FutureTech II Acquisition Corp. 10-Q Filing

Ticker: FTII · Form: 10-Q · Filed: Jan 28, 2025 · CIK: 1889450

Sentiment: neutral

Topics: 10-Q, blank-check, acquisition-corp

Related Tickers: FTII

TL;DR

**FTII 10-Q OUT: Q3 2024 update filed. Focus on blank checks & real estate/construction.**

AI Summary

FutureTech II Acquisition Corp. filed its 10-Q for the period ending September 30, 2024. The company, previously known as Future Tech II Acquisition Corp., is involved in blank checks and operates within the real estate & construction sector. Its fiscal year ends on December 31st.

Why It Matters

This filing provides investors with an update on the financial health and operational status of FutureTech II Acquisition Corp. as of Q3 2024.

Risk Assessment

Risk Level: medium — As a blank check company, FutureTech II Acquisition Corp. carries inherent risks related to its acquisition strategy and potential for value creation.

Key Numbers

Key Players & Entities

FAQ

What is the primary business of FutureTech II Acquisition Corp.?

FutureTech II Acquisition Corp. is involved in blank checks, with its Standard Industrial Classification (SIC) code being 6770.

What period does this 10-Q filing cover?

This 10-Q filing covers the period ending September 30, 2024.

When was this 10-Q filed?

This 10-Q was filed on January 28, 2025.

What is the exercise price for the company's redeemable warrants?

The exercise price for the redeemable warrants is $11.50 per share.

What was the former name of FutureTech II Acquisition Corp.?

The former name of FutureTech II Acquisition Corp. was Future Tech II Acquisition Corp., with a date of name change on October 20, 2021.

Filing Stats: 4,612 words · 18 min read · ~15 pages · Grade level 18.9 · Accepted 2025-01-28 16:58:44

Key Financial Figures

Filing Documents

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION F-1 Item 1.

Financial Statements

Financial Statements: F-1 Condensed Balance Sheets as of September 30, 2024 (Unaudited) and December 31, 2023 (Audited) F-1 Condensed Statements of Operations for the Three and Nine Months Ended September 30, 2024 and 2023 (Unaudited) F-2 Condensed Statements of Changes in Stockholders' Deficit for the Three and Nine Months Ended September 30, 2024 and 2023 (Unaudited) F-3 Condensed Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023 (Unaudited) F-4 Notes to Condensed Financial Statements (Unaudited) F-5 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 3 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 10 Item 4.

Controls and Procedures

Controls and Procedures 10

– OTHER INFORMATION

PART II – OTHER INFORMATION: 10 Item 1.

Legal Proceedings

Legal Proceedings 10 Item 1A.

Risk Factors

Risk Factors 10 Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities 10 Item 3. Defaults Upon Senior Securities 10 Item 4. Mine Safety Disclosures 10 Item 5. Other Information 10 Item 6. Exhibits 11 2 FORWARD-LOOKING This report, including, without limitation, statements under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations," includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Our forward-looking statements include, but are not limited to, statements regarding our or our management team's expectations, hopes, beliefs, intentions or strategies regarding the future, including with respect to our recently announced proposed business combination with Longevity Biomedical, Inc. ("Longevity"). In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intends," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this Quarterly Report on Form 10-Q may include, for example, statements about: our ability to complete our initial business combination, including our recently announced proposed business combination with Longevity; our ability to select an appropriate target business or businesses; our ability to maintain listing on The Nasdaq Stock Market LLC ("Nasdaq"); our expectations around the performance of the prospective target business or businesses; our success in retaining or recru

Business

Business Combination On September 16, 2024, the Company, entered into an Agreement and Plan of Merger (the "Merger Agreement"), with Longevity Biomedical, Inc., a Delaware corporation ("Longevity"), LBI Merger Sub, Inc., a Delaware corporation and direct, wholly-owned subsidiary of the Company ("Merger Sub"), and Bradford A. Zakes, solely in the capacity as seller representative. The Merger Agreement provides that the parties thereto will enter into a business combination transaction (the "Longevity Business Combination" and together with the other transactions contemplated by the Merger Agreement, the "Transactions"), pursuant to which, among other things, (i) Longevity will consummate Target Acquisitions (as defined therein) upon the terms and subject to conditions set forth therein and pursuant to the Target Acquisition Agreements (as defined therein), and (ii) immediately following the consummation of the Target Acquisitions, Longevity will merge with and into Merger Sub (the "Merger") with Longevity as the surviving company of the Merger. Following the Merger, Longevity will be a wholly-owned subsidiary of the Company. At the closing of the Transactions (the "Closing"), the Company is expected to change its name to "Longevity Biomedical, Inc." and the Company's common stock is expected to list on the NASDAQ Stock Market under the ticker symbol "LBIO." The consummation of the proposed Longevity Business Combination is subject to certain conditions as further described in the Merger Agreement. In connection with the execution of the Merger Agreement, the sole stockholder of Longevity (the "Voting Stockholder") has entered into a Voting and Support Agreement (the "Longevity Support Agreement"), pursuant to which the Voting Stockholder has agreed to, among other things, (i) vote in favor of the Merger Agreement and the transactions contemplated thereby and (ii) be bound by certain other covenants and agreements related to the Transactions. The Voting Stockh

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