Financial Performance - For the three months ended September 30, 2022, the company reported a net loss of $578,753, consisting of operating costs of $480,867 and an increase in fair value of derivative warrant liabilities of $106,184 [147]. - For the nine months ended September 30, 2022, the company had a net loss of $1,074,579, with operating costs of $1,094,728 and interest income of $64,950 from marketable securities held in the Trust Account [150]. - The company has a working capital deficit of $909,424 as of September 30, 2022, raising substantial doubt about its ability to continue as a going concern [157]. - Cash used in operating activities for the nine months ended September 30, 2022, was $1,054,509, impacted by an increase in fair value of derivative warrant liabilities [150]. Cash and Securities - As of September 30, 2022, the company had cash and marketable securities in the Trust Account amounting to $31,168,066, with an additional $34,044 in its operating bank account [152]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and for working capital of the target business [152]. Initial Public Offering - The company generated gross proceeds of $40,000,000 from its Initial Public Offering of 4,000,000 Units at $10.00 per Unit [149]. - The company incurred transaction costs of $2,069,154 related to the Initial Public Offering, including $1,610,000 in underwriting fees [150]. Accounting and Financial Reporting - The company accounts for ordinary shares subject to possible redemption as temporary equity, presenting them at redemption value outside of shareholders' equity [166]. - Net loss per ordinary share is calculated by dividing net loss by the weighted average number of ordinary shares outstanding, excluding shares subject to forfeiture [167]. - Derivative warrant liabilities are recognized at fair value and adjusted at each reporting period, with changes in fair value recorded in the statement of operations [169]. - The fair value of Private Placement Warrants is estimated using a Binomial simulation model at each measurement date [169]. - Management does not anticipate that recently issued accounting standards will materially affect the financial statements [170]. Future Outlook - The company expects to continue incurring significant costs in pursuit of its acquisition plans, with no assurance of successful business combination completion [145]. - The company has no off-balance sheet financing arrangements or long-term liabilities as of September 30, 2022 [159].

PART 1 – FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Unaudited condensed financial statements for Brilliant Acquisition Corporation as of March 31, 2021, covering balance sheets, operations, equity, and cash flows [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) Total assets were **$46.66 million** as of March 31, 2021, slightly down from **$46.73 million** in 2020, with most in the Trust Account Condensed Balance Sheet Summary | Account | March 31, 2021 (Unaudited) | December 31, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$46,659,696** | **$46,730,470** | | Marketable securities held in Trust Account | $46,004,188 | $46,003,053 | | Cash | $626,953 | $712,817 | | **Total Liabilities** | **$525,261** | **$575,662** | | Derivative warrant liabilities | $190,733 | $247,634 | | **Total Shareholders' Equity** | **$134,435** | **$154,808** | [Condensed Statements of Operations](index=5&type=section&id=Condensed%20Statements%20of%20Operations) Net loss for the three months ended March 31, 2021, was **$20,373**, an increase from **$124** in 2020, driven by operating costs offset by warrant fair value changes Three Months Ended March 31 | Metric | 2021 | 2020 | | :--- | :--- | :--- | | Operating costs | $78,411 | $124 | | Changes in fair value of derivative warrant liabilities | $56,901 | - | | Interest income | $1,137 | - | | **Net loss** | **($20,373)** | **($124)** | | Basic and diluted net loss per share | ($0.00) | ($0.00) | [Condensed Statements of Changes in Shareholders' Equity](index=6&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Shareholders' equity decreased from **$154,808** to **$134,435** as of March 31, 2021, solely due to the **$20,373** net loss - Total Shareholders' Equity decreased by **$20,373** during the first quarter of 2021, reflecting the net loss for the period[15](index=15&type=chunk) [Condensed Statements of Cash Flows](index=7&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was **$85,864** for the three months ended March 31, 2021, decreasing cash from **$712,817** to **$626,953** Cash Flow Summary (Three Months Ended March 31, 2021) | Cash Flow Item | Amount | | :--- | :--- | | Net cash used in operating activities | ($85,864) | | Net cash used in investing activities | $0 | | Net cash used in financing activities | $0 | | **Net Change in Cash** | **($85,864)** | | Cash – Beginning | $712,817 | | **Cash – Ending** | **$626,953** | [Notes to Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Financial%20Statements) Details the company's blank check status, June 2020 IPO proceeds of **$46 million** in trust, related party transactions, and accounting for redeemable shares and warrants - The company is a blank check company formed to effect a business combination, intending to focus on businesses with primary operations in the Asia Pacific region[20](index=20&type=chunk) - The company consummated its Initial Public Offering in June 2020, ultimately placing **$46,000,000** of proceeds into a Trust Account[21](index=21&type=chunk)[24](index=24&type=chunk) - The period to consummate a Business Combination was extended to December 25, 2021, after the Sponsor made two deposits totaling **$920,000** into the Trust Account[36](index=36&type=chunk)[125](index=125&type=chunk) - As of March 31, 2021, the company had an outstanding promissory note of **$243,833** payable to its Sponsor[84](index=84&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management's analysis of financial condition and operations, covering net loss, liquidity, capital resources, and critical accounting policies [Overview](index=25&type=section&id=Overview) A British Virgin Islands blank check company targeting an Asia-Pacific business combination, potentially using IPO cash, shares, or debt, with associated dilution and financial risks - The company is a blank check company seeking a business combination, with a focus on the Asia-Pacific region[129](index=129&type=chunk) - A future business combination may involve issuing additional shares, which could dilute existing investors, or taking on debt, which could introduce financial risks such as default or restrictive covenants[129](index=129&type=chunk)[131](index=131&type=chunk) [Results of Operations](index=26&type=section&id=Results%20of%20Operations) Since inception, the company has generated no revenue, with activities limited to organizational tasks and target search, resulting in a **$20,373** net loss for Q1 2021 Net Loss Comparison (Three Months Ended March 31) | Period | Net Loss | Key Components | | :--- | :--- | :--- | | **2021** | **$20,373** | Operating costs of $78,411, offset by a $56,901 gain on warrant liabilities and $1,137 interest income | | **2020** | **$124** | Consisted solely of operating costs | [Liquidity and Capital Resources](index=27&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity from IPO and private placement, with **$46 million** in Trust Account and **$626,953** cash for working capital, deemed sufficient until business combination - Following the IPO and over-allotment exercise, a total of **$46,000,000** was placed in the Trust Account[137](index=137&type=chunk) - As of March 31, 2021, the company had **$626,953** in cash held outside the Trust Account for operating purposes[139](index=139&type=chunk) - The Sponsor or affiliates may loan the company up to **$1,500,000** for working capital, which can be converted into Private Units at **$10.00** per unit[140](index=140&type=chunk) [Critical Accounting Policies](index=29&type=section&id=Critical%20Accounting%20Policies) Key accounting policies involve significant estimates, including classification of redeemable ordinary shares, net loss per share, and fair value measurement of derivative warrant liabilities - Ordinary shares subject to possible redemption are classified as temporary equity outside of the shareholders' equity section[147](index=147&type=chunk) - Derivative warrant liabilities are re-measured to fair value at each reporting period, with changes recognized in the statement of operations[149](index=149&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=30&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 invested in short-term U.S. government securities - The company's funds, including those in the Trust Account, are invested in short-term U.S. government securities or money market funds, resulting in no material exposure to interest rate risk[152](index=152&type=chunk) [Item 4. Controls and Procedures](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) Management identified a material weakness in internal control over financial reporting related to warrant and redeemable share accounting, with a remediation plan - Management identified a material weakness in internal control over financial reporting as of March 31, 2021, related to the accounting for warrants and redeemable shares[154](index=154&type=chunk) - Remediation plans include enhancing access to accounting literature and increasing communication with third-party professionals to better handle complex accounting applications[155](index=155&type=chunk)[156](index=156&type=chunk) PART II – OTHER INFORMATION [Item 1. Legal Proceedings](index=31&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that there are no legal proceedings - The company has no legal proceedings to report[158](index=158&type=chunk) [Item 1A. Risk Factors](index=31&type=section&id=Item%201A.%20Risk%20Factors) The company states there have been no material changes to the risk factors previously disclosed in its final prospectus and other SEC filings - There have been no material changes to the risk factors previously disclosed in the company's prospectus and other filings[158](index=158&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=31&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details proceeds from the IPO and simultaneous private placement to the Sponsor, with **$46 million** from IPO placed in the Trust Account - The IPO and full exercise of the over-allotment option resulted in the sale of **4,600,000** units, generating gross proceeds of **$46,000,000**, which were placed in the Trust Account[159](index=159&type=chunk)[160](index=160&type=chunk) - Simultaneously, the Sponsor purchased **261,000** Private Units at **$10.00** per unit in a private placement exempt from registration[159](index=159&type=chunk)[160](index=160&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) Lists exhibits filed as part of the quarterly report, including underwriting and warrant agreements, and other related documents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-237153 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) | --- | --- | |------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Title of each class Trading Symbol(s) Name of each exchange on which registered Units, each consisting of one Ordinary Share, one Right and one Redeemable Warrant BRLIU The Nasdaq Capital Market Ordinary Shares, no par value per share BRLI The Nasdaq Capital Market Rights, each right entitling the holder to 1/10 of one Ordinary Share BRLIR The Nasdaq Capital Market Warrants, each warrant exercisable for one Ordinary Share for $11.50 per ...