Financial Performance - The net income for the six months ended June 30, 2023, was $1,673,563, compared to a net loss of $3,600 for the same period in 2022[21]. - Basic and diluted net income per common stock, Class A subject to redemption, was $0.04 for the six months ended June 30, 2023, compared to $0.00 for the same period in 2022[21]. - The company reported a loss from operations of $1,452,265 for the six months ended June 30, 2023, compared to a loss of $346,356 for the same period in 2022[21]. - The provision for income taxes for the six months ended June 30, 2023, was $773,583, compared to $80,676 for the same period in 2022[21]. - For the six-month period ended June 30, 2023, the allocation of net income for Class A common stock was $1,227,883, while Class B common stock had an allocation of $54,778[83]. - The basic and diluted net income per share for Class A and Class B common stock was $0.04 for both classes for the six-month period ended June 30, 2023[83]. - The effective tax rate for the three months ended June 30, 2023, was 63.04%, compared to 46.14% for the same period in 2022[79]. Assets and Liabilities - Total current assets as of June 30, 2023, were $1,398,215, a significant increase from $208,764 as of December 31, 2022[21]. - The company had a total stockholders' deficit of $(13,631,505) as of June 30, 2023[34]. - The Company reported a working capital deficit of $3,567,923 as of June 30, 2023[58]. - The total liabilities as of June 30, 2023, were $15,012,358, compared to $11,359,210 as of December 31, 2022[182]. - The company had an accumulated deficit of $(13,631,505) as of June 30, 2023, compared to $(10,145,752) as of December 31, 2022[184]. - The company had total liabilities and stockholders' deficit of $71,284,374 as of June 30, 2023, down from $296,011,458 as of December 31, 2022[184]. Trust Account and Investments - Investments held in the Trust Account decreased to $69,886,159 from $295,802,694 over the same period[21]. - The Company had $69,886,159 in investments held in the Trust Account as of June 30, 2023, down from $295,802,694 as of December 31, 2022[77]. - Interest income earned on Trust for the six months ended June 30, 2023, was $3,899,411, up from $423,432 in the same period of 2022[21]. - Interest earned on marketable securities held in the Trust Account for the six months ended June 30, 2023, was $3,899,411, a significant increase from $394,047 in the same period of 2022[204]. - The company generated non-operating income primarily from interest dividends on marketable securities held in the Trust Account[202]. IPO and Business Combination - The transaction costs for the IPO amounted to $16,919,619, including $2,875,000 in underwriting commissions and $10,062,500 in deferred underwriting commissions[37]. - The Company completed its IPO on December 15, 2021, issuing 28,750,000 Units at a price of $10.00 per Unit, raising a total of $287,500,000[114]. - The company plans to effect a merger or similar business combination, indicating potential market expansion strategies[7]. - The company entered into a non-binding letter of intent for a potential business combination with CleanBay Renewables Inc. on February 24, 2023[52]. - The company has extended the time to consummate an initial business combination from March 15, 2023, to December 15, 2023[55]. - The company will have only 15 months from the closing of the IPO to complete the initial Business Combination[41]. - The initial anticipated redemption price per public share is $10.15, but there is no guarantee that investors will receive this amount[40]. - The common stock subject to redemption is classified outside of permanent equity due to redemption provisions not solely within the control of the company[156]. - The company will provide public stockholders the opportunity to redeem shares upon the completion of the initial business combination, either through a stockholder meeting or a tender offer[168]. Risks and Concerns - The company is subject to risks associated with being an emerging growth company, which may impact future performance[7]. - The Company cannot predict the likelihood of economic uncertainties impacting its ability to complete an initial business combination[59]. - Management has raised substantial doubt about the Company's ability to continue as a going concern for at least one year from the date the condensed financial statements are issued[70]. - The Company expects to need to raise additional capital through loans or investments to meet its working capital needs[68]. - The Company is less than 7 months from its mandatory liquidation as of the filing date of the Quarterly Report[69]. Shareholder Information - The weighted average shares outstanding of Class A common stock subject to redemption was 29,801,668 as of June 30, 2023[21]. - As of June 30, 2023, there were 6,630,703 Class A common stocks subject to possible redemption, presented at redemption value as temporary equity[91]. - The Company had $99,975 outstanding under a Working Capital Loan as of June 30, 2023, compared to no balance outstanding as of December 31, 2022[67]. - The Company has 9,487,500 shares of Class B common stock issued and outstanding as of June 30, 2023, following a stock split[166]. - The Company is authorized to issue 280,000,000 shares of Class A common stock, with 1,329,500 shares issued or outstanding as of June 30, 2023[138]. - The Company is authorized to issue 20,000,000 shares of Class B common stock, with holders entitled to one vote per share[166]. Miscellaneous - The Company incurred offering costs amounting to $16,919,619 related to the IPO, which included $2,875,000 in underwriting fees and $10,062,500 in deferred underwriting fees[93]. - The Company incurred operating costs and franchise taxes totaling $1,452,265 for the six months ended June 30, 2023[204]. - The Company recognized changes in the redemption value of redeemable common stock immediately, adjusting the carrying value to equal the redemption value at the end of each reporting period[92]. - The Company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements[105]. - The fair value of the Company's assets and liabilities approximates the carrying amounts due to their short-term nature[86]. - The Company has not experienced losses on its cash account and believes it is not exposed to significant risks[94]. - The Company has determined that the warrants issued in the IPO are classified as equity and not as liabilities[101]. - The warrants entitle holders to purchase one share of Class A common stock at a price of $11.50 per share, becoming exercisable 30 days after the initial Business Combination[146]. - The fair value of the founder shares was determined to be $8,758,683 or $7.62 per share, based on a 75% probability of a successful business combination and an implied volatility of 4.16%[159]. - The company incurred and paid $60,000 and $112,903 for administrative service fees as of June 30, 2023, and December 31, 2022, respectively[128]. - The Sponsor agreed to loan the Company up to $300,000 for IPO expenses, with no borrowings outstanding as of June 30, 2023[120]. - The Company issued an unsecured convertible promissory note to the Sponsor for $1,500,000 on February 1, 2023, which may be converted into Units at the Sponsor's discretion[130]. - On March 10, 2023, stockholders redeemed 22,119,297 Class A shares for a total of $227,776,035, resulting in a 1% excise tax liability of $2,277,760[124]. - The excise tax payable as of June 30, 2023, is $2,277,760, which was not present as of December 31, 2022[182].

Financial Performance - For the three months ended March 31, 2023, the company reported a net income of $1,574,791, driven by interest from marketable securities of $3,075,729, offset by operating costs and taxes totaling $1,500,938[174]. - As of March 31, 2023, the company had $1,172,371 in operating bank accounts and $69,431,940 in investments held in the Trust Account, with a working capital deficit of $3,061,468[175]. - Approximately $227.8 million was removed from the company's trust account to pay for the redemption of 22,119,297 shares, resulting in 6,630,703 shares of Class A common stock outstanding[173]. - The company has $2,130,305 of the amount on deposit in the Trust Account representing interest income as of March 31, 2023[175]. Tax and Regulatory Considerations - The company may be subject to a 1% excise tax on stock repurchases occurring after December 31, 2022, as per the Inflation Reduction Act of 2022[238]. Company Status and Risks - The company is an emerging growth company, subject to risks associated with such status[172]. Warrant Information - The company will not be obligated to deliver shares of Class A common stock upon warrant exercise unless a registration statement is effective[182]. - The warrants entitle holders to purchase shares of Class A common stock at a price of $11.50 per share, becoming exercisable 30 days after the initial Business Combination[181]. - The company has no obligation to net cash settle any warrant, and if registration is not effective, the warrants may expire worthless[182]. Internal Controls - The company has not experienced any changes in internal control over financial reporting that materially affect its operations during the most recent fiscal quarter[235].

Financial Performance - For the year ended December 31, 2022, the company reported a net income of $1,673,607, driven by interest from marketable securities of $3,989,294, offset by formation and operating costs of $1,523,929 and income tax provision of $791,758 [98]. - The company has a working capital deficit of $96,188 as of December 31, 2022, raising substantial doubt about its ability to continue as a going concern [122]. - The company has not generated any operating revenues to date and only incurs expenses related to being a public company and due diligence for potential acquisitions [119]. - The company expects to need additional capital to meet its liquidity needs and may not be able to obtain financing on commercially acceptable terms [100]. Investments and Capital Structure - As of December 31, 2022, the company had $295,802,694 in investments held in the Trust Account, which is designated for a Business Combination or to repurchase public shares [121]. - The company completed its IPO on December 15, 2021, raising a total of $8,982,500 from the sale of 28,750,000 units at $10.00 per unit [96]. - The company has no long-term debt or capital lease obligations, with only a monthly fee of $10,000 payable to an affiliate for office space and administrative support [104]. - The company has two classes of shares, Class A and Class B, with earnings and losses shared pro rata between them [131]. Business Development and Strategy - The company is developing a multi-billion dollar pipeline of "Digital Nomad" properties in New York City, in collaboration with WIRED, a Condé Nast company [154]. - The company is currently developing a hotel property that will be a fully tech-enabled live and work destination in New York City [154]. - The company focuses on investing in sectors such as InfraTech, PropTech, FinTech, AI, BioTech, and Alternative Energy, searching for exceptional businesses to invest in [157]. - The company has a focus on reinvesting gains from portfolio investments into companies that promote sustainability [154]. Management and Governance - The Chief Investment Officer has over 20 years of experience in asset management and is responsible for managing a portfolio with over $16 billion in assets under management [142]. - The Chief Marketing Officer has over 30 years of experience in brand creation and marketing for globally recognized brands, including MGM Resorts and American Express [143]. - The Chief Executive Officer has a background in economics and has been involved in various ventures, including a joint venture for power projects in Pakistan [138]. - The company’s Chairman and CEO, Mr. Khan, has over 22 years of experience in various sectors, contributing to the syndication of several billion in equity for projects [179]. Compliance and Internal Controls - The company maintains effective internal control over financial reporting as of December 31, 2022, according to management assessments [149]. - The audit committee is composed of independent directors, ensuring compliance with Nasdaq listing standards [166]. - The company has established clear hiring policies for employees or former employees of the independent registered public accounting firm, in compliance with applicable laws and regulations [167]. - The Audit Committee is responsible for the appointment, compensation, retention, and oversight of the independent registered public accounting firm engaged by the company [176]. - The company’s board of directors includes independent directors as defined by Nasdaq listing standards, ensuring compliance with regulatory requirements [175]. - The Audit Committee has a financial expert, Mr. Golden, who qualifies under SEC rules due to his extensive experience in finance and accounting [186]. - The company has a structured approach to reviewing internal control policies and procedures regularly to ensure effectiveness [169]. - The Audit Committee reviews and approves related party transactions as required by SEC regulations [169]. Board of Directors and Governance Practices - The board of directors consists of five members, with a structure that allows for staggered elections every two years [145]. - The board of directors will consider director candidates recommended by stockholders for future elections, ensuring shareholder engagement in governance [190]. - The company has a Code of Ethics in place to guide the conduct of its directors and employees [191]. - The company is focused on implementing and administering incentive compensation equity-based remuneration plans for its executives [187].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41139 BURTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) | --- | --- | |------------- ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41139 BURTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) | --- | --- | --- | |------------ ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41139 BURTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) | --- | --- | |----------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ________________ Commission file number: 001-41139 BURTECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) | --- | --- | --- | |---------- ...