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Broad Capital Acquisition Corp. Announces Voluntary SEC Deregistration
Globenewswire· 2025-07-29 21:51
Core Viewpoint - Broad Capital Acquisition Corp. intends to voluntarily deregister from its reporting requirements to the SEC due to increased costs and administrative burdens associated with being a publicly reporting company [1][5]. Group 1: Business Combination and Compliance Issues - On January 18, 2023, the Company entered into a definitive Business Combination Agreement with Openmarkets Group Pty Ltd. and BMYG OMG Pty Ltd. [2] - Nasdaq ceased trading of the Company's securities on January 22, 2025, due to non-compliance with the minimum public share requirement of 1,100,000 shares as of December 31, 2024 [3]. - The Merger Agreement with OMG was terminated on February 12, 2025, following a notice from OMG [3]. Group 2: Deregistration Decision - The SEC filed a Form 25 to delist the Company's securities from Nasdaq on June 5, 2025 [4]. - The Board of Directors decided to file a Form 15 to deregister with the SEC after evaluating the rising costs of compliance and the demands on management resources [5]. - The Company believes that deregistration will significantly reduce expenses and allow management to focus more on operations [5].
Broad Capital Acquisition p(BRAC) - 2025 Q1 - Quarterly Report
2025-05-20 19:40
[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This section presents the company's financial statements, management's analysis, market risk disclosures, and internal controls for the period [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The company's financial statements for Q1 2025 show a non-operational SPAC with decreased assets, a net loss, and reliance on sponsor loans [Balance Sheets](index=4&type=section&id=Balance%20Sheets) The balance sheet as of March 31, 2025, shows a significant decrease in total assets and an increase in stockholders' deficit due to redemptions Balance Sheet Summary (Unaudited) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$1,282,942** | **$20,522,225** | | Cash held in trust account | $1,216,693 | $20,521,640 | | **Total Liabilities** | **$13,942,994** | **$13,304,617** | | Working capital loan | $1,501,654 | $1,267,408 | | Extension loans | $3,506,664 | $3,503,628 | | **Total Stockholders' Deficit** | **$(13,171,312)** | **$(12,613,325)** | - Common stock subject to possible redemption decreased significantly from **1,717,663 shares ($19.8 million)** at year-end 2024 to **101,216 shares ($0.5 million)** as of March 31, 2025[11](index=11&type=chunk) [Statements of Operations](index=5&type=section&id=Statements%20of%20Operations) The company reported a net loss of $385,603 for Q1 2025, an improvement from the prior year due to reduced costs Quarterly Statement of Operations (Unaudited) | Item | Three Months Ended Mar 31, 2025 | Three Months Ended Mar 31, 2024 | | :--- | :--- | :--- | | Formation and operating costs | $(273,026) | $(669,065) | | Interest earned on cash held in trust account | $43,415 | $288,051 | | **Net Loss** | **$(385,603)** | **$(533,432)** | | **Basic and diluted net loss per share** | **$(0.12)** | **$(0.11)** | [Statements of Cash Flows](index=7&type=section&id=Statements%20of%20Cash%20Flows) Cash flows for Q1 2025 reflect significant cash used for stock redemptions, partially offset by sponsor loans - Cash used in financing activities for the three months ended March 31, 2025, was primarily driven by **$19.2 million** used for the redemption of common stock[19](index=19&type=chunk) - The company received proceeds of **$150,064** from working capital loans and **$3,036** from extension loans during the quarter[19](index=19&type=chunk) [Notes to Financial Statements](index=8&type=section&id=Notes%20to%20Financial%20Statements) Notes detail the SPAC's terminated merger, extended deadline, excise tax liability, and reliance on sponsor loans for liquidity - The merger agreement with Openmarkets Group Pty Ltd. was terminated by Openmarkets on **February 12, 2025**[36](index=36&type=chunk)[117](index=117&type=chunk) - The company has extended its deadline to consummate a business combination to **January 13, 2026**, funded by monthly deposits from the sponsor, with only **101,216 public shares** remaining outstanding after the latest redemption in January 2025[49](index=49&type=chunk)[51](index=51&type=chunk) - The company recorded an excise tax liability of **$1,087,575** as of March 31, 2025, due to stock redemptions under the Inflation Reduction Act[74](index=74&type=chunk) - As of March 31, 2025, the company had outstanding loans from related parties totaling **$1,501,654** for working capital and **$3,506,664** for extension payments[95](index=95&type=chunk)[96](index=96&type=chunk) - A subsequent event occurred on April 7, 2025, where the company deposited **$3,036** into the trust account to extend its business combination deadline to May 13, 2025[112](index=112&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the terminated merger, Q1 2025 net loss, and expresses substantial doubt about going concern due to low cash and reliance on sponsor loans - The company's merger agreement with Openmarkets was terminated on **February 12, 2025**, and the company is continuing its search for an initial Business Combination[117](index=117&type=chunk)[126](index=126&type=chunk) Results of Operations Comparison | Item | Three Months Ended Mar 31, 2025 | Three Months Ended Mar 31, 2024 | | :--- | :--- | :--- | | Net Loss | $385,603 | $533,432 | - As of March 31, 2025, the company had only **$66,249** in its operating bank account and is reliant on Working Capital Loans from its Sponsor, with **$1,501,654** outstanding[127](index=127&type=chunk)[128](index=128&type=chunk) - Management has determined there is substantial doubt about the company's ability to continue as a going concern due to insufficient cash to operate for the next 12 months and the approaching business combination deadline[130](index=130&type=chunk)[132](index=132&type=chunk) - The company has a contractual obligation to pay its Sponsor a **$10,000 monthly fee** for administrative support and owes a deferred underwriting commission of **$3,555,674**, payable only upon completion of a Business Combination[133](index=133&type=chunk)[135](index=135&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=26&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces no material market or interest rate risk, with trust account funds held in short-term, interest-bearing deposits - The company states it is not subject to any material market or interest rate risk as of March 31, 2025[140](index=140&type=chunk) - Trust account funds are held in an interest-bearing demand deposit account, which management believes poses no material exposure to interest rate risk[140](index=140&type=chunk) [Controls and Procedures](index=26&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were deemed ineffective as of March 31, 2025, with no material changes to internal controls during the quarter - Management, including the CEO and CFO, concluded that as of March 31, 2025, the company's disclosure controls and procedures were **not effective** at a reasonable assurance level[143](index=143&type=chunk) - There were no changes in internal control over financial reporting during the quarter ended March 31, 2025, that materially affected, or are reasonably likely to materially affect, internal controls[144](index=144&type=chunk) [PART II - OTHER INFORMATION](index=27&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This section covers legal proceedings, risk factors, unregistered equity sales, and other required disclosures [Legal Proceedings](index=27&type=section&id=Item%201.%20Legal%20Proceedings) The company has no reported legal proceedings - None[146](index=146&type=chunk) [Risk Factors](index=27&type=section&id=Item%201A.%20Risk%20Factors) No material changes to previously disclosed risk factors have occurred - No material changes to the risk factors disclosed in the Annual Report on Form 10-K have occurred[147](index=147&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=27&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reports no unregistered sales of equity securities or use of proceeds for the period - None[148](index=148&type=chunk) [Other Information](index=27&type=section&id=Item%205.%20Other%20Information) The company reports no additional information - None[151](index=151&type=chunk) [Exhibits](index=27&type=section&id=Item%206.%20Exhibits) The report includes required certifications from executive officers and Inline XBRL documents - Exhibits filed include certifications by the Principal Executive Officer and Principal Financial Officer under Sections 302 and 906 of the Sarbanes-Oxley Act[153](index=153&type=chunk)
Broad Capital Acquisition p(BRAC) - 2024 Q4 - Annual Report
2025-04-15 21:15
Part I [Business](index=6&type=section&id=Item%201.%20Business) Broad Capital Acquisition Corp. is a blank check company (SPAC) seeking a new business combination, with its deadline extended to January 2026 - The company is a blank check company formed for an initial business combination, completing its IPO on **January 13, 2022**[18](index=18&type=chunk)[19](index=19&type=chunk) - The merger agreement with Openmarkets Group Pty Ltd., entered into on January 18, 2023, was terminated on **February 12, 2025**[24](index=24&type=chunk)[25](index=25&type=chunk) - The business strategy targets high-growth companies in AI, machine learning, and aviation sectors within North America and Asia Pacific, excluding China, Hong Kong, or Macau[26](index=26&type=chunk)[27](index=27&type=chunk)[32](index=32&type=chunk) - The deadline for an initial business combination is extended to **January 13, 2026**, requiring monthly sponsor deposits into the trust account[65](index=65&type=chunk)[84](index=84&type=chunk) IPO and Private Placement Details | Item | Details | | :--- | :--- | | **IPO Date** | January 13, 2022 | | **Units Offered** | 10,000,000 units at $10.00/unit | | **Gross Proceeds (IPO)** | $100,000,000 | | **Over-Allotment** | 159,069 units, generating $1,590,690 | | **Sponsor Private Placement** | 451,130 units at $10.00/unit, generating $4,511,300 | [Risk Factors](index=26&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks including failure to complete a business combination, Nasdaq delisting, internal control weaknesses, and going concern doubts - Substantial doubt exists about the company's ability to continue as a **going concern** if a business combination is not completed by **January 13, 2026**[119](index=119&type=chunk) - A material weakness in internal control over financial reporting was identified as of **December 31, 2024**, due to complex financial instruments and inadequate segregation of duties[119](index=119&type=chunk) - Nasdaq halted trading of the company's securities on **January 22, 2025**, and delisted them for non-compliance with minimum publicly held shares, limiting investor liquidity[113](index=113&type=chunk)[123](index=123&type=chunk) - Potential conflicts of interest exist as the sponsor and management risk losing their entire investment if a business combination is not completed[113](index=113&type=chunk) [Unresolved Staff Comments](index=28&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - Not applicable[114](index=114&type=chunk) [Cybersecurity](index=28&type=section&id=Item%201C.%20Cybersecurity) The company manages cybersecurity risks through Board oversight and an incident response plan, acknowledging potential future material impacts - The Board and/or Audit Committee oversee cybersecurity risk, receiving periodic management reports on threats and mitigation efforts[116](index=116&type=chunk) - No cybersecurity incidents have had a material adverse effect to date, but future incidents could be material[117](index=117&type=chunk) [Properties](index=28&type=section&id=Item%202.%20Properties) The company's executive offices are in Dallas, TX, with a monthly fee of **$10,000** paid to an affiliate of its CEO for administrative services - The company pays an affiliate of its CEO **$10,000** per month for office space and administrative support services[118](index=118&type=chunk) [Legal Proceedings](index=30&type=section&id=Item%203.%20Legal%20Proceedings) There is no current or contemplated litigation against the company, its officers, or directors - No litigation is currently pending or contemplated against the company[120](index=120&type=chunk) [Mine Safety Disclosures](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[121](index=121&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=30&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Nasdaq halted trading of the company's securities on **January 22, 2025**, due to non-compliance, and no cash dividends are planned before a business combination - Nasdaq halted trading of all company securities on **January 22, 2025**, due to failure to maintain the minimum **1,100,000** publicly held shares for listing[123](index=123&type=chunk) - The company has not paid and does not plan to pay cash dividends prior to its initial business combination[125](index=125&type=chunk) [Selected Financial Data](index=32&type=section&id=Item%206.%20Selected%20Financial%20Data) This item is reserved and no information is provided - This item is reserved[131](index=131&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=32&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) The company reported a **net loss of $1.12 million** in FY 2024, faces strained liquidity with **$585** cash, and has substantial doubt about its going concern ability Results of Operations (2024 vs. 2023) | Metric | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | **Net Loss** | **$(1,122,587)** | **$(513,919)** | | Operating Costs | $(1,575,281) | $(2,409,672) | | Interest Earned on Trust | $894,070 | $2,752,194 | | Net Loss per Share | $(0.24) | $(0.06) | Liquidity and Capital Resources (as of Dec 31, 2024) | Item | Amount ($) | | :--- | :--- | | Cash in Operating Account | $585 | | Cash in Trust Account | $20,521,640 | | Outstanding Working Capital Loan | $1,267,408 | | Outstanding Extension Loan | $3,503,628 | - Management concluded substantial doubt exists about the company's ability to continue as a **going concern** due to insufficient cash and the looming business combination deadline[147](index=147&type=chunk)[149](index=149&type=chunk) - Contractual obligations include a **$10,000** monthly fee to the sponsor and a deferred underwriting commission of **$3,555,674** payable upon a business combination[150](index=150&type=chunk)[152](index=152&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=35&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's market risk exposure is limited, with trust account funds moved from marketable securities to an interest-bearing demand deposit account on **January 4, 2024** - On **January 4, 2024**, all trust account funds were moved from marketable securities to an interest-bearing demand deposit account[158](index=158&type=chunk) [Financial Statements and Supplementary Data](index=35&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section refers to the financial statements and supplementary data located after Item 15 of the report - The financial statements and supplementary data are incorporated by reference and appear after Item 15[159](index=159&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=35&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - None reported[160](index=160&type=chunk) [Controls and Procedures](index=36&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of **December 31, 2024**, due to a material weakness in internal control over financial reporting, with remediation plans underway - Management concluded that disclosure controls and procedures were not effective as of the end of the reporting period[161](index=161&type=chunk) - A material weakness in internal control over financial reporting was identified as of **December 31, 2024**, due to inadequate segregation of duties and insufficient written policies[164](index=164&type=chunk) - Remediation plans include enhancing board composition post-business combination, consulting third-party experts, and considering additional staff[165](index=165&type=chunk) [Other Information](index=37&type=section&id=Item%209B.%20Other%20Information) The company intends to deposit funds into the trust account to facilitate monthly extensions of its termination date, as approved by stockholders - The company intends to deposit **$3,036** into the trust account during the week of **April 13, 2025**, to extend its termination date[169](index=169&type=chunk) Part III [Directors, Executive Officers, and Corporate Governance](index=37&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%2C%20and%20Corporate%20Governance) The company's governance structure includes CEO Johann Tse and CFO Rongrong Jiang, four independent directors, three standing committees, and a Code of Ethics Executive Officers and Directors | Name | Position | | :--- | :--- | | Johann Tse | Chief Executive Officer & Director | | Rongrong "Rita" Jiang | Chief Financial Officer & Director | | Nicholas Shao | Independent Director | | Wayne Trimmer | Independent Director | | Teck-Yong Heng | Independent Director | | Keith Adams | Independent Director | - The Board of Directors has three standing committees: Audit, Compensation, and Corporate Governance and Nominating, each with independent director memberships[188](index=188&type=chunk)[189](index=189&type=chunk)[192](index=192&type=chunk)[196](index=196&type=chunk) - The company adopted a Code of Ethics, and its charter guides director nominee selection, emphasizing diversity and relevant experience[199](index=199&type=chunk)[200](index=200&type=chunk) [Executive Compensation](index=45&type=section&id=Item%2011.%20Executive%20Compensation) No cash compensation was paid to officers or directors in FY 2024; the company pays its Sponsor **$10,000** monthly for administrative support - No officers or directors received any cash compensation for services rendered in **fiscal year 2024**[202](index=202&type=chunk) - The company pays its Sponsor **$10,000** per month for office space and administrative support, ceasing upon business combination completion[202](index=202&type=chunk) - Officers and directors will be reimbursed for out-of-pocket expenses incurred on behalf of the company[202](index=202&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=45&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) As of **April 15, 2025**, Broad Capital LLC, the sponsor, beneficially owns **98.2%** of common stock, granting effective control over stockholder matters Beneficial Ownership (as of April 15, 2025) | Beneficial Owner | Number of Shares | Percentage of Class | | :--- | :--- | :--- | | Broad Capital LLC (Sponsor) | 3,036,010 | 98.2% | | Johann Tse (CEO) | 3,036,010 | 98.2% | | Rita Jiang (CFO) | 3,036,010 | 98.2% | | All executive officers and directors as a group | 3,036,010 | 98.2% | [Certain Relationships and Related Transactions, and Director Independence](index=46&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) The company has significant related-party transactions with its sponsor, Broad Capital LLC, including share purchases, loans totaling **$4.77 million**, and monthly administrative fees - The sponsor, Broad Capital LLC, purchased **2,875,000** insider shares for **$25,000** and **451,130** placement units for approximately **$4.5 million**[211](index=211&type=chunk)[214](index=214&type=chunk) Loans from Sponsor (as of Dec 31, 2024) | Loan Type | Amount Outstanding ($) | | :--- | :--- | | Working Capital Loans | $1,267,408 | | Extension Loans | $3,503,628 | - The company pays the sponsor **$10,000** per month for office space and administrative support, with **$350,000** accrued and unpaid as of **December 31, 2024**[223](index=223&type=chunk) - The board of directors has determined that Keith Adams, Wayne Trimmer, Nicholas Shao, and Teck-Yong Heng are independent directors[229](index=229&type=chunk) [Principal Accounting Fees and Services](index=49&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) MaloneBailey, LLP served as the principal accountant, with audit fees totaling **$130,000** in FY 2024, up from **$65,000** in FY 2023 Accounting Fees Paid to MaloneBailey, LLP | Fee Type | FY 2024 ($) | FY 2023 ($) | | :--- | :--- | :--- | | Audit Fees | $130,000 | $65,000 | | Audit-Related Fees | $0 | $0 | | Tax Fees | $0 | $0 | | All Other Fees | $0 | $0 | Part IV [Exhibits, Financial Statement Schedules](index=50&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists documents filed with the Form 10-K, including the auditor's report, financial statements, and various exhibits, with schedules omitted - The report includes the auditor's report and financial statements starting on page **F-2**[236](index=236&type=chunk) - A full list of exhibits, including key agreements and charter amendments, is provided in the Exhibit Index[358](index=358&type=chunk) [Form 10-K Summary](index=50&type=section&id=Item%2016.%20Form%2010-K%20Summary) This item is not applicable - Not applicable[238](index=238&type=chunk) Financial Statements [Report of Independent Registered Public Accounting Firm](index=51&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) The auditor's opinion confirms fair presentation of financial statements but highlights a **going concern matter** due to the risk of liquidation if a business combination is not completed - The auditor's opinion states the financial statements are fairly presented in conformity with **GAAP**[241](index=241&type=chunk) - A **'Going Concern Matter'** is explicitly raised, citing substantial doubt about the company's ability to continue operations without a business combination[242](index=242&type=chunk) [Financial Statements Data](index=52&type=section&id=Financial%20Statements%20Data) Financial statements show total assets decreased to **$20.5 million** in 2024, with a **net loss of $1.12 million**, and negative cash from operations due to redemptions Balance Sheet Summary (as of Dec 31) | Account | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | **Total Assets** | **$20,522,225** | **$50,817,322** | | Cash held in trust account | $20,521,640 | $50,772,949 | | **Total Liabilities** | **$13,304,617** | **$10,462,846** | | Common Stock subject to redemption | $19,830,933 | $50,095,136 | | **Total Stockholders' Deficit** | **$(12,613,325)** | **$(9,740,660)** | Statement of Operations Summary (Year Ended Dec 31) | Account | 2024 ($) | 2023 ($) | | :--- | :--- | :--- | | Loss from Operations | $(1,752,336) | $(2,609,672) | | Interest earned on trust | $894,070 | $2,752,194 | | **Net Loss** | **$(1,122,587)** | **$(513,919)** | [Notes to Financial Statements](index=56&type=section&id=Notes%20to%20Financial%20Statements) Notes detail the company's blank check operations, business combination deadline extensions, significant stockholder redemptions, and a **$895,904** excise tax liability on redemptions - The business combination deadline was extended to **January 13, 2026**, with monthly trust account deposits, leaving **101,216** public shares after January 2025 redemptions[288](index=288&type=chunk)[290](index=290&type=chunk) - The merger agreement with Openmarkets was terminated on **February 12, 2025**[275](index=275&type=chunk)[355](index=355&type=chunk) - An excise tax liability of **$895,904** was recorded as of **December 31, 2024**, related to the **1%** tax on stock redemptions under the Inflation Reduction Act of 2022[315](index=315&type=chunk) - **$515,000** of trust funds intended for taxes were used for operating expenses, creating a corresponding balance sheet liability[304](index=304&type=chunk)
Broad Capital Acquisition p(BRAC) - 2024 Q3 - Quarterly Report
2024-11-12 20:05
[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The unaudited financial statements for Broad Capital Acquisition Corp as of September 30, 2024, detail the company's financial position as a pre-business combination SPAC [Balance Sheets](index=4&type=section&id=Balance%20Sheets) As of September 30, 2024, total assets decreased to $20.2 million from $50.8 million, primarily due to reduced cash in the trust account following stock redemptions Balance Sheet Highlights (Unaudited) | Metric | Sept 30, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Cash and Marketable Securities in trust account | $20,160,402 | $50,772,949 | | Total Assets | $20,211,332 | $50,817,322 | | Total Liabilities | $12,381,944 | $10,462,846 | | Common Stock subject to possible redemption | $19,401,033 | $50,095,136 | | Total Stockholders' Deficit | ($11,571,645) | ($9,740,660) | - The number of common shares subject to possible redemption decreased from **4,522,582** as of December 31, 2023, to **1,717,663** as of September 30, 2024[4](index=4&type=chunk) [Statements of Operations](index=5&type=section&id=Statements%20of%20Operations) For the nine months ended September 30, 2024, the company reported a net loss of $1.03 million, driven by operating costs partially offset by interest income Statements of Operations Highlights (Unaudited) | Metric | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | Loss from Operations | ($1,423,310) | ($2,118,291) | | Interest earned on marketable securities | $712,832 | $2,088,010 | | Net Loss | ($1,025,807) | ($497,939) | | Basic and diluted net loss per share | ($0.21) | ($0.06) | [Statements of Changes in Stockholders' Deficit](index=6&type=section&id=Statements%20of%20Changes%20in%20Stockholders'%20Deficit) The stockholders' deficit increased from $9.7 million at the end of 2023 to $11.6 million as of September 30, 2024, primarily due to net loss and redemption adjustments - For the nine months ended September 30, 2024, the accumulated deficit increased by **$1,830,985**, from **($9,740,663)** to **($11,571,648)**[6](index=6&type=chunk) [Statements of Cash Flows](index=7&type=section&id=Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2024, net cash used in operating activities was $876,686, while investing activities provided $31.3 million, primarily from trust account withdrawals Cash Flow Summary (Unaudited) | Activity | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | ($876,686) | ($1,338,922) | | Net cash provided by investing activities | $31,325,379 | $56,552,256 | | Net cash used in financing activities | ($30,433,295) | ($55,593,624) | | Net change in cash | $15,398 | ($380,290) | [Notes to Financial Statements](index=8&type=section&id=Notes%20to%20Financial%20Statements) The notes detail the company's status as a blank check company pursuing a business combination with Openmarkets Group, facing going concern uncertainty and excise tax liability - The company entered into a merger agreement with Openmarkets Group Pty Ltd. on January 18, 2023, which has been amended six times, most recently on October 11, 2024, changing the closing consideration from **7,500,000** to **4,000,000** Purchaser Shares and restructuring the earnout[29](index=29&type=chunk)[107](index=107&type=chunk) - The company has extended its business combination deadline multiple times, most recently to **January 13, 2025**, funded by monthly sponsor payments reduced to **$60,000** per month starting January 2024[49](index=49&type=chunk)[50](index=50&type=chunk) - As of September 30, 2024, the company had outstanding loans of **$1,088,861** for working capital and **$3,323,628** for extension payments, provided by the sponsor or its affiliates[55](index=55&type=chunk)[95](index=95&type=chunk)[96](index=96&type=chunk) - The company recorded an excise tax liability of **$895,904** as of September 30, 2024, related to the 1% excise tax on stock redemptions under the Inflation Reduction Act of 2022[74](index=74&type=chunk) - Management has determined that there is substantial doubt about the company's ability to continue as a going concern if a business combination is not consummated within the required timeframe[56](index=56&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=23&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) The company, a pre-revenue blank check entity, reported a $1.03 million net loss for the nine months ended September 30, 2024, with significant liquidity concerns and reliance on sponsor loans Results of Operations Comparison (Nine Months Ended Sep 30) | Metric | 2024 | 2023 | | :--- | :--- | :--- | | Net Loss | ($1,025,807) | ($497,939) | | Formation and operating costs | ($1,303,310) | ($1,939,085) | | Interest earned on marketable securities | $712,832 | $2,088,010 | - As of September 30, 2024, the company had only **$30,680** in cash, which management believes may not be sufficient to operate for the next 12 months, raising substantial doubt about its ability to continue as a going concern[122](index=122&type=chunk)[125](index=125&type=chunk) - The company's liquidity is heavily dependent on loans from its sponsor, with **$1,088,861** outstanding under the Working Capital Loan and **$3,323,628** under the Extension Loan as of September 30, 2024[123](index=123&type=chunk)[124](index=124&type=chunk) - The company has a deferred underwriting commission liability of **$3,555,674**, payable only upon the completion of a business combination[130](index=130&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=27&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is not subject to any material market or interest rate risk due to its investments in short-term U.S. government treasury bills - The company believes there will be no material exposure to interest rate risk due to the short-term nature of its investments held in the Trust Account[136](index=136&type=chunk) [Controls and Procedures](index=27&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were not effective as of September 30, 2024, with no material changes to internal control over financial reporting during the quarter - Management concluded that the company's disclosure controls and procedures were **not effective** as of the end of the fiscal quarter ended September 30, 2024[139](index=139&type=chunk) - No material changes to internal control over financial reporting were identified during the most recently completed fiscal quarter[140](index=140&type=chunk) [PART II - OTHER INFORMATION](index=28&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Legal Proceedings](index=28&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no legal proceedings - None[141](index=141&type=chunk) [Risk Factors](index=28&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes to risk factors have occurred since the last Annual Report on Form 10-K[141](index=141&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=28&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reports no unregistered sales of equity securities or changes in the use of proceeds - None[142](index=142&type=chunk) [Defaults Upon Senior Securities](index=28&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[142](index=142&type=chunk) [Mine Safety Disclosures](index=28&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not Applicable[142](index=142&type=chunk) [Other Information](index=28&type=section&id=Item%205.%20Other%20Information) The company reports no other information - None[142](index=142&type=chunk) [Exhibits](index=28&type=section&id=Item%206.%20Exhibits) The report includes certifications from the Principal Executive Officer and Principal Financial Officer as required by the Sarbanes-Oxley Act, along with Inline XBRL data files - Exhibits filed include CEO and CFO certifications (31.1, 31.2, 32.1, 32.2) and Inline XBRL documents (101 series)[142](index=142&type=chunk)
Broad Capital Acquisition p(BRAC) - 2024 Q2 - Quarterly Report
2024-08-19 16:57
[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This section details the company's financial performance, condition, and internal controls, along with management's analysis and market risk disclosures [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The company reported a significant net loss increase and asset decrease for the six months ended June 30, 2024, raising substantial doubt about its going concern ability [Balance Sheets](index=4&type=section&id=Balance%20Sheets) Total assets significantly decreased to **$19.8 million** by June 30, 2024, primarily due to reduced trust account cash from redemptions Balance Sheet Summary (Unaudited) | Account | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $2,826 | $15,282 | | Cash and Marketable Securities held in trust account | $19,806,184 | $50,772,949 | | **Total Assets** | **$19,849,510** | **$50,817,322** | | **Liabilities & Stockholders' Deficit** | | | | Total Current Liabilities | $8,355,777 | $6,907,172 | | Total Liabilities | $11,911,451 | $10,462,846 | | Common Stock subject to possible redemption | $19,083,401 | $50,095,136 | | Total Stockholders' Deficit | $(11,145,342) | $(9,740,660) | [Statements of Operations](index=5&type=section&id=Statements%20of%20Operations) The company reported a net loss of **$917,136** for the six months ended June 30, 2024, a significant increase from the prior year Statement of Operations Highlights (Unaudited) | Metric | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--- | :--- | :--- | | Loss from Operations | $(1,204,315) | $(1,455,684) | | Interest earned on marketable securities | $498,614 | $1,451,430 | | **Net Loss** | **$(917,136)** | **$(312,214)** | | Net Loss per Share | $(0.19) | $(0.03) | [Statements of Changes in Stockholders' Deficit](index=6&type=section&id=Statements%20of%20Changes%20in%20Stockholders'%20Deficit) The total stockholders' deficit widened to **$(11.1) million** by June 30, 2024, driven by ongoing net losses and other charges - The accumulated deficit grew from **$(9,740,663)** at the start of the period to **$(11,145,345)** by June 30, 2024, reflecting ongoing net losses and other charges[9](index=9&type=chunk) [Statements of Cash Flows](index=7&type=section&id=Statements%20of%20Cash%20Flows) Net cash used in operating activities was **$706,813**, with significant trust account withdrawals for redemptions largely offsetting financing outflows Cash Flow Summary (Unaudited) | Activity | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | $(706,813) | $(1,055,645) | | Net cash provided by investing activities | $31,465,379 | $56,963,238 | | Net cash provided by financing activities | $(30,771,022) | $(56,247,365) | | **Net change in cash** | **$(12,456)** | **$(339,772)** | | **Cash at end of period** | **$2,826** | **$52,152** | [Notes to Financial Statements](index=8&type=section&id=Notes%20to%20Financial%20Statements) Notes detail the company's blank check status, ongoing merger efforts, significant redemptions, and substantial doubt about its going concern ability - The company is a blank check company formed to effect a business combination and has not commenced any operations, with all activity relating to its formation, IPO, and pursuit of a business combination[13](index=13&type=chunk)[14](index=14&type=chunk) - The company entered into a merger agreement with Openmarkets Group Pty Ltd on January 18, 2023, which has been amended five times, most recently on August 8, 2024, to adjust the number of shares in the transaction[27](index=27&type=chunk)[32](index=32&type=chunk)[96](index=96&type=chunk) - The company has extended its deadline to consummate a business combination multiple times, now to **January 13, 2025**, by making monthly deposits into the trust account, which have been reduced over time from **~$370k** to **$150k**, and now to **$60k** per month[36](index=36&type=chunk)[40](index=40&type=chunk)[43](index=43&type=chunk) - Significant stock redemptions occurred in January 2023 (**$43.35M**), June 2023 (**$15.05M**), and January 2024 (**$31.2M**), substantially reducing the number of public shares and funds in the trust account[37](index=37&type=chunk)[42](index=42&type=chunk)[46](index=46&type=chunk) - Management has determined that there is substantial doubt about the company's ability to continue as a going concern due to the requirement to liquidate if a business combination is not completed within the permitted timeframe[52](index=52&type=chunk)[113](index=113&type=chunk) - The company recorded an excise tax liability of **$895,904** as of June 30, 2024, related to the 1% federal excise tax on stock redemptions under the Inflation Reduction Act of 2022[67](index=67&type=chunk) Related Party Loans Outstanding | Loan Type | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Working Capital Loan | $931,134 | $754,748 | | Extension Loan | $3,143,628 | $2,903,628 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's blank check status, increased net loss, critical liquidity issues, and reliance on Sponsor loans, raising going concern doubts - The company is a blank check company with all activity to date related to its formation, IPO, and search for a business combination, having generated no operating revenue[99](index=99&type=chunk)[102](index=102&type=chunk) Net Income (Loss) Comparison | Period | Net Income/(Loss) | Key Drivers | | :--- | :--- | :--- | | **Three Months Ended June 30, 2024** | $(383,704) | Operating costs and lower interest income | | **Three Months Ended June 30, 2023** | $340,082 | Higher interest income offset operating costs | | **Six Months Ended June 30, 2024** | $(917,136) | Operating costs and significantly lower interest income | | **Six Months Ended June 30, 2023** | $(312,214) | Higher interest income partially offset higher operating costs | - As of June 30, 2024, the company had only **$2,826** in its operating bank account, which management states may not be sufficient to operate for the next 12 months, raising substantial doubt about its ability to continue as a going concern[109](index=109&type=chunk)[112](index=112&type=chunk) - The company relies on Working Capital Loans and Extension Loans from its Sponsor to finance transaction costs and extend its business combination deadline, with outstanding balances of **$931,134** and **$3,143,628** respectively as of June 30, 2024[110](index=110&type=chunk)[111](index=111&type=chunk) - Contractual obligations include a **$10,000** monthly fee to an affiliate of the Sponsor for administrative services and a deferred underwriting commission of **$3,555,674** payable only upon completion of a business combination[114](index=114&type=chunk)[115](index=115&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=27&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company believes it has no material market or interest rate risk due to its short-term U.S. government treasury investments - The company's funds in the Trust Account are invested in U.S. government treasury bills with maturities of 185 days or less, or in money market funds investing solely in U.S. treasuries, which management believes poses no material exposure to interest rate risk[119](index=119&type=chunk) [Controls and Procedures](index=27&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of June 30, 2024, with no material changes to internal controls - Based on an evaluation as of June 30, 2024, the principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were not effective[121](index=121&type=chunk) - There were no changes in internal control over financial reporting during the quarter ended June 30, 2024, that materially affected, or are reasonably likely to materially affect, internal controls[121](index=121&type=chunk) [PART II - OTHER INFORMATION](index=28&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This section includes disclosures on legal proceedings, risk factors, equity sales, and exhibits filed with the report [Legal Proceedings](index=28&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings - None[122](index=122&type=chunk) [Risk Factors](index=28&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes to the risk factors disclosed in the Annual Report on Form 10-K for the period ending December 31, 2023 have been reported[122](index=122&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=28&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities or use of proceeds - None[122](index=122&type=chunk) [Other Information](index=28&type=section&id=Item%205.%20Other%20Information) The company reported no other information - None[122](index=122&type=chunk) [Exhibits](index=29&type=section&id=Item%206.%20Exhibits) The report lists several exhibits filed with the Form 10-Q, including certifications by the Principal Executive Officer and Principal Financial Officer pursuant to the Sarbanes-Oxley Act, and various Inline XBRL documents - Exhibits filed include CEO and CFO certifications under Sections 302 and 906 of the Sarbanes-Oxley Act, as well as Inline XBRL data files[123](index=123&type=chunk)
Broad Capital Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination to August 13, 2024
Newsfilter· 2024-07-18 20:45
Company Overview - Broad Capital Acquisition Corp. is a special purpose acquisition company (SPAC) formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses [7] - The company is led by Chief Executive Officer Johann Tse [7] Business Combination Details - On January 18, 2023, the company entered into a definitive Agreement and Plan of Merger and Business Combination Agreement with Openmarkets Group Pty Ltd (OMG) and BMYG OMG Pty Ltd [6] - The company has extended the period to consummate its initial business combination to August 13, 2024, by depositing $60,000 into its trust account, representing $0.035 per public share [5] About OMG - OMG is a leading Australian financial services technology group that serves various client groups, including fintechs, dealer groups, private wealth advisers, traders, and stockbrokers [8]
Broad Capital Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination to July 13, 2024
Newsfilter· 2024-06-18 20:30
Company Overview - Broad Capital Acquisition Corp. is a special purpose acquisition company formed by Broad Capital LLC [9] - The company is led by Chief Executive Officer Johann Tse [9] Business Combination Details - On June 12, 2024, the company deposited $60,000 into its trust account for public stockholders, equating to $0.035 per public share [1] - This deposit allows the company to extend the time to complete its initial business combination to July 13, 2024, marking the sixth of twelve permitted monthly extensions [1][8] - The company has entered into a definitive Agreement and Plan of Merger and Business Combination Agreement with Openmarkets Group Pty Ltd (OMG) [8] OMG Overview - OMG is a leading Australian financial services technology group serving various client groups, including fintechs, dealer groups, private wealth advisers, traders, and stockbrokers [10]
Broad Capital Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination to June 13, 2024
Newsfilter· 2024-05-20 20:30
Company Overview - Broad Capital Acquisition Corp. is a special purpose acquisition company (SPAC) formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses [3] - The company is led by Chief Executive Officer Johann Tse [3] Business Combination Details - On January 18, 2023, the company entered into a definitive Agreement and Plan of Merger and Business Combination Agreement with Openmarkets Group Pty Ltd (OMG) and BMYG OMG Pty Ltd [2] - The business combination is part of the company's strategy to enact its initial business combination [2] Financial Information - On May 10, 2024, the company deposited $60,000 into its trust account for public stockholders, which represents $0.035 per public share, allowing an extension of the time to consummate its initial business combination to June 13, 2024 [1]
Broad Capital Acquisition p(BRAC) - 2024 Q1 - Quarterly Report
2024-05-20 14:20
[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Broad Capital Acquisition Corp's unaudited financial statements as of March 31, 2024, detail its SPAC operations, trust account, net loss, and cash flows [Balance Sheets](index=4&type=section&id=Balance%20Sheets) Total assets decreased to **$19.7 million** from **$50.8 million** due to trust account redemptions, increasing liabilities and widening the deficit Balance Sheet Comparison (Unaudited) | Account | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $164,776 | $15,282 | | Cash and Marketable Securities held in trust account | $19,495,620 | $50,772,949 | | **Total Assets** | **$19,733,873** | **$50,817,322** | | **Liabilities & Stockholders' Deficit** | | | | Total Current Liabilities | $7,856,436 | $6,907,172 | | Total Liabilities | $11,412,110 | $10,462,846 | | Common Stock subject to possible redemption | $18,768,656 | $50,095,136 | | Total Stockholders' Deficit | $(10,446,893) | $(9,740,660) | [Statements of Operations](index=5&type=section&id=Statements%20of%20Operations) Net loss for Q1 2024 was **$533,432** or **$(0.11)** per share, a reduction from Q1 2023's **$652,296** loss, primarily due to lower operating costs Quarterly Statement of Operations (Unaudited) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Loss from Operations | $(709,065) | $(1,230,502) | | Interest earned on trust account | $288,051 | $727,731 | | **Net Loss** | **$(533,432)** | **$(652,296)** | | Basic and diluted net loss per share | $(0.11) | $(0.05) | [Statements of Changes in Stockholders' Deficit](index=6&type=section&id=Statements%20of%20Changes%20in%20Stockholders'%20Deficit) Accumulated deficit increased from **$(9.74) million** to **$(10.45) million** by March 31, 2024, primarily due to the net loss and extension-related expenses - The total stockholders' deficit grew from **$(9,740,660)** at the beginning of the period to **$(10,446,893)** at the end of the quarter, primarily due to the net loss of **$533,432**[24](index=24&type=chunk) [Statements of Cash Flows](index=7&type=section&id=Statements%20of%20Cash%20Flows) Net cash used in operations was **$486,803**, with **$31.6 million** provided by investing and **$30.9 million** used in financing for redemptions, ending with **$164,776** cash Cash Flow Summary (Unaudited) | Cash Flow Activity | Three Months Ended March 31, 2024 | | :--- | :--- | | Net cash used in operating activities | $(486,803) | | Net cash provided by investing activities | $31,565,379 | | Net cash used in financing activities | $(30,929,082) | | **Net change in cash** | **$149,494** | | **Cash at the end of the period** | **$164,776** | [Notes to Financial Statements](index=8&type=section&id=Notes%20to%20Financial%20Statements) The notes detail the company's blank check operations, IPO, and ongoing business combination efforts, including merger amendments, deadline extensions, and significant shareholder redemptions - The company is a blank check company formed to effect a business combination and has not commenced any operations. All activity relates to its formation, IPO, and search for a business combination[22](index=22&type=chunk)[31](index=31&type=chunk) - The company entered into a merger agreement with Openmarkets Group Pty Ltd. on January 18, 2023. The agreement has been amended four times, most recently on April 29, 2024, to adjust the valuation and consideration, decreasing the closing shares from an initial **9,000,000** to **4,000,000**[45](index=45&type=chunk)[50](index=50&type=chunk) - The company has repeatedly extended its deadline to consummate a business combination, now to January 13, 2025. These extensions required deposits into the trust account, funded by the Sponsor. Significant redemptions occurred, with **2.8 million** shares redeemed in January 2024 for approximately **$31.2 million**, leaving **1,717,663** public shares outstanding[59](index=59&type=chunk)[60](index=60&type=chunk)[66](index=66&type=chunk) - Subsequent to the quarter end, the company made two **$60,000** deposits in April and May 2024 to extend the business combination deadline on a monthly basis[129](index=129&type=chunk)[130](index=130&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition, results of operations, and liquidity, highlighting the net loss, reliance on sponsor loans, and 'Going Concern' uncertainty due to limited cash and the business combination deadline - The company's activities are limited to organizational tasks and the pursuit of its initial Business Combination with Openmarkets Group[138](index=138&type=chunk) - Management has determined there is substantial doubt about the company's ability to continue as a going concern due to insufficient cash to operate for the next **12 months** and the looming business combination deadline[158](index=158&type=chunk)[159](index=159&type=chunk) Key Financials and Loans | Metric | As of March 31, 2024 | | :--- | :--- | | Cash in operating account | $164,776 | | Marketable securities in Trust Account | $19,495,620 | | Outstanding Working Capital Loan | $833,074 | | Outstanding Extension Loan | $3,083,628 | - The company has contractual obligations for a **$10,000** monthly administrative fee to its Sponsor and **$3,555,674** in deferred underwriting commissions, payable only upon completion of a Business Combination[155](index=155&type=chunk)[156](index=156&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=26&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces no material market or interest rate risk, as trust account funds are invested in short-term U.S. government treasury bills or money market funds - The company believes there is no material exposure to interest rate risk due to the short-term nature of the U.S. government securities held in the Trust Account[168](index=168&type=chunk) [Item 4. Controls and Procedures](index=26&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded the company's disclosure controls and procedures were not effective as of March 31, 2024, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation, the principal executive and financial officers concluded that the company's disclosure controls and procedures were not effective as of the end of the fiscal quarter[170](index=170&type=chunk) - No changes to internal control over financial reporting occurred during the quarter that have materially affected or are likely to materially affect internal controls[171](index=171&type=chunk) [PART II - OTHER INFORMATION](index=27&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=27&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no legal proceedings to disclose - None[100](index=100&type=chunk) [Item 1A. Risk Factors](index=27&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the Annual Report on Form 10-K - There have been no material changes to the risk factors disclosed in the company's Annual Report on Form 10-K[115](index=115&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=27&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section indicates no unregistered sales of equity securities or changes in the use of proceeds for the period - None[180](index=180&type=chunk) [Item 3. Defaults Upon Senior Securities](index=27&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[101](index=101&type=chunk) [Item 4. Mine Safety Disclosures](index=27&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company - Not Applicable[110](index=110&type=chunk) [Item 5. Other Information](index=27&type=section&id=Item%205.%20Other%20Information) The company reports no other information - None[104](index=104&type=chunk) [Item 6. Exhibits](index=28&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Quarterly Report on Form 10-Q, including officer certifications and Inline XBRL documents - The report includes certifications from the Principal Executive Officer and Principal Financial Officer as required by the Sarbanes-Oxley Act, along with XBRL data files[182](index=182&type=chunk)
Broad Capital Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination to May 13, 2024
Newsfilter· 2024-04-17 21:22
Dallas, Texas, April 17, 2024 (GLOBE NEWSWIRE) -- Broad Capital Acquisition Corp. (the "Company") (NASDAQ:BRAC, BRACR, BRACU))), a special purpose acquisition company formed by Broad Capital LLC, today announced that on April 11, 2024 it caused to be deposited $60,000 (the "Extension Payment") into the Company's trust account for its public stockholders, representing $0.035 per public share, allowing the Company to extend the period of time it has to consummate its initial business combination to May 13, 20 ...