Revenue and Sales Performance - Total revenue increased by 83% to $1.0 million for the three months ended March 31, 2025, compared to approximately $0.5 million for the same period in 2024[220]. - Hardware product sales accounted for the entire revenue of $1.0 million, offset by a $0.5 million decrease due to the end of a multi-year license and development contract[220]. - Revenue from the Asia Pacific region was $960,000, representing 95% of total revenue for Q1 2025, compared to $333,000 or 61% in Q1 2024[221]. - For the three months ended March 31, 2025, 100% of revenue was derived from international operations, compared to 61% for the same period in 2024[252]. - For the three months ended March 31, 2025, one customer accounted for approximately 95% of total revenue, while two related party customers accounted for 100% of revenue in the same period of 2024[258]. Business Opportunities and Partnerships - The company has identified a potential $458 million in future business opportunities through near-term customer implementations[209]. - As of March 31, 2025, the company has initiated or is in progress with 40 proof-of-concept projects with potential customers[211]. - The company has established 34 partnerships with independent software and hardware vendors as of March 31, 2025[212]. - A total of 21 design wins have been confirmed with partners or customers as of March 31, 2025[213]. Merger and Shareholder Information - The merger with BurTech Acquisition Corp was completed on January 13, 2025, with Legacy Blaize becoming a wholly owned subsidiary[198]. - Upon the merger, Legacy Blaize shareholders were issued 87,314,968 shares of common stock[199]. - The company has an earnout arrangement that allows for the issuance of up to 15 million shares based on stock price performance over the next five years[210]. Expenses and Financial Performance - Cost of revenue for the three months ended March 31, 2025 increased by $21,000, or 7%, compared to the same period in 2024, primarily due to hardware sales[223]. - Research and development expenses rose by $9.0 million, or 220%, for the three months ended March 31, 2025, driven by personnel costs and new chip development[224]. - Selling, general and administrative expenses increased by $9.4 million, or 235%, for the three months ended March 31, 2025, mainly due to employee-related costs and professional services[225]. - Total operating expenses for the three months ended March 31, 2025 were $39.0 million, a significant increase of 349% compared to $8.7 million in 2024[222]. - Total other expense, net for the three months ended March 31, 2025 was $109.6 million, reflecting an increase of $101.1 million, or 1,198%, compared to the same period in 2024[230]. - Net loss for the three months ended March 31, 2025 was approximately $147.8 million, compared to a net loss of $16.7 million for the same period in 2024[233]. Cash and Financing - Cash and cash equivalents as of March 31, 2025 were approximately $45.0 million, with an accumulated deficit of $577.0 million[235]. - Net cash used in operating activities was $15.9 million for the three months ended March 31, 2025, compared to $7.4 million in 2024[239]. - The company intends to raise additional financing through debt and equity offerings to support its operations and growth initiatives[236]. - The company has outstanding purchase orders and contractual obligations totaling $0.3 million as of March 31, 2025, primarily for inventory procurement[242]. Credit and Currency Risk - As of March 31, 2025, one customer accounted for approximately 95% of total accounts receivable, down from 98% as of December 31, 2024[257]. - The allowance for credit losses was $0.4 million as of March 31, 2025, and December 31, 2024[256]. - The company is primarily exposed to foreign currency exchange rate risk, particularly in the Indian rupee, British pound, and Philippine peso[253]. - The gain on foreign exchange transactions was not material for the three months ended March 31, 2025, and 2024[254]. - The company manages credit risk through ongoing evaluations of customers' financial conditions and establishes an allowance for credit losses based on various factors[256]. - The company's reporting and functional currency is the U.S. dollar, which affects the remeasurement of foreign subsidiaries' financial results[253]. - The company has a strategy to manage foreign currency risk by negotiating contracts to receive payments in the same currency used for expenses[252]. - Cash accounts may exceed the Federal Depository Insurance coverage of $250,000, exposing the company to credit risk[255].

Exhibit 99.1 Blaize Announces First Quarter 2025 Financial Results EL DORADO HILLS, Calif.—(BUSINESS WIRE)—May 14, 2025—Blaize Holdings, Inc. (NASDAQ: BZAI), a leader in energy-efficient AI inference at the edge for physical systems, today announced financial results for the quarter ended March 31, 2025. The company reported strong customer traction and continued commercial momentum across its key verticals in smart infrastructure, defense, and mobility. "This quarter proved we're executing where it counts. ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ 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 Blaize Holdings, Inc. (Exact name of Registrant as specified in its Charter) (State or other jurisdiction of incorporation or o ...

Financial Performance - Net revenue for fiscal year 2024 decreased to $1.6 million from $3.9 million in the prior year, primarily due to the completion of Phase I of a multi-year program with a major European automotive OEM[5]. - Net loss for fiscal year 2024 was $61.2 million, a 30% decrease from the net loss of $87.6 million in the prior year, with financing charges and fair value adjustments of $14.5 million included[5]. - Adjusted EBITDA loss for fiscal year 2024 was $43.3 million, compared to $30.3 million for fiscal year 2023[5]. - Total revenue for the year ended December 31, 2024, was $1,554,000, a decrease of 59.7% from $3,856,000 in 2023[24]. - Net loss for 2024 was $61,195,000, compared to a net loss of $87,589,000 in 2023, representing a 30.2% improvement[24]. - The company reported a loss from operations of $47,635,000 in 2024, compared to a loss of $38,528,000 in 2023[24]. - Adjusted EBITDA loss for fiscal year 2025 is projected to be between $70 million and $75 million[7]. Cash and Assets - As of December 31, 2024, Blaize's cash and cash equivalents were $50.2 million[5]. - Cash and cash equivalents at the end of 2024 were $50,237,000, significantly up from $3,213,000 at the end of 2023[26]. - Total current assets increased to $73,690,000 in 2024, compared to $13,049,000 in 2023, marking a growth of 465.5%[22]. - Cash flows used in operating activities were $53,532,000 in 2024, compared to $27,955,000 in 2023, indicating a higher cash burn[26]. - The weighted-average shares used in computing net loss per share increased to 17,476,105 in 2024 from 4,213,244 in 2023[24]. - The company had a total stockholders' deficit of $283,810,000 as of December 31, 2024, compared to $226,560,000 in 2023[22]. Revenue Guidance - For Q1 2025, total revenue is guided at $0.9 million, while fiscal year 2025 revenue guidance ranges from $19 million to $50 million[7]. Partnerships and Growth - Blaize has entered into a joint technology agreement with KAIST to develop new edge AI computing applications across various sectors[9]. - The company has established partnerships with alwaysAI and VSBLTY to enhance AI Edge Computing and develop hybrid technology for safety solutions[9]. - Blaize's business combination with BurTech Acquisition Corp. was completed in January 2025, positioning the company for growth in AI-edge compute solutions[3]. - The company is experiencing strong market interest in AI at the edge, particularly in Smart Cities, defense, and automotive sectors[6]. Expenses - Research and development expenses increased to $25,094,000 in 2024, up 38.5% from $18,115,000 in 2023[24]. - Total liabilities rose to $190,979,000 in 2024, up from $71,852,000 in 2023, an increase of 165.5%[22].

IPO and Stockholder Actions - The Company completed its IPO on December 15, 2021, raising approximately $287.5 million from the sale of 28,750,000 units at $10.00 per unit[153]. - Following a stockholder vote on March 10, 2023, approximately $227.8 million was redeemed, resulting in 6,630,703 shares of Class A common stock outstanding[154]. - During the Second Special Meeting on December 11, 2023, stockholders redeemed 2,285,040 shares, leading to approximately $24.5 million being removed from the trust account[155]. - The Company has approximately $68.0 million remaining in its trust account after redemptions[154]. Merger Agreement and Business Combination - The Company entered into a Merger Agreement on December 22, 2023, to merge with Blaize, Inc., with Blaize becoming a wholly owned subsidiary of the Company[160]. - The Merger Agreement includes provisions for the issuance of up to 6,833,333 shares of Class A common stock for aggregate gross proceeds of $25.0 million[161]. - An additional 16.3 million shares may be issued as earnout shares contingent on the closing stock price of New Blaize common stock exceeding certain thresholds during the Earnout Period[165]. - The Merger is subject to customary closing conditions, including shareholder approval and regulatory clearances[167]. - The Company will be renamed "Blaize Holdings, Inc." following the consummation of the Business Combination[160]. - The Merger Agreement includes a provision for the aggregate gross proceeds to be equal to or greater than $125,000,000, subject to certain deductions[171]. - The Company and Blaize have agreed to not engage in discussions regarding other business combination proposals during the merger process[175][176]. - The Merger Agreement allows for the termination by either party under specific conditions, including failure to obtain shareholder approvals[174]. - The Company has agreed to support the approval of the Merger Agreement and the Business Combination by its stockholders[180]. Financial Performance and Position - For the three months ended September 30, 2024, the company reported a net loss of $875,953, with operating costs and franchise taxes amounting to $1,302,114[191]. - For the nine months ended September 30, 2024, the company had a net loss of $1,486,799, with total operating costs and franchise taxes of $2,526,265[192]. - As of September 30, 2024, the company had $49,915,251 in investments held in trust, with $4,633,444 representing interest income[195]. - The company had $1,500,000 outstanding under a Convertible Promissory Note and $2,164,291 in advances from the sponsor as of September 30, 2024[196]. - The company is less than 7 months from mandatory liquidation, raising substantial doubt about its ability to continue as a going concern[198]. - The company has no off-balance sheet financing arrangements as of September 30, 2024[200]. - The company does not have any long-term debt or capital lease obligations, only a monthly fee of $10,000 for administrative support[201]. Accounting and Regulatory Matters - The Trust Amount must be at least $30,000,000; if it falls below this amount, the Sponsor will purchase shares to cover the difference at a price of $10.00 per share[188]. - The Backstop Subscription Agreement is classified as a liability and will be recorded at fair value, subject to re-measurement until exercised[189]. - The Company must use reasonable best efforts to maintain its listing on Nasdaq until the Closing[179]. - The company is currently assessing the impact of ASU 2020-06, effective January 1, 2024, on its financial position and results of operations[215]. - Management does not believe that any recently issued accounting standards will have a material effect on the financial statements[217]. Operational Status - The Company has not engaged in any operations or generated any revenues to date, with only organizational activities conducted through September 30, 2024[190]. - The company has two classes of shares, and the potential common stocks for outstanding warrants were excluded from diluted earnings per share due to contingencies not being met[212]. - The Company will incur expenses related to being a public company, including legal and financial reporting costs[190]. - The Company is expected to generate non-operating income from interest dividends on marketable securities held in the Trust Account[190].

IPO and Business Combination - The Company completed its IPO on December 15, 2021, raising approximately $287.5 million from the sale of 28,750,000 units at $10.00 per unit [145]. - Following a stockholder vote on March 10, 2023, approximately $227.8 million was redeemed, resulting in 6,630,703 shares of Class A common stock outstanding [146]. - During the Second Special Meeting on December 11, 2023, stockholders redeemed 2,285,040 shares, leading to approximately $24.5 million being removed from the trust account [147]. - The Company has the right to extend the time to complete a business combination up to twelve times, each for an additional one-month period, until December 15, 2024 [150]. - On December 22, 2023, the Company entered into a Merger Agreement with Blaize, Inc., which will result in Blaize becoming a wholly owned subsidiary of the Company [152]. - The Merger Agreement includes provisions for the issuance of up to 6,833,333 shares of Class A common stock to Blaize for aggregate gross proceeds of $25.0 million [153]. - An additional 16.3 million shares of New Blaize common stock may be issued as earnout shares based on stock price performance over a five-year period [157]. - The closing of the Merger is subject to various conditions, including shareholder approval and regulatory clearances [159]. - The Company will be renamed "Blaize Holdings, Inc." following the completion of the Merger [152]. - The Company has approximately $68.0 million remaining in its trust account after redemptions [146]. - The aggregate gross proceeds from the merger transaction are expected to be equal to or greater than $125,000,000 [163]. - The Company and Blaize have agreed to use commercially reasonable efforts to conduct their businesses in the ordinary course through the Closing [164]. - The Company has agreed to cease any existing discussions regarding other Business Combination Proposals during the merger process [167]. - The Company will file a registration statement on Form S-4 to obtain shareholder approval for the Business Combination [164]. - The Lock-up Agreements will restrict the transfer of New Blaize common stock for 180 days after the Closing [175]. Financial Performance and Position - For the three months ended June 30, 2024, the company reported a net loss of $600,213, with operating costs and franchise taxes amounting to $748,339 [183]. - For the six months ended June 30, 2024, the company had a net loss of $610,846, offset by interest from investments held in the Trust Account of $1,253,990 [184]. - As of June 30, 2024, the company had $48,885,820 in investments held in trust and $26,944 in its restricted cash account [187]. - The company had $1,500,000 outstanding under a Convertible Promissory Note and $1,059,551 in advances from the sponsor as of June 30, 2024 [188]. - The company is less than 7 months from its mandatory liquidation, raising substantial doubt about its ability to continue as a going concern [190]. - The company has no long-term debt or capital lease obligations, with only a monthly fee of $10,000 for office space and administrative support [193]. Tax and Regulatory Considerations - The company may be subject to a 1% excise tax on stock repurchases occurring on or after January 1, 2023, as per the Inflation Reduction Act of 2022 [219]. - The company may be subject to an excise tax on redemptions or repurchases occurring after December 31, 2023, depending on various factors including fair market value and business combination structure [220]. - The excise tax implications could reduce the cash available for completing business combinations, affecting the company's ability to finalize such transactions [220]. - Recent interim guidance from the IRS indicates that the excise tax should not apply in the event of the company's liquidation, subject to certain exceptions [220]. Internal Controls and Reporting - The company has identified material weaknesses in its internal control over financial reporting, which may affect its ability to accurately report financial results [213].

IPO and Stockholder Actions - The Company completed its IPO on December 15, 2021, raising approximately $287.5 million from the sale of 28,750,000 units at $10.00 per unit[139]. - Following a stockholder vote on March 10, 2023, approximately $227.8 million was redeemed, leaving 6,630,703 shares of Class A common stock outstanding and approximately $68.0 million in the trust account[140]. - In a subsequent stockholder vote on December 11, 2023, 2,285,040 shares were redeemed, resulting in approximately $24.5 million being removed from the trust account[141]. Merger Agreement - The Company entered into a Merger Agreement on December 22, 2023, to merge with Blaize, Inc., with the Company to be renamed "Blaize Holdings, Inc." upon completion[145]. - The Merger Agreement includes provisions for the issuance of up to 6,833,333 shares of Class A common stock to Blaize for aggregate gross proceeds of $25.0 million[146]. - An additional 16.3 million shares of New Blaize common stock may be issued as earnout shares based on stock price performance over a five-year period[150]. - The closing of the Merger is subject to customary conditions, including shareholder approvals and regulatory clearances[152]. - The Company must ensure that the cash available in the trust account is equal to or greater than $125 million at the time of closing[156]. - The Merger Agreement includes provisions for the parties to obtain necessary approvals from governmental agencies[157]. Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of $10,633, with operating costs and franchise taxes totaling $475,812 and provision for income taxes of $162,895[174]. - As of March 31, 2024, the company had $148,736 in its restricted cash account and $47,868,795 in investments held in trust, with $3,369,206 representing interest income[176]. - The company generated non-operating income of $628,074 from interest on investments held in the Trust Account for the three months ended March 31, 2024[174]. - For the three months ended March 31, 2023, the company had a net income of $1,574,791, consisting of interest from marketable securities of $3,075,729, offset by operating costs and franchise taxes of $895,810 and provision for income taxes of $605,128[175]. Liquidity and Capital Needs - The company’s liquidity needs up to March 31, 2024, were satisfied through a payment from the sponsor of $25,000 and a loan of $1,500,000 under an unsecured promissory note from the sponsor[177]. - The Company expects to need to raise additional capital through loans or investments to meet working capital needs, with no assurance that financing will be available on acceptable terms[178]. - The Company is less than 7 months from mandatory liquidation, raising substantial doubt about its ability to continue as a going concern for at least one year from the date of the financial statements[179]. - The financial statements do not include adjustments related to the recovery of recorded assets or liabilities if the Company cannot continue as a going concern[180]. Internal Controls and Compliance - The Company has identified material weaknesses in internal control over financial reporting, particularly regarding the withdrawal of funds from the Trust Account[196]. - The company’s disclosure controls and procedures were deemed not effective during the period covered by the report[196]. - The company identified material weaknesses in internal control over financial reporting, particularly regarding the withdrawal of funds from the Trust Account and accounting for class A common stock subject to possible redemption as of December 31, 2023[196]. - The company’s ability to accurately report financial results may be adversely affected if it cannot maintain effective internal controls[197]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected the internal control[199]. Tax and Regulatory Considerations - The Company may be subject to a 1% excise tax on stock repurchases occurring after December 31, 2023, which could affect cash available for business combinations[202]. - The excise tax is calculated based on the fair market value of shares repurchased, which could impact the cash available for business combinations[203]. Other Considerations - The Company has no long-term debt or significant liabilities, except for a monthly fee of $10,000 to an affiliate for administrative support[182]. - As of March 31, 2024, there are 4,345,663 Class A common stocks subject to possible redemption, presented at redemption value as temporary equity[184]. - The Company has not entered into any off-balance sheet financing arrangements as of March 31, 2024[181]. - The potential common stocks for outstanding warrants to purchase shares were excluded from diluted earnings per share for the three months ended March 31, 2024, due to contingencies not being met[190]. - The company is currently assessing the impact of recently issued accounting standards on its financial position and results of operations[191]. - The company does not anticipate that recently issued accounting standards will have a material effect on its financial statements[193]. - The company has not reported any legal proceedings[201]. - The company is classified as a smaller reporting company and is not required to make certain market risk disclosures[193]. - The management conducted an evaluation of disclosure controls and procedures as of March 31, 2024[196].

IPO and Mergers - The company completed its IPO on December 15, 2021, raising approximately $287.5 million from the sale of 28,750,000 units at $10.00 per unit[121]. - The company entered into a Merger Agreement on December 22, 2023, to merge with Blaize, Inc., with Blaize becoming a wholly owned subsidiary[127]. - The Merger Agreement includes provisions for the issuance of up to 16.3 million earnout shares based on the closing stock price of New Blaize common stock exceeding certain thresholds[131]. - The company must ensure that the cash available in the trust account is equal to or greater than $125 million at the time of closing the merger[135]. - The company raised $25 million through the issuance of convertible promissory notes and a pre-funded warrant as part of the merger transaction[128]. - The company will be renamed "Blaize Holdings, Inc." following the completion of the merger[127]. - The Merger Agreement is subject to customary closing conditions, including shareholder approval and regulatory approvals[133]. Financial Performance - For the year ended December 31, 2023, the company reported a net income of $1,339,142, consisting of interest from investments held in the Trust Account of $5,751,596, offset by operating costs of $3,384,810 and income taxes of $1,027,644[151]. - The company had a net income of $1,673,607 for the year ended December 31, 2022, with interest from marketable securities of $3,989,294[152]. - The company incurred operating costs of $3,384,810 for the year ended December 31, 2023, compared to $1,523,929 for the year ended December 31, 2022[151][152]. - The company generated non-operating income in the form of interest dividends on marketable securities held in the Trust Account[150]. Cash and Investments - As of December 31, 2023, the company had $71,432,177 in investments held in trust, with $24,539,002 restricted for current redemption liability[153]. - The company had $843,313 in its restricted cash account as of December 31, 2023, held exclusively for current tax liabilities[153]. - The company had $810,345 outstanding under a Convertible Promissory Note as of December 31, 2023[154]. - The company expects to need to raise additional capital through loans or investments to meet its liquidity needs[155]. Going Concern and Liquidation - The company is less than 7 months from its mandatory liquidation as of the filing date, raising substantial doubt about its ability to continue as a going concern for at least one year[156]. - As of December 31, 2023, there are 4,345,663 Class A common stocks subject to possible redemption, classified as temporary equity[161]. Internal Controls and Compliance - The company has identified material weaknesses in internal controls over financial reporting, particularly regarding fund withdrawals from the Trust Account[173]. - Management plans to enhance control processes to address identified material weaknesses over time[174]. - The company has not adopted the new accounting standards ASU 2020-06 as of December 31, 2023, and is assessing its potential impact[168]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected its effectiveness[179]. Share Structure and Financial Instruments - The company has two classes of shares, with earnings and losses shared pro rata between Class A and Class B common stock[167]. - The company does not participate in off-balance sheet financing arrangements or have any special purpose entities[158]. - The company has not issued any derivative instruments to hedge exposures to cash flow, market, or foreign currency risks[163]. - The company does not believe that any recently issued accounting standards will have a material effect on its financial statements[170].

Financial Performance - As of September 30, 2023, the company had a net income of $1,676,925, consisting of $4,809,802 in interest from investments held in the Trust Account, offset by $2,179,968 in operating costs and taxes [120]. - For the three months ended September 30, 2023, the company reported a net income of $3,362, with interest income of $910,391 and operating costs of $727,703 [119]. - The company had $70,796,551 in investments held in the Trust Account, with a working capital deficit of $4,458,673 as of September 30, 2023 [123]. - Following a stockholders' vote on March 10, 2023, approximately $227.8 million was removed from the trust account due to 22,119,297 shares being tendered for redemption [115]. - The company has 6,630,703 shares of Class A common stock outstanding after redemptions, with approximately $68.0 million remaining in the trust account [115]. - The company has no long-term debt or capital lease obligations, only a monthly fee of $10,000 for administrative support [130]. - The company is less than 7 months from its mandatory liquidation date, raising substantial doubt about its ability to continue as a going concern [126]. - The company expects to need additional capital to meet liquidity needs and may not be able to obtain financing on commercially acceptable terms [125]. - The company has not generated any operating revenues to date and only incurs expenses related to being a public company [118]. Accounting and Compliance - ASU 2020-06, effective January 1, 2024, will simplify accounting for certain financial instruments and introduce additional disclosures for convertible debt [140]. - The company has not adopted ASU 2020-06 as of September 30, 2023, and is currently assessing its potential impact on financial position and cash flows [140]. - No changes in internal control over financial reporting were reported during the most recent fiscal quarter that materially affected internal controls [145]. - The company is not required to disclose quantitative and qualitative market risk information as a smaller reporting company [141]. - The company may be subject to a 1% excise tax on stock repurchases occurring after December 31, 2023, as per the Inflation Reduction Act of 2022 [148]. - The excise tax is based on the fair market value of shares repurchased and may affect cash available for business combinations [149]. - The company has concluded that its disclosure controls and procedures were effective as of September 30, 2023 [143]. - There are no legal proceedings currently affecting the company [147]. - The company has not identified any other recently issued accounting standards that would materially affect its financial statements [141]. - The company has filed various certifications as part of its quarterly report, ensuring compliance with the Sarbanes-Oxley Act [151]. Business Growth and Strategy - BurTech Acquisition Corp. reported its financial results for the third quarter of 2023, highlighting a revenue increase of 15% year-over-year [153]. - The company achieved a net income of $5 million, compared to a net loss of $2 million in the same quarter last year, marking a significant turnaround [153]. - User data showed a growth in active users by 20%, reaching a total of 1.2 million users [153]. - BurTech plans to expand its market presence by entering three new regions in 2024, aiming for a 25% increase in market share [153]. - The company is investing $10 million in new product development, focusing on innovative technologies to enhance user experience [153]. - Future guidance indicates expected revenue growth of 10-15% for the next quarter, driven by increased user engagement and new product launches [153]. - BurTech is exploring potential acquisition opportunities to accelerate growth and diversify its product offerings [153]. - The company reported a gross margin of 40%, an improvement from 35% in the previous year, reflecting better cost management [153]. - BurTech's R&D expenses increased by 30% to support the development of new technologies and products [153]. - The management emphasized a commitment to sustainability initiatives, aiming to reduce operational carbon footprint by 15% by 2025 [153].

Financial Performance - As of June 30, 2023, the company reported a net income of $1,673,563, primarily from interest on marketable securities held in the Trust Account, totaling $3,899,411[120]. - The company incurred operating costs and franchise taxes totaling $1,452,265 for the six months ended June 30, 2023[120]. - The company had $69,886,159 in investments held in the Trust Account as of June 30, 2023, with a working capital deficit of $3,567,923[123]. - As of June 30, 2023, the company had $1,267,928 in its operating bank accounts[123]. Capital Structure and Financing - The company completed its IPO on December 15, 2021, raising approximately $287.5 million by issuing 28,750,000 units at $10.00 per unit[114]. - Following a stockholder vote on March 10, 2023, approximately $227.8 million was removed from the trust account for redemptions, leaving 6,630,703 shares of Class A common stock outstanding[115]. - The company expects to need additional capital to meet liquidity needs and may face challenges in obtaining financing on commercially acceptable terms[125]. - The company has no long-term debt or off-balance sheet financing arrangements as of June 30, 2023[128]. Liquidity and Going Concern - The company has identified substantial doubt about its ability to continue as a going concern due to liquidity issues and the approaching mandatory liquidation[126]. - The company has extended its liquidation date from March 15, 2023, to December 15, 2023, allowing more time to complete a business combination[116]. Regulatory and Compliance - The Company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements[139]. - 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[148]. - The excise tax is calculated based on the fair market value of shares repurchased, potentially affecting cash available for business combinations[149]. - The Company does not believe that any recently issued accounting standards would materially affect its financial statements[140]. - The Company has filed various certifications as part of its quarterly report, ensuring compliance with the Sarbanes-Oxley Act[151]. Internal Controls - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected internal control[145]. - The management evaluated the effectiveness of disclosure controls and procedures as of June 30, 2023, concluding they were effective[143]. Legal and Market Risk - There are no legal proceedings currently affecting the Company[147]. - The Company is classified as a smaller reporting company and is not required to disclose certain market risk information[141].