Healthcare AI Acquisition Corp. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Healthcare AI Acquisition Corp. has filed its 2023 10-K report, detailing financial performance and operational aspects.</b>

AI Summary

Healthcare AI Acquisition Corp. (HAIAF) filed a Annual Report (10-K) with the SEC on April 17, 2024. Healthcare AI Acquisition Corp. filed its annual report on Form 10-K for the fiscal year ending December 31, 2023. The company's principal executive offices are located at 8 The Green, Suite 15614, Dover, DE 19901. The filing includes financial data for the fiscal year 2023, with a fiscal year end of December 31. The company's SIC code is 6770 (Blank Checks). The filing references various fair value measurements and warrant redemptions for Class A common stock.

Why It Matters

For investors and stakeholders tracking Healthcare AI Acquisition Corp., this filing contains several important signals. This 10-K filing provides a comprehensive overview of Healthcare AI Acquisition Corp.'s financial health and strategic positioning for the fiscal year 2023, crucial for investors assessing its current status and future prospects. The detailed information on warrants and fair value measurements offers insights into the company's financial instruments and valuation methodologies, which are key components of its balance sheet and potential liabilities.

Risk Assessment

Risk Level: low — Healthcare AI Acquisition Corp. shows low risk based on this filing. The company is a blank check company with no significant operations or revenue, making its financial performance highly dependent on future business combinations. The filing does not indicate any specific business combination progress.

Analyst Insight

Investors should monitor future filings for updates on potential business combinations and the company's strategy to deploy its capital.

Key Numbers

• 2023-12-31 — Fiscal Year End (Conformed Period of Report)
• 2024-04-17 — Filing Date (Filed as of date)
• 001-41145 — SEC File Number (SEC file number)
• 5,000,000 — Shares Outstanding (IPO) (IPO shares)
• 50,000,000 — Units (IPO) (IPO units)
• 500,000,000 — IPO Proceeds (IPO proceeds)
• 2021-12-09 — IPO Date (IPO date)
• 18.00 — Public Warrant Exercise Price (Public warrant exercise price)

Key Players & Entities

• Healthcare AI Acquisition Corp. (company) — Filer name
• 8 The Green, Ste 15614 (address) — Business address
• Dover (location) — Business address state
• 19901 (postal_code) — Business address zip
• 929-465-9707 (phone_number) — Business phone
• 6770 (sic_code) — Standard Industrial Classification

FAQ

Risk Factors

• Redemption of Warrants [medium — financial]: The company may redeem outstanding warrants if the last reported sale price of Class A common stock equals or exceeds $10.00 or $18.00 per share.
• Fair Value Measurements [medium — financial]: The company's financial instruments, including warrants, are subject to fair value measurements using Level 1 and Level 2 inputs.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K filing.
• 2024-04-17: Filing Date — Date the 10-K report was officially filed with the SEC.

Key Financial Figures

• $0.0001 — LC Class A ordinary shares, par value $0.0001 per share HAIA The Nasdaq Stock Mar
• $11.50 — ary share, each at an exercise price of $11.50 per share HAIAW The Nasdaq Stock Ma
• $10.00 — " Public Warrants ," respectively), at $10.00 per Unit, generating gross proceeds of
• $215,624,010 — per Unit, generating gross proceeds of $215,624,010. Simultaneously with the closing of th
• $1.00 — s' overallotment option), at a price of $1.00 per Private Placement Warrant in a priv
• $11,124,960 — r Sponsor, generating gross proceeds of $11,124,960. A total of $219,936,490 ($10.20 per U
• $219,936,490 — ss proceeds of $11,124,960. A total of $219,936,490 ($10.20 per Unit), from the net proceed
• $10.20 — $11,124,960. A total of $219,936,490 ($10.20 per Unit), from the net proceeds of the
• $50,000 — on a month-to-month basis by depositing $50,000 into the Company's trust account for ea
• $5,000,001 — having net tangible assets of less than $5,000,001 (the " Redemption Limitation ") in orde
• $10.54 — ere redeemed by public shareholders for $10.54 per share. As a result, $208,992,255 wa
• $208,992,255 — ders for $10.54 per share. As a result, $208,992,255 was removed from the Company's trust ac
• $12,302,385 — redemption. As a result, approximately $12,302,385 (approximately $10.73 per share) was re
• $10.73 — pproximately $12,302,385 (approximately $10.73 per share) was removed from the Company
• $6,352,029 — B Share outstanding, and approximately $6,352,029 remain in the Company's Trust Account.

Filing Documents

• haia_10k.htm (10-K) — 1204KB
• haia_ex311.htm (EX-31.1) — 10KB
• haia_ex312.htm (EX-31.2) — 12KB
• haia_ex321.htm (EX-32.1) — 4KB
• haia_ex322.htm (EX-32.2) — 5KB
• haia_ex971.htm (EX-97.1) — 21KB
• 0001477932-24-002218.txt (&nbsp;) — 4310KB
• haia-20231231.xsd (EX-101.SCH) — 38KB
• haia-20231231_lab.xml (EX-101.LAB) — 240KB
• haia-20231231_cal.xml (EX-101.CAL) — 27KB
• haia-20231231_pre.xml (EX-101.PRE) — 213KB
• haia-20231231_def.xml (EX-101.DEF) — 168KB
• haia_10k_htm.xml (XML) — 479KB

Business

Item 1. Business 5

Risk Factors

Item 1A. Risk Factors 24

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments 57

Cybersecurity

Item 1C. Cybersecurity 57

Properties

Item 2. Properties 57

Legal Proceedings

Item 3. Legal Proceedings 57

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 57 PART II 58

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 58

Selected Financial Data

Item 6. Selected Financial Data 59

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 60

Quantitative and Qualitative Disclosures about Market Risk

Item 7A Quantitative and Qualitative Disclosures about Market Risk 67

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data 67

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 68

Controls and Procedures

Item 9A. Controls and Procedures 68

Other Information

Item 9B. Other Information 69 PART III 70

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance 70

Executive Compensation

Item 11. Executive Compensation 77

Security Ownership of Certain Beneficial Owners Management and Related Stockholder Matters

Item 12. Security Ownership of Certain Beneficial Owners Management and Related Stockholder Matters 78

Certain Relationships and Related Transactions and Director Independence

Item 13. Certain Relationships and Related Transactions and Director Independence 78

Principal Accountant Fees and Services

Item 14. Principal Accountant Fees and Services 80 PART IV 82

Exhibits, Financial Statements Schedules

Item 15. Exhibits, Financial Statements Schedules 82

Form 10-K Summary

Item 16. Form 10-K Summary 83 2 Table of Contents CERTAIN TERMS Unless otherwise stated in this Annual Report on Form 10-K (this "Report"), or the context otherwise requires, references to: " amended and restated memorandum and article of association " are to the amended and restated memorandum and articles of association that the company adopted on the date of our initial public offering, as amended; " Companies Act " are to the Companies Act (as amended) of the Cayman Islands as the same may be amended from time to time; " Former Sponsor " is our former sponsor, Healthcare AI Acquisition, LLC, a Cayman Islands limited liability company; " founder shares " are to our Class B ordinary shares initially issued to our former sponsor in a private placement prior to our initial public offering and the Class A ordinary shares that will be issued upon the automatic conversion of the Class B ordinary shares at the time of our initial business combination or earlier at the option of the holders thereof (for the avoidance of doubt, such Class A ordinary shares will not be "public shares"); " initial shareholders " are to the holders of our founder shares immediately prior to our initial public offering, including our former sponsor, Healthcare AI Acquisition, LLC, a Cayman Islands limited liability company; " management " or our "management team" are to our executive officers and directors; " ordinary resolution " are to a resolution adopted by the affirmative vote of at least a majority of the votes cast by the holders of the issued shares present in person or represented by proxy at a general meeting of the company and entitled to vote on such matter or a resolution approved in writing by all of the holders of the issued shares entitled to vote on such matter; " ordinary shares " are to our Class A ordinary shares and our Class B ordinary shares; " private placement warrants " are to the warrants issued to our former sponsor in a private placement

Business

Item 1. Business Introduction We are a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout this Report as our initial business combination. We have not yet entered into a definitive agreement with any specific business combination target. Initial Public Offering On December 14, 2021, we consummated our initial public offering 21,562,401 units, each unit consisting of one Class A Ordinary share, par value $0.0001 per share (" Class A Shares ") and one-half of one redeemable warrant, including the issuance of 1,562,401 units as a result of the underwriters' partial exercise of the over-allotment option (the " Units " and, with respect to the ordinary shares and warrants included in the Units being offered, the " Public Shares " and " Public Warrants ," respectively), at $10.00 per Unit, generating gross proceeds of $215,624,010. Simultaneously with the closing of the IPO, the Company consummated the sale of 11,124,960 warrants (the " Private Placement Warrants "), (including 624,960 Private Placement Warrants in connection with the partial exercise of the underwriters' overallotment option), at a price of $1.00 per Private Placement Warrant in a private placement to the former Sponsor, generating gross proceeds of $11,124,960. A total of $219,936,490 ($10.20 per Unit), from the net proceeds of the sale of the Units and the sale of the Private Placement Warrants was placed in the trust account maintained by Continental, acting as trustee. Sponsor Handover On June 8, 2023, the Company entered into a share purchase agreement in connection with the transfer from the former Sponsor to Atticus Ale, LLC (the " Sponsor ") of 3,184,830 Founder Shares (the " Transfer ") which Transfer closed on June 12, 2023 (the " Sponsor Handover "), on which date an amen

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