0001829126-24-001000 | 10-Q | XBRL Viewer

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Subsequent Events (Details Narrative) - Subsequent Event [Member] $ in Thousands	Jan. 04, 2024 USD ($) shares
Subsequent Event [Line Items]
Share capital \| $	$ 1
Additional Shares \| shares	499,999

Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Revenue (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Disaggregation of Revenue [Line Items]
Total revenue	$ 18,897	$ 12,691	$ 52,805	$ 38,027
North America [Member]
Disaggregation of Revenue [Line Items]
Total revenue	14,533	11,761	40,899	35,739
Asia Pacific [Member]
Disaggregation of Revenue [Line Items]
Total revenue	$ 4,364	$ 930	$ 11,906	$ 2,288

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

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+ Details

Short-term borrowings

9 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Short-term borrowings

Note 4 - Short-term borrowings

Schedule of Short-term Borrowings
	December 31, 2023		March 31, 2023
Short-term borrowings	$	6,225	$	1,364
Current portion of vehicle loan		13		12
	$	6,238	$	1,376

In May 2023, the Company amended its revolving credit facility (“Amended Credit Facility”), whereby the total borrowing capacity was increased from INR 160,000 (or approximately $1,925 at the exchange rate in effect on December 31, 2023) to INR 320,000 (or approximately $3,850 at the exchange rate in effect on December 31, 2023), with Kotak Mahindra Bank. The revolving facility is available for the Company’s operational requirements. The funded drawdown amount under the Company’s revolving facility as of December 31, 2023 and March 31, 2023, is $3,034 and $1,364 respectively. The corresponding interest rate at each of these dates was six months Marginal Cost of Funds based Lending Rate plus a margin of 0.80% and 1.20%, respectively.

Prior to the Closing Date, ATI modified the terms of payment owed to Shearman & Sterling LLP, a multinational law firm providing legal consultancy services to ATI. This resulted in a reduction in the total amount owed by ATI to Shearman & Sterling LLP from $4,842 of accounts payable to $4,000 of interest-free and unsecured promissory note, payable in four equal tranches. Subsequently, the promissory note was amended upon payment of $1,500, wherein the balance $2,500 was promised to be paid in two equal tranches. $2,500 owed to Sherman & Sterling LLP has been disclosed as short-term debt, as ATI has an unconditional obligation to settle it within twelve months from December 31, 2023.

After the Closing Date, ATI obtained an insurance policy for its directors and senior officers with maximum coverage of $5,000. The total premium payable in relation to this was $880 out of which $176 was paid upfront and balance $704 is payable in ten equal monthly instalments of $73. The arrangement represents a financing transaction where the premium payable has been deferred. The interest rate under the arrangement is 9.2 % per annum. The cumulative interest payable throughout the tenure under the arrangement amounts to $30 and the same would be recognized as part of the interest expense in the condensed consolidated statement of operations. During the nine months and three months ended December 31, 2023, the interest expense so recognized was $10. The balance premium payable as at December 31, 2023 is $641 and has been disclosed as a current liability since ATI has an unconditional obligation to settle it by September 2024.

For additional information on the vehicle loan see Note 5 – Long-term debt.

Long-term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Mar. 31, 2023
Debt Instrument [Line Items]
Long term debt	$ 1,141	$ 969
Loan From Director [Member]
Debt Instrument [Line Items]
Long term debt	836	845
Loan From Affiliate [Member]
Debt Instrument [Line Items]
Long term debt	193
Vehicle Loan [Member]
Debt Instrument [Line Items]
Long term debt	$ 112	$ 124

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Long-term Debt (Details 1) $ in Thousands	Dec. 31, 2023 USD ($)
Debt Disclosure [Abstract]
2024	$ 3
2025	850
2026	15
2027	286
Total future maturities of debt	$ 1,154

Fair Value Measurements (Details 3) $ in Thousands	9 Months Ended
Fair Value Measurements (Details 3) $ in Thousands	Dec. 31, 2023 USD ($)
Class of Warrant or Right [Line Items]
Fair value at Beginning balance
Warrants and Forward purchase agreement put option liability acquired as part of business combination	27,778
Change in fair value (gain)	16,395
Fair value as of Ending balance	44,173
Forward Purchase Agreement Derivative Liabilities [Member]
Class of Warrant or Right [Line Items]
Fair value at Beginning balance
Warrants and Forward purchase agreement put option liability acquired as part of business combination	25,009
Change in fair value (gain)	17,247
Fair value as of Ending balance	42,256
Public Warrants [Member]
Class of Warrant or Right [Line Items]
Fair value at Beginning balance
Warrants and Forward purchase agreement put option liability acquired as part of business combination	1,513
Change in fair value (gain)	(465)
Fair value as of Ending balance	1,048
Private Placement Warrants [Member]
Class of Warrant or Right [Line Items]
Fair value at Beginning balance
Warrants and Forward purchase agreement put option liability acquired as part of business combination	1,256
Change in fair value (gain)	(387)
Fair value as of Ending balance	$ 869

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Basis of Preparation

Basis of Preparation

The Company’s accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). These condensed consolidated financial statements are unaudited and, in our opinion, include all adjustments, consisting of normal recurring adjustments and accruals necessary for a fair presentation of our condensed consolidated balance sheets, operating results, statement of changes in redeemable noncontrolling interest and stockholders’ equity (deficit), and cash flows for the periods presented. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with US GAAP have been omitted in accordance with the rules and regulations of the SEC. The interim results for the three and nine months ended December 31, 2023 are not necessarily indicative of the results to be expected for the year ending March 31, 2024 or for any future interim periods.

The condensed consolidated balance sheet as of March 31, 2023 included herein was derived from the audited consolidated carve-out financial statements (restated) of Aark Singapore Pte Ltd. and its subsidiaries as of that date. As such, the information included herein should be read in conjunction with the consolidated carve-out financial statements and accompanying notes of AARK as of and for the year ended March 31, 2023, filed as an exhibit to Amendment No. 2 to Current Report on Form 8-K originally filed on November 13, 2023 as amended on November 30, 2023 and December 13, 2023, which provides a more complete discussion of the Company’s accounting policies and certain other information. There have been no changes in accounting policies during the nine months ended December 31, 2023 from those disclosed in the annual consolidated carve-out financial statements and related notes for the year ended March 31, 2023, except for those described below and also as described in “Recently Adopted Accounting Pronouncements” below.

All intercompany balances and transactions have been eliminated in consolidation.

Periods prior to demerger transactions

Periods prior to demerger transactions

These condensed consolidated financial statements were extracted from the accounting records of AARK on a carve-out basis prior to May 24, 2023, including interim period ended December 31, 2022, i.e., these condensed consolidated financial statements exclude the financial results of the fintech and investing businesses that are unrelated to the merger with ATI pursuant to the Merger Agreement. The condensed consolidated financial statements have been derived from the historical accounting records of Aark Singapore Pte. Ltd., Aeries Technology Group Business Accelerators Pvt Ltd., its subsidiaries (“ATGBA”) and controlled trust. Only those assets and liabilities that are specifically identifiable to the management consultancy business activities are included in the Company’s condensed consolidated balance sheets. The Company’s condensed consolidated statements of operations and comprehensive income consist of all the revenue and expenses of the management consultancy business activities, excluding allocations of certain expenses of the excluded fintech and investing business activities. These allocations were based on methodologies that management believes to be reasonable; however, amounts derecognized by the Carve-out Entity are not necessarily representative of the amounts that would have been reflected in the condensed consolidated financial statements had the excluded businesses operated independently of the Carve-out Entity.

The condensed consolidated financial statements for the period prior to the Demerger Transactions exclude the following: (a) cash and cash equivalents that were utilized solely to fund activities undertaken by the investing business of AARK, (b) long-term debt and related interest payable/expense that were solely related to financing of the fintech and investing businesses, (c) amounts due from related parties related to the fintech and investing businesses, (d) investments made by the investing business, (e) trade and other receivables of the fintech business, and (f) revenue, cost of sales, other income, advisory fees, bank charges and withholding taxes attributable to the fintech and investing businesses and allocations of certain expenses of the excluded businesses; these allocations were based on methodologies that management believes to be reasonable; however, amounts derecognized by AARK are not necessarily representative of the amounts that would have been reflected in the condensed consolidated financial statements had the excluded businesses operated independently of AARK.

Differences between allocations in the condensed consolidated statements of operations and condensed consolidated balance sheets are reflected in equity as a part of “Net shareholders’ investment and additional paid-in-capital” in the condensed consolidated financial statements.

Non-controlling interests represent the equity interest not owned by the Company and are recorded for condensed consolidated entities in which the Company owns less than 100% of the interests. Changes in a parent’s ownership interest while the parent retains its controlling interest are accounted for as equity transactions.

Periods after the Demerger Transactions

Periods after the Demerger Transactions

Beginning May 25, 2023 and for the interim period ended December 31, 2023, following the demerger of the fintech and investing businesses, the condensed consolidated financial statements of ATI have been prepared from the financial records of Aark Singapore Pte. Ltd., Aeries Technology Group Business Accelerators Pvt Ltd., its subsidiaries (“ATGBA”) and controlled trust on a condensed consolidated basis.

Emerging Growth Company

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, 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 of 2002, 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 shareholder 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 an emerging growth 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 condensed consolidated financial statements 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.

Going Concern

Going Concern

The accompanying unaudited condensed consolidated financial statements have been prepared using the going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The going concern basis of presentation assumes that the Company will continue in operation one year after the date these financial statements are issued and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.

For the nine and three months ended December 31, 2023, the Company has reported a net loss. The shareholders’ equity as at December 31, 2023 also has a deficit of $43,072. These factors may raise a substantial doubt regarding the Company’s ability to continue as a going concern for at least 12 months from the date when these financial statements are available to be filed with the SEC. As at December 31, 2023 the Company had a balance of $6,543 in cash and cash equivalents and also generated positive cash flows for the nine months ended December 31, 2023.

The Company has historically financed its operations and expansions with cash generated from operations, a revolving credit facility from Kotak Mahindra Bank, and loans from related parties. Management expects to have sufficient cash from the operations, cash reserves and debt capacity for the next 12 months and for the foreseeable future to finance our operations, our growth, expansion plans.

These financial statements have been prepared on a going concern basis, which assumes that the Company will continue to operate for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of business.

Use of Estimates

Use of Estimates

The preparation of condensed consolidated financial statements in accordance with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant items subject to such estimates and assumptions include, but are not limited to, revenue recognition, allowance for credit losses, stock-based compensation, fair valuation of Forward Purchase Agreement (“FPA”) put option liabilities and private warrant liabilities, useful lives of property and equipment, accounting for income taxes, determination of incremental borrowing rates used for operating lease liabilities and right-of-use assets, obligations related to employee benefits and carve-out of financial statements, including the allocation of assets, liabilities and expenses. Management believes that the estimates and judgments upon which it relies, are reasonable based upon information available to the Company at the time that these estimates and judgments were made. Actual results could differ from those estimates.

Segment Reporting

Segment Reporting

The Company operates as one operating segment. The Company’s chief operating decision maker is its chief executive officer, who reviews financial information presented on a consolidated basis for the purposes of making operating decisions, assessing financial performance and allocating resources.

Forward Purchase Agreement

Forward Purchase Agreement

On November 3, 2023, and November 5, 2023, WWAC entered into Forward Purchase Agreements (the “FPAs”) with Sandia Investment Management LP, Sea Otter Trading, LLC, YA II PN, Ltd and Meteora Capital Partners, LP (collectively known as “FPA holders”) for an over-the-counter (“OTC”) Equity Prepaid Forward Transaction. A Subscription Agreement (the “Subscription Agreement”) was also executed alongside the FPA for subscription of the underlying FPA shares by the FPA holders either through a new issuance or purchase of shares from existing holders (“Recycled Shares”). The FPAs and Subscription Agreements have been accounted for separately as discussed subsequently.

The FPAs stipulate a new issuance of 3,711,667 Class A ordinary shares to the FPA holders at the redemption price (i.e., $10.69 per share) and, purchase of 288,333 Recycled Shares through redemption reversals. The amount to be received by ATI from the FPA holders on such issuance of around 3,711,667, shares, are held with the FPA holders as prepaid with respect to the forward transaction. Pursuant to the FPA, ATI was obligated to pay a prepayment amount of $42,760 which was settled as below:

	●	$39,678 against the consideration receivable by ATI for a new issuance of class A ordinary shares to the FPA holders; and

●

$3,083 representing the cash paid by ATI to the FPA holders to fund the purchase price of the Recycled Shares.

At the end of the contract period of one year, for each unsold share held by the FPA holders, ATI is obligated to pay FPA holders an amount of $2 in cash or a variable number of ATI’s Class A ordinary shares in order to provide a return of $2.5 per FPA share determined based on the 30-day volume weighted average price of ATI’s Class A ordinary shares (“Maturity Consideration”). The FPA holders have the option to select the form of Maturity Consideration.

The Optional Termination Right held by the FPA holders economically results in the prepaid forward contract being akin to a written put option with the Purchaser’s right to sell all or a portion of the 4,000,000 common shares to ATI. ATI is entitled over the 12-month maturity period to either a return of the prepayment or the underlying shares, which the FPA holders will determine at their sole discretion depending on the movement in ATI’s stock price.

The FPAs consist of two freestanding financial instruments that are accounted for as follows:

The total prepayment of $42,760 (“Prepayment Amount”) which includes a net cash outflow of $3,083 as discussed above. The Prepayment Amount has been accounted for as a reduction to equity to reflect the substance of the overall arrangement as a net repurchase of the Recycled Shares and sale of newly issued shares to the FPA holders pursuant to a subscription agreement without receipt of the underlying consideration of $39,678.

The “FPA Put Option” includes both the in-substance written put option and the expected Maturity Consideration. The FPA Put Option is a derivative instrument that the Company has recorded as a liability and measured at fair value in accordance with ASC 480-10. The instrument is subject to remeasurement at each balance sheet date, with changes in fair value recognized in the condensed consolidated statements of operations. The initial fair value of the FPA put option liability at the Closing Date was $25,009, and the fair value as on December 31, 2023 was $42,256, which is reported as a FPA put option liability in our condensed consolidated balance sheet. The change in the fair value of the FPA put option liability of $17,247 for the three and nine months ended December 31, 2023 has been recorded to change in fair value of forward purchase agreement put option liability in the Company’s condensed consolidated statements of operations. See Note 14.

Derivative Financial Instruments and FPA Put Option Liability

Derivative Financial Instruments and FPA Put Option Liability

The Company accounts for the Warrants (defined below) in accordance with the guidance contained in ASC 815-40 under which the Instruments (as defined below) do not meet the criteria for equity treatment and must be recorded as liabilities. The Company accounts for the FPA put option liability as a financial liability in accordance with the guidance in ASC 480-10. Warrants and FPA are collectively referred as the “Instruments”. The Instruments are subjected to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s condensed consolidated statement of operations. See Note 12 for further discussion of the pertinent terms of the Warrants and Note 14 for further discussion of the methodology used to determine the value of the Warrants and FPA.

In December 2023, the Company settled vendor balances mounting to $ 855 owed to certain vendors by issuing 361,388 Class A ordinary shares. If the volume weighted average price (“VWAP”) of the Class A ordinary shares over the three trading days immediately preceding the agreement date is higher than the VWAP over the three trading days immediately preceding the six-month anniversary from the agreement date, additional Class A ordinary shares of ATI would need to be issued for the difference. This represents a derivative financial instrument written by the Company which has been accounted for in accordance with the guidance contained in ASC 815-40 including subsequent re-measurement at fair value with the changes being recognized in Company’s condensed consolidated statement of operations.

For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value at inception and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the condensed consolidated balance sheets as current or noncurrent based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.

Fair Value Measurements

Fair Value Measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value should maximize the use of observable inputs and minimize the use of unobservable inputs. Assets and liabilities recorded at fair value in the condensed consolidated financial statements are categorized based upon the level of judgment associated with the inputs used to measure their fair value.

Hierarchical levels which are directly related to the amount of subjectivity associated with the inputs to the valuation of these assets or liabilities are as follows:

Level 1 – Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

Level 2 – Inputs that are observable, either directly or indirectly. Such prices may be based upon quoted prices for identical or comparable securities in active markets or inputs not quoted on active markets but corroborated by market data.

Level 3 – Unobservable inputs that are supported by little or no market activity and reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Except for the Warrants and FPA as described above, the fair value of the Company’s assets and liabilities, which qualify as financial instruments under the Financial Accounting Standards Board (the “FASB”) ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the condensed consolidated balance sheets.

Concentration of Credit Risk

Concentration of Credit Risk

Financial instruments that potentially subject the Company to credit risk consist primarily of cash and cash equivalents, accounts receivable, loans to affiliates, and investments. The Company holds cash at financial institutions that the Company believes are high credit quality financial institutions and limits the amount of credit exposure with any one bank and conducts ongoing evaluations of the creditworthiness of the banks with which it does business. As of December 31, 2023 and March 31, 2023, there were one and four customers, respectively, that represented 10% or greater of the Company’s accounts receivable balance. The Company expects limited credit risk arising from its long-term investments as these primarily entail investments in the Company’s affiliates that have a credit rating that is above the minimum allowable credit rating defined in the Company’s investment policy. As a part of its risk management process, the Company limits its credit risk with respect to long-term investments by performing periodic evaluations of the credit standing of counterparties to its investments.

In respect of the Company’s revenue, there were three and four customers that each accounted for more than 10% of total revenue for the nine months ended December 31, 2023 and 2022, respectively; and there were two and five customers that accounted for more than 10% of total revenue for the three months ended December 31, 2023 and 2022, respectively. The following table shows the amount of revenue derived from each customer exceeding 10% of the Company’s revenue during the three and nine months ended December 31, 2023 and 2022:


	Three Months Ended December 31,						Nine Months Ended December 31,
	2023			2022			2023			2022
Customer 1		13.9	%		16.2	%		14.4	%		16.5	%
Customer 2		12.9	%		15.6	%		12.7	%		15.4	%
Customer 3		n/a			14.7	%		10.3	%		12.8	%
Customer 4		n/a			10.0	%		n/a			10.1	%
Customer 5		n/a			10.0	%		n/a			n/a

Accounts receivable, net

The Company records a receivable when an unconditional right to consideration exists, such that only the passage of time is required before payment of consideration is due. Timing of revenue recognition may differ from the timing of invoicing to customers. If revenue recognized on a contract exceeds the billings, then the Company records an unbilled receivable for that excess amount, which is included as part of accounts receivable, net in the Company’s condensed consolidated balance sheets.

Prior to the Company’s adoption of ASU 2016-13, Topic 326 Financial Instruments – Credit Losses (“Topic 326”), the accounts receivable balance was reduced by an allowance for doubtful accounts that was determined based on the Company’s assessment of the collectability of customer accounts. Under Topic 326, accounts receivable are recorded at the invoiced amount, net of allowance for credit losses. The Company regularly reviews the adequacy of the allowance for credit losses based on a combination of factors. In establishing any required allowance, management considers historical losses adjusted for current market conditions, the current receivables aging, current payment terms and expectations of forward-looking loss estimates. Allowance for credit losses was $1,233 as of December 31, 2023 and allowance for doubtful accounts was $0 as of March 31, 2023, and is classified within “Accounts Receivable, net” in the condensed consolidated balance sheets. See “Recent accounting pronouncements adopted” section below for information pertaining to the adoption of Topic 326.

The following tables provides details of the Company’s allowance for credit losses:

Schedule of allowance for credit losses
	Nine Months Ended December 31, 2023
Opening balance as of March 31, 2023	$	-
Transition period adjustment on accounts receivables (through retained earnings) pursuant to ASC 326		149
Adjusted balance as of April 1, 2023	$	149
Additions charged to cost and expense		1,084
Closing balance as of December 31, 2023	$	1,233

Accounts receivable, net

Accounts receivable, net

Long-Term Investments

Long-Term Investments

The Company’s long-term investments consist of debt and non-marketable equity investments in privately held companies in which the Company does not have a controlling interest or significant influence, which have maturities in excess of one year and the Company does not intend to sell.

Debt investments of mandatorily redeemable preference shares, which are classified as held-to-maturity since the Company has the intent and contractual ability to hold these securities to maturity. These investments are reported at amortized cost and are subject to an ongoing impairment evaluation. Income from these investments is recorded in “Interest income” in the condensed consolidated statements of operations.

Under Topic 326, expected credit losses are recorded and reduced from the amortized cost of the held-to-maturity securities. Expected credit losses for long-term investments are calculated using a probability of default method. Credit losses are recorded within “Selling, general & administrative expenses” in the condensed consolidated statements of operations when an event or circumstance indicates a decline in value has occurred. Allowance for credit losses was $129 as of December 31, 2023. See “Recent accounting pronouncements adopted” section below for information pertaining to the adoption of ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments.

The following tables provides details of the Company’s allowance for credit losses:

Schedule of allowance for credit losses
	Nine Months Ended December 31, 2023
Opening balance as of March 31, 2023	$	-
Transition period adjustment on long term investments (through retained earnings) pursuant to ASC 326		126
Adjusted balance as of April 1, 2023	$	126
Additions charged to change in provision for credit losses		3
Closing balance as of December 31, 2023	$	129

The Company includes these long-term investments in “Long-term investments” on the condensed consolidated balance sheets.

Net Loss per Share

Net Loss per Share

Basic net loss per share is computed by dividing income/(loss) available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed using the weighted-average number of common and potential dilutive common shares outstanding during the period. The Company has not considered the effect of the Warrants sold in its initial public offering (the “Initial Public Offering”) and private placement to purchase ATI ordinary shares, and impact of FPA put option liability in the calculation of diluted net loss per share, since the instruments are not dilutive.

Recent Accounting Pronouncements Adopted

Recent Accounting Pronouncements Adopted

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (“Topic 326”): Measurement of Credit Losses on Financial Instruments. Topic 326 requires measurement and recognition of expected credit losses for financial assets measured at amortized cost as well as certain off balance sheet commitments (loan commitments, standby letters of credit, financial guarantees, and other similar instruments). The Company had an off-balance sheet guarantee at the April 1, 2023 adoption date (see Note 11 – Commitment and Contingencies). The expected credit loss for this guarantee was estimated using the probability of default method. The Company adopted ASU 2016-13 on April 1, 2023 using a modified retrospective approach. Results for reporting periods beginning April 1, 2023 are presented under Accounting Standards Codification (“ASC”) 326 while prior period amounts continue to be reported in accordance with previously applicable US GAAP.

The adoption of ASU 2016-13 resulted in an after-tax cumulative-effect reduction to opening retained earnings and noncontrolling interest of $223 as of April 1, 2023. The following table summarizes the impact of the Company’s adoption of ASU 2016-13:


	As Reported March 31, 2023		Impact of Adoption			Balance as of April 1, 2023
Accumulated retained earnings (deficit)		6,318		(190	)		6,128
Noncontrolling interests		1,279		(33	)		1,246
Accounts receivable, net		13,416		(149	)		13,267
Prepaid expenses and other current assets		4,117		-			4,117
Other current liabilities		4,201		21			4,222
Other assets		2,259		(1	)		2,258
Long-term investments		1,564		(126	)		1,438
Deferred tax asset		1,237		75			1,312

Expense related to credit losses is classified within “Selling, general & administrative expenses” in the condensed consolidated statements of operations.

Recent Accounting Pronouncements not yet Adopted

Recent Accounting Pronouncements not yet Adopted

In August 2020, the FASB issued a new standard (ASU 2020-06) to reduce the complexity of accounting for convertible debt and other equity-linked instruments. For certain convertible debt instruments with a cash conversion feature, the changes are a trade-off between simplifications in the accounting model (no separation of an “equity” component to impute a market interest rate, and simpler analysis of embedded equity features) and a potentially adverse impact to diluted EPS by requiring the use of the if-converted method. The new standard will also impact other financial instruments commonly issued by both public and private companies. For example, the separation model for beneficial conversion features is eliminated simplifying the analysis for issuers of convertible debt and convertible preferred stock. Also, certain specific requirements to achieve equity classification and/ or qualify for the derivative scope exception for contracts indexed to an entity’s own equity are removed, enabling more freestanding instruments and embedded features to avoid mark-to-market accounting. The new standard is effective for companies that are SEC filers (except for Smaller Reporting Companies) for fiscal years beginning after December 31, 2021 and interim periods within that year, and two years later for other companies. Companies can early adopt the standard at the start of a fiscal year beginning after December 15, 2020. The standard can either be adopted on a modified retrospective or a full retrospective basis. The Company is currently reviewing the issued standard and does not believe it will materially impact the Company.

In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative, which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification (the “Codification”). The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited. If by June 30, 2027, the SEC has not removed the applicable requirement from Regulation S-X or Regulation S-K, the pending content of the related amendment will be removed from the Codification and will not become effective for any entity. The Company is in the process of evaluating the Impact of the amendments this ASU will have on the financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures, which requires public entities to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold on an annual basis. ASU 2023-09 is effective for the Company for the fiscal year ended March 31, 2025. The Company is currently evaluating the effect of the update.

Other recent pronouncements are either not applicable or are not expected to have a material impact on the Company’s condensed consolidated financial statements.

Stock-Based Compensation (Details 1) $ / shares in Units, $ in Thousands	9 Months Ended
	Dec. 31, 2023 USD ($) $ / shares shares
M S O P Stock Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding, beginning \| shares	295,565
Options outstanding weighted average exercise price, beginning \| $ / shares
Aggregate intrinsic value, beginning
Options granted \| shares
Options granted weighted average exercise price \| $ / shares
Aggregate intrinsic value, granted
Options exercised
Options exercised weighted average exercise price \| $ / shares
Aggregate intrinsic value, exercised
Options canceled, forfeited or expired weighted average exercise price \| $ / shares
Aggregate intrinsic value, canceled, forfeited or expired
Options outstanding, ending \| shares	295,565
Options outstanding weighted average exercise price, ending \| $ / shares	$ 0.12
Weighted average remaining contractual term	1 year 11 months 1 day
Aggregate intrinsic value, ending	$ 23,385
Vested and exercisable \| shares	295,565
Vested and exercisable weighted average exercise price \| $ / shares	$ 0.12
Weighted average remaining contractual term, vested and exercisable	1 year 11 months 1 day
Aggregate intrinsic value, Vested and exercisable	$ 23,385
E S O P Stock Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding, beginning \| shares	59,900
Options outstanding weighted average exercise price, beginning \| $ / shares
Aggregate intrinsic value, beginning
Options granted \| shares
Options granted weighted average exercise price \| $ / shares
Aggregate intrinsic value, granted
Options exercised
Options exercised weighted average exercise price \| $ / shares
Aggregate intrinsic value, exercised
Options canceled, forfeited or expired \| shares
Options canceled, forfeited or expired weighted average exercise price \| $ / shares
Aggregate intrinsic value, canceled, forfeited or expired
Options outstanding, ending \| shares	59,900
Options outstanding weighted average exercise price, ending \| $ / shares	$ 0.12
Weighted average remaining contractual term	4 years 6 months 21 days
Aggregate intrinsic value, ending	$ 4,739
Vested and exercisable \| shares	59,900
Vested and exercisable weighted average exercise price \| $ / shares	$ 0.12
Weighted average remaining contractual term, vested and exercisable	4 years 6 months 21 days
Aggregate intrinsic value, Vested and exercisable	$ 4,739

Fair Value Measurements (Details 2) - Private Warrants Liability [Member]	9 Months Ended
	Dec. 31, 2023 $ / shares
Class of Warrant or Right [Line Items]
Term	4 years 10 months 6 days
Risk-free interest rate	3.85%
Volatility	38.20%
Stock price at measurement date	$ 2.50

Employee Compensation and Benefits (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Retirement Benefits [Abstract]
Net actuarial loss / (gain)	$ (14)	$ (86)	$ 100	$ (51)
Amortization of net actuarial (gain)	(21)	(15)	(64)	(47)
Deferred tax expense / (benefit)	9	25	(9)	25
Unrecognized actuarial loss / (gain) on employee benefit plan obligations	$ (26)	$ (76)	$ 27	$ (73)

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Dec. 31, 2023	Mar. 31, 2023
Current assets:
Cash and cash equivalents	$ 6,543	$ 1,131
Accounts receivable, net of allowance of $1,233 and $0, as of December 31, 2023 and March 31, 2023, respectively	18,152	13,416
Prepaid expenses and other current assets, net of allowance of $6 and $0, as of December 31, 2023 and March 31, 2023, respectively	7,302	4,117
Deferred transaction costs		1,921
Total current assets	31,997	20,585
Property and equipment, net	3,538	3,125
Operating right-of-use assets	6,320	5,627
Deferred tax assets	1,484	1,237
Long-term investments, net of allowance of $129 and $0, as of December 31, 2023 and March 31, 2023, respectively	1,558	1,564
Other assets, net of allowance of $1 and $0, as of December 31, 2023 and March 31, 2023, respectively	1,812	2,259
Total assets	46,709	34,397
Current liabilities:
Accounts payable	7,771	2,474
Accrued compensation and related benefits, current	2,782	2,823
Operating lease liabilities, current	1,861	1,648
Short-term borrowings	6,238	1,376
Forward purchase agreement put option liability	42,256
Other current liabilities	7,210	4,201
Total current liabilities	68,118	12,522
Long term debt	1,141	969
Operating lease liabilities, noncurrent	4,825	4,261
Derivative warrant liabilities	1,917
Deferred tax liabilities	114	168
Other liabilities	3,923	3,008
Total liabilities	80,038	20,928
Commitments and contingencies (Note 11)
Redeemable noncontrolling interest	9,743
Shareholders’ equity (deficit)
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued or outstanding
Common Stock, Value, Issued
Net shareholders’ investment and additional paid-in capital		7,221
Accumulated other comprehensive loss	(578)	(1,349)
(Accumulated deficit) retained earnings	(42,496)	6,318
Total Aeries Technology, Inc. shareholders’ equity (deficit)	(43,072)	12,190
Noncontrolling interest		1,279
Total shareholders’ equity (deficit)	(43,072)	13,469
Total liabilities, redeemable noncontrolling interest and shareholders’ equity (deficit)	46,709	34,397
Common Class A [Member]
Shareholders’ equity (deficit)
Common Stock, Value, Issued	2
Common Class V [Member]
Shareholders’ equity (deficit)
Common Stock, Value, Issued

Stock-Based Compensation (Details Narrative) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Aug. 01, 2020	Sep. 23, 2019	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2023
Compensation Related Costs [Abstract]
Shares issued under ESOP	59,900	295,565					59,900
Stock-based compensation expense			$ 0	$ 1,425	$ 1,626	$ 2,482
Capitalized internal-use software			$ 0	$ 0	0	0
Unrecognized stock-based compensation cost					$ 0	$ 3,050

Summary of Significant Accounting Policies (Details 1) $ in Thousands	9 Months Ended
	Dec. 31, 2023 USD ($)
Product Information [Line Items]
Opening balance as of March 31, 2023	$ 0
Closing balance as of December 31, 2023	1,233
Accounts Receivable [Member]
Product Information [Line Items]
Opening balance as of March 31, 2023
Transition period adjustment on accounts receivables (through retained earnings) pursuant to ASC 326	149
Adjusted balance as of April 1, 2023	149
Additions charged to cost and expense	1,084
Closing balance as of December 31, 2023	$ 1,233

Income Taxes (Details Narrative)	3 Months Ended		9 Months Ended
Income Taxes (Details Narrative)	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Effective tax rate	(3.50%)	173.80%	(10.80%)	58.30%

Nature of Operations (Details)

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Public Shareholders (Redeemable Class A ordinary shares), including Bonus Shares

3,157,469

^[1]

Shares held by Worldwide Webb Acquisition Sponsor, LLC (the “Sponsor”) and other initial holders

2,750,000

^[2],[3]

Shares held by Innovo Consultancy DMCC

5,638,530

^[4]

Shares held by FPA Holders

3,711,667

^[5]

Total

15,257,666

^[6]

[1]	Includes 87,133 Bonus Shares issued to the Company’s public shareholders and 1,024,335 “Extension Shares” issued to certain holders of Class A ordinary shares (the “Holders”) in accordance with the Non-Redemption Agreement entered into between WWAC, the Sponsor, and the Holders of Class A ordinary shares. Also includes 288,333 shares purchased by the Forward Purchase Agreement holders in the open market or via redemption reversals prior to the consummation of the Business Combination.
[2]	Does not include (i) 1,500,000 Class B ordinary shares forfeited upon the consummation of the Business Combination, or (ii) 1,500,000 Class B ordinary shares forfeited pursuant to a Support Agreement with the Sponsor.
[3]	Includes 1,500,000 Class A ordinary shares issued to the Sponsor and 1,250,000 Class A ordinary shares issued to certain anchor investors upon conversion of Class B ordinary shares concurrently with the consummation of the Business Combination. 3,000,000 Class B ordinary shares were forfeited by the Sponsor upon the consummation of the Business Combination.
[4]	Includes (i) 3,000,000 Class A Shares reissued against 3,000,000 Class B Shares forfeited by the Sponsor upon consummation of the Business Combination as per (2) above, and (ii) 2,638,530 remaining Bonus Shares issued to Innovo.
[5]	Represents a new issuance of Class A ordinary shares to the Forward Purchase Agreement holders in accordance with the Forward Purchase Agreement.
[6]	Does not include 10,000 AARK ordinary shares and 655,788 Aeries Technology Group Business Accelerators Private Limited’s ordinary shares that represent noncontrolling interest in AARK. These shares will be exchangeable (together with the proportionate reduction in the voting power of the Class V Share, and in the case of the exchange of all AARK ordinary shares, the forfeiture and cancellation of the Class V Share) into shares in Aeries Technology, Inc. in connection with the Exchange Agreements, which is further discussed in Note 11.

Short-term borrowings (Details Narrative) - USD ($) $ in Thousands		9 Months Ended	12 Months Ended
	Dec. 07, 2022	Dec. 31, 2023	Mar. 31, 2023
Line of Credit Facility [Line Items]
[custom:ExchangeRate-0]	$ 138		$ 2,433
Debt Instrument, Interest Rate During Period	10.75%	0.80%	1.20%
Legal consultancy services		This resulted in a reduction in the total amount owed by ATI to Shearman & Sterling LLP from $4,842 of accounts payable to $4,000 of interest-free and unsecured promissory note, payable in four equal tranches. Subsequently, the promissory note was amended upon payment of $1,500, wherein the balance $2,500 was promised to be paid in two equal tranches. $2,500 owed to Sherman & Sterling LLP has been disclosed as short-term debt, as ATI has an unconditional obligation to settle it within twelve months from December 31, 2023.
Insurance for its directors		After the Closing Date, ATI obtained an insurance policy for its directors and senior officers with maximum coverage of $5,000. The total premium payable in relation to this was $880 out of which $176 was paid upfront and balance $704 is payable in ten equal monthly instalments of $73. The arrangement represents a financing transaction where the premium payable has been deferred. The interest rate under the arrangement is 9.2 % per annum. The cumulative interest payable throughout the tenure under the arrangement amounts to $30 and the same would be recognized as part of the interest expense in the condensed consolidated statement of operations. During the nine months and three months ended December 31, 2023, the interest expense so recognized was $10. The balance premium payable as at December 31, 2023 is $641 and has been disclosed as a current liability since ATI has an unconditional obligation to settle it by September 2024.
Amended Credit Facility [Member] \| Minimum [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Current Borrowing Capacity		$ 160,000
[custom:ExchangeRate-0]		1,925
Amended Credit Facility [Member] \| Maximum [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Current Borrowing Capacity		320,000
[custom:ExchangeRate-0]		3,850
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Fund drawdown amount		$ 3,034	$ 1,364

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities
Net (loss) / income	$ (14,880)	$ 821
Adjustments to reconcile net (loss) / income to net cash (used in) / provided by operating activities:
Depreciation and amortization expense	1,004	873
Stock-based compensation expense	1,626	2,482
Deferred tax benefit	(230)	(146)
Accrued income from long-term investments	(141)	(129)
Provision for expected credit loss	1,074
Gain on lease termination	(13)
Others	(50)	(1)
Change in fair value of forward purchase agreement put option liability	17,247
Change in fair value of derivative warrant liabilities	(852)
Loss on issuance of shares against accounts payable	48
Changes in operating assets and liabilities:
Accounts receivable	(6,070)	(2,630)
Prepaid expenses and other current assets	(623)	(505)
Operating right-of-use assets	(825)	(6,200)
Other assets	416	(1,737)
Accounts payable	451	(177)
Accrued compensation and related benefits, current	(22)	(1,397)
Other current liabilities	29	4,174
Operating lease liabilities	926	6,452
Other liabilities	910	438
Net cash provided by operating activities	25	2,318
Cash flows from investing activities
Acquisition of property and equipment	(1,062)	(1,388)
Issuance of loans to affiliates	(1,730)	(1,041)
Payments received for loans to affiliates	1,722	1,011
Net cash used in investing activities	(1,070)	(1,418)
Cash flows from financing activities
Net proceeds from short term borrowings	1,748	1,012
Payment of promissory note liability	(1,500)
Payment of insurance financing liability	(239)
Proceeds from long-term debt	575	138
Repayment of long-term debt	(388)
Payment of finance lease obligations	(323)	(290)
Payment of deferred transaction costs	(2,055)	(434)
Net changes in net shareholders’ investment	(10)	18
Proceeds from issuance of common stock and forward purchase agreement in connection with Business Combination, net	8,666
Net cash provided by financing activities	6,474	444
Effect of exchange rate changes on cash and cash equivalents	(17)	(51)
Net increase in cash and cash equivalents	5,412	1,293
Cash and cash equivalents at the beginning of the period	1,131	351
Cash and cash equivalents at the end of the period	6,543	1,644
Supplemental cash flow disclosure:
Cash paid for interest	253	171
Cash paid for income taxes, net of refunds	1,057	789
Supplemental disclosure of non-cash investing and financing activities:
Unpaid deferred transaction costs included in accounts payable and other current liabilities	908	569
Equipment acquired under finance lease obligations	313	82
Property and equipment purchase included in accounts payable	81	9
Settlement of accounts payable through issuance of Class A ordinary shares to vendors	855
Assumption of net liabilities from Business Combination	$ 38,994

Restatement of Previously Issued Condensed Carve-out Consolidated Financial Statements (Details Narrative) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Restatement Of Previously Issued Condensed Carve-out Consolidated Financial Statements
Current assets	$ 1,022
Assets and liabilities		$ 304

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Schedule of Concentration of credit risk


	Three Months Ended December 31,						Nine Months Ended December 31,
	2023			2022			2023			2022
Customer 1		13.9	%		16.2	%		14.4	%		16.5	%
Customer 2		12.9	%		15.6	%		12.7	%		15.4	%
Customer 3		n/a			14.7	%		10.3	%		12.8	%
Customer 4		n/a			10.0	%		n/a			10.1	%
Customer 5		n/a			10.0	%		n/a			n/a

Schedule of allowance for credit losses

Schedule of allowance for credit losses
	Nine Months Ended December 31, 2023
Opening balance as of March 31, 2023	$	-
Transition period adjustment on accounts receivables (through retained earnings) pursuant to ASC 326		149
Adjusted balance as of April 1, 2023	$	149
Additions charged to cost and expense		1,084
Closing balance as of December 31, 2023	$	1,233

Schedule of allowance for credit losses

Schedule of allowance for credit losses
	Nine Months Ended December 31, 2023
Opening balance as of March 31, 2023	$	-
Transition period adjustment on long term investments (through retained earnings) pursuant to ASC 326		126
Adjusted balance as of April 1, 2023	$	126
Additions charged to change in provision for credit losses		3
Closing balance as of December 31, 2023	$	129

Schedule of impact of the Company adoption


	As Reported March 31, 2023		Impact of Adoption			Balance as of April 1, 2023
Accumulated retained earnings (deficit)		6,318		(190	)		6,128
Noncontrolling interests		1,279		(33	)		1,246
Accounts receivable, net		13,416		(149	)		13,267
Prepaid expenses and other current assets		4,117		-			4,117
Other current liabilities		4,201		21			4,222
Other assets		2,259		(1	)		2,258
Long-term investments		1,564		(126	)		1,438
Deferred tax asset		1,237		75			1,312

Nature of Operations

9 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Operations

Note 1 – Nature of Operations

Aeries Technology, Inc. (formerly Worldwide Webb Acquisition Corp. (“WWAC”), formed in the Cayman Islands on March 5, 2021) and its subsidiaries, excluding the fintech and investing business activities, is herein referred to as the “Company”, “ATI”, the “registrant”, “us,” “we” and “our” in these condensed consolidated financial statements. Aark Singapore Pte. Ltd. and its subsidiaries (“AARK”), excluding the fintech and investing business activities, is herein referred to as the “Carve-out Entity”. The Company offers a range of management consultancy services for private equity sponsors and their portfolio companies with engagement models that are designed to provide a mix of deep vertical specialty, functional expertise, and digital systems and solutions to scale, optimize and transform a client’s business operations. The Company has subsidiaries in India, Mexico, Singapore and the United States.

Change in Fiscal Year

On November 6, 2023, the Company’s Board of Directors approved a change in the Company’s fiscal year end from December 31 to March 31. The Company’s current fiscal year will run from April 1, 2023 through March 31, 2024. Year-over-year quarterly financial data continues to be comparative to prior periods as the months that comprise each fiscal quarter in the new fiscal year are the same as those in the Company’s historical financial statements.

Demerger and Business Combination

On March 11, 2023, ATI entered into the Business Combination Agreement (the “Business Combination” or “Merger Agreement”), with WWAC Amalgamation Sub Pte. Ltd., a Singapore private company limited by shares and a direct wholly-owned subsidiary of ATI (“Amalgamation Sub”), and Aark Singapore Pte. Ltd. a Singapore private company limited by shares (“AARK”) (together with the Company, AARK, and Amalgamation Sub, the “Parties” and individually, a “Party”).

AARK was engaged in management consulting, fintech and investing business. However, only the management consulting business was subject to the Merger Agreement and therefore in connection with the Business Combination, AARK entered into a Demerger Agreement with Aarx Singapore Pte. Ltd. and their respective shareholders’ on March 25, 2023 to spin off the fintech business which was a part of AARK but not subject to the Merger Agreement. Subsequently, the AARK Board of Directors ratified two resolutions on May 24, 2023. These resolutions effectively spun off the investing business which was part of the Company but not subject to the Merger Agreement. These transactions will collectively be referred to as “Demerger Transactions”.

Pursuant to the Merger Agreement, all AARK ordinary shares that were issued and outstanding prior to the effective time of the transaction remained issued and outstanding following the transaction and continued to be held by the Sole Shareholder (as defined below) of AARK. The Company issued a Class V share to ‘NewGen Advisors and Consultants DWC-LLC’ (“NewGen”). NewGen is a business associate of Mr. Raman Kumar (“Sole Shareholder”). NewGen has agreed to hold the Class V share to protect the interest of the Sole Shareholder, in the event of certain events, including a hostile takeover or the appointment or removal of directors at ATI level. While the Class V share does not carry any direct economic rights, it does carry voting rights equal to 26% which will ratchet up to 51% voting rights upon occurrence of extraordinary events at the ATI level. All of the shares of Amalgamation Sub that were issued and outstanding as of the transaction date were converted into a number of newly issued AARK ordinary shares. In accordance with principles of Financial Accounting Standards Board’s Accounting Standards Codification Topic 805, Business Combinations (“ASC 805”) and based on the economic interest held by the shareholders post the transaction as well as the underlying rights, it was assessed that AARK is the accounting acquirer and ATI is the accounting acquiree. The Business Combination closed on November 6, 2023 (“Closing Date”) and resulted in ATI owning 38.24% of the issued and outstanding shares of AARK and the Sole Shareholder of AARK owning the balance 61.76%. Pursuant to the Business Combination, ATI has a right to appoint two out of the three directors on the Board of AARK and therefore has an ability to control the activities undertaken by AARK in ordinary course of business, resulting in AARK being classified as a subsidiary of ATI. Finally, the Business Combination has been accounted for as reverse recapitalization. Refer to the section “Reverse Recapitalization” below for details.

Reverse Recapitalization

As mentioned above – Demerger and Business Combination, the Business Combination was closed on November 6, 2023 and has been accounted for as a reverse recapitalization because AARK has been determined to be the accounting acquirer under ASC 805 based on the evaluation of the following facts and circumstances taken into consideration:

●

The Sole Shareholder, who controlled AARK prior to the Business Combination, will retain a majority of the outstanding shares of ATI after giving effect to the Exchange Agreements. The Exchange Agreements are further discussed in Note 11;

●

AARK has the ability to elect a majority of the members of ATI’s governing body;

●

AARK’s executive team makes up the executive team of ATI;

●

AARK represents an operating entity (group) with operating assets, revenues, and earnings significantly larger than WWAC.

Under a reverse recapitalization, while ATI was the legal acquirer, it has been treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of pre-combination AARK issuing stock for the net assets of ATI, accompanied by a recapitalization. The net assets of ATI have been stated at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Business Combination are those of pre-combination AARK and relate to the management consulting business.

Immediately following the Business Combination, there were 15,257,666 Class A ordinary shares outstanding with a par value of $0.0001. Additionally, there were 9,527,810 Private Placement Warrants (defined below) and 11,499,991 Public Warrants (defined below) outstanding with a right to purchase 21,027,801 Class A ordinary shares.

Upon closing of the Business Combination, the total number of ATI’s Class A ordinary shares issued and outstanding was 15,257,666. Further, certain Class A ordinary shareholders entered into non-redemption agreements executed on November 3, 2023 and November 5, 2023, to reverse redemptions for an aggregate of 1,652,892 Class A ordinary shares while waiving their right to receive any “Bonus Shares” issued under the Business Combination Agreement. In connection with the closing, holders of 2,697,052 Class A ordinary shares of ATI were redeemed at a price per share of approximately $10.69. AARK incurred approximately $3,697 in transaction costs relating to the Business Combination and recorded those costs against additional paid-in capital in the condensed consolidated balance sheet.

The number of Class A ordinary shares issued and outstanding immediately following the consummation of the Business Combination were:


Public Shareholders (Redeemable Class A ordinary shares), including Bonus Shares⁽¹⁾			3,157,469
Shares held by Worldwide Webb Acquisition Sponsor, LLC (the “Sponsor”) and other initial holders⁽²⁾⁽³⁾			2,750,000
Shares held by Innovo Consultancy DMCC⁽⁴⁾			5,638,530
Shares held by FPA Holders⁽⁵⁾			3,711,667
Total⁽⁶⁾			15,257,666

(1)

Includes 87,133 Bonus Shares issued to the Company’s public shareholders and 1,024,335 “Extension Shares” issued to certain holders of Class A ordinary shares (the “Holders”) in accordance with the Non-Redemption Agreement entered into between WWAC, the Sponsor, and the Holders of Class A ordinary shares. Also includes 288,333 shares purchased by the Forward Purchase Agreement holders in the open market or via redemption reversals prior to the consummation of the Business Combination.

(2)

Includes 1,500,000 Class A ordinary shares issued to the Sponsor and 1,250,000 Class A ordinary shares issued to certain anchor investors upon conversion of Class B ordinary shares concurrently with the consummation of the Business Combination. 3,000,000 Class B ordinary shares were forfeited by the Sponsor upon the consummation of the Business Combination.

(3)

Does not include (i) 1,500,000 Class B ordinary shares forfeited upon the consummation of the Business Combination, or (ii) 1,500,000 Class B ordinary shares forfeited pursuant to a Support Agreement with the Sponsor.

(4)

Includes (i) 3,000,000 Class A Shares reissued against 3,000,000 Class B Shares forfeited by the Sponsor upon consummation of the Business Combination as per (2) above, and (ii) 2,638,530 remaining Bonus Shares issued to Innovo.

(5)

Represents a new issuance of Class A ordinary shares to the Forward Purchase Agreement holders in accordance with the Forward Purchase Agreement.

(6)

Does not include 10,000 AARK ordinary shares and 655,788 Aeries Technology Group Business Accelerators Private Limited’s ordinary shares that represent noncontrolling interest in AARK. These shares will be exchangeable (together with the proportionate reduction in the voting power of the Class V Share, and in the case of the exchange of all AARK ordinary shares, the forfeiture and cancellation of the Class V Share) into shares in Aeries Technology, Inc. in connection with the Exchange Agreements, which is further discussed in Note 11.

The following table reconciles the elements of the Business Combination to the change in Net shareholders’ investment and additional paid-in capital on the condensed consolidated statement of changes in redeemable noncontrolling interest and shareholders’ equity (deficit) for the nine months and three months ended December 31, 2023:


Schedule of cash and net liabilities assumed pursuant to Business Combination	Amount
Balance in Company trust account		40,402
Less: Outflow on account of redemption payments		(18,795	)
Less: Prepayment for recycle share under forward purchase agreement		(3,083	)
Less: Payments under Non-redemption agreements		(9,672	)
Less: Payment to Continental Stock Transfer for services provided in relation to the Business Combination		(186	)
Net cash acquired in Business Combination		8,666
Less: Assumed net liabilities of ATI on Closing Date⁽¹⁾		(38,994	)
Less: Pre-combination transaction costs		(3,697	)
Less: Transferred to Redeemable Noncontrolling Interest (“NCI”) pursuant to Business Combination		(4,465	)
Less: Par value of Class A ordinary shares issued		(2	)
Net charge to Additional paid-in-capital as a result of the Business Combination reported in Shareholders’ equity (deficit)		(38,492	)

(1)

Includes liability pursuant to warrants and Forward Purchase Agreement. Refer Note 14 for details

As a result of the Business Combination, the Company’s Class A ordinary shares trades under the ticker symbol “AERT” and its public warrants (the “Public Warrants”) trade under the ticker symbol “AERTW” on the Nasdaq Stock Market. Prior to the consummation of the Business Combination, the Company’s common shares were traded on Nasdaq Stock Market under the symbol “WWAC.”

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2023

Dec. 31, 2022

Income Statement [Abstract]

Revenue, net

$ 18,897

$ 12,691

$ 52,805

$ 38,027

Cost of revenue

12,851

10,373

37,488

28,685

Gross profit

6,046

2,318

15,317

9,342

Operating expenses

Selling, general & administrative expenses

5,313

2,025

12,321

7,898

Total operating expenses

5,313

2,025

12,321

7,898

Income from operations

733

293

2,996

1,444

Other income/ (expense)

Change in fair value of forward purchase agreement put option liability

(17,247)

Change in fair value of derivative warrant liabilities

852

Interest income

217

175

Interest expense

(115)

(52)

(314)

(166)

Other income/(expense), net

(50)

106

518

Total other income/(expense), net

(16,477)

134

(16,422)

527

Income/(loss) before income taxes

(15,744)

427

(13,426)

1,971

Income tax expense

(557)

(742)

(1,454)

(1,150)

Net income / (loss)

(16,301)

(315)

(14,880)

821

Less: Net income / (loss) attributable to noncontrolling interests

(44)

(45)

137

125

Less: Net income attributable to redeemable noncontrolling interests

154

Net income / (loss) attributable to shareholders’ of Aeries Technology, Inc.

$ (16,411)

$ (270)

$ (15,171)

$ 696

Weighted average shares outstanding of Class A ordinary shares, basic and diluted

^[1]

15,389,062

Basic net loss per Class A ordinary share

^[1]

$ (1.08)

Diluted net loss per Class A ordinary share

^[1]

$ (1.08)

[1]

For the three and nine months ended December 31, 2023, net loss per Class A ordinary share and weighted average Class A ordinary shares outstanding is representative of the period from November 6, 2023 through December 31, 2023, the period following the Business Combination, as defined in Note 1. For more information refer to Note 15

Short-term borrowings (Tables)

9 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Schedule of Short-term Borrowings

Schedule of Short-term Borrowings
	December 31, 2023		March 31, 2023
Short-term borrowings	$	6,225	$	1,364
Current portion of vehicle loan		13		12
	$	6,238	$	1,376

Summary of Significant Accounting Policies

9 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2 – Summary of Significant Accounting Policies

Basis of Preparation

All intercompany balances and transactions have been eliminated in consolidation.

Periods prior to demerger transactions

Periods after the Demerger Transactions

Emerging Growth Company

Going Concern

Use of Estimates

Segment Reporting

Forward Purchase Agreement

	●	$39,678 against the consideration receivable by ATI for a new issuance of class A ordinary shares to the FPA holders; and

●

$3,083 representing the cash paid by ATI to the FPA holders to fund the purchase price of the Recycled Shares.

The FPAs consist of two freestanding financial instruments that are accounted for as follows:

Derivative Financial Instruments and FPA Put Option Liability

Fair Value Measurements

Hierarchical levels which are directly related to the amount of subjectivity associated with the inputs to the valuation of these assets or liabilities are as follows:

Level 1 – Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Fair Value of Financial Instruments

Concentration of Credit Risk


	Three Months Ended December 31,						Nine Months Ended December 31,
	2023			2022			2023			2022
Customer 1		13.9	%		16.2	%		14.4	%		16.5	%
Customer 2		12.9	%		15.6	%		12.7	%		15.4	%
Customer 3		n/a			14.7	%		10.3	%		12.8	%
Customer 4		n/a			10.0	%		n/a			10.1	%
Customer 5		n/a			10.0	%		n/a			n/a

Accounts receivable, net

The following tables provides details of the Company’s allowance for credit losses:

Schedule of allowance for credit losses
	Nine Months Ended December 31, 2023
Opening balance as of March 31, 2023	$	-
Transition period adjustment on accounts receivables (through retained earnings) pursuant to ASC 326		149
Adjusted balance as of April 1, 2023	$	149
Additions charged to cost and expense		1,084
Closing balance as of December 31, 2023	$	1,233

Long-Term Investments

The following tables provides details of the Company’s allowance for credit losses:

Schedule of allowance for credit losses
	Nine Months Ended December 31, 2023
Opening balance as of March 31, 2023	$	-
Transition period adjustment on long term investments (through retained earnings) pursuant to ASC 326		126
Adjusted balance as of April 1, 2023	$	126
Additions charged to change in provision for credit losses		3
Closing balance as of December 31, 2023	$	129

The Company includes these long-term investments in “Long-term investments” on the condensed consolidated balance sheets.

Net Loss per Share

Recent Accounting Pronouncements Adopted


	As Reported March 31, 2023		Impact of Adoption			Balance as of April 1, 2023
Accumulated retained earnings (deficit)		6,318		(190	)		6,128
Noncontrolling interests		1,279		(33	)		1,246
Accounts receivable, net		13,416		(149	)		13,267
Prepaid expenses and other current assets		4,117		-			4,117
Other current liabilities		4,201		21			4,222
Other assets		2,259		(1	)		2,258
Long-term investments		1,564		(126	)		1,438
Deferred tax asset		1,237		75			1,312

Expense related to credit losses is classified within “Selling, general & administrative expenses” in the condensed consolidated statements of operations.

Recent Accounting Pronouncements not yet Adopted

Other recent pronouncements are either not applicable or are not expected to have a material impact on the Company’s condensed consolidated financial statements.

Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands	9 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2023	Dec. 07, 2022
Commitments and contingencies (Note 11)
Stock issued during period shares	200,000
Exchange rate			$ 2,433	$ 138
Other income, net	$ 2	$ 9

Income Taxes

9 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

Note 8 - Income Taxes

The Company determines its tax provision for interim periods using an estimate of its annual effective tax rate adjusted for discrete items, if any, that are taken into account in the relevant period. The Company updated its estimate of the annual effective tax rate, and if its estimated tax rate changes, the Company will be making a cumulative adjustment.

The Company’s effective tax rate (“ETR”) is (10.8)% and 58.3% for the nine months ended December 31, 2023 and 2022, respectively. The Company’s ETR is (3.5)% and 173.8% for the three months ended December 31, 2023 and 2022, respectively.

The movement in ETR was primarily due to 1) a significant increase in loss before income taxes mainly due to change in fair value of derivative warrant liabilities which cannot be set off against future taxable income as the Company is situated in Cayman Islands wherein no tax is applicable, and 2) increase in non-deductible expenses incurred, during the three and nine months ended December 31, 2023, as compared to the three and nine months ended December 31, 2022.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Long-term debt (Tables)

9 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Schedule of Long-term debt

Schedule of Long-term debt
	December 31, 2023		March 31, 2023
Loan from the director of ATGBA	$	836	$	845
Loan from an affiliate		193		-
Non-current portion of vehicle loan		112		124
	$	1,141	$	969

Schedule of future maturities of debt

Schedule of future maturities of debt
2024	$	3
2025		850
2026		15
2027		286
Total future maturities of debt	$	1,154

Net loss per Share (Tables)

9 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Schedule of reconciliation of net income per share


Numerator:
Net income / (loss) attributable to controlling interest for the period from November 6, 2023 through December 31, 2023	$	(16,626	)

Denominator:
Weighted average shares outstanding of Class A ordinary shares, basic and diluted for the period from November 6, 2023 through December 31, 2023		15,389,062

Net loss per share Ordinary Shares
Basic	$	(1.08	)
Diluted	$	(1.08	)

Commitments and Contingencies

9 Months Ended

Dec. 31, 2023

Commitments and contingencies (Note 11)

Commitments and Contingencies

Note 11 - Commitments and Contingencies

Corporate Guarantees

The Company has an outstanding guarantee of nil and INR 200,000 (approximately $2,433 at the exchange rate in effect on March 31, 2023) as of December 31, 2023 and March 31, 2023, respectively, which pertains to a fund-based and non-fund based revolving credit facility availed by an affiliate, Bhanix Finance and Investment Ltd (“the borrower”), from Kotak Mahindra Bank. The corporate guarantee requires the Company to make payment in the event the borrower fails to perform any of its obligations under the credit facilities. The guarantee was withdrawn with effect from June 1, 2023, and the bank communicated the withdrawal on August 23, 2023. Subsequent to the withdrawal, the amount for expected credit loss recognized were reversed in entirety. Pursuant to the arrangement, beginning April 1, 2021, the Company charged a fee of 0.5% of the guarantee outstanding. In the nine months ended December 31, 2023 and 2022, the Company recorded a guarantee fee income of $2 and $9 within “Other income, net” in the condensed consolidated statements of operations.

Indemnification obligations

In the normal course of business, the Company is a party to a variety of agreements under which it may be obligated to indemnify the other party for certain matters. These obligations typically arise in contracts where the Company customarily agrees to hold the other party harmless against losses arising from a breach of representations or covenants for certain matters, infringement of third-party intellectual property rights, data privacy violations, and certain tortious conduct in the course of providing services. The duration of these indemnifications varies, and in certain cases, is indefinite.

The Company is unable to reasonably estimate the maximum potential amount of future payments under these or similar agreements due to the unique facts and circumstances of each agreement and the fact that certain indemnifications provide for no limitation to the maximum potential future payments under the indemnification. Management is not aware of any such matters that would have a material effect on the condensed consolidated financial statements of the Company.

Legal Proceedings

From time to time, the Company may be involved in proceedings and litigation, claims and other legal matters arising in the ordinary course of business. Some of these claims, lawsuits, and other proceedings may involve highly complex issues that are subject to substantial uncertainties, and could result in damages, fines, penalties, nonmonetary sanctions, or relief. Management is not currently aware of any matters that are reasonably likely to have a material adverse impact on the Company’s business, financial position, results of operations, or cash flows.

Exchange Agreements

Upon consummation of the Business Combination, the holders of AARK ordinary shares and Aeries Technology Group Business Accelerators Pvt Ltd. (“ATGBA”) ordinary shares each entered into the Exchange Agreements. Pursuant to the Exchange Agreements, from and after the date of the Exchange Agreements and prior to April 1, 2024 and subject to certain exercise conditions, each holder of AARK ordinary shares and ATGBA ordinary shares may exchange up to 20% of the number of AARK ordinary shares and ATGBA ordinary shares, as applicable, held by such holder for Class A ordinary shares of the Company or cash, in each case as provided in the Exchange Agreements. From and after April 1, 2024 and subject to certain exercise conditions, the Company shall have the right to acquire all of the AARK or ATGBA ordinary Share for Class A ordinary shares or Cash. In addition, after April 01, 2024 and subject to certain exercise condition, each shareholder of ATGBA and AARK ordinary shares shall have the right to require the Company to provide Class A ordinary shares or cash in exchange for up to all of the AARK or ATGBA ordinary share. Each share of AARK may be exchanged for 2,246 Class A ordinary shares the Company and each ATGBA ordinary share may be exchanged for 14.40 Class A ordinary shares of the Company, in each case subject to certain adjustments. The cash exchange payment may only be elected in the event approval from the Reserve Bank of India (“RBI”) is not obtained for exchange of shares and provided that the Company has reasonable cash flow to be able to pay the cash exchange payment and such payment would not be prohibited by any then outstanding debt agreements or arrangements of the Company.

Class A ordinary shares issuance to certain vendors

As set out in the section on Derivative Financial Instruments and FPA Put Option Liability under Note 2, in December 2023 ATI settled the amounts owed to certain vendors by issuance of Class A ordinary shares. If the VWAP of the Class A ordinary shares over the three trading days immediately preceding the agreement date is higher than the VWAP over the three trading days immediately preceding the six-month anniversary from the agreement date, ATI would need to issue additional Class A ordinary shares for the difference. This represents a derivative financial instrument, fair value of which as at December 31, 2023 has been assessed to be insignificant. Refer Note 14 for details on Fair Value Measurements.

Restatement of Previously Issued Condensed Carve-out Consolidated Financial Statements (Tables)

9 Months Ended

Dec. 31, 2023

Restatement Of Previously Issued Condensed Carve-out Consolidated Financial Statements

Schedule of the restatement on the affected financial statement


Particulars	As Previously Reported December 31, 2022		Restatement Adjustment			As Restated December 31, 2022
Selling, general and administrative expenses		8,202		(304	)		7,898
Total operating expenses		8,202		(304	)		7,898
Income from operations		1,140		304			1,444
Income before income taxes		1,667		304			1,971
Net income		517		304			821
Less: Net income attributable to noncontrolling interest⁽¹⁾		69		56			125
Net income attributable to controlling interest		448		248			696

(1)

The change in net income attributable to noncontrolling interest comprises of two impacts i.e., consequential impact on account of the change in accounting for transaction costs as set out above and change in the percentage attributable to noncontrolling interest based on the note discussed below.

Schedule of unaudited consolidated financial information

Particulars

As Previously

Reported

December 31,
2022

Restatement

Adjustment

As Restated

December 31,
2022

In the Statement of Operations

Net income attributable to noncontrolling interest

Fair Value Measurements (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands	Dec. 31, 2023	Mar. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	$ 44,173
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	1,048
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	43,125
Forward Purchase Agreement Put Option Liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	42,256
Forward Purchase Agreement Put Option Liability [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability
Forward Purchase Agreement Put Option Liability [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability
Derivative Liability
Forward Purchase Agreement Put Option Liability [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	42,256
Public Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	1,048
Public Warrants [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	1,048
Public Warrants [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability
Public Warrants [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability
Private Placement Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	869
Private Placement Warrants [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability
Private Placement Warrants [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability
Private Placement Warrants [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	$ 869

Subsequent Events

9 Months Ended

Dec. 31, 2023

Subsequent Events [Abstract]

Subsequent Events

Note 16 - Subsequent Events

Aeries Technology Singapore Pte. Ltd (“ATSG”), a company incorporated in Singapore on December 2, 2023, was wholly owned by the Sole Shareholder comprising of one common share of ATSG. On January 4, 2024, the share held by the Sole Shareholder was transferred to AARK constituting 100% of ATSG’s share capital, for $1. Pursuant to this transaction, ATSG became a wholly owned subsidiary of AARK. Subsequently, on January 19, 2024, AARK additionally subscribed to 499,999 shares.

Related Party Transactions

9 Months Ended

Dec. 31, 2023

Related Party Transactions

Note 9 - Related Party Transactions

Schedule of Related Party Transactions
Name of the related party		Relationship
Aark II Pte Limited		Affiliate entity
Aarx Singapore Pte Ltd		Affiliate entity
Aeries Technology Products And Strategies Private Limited (“ATPSPL”)		Affiliate entity
Aeries Financial Technologies Private Limited		Affiliate entity
Bhanix Finance And Investment Limited		Affiliate entity
Ralak Consulting LLP		Affiliate entity
TSLC Pte Limited		Affiliate entity
Venu Raman Kumar		Chairman of ATI’s Board and controlling shareholder
Vaibhav Rao		Members of immediate families of Venu Raman Kumar
Sudhir Appukuttan Panikassery		Key managerial personnel

Summary of significant transactions and balances due to and from related parties are as follows:


	Three Months Ended December 31,				Nine Months Ended December 31,
	2023		2022		2023		2022
Cost sharing arrangements
Aeries Financial Technologies Private Limited (b)		42		40		143		115
Bhanix Finance And Investment Limited (b)		27		2		87		84
Corporate guarantee commission
Bhanix Finance And Investment Limited		-		3		2		9
Corporate guarantee expense
Aeries Technology Products And Strategies Private Limited (j)		-		4		2		11
Interest expense
Aeries Technology Products And Strategies Private Limited (d)		7		-		21		1
Mr. Vaibhav Rao (g)		21		21		63		65
Interest income
Aeries Financial Technologies Private Limited (f), (h)		43		60		123		112
Aeries Technology Products And Strategies Private Limited (e), (h)		24		21		77		64
Legal and professional fees paid
Ralak Consulting LLP (c)		133		78		346		302
Management consultancy service
Aark II Pte Limited (a)		737		346		2,439		949
TSLC Pte Limited (a)		39		-		127		-
Office management and support services expense
Aeries Technology Products And Strategies Private Limited (i)		1		8		76		13

	December 31,		March 31,
	2023		2023
Accounts payable
Aeries Technology Products And Strategies Private Limited (i)	$	-	$	29
Accounts receivable
Aeries Technology Products And Strategies Private Limited		1		-
Aark II Pte Limited (a)		483		1,084
Aeries Financial Technologies Private Limited (b)		8		9
Bhanix Finance And Investment Limited (b)		51		86
TSLC Pte Limited (a)		159		259
Interest payable (classified under other current liabilities)
Aeries Technology Products And Strategies Private Limited (d)		9		1
Interest receivable (classified under prepaid expenses and other current assets)
Aeries Technology Products And Strategies Private Limited (e)		50		57
Investment in 0.001% Series-A Redeemable preference share
Aeries Financial Technologies Private Limited (h)		903		803
Investment in 10% Cumulative redeemable preference shares
Aeries Technology Products And Strategies Private Limited (h)		784		761
Loan from Members of immediate families of Venu Raman Kumar
Mr. Vaibhav Rao (g)		836		845
Loans from affiliates
Aeries Technology Products and Strategies Private Limited (d)		193		-
Loans to affiliates (classified under other assets)
Aeries Financial Technologies Private Limited (f)		105		106
Aeries Technology Products And Strategies Private Limited (e)		337		335

	(a)	The Company provided management consulting services to Aark II Pte Ltd under an agreement dated June 21, 2021 and its amendments thereof and to TSLC Pte Ltd under an agreement dated July 12, 2021.
	(b)	The Company was in a cost sharing arrangement with Aeries Financial Technologies Private Ltd and Bhanix Finance and Investment Ltd under separate agreements dated April 1, 2020. The cost sharing arrangement included costs in the areas of office management, IT and operations. The agreements are for a 36-month term with auto renewals after the original term.
	(c)	The Company availed consulting services including implementation services in business restructuring, risk management, feasibility studies, mergers & acquisitions etc. from Ralak Consulting LLP vide agreement dated April 01, 2022.
	(d)	The Company incurred interest expense in relation to loans taken from ATPSPL, which were borrowed to meet working capital requirements. The loans were for a 3-year term and were issued at an interest rate of 12% per annum.
	(e)	The Company received interest income in relation to loans given to affiliates to support their working capital requirements. The loans were for a 3-year term and issued at an interest rate of 12% per annum.
	(f)	The Company received interest income in relation to loans given to affiliates to support their working capital requirements. The loans were for a 3-year term and issued at an interest rate of 15-17% per annum.
	(g)	The Company obtained a loan at 10% interest rate from Vaibhav Rao for business purposes. The agreement shall remain valid until the principal amount along with interest is fully repaid. The principal amount of the loan was outstanding in entirety as of the nine month ended December 31, 2023 and 2022.
	(h)	This amount represents investments in affiliates. The Company earned interest income on its investments in affiliates.
	(i)	The Company availed management consulting services from ATPSPL under agreements dated March 20, 2020 and April 1, 2021.
	(j)	ATPSPL gave corporate guarantee of INR 240,000 (or approximately $2,888 at the exchange rate in effect on December 31, 2023) on behalf of the Company towards the revolving credit facility availed. ATPSPL charges a corporate guarantee commission of 0.5% on the total corporate guarantee given. The guarantee was withdrawn during the nine month ended December 31, 2023.

The Company has also executed two Exchange Agreements: (1) with AARK and Mr. Raman Kumar (“Sole Shareholder”) in his capacity as a shareholder’ of AARK; and (2) with ATGBA and Mr. Sudhir Appukuttan Panikassery, Mr. Ajay Khare, and Mr. Unnikrishnan Balakrishnan Nambiar, key managerial personnel of ATGBA in their capacity as shareholders’ of ATGBA (together referred to as “counterparties”). Under the Exchange Agreements, the counterparties would have a right to exchange the shares held by them in AARK/ ATGBA against shares of ATI or cash subject to the conditions specified in the Exchange Agreement. Refer Note 11 for details. Additionally, pursuant to the Business Combination, 5,638,530 Class A ordinary shares have been issued to Innovo Consultancy DMCC, which is wholly owned by Sole Shareholder.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

+ Details

Summary of Significant Accounting Policies (Details 2) $ in Thousands	9 Months Ended
	Dec. 31, 2023 USD ($)
Product Information [Line Items]
Opening balance as of March 31, 2023	$ 0
Closing balance as of December 31, 2023	1,233
Long Term Investment [Member]
Product Information [Line Items]
Opening balance as of March 31, 2023
Transition period adjustment on long term investments (through retained earnings) pursuant to ASC 326	126
Adjusted balance as of April 1, 2023	126
Additions charged to change in provision for credit losses	3
Closing balance as of December 31, 2023	$ 129

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN REDEEMABLE NONCONTROLLING INTEREST AND SHAREHOLDERS' DEFICIT (Unaudited) - USD ($) $ in Thousands	Redeemable Noncontrolling Interest [Member]	Ordinary Shares Class A [Member]	Ordinary Shares Class V [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Total Stockholders Equitydeficit [Member]	Noncontrolling Interest [Member]	Total
Balance as at September 30, 2022 at Mar. 31, 2022		$ 0		$ 3,328	$ 4,872	$ (644)	$ 7,556	$ 1,140	$ 8,696
Beginning balance, Shares at Mar. 31, 2022		10,000
Net income for the period					1,158		1,158	200	1,358
Other comprehensive loss						(274)	(274)	(47)	(321)
Balance as at December 31, 2022 (restated) at Jun. 30, 2022		$ 0		3,328	6,030	(918)	8,440	1,293	9,733
Ending balance, Shares at Jun. 30, 2022		10,000
Balance as at September 30, 2022 at Mar. 31, 2022		$ 0		3,328	4,872	(644)	7,556	1,140	8,696
Beginning balance, Shares at Mar. 31, 2022		10,000
Balance as at December 31, 2022 (restated) at Dec. 31, 2022		$ 0		5,828	5,568	(1,254)	10,142	1,160	11,302
Ending balance, Shares at Dec. 31, 2022		10,000
Balance as at September 30, 2022 at Jun. 30, 2022		$ 0		3,328	6,030	(918)	8,440	1,293	9,733
Beginning balance, Shares at Jun. 30, 2022		10,000
Net income for the period					(192)		(192)	(30)	(222)
Other comprehensive loss						(279)	(279)	(48)	(327)
Stock-based compensation				1,057			1,057		1,057
Net changes in net shareholders’ investment				6			6		6
Balance as at December 31, 2022 (restated) at Sep. 30, 2022		$ 0		4,391	5,838	(1,197)	9,032	1,215	10,247
Ending balance, Shares at Sep. 30, 2022		10,000
Net income for the period					(270)		(270)	(45)	(315)
Other comprehensive loss						(57)	(57)	(10)	(67)
Stock-based compensation				1,425			1,425		1,425
Net changes in net shareholders’ investment				12			12		12
Balance as at December 31, 2022 (restated) at Dec. 31, 2022		$ 0		5,828	5,568	(1,254)	10,142	1,160	11,302
Ending balance, Shares at Dec. 31, 2022		10,000
Balance as at September 30, 2022 at Mar. 31, 2023				7,221	6,318	(1,349)	12,190	1,279	13,469
Beginning balance, Shares at Mar. 31, 2023		10,000
Transition period adjustment pursuant to ASC 326, net of tax					(190)		(190)	(33)	(223)
Adjusted Balance, value				7,221	6,128	(1,349)	12,000	1,246	13,246
Adjusted Balance, Shares		10,000
Net income for the period					421		421	73	494
Other comprehensive loss						(12)	(12)	(2)	(14)
Stock-based compensation				1,374			1,374		1,374
Net changes in net shareholders’ investment				(10)			(10)		(10)
Balance as at December 31, 2022 (restated) at Jun. 30, 2023				8,585	6,549	(1,361)	13,773	1,317	15,090
Ending balance, Shares at Jun. 30, 2023		10,000
Net income for the period					819		819	108	927
Other comprehensive loss						(164)	(164)	(28)	(192)
Stock-based compensation				252			252		252
Net changes in net shareholders’ investment
Balance as at December 31, 2022 (restated) at Sep. 30, 2023				8,837	7,368	(1,525)	14,680	1,397	16,077
Ending balance, Shares at Sep. 30, 2023		10,000
Share in Pre-Merger net income					238		238	(44)	194
Share in Pre-Merger other comprehensive income						7	7	1	8
Net income for the period	154				(16,649)		(16,649)		(16,649)
Other comprehensive loss	8					4	4		4
Reclassification of negative additional paid-in capital				28,752	(28,752)
Reverse Recapitalization, net of transaction expenses (Note 1)	9,581	$ 2		(38,492)	(4,701)	936	(42,255)	(1,354)	(43,609)
Reverse Recapitalization, net of transaction expenses (Note 1), Shares		15,247,666	1
Settlement of accounts payable through issuance of shares				903			903		903
Settlement of accounts payable through issuance of shares, Shares		361,338
Balance as at December 31, 2022 (restated) at Dec. 31, 2023	$ 9,743	$ 2			$ (42,496)	$ (578)	$ (43,072)		$ (43,072)
Ending balance, Shares at Dec. 31, 2023		15,619,004	1

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
Net income / (loss)	$ (16,301)	$ (315)	$ (14,880)	$ 821
Other comprehensive income / (loss), net of tax
Foreign currency translation adjustments	(6)	(143)	(159)	(788)
Unrecognized actuarial gain / (loss) on employee benefit plan obligations	26	76	(27)	73
Total other comprehensive income / (loss), net of tax	20	(67)	(186)	(715)
Comprehensive income / (loss), net of tax	(16,281)	(382)	(15,066)	106
Less: Comprehensive income / (loss) attributable to noncontrolling interests	(43)	(55)	108	20
Less: Comprehensive income attributable to redeemable noncontrolling interests	162		162
Total comprehensive income / (loss) attributable to shareholders’ of Aeries Technology, Inc.	$ (16,400)	$ (327)	$ (15,336)	$ 86

Revenue (Details Narrative) - USD ($) $ in Thousands	9 Months Ended
Revenue (Details Narrative) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Contract assets	$ 1,564		$ 0
Deferred revenue recognized	181	$ 228
Deferred revenue	155		193
Deferred revenue, non current	$ 0		$ 0

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2023	Mar. 31, 2023
Accounts receivable, net of allowance	$ 1,233	$ 0
Prepaid expenses and other current assets, net of allowance	6	0
Long-term investments, net of allowance	129	0
Other assets, net of allowance	$ 1	$ 0
Preferred stock, Par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock, Shares authorized	5,000,000	5,000,000
Preferred stock, Shares issued	0	0
Preferred stock, Shares outstanding	0	0
Common stock, Par or stated value per share	$ 0	$ 0
Common stock, Shares issued	0	10,000
Common stock, Shares outstanding	0	10,000
Common Class A [Member]
Common stock, Par or stated value per share	$ 0.0001
Common stock, Shares authorized	500,000,000
Common stock, Shares issued	15,619,004
Common stock, Shares outstanding	15,619,004
Common Class V [Member]
Common stock, Par or stated value per share	$ 0.0001	$ 0.0001
Common stock, Shares authorized	1	1
Common stock, Shares issued	1	1
Common stock, Shares outstanding	1	1

Revenue

9 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue

Note 6 - Revenue

Disaggregation of Revenue

The Company presents and discusses revenues by customer location. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of our revenues and cash flows are affected by industry, market and other economic factors.

The following table shows the disaggregation of the Company’s revenues by major customer location. Revenues are attributed to geographic regions based upon billed client location. Substantially all of the revenue in our North America region relates to operations in the United States.

Schedule of Disaggregation of Revenue
	Three Months Ended December 31,				Nine Months Ended December 31,
	2023		2022		2023		2022
North America	$	14,533	$	11,761	$	40,899	$	35,739
Asia Pacific and Other		4,364		930		11,906		2,288
Total revenue	$	18,897	$	12,691	$	52,805	$	38,027

Contract balances

Contract assets comprise amounts where the Company’s right to bill is contingent on something other than the passage of time. As of December 31, 2023 and March 31, 2023, the Company’s contract assets were $1,564 and $0, respectively, and were recorded within “Prepaid expenses and other current assets”, net of allowance for credit losses, on the condensed consolidated balance sheets.

Contract liabilities, or deferred revenue, comprise amounts collected from the Company’s customers for revenues not yet earned and amounts which are anticipated to be recorded as revenues when services are performed. The amount of revenue recognized in the nine months ended December 31, 2023 and 2022 that was included in deferred revenue at the beginning of each period was $181 and $228, respectively.

As of December 31, 2023 and March 31, 2023 the Company’s deferred revenue was $155 and $193, respectively, and was recorded within “Other current liabilities” on the condensed consolidated balance sheets. There was no deferred revenue classified as non-current as of December 31, 2023 and March 31, 2023.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Fair Value Measurements

9 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 14 - Fair Value Measurements

As of December 31, 2023, the Company had financial instruments which were measured at fair value on a recurring basis using significant unobservable inputs (Level 3). Significant changes in the inputs could result in a significant change in the fair value measurements. See each respective footnote for information on the assumptions used in calculating the fair value of financial instruments.

The following tables present information about the Company’s liabilities that are measured at fair value on a recurring basis as of December 31, 2023 and March 31, 2023, including the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value.

Summary of Liabilities Measured at Fair Value on a Recurring Basis


December 31, 2023	Level 1		Level 2		Level 3		Total
Liabilities:
Forward Purchase Agreement put option liability	$	-	$	-	$	42,256	$	42,256
Public Warrants		1,048		-		-	$	1,048
Private Placement Warrants		-		-		869	$	869
Total liabilities	$	1,048	$	-	$	43,125	$	44,173

March 31, 2023

Level 1

Level 2

Level 3

Total

Liabilities:

Forward Purchase Agreement put option liability

Public Warrants

Private Placement Warrants

Total liabilities

The initial fair value of the FPA put option liability at the Closing Date was $25,009, which is reported as a forward purchase agreement put option liability in our condensed consolidated balance sheet. The change in the fair value of the forward purchase agreement put option liability of $17,247 has been recorded to change in fair value of forward purchase agreement put option liability for the three and nine months ended December 31, 2023, in the Company’s condensed consolidated statements of operations. The forward purchase agreement put option liability was classified as a current liability, as its liquidation is reasonably expected to use or require current assets or the creation of current liabilities. See also Notes 2 and 13. The estimated fair value of the forward purchase agreement put option liability was calculated using a Monte Carlo model and used significant assumptions including the risk-free rate and volatility. The change in fair value of the forward purchase agreement put option liability is primarily driven by a decrease in the price per share of the Company.

The valuation of the forward purchase agreement put option liability was made using the following assumptions as of December 31, 2023:


Term (years)		0.85
Risk-free interest rate		4.93	%
Volatility		48.6	%
Stock price at measurement date	$	2.50

Given that the Public Warrants have a listed price available, the Company classified them as Level 1. The Company has classified the privately placed warrants within Level 3 of the hierarchy as the fair value derived using the Black-Scholes option pricing model, which uses a combination of observable (Level 2) and unobservable (Level 3) inputs. There were no transfers between fair value levels during the three and nine months ended December 31, 2023.

The valuation of the liability for the Private Placement Warrants was made using the following assumptions as of December 31, 2023:


Term (years)		4.85
Risk-free interest rate		3.85	%
Volatility		38.2	%
Stock price at measurement date	$	2.50

The following table presents a summary of the changes in the fair value of Derivative Liabilities:


	Forward Purchase Agreement Put Option Liability		Public Warrant Liability			Private Placement Liability			Total
Fair value at April 1, 2023	$	-	$	-		$	-		$	-
Warrants and Forward Purchase Agreement put option liability acquired as part of Business Combination as at November 6, 2023		25,009		1,513			1,256			27,778
Change in fair value (gain) / loss		17,247		(465	)		(387	)		16,395
Fair value as of December 31, 2023	$	42,256	$	1,048		$	869		$	44,173

Based on the expected VWAP as at inception as well as December 31, 2023 it is not expected that ATI would be required to issue additional Class A ordinary shares to certain vendors. On this basis, Fair value of the derivative financial instrument representing ATI’s obligation to issue additional Class A ordinary shares has been determined to be insignificant on initial recognition as well as at December 31, 2023 and accordingly the quantitative disclosures in relation to the fair value have not been provided.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Redeemable Noncontrolling Interest and Shareholders’ Equity (Deficit) (Details Narrative) - $ / shares	9 Months Ended
	Dec. 31, 2023	Jun. 14, 2023	Apr. 02, 2023	Mar. 31, 2023	Dec. 31, 2022	Apr. 02, 2022
Class of Stock [Line Items]
Preferred Stock, Shares Authorized	5,000,000			5,000,000	5,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001			$ 0.0001	$ 0.0001
Preferred Stock, Shares Issued	0			0
Preferred Stock, Shares Outstanding	0			0
Common Stock, Par or Stated Value Per Share	$ 0			$ 0
Common stock, Shares issued	0		10,000	10,000		10,000
Common stock, Shares outstanding	0	10		10,000
Number of shares of common stock outstanding after stock split	10,000
A T G B A [Member]
Class of Stock [Line Items]
Ownership percentage	14.69%
Minimum [Member]
Class of Stock [Line Items]
Voting rights	26.00%
Maximum [Member]
Class of Stock [Line Items]
Voting rights	51.00%
Common Class A [Member]
Class of Stock [Line Items]
Common Stock, Shares Authorized	500,000,000				500,000,000
Common Stock, Par or Stated Value Per Share	$ 0.0001				$ 0.0001
Common stock, Shares issued	15,619,004
Common stock, Shares outstanding	15,619,004
Temporary equity, Shares outstanding	4,000,000
Common Class V [Member]
Class of Stock [Line Items]
Common Stock, Shares Authorized	1			1
Common Stock, Par or Stated Value Per Share	$ 0.0001			$ 0.0001
Common stock, Shares issued	1			1
Common stock, Shares outstanding	1			1

Cover - shares	9 Months Ended
Cover - shares	Dec. 31, 2023	Feb. 16, 2024
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--03-31
Entity File Number	001-40920
Entity Registrant Name	Aeries Technology, Inc.
Entity Central Index Key	0001853044
Entity Tax Identification Number	98-1587626
Entity Incorporation, State or Country Code	E9
Entity Address, Address Line One	60 Paya Lebar Road
Entity Address, Address Line Two	#08-13
Entity Address, Address Line Three	Paya Lebar Square
Entity Address, City or Town	Singapore
Entity Address, Country	SG
Entity Address, Postal Zip Code	409051
City Area Code	(919)
Local Phone Number	228-6404
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Class A ordinary shares, par value $0.0001 per share
Title of 12(b) Security	Class A ordinary shares, par value $0.0001 per share
Trading Symbol	AERT
Security Exchange Name	NASDAQ
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50
Title of 12(b) Security	Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50
Trading Symbol	AERTW
Security Exchange Name	NASDAQ
Common Class A [Member]
Entity Common Stock, Shares Outstanding		15,619,004
Common Class V [Member]
Entity Common Stock, Shares Outstanding		1

Stock-Based Compensation (Details 2)	9 Months Ended
Stock-Based Compensation (Details 2)	Dec. 31, 2023
Compensation Related Costs [Abstract]
Expected term	3 years 6 months
Expected volatility	40.80%
Risk free interest rate	3.01%
Annual dividend yield	0.00%

Fair Value Measurements (Details 1) - Forward Purchase Agreement Put Option Liability [Member]	9 Months Ended
	Dec. 31, 2023 $ / shares
Class of Warrant or Right [Line Items]
Term	10 months 6 days
Risk-free interest rate	4.93%
Volatility	48.60%
Stock price at measurement date	$ 2.50

Summary of Significant Accounting Policies (Details Narrative) - USD ($)
$ / shares in Units, $ in Thousands

3 Months Ended

9 Months Ended

Nov. 05, 2023

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2023

Dec. 31, 2022

Mar. 31, 2023

[custom:ShareholdersEquityDeficit-0]

$ 43,072

Cash Equivalents, at Carrying Value

6,543

$ 6,543

Number of shares issued

200,000

Redemption shares

288,333

Prepayment Amount

$ 42,760

Underlying consideration amount

39,678

Settlement of accounts payable through issuance of shares to vendors

$ 855

Shares issued

^[1]

15,257,666

Allowance for credit losses

$ 1,233

$ 0

Long-term investments, net of allowance

$ 129

Customer Three [Member]

Concentration of credit risk, percentage

14.70%

10.30%

12.80%

Customer Four [Member]

Concentration of credit risk, percentage

10.00%

10.10%

Customer Two [Member]

Concentration of credit risk, percentage

12.90%

15.60%

12.70%

15.40%

Customer Five [Member]

Concentration of credit risk, percentage

10.00%

Customer [Member]

Concentration of credit risk, percentage

10.00%

Revenue Benchmark [Member] | Customer Three [Member]

Concentration of credit risk, percentage

10.00%

Revenue Benchmark [Member] | Customer Four [Member]

Concentration of credit risk, percentage

10.00%

Revenue Benchmark [Member] | Customer Two [Member]

Concentration of credit risk, percentage

10.00%

Revenue Benchmark [Member] | Customer Five [Member]

Concentration of credit risk, percentage

10.00%

Common Stock [Member]

Shares issued

15,257,666

Forward Purchase Agreement [Member]

Prepayment Amount

$ 42,256

Cash paid

3,083

Derivative liability

25,009

Change in the fair value of derivative liability

17,247

Forward Purchase Agreement [Member] | Common Stock [Member]

Number of shares issued

4,000,000

Forward Purchase Agreement [Member] | A T I [Member]

Prepayment Amount

42,760

Cash paid

$ 2

Weighted average price

$ 2.5

Common Class A [Member]

Shares issued

361,388

Common Class A [Member] | Forward Purchase Agreement [Member]

Number of shares issued

3,711,667

Number of share issued, value

$ 39,678

[1]

Revenue (Tables)

9 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

Schedule of Disaggregation of Revenue
	Three Months Ended December 31,				Nine Months Ended December 31,
	2023		2022		2023		2022
North America	$	14,533	$	11,761	$	40,899	$	35,739
Asia Pacific and Other		4,364		930		11,906		2,288
Total revenue	$	18,897	$	12,691	$	52,805	$	38,027

Summary of Significant Accounting Policies (Details)	3 Months Ended		9 Months Ended
Summary of Significant Accounting Policies (Details)	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Customer One [Member]
Concentration of credit risk, percentage	13.90%	16.20%	14.40%	16.50%
Customer Two [Member]
Concentration of credit risk, percentage	12.90%	15.60%	12.70%	15.40%
Customer Three [Member]
Concentration of credit risk, percentage		14.70%	10.30%	12.80%
Customer Four [Member]
Concentration of credit risk, percentage		10.00%		10.10%
Customer Five [Member]
Concentration of credit risk, percentage		10.00%

Restatement of Previously Issued Carve-out Consolidated Financial Statements (Details 1) $ in Thousands	9 Months Ended
	Dec. 31, 2022 USD ($)
Previously Reported [Member]
Net income attributable to noncontrolling interest	$ 68
Revision of Prior Period, Adjustment [Member]
Net income attributable to noncontrolling interest	19
As Restated [Member]
Net income attributable to noncontrolling interest	$ 87

- Definition

Amount of Net Income (Loss) attributable to noncontrolling interest.

+ References + Details

Fair Value Measurements (Tables)

9 Months Ended

Dec. 31, 2023

Class of Warrant or Right [Line Items]

Summary of Liabilities Measured at Fair Value on a Recurring Basis


December 31, 2023	Level 1		Level 2		Level 3		Total
Liabilities:
Forward Purchase Agreement put option liability	$	-	$	-	$	42,256	$	42,256
Public Warrants		1,048		-		-	$	1,048
Private Placement Warrants		-		-		869	$	869
Total liabilities	$	1,048	$	-	$	43,125	$	44,173

March 31, 2023

Level 1

Level 2

Level 3

Total

Liabilities:

Forward Purchase Agreement put option liability

Public Warrants

Private Placement Warrants

Total liabilities

Summary of The Changes In The Fair Value of Derivative Warrant Liabilities


	Forward Purchase Agreement Put Option Liability		Public Warrant Liability			Private Placement Liability			Total
Fair value at April 1, 2023	$	-	$	-		$	-		$	-
Warrants and Forward Purchase Agreement put option liability acquired as part of Business Combination as at November 6, 2023		25,009		1,513			1,256			27,778
Change in fair value (gain) / loss		17,247		(465	)		(387	)		16,395
Fair value as of December 31, 2023	$	42,256	$	1,048		$	869		$	44,173

Forward Purchase Agreement Put Option Liability [Member]

Class of Warrant or Right [Line Items]

Schedule of derivative contract assumptions


Term (years)		0.85
Risk-free interest rate		4.93	%
Volatility		48.6	%
Stock price at measurement date	$	2.50

Private Warrants Liability [Member]

Class of Warrant or Right [Line Items]

Schedule of derivative contract assumptions


Term (years)		4.85
Risk-free interest rate		3.85	%
Volatility		38.2	%
Stock price at measurement date	$	2.50

Short-term Borrowings (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Mar. 31, 2023
Extinguishment of Debt [Line Items]
Short-term borrowings	$ 6,238	$ 1,376
Short-Term Debt [Member]
Extinguishment of Debt [Line Items]
Short-term borrowings	6,225	1,364
Current Portion Of Vehicle Loan [Member]
Extinguishment of Debt [Line Items]
Short-term borrowings	$ 13	$ 12

Related Party Transactions (Details 1) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2023

Dec. 31, 2022

Mar. 31, 2023

Interest expense

$ 115

$ 52

$ 314

$ 166

Accounts payable

7,771

$ 2,474

Accounts receivable

18,152

13,416

Aeries Financial Technologies Private Limited [Member]

Cost sharing arrangements

^[1]

143

115

Interest income

^[2],[3]

123

112

Accounts receivable

^[1]

Investment in 0.001% Series-A Redeemable preference share

^[3]

903

803

Loans to affiliates (classified under other assets)

^[2]

105

106

Bhanix Finance And Investment Limited [Member]

Cost sharing arrangements

^[1]

Corporate guarantee commission

Accounts receivable

^[1]

Aeries Technology Products And Strategies Private Limited [Member]

Corporate guarantee expense

^[4]

Interest expense

^[5]

Interest income

^[3],[6]

Office management and support services expense

^[7]

Accounts payable

^[7]

Accounts receivable

Interest payable (classified under other current liabilities)

^[5]

Interest receivable (classified under prepaid expenses and other current assets)

^[6]

Investment in 10% Cumulative redeemable preference shares

^[3]

784

761

Loans from affiliates

^[5]

193

Loans to affiliates (classified under other assets)

^[6]

337

335

Mr Vaibhav Rao [Member]

Interest expense

^[8]

Loan from Members of immediate families

^[8]

836

845

Ralak Consulting L L P [Member]

Legal and professional fees paid

^[9]

133

346

302

Aark I I Pte Limited [Member]

Management consultancy service

^[10]

737

346

2,439

949

Accounts receivable

^[10]

483

1,084

T S L C Pte Limited [Member]

Management consultancy service

^[10]

127

Accounts receivable

^[10]

$ 159

$ 259

[1]	The Company was in a cost sharing arrangement with Aeries Financial Technologies Private Ltd and Bhanix Finance and Investment Ltd under separate agreements dated April 1, 2020. The cost sharing arrangement included costs in the areas of office management, IT and operations. The agreements are for a 36-month term with auto renewals after the original term.
[2]	The Company received interest income in relation to loans given to affiliates to support their working capital requirements. The loans were for a 3-year term and issued at an interest rate of 15-17% per annum.
[3]	This amount represents investments in affiliates. The Company earned interest income on its investments in affiliates.
[4]	ATPSPL gave corporate guarantee of INR 240,000 (or approximately $2,888 at the exchange rate in effect on December 31, 2023) on behalf of the Company towards the revolving credit facility availed. ATPSPL charges a corporate guarantee commission of 0.5% on the total corporate guarantee given. The guarantee was withdrawn during the nine month ended December 31, 2023.
[5]	The Company incurred interest expense in relation to loans taken from ATPSPL, which were borrowed to meet working capital requirements. The loans were for a 3-year term and were issued at an interest rate of 12% per annum.
[6]	The Company received interest income in relation to loans given to affiliates to support their working capital requirements. The loans were for a 3-year term and issued at an interest rate of 12% per annum.
[7]	The Company availed management consulting services from ATPSPL under agreements dated March 20, 2020 and April 1, 2021.
[8]	The Company obtained a loan at 10% interest rate from Vaibhav Rao for business purposes. The agreement shall remain valid until the principal amount along with interest is fully repaid. The principal amount of the loan was outstanding in entirety as of the nine month ended December 31, 2023 and 2022.
[9]	The Company availed consulting services including implementation services in business restructuring, risk management, feasibility studies, mergers & acquisitions etc. from Ralak Consulting LLP vide agreement dated April 01, 2022.
[10]	The Company provided management consulting services to Aark II Pte Ltd under an agreement dated June 21, 2021 and its amendments thereof and to TSLC Pte Ltd under an agreement dated July 12, 2021.

Stock-Based Compensation

9 Months Ended

Dec. 31, 2023

Stock-Based Compensation

Note 10 - Stock-Based Compensation

Aeries Employees Stock Option Plan, 2020

On August 1, 2020, ATGBA’s board of directors approved and executed the Aeries Employees Stock Option Plan (“ESOP”), which was subsequently amended on July 22, 2022. Under ESOP, the Company has authorized to grant up to 59,900 options to eligible employees in one or more tranches. The Company granted 59,900 options to eligible employees during the year ended March 31, 2023.

The options issued under the ESOP generally are subject to service conditions. The service condition is typically one year. The stock-based compensation expense is recognized in the condensed consolidated statements of comprehensive income using the straight-line attribution method over the requisite service period.

The following table summarizes the ESOP stock option activity for the nine months ended December 31, 2023:

Schedule of stock option activity
	Shares		Weighted average exercise price		Weighted-average remaining contractual term (in years)		Aggregate intrinsic value
Options outstanding at March 31, 2023		59,900	$	-		-	$	-
Options granted		-	$	-		-	$	-
Options exercised		-		-		-		-
Options canceled, forfeited or expired		-		-		-		-
Options outstanding at December 31, 2023		59,900	$	0.12		4.56	$	4,739

Vested and exercisable at December 31, 2023		59,900	$	0.12		4.56	$	4,739

Aeries Management Stock Option Plan, 2019

On September 23, 2019, ATGBA’s board of directors approved and executed the Aeries Management Stock Option Plan 2019 (“MSOP”), which was subsequently amended on December 31, 2022. Under MSOP, ATGBA has authorized to grant up to 295,565 options to eligible employees in one or more tranches.

The options issued under the MSOP generally are subject to both service and performance conditions. The service condition is typically one year, and the performance conditions are based on the condensed consolidated revenue and adjusted profit before tax of Aeries Technology Group Business Accelerators Pvt Ltd. The stock-based compensation expense is recognized in the condensed consolidated statements of comprehensive income using the straight-line attribution method over the requisite service period if it is probable that the performance target will be achieved.

The following table summarizes the MSOP stock option activity for the nine months ended December 31, 2023:

Schedule of stock option activity
	Shares		Weighted average exercise price		Weighted-average remaining contractual term (in years)		Aggregate intrinsic value
Options outstanding at March 31, 2023		295,565	$	-		-	$	-
Options granted		-		-		-		-
Options exercised		-		-		-		-
Options canceled, forfeited or expired		-		-		-		-
Options outstanding at December 31, 2023		295,565	$	0.12		1.92	$	23,385

Vested and exercisable at December 31, 2023		295,565	$	0.12		1.92	$	23,385

The Company uses the BSM option-pricing model to determine the grant-date fair value of stock options. The determination of the fair value of stock options on the grant date is affected by the estimated underlying common stock price, as well as assumptions regarding a number of complex and subjective variables. These variables include expected stock price volatility over the term of the awards, actual and projected employee stock option exercise behaviors, risk-free interest rates, and expected dividends. The grant date fair value of the Company’s stock options granted to employees were estimated using the Black-Scholes option-pricing model with the following weighted average assumptions:


	2022 Grants
Expected term	3.5 years
Expected volatility	40.80	%
Risk free interest rate	3.01	%
Annual dividend yield	0.00	%

During the nine months ended December 31, 2023 and 2022, the Company recorded stock-based compensation expense of $1,626 and $2,482 within “Selling, general & administrative expenses” in the Condensed Consolidated statements of operations, respectively.

During the three months ended December 31, 2023 and 2022, the Company recorded stock-based compensation expense of $0 and $1,425 within “Selling, general & administrative expenses” in the Condensed Consolidated statements of operations, respectively.

There were no amounts capitalized as part of internal-use software under development for the three and nine months ended December 31, 2023 and 2022.

As of December 31, 2023, there was no unrecognized stock-based compensation cost. As of December 31, 2022, the total remaining unrecognized stock-based compensation cost was $3,050.

Aeries Technology, Inc. 2023 Equity Incentive Plan

The board of directors of ATI approved the Aeries Technology, Inc. 2023 Equity Incentive Plan (the “Plan”) on March 11, 2023, subject to approval by ATI’s shareholders’. The Plan was approved by ATI’s shareholders’, on November 2, 2023 and the Plan became effective upon the consummation of the Business Combination. The maximum number of ATI Class A ordinary shares that may be issued under the Plan may not exceed 9,031,027 ATI Class A ordinary shares, subject to certain adjustments set forth in the Plan. No awards have yet been granted under this Plan.

Employee Compensation and Benefits (Tables)

9 Months Ended

Dec. 31, 2023

Retirement Benefits [Abstract]

Schedule of Other comprehensive loss

Schedule of Other comprehensive loss
	Three Months Ended December 31,						Nine Months Ended December 31,
	2023			2022			2023			2022
Net actuarial loss / (gain)	$	(14	)	$	(86	)	$	100		$	(51	)
Amortization of net actuarial (gain)		(21	)		(15	)		(64	)		(47	)
Deferred tax expense / (benefit)		9			25			(9	)		25
Unrecognized actuarial loss / (gain) on employee benefit plan obligations	$	(26	)	$	(76	)	$	27		$	(73	)

Schedule of net defined benefit plan costs


	Three Months Ended December 31,				Nine Months Ended December 31,
	2023		2022		2023		2022
Service costs	$	112	$	83	$	338	$	255
Interest costs		24		13		74		39
Amortization of net actuarial loss		21		15		64		47
Net defined benefit plan costs	$	157	$	111	$	476	$	341

Employee Compensation and Benefits (Details 1) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Retirement Benefits [Abstract]
Service costs	$ 112	$ 83	$ 338	$ 255
Interest costs	24	13	74	39
Amortization of net actuarial loss	21	15	64	47
Net defined benefit plan costs	$ 157	$ 111	$ 476	$ 341

Employee Compensation and Benefits

9 Months Ended

Dec. 31, 2023

Retirement Benefits [Abstract]

Employee Compensation and Benefits

Note 7 - Employee Compensation and Benefits

The Company has employee benefit plans in the form of certain statutory and other programs covering its employees.

Defined Benefit Plan - Gratuity

The Company’s subsidiaries in India have defined benefit plans comprising of gratuity under Payments of Gratuity Act, 1972 covering eligible employees in India. The present value of the defined benefit obligations and other long-term employee benefits is determined based on actuarial valuation using the projected unit credit method. The rate used to discount defined benefit obligation is determined by reference to market yields at the balance sheet date on Indian government bonds for the estimated term of obligations.

Actuarial gains or losses arising on account of experience adjustment and the effect of changes in actuarial assumptions are initially recognized in the condensed consolidated statements of comprehensive income, and the unrecognized actuarial loss is amortized to the condensed consolidated statements of operations over the average remaining service period of the active employees expected to receive benefits under the plan.

Changes in “Other comprehensive income/ (loss)” during the three and nine months ended December 31, 2023 and 2022 were as follows:

Schedule of Other comprehensive loss
	Three Months Ended December 31,						Nine Months Ended December 31,
	2023			2022			2023			2022
Net actuarial loss / (gain)	$	(14	)	$	(86	)	$	100		$	(51	)
Amortization of net actuarial (gain)		(21	)		(15	)		(64	)		(47	)
Deferred tax expense / (benefit)		9			25			(9	)		25
Unrecognized actuarial loss / (gain) on employee benefit plan obligations	$	(26	)	$	(76	)	$	27		$	(73	)

Net defined benefit plan costs for the three and nine months ended December 31, 2023 and 2022 include the following components:


	Three Months Ended December 31,				Nine Months Ended December 31,
	2023		2022		2023		2022
Service costs	$	112	$	83	$	338	$	255
Interest costs		24		13		74		39
Amortization of net actuarial loss		21		15		64		47
Net defined benefit plan costs	$	157	$	111	$	476	$	341

Earnings per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands

3 Months Ended

9 Months Ended

Dec. 31, 2023

Numerator:

Net income / (loss) attributable to controlling interest for the period from November 6, 2023 through December 31, 2023

$ (16,626)

Denominator:

Weighted average shares outstanding of Class A ordinary shares, basic and diluted for the period from November 6, 2023 through December 31, 2023

^[1]

15,389,062

Net loss per share Ordinary Shares

Basic

^[1]

$ (1.08)

Diluted

^[1]

$ (1.08)

[1]

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

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-Topic 250
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+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities, and addition from assumption of issuance of common shares for dilutive potential common shares; of income (loss) available to common shareholders.

+ References + Details

Nature of Operations (Tables)

9 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of consummation of Business Combination


Public Shareholders (Redeemable Class A ordinary shares), including Bonus Shares⁽¹⁾			3,157,469
Shares held by Worldwide Webb Acquisition Sponsor, LLC (the “Sponsor”) and other initial holders⁽²⁾⁽³⁾			2,750,000
Shares held by Innovo Consultancy DMCC⁽⁴⁾			5,638,530
Shares held by FPA Holders⁽⁵⁾			3,711,667
Total⁽⁶⁾			15,257,666

(1)

(2)

(3)

(4)

(5)

Represents a new issuance of Class A ordinary shares to the Forward Purchase Agreement holders in accordance with the Forward Purchase Agreement.

(6)

Schedule of reconciles of business combination


Schedule of cash and net liabilities assumed pursuant to Business Combination	Amount
Balance in Company trust account		40,402
Less: Outflow on account of redemption payments		(18,795	)
Less: Prepayment for recycle share under forward purchase agreement		(3,083	)
Less: Payments under Non-redemption agreements		(9,672	)
Less: Payment to Continental Stock Transfer for services provided in relation to the Business Combination		(186	)
Net cash acquired in Business Combination		8,666
Less: Assumed net liabilities of ATI on Closing Date⁽¹⁾		(38,994	)
Less: Pre-combination transaction costs		(3,697	)
Less: Transferred to Redeemable Noncontrolling Interest (“NCI”) pursuant to Business Combination		(4,465	)
Less: Par value of Class A ordinary shares issued		(2	)
Net charge to Additional paid-in-capital as a result of the Business Combination reported in Shareholders’ equity (deficit)		(38,492	)

(1)

Includes liability pursuant to warrants and Forward Purchase Agreement. Refer Note 14 for details

Related Party Transactions (Details)	9 Months Ended
Related Party Transactions (Details)	Dec. 31, 2023
Aark I I Pte Limited [Member]
Related Party Transaction [Line Items]
Name of the related party	Aark II Pte Limited
Relationship	Affiliate entity
Aarx Singapore Pte Ltd [Member]
Related Party Transaction [Line Items]
Name of the related party	Aarx Singapore Pte Ltd
Relationship	Affiliate entity
Aeries Technology Products And Strategies Private Limited A T P S P L [Member]
Related Party Transaction [Line Items]
Name of the related party	Aeries Technology Products And Strategies Private Limited (“ATPSPL”)
Relationship	Affiliate entity
Aeries Financial Technologies Private Limited [Member]
Related Party Transaction [Line Items]
Name of the related party	Aeries Financial Technologies Private Limited
Relationship	Affiliate entity
Bhanix Finance And Investment Limited [Member]
Related Party Transaction [Line Items]
Name of the related party	Bhanix Finance And Investment Limited
Relationship	Affiliate entity
Ralak Consulting L L P [Member]
Related Party Transaction [Line Items]
Name of the related party	Ralak Consulting LLP
Relationship	Affiliate entity
T S L C Pte Limited [Member]
Related Party Transaction [Line Items]
Name of the related party	TSLC Pte Limited
Relationship	Affiliate entity
Venu Raman Kumar [Member]
Related Party Transaction [Line Items]
Name of the related party	Venu Raman Kumar
Relationship	Chairman of ATI’s Board and controlling shareholder
Vaibhav Rao [Member]
Related Party Transaction [Line Items]
Name of the related party	Vaibhav Rao
Relationship	Members of immediate families of Venu Raman Kumar
Sudhir Appukuttan Panikassery [Member]
Related Party Transaction [Line Items]
Name of the related party	Sudhir Appukuttan Panikassery
Relationship	Key managerial personnel

Nature of Operations (Details 1)
$ in Thousands

9 Months Ended

Dec. 31, 2023

USD ($)

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance in Company trust account

$ 40,402

Less: Outflow on account of redemption payments

(18,795)

Less: Prepayment for recycle share under forward purchase agreement

(3,083)

Less: Payments under Non-redemption agreements

(9,672)

Less: Payment to Continental Stock Transfer for services provided in relation to the Business Combination

(186)

Net cash acquired in Business Combination

8,666

Less: Assumed net liabilities of ATI on Closing Date

(38,994)

^[1]

Less: Pre-combination transaction costs

(3,697)

Less: Transferred to Redeemable Noncontrolling Interest (“NCI”) pursuant to Business Combination

(4,465)

Less: Par value of Class A ordinary shares issued

(2)

Net charge to Additional paid-in-capital as a result of the Business Combination reported in Shareholders’ equity (deficit)

$ (38,492)

[1]	Includes liability pursuant to warrants and Forward Purchase Agreement. Refer Note 14 for details

Restatement of Previously Issued Carve-out Consolidated Financial Statements (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Jun. 30, 2023

Dec. 31, 2022

Sep. 30, 2022

Jun. 30, 2022

Dec. 31, 2023

Dec. 31, 2022

Total operating expenses

$ 5,313

$ 2,025

$ 12,321

$ 7,898

Income from operations

733

293

2,996

1,444

Net income

(16,649)

$ 927

$ 494

(315)

$ (222)

$ 1,358

Less: Net income attributable to NCI*

$ (44)

$ (45)

$ 137

125

Previously Reported [Member]

Selling, administrative and general expenses

8,202

Total operating expenses

8,202

Income from operations

1,140

Income before income taxes

1,667

Net income

517

Less: Net income attributable to NCI*

^[1]

Net income attributable to controlling interest

448

Revision of Prior Period, Adjustment [Member]

Selling, administrative and general expenses

(304)

Total operating expenses

(304)

Income from operations

304

Income before income taxes

304

Net income

304

Less: Net income attributable to NCI*

^[1]

Net income attributable to controlling interest

248

As Restated [Member]

Selling, administrative and general expenses

7,898

Total operating expenses

7,898

Income from operations

1,444

Income before income taxes

1,971

Net income

821

Less: Net income attributable to NCI*

^[1]

125

Net income attributable to controlling interest

$ 696

[1]	The change in net income attributable to noncontrolling interest comprises of two impacts i.e., consequential impact on account of the change in accounting for transaction costs as set out above and change in the percentage attributable to noncontrolling interest based on the note discussed below.

Nature of Operations (Details Narrative) - USD ($)
$ / shares in Units, $ in Thousands

9 Months Ended

Dec. 31, 2023

Nov. 06, 2023

Mar. 31, 2023

Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]

Shares issued

^[1]

15,257,666

Common stock, par value

$ 0

Warrants outstanding

21,027,801

Transaction costs relating to business combination

$ 3,697

Private Placement Warrants [Member]

Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]

Purchase of additional shares

9,527,810

Public Warrants [Member]

Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]

Purchase of additional shares

11,499,991

Common Stock [Member]

Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]

Shares issued

15,257,666

Common stock, par value

$ 0.0001

Redemption of shares

2,697,052

Redemption price

$ 10.69

Ordinary Shares Class A [Member]

Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]

Shares issued

15,257,666

Share outstanding

15,257,666

A A R K [Member]

Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]

Ownership, percentage

38.24%

A A R K Shareholders [Member]

Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]

Ownership, percentage

61.76%

[1]

Warrant Liabilities (Details Narrative) - $ / shares	1 Months Ended
Warrant Liabilities (Details Narrative) - $ / shares	Oct. 22, 2021	Dec. 31, 2023
Class of Warrant or Right [Line Items]
Initial Public Offering Description	the consummation of the Initial Public Offering (IPO), the Company issued 11,499,991 Public Warrants. Simultaneously with the closing of the IPO, WWAC issued 8,900,000 warrants in a private placement (the “Private Placement Warrants”), at a purchase price of $1.00 per Private Placement Warrant, which included 900,000 Units as a result of the underwriter’s full exercise of its option to purchase up to 900,000 additional warrants, at a purchase price of $1.00 per Private Placement Warrant. On November 6, 2023, WWAC issued 627,810 other Private Placement Warrants to the Sponsor pursuant to the conversion of a promissory note payable to the Sponsor. Upon consummation of the Business Combination, the Company assumed 11,499,991 Public Warrants and 9,527,810 Private Placement Warrants (collectively the “Warrants”).
Sale price		$ 18.00
Public Warrants [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 11.50

Long-term debt

9 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Long-term debt

Note 5 - Long-term debt

Long-term debt consists of the following:

Schedule of Long-term debt
	December 31, 2023		March 31, 2023
Loan from the director of ATGBA	$	836	$	845
Loan from an affiliate		193		-
Non-current portion of vehicle loan		112		124
	$	1,141	$	969

For additional information on the loan from the director of ATGBA, Mr. Vaibhav Rao, to a subsidiary company and loan from an affiliate, see Note 9 – Related Party Transactions - point (g) and (d), respectively.

Vehicle loan

On December 7, 2022, the Company entered into a vehicle loan, secured by the vehicle, for INR 11,450 (or approximately $138 at the exchange rate in effect on December 31, 2023) at 10.75% from Mercedes-Benz Financial Services India Pvt. Ltd. The Company is required to repay the loan in 48 monthly instalments beginning January 4, 2023.

As of December 31, 2023, the future maturities of debt by fiscal year are as follows:

Schedule of future maturities of debt
2024	$	3
2025		850
2026		15
2027		286
Total future maturities of debt	$	1,154

Redeemable Noncontrolling Interest and Shareholders’ Equity (Deficit)

9 Months Ended

Dec. 31, 2023

Equity [Abstract]

Redeemable Noncontrolling Interest and Shareholders’ Equity (Deficit)

Note 13 - Redeemable Noncontrolling Interest and Shareholders’ Equity (Deficit)

The condensed consolidated statements of changes in Redeemable Noncontrolling Interest and Shareholders’ Equity (Deficit) reflect the reverse recapitalization and Business Combination as mentioned in Note 1, on Demerger and Business Combination, and Reverse Recapitalization. As AARK was deemed to be the acquirer in the Business Combination, all periods prior to the completion of the Business Combination reflect the balances and activity of AARK. The consolidated balances as of March 31, 2023 from the audited financial statements of AARK as of that date, share activity (Class A ordinary shares) and per share amounts in the condensed consolidated statement of change in shareholders’ equity (deficit) were not retroactively adjusted given that the exchange of all the shares held by the owners of AARK as contemplated under the Exchange agreements as set out in Note 11 has not been completed.

Preference shares

The Company is authorized to issue 5,000,000 shares of preference shares, par value $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of December 31, 2023, there were no shares of preference shares issued or outstanding.

Class A ordinary shares

The Company is authorized to issue 500,000,000 Class A ordinary shares with a par value of $0.0001 per share. As of December 31, 2023, there were 15,619,004 Class A ordinary shares issued and outstanding, including 4,000,000 Class A ordinary shares subject to the FPAs. Each Class A ordinary share carries one vote and entitles the shareholders’ to ratable rights in dividends and distributions as well as in the event of liquidation.

Class V ordinary shares

The Company is authorized to issue 1 Class V ordinary share with a par value of $0.0001 per share. As of December 31, 2023, there was 1 Class V ordinary share issued and outstanding. The Class V share does not carry any direct economic rights in dividends and other distributions or in an event of liquidation. It does carry voting rights equal to 26% which will ratchet up to 51% voting rights upon occurrence of “extraordinary events” at the ATI level.

Common stock

Pre-combination AARK had only one class of common stock having no par value. Holders of common stock were entitled to one vote per share held. As of June 14, 2023 (immediately prior to the effective date of a stock split), there were 10 shares of common stock outstanding, and the number of shares of common stock outstanding after the Stock Split was 10,000. As a result of stock split, AARK’s shares were retroactively restated as if the transaction occurred at the beginning of the earliest periods presented. Consequently, as of April 1, 2023 and 2022, the AARK’s common stock consisted of 10,000 shares, all of which are issued and fully paid. Upon the liquidation, dissolution or winding up of AARK, common stockholders were entitled to receive a ratable share of the available net assets of AARK after payment of all debts and other liabilities. The common stock had no preemptive, subscription, redemption or conversion rights.

Redeemable noncontrolling interest

As of December 31, 2023, the prior investors of AARK owned 61.76% of the common shares of AARK, and prior investors of ATGBA owned 14.69% of the common shares of ATGBA. The prior investors of AARK and ATGBA have the right to exchange their AARK /ATGBA ordinary shares for Class A ordinary shares of the Company based on the exchange ratio as set out in the Exchange Agreements details of which are set out in Note 11 or cash proceeds based on the Volume Weighted Average Price (“VWAP”) for each of the five consecutive trading days ending on the exchange date, but only if the approval from the Reserve Bank of India or other regulatory approvals are not obtained and subject to other conditions specified in the Exchange Agreement. The exchange is also subject to certain other specified conditions being met, including achieving certain financial and stock price milestones. Given that this is not solely in control of ATI, the noncontrolling interests have been accounted for in accordance with ASC 480-10-S99-1. The redeemable noncontrolling interest has initially been measured at the proportionate share in the net assets of AARK and its subsidiaries in accordance with ASC 805-40-30-3. The cash redemption is not considered to be probable on December 31, 2023 because the specified conditions in relation to EBITDA and revenue have already been met and the RBI and / or applicable regulatory approvals are expected to be received. On this basis the redeemable noncontrolling interest has subsequently been measured by attributing the net income/ loss of AARK pursuant to ASC 810-10.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

Net loss per Share

9 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Net loss per Share

Note 15 - Net loss per Share

Basic consolidated net loss per share (“EPS”) is calculated using the Company’s share of its subsidiaries earnings/ net loss as well as ATI stand-alone earnings/ net loss and the weighted number of shares outstanding during the reporting period. Diluted consolidated EPS includes the dilutive effect of vested and unvested stock options of the Company’s subsidiaries.

The Company analyzed the calculation of net loss per share for periods prior to the Business Combination on November 6, 2023 and determined that it resulted in values that would not be meaningful to the users of the condensed consolidated financial statements, as the capital structure completely changed as a result of the Business Combination. Therefore, net loss per share information has not been presented for periods prior to the Business Combination. The basic and diluted net loss per share attributable to Class A ordinary shareholders’ for the three and nine month period ended December 31, 2023, as presented on the condensed consolidated statements of operations, represents only the period after the Business Combination to December 31, 2023.

The Company’s Class V ordinary shares do not participate in the earnings or losses of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted net loss per Class V ordinary share under the two-class method has not been presented.

The following table sets forth the computation of basic and diluted net loss per share for the period from November 6, 2023 through December 31, 2023 (in thousands, except share and per share amounts):


Numerator:
Net income / (loss) attributable to controlling interest for the period from November 6, 2023 through December 31, 2023	$	(16,626	)

Denominator:
Weighted average shares outstanding of Class A ordinary shares, basic and diluted for the period from November 6, 2023 through December 31, 2023		15,389,062

Net loss per share Ordinary Shares
Basic	$	(1.08	)
Diluted	$	(1.08	)

Fair Value Measurements (Details Narrative) $ in Thousands	9 Months Ended
Fair Value Measurements (Details Narrative) $ in Thousands	Dec. 31, 2023 USD ($)
Class of Warrant or Right [Line Items]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Inputs Reconciliation, Gain (Loss) Included in Earnings	$ 16,395
Forward Purchase Agreement Derivative Liabilities [Member]
Class of Warrant or Right [Line Items]
[custom:ForwardPurchaseContractDerivativeLiability]	25,009
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Inputs Reconciliation, Gain (Loss) Included in Earnings	$ 17,247

Summary of Significant Accounting Policies (Details 3) - USD ($) $ in Thousands	Dec. 31, 2023	Mar. 31, 2023
Accumulated retained earnings (deficit)	$ (42,496)	$ 6,318
Noncontrolling interests		1,279
Prepaid expenses and other current assets	7,302	4,117
Other current liabilities	7,210	$ 4,201
Previously Reported [Member]
Accumulated retained earnings (deficit)	6,318
Noncontrolling interests	1,279
Accounts receivable, net	13,416
Prepaid expenses and other current assets	4,117
Other current liabilities	4,201
Other assets	2,259
Long-term investments	1,564
Deferred tax asset	1,237
Revision of Prior Period, Adjustment [Member]
Accumulated retained earnings (deficit)	(190)
Noncontrolling interests	(33)
Accounts receivable, net	(149)
Prepaid expenses and other current assets
Other current liabilities	21
Other assets	(1)
Long-term investments	(126)
Deferred tax asset	75
As Restated [Member]
Accumulated retained earnings (deficit)	6,128
Noncontrolling interests	1,246
Accounts receivable, net	13,267
Prepaid expenses and other current assets	4,117
Other current liabilities	4,222
Other assets	2,258
Long-term investments	1,438
Deferred tax asset	$ 1,312

Restatement of Previously Issued Condensed Carve-out Consolidated Financial Statements

9 Months Ended

Dec. 31, 2023

Restatement Of Previously Issued Condensed Carve-out Consolidated Financial Statements

Restatement of Previously Issued Condensed Carve-out Consolidated Financial Statements

Note 3 – Restatement of Previously Issued Condensed Carve-out Consolidated Financial Statements

In connection with the preparation of the Company’s previously issued unaudited condensed carve-out consolidated financial statements as of and for the nine months ended December 31, 2022, the Company’s management identified certain errors as described below:

(a)

Accounting for deferred transaction cost in relation to reverse recapitalization.

(b)

an overstatement of the net income attributable to Aark Singapore Pte. Ltd., an understatement of net income attributable to noncontrolling interest

The Company’s condensed consolidated carve-out financial information for the nine months ended December 31, 2022, published as a part of its registration statement on Form S-4 dated May 12, 2023, has been restated in accordance with ASC 250, Accounting Changes and Error Corrections. The impact of these restatements on Loss Per Share has not been provided given that the Company has disclosed the same only for the period from the Closing Date to December 31, 2023 as set out in Note 15.

(a)

Accounting for deferred transaction cost in relation to reverse recapitalization

The Company had previously not recognized certain expenses pertaining to Business Combination incurred till period ended December 31, 2022. This resulted in understatement of the Selling, general and administrative expenses and overstatement of net income. Further, certain transaction costs were identified as costs eligible for deferral under staff accounting bulletin (“SAB”) topic 5.A to be subsequently charged off against the gross proceeds of the Business Combination. This resulted in overstatement of Selling, general and administrative expenses and understatement of net income.

On an aggregate basis both these adjustments resulted in overstatement of Selling, general and administrative expenses and understatement of net income. The resultant change is reflected in the following table, which summarizes the effect of the restatement on the affected financial statement line within the previously reported unaudited condensed consolidated carve-out financial information for the nine months ended December 31, 2022.


Particulars	As Previously Reported December 31, 2022		Restatement Adjustment			As Restated December 31, 2022
Selling, general and administrative expenses		8,202		(304	)		7,898
Total operating expenses		8,202		(304	)		7,898
Income from operations		1,140		304			1,444
Income before income taxes		1,667		304			1,971
Net income		517		304			821
Less: Net income attributable to noncontrolling interest⁽¹⁾		69		56			125
Net income attributable to controlling interest		448		248			696

(1)

Pursuant to the above, the deferred transaction cost recognised within current assets increased by $1,022. Finally, the consequential impact of this was recognised within cash flow from operating activity comprising of an increase in net income reported for the nine months period ended December 31, 2022 by $304 with a corresponding reduction in the changes in operating assets and liabilities.

(b)

an overstatement of the net income attributable to Aark Singapore Pte. Ltd., an understatement of net income attributable to noncontrolling interest

The Company previously considered treasury shares of its subsidiary, in the calculation of the Company’s controlling shareholding and corresponding noncontrolling interest. However, it was subsequently determined that as these shares are not issued yet and available for issuance, they should be excluded from the calculations of share count for accounting purposes. The change resulted in a decrease in the allocation of net income to Aark Singapore Pte. Ltd. and a corresponding increase in the allocation of net income to noncontrolling interest. This resultant change is reflected in the following tables, which summarize the effect of the restatement on the affected financial statement line items within the previously reported unaudited condensed consolidated carve-out financial information for the nine months ended December 31, 2022.

Particulars

As Previously

Reported

December 31,
2022

Restatement

Adjustment

As Restated

December 31,
2022

In the Statement of Operations

Net income attributable to noncontrolling interest

Long-term debt (Details Narrative) - USD ($) $ in Thousands			9 Months Ended	12 Months Ended
Long-term debt (Details Narrative) - USD ($) $ in Thousands	Dec. 07, 2023	Dec. 07, 2022	Dec. 31, 2023	Mar. 31, 2023
Debt Disclosure [Abstract]
Exchange rate		$ 138		$ 2,433
Interest rate		10.75%	0.80%	1.20%
Debt instrument term	48 months

Stock-Based Compensation (Tables)

9 Months Ended

Dec. 31, 2023

Schedule of stock option activity

Schedule of stock option activity
	Shares		Weighted average exercise price		Weighted-average remaining contractual term (in years)		Aggregate intrinsic value
Options outstanding at March 31, 2023		59,900	$	-		-	$	-
Options granted		-	$	-		-	$	-
Options exercised		-		-		-		-
Options canceled, forfeited or expired		-		-		-		-
Options outstanding at December 31, 2023		59,900	$	0.12		4.56	$	4,739

Vested and exercisable at December 31, 2023		59,900	$	0.12		4.56	$	4,739

Schedule of stock option activity

Schedule of stock option activity
	Shares		Weighted average exercise price		Weighted-average remaining contractual term (in years)		Aggregate intrinsic value
Options outstanding at March 31, 2023		295,565	$	-		-	$	-
Options granted		-		-		-		-
Options exercised		-		-		-		-
Options canceled, forfeited or expired		-		-		-		-
Options outstanding at December 31, 2023		295,565	$	0.12		1.92	$	23,385

Vested and exercisable at December 31, 2023		295,565	$	0.12		1.92	$	23,385

Schedule of weighted average assumptions


	2022 Grants
Expected term	3.5 years
Expected volatility	40.80	%
Risk free interest rate	3.01	%
Annual dividend yield	0.00	%

Stock-Based Compensation (Details) - E S O P Stock Option [Member] $ / shares in Units, $ in Thousands	9 Months Ended
	Dec. 31, 2023 USD ($) $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding, beginning \| shares	59,900
Options outstanding weighted average exercise price, beginning \| $ / shares
Aggregate intrinsic value, beginning
Options granted \| shares
Options granted weighted average exercise price \| $ / shares
Aggregate intrinsic value, granted
Options exercised
Options exercised weighted average exercise price \| $ / shares
Aggregate intrinsic value, exercised
Options canceled, forfeited or expired \| shares
Options canceled, forfeited or expired weighted average exercise price \| $ / shares
Aggregate intrinsic value, canceled, forfeited or expired
Options outstanding, ending \| shares	59,900
Options outstanding weighted average exercise price, ending \| $ / shares	$ 0.12
Weighted average remaining contractual term	4 years 6 months 21 days
Aggregate intrinsic value, ending	$ 4,739
Vested and exercisable \| shares	59,900
Vested and exercisable weighted average exercise price \| $ / shares	$ 0.12
Weighted average remaining contractual term, vested and exercisable	4 years 6 months 21 days
Aggregate intrinsic value, Vested and exercisable	$ 4,739

Warrant Liabilities

9 Months Ended

Dec. 31, 2023

Warrant Liabilities

Warrant Liabilities

Note 12 - Warrant Liabilities

On October 22, 2021, pursuant to the consummation of the Initial Public Offering (IPO), the Company issued 11,499,991 Public Warrants. Simultaneously with the closing of the IPO, WWAC issued 8,900,000 warrants in a private placement (the “Private Placement Warrants”), at a purchase price of $1.00 per Private Placement Warrant, which included 900,000 Units as a result of the underwriter’s full exercise of its option to purchase up to 900,000 additional warrants, at a purchase price of $1.00 per Private Placement Warrant. On November 6, 2023, WWAC issued 627,810 other Private Placement Warrants to the Sponsor pursuant to the conversion of a promissory note payable to the Sponsor. Upon consummation of the Business Combination, the Company assumed 11,499,991 Public Warrants and 9,527,810 Private Placement Warrants (collectively the “Warrants”).

The Company accounted for the Warrants in accordance with the guidance contained in ASC 815-40 given that certain provisions within the warrant agreement either preclude the warrants from being considered indexed to the ATI’s own stock or the fixed-for-fixed option criteria are not met. On this basis the Public and Private Placement Warrants are classified as a liability and are measured at fair value. This liability is subject to re-measurement at each balance sheet date. With each such re-measurement, the warrant liability will be adjusted to fair value, with the change in fair value recognized in the Company’s condensed consolidated statement of operations.

Each whole Warrant entitles the holder thereof to purchase one Class A ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), for $11.50 per share, subject to adjustment as described herein. Only whole Warrants are exercisable. A holder of the Warrants will not be able to exercise any fraction of a Warrant. The Warrants will expire at 5:00 p.m. New York City time on November 6, 2028, or earlier upon redemption or liquidation. On the exercise of any Warrant, the Warrant exercise price will be paid directly to us.

the Company may redeem the outstanding Warrants:

●

in whole and not in part;

●

at a price of $0.01 per Public Warrant;

●

upon not less than 30 days’ prior written notice of redemption to each Warrant holder; and

●

if, and only if, the last reported sales price of the Class A ordinary shares for any 20 trading days within a 30-trading day period ending on third trading day prior to the date on which the Company sends the notice of redemption to the Warrant holders (the “Reference Value”) equals or exceeds $18.00 per Ordinary Share (as adjusted); provided that the Private Placement Warrants will not be redeemable by the Company under this provision so long as they are held by the initial purchasers of the Private Placement Warrants or their permitted transferees.

The Company may also redeem the outstanding Warrants:

●

in whole and not in part;

●

at $0.10 per warrant

●

upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the redemption date and the fair market value of the Class A ordinary shares;

●

if, and only if, the Reference Value equals or exceeds $10.00 per Ordinary Share (as adjusted); provided that if the Reference Value equals or exceeds $18.00 per Ordinary Share (as adjusted), the Private Placement Warrants will not be redeemable by the Company under this provision so long as they are held by the initial purchasers of the Private Placement Warrants or their permitted transferees.

No fractional Class A ordinary shares will be issued upon redemption. If, upon redemption, a holder would be entitled to receive a fractional interest in a share, the Company will round down to the nearest whole number of the number of Class A ordinary shares to be issued to the holder.

Related Party Transactions (Tables)

9 Months Ended

Dec. 31, 2023

Schedule of Related Party Transactions

Schedule of Related Party Transactions
Name of the related party		Relationship
Aark II Pte Limited		Affiliate entity
Aarx Singapore Pte Ltd		Affiliate entity
Aeries Technology Products And Strategies Private Limited (“ATPSPL”)		Affiliate entity
Aeries Financial Technologies Private Limited		Affiliate entity
Bhanix Finance And Investment Limited		Affiliate entity
Ralak Consulting LLP		Affiliate entity
TSLC Pte Limited		Affiliate entity
Venu Raman Kumar		Chairman of ATI’s Board and controlling shareholder
Vaibhav Rao		Members of immediate families of Venu Raman Kumar
Sudhir Appukuttan Panikassery		Key managerial personnel

Schedule of significant transactions and balances due to and from related parties


	Three Months Ended December 31,				Nine Months Ended December 31,
	2023		2022		2023		2022
Cost sharing arrangements
Aeries Financial Technologies Private Limited (b)		42		40		143		115
Bhanix Finance And Investment Limited (b)		27		2		87		84
Corporate guarantee commission
Bhanix Finance And Investment Limited		-		3		2		9
Corporate guarantee expense
Aeries Technology Products And Strategies Private Limited (j)		-		4		2		11
Interest expense
Aeries Technology Products And Strategies Private Limited (d)		7		-		21		1
Mr. Vaibhav Rao (g)		21		21		63		65
Interest income
Aeries Financial Technologies Private Limited (f), (h)		43		60		123		112
Aeries Technology Products And Strategies Private Limited (e), (h)		24		21		77		64
Legal and professional fees paid
Ralak Consulting LLP (c)		133		78		346		302
Management consultancy service
Aark II Pte Limited (a)		737		346		2,439		949
TSLC Pte Limited (a)		39		-		127		-
Office management and support services expense
Aeries Technology Products And Strategies Private Limited (i)		1		8		76		13

	December 31,		March 31,
	2023		2023
Accounts payable
Aeries Technology Products And Strategies Private Limited (i)	$	-	$	29
Accounts receivable
Aeries Technology Products And Strategies Private Limited		1		-
Aark II Pte Limited (a)		483		1,084
Aeries Financial Technologies Private Limited (b)		8		9
Bhanix Finance And Investment Limited (b)		51		86
TSLC Pte Limited (a)		159		259
Interest payable (classified under other current liabilities)
Aeries Technology Products And Strategies Private Limited (d)		9		1
Interest receivable (classified under prepaid expenses and other current assets)
Aeries Technology Products And Strategies Private Limited (e)		50		57
Investment in 0.001% Series-A Redeemable preference share
Aeries Financial Technologies Private Limited (h)		903		803
Investment in 10% Cumulative redeemable preference shares
Aeries Technology Products And Strategies Private Limited (h)		784		761
Loan from Members of immediate families of Venu Raman Kumar
Mr. Vaibhav Rao (g)		836		845
Loans from affiliates
Aeries Technology Products and Strategies Private Limited (d)		193		-
Loans to affiliates (classified under other assets)
Aeries Financial Technologies Private Limited (f)		105		106
Aeries Technology Products And Strategies Private Limited (e)		337		335

	(a)	The Company provided management consulting services to Aark II Pte Ltd under an agreement dated June 21, 2021 and its amendments thereof and to TSLC Pte Ltd under an agreement dated July 12, 2021.
	(b)	The Company was in a cost sharing arrangement with Aeries Financial Technologies Private Ltd and Bhanix Finance and Investment Ltd under separate agreements dated April 1, 2020. The cost sharing arrangement included costs in the areas of office management, IT and operations. The agreements are for a 36-month term with auto renewals after the original term.
	(c)	The Company availed consulting services including implementation services in business restructuring, risk management, feasibility studies, mergers & acquisitions etc. from Ralak Consulting LLP vide agreement dated April 01, 2022.
	(d)	The Company incurred interest expense in relation to loans taken from ATPSPL, which were borrowed to meet working capital requirements. The loans were for a 3-year term and were issued at an interest rate of 12% per annum.
	(e)	The Company received interest income in relation to loans given to affiliates to support their working capital requirements. The loans were for a 3-year term and issued at an interest rate of 12% per annum.
	(f)	The Company received interest income in relation to loans given to affiliates to support their working capital requirements. The loans were for a 3-year term and issued at an interest rate of 15-17% per annum.
	(g)	The Company obtained a loan at 10% interest rate from Vaibhav Rao for business purposes. The agreement shall remain valid until the principal amount along with interest is fully repaid. The principal amount of the loan was outstanding in entirety as of the nine month ended December 31, 2023 and 2022.
	(h)	This amount represents investments in affiliates. The Company earned interest income on its investments in affiliates.
	(i)	The Company availed management consulting services from ATPSPL under agreements dated March 20, 2020 and April 1, 2021.
	(j)	ATPSPL gave corporate guarantee of INR 240,000 (or approximately $2,888 at the exchange rate in effect on December 31, 2023) on behalf of the Company towards the revolving credit facility availed. ATPSPL charges a corporate guarantee commission of 0.5% on the total corporate guarantee given. The guarantee was withdrawn during the nine month ended December 31, 2023.