It appears that you have provided a financial report document, specifically a 10-Q filing, which is a quarterly report filed by publicly traded companies with the Securities and Exchange Commission (SEC). Since there is no article title provided, I cannot generate one. However, I can suggest that the title of the document is likely to be something like "Quarterly Report (10-Q) for [Company Name]".
I apologize, but it seems that you haven’t provided a financial report (10-Q) for me to summarize. A 10-Q is a quarterly report filed by publicly traded companies with the Securities and Exchange Commission (SEC), and it typically includes financial statements, management’s discussion and analysis (MD&A), and other relevant information.
If you provide the actual report, I’d be happy to help you summarize it in a single paragraph, focusing on key financial figures, main events, and significant developments.
Armada Acquisition Corp.: Navigating the Path to a Successful Business Combination
Armada Acquisition Corp., a blank check company formed in 2020, has been diligently working towards completing its initial business combination. The company’s financial report provides insights into its progress, challenges, and the outlook for the future.
Overview Armada Acquisition Corp. was incorporated in Delaware in 2020 with the purpose of effecting a merger, stock exchange, asset acquisition, stock purchase, reorganization, or other similar business combination with one or more businesses. The company completed its initial public offering (IPO) in August 2021, raising $150 million. Simultaneously, the company raised an additional $4.6 million through a private placement of shares.
The company’s initial deadline to complete a business combination was February 17, 2023. However, the company has since received several extensions from its shareholders to extend this deadline, with the current deadline set for August 17, 2024. If the company is unable to complete a business combination by this date, it will be required to redeem all outstanding public shares and liquidate.
Business Combination Agreement In December 2021, Armada Acquisition Corp. announced that it had entered into a business combination agreement with Rezolve Limited, a private company based in the United Kingdom. The agreement outlines a series of transactions, including a reorganization of Rezolve and a merger of Armada Acquisition Corp. with a subsidiary of Rezolve.
The key terms of the business combination agreement include:
- Rezolve shareholders will receive a number of shares in the combined company equal to $1.6 billion divided by $10 per share, minus certain adjustments.
- The combined company will pay all transaction expenses.
- The business combination is subject to customary closing conditions, including shareholder and regulatory approvals.
In June 2023, the business combination agreement was amended and restated to, among other things, change the enterprise value of Rezolve to $1.6 billion and provide for a pre-closing demerger of Rezolve.
Results of Operations Armada Acquisition Corp. has reported mixed financial results over the past year. For the three months ended June 30, 2024, the company had a net loss of $1.4 million, which was primarily driven by formation and operating costs, stock-based compensation, and interest expense. This was partially offset by interest income earned on the funds held in the company’s trust account.
Table 1: Financial Highlights
| Metric | Q3 2024 | Q3 2023 | 9M 2024 | 9M 2023 |
|---|---|---|---|---|
| Net (Loss) Income | $(1,423,095) | $(559,584) | $(2,164,255) | $20,300 |
| Formation and Operating Costs | $844,718 | $775,911 | $1,876,158 | $1,960,998 |
| Stock-Based Compensation | $526,209 | $134,363 | $601,809 | $190,289 |
| Trust Interest Income | $206,289 | $433,066 | $811,281 | $2,697,147 |
For the nine months ended June 30, 2024, the company reported a net loss of $2.2 million, which was driven by similar factors as the quarterly results. In contrast, for the nine months ended June 30, 2023, the company reported net income of $20,300, primarily due to higher trust interest income.
The company’s financial performance has been impacted by the ongoing efforts to complete the business combination with Rezolve. As the company has extended the deadline to complete the transaction, it has incurred additional costs and expenses, which have contributed to the net losses.
Liquidity and Going Concern As of June 30, 2024, Armada Acquisition Corp. had $13,242 in cash outside of its trust account, which is available for working capital needs. The trust account held $16.1 million, which is generally unavailable for the company’s use prior to the completion of a business combination.
The company has relied on loans from its sponsor to fund its operations, with the aggregate balance outstanding under these loans reaching $3.1 million as of June 30, 2024. Additionally, the company has entered into a subscription agreement with an unaffiliated third party, Polar Multi-Strategy Master Fund, to provide up to $440,000 in capital contributions to the sponsor to meet the company’s working capital needs.
The company’s management has expressed substantial doubt about its ability to continue as a going concern, as the significant costs associated with pursuing the business combination, combined with the possibility of not being able to complete the transaction and being forced to liquidate, raise substantial uncertainty about the company’s future.
Critical Accounting Policies and Estimates Armada Acquisition Corp. has identified the following critical accounting policies:
Common Stock Subject to Possible Redemption: The company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480, “Distinguishing Liabilities from Equity.” The company recognizes changes in redemption value as they occur, with charges against additional paid-in capital and accumulated deficit.
Net (Loss) Income Per Common Stock: The company complies with the accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The calculation of diluted (loss) income per share does not consider the effect of the warrants issued in connection with the IPO, as they are contingently exercisable.
Recent Accounting Pronouncements: The company has evaluated the impact of recent accounting pronouncements, such as ASU 2023-09 related to income tax disclosures, and determined that they are not expected to have a material impact on the company’s financial statements and disclosures.
Contractual Obligations and Commitments Armada Acquisition Corp. has several contractual obligations and commitments related to its operations and the proposed business combination with Rezolve, including:
- Financial advisory fees: The company has engaged several financial advisors, including Cohen & Company Capital Markets, D.A. Davidson & Co., and Craig Hallum Capital Group LLC, to provide services in connection with the business combination. These advisors will earn fees upon the closing of the transaction.
- Business Combination Marketing Agreement: The company has engaged Northland Securities, Inc. as an advisor to assist with the business combination, and will pay a cash fee upon the consummation of the transaction.
- Registration Rights: The holders of the company’s founder shares, private shares, and any shares the sponsor may receive in payment of the extension note will be entitled to registration rights upon the completion of the business combination.
- Subscription Agreements: The company has entered into subscription agreements with certain investors, including Polar Multi-Strategy Master Fund, to provide capital contributions to the sponsor to meet the company’s working capital needs.
These contractual obligations and commitments highlight the significant resources and efforts required to complete the proposed business combination with Rezolve.
Outlook and Conclusion Armada Acquisition Corp. faces a critical juncture as it works to complete its initial business combination with Rezolve by the August 17, 2024 deadline. The company has faced several challenges, including the need to extend the deadline to complete the transaction and the substantial costs associated with the process.
The successful completion of the business combination with Rezolve would be a significant milestone for Armada Acquisition Corp. and its shareholders. However, the company’s financial performance and the substantial doubt about its ability to continue as a going concern raise concerns about the viability of the transaction.
Ultimately, the company’s ability to navigate the remaining steps and successfully close the business combination with Rezolve will be crucial in determining the long-term success of Armada Acquisition Corp. Shareholders and other stakeholders will be closely monitoring the company’s progress in the coming months as it works to achieve this goal.
