 2, 2024 (or such earlier date as determined by the Board) reflecting the fir

View Full Filing

View this 10-K filing on SEC EDGAR