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Slam Corp 2024年度报告

2025-04-15 美股财报 爱吃胡萝卜的猫 
报告封面

FORM10-K (Mark One)☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31,2024 Not Applicable(Former name or former address, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the ExchangeAct. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to filesuch reports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorterperiod that the registrant was required to submit and post such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filerEmerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by theregistered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☒No The registrant’s units, each consisting of one Class A ordinary share, $0.0001 par value (the “Class A ordinary shares”), andone-fourth of one redeemable warrant, began trading on the Nasdaq Capital Market (“Nasdaq”) on February 23, 2021. CommencingApril 15, 2021, holders of the units were permitted to elect to separately trade the Class A ordinary shares and warrants included in theunits. The Class A ordinary shares began trading on the OTCQX Best Market (“OTCQX”) on September 19, 2024. The aggregate market value of the registrant’s voting ordinary shares held by non-affiliates of the registrant as of June 30,2024 (the last business day of the registrants most recently completed second fiscal quarter), was approximately $21,468,572(basedon the closing sales price of the ordinary shares on June 30, 2024 of $11.12). As of April 10, 2025,16,140,267Class A ordinary shares, and165,000Class B ordinary shares, par value $0.0001 per share(the “Class B ordinary shares”), were issued and outstanding. Documents Incorporated by Reference:None. TABLE OF CONTENTS PageCERTAIN TERMSiiCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSiiiPART I1Item 1.Business1Item 1A.Risk Factors22Item 1B.Unresolved Staff Comments58Item 1C.Cybersecurity58Item 2.Properties58Item 3.Legal Proceedings58Item 4.Mine Safety Disclosures58PART II59Item 5.Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities59Item 6.[Reserved]60Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations61Item 7A.Quantitative and Qualitative Disclosures about Market Risk63Item 8.Financial Statements and Supplementary Data63Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure63Item 9A.Controls and Procedures64Item 9B.Other Information64Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections64PART III65Item 10.Directors, Executive Officers and Corporate Governance Directors and Executive Officers65Item 11.Executive Compensation74Item 12.Security Ow