Cactus Acquisition Corp. 1 Ltd Q2 2024 10-Q Filed

TL;DR

Cactus Acquisition Corp. 1 Ltd filed its Q2 10-Q, detailing warrant purchases and stock agreements.

AI Summary

Cactus Acquisition Corp. 1 Ltd filed its 10-Q for the period ending June 30, 2024. The filing details various transactions including the purchase of private placement warrants on April 29, 2024, and agreements related to common stock purchases by members on April 28, 2024, and April 29, 2024. The company also issued an unsecured promissory note to Energi Holding Limited Member on March 25, 2024.

Why It Matters

This filing provides insight into Cactus Acquisition Corp. 1 Ltd's recent financial activities and corporate transactions, which could impact its future business development and investor relations.

Risk Assessment

Risk Level: low — This is a routine quarterly filing for a SPAC, with no immediate red flags or significant financial distress indicated.

Key Players & Entities

• Cactus Acquisition Corp. 1 Ltd (company) — Filer of the 10-Q
• June 30, 2024 (date) — End of reporting period
• April 29, 2024 (date) — Date of private placement warrants purchase
• April 28, 2024 (date) — Date of common stock purchase agreement
• March 25, 2024 (date) — Date of unsecured promissory note issuance
• Energi Holding Limited Member (company) — Recipient of unsecured promissory note

FAQ

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

Filing Documents

• ccts20240630_10q.htm (10-Q) — 712KB
• ex_712984.htm (EX-31.1) — 9KB
• ex_712985.htm (EX-31.2) — 9KB
• ex_712986.htm (EX-32.1) — 5KB
• ex_712987.htm (EX-32.2) — 5KB
• 0001437749-24-026954.txt ( ) — 3150KB
• ccts-20240630.xsd (EX-101.SCH) — 30KB
• ccts-20240630_def.xml (EX-101.DEF) — 206KB
• ccts-20240630_lab.xml (EX-101.LAB) — 159KB
• ccts-20240630_pre.xml (EX-101.PRE) — 219KB
• ccts-20240630_cal.xml (EX-101.CAL) — 17KB
• ccts20240630_10q_htm.xml (XML) — 368KB

Financial Statements

Item 1. Financial Statements. 1 Unaudited Condensed Balance Sheets F-2 Unaudited Condensed Statement of Operations F-3 Unaudited Condensed Statements of Changes in Capital Deficiency F-4 Unaudited Condensed Statement of Cash Flows F-5 Notes to Condensed Financial Statements (unaudited) F-6

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

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. 1

Quantitative and Qualitative Disclosures About Market Risk

Item 3. Quantitative and Qualitative Disclosures About Market Risk. 8

Controls and Procedures

Item 4. Controls and Procedures. 8 PART II 9

Legal Proceedings

Item 1. Legal Proceedings. 9

Risk Factors

Item 1A. Risk Factors. 9

Unregistered Sales of Equity Securities and Use of Proceeds/

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds/ 9

Defaults Upon Senior Securities

Item 3. Defaults Upon Senior Securities. 10

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. 10

Other Information

Item 5. Other Information. 10

Exhibits

Item 6. Exhibits. 10

SIGNATURES

SIGNATURES 11 i Table of Contents CERTAIN TERMS Unless otherwise stated in this Quarterly Report on Form 10-Q (this "Quarterly Report" or "Form 10-Q"), 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; "ARWM " are to ARWM Pte Limited, our third sponsor; "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; "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 first extension an

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

FINANCIAL STATEMENTS

ITEM 1. FINANCIAL STATEMENTS CACTUS ACQUISITION CORP. 1 LIMITED UNAUDITED CONDENSED FINANCIAL STATEMENTS AS OF JUNE 30, 2024 AND FOR THE THREE MONTHS ENDED ON THAT DATE Table of Contents CACTUS ACQUISITION CORP. 1 LIMITED UNAUDITED CONDENSED FINANCIAL STATEMENTS AS OF JUNE 30, 2023, AND FOR THE SIX MONTHS ENDED ON THAT DATE INDEX Page Condensed Balance Sheets F-2 Condensed Statement of Operations F-3 Condensed Statement of Changes in Capital Deficiency F-4 Condensed Statement of Cash Flows F-5 Notes to the Condensed Financial Statements F-6 – F-18 Table of Contents CACTUS ACQUISITION CORP. 1 LIMITED UNAUDITED CONDENSED BALANCE SHEETS June 30, December 31, Note 2024 2023 U.S. Dollars in thousands A s s e t s CURRENT ASSETS: Cash and cash equivalents 35 78 Prepaid expenses 118 - TOTAL CURRENT ASSETS 153 78 NON-CURRENT ASSETS: Cash held in trust account 21,832 21,161 TOTAL ASSETS 21,985 21,239 Liabilities, shares subject to possible redemption and capital deficiency CURRENT LIABILITIES: Accrued expenses and other liabilities 228 538 Sponsor loan 151 570 Promissory Notes 459 - Related Party 12 12 TOTAL CURRENT LIABILITIES 850 1,120 LONG TERM LIABILITIES - Underwriter's deferred compensation 7 - 4,428 TOTAL LIABILITIES 850 5,548 COMMITMENTS AND CONTINGENCIES CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION: 1,912,371 shares at June 30, 2024, at a redemption value of $ 11.42 per share and at December 31, 2023, at a redemption value of $ 11.07 per share 21,832 21,161 CAPITAL DEFICIENCY: 4 Class A ordinary shares, $ 0.0001 par value; 500,000,000 shares authorized, 3,162,499 shares and 0 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively - - Class B ordinary shares, $ 0.0001 par value; 50,000,000 shares authorized, 1 share and 3,162,500 shares issued and outstanding at June 30, 2024 and Decem

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