| SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis
of Presentation The
accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted
in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form
10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements
prepared in accordance with GAAP have been or omitted, pursuant to the rules and regulations of the SEC for interim financial
reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position,
results of operations, or cash flows. In the opinion of management, the accompanying unaudited financial statements include
all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating
results and cash flows for the periods presented. The
accompanying unaudited financial statements should be read in conjunction with the Company’s prospectus for its Initial
Public Offering as filed with the SEC on March 27, 2024, as well as the Company’s Current Report on Form 8-K, as filed with the
SEC on April 3, 2024. The interim results for the three and six months ended March 31, 2024 are not necessarily indicative of the results
to be expected for the year ending September 30, 2024 or for any future periods. Emerging
Growth Company The
Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, as modified
by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from
various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not
limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced
disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements
of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously
approved. Further,
Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting
standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do
not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting
standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements
that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of
such extended transition period which means that when a standard is issued or revised and it has different application dates for public
or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies
adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company which
is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult
or impossible because of the potential differences in accounting standards used. Use
of Estimates The
preparation of the financial statements in conformity with US GAAP requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial
statement and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Cash
and Cash Equivalents The
Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company
had $ 1,661,315 52,553 no Cash
Held in Trust Account At
March 31, 2024, the Company had $ 115,575,000 no Offering
Costs The
Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A —
“Expenses of Offering”. Offering costs consist principally of professional and registration fees, cash underwriting discount,
and deferred underwriting fees incurred through the balance sheet date that are related to the Initial Public Offering. Offering costs
were allocated to the separable financial instruments issued in the Initial Public Offering based on relative fair value basis, compared
to total proceeds received. Offering costs allocated to the Public Shares were charged against the carrying value of ordinary shares
subject to possible redemption upon the completion of the Initial Public Offering and offering costs allocated to Public Rights (as defined
in Note 3) were charged to additional paid in capital at the completion of the Initial Public Offering. IB
ACQUISITION CORP. NOTES
TO FINANCIAL STATEMENTS MARCH
31, 2024 (Unaudited) Common
Stock Subject to Possible Redemption The
Public Shares contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s
liquidation, or if there is a shareholder vote or tender offer in connection with the Company’s initial business combination. In
accordance with ASC 480-10-S99, the Company classifies Public Shares subject to redemption outside of permanent equity as the redemption
provisions are not solely within the control of the Company. The Public Shares sold as part of the Units in the Initial Public Offering
were issued with other freestanding instruments (i.e., Public Rights) and as such, the initial carrying value of Public Shares classified
as temporary equity are the allocated proceeds determined in accordance with ASC 470-20. The Company recognizes changes in redemption
value immediately as it occurs and will adjust the carrying value of redeemable shares to equal the redemption value at the end of each
reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book
value to redemption amount value. The change in the carrying value of redeemable shares will result in charges against retained earnings
or additional paid-in capital in the absence of retained earnings. Accordingly, at March 31, 2024, common stock subject to possible redemption
is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance
sheet. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable shares
to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable shares
are affected by charges against retained earnings or additional paid-in capital in the absence of retained earnings. At
March 31, 2024, the common stock subject to redemption reflected in the balance sheet are reconciled in the following table: SCHEDULE
OF COMMON STOCK SUBJECT TO REDEMPTION
As
of March
31, 2024
Gross proceeds $ 115,000,000
Less:
Proceeds allocated to Public Rights (2,415,000 )
Common stock issuance cost (7,571,317 )
Plus:
Remeasurement of carrying value to redemption
value 10,561,317
Common stock subject
to possible redemption, March 31, 2024 $ 115,575,000 Income
Taxes The
Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax
assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities
and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation
allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. Deferred
tax assets were de minimis as of March 31, 2024. ASC
740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes
a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected
to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination
by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim
period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain
tax positions requiring recognition in the Company’s financial statements. The Company may be subject to potential examination
by federal and state taxing authorities in the areas of income taxes. These potential examinations may include questioning the timing
and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. The Company’s
management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The
Company’s policy for recording interest and penalties associated with audits is to record such items as a component of income tax
expense. Net
Loss Per Common Stock The
Company complies with accounting and disclosure requirements ASC Topic 260, “Earnings per Share”. Net loss per common share
is computed by dividing net loss by the weighted average number of common shares issued and outstanding for the period, excluding common
shares subject to forfeiture. The
calculation of diluted loss per share does not consider the effect of the rights issued in connection with the (i) Initial Public Offering,
and (ii) the private placement since the exercise of the rights are contingent upon the occurrence of future events. At March 31, 2024,
the rights are exercisable to purchase 605,525 IB
ACQUISITION CORP. NOTES
TO FINANCIAL STATEMENTS MARCH
31, 2024 (Unaudited) The
following table reflects the calculation of basic and diluted net loss per common stock (in dollars, except per share amounts): SCHEDULE
OF BASIC AND DILUTED NET LOSS PER COMMON STOCK
Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable
For
the Three Months Ended March 31, For
the Six Months Ended March 31,
2024 2023 2024 2023
Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable
Basic net loss per share of common stock:
Numerator:
Allocation of net loss $ (22,948 ) $ (171,698 ) $ — $ (48 ) $ (17,630 ) $ (264,507 ) $ — $ (96 )
Denominator:
Weighted-average shares outstanding 383,333 2,868,132 — 2,820,513 189,560 2,844,061 — 2,820,513
Basic
net loss per common stock $ (0.06 ) $ (0.06 ) $ — $ (0.00 ) $ (0.09 ) $ (0.09 ) $ — $ (0.00 )
For
the Three Months Ended March 31, For
the Six Months Ended March 31,
2024 2023 2024 2023
Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable
Diluted net loss per share of common stock:
Numerator:
Allocation of net loss $ (20,384 ) $ (174,262 ) $ — $ (48 ) $ (16,528 ) $ (265,609 ) $ — $ (96 )
Denominator:
Weighted-average shares outstanding 383,333 3,277,107 — 2,820,513 189,560 3,046,301 — 2,820,513
Diluted
net loss per common stock $ (0.05 ) $ (0.05 ) $ — $ (0.00 ) $ (0.09 ) $ (0.09 ) $ — $ (0.00 ) Concentration
of Credit Risk Financial
instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial
institution, which at times may exceed the Federal Depository Insurance Coverage of $ 250,000 1,411,315 Fair
Value of Financial Instruments The
fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value
Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily
due to their short-term nature. Recent
Accounting Standards In August 2020, the FASB issued ASU 2020 06, “Debt—Debt
with Conversion and Other Options (Subtopic 470 20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic
815 40)” (“ASU 2020 06”), to simplify certain financial instruments. ASU 2020 06 eliminates the current models that
require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope
exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces
additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity.
ASU 2020 06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible
instruments. ASU 2020 06 is effective for fiscal years beginning after December 15, 2023 and should be applied on a full or modified retrospective
basis. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within
those fiscal years. The Company adopted ASU 2020 06 as of January 1, 2024. There was no effect to the Company’s presented unaudited
financial statements. Management
does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect
on the Company’s financial statements. |
