Currenc Group Inc. quarterly report, Q2 FY2022

Filing summary

Entity and period: The supplied filing is INFINT Acquisition Corporation’s Form 10-Q for the quarter ended June 30, 2022, filed August 9, 2022. This does not match the request metadata naming Currenc Group Inc.; investors should confirm the intended issuer.

Business context and financial results

INFINT was a blank-check company seeking a business combination, with a stated focus on financial technology businesses. It had not begun operations and reported no operating revenue. Its income consisted of interest earned on trust-account investments.

  • Q2 2022: Operating costs were $1.258 million; trust-account interest was $274,119; net loss was $983,499, or $0.04 per share.
  • First six months of 2022: Operating costs were $1.741 million; trust-account interest was $294,561; net loss was $1.446 million, or $0.06 per share.
  • Comparatives: Q2 2021 net loss was $205; the 2021 year-to-date comparative covers inception on March 8 through June 30 and reported a $29,260 loss. These are not equivalent operating histories.
  • Margins: Not meaningful because the company had no operating revenue.

Liquidity, cash flow and capital structure

  • At June 30, 2022, cash outside the trust was $776,483; current assets were $1.051 million and current liabilities were $1.236 million, resulting in a reported working-capital deficit of approximately $184,811.
  • Trust-account cash and marketable securities totaled $203.295 million, up from $203.001 million at December 31, 2021. The filing says trust funds were intended primarily for a business combination and were unavailable for ordinary operating expenses.
  • Operating cash use was $251,700 for the first six months of 2022. The filing reported no cash borrowings under working-capital loans and no long-term debt. A $5.999964 million deferred underwriting fee is payable upon a completed business combination.
  • Class A shares subject to redemption were reported as temporary equity at $203.295 million; shareholders’ deficit was $6.185 million.

Changes, outlook and risks

Compared with the prior-year periods, operating costs and losses increased, while the company earned trust-account interest in 2022. Management warned that outside-trust cash might not fund operations for the next 12 months and stated that substantial doubt existed about the company’s ability to continue as a going concern. The company had a 12-month business-combination period from its November 2021 IPO closing, with up to two three-month extensions possible if the sponsor funded required deposits; the sponsor was not obligated to do so. Failure to complete a combination could lead to liquidation and redemption of public shares, while warrants could expire worthless.

Subsequent to quarter-end, on August 3, 2022, INFINT entered into a business-combination agreement with Seamless Group Inc. The agreement contemplated $400 million in aggregate consideration in INFINT shares, subject to approval and other closing conditions, with closing expected in the first quarter of 2023. This was a proposed transaction, not a completed combination. The filing also identified potential COVID-19 impacts as uncertain and not readily determinable. Management reported disclosure controls were effective and no material change in internal control during the quarter; it reported no legal proceedings.

Important facts for investors to verify

  • Confirm issuer identity: the filing names INFINT Acquisition Corporation, not Currenc Group Inc.
  • Reconcile IPO figures: the notes and balance-sheet disclosures report 19,999,880 units and $199,998,800 gross proceeds, while the MD&A also describes 17,391,200 units and $173,912,000 before discussing the over-allotment. The filing text contains inconsistent IPO descriptions.
  • Verify available operating liquidity, any extension funding, and the business-combination deadline given management’s going-concern warning.
  • Check subsequent filings for the status, terms, approvals, financing and closing conditions of the proposed Seamless transaction.
  • Review redemption exposure, deferred underwriting fees and the potential for public and private warrants to expire worthless if no combination closes.