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FAIR VALUE MEASUREMENTS
 6 Months Ended 10 Months Ended 12 Months Ended
Jun. 30, 2024
Dec. 31, 2023
Dec. 31, 2023
FAIR VALUE MEASUREMENTS

Note 6 – Trust Account and Fair Value Measurement

 

The Company complies with FASB ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually.

 

 

Upon the closing of the Public Offering and the private placement, a total of $300,000,000 was deposited into the Trust Account.

 

As further discussed in these notes to unaudited condensed consolidated financial statements, on June 27, 2024, in connection with the Special Meeting to approve Business Combination and other matters, holders of 1,660,035 Class A Ordinary Shares exercised their right to redeem their shares for cash at a redemption price of approximately $11.38 per share, for an aggregate redemption amount of approximately $18,893,209. Further, on January 9, 2024, in connection with the 2024 Extension Meeting, holders of 2,137,134 Class A Ordinary Shares exercised their right to redeem their shares for cash at a redemption price of approximately $11.05 per share, for an aggregate redemption amount of approximately $23,615,000. Further, on January 11, 2023, in connection with the 2023 Extension Meeting, holders of 26,068,281 Class A Ordinary Shares exercised their right to redeem their shares for cash at $10.16 per share, for an aggregate redemption amount of approximately $265,050,000.

 

The Company classifies its U.S. government treasury bills and equivalent securities (when it owns them) as held to maturity in accordance with FASB ASC 320, “Investments – Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Money market funds are valued at market.

 

The funds in the Trust Account were held in an interest-bearing cash account at June 30, 2024 and December 31, 2023.

 

  

Note 7 – Trust Account and Fair Value Measurement

 

The Company complies with FASB ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually.

 

Upon the closing of the Public Offering and the private placement, a total of $300,000,000 was deposited into the Trust Account.

 

On January 11, 2023, shareholders redeemed 26,068,281 Class A ordinary shares at $10.16 per share, approximately $265,050,000, from the Trust Account and from Class A ordinary shares subject to redemption as further discussed in these notes to consolidated financial statements.

 

Subsequent to December 31, 2023, on January 9, 2024, in connection with the 2024 Extension Meeting, holders of 2,137,134 Class A ordinary shares exercised their right to redeem their shares for cash at a redemption price of approximately $11.05 per share, for an aggregate redemption amount of approximately $23,615,331.

 

 

Global Partner Acquisition Corp II

Notes to Consolidated Financial Statements

December 31, 2023

 

The Company classifies its U.S. government treasury bills and equivalent securities (when it owns them) as held to maturity in accordance with FASB ASC 320, “Investments – Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Money market funds are valued at market.

 

The funds in the Trust Account were held in an interest-bearing cash account at December 31, 2023. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of December 31, 2022 and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. Since all of the Company’s permitted investments at December 31, 2022 consisted of money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act of 1940, fair values of its investments are determined by Level 1 inputs utilizing quoted prices (unadjusted) in active markets for identical assets or liabilities as follows:

 

Description 

Carrying

Value at

December 31,

2022

  

Quoted

Price in

Active

Markets

(Level 1)

 
Assets:          
Money Market Fund  $304,675,000   $304,675,000 
Total  $304,675,000   $304,675,000 

 
Stardust Power Inc And Subsidiary [Member]      
FAIR VALUE MEASUREMENTS

NOTE 8 - FAIR VALUE MEASUREMENTS

 

The following tables summarize the Company’s assets and liabilities that are measured at fair value in the unaudited condensed consolidated financial statements:

 

   Level 1   Level 2   Level 3   Total 
   Fair Value Measurements as at December 31, 2023 
   Level 1   Level 2   Level 3   Total 
Other noncurrent assets:                    
Investment in equity securities (a)  $218,556   $-   $-   $218,556 
Total financial assets  $218,556   $-   $-   $218,556 

 

   Level 1   Level 2   Level 3   Total 
   Fair Value Measurements as at June 30, 2024 
   Level 1   Level 2   Level 3   Total 
Other noncurrent assets:                    
Investment in equity securities (a)  $55,884   $-   $-   $55,884 
Total financial assets  $55,884   $-   $-   $55,884 

 

   Level 1   Level 2   Level 3   Total 
   Fair Value Measurements as at December 31, 2023 
   Level 1   Level 2   Level 3   Total 
Liabilities                    
SAFE notes (b)  $-   $-   $5,212,200   $5,212,200 
Convertible notes (c)   -    -    -    - 
Total financial liabilities  $-   $-   $5,212,200   $5,212,200 

 

   Level 1   Level 2   Level 3   Total 
   Fair Value Measurements as at June 30, 2024 
   Level 1   Level 2   Level 3   Total 
Liabilities                    
SAFE notes (b)  $-   $-   $6,367,200   $6,367,200 
Convertible notes (c)   -    -    2,571,400    2,571,400 
Total financial liabilities  $-   $-   $8,938,600   $8,938,600 

 

(a)These represent equity investments with a readily determinable fair value. The Company has measured its investments to fair value in accordance with ASC 321, Investments-Equity Securities, based on quoted prices in active markets.

 

(b)The valuation of the Level 3 measurement considered the probabilities of the occurrence of the scenarios as discussed in Note 2 the audited consolidated financial statements and notes thereto for the period March 16, 2023 (inception) to December 31, 2023 included in the Company’s registration statement on Form S-4/A filed with the SEC on May 8, 2024.

 

(c)The fair value of convertible notes are expected to approximate fair value of the equivalent equity shares into which they would be converted immediately post the closing of the Business Combination, which was approved at the shareholders meeting on June 27, 2024.

 

 

Stardust Power Inc. and Subsidiary

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

The following table provides a reconciliation of activity and changes in fair value for the Company’s SAFE and convertible notes using inputs classified as:

 

    SAFE notes at Fair Value    Convertible notes at Fair Value  
Balance as at March 16, 2023 (inception)   $-    $-  
Issuance of notes    2,000,000     -  
Change in fair value    -     -  
Balance as at June 30, 2023   $2,000,000    $-  
Issuance of notes    3,000,000     -  
Change in fair value    212,200     -  
Balance as at December 31, 2023   $5,212,200    $-  
Issuance of notes    200,000     -  
Change in fair value    107,900     -  
Balance as at March 31, 2024   $5,520,100    $-  
Issuance of notes    -     2,100,000  
Change in fair value    

847,100

     

471,400

  
Balance as at June 30, 2024   $6,367,200    $2,571,400  

 

The valuation of the Level 3 measurement for SAFE notes considered the probabilities of the occurrence of the scenarios as discussed in Note 2 of the audited consolidated financial statements and notes thereto for the period March 16, 2023 (inception) to December 31, 2023 included in the Company’s registration statement on Form S-4/A filed with the SEC on May 8, 2024. The Company valued the SAFE notes based on the occurrence of the preferred financing or a SPAC transaction. As of the date of initial measurement and as of June 30, 2024 and December 31, 2023, the management has assigned zero probability for a change in control event or a dissolution event. The fair value of the SAFE notes was estimated based upon the expected conversion of the SAFE notes at the proposed business combination event with a 100% probability as at June 30, 2024. The SAFE and convertible notes are expected to be converted into preferred stock or common stock at a discount rate of 20% on the issue price. The fair value of SAFE notes and the convertible notes as at June 30, 2024 are expected to approximate fair value of the equivalent equity shares into which they would be converted immediately post the closing of the Business Combination, which was approved at the shareholders meeting on June 27, 2024, and is therefore considered reasonable.

 

NOTE 7 — FAIR VALUE MEASUREMENTS

 

The following tables summarize the Company’s assets and liabilities that are measured at fair value in the consolidated financial statements:

  

   Level 1   Level 2   Level 3    Total 
   Fair Value Measurements as at December 31, 2023 
   Level 1   Level 2   Level 3    Total 
Other noncurrent assets:                     
Investment in equity securities(a)    $218,556   $—   $—   $218,556 
Total financial assets   $218,556   $ —   $—   $218,556 

 

   Fair Value Measurements as at December 31, 2023 
   Level 1   Level 2   Level 3   Total 
Liabilities                
SAFE notes(b)    $ —   $—   $5,212,200   $5,212,200 
Total financial liabilities   $—   $—   $5,212,200   $5,212,200 

 

 

(a) These represent equity investments with a readily determinable fair value. The Company has measured its investments to fair value in accordance with ASC 321, Investments-Equity Securities, based on quoted prices in active markets.

 

(b) The valuation of the Level 3 measurement considered the probabilities of the occurrence of the scenarios as discussed in Note 2.

 

The following table provides a reconciliation of activity and changes in fair value for the Company’s SAFE note using inputs classified as Level 3:

  

   SAFE note at Fair Value 
Balance as at March 16, 2023 (inception)  $ —  
Issuance of SAFE notes   5,000,000 
Change in fair value   212,200 
Balance as at December 31, 2023  $5,212,200 

 

The valuation of the Level 3 measurement for SAFE notes considered the probabilities of the occurrence of the scenarios as discussed in Note 2. The Company valued the SAFE notes based on the occurrence of the preferred financing or a SPAC transaction. As of the date of initial measurement and as of Dec 31, 2023, the management has assigned zero probability for a change in control event or a dissolution event. The fair value of the SAFE notes was estimated based upon the expected conversion of the SAFE Notes at equity financing or proposed SPAC transaction event with implied total yield at 39.49% as at December 31, 2023. The SAFE notes are expected to be converted into preferred stock or common stock at a discount rate of 20% on the issue price.