AI智能总结
FORM 10-K OR Rights, exchangeable into one-tenth of theshare of Class A common stockGLSTURThe Nasdaq Stock Market LLC Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the SecuritiesAct. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of theAct. Yes☐No☒ Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) ofthe Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrantwas required to file such 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 forsuch shorter period that the registrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer,a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,”“accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the ExchangeAct. Large accelerated filer☐Non-accelerated filer☒ Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant toSection 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 ofthe effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15U.S.C. 7262(b)) by the registered 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 financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recoveryperiod 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☐ As of June 30, 2024, the aggregate market value of the registrant’s shares of common stock held by non-affiliates ofthe registrant was $12,643,507, based on a closing market price of $11.12 on the Nasdaq Stock Market. As of April 29, 2025, there were 40,043 shares of the Company’s redeemable Class A Common Stock and 613,225shares of the Company’s non-redeemable Class A Common Stock, $0.0001 par value per share (the “Class AShares”) and 2,300,000 shares of the Company’s Class B Common Stock, $0.0001 par value per share issued andoutstanding (the “Class B Shares”). TABLE OF CONTENTS PagePART I1Item 1. Business1Item 1A. Risk Factors9Item 1B. Unresolved Staff Comments13Item 1C. Cybersecurity14Item 2. Properties14Item 3. Legal Proceedings14Item 4. Mine Safety Disclosures14 ITEM 1. BUSINESS In this Annual Report on Form 10-K (the “Form 10-K”), references to the “Company” and to “we,” “us,”and “our” refer to Global Star Acquisition, Inc. Overview Formation.We are a blank check company incorporated on July 24, 2019, as a Delaware corporationwhosebusiness purpose is to effect a merger,capital stock exchange,asset acquisition,stock purchase,reorganization, or similar business combination with one or more businesses, (the “Business Combination”). We arean emerging growth company and, as such, we are subject to all the risks associated with emerging growthcompanies. Initial Public Offering.On September 22, 2022, the Company consummated its initial public offering (the“IPO”) of 8,000,000 units (the “Units”). Each Unit consists of one share of Class A common stock of the Company,par value $0.0001 per share (“Class A Common Stock”), one redeemable warrant (“Warrant”), with each wholeWarrant entitling the holder thereof to purchase one share of Class A Common Stock for $11.50 per share, and oneRight, with each Right entitling the holder to receive one-tenth of one share of Class A Common Stock. The Unitswere sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $80,000,000. Simultaneously with the consummation of the closing of the IPO, the Company consummated the privateplacement of an aggregate of 456,225 units (the “IPO Private Placement Units”) to the Sponsor, at a price of $10.00per Private Placement Unit, generating total gross proceeds of $4,562,250 (