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Bowen Acquisition Corp(BOWNU) - 2024 Q4 - Annual Report
2025-04-15 21:29
Financial Performance - The company had a net income of $2,963,852 for the year ended December 31, 2024, consisting of a loss of $633,764 from operating costs and interest expense of $87,267, offset by income from the Trust Account of $3,684,883[60]. - As of December 31, 2024, the company had cash and cash equivalents of $103,774 and a working capital deficit of $799,056[66]. - The company has not generated any revenues to date and does not expect to do so until after completing its initial business combination[59]. IPO and Fundraising - The company completed its IPO on July 14, 2023, raising gross proceeds of $60,000,000 from the sale of 6,000,000 Units at $10.00 per Unit[61]. - Following the IPO, the company placed $69,690,000 in a trust account, which may be used to complete its initial business combination[63]. - The company incurred transaction costs of $3,318,898 related to the IPO, including $1,725,000 in cash underwriting fees[62]. Business Operations and Future Plans - The company expects to incur significant costs related to being a public company and for due diligence expenses in connection with its acquisition plans[58]. - The company has engaged EBC as an advisor for its Business Combination, agreeing to pay a service fee of 3.5% of the gross proceeds of the IPO upon consummation of the initial Business Combination[71]. Going Concern - Management has raised substantial doubt about the company's ability to continue as a going concern if it cannot complete a Business Combination within the specified period[66]. - The company has no off-balance sheet financing arrangements as of December 31, 2024[67].
Bowen Acquisition Corp(BOWNU) - 2024 Q3 - Quarterly Report
2024-11-14 21:34
Financial Performance - The company reported a net income of $825,358 for the three months ended September 30, 2024, compared to $573,444 for the same period in 2023, reflecting a year-over-year increase of approximately 44%[6]. - The company reported total other income of $952,787 for the three months ended September 30, 2024, compared to $760,871 for the same period in 2023, reflecting an increase of approximately 25.2%[6]. - The net income for the nine months ended September 30, 2024, totaled $2,428,474, compared to $570,338 for the same period in 2023, marking a substantial increase[6]. - The net income for the three months ended September 30, 2024, was $825,358, while the net income for the nine months ended September 30, 2024, was $2,428,474[43]. - The Company reported a net loss including accretion of equity into redemption value of $(127,429) for the three months ended September 30, 2024[43]. Assets and Liabilities - As of September 30, 2024, total assets amounted to $74,534,486, an increase from $71,925,752 as of December 31, 2023, representing a growth of approximately 4.3%[5]. - Total current assets decreased to $296,999 as of September 30, 2024, down from $506,394 as of December 31, 2023, indicating a decline of about 41.2%[5]. - The investment held in the Trust Account increased to $74,237,487 as of September 30, 2024, compared to $71,419,358 as of December 31, 2023, marking an increase of approximately 3.9%[5]. - Total current liabilities rose significantly to $284,120 as of September 30, 2024, compared to $103,860 as of December 31, 2023, which is an increase of approximately 173%[5]. - The total shareholders' equity as of September 30, 2024, was $12,879, a decrease from $402,534 as of December 31, 2023, representing a decline of approximately 96.8%[5]. Shareholder Information - The company had 6,900,000 ordinary shares subject to possible redemption, with a redemption value of $10.76 per share as of September 30, 2024[5]. - The weighted average common stock outstanding for the three months ended September 30, 2024, was 6,900,000 shares, with a basic and diluted net income per share of $0.12[6]. - The Company has 2,266,500 ordinary shares issued and outstanding as of September 30, 2024, with 6,900,000 shares subject to possible redemption[74]. - The basic and diluted net income per share for the three months ended September 30, 2024, was $0.12, compared to $0.46 for the same period in 2023, showing a decrease of 74%[6]. Cash Flow and Operating Activities - The net cash used in operating activities for the period was $(217,870)[11]. - The company had cash at the end of the period amounting to $271,847[11]. - The net cash used in operating activities was $(155,066), an improvement from $(217,870) in the prior year[11]. - As of September 30, 2024, the company had cash of $271,847 and a working capital of $12,879[27]. IPO and Financing Activities - The company raised gross proceeds of $60,000,000 from the IPO by selling 6,000,000 public units at $10.00 per unit[15]. - An additional 900,000 units were sold through an over-allotment option, generating gross proceeds of $9,000,000[18]. - The company completed a private placement of 330,000 units, raising $3,300,000[16]. - The company incurred transaction costs of $3,318,898 related to the IPO, which included $1,725,000 in cash underwriting fees[19]. - The Company will pay EBC a service fee of $2,415,000, equal to 3.5% of the gross proceeds of the IPO, upon consummation of its initial Business Combination[70]. Business Combination and Future Plans - The Company has extended the time to consummate an initial Business Combination from October 14, 2024, to January 14, 2025, with a loan of $690,000 deposited into the Trust Account for this extension[21]. - The proposed business combination involves merging with Shenzhen Qianzhi BioTechnology Co. Ltd., with NewCo shareholders receiving an aggregate of 7,246,377 Parent Ordinary Shares[26]. - The company has not commenced any operations and will not generate operating revenues until after completing a business combination[14]. - The company has incurred significant professional costs to remain publicly traded and pursue a Business Combination, impacting its financial position[27]. Accounting and Compliance - The Company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[30]. - The Company has not recognized any unrecognized tax benefits or accrued interest and penalties as of September 30, 2024[39]. - The Company has not identified any recently issued accounting standards that would materially affect its consolidated financial statements[49]. - The Company has elected not to opt out of the extended transition period under the JOBS Act, allowing it to adopt new accounting standards at the same time as private companies[31].
Bowen Acquisition Corp(BOWNU) - 2024 Q2 - Quarterly Report
2024-08-13 20:30
Financial Performance - Net income for the three months ended June 30, 2024, was $816,754 compared to a net loss of $3,105 for the same period in 2023[8]. - Net income for the six months ended June 30, 2024, was $1,603,116[41]. - Basic stock and diluted net income per share for the three months ended June 30, 2024, was $0.12, while for the same period in 2023, it was $(0.01)[43]. - The net loss including accretion of equity into redemption value for the three months ended June 30, 2024, was $(125,096), and for the six months ended June 30, 2024, it was $(262,226)[41]. Assets and Liabilities - Total current assets decreased to $360,038 from $506,394, a decline of approximately 29% year-over-year[5]. - Total liabilities increased significantly to $219,730 from $103,860, marking an increase of approximately 111%[6]. - Total shareholders' equity decreased to $140,308 from $402,534, a decline of approximately 65%[7]. - As of June 30, 2024, the Company had cash of $272,630 and a working capital of $95,109, raising concerns about its ability to continue as a going concern[25]. Cash Flow and Operating Activities - Cash balance as of June 30, 2024, is $272,630, down from $426,913, representing a decrease of about 36%[5]. - Net cash used in operating activities for the six months ended June 30, 2024, was $(154,283)[11]. - The Company has approximately $700,000 of proceeds held outside the trust account available for operational expenses prior to the initial business combination[88]. IPO and Fundraising - The Company completed its IPO on July 14, 2023, raising gross proceeds of $60 million from the sale of 6,000,000 Public Units at $10.00 per Unit[16]. - The company raised $60,000,000 from its public offering on July 14, 2023, with an additional $9,000,000 from the over-allotment option exercised on July 17, 2023[51][54]. - An additional 900,000 Units were sold at $10.00 per Unit on July 18, 2023, generating gross proceeds of $9,000,000 due to the full exercise of the over-allotment option[61][86]. - The Company incurred transaction costs of $3,318,898 related to the IPO, which included $1,725,000 in cash underwriting fees[19]. Business Combination - The Company has until 15 months from the IPO closing to complete a Business Combination, extendable to 18 months[20]. - The proposed business combination involves merging with Shenzhen Qianzhi BioTechnology Co. Ltd., with NewCo shareholders receiving a total of 7,246,377 Parent Ordinary Shares[24]. - The Company incurred $252,002 of business combination-related costs during the six months ended June 30, 2024, with $206,803 reimbursed by Qianzhi[70]. Investments and Trust Account - The Trust Account held investments valued at $73,284,700 as of June 30, 2024, with interest income of $941,850 for the three months ended June 30, 2024[32]. - The fair value of marketable securities held in the trust account was $73,284,700 as of June 30, 2024, compared to $71,419,358 as of December 31, 2023[77]. - The fair value of EBC founder shares was estimated at approximately $1,016,000, or $5.65 per share, based on specific assumptions including a 60% probability of completing a business combination[57][58]. Expenses and Costs - The Company expects to incur increased expenses due to being a public company, including legal and financial reporting costs[82]. - The Company will pay EBC a service fee of $2,415,000 upon consummation of its initial Business Combination, equal to 3.5% of the gross proceeds of the IPO[69]. - The Company has engaged TenX Global Capital for accounting services at a fixed quarterly rate of $5,250, with $10,500 incurred for the six months ended June 30, 2024[65]. Internal Controls and Compliance - Management intends to implement remediation steps to improve disclosure controls and internal control over financial reporting[101]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected its internal controls[102]. - Management does not believe that any recently issued accounting standards will have a material effect on the company's consolidated financial statements[47]. Other Financial Information - The company has not commenced any operations and will not generate operating revenues until after completing a Business Combination[15]. - The company has no long-term debt or significant liabilities reflected on its balance sheet[94]. - The company has not identified any critical accounting estimates that could materially affect its financial statements[98]. - There were no unrecognized tax benefits or accrued interest and penalties as of June 30, 2024[36].
Bowen Acquisition Corp(BOWNU) - 2024 Q1 - Quarterly Report
2024-05-17 20:30
Financial Performance - The company reported a net income of $786,362 for the three months ended March 31, 2024, compared to a net loss of $3,105 for the same period in 2023[7]. - Basic and diluted net income per redeemable ordinary share was $0.12 for the three months ended March 31, 2024[7]. - The company recognized a net loss of $(103,223) for redeemable shares and $(33,907) for non-redeemable shares in the allocation of net loss[40]. - As of March 31, 2024, the company had a net income of $786,362, consisting of a loss of $137,130 from formation and operating costs offset by income of $923,492 earned on the Trust Account[76]. Assets and Liabilities - As of March 31, 2024, total assets amounted to $72,763,700, an increase from $71,925,752 as of December 31, 2023, representing a growth of approximately 1.2%[6]. - Total current liabilities increased to $155,446 as of March 31, 2024, from $103,860 as of December 31, 2023, reflecting a rise of about 49.7%[6]. - Total shareholders' equity decreased to $265,404 as of March 31, 2024, from $402,534 as of December 31, 2023, a decline of approximately 34.1%[6]. - The fair value of marketable securities held in the trust account was $72,342,850 as of March 31, 2024, compared to $71,419,358 as of December 31, 2023[70]. Cash Flow and Investments - Cash at the end of the period was $335,959, down from $426,913 at the beginning of the period, indicating a decrease of approximately 21.3%[11]. - As of March 31, 2024, the Company had cash of $335,959 and working capital of $239,601[23]. - The Trust Account had a balance of $72,342,850 as of March 31, 2024, with interest and dividend income earned totaling $923,492 for the three months ended March 31, 2024[31]. - The company generated interest income of $923,492 from investments held in the trust account during the three months ended March 31, 2024[7]. IPO and Fundraising - The IPO generated gross proceeds of $60,000,000 from the sale of 6,000,000 units at an offering price of $10.00 per unit[15]. - The Company sold an additional 900,000 Units at $10.00 per Unit, generating gross proceeds of $9,000,000 on July 18, 2023[17]. - The company raised $60,000,000 from its public offering by selling 6,000,000 units at $10.00 per unit, with an additional $9,000,000 generated from the over-allotment option[44][54]. - The total amount placed in the trust account after the IPO and over-allotment was $69,690,000, which may be invested in U.S. government securities with a maturity of 185 days or less[79]. Business Combination - The company has not commenced any operations and is focused on completing its initial business combination[14]. - The proposed business combination involves merging with Shenzhen Qianzhi BioTechnology Co. Ltd., with NewCo being the surviving entity[20][21]. - The Company is in a Combination Period until 15 months from the closing of the IPO, with a potential extension to 18 months[19]. - Management has raised substantial doubt about the company's ability to continue as a going concern due to the potential inability to complete a business combination within the required period[82]. Costs and Expenses - Transaction costs amounted to $3,318,898, including $1,725,000 in cash underwriting fees and $1,593,898 in other offering costs[18]. - The company incurred $206,803 in business combination-related costs during the three months ended March 31, 2024, of which $181,000 was reimbursed by Shenzhen Qianzhi BioTechnology Co. Ltd.[63]. - The company has incurred transaction costs of $3,243,898 related to the IPO, including $1,725,000 in cash underwriting fees[78]. - The company has engaged EBC as an advisor for its business combination, agreeing to pay a service fee of $2,415,000, which is 3.5% of the gross proceeds of the IPO[62]. Regulatory and Compliance - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[25]. - The securities issued in the IPO and Private Placement were exempt from registration under Section 4(a)(2) of the Securities Act[96][98]. - The registration statement for the IPO was declared effective on July 11, 2023[97]. Miscellaneous - The company has not engaged in any operations or generated revenues to date, and does not expect to do so until after completing its initial business combination[75]. - The company has not identified any specific business combination target and has not initiated substantive discussions with any potential targets[74]. - No directors or officers adopted or terminated any trading arrangements during the quarter ended March 31, 2024[101].
Bowen Acquisition Corp(BOWNU) - 2023 Q4 - Annual Report
2024-03-29 20:30
Company Operations and Financial Status - The company has no operating history and no revenues, making it difficult to evaluate its ability to achieve its business objectives[100]. - The company must maintain net tangible assets of at least $5,000,001 to avoid being subject to SEC's "penny stock" rules during business combinations[109]. - The company has until October 14, 2024, to complete its initial business combination, with a possible extension to January 14, 2025, if $690,000 is deposited into the Trust Account[131]. - If the initial business combination is not completed by the deadline, public shareholders may only receive approximately $10.10 per share or less upon liquidation[135]. - The company believes available funds outside the Trust Account will be sufficient to operate until the deadline, but this estimate may not be accurate[154]. - The Trust Account may not fully protect funds from third-party claims, potentially affecting the amount available for Public Shareholders[159]. - If the Trust Account funds are reduced below $10.10 per public share due to claims, Public Shareholders may receive less than this amount upon redemption[160]. - The company may incur substantial debt to complete a business combination, which could negatively impact its financial condition and shareholder value[199]. - The company has authorized the issuance of up to 200,000,000 Ordinary Shares and 2,000,000 preference shares, which may dilute existing shareholders' interests if additional shares are issued[197]. Business Combination Challenges - The ability of public shareholders to redeem shares for cash may deter potential business combination targets, complicating the search for suitable transactions[108]. - The number of special purpose acquisition companies (SPACs) has increased significantly since Q4 2020, leading to increased competition for attractive targets[120]. - The market for directors and officers liability insurance has become more expensive and less favorable, which could hinder the ability to negotiate initial business combinations[126]. - The company may face challenges in completing its initial business combination due to competition and limited financial resources compared to other entities[151]. - The absence of a specified maximum redemption threshold may allow the company to complete a business combination even if a substantial majority of shareholders do not agree[155]. - The company may not be able to conduct thorough due diligence on potential targets as the deadline approaches, impacting the quality of the business combination[132]. - If the company fails to complete the initial business combination, it will cease operations except for winding up and redeeming public shares[135]. - The company may face write-downs or restructuring charges post-business combination that could significantly impact financial condition and share price[231]. - The company may only complete one business combination with the proceeds from the Initial Public Offering, leading to a lack of diversification[183]. Regulatory and Legal Risks - A 1% U.S. federal excise tax may be imposed on share repurchases in connection with initial business combinations, potentially impacting cash available for redemptions[122]. - Concerns related to infectious disease outbreaks could adversely affect the ability to complete initial business combinations[115]. - The company may face significant legal and operational risks when acquiring businesses in the People's Republic of China (PRC), as local laws may govern material agreements and enforcement may be challenging[273]. - Regulations in the PRC may complicate mergers and acquisitions for foreign investors, requiring notifications to the Ministry of Commerce and antitrust agencies, which could delay transactions[276]. - The PRC prohibits foreign ownership in certain "restricted industries," potentially limiting the pool of acquisition candidates available to the company[279]. - The company may be subject to increased scrutiny from tax authorities regarding related party transactions, which could lead to higher taxes and impact net income[280]. - The company may face additional regulatory reviews for mergers and acquisitions, impacting the ability to pursue certain investment opportunities[296]. - The company may be subject to national security reviews for foreign investments, which could delay or prevent certain acquisitions[294]. Management and Operational Risks - The company may face challenges in assessing the management of prospective target businesses, potentially leading to poor investment decisions[181]. - The loss of key personnel from the target business post-combination could negatively impact operations and profitability[218]. - The company acknowledges risks associated with technological changes that could disrupt its business model and affect operational results[240]. - If the company acquires a business in the technology sector, it may face unique risks including cyberattacks and compliance with privacy regulations[242]. - The company may encounter challenges in managing international operations if it completes a business combination with a foreign entity, including currency fluctuations and cultural differences[246]. - Political events in the target business's country could negatively impact operations and financial performance[250]. - The company’s ability to adapt to changing technology and customer preferences is critical for maintaining competitiveness[236]. - Corporate governance standards in some Asian countries may be weaker than in the United States, potentially hiding detrimental business practices[271]. Shareholder Influence and Interests - The initial shareholders represent 24.7% of the outstanding Ordinary Shares, increasing the likelihood of receiving necessary shareholder approval for business combinations[105]. - The initial shareholders own 22.55% of the issued and outstanding Ordinary Shares, which may allow them to exert substantial influence over shareholder votes[230]. - The company’s sponsors have acquired a total of 1,725,000 Founder Shares for an aggregate purchase price of $25,000, and 361,500 Private Placement Units at $10.00 per unit[228]. - The company has not adopted a policy to prevent initial shareholders from having financial interests in target businesses, which may lead to conflicts of interest[223]. - The registration rights granted to initial shareholders may complicate the completion of the initial business combination and adversely affect the market price of Ordinary Shares[203]. - The company’s initial shareholders paid approximately $0.014 per Founder Share, creating a potential profit incentive that may not align with public shareholders' interests[205]. Financial and Market Risks - Inflationary pressures in many Asian economies could lead to government actions that may significantly decrease profitability post-acquisition[265]. - Currency fluctuations in target regions may adversely affect the dollar equivalent of net assets and distributions, impacting financial condition and results of operations[264]. - Government regulations in Asia may limit or prohibit foreign investments in certain industries, restricting potential acquisition candidates[268]. - The interpretation and implementation of foreign exchange regulations remain uncertain, potentially affecting financial operations[286]. - Compliance with PRC foreign exchange regulations may restrict the ability to distribute dividends and inject additional capital into subsidiaries[285]. - The amended Antitrust Law effective August 1, 2022, escalates penalties for monopolistic conduct and requires notification for business concentration[288].
Bowen Acquisition Corp(BOWNU) - 2023 Q3 - Quarterly Report
2023-11-09 21:53
Financial Position - Total assets as of September 30, 2023, amount to $71,072,719, with cash held in the Trust Account at $70,450,871[7] - Total current assets are $621,848, while total current liabilities are $90,278, resulting in a strong asset-liability ratio[7] - As of September 30, 2023, shareholders' equity stands at $531,570, with retained earnings of $531,343[7] - Cash at the end of the period is reported at $501,128, with a net change in cash of $501,128[10] - As of September 30, 2023, the Company had cash of $501,128 and working capital of $531,570[19] - The estimated fair value of investments held in the Trust Account was $70,450,871 as of September 30, 2023[26] - As of September 30, 2023, the ordinary shares subject to possible redemption amounted to $70,450,871, reflecting an increase due to accretion of carrying value[38] - The fair value of the investment held in the Trust Account as of September 30, 2023, is $70,450,871, classified as Level 1 in the fair value hierarchy[63] Income and Expenses - For the three months ended September 30, 2023, the net income is reported at $573,444, with a basic and diluted net income per share of $0.46[8] - The company incurred formation and operating costs of $187,428 for the three months ended September 30, 2023, leading to a loss from operations of $(187,428)[8] - The company has generated non-operating income of $760,871 from interest earned on marketable securities held in the Trust Account[8] - For the three months ended September 30, 2023, the net loss was $7,708,018, including an accretion of temporary equity into redemption value of $7,520,591[32] - The net income for the period from February 17, 2023, through September 30, 2023, was $570,338[32] - The Company incurred transaction costs of $3,243,898 related to the IPO, including $1,725,000 in cash underwriting fees[17] - The Company has incurred an administration fee of $26,667 for the three months ended September 30, 2023[53] IPO and Fundraising - The company has issued 6,000,000 public units at an offering price of $10.00 per unit, generating gross proceeds of $60,000,000[14] - The Company completed its initial public offering on July 14, 2023, selling 6,000,000 Units at a price of $10.00 per Unit, generating gross proceeds of $60,000,000[40] - On July 18, 2023, the Company sold an additional 900,000 units at $10.00 per unit, resulting in gross proceeds of $9,000,000[16] - The underwriters fully exercised their over-allotment option on July 17, 2023, resulting in an additional sale of 900,000 Units and generating gross proceeds of $9,000,000[50] - The Company completed a private placement of 330,000 units at $10.00 per unit, generating total proceeds of $3,300,000[15] - As of July 18, 2023, a total of $69,690,000 was deposited in the trust account, which will be used to complete the initial business combination[94] Business Operations - The company has not commenced any operations and will not generate operating revenues until after completing a business combination[13] - The company has not engaged in any operations or generated revenues to date, and does not expect to do so until after the completion of its initial business combination[67] - The company has approximately $700,000 of proceeds held outside the trust account available for identifying and evaluating target businesses[72] - The company plans to use substantially all funds in the trust account for the initial business combination and any remaining proceeds for working capital[71] - The company expects to incur approximately $200,000 for legal, accounting, and due diligence expenses related to structuring and negotiating business combinations[73] Compliance and Governance - The Company is classified as an "emerging growth company" and may take advantage of certain exemptions from reporting requirements[21] - The Company has identified a material weakness in internal controls related to financial reporting, specifically concerning the accretion adjustment[86] - The report includes certifications from the Principal Executive Officer and Principal Financial Officer as required by the Sarbanes-Oxley Act of 2002[31.1][31.2] - The report was signed by the Chief Executive Officer and Chief Financial Officer on November 9, 2023[98] Miscellaneous - The Company has committed to pay EBC a service fee of $2,415,000 upon the consummation of its initial Business Combination, which is 3.5% of the gross proceeds of the IPO[55] - The Sponsors paid $151,318 on behalf of the Company for IPO-related expenses, which was fully repaid upon closing of the IPO[51] - The Company has engaged TenX Global Capital for accounting services, incurring a service fee of $20,000 from inception through September 30, 2023[52] - The company does not anticipate any material effects from recently issued accounting standards on its financial statements[39] - The Inline XBRL Instance Document is included, which contains embedded XBRL tags[101.INS]
Bowen Acquisition Corp(BOWNU) - 2023 Q2 - Quarterly Report
2023-08-25 20:30
Financial Performance - As of June 30, 2023, the company reported a net loss of $3,105 since its inception on February 17, 2023[6]. - The company incurred a net loss of $3,105 from formation and operating costs from inception (February 17, 2023) through June 30, 2023[59]. - The basic and diluted net loss per common share for the period was $(0.002) based on a weighted average of 1,656,774 shares outstanding[6]. - The company has not recognized any unrecognized tax benefits or accrued interest and penalties as of June 30, 2023[27]. IPO Details - The company completed its IPO on July 14, 2023, raising gross proceeds of $60,000,000 from the sale of 6,000,000 units at $10.00 per unit[13]. - An additional 900,000 units were sold on July 18, 2023, generating gross proceeds of $9,000,000 due to the full exercise of the underwriters' over-allotment option[15]. - The Company sold 6,000,000 Units at a price of $10.00 per Unit during the IPO, generating gross proceeds of $60,000,000[56]. - The underwriters exercised the over-allotment option in full on July 17, 2023, resulting in the sale of an additional 900,000 Units for gross proceeds of $9,000,000[47]. - The Company also sold 330,000 Private Placement Units at $10.00 per Unit, generating total gross proceeds of $3,300,000[60]. - Total transaction costs related to the IPO amounted to $3,243,898, including $1,725,000 in cash underwriting fees[16]. Financial Position - The company had cash of $2,520 and a working capital deficit of $147,837 as of June 30, 2023[18]. - As of June 30, 2023, the Company had deferred offering costs of $1,185,732[25]. - The total amount placed in a trust account after the IPO and over-allotment sales was $69,690,000, which will be used for the initial business combination[62]. - The company has approximately $700,000 of proceeds held outside the trust account available for identifying and evaluating target businesses[63]. - Estimated liquidity requirements include approximately $200,000 for legal and accounting expenses, $100,000 for regulatory reporting, and $160,000 for general working capital[64]. Business Operations - The company has not commenced any operations and will not generate operating revenues until after completing a business combination[12]. - The company intends to focus its search for business combinations on businesses in Asia but is not limited to any specific industry or region[57]. - The Company has not selected any specific business combination target and has not initiated substantive discussions with potential targets[57]. - The company expects to incur increased expenses as a result of being a public company, particularly for legal and financial reporting compliance[58]. - The company may need to raise additional funds if actual costs exceed estimates for identifying a target business and conducting due diligence[66]. Advisory and Services - The Company has engaged TenX Global Capital for accounting services at a fixed quarterly rate of $5,250, starting after the IPO[50]. - The company has engaged EBC as an advisor for its Business Combination, with a service fee of 3.5% of the gross proceeds of the IPO payable upon consummation[78]. - The Company has agreed to pay EBC a service fee of 3.5% of the gross proceeds of the IPO upon consummation of its initial Business Combination[49]. - The company has incurred $10,000 in service fees for accounting consulting services during the period from inception to June 30, 2023[73]. Shareholder Information - The company had a basic and diluted weighted average of 1,680,000 ordinary shares outstanding as of June 30, 2023[6]. - The Company is authorized to issue 200,000,000 ordinary shares, with 1,905,000 ordinary shares issued and outstanding as of June 30, 2023[52][53]. - The Sponsors received 1,725,000 Founder Shares for $25,000, with up to 225,000 shares subject to forfeiture if the underwriters' over-allotment was not fully exercised[37]. - The company issued 180,000 EBC founder shares at $0.014 per share, with an estimated fair value of approximately $1,016,000[69].