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Promissory Notes
3 Months Ended
Mar. 31, 2024
Promissory Notes  
Promissory Notes

Note 5 — Promissory Notes

 

Pursuant to the Non-binding LOI entered into by and between the Company and the Target on October 17, 2023, in connection with a potential Business Combination with the Target. The Target has agreed to deposit the agreed reasonable amount into the Company’s Trust Account in order to effectuate the extension of the Company’s deadline to consummate a Business Combination. The Target had deposited a total of three Monthly Extension Fees, including two payments for the Original Extension Fee each in the amount of $70,000 from January through February 2024 and one payment for the New Extension Fee in the amount of $60,000 for March 2024, or an aggregate of $200,000, into the Trust Account of the Company to extend the deadline for the Company to complete the Business Combination contemplated therein by April 27, 2024. Each Monthly Extension Payment from the Target was evidenced by an unsecured promissory note (collectively, the “Target Extension Notes”) issued by the Company to the Target.

 

The Target Extension Notes bear no interest and are payable in full upon the earlier to occur of (i) the consummation of the Company’s initial Business Combination or (ii) the date of expiration of the term of the Company (the “Maturity Date”). As the payee of the Target Extension Notes, the Target, has the right, but not the obligation, to convert the Target Extension Notes, in whole or in part, respectively, into private units (the “Extension Units”) of the Company, each consisting of one Ordinary Share, one warrant, and one right to receive one-tenth (1/10) of one Ordinary Share upon the consummation of its initial Business Combination. The number of Extension Units to be received by the payees in connection with such conversion shall be an amount determined by dividing (x) the sum of the outstanding principal amount payable to such payee by (y) $10.00. At Maturity Date, any overdue amounts shall accrue default interest at a rate per annum equal to the interest rate which is the prevailing short term United States Treasury Bill rate, from the date on which such payment is due until the day on which all sums due are received by the Target.

 

As of March 31, 2024 and December 31, 2023, the Company had borrowings of $410,000 and $210,000 under the Target Extension Notes from the Target, respectively.