Revenue Performance - Revenue for the three months ended September 30, 2024, was $3,128,238, a decrease of $137,436 or 4.2% compared to $3,265,674 in the same period in 2023[144]. Expenses - General and Administrative Expenses increased to $2,514,056 for the three months ended September 30, 2024, up by $1,188,800 or 90% from $1,325,256 in 2023, primarily due to legal costs and payroll expenses[147]. - Total Other Expenses, net, for the three months ended September 30, 2024, amounted to $(10,480,209), an increase of $(10,433,819) or 22,492% compared to $(46,390) in 2023, mainly due to impairment and write-off of intangible assets[149]. Acquisitions - The Company completed the acquisition of BeOp on August 1, 2024, resulting in BeOp becoming a wholly-owned subsidiary[129]. - The Company issued a total of 3,006,667 shares of restricted common stock as part of the BeOp acquisition, with 666,667 shares held back for 12 months[130]. - The Company entered into an Equity Exchange Agreement with DSL Digital, LLC, acquiring 51% of its membership interests in exchange for 3,242,875 shares of common stock[134]. - The acquisition of DSL is expected to enhance the Company's B2B and DTC advertising capabilities using proprietary AI technology[136]. Financial Position - As of September 30, 2024, the company had cash of $568,607 and a working capital deficiency of $(5,415,946) following the Initial Business Combination[150]. - Cash used in operating activities for the nine months ended September 30, 2024 was $11,952,010, indicating a need for additional capital to satisfy liquidity needs[151]. - The net cash used in operating activities increased by 229.2% from $(2,266,958) in 2023 to $(7,463,010) in 2024[155]. - The company reported a significant decrease in cash provided by financing activities, dropping 94.4% from $7,116,631 in 2023 to $399,999 in 2024[155]. - The company is obligated to pay $1,500,000 in deferred underwriting commissions upon consummation of its initial business combination[161]. Market and Trading - The Company faced Nasdaq delisting notifications due to non-compliance with listing requirements, but has since filed all delinquent reports[140]. - The Company’s common stock began trading on the OTCQB Market under the symbol "CAUD" effective August 16, 2024, following the Nasdaq delisting[142]. Financing and Capital Needs - The company has agreed to a financing arrangement with the Sponsor for up to $30 million, with expected terms including a 5% discount to the average of the three lowest VWAPs for the preceding 20 days[152]. - The company anticipates maintaining a lean operating structure in 2024, with potential increases in marketing spend if resources become available[158]. - The company has no off-balance sheet financing arrangements as of September 30, 2024[159]. Operational Challenges - The company is facing uncertainties due to fluctuating advertising revenues and regulatory changes impacting its operations and financial performance[165]. - The company has not identified any critical accounting estimates that could materially differ from actual results[163]. Business Combination - The Company has retained the right to extend the completion date of its Initial Business Combination up to six times, with the last extension valid until February 12, 2024[139].

Group 1 - The company has transitioned to the expert market as it completes the accounting for its transformative acquisition of BeOp [1] - This acquisition is expected to enhance the company's market position and operational capabilities [1] - The accounting process for the acquisition is a significant step in integrating BeOp into the company's existing structure [1] Group 2 - The transition to the expert market indicates a strategic shift aimed at leveraging new opportunities post-acquisition [1] - The company is focusing on aligning its financial reporting and operational strategies with the new acquisition [1] - This move is anticipated to attract more specialized investors and improve overall market perception [1]

Financial Results - Collective Audience, Inc. announced preliminary financial results for Q3 2024, with specific figures still under review[5] - The press release detailing financial results is dated November 18, 2024, and is available as Exhibit 99.1[14] Company Classification - The company is classified as an emerging growth company under SEC regulations[4] Risks and Uncertainties - Forward-looking statements indicate potential risks and uncertainties that could affect future performance[11] - The company emphasizes the importance of its filings with the SEC for understanding risk factors[12]

Acquisition Activities - The Company entered into a Binding LOI to acquire 100% of BeOp, a French company specializing in conversational advertising, with the acquisition expected to close following certain conditions[96]. - The Company issued 3,006,667 shares of restricted common stock as part of the BeOp acquisition, retaining 666,667 shares for a 12-month holdback period[98]. - An earnout payment of €200,000 worth of common stock will be made to BeOp sellers upon achieving forecasted gross revenue and EBITDA for 2024 and 2025[98]. - The Company completed the acquisition of DSL Digital, LLC, acquiring 51% of its membership interests in exchange for 3,242,875 shares of common stock[101]. Financial Performance - The financial consolidation from the DSL acquisition improved the consolidated net income and overall stockholders' equity for the period[102]. - The Company reported zero revenue for the three months ended June 30, 2024, indicating no change from the previous year[117]. - Operating cash flows for the six months ended June 30, 2024 were negative at $(1,167,333), representing a 347% increase in cash used compared to the same period in 2023[131]. - The Company incurred general and administrative expenses of $808,495 for the three months ended June 30, 2024, a 333% increase from the previous year[124]. - Total other expenses for the three months ended June 30, 2024 were $377,719, an 11% increase from $341,146 in the same period of 2023[124]. - As of June 30, 2024, the Company reported cash of $838,225 and a working capital deficiency of $2,528,595[127]. Compliance and Regulatory Issues - The Company’s common stock was subject to delisting from Nasdaq due to non-compliance with market value requirements, with an appeal filed on July 1, 2024[108]. - The Company received a Bid Price Notice from Nasdaq for not maintaining a closing bid price above $1.00 per share for 32 consecutive trading days, with a compliance period until October 16, 2024[113]. - The Company received a notification from Nasdaq regarding non-compliance with listing rules due to the late filing of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2024[118]. Capital and Liquidity Needs - The Company expects to need additional capital to satisfy liquidity needs, with a potential financing source of up to $30 million from the Sponsor[126]. - The Company has closed its Trust Account post-business combination, using remaining funds for working capital and operational financing[127]. - The Company is obligated to pay $1,500,000 in deferred underwriting commissions upon consummation of its initial business combination[136]. Market Trends and Challenges - The Company has observed a significant trend towards digital streaming platforms, necessitating increased investments in original content and technology upgrades[140]. - The Company faces uncertainties due to fluctuating advertising revenues and regulatory changes impacting its operations and financial performance[140].

Acquisition Activities - The Company entered into a Binding Letter of Intent to acquire 100% of BeOp, a French company specializing in conversational advertising, on February 29, 2024[95]. - The Acquisition of BeOp was completed on August 1, 2024, with the Company issuing 3,006,667 shares of restricted common stock as consideration[97]. - An Earnout Payment of €200,000 worth of Company common stock is contingent upon BeOp achieving its forecasted gross revenue and EBITDA for 2024 and 2025[97]. - The Company entered into an Equity Exchange Agreement with DSL Digital, LLC on June 28, 2024, acquiring 51% of DSL for 3,242,875 shares of common stock[100]. - DSL's proprietary AI technology is expected to triple the performance of its competitors and enhance the Company's B2B and DTC advertising channels[102]. - The Company completed a Business Combination with Logiq, Inc. on November 2, 2023, changing its name to Collective Audience, Inc.[103]. Compliance and Regulatory Issues - The Company received a Delisting Notice from Nasdaq on June 24, 2024, due to non-compliance with market value requirements and failure to file timely reports[106]. - The Company has until October 16, 2024, to regain compliance with the Minimum Bid Price Requirement of $1.00 per share[111]. - The Company filed its Form 10-K on July 10, 2024, after receiving a notification for failing to timely file the report for the fiscal year ended December 31, 2023[114]. - The Company is actively monitoring its stock price and evaluating options to regain compliance with Nasdaq listing requirements[112]. - The company has received letters from Nasdaq regarding compliance with the exchange's continued listing requirements, indicating potential risks to its listing status[125]. Financial Performance - The company reported no revenue for the three months ended March 31, 2024, consistent with the previous year, as the focus was on completing the Initial Business Combination[117]. - General and administrative expenses increased by 397% to $788,663 for the three months ended March 31, 2024, primarily due to legal costs post-business combination[119]. - Cash used in operating activities for the three months ended March 31, 2024, was $560,060, indicating a significant increase in cash outflows compared to the previous year[121]. - As of March 31, 2024, the company had cash of $52,123 and a working capital deficiency of $1,211,381, raising concerns about its ability to continue as a going concern[123]. - The company incurred a net cash outflow of $560,060 in the first quarter of 2024, compared to a net cash outflow of $101,976 in the same period of 2023, representing a 449% increase[126]. - The total other expense, net, for the three months ended March 31, 2024, was $377,717, primarily related to amortization[120]. - The company has no long-term debt or capital lease obligations as of March 31, 2024, and has not entered into any off-balance sheet financing arrangements[129]. Future Outlook and Strategy - The company has agreed to a financing arrangement with the Sponsor for up to $30 million, which includes a 5% discount to the average of the three lowest VWAPs for the 20 days preceding funding[122]. - The company anticipates maintaining a lean operating structure in 2024, with potential increases in marketing spend if resources become available[128].

Financial Health - As of December 31, 2023, the company had $612,183 in cash and a working capital deficit of $2,875,377, raising doubts about its ability to continue as a going concern[77]. - DLQ has negative cash flow from operating activities, with no assurance that sufficient revenues will be generated in the near future[109]. - The company has identified material weaknesses in its internal control over financial reporting as of December 31, 2023, which could impair the accuracy of financial information[83]. - DLQ's internal control over financial reporting was not effective as of December 31, 2023, due to material weaknesses identified[104]. - The company has identified material weaknesses in its internal control over financial reporting, primarily due to limited finance and accounting staffing levels[105]. - DLQ's cost structure is partially fixed, which may adversely affect profitability if revenues decline[119]. - DLQ's cost structure is partially fixed, meaning that a decline in revenues without a corresponding reduction in costs could adversely affect profitability[148]. - The company is subject to claims arising from ordinary business operations, which could result in substantial costs and divert management's attention[132]. - DLQ's insurance coverage may be insufficient to mitigate financial impacts from claims or liabilities, posing a risk to its financial position[181]. - The company may face significant costs and liabilities from security breaches, including loss of revenue and reputational damage[185]. Customer Concentration and Risks - DLQ has substantial customer concentration, with a limited number of customers accounting for a significant portion of revenues[71]. - Approximately 87% of revenues were generated from two customers for the year ended December 31, 2023, compared to 55% for the year ended December 31, 2022[120]. - The company faces risks related to customer attrition and the inability to attract new customers, which could materially impact financial condition and results[122]. - DLQ's ability to maintain and acquire customers is critical; failure to do so may hinder gross margin reduction and negatively impact operating results due to competitive pressures[195]. Growth Strategy and Market Potential - DLQ's growth strategy includes expanding individual client accounts and establishing cross-selling opportunities across various products and services[55]. - The company anticipates continued growth through acquisitions but cannot predict the timing or success of these transactions[100]. - DLQ's future success is dependent on its ability to develop and successfully introduce new and enhanced products that meet customer needs[70]. - The company aims to derive more revenues from existing customers by expanding their use of DLQ products and services, which could increase usage from SMBs within the existing customer base[152]. - The medical services market was estimated at $456.6 billion in 2021 and is forecasted to grow at a CAGR of 5.76% through 2030, reaching over $755 billion[53]. Operational Challenges - The company is focused on providing operational efficiencies to speed up the onboarding process of new clients, which is expected to enhance business development[50]. - Future growth may strain DLQ's management and operational resources, requiring improvements in IT and financial infrastructure to avoid inefficiencies[179]. - DLQ faces intense competition for skilled employees in the digital marketing industry, which may increase operational costs and impact growth if unable to attract and retain talent[338]. - There is a risk of employee or service provider misconduct that could negatively affect DLQ's business, particularly due to the transition from digital marketing to compliance-heavy environments[340]. Compliance and Regulatory Risks - Compliance with new regulations may result in additional costs, potentially harming DLQ's reputation and operating results[131]. - Non-compliance with data protection regulations could lead to civil and criminal penalties, damaging DLQ's reputation and operational results[182]. - The company is in the process of implementing disclosure controls and procedures to ensure compliance with SEC reporting requirements, acknowledging that these controls can only provide reasonable assurance, not absolute assurance[345]. - The company has not yet developed its ESG program, which may be required by law, and failure to comply with ESG disclosure requirements could adversely impact its business and reputation[344]. - The growing integration of ESG factors in investment decisions is a new trend, and DLQ's lack of an established ESG program may lead to public perception issues[344]. Cybersecurity and Data Privacy - Cybersecurity and data privacy incidents could materially affect DLQ's results of operations and financial condition, leading to significant remediation costs and potential loss of revenue[163]. - The company is at risk of cyber-attacks, particularly from foreign entities, which could harm customer trust and lead to litigation[166]. - Compliance with evolving data privacy laws, such as the CCPA, may incur substantial costs and operational changes, potentially affecting service offerings[168]. - DLQ's operations are subject to stringent international data privacy laws, which may increase compliance costs and operational complexities[191]. - DLQ faces potential legal liabilities and reputational damage due to unauthorized disclosure of sensitive data, which could negatively impact revenues and service performance[165]. Intellectual Property and Technology - The company has acquired the rights to 12 unregistered trademarks and trade names, including "DLQ, Inc." and "DataLogiq"[61]. - DLQ's success is significantly dependent on its intellectual property and proprietary rights, which are protected through various legal means, but enforcement may be challenging in foreign jurisdictions[192]. - The company relies on third-party intellectual property providers and internet bandwidth suppliers, increasing vulnerability to service disruptions that could materially harm operating results[193][194]. - The company’s proprietary technology platform, "Marble," processes lead data and is integral to its operations, highlighting the importance of technological infrastructure[207]. - Claims of intellectual property infringement could lead to significant expenses and liabilities, adversely affecting business operations[197][335]. Competitive Landscape - DLQ's customers face increasing competition, which may lead to a decline in demand for their products and pricing pressures, potentially reducing DLQ's revenues significantly[130]. - The company faces risks associated with changing technologies in the digital marketing industry, which could place DLQ at a competitive disadvantage[138]. - Changes in regulatory requirements or competitive technologies may render DLQ's products less attractive, impacting operational results[337]. - The use of open source technology poses risks, including potential litigation and restrictions on commercialization, which could adversely affect revenue[196][198]. Management and Governance - Christopher Hardt has joined the board of directors, bringing over 30 years of experience in audit, compliance, and corporate advisory, including significant expertise in SEC filings and public company governance[347]. - The company is monitoring its incentive and equity-based compensation plans through its compensation committee, which is responsible for executive compensation oversight[348]. - Unauthorized public statements by DLQ personnel could damage the company's brand and reputation, potentially impacting its financial condition and share price[341]. - There is a risk that confusion regarding compliance obligations may arise among employees and service providers, particularly in a growing company like DLQ[340].

Core Viewpoint - Collective Audience, Inc. has received a notification from Nasdaq regarding non-compliance with continued listing requirements due to delays in filing its quarterly report for Q1 2024, but it does not affect the current listing status [1][2]. Group 1: Compliance and Reporting - The company has until June 24, 2024, to submit a plan to regain compliance with Nasdaq's listing requirements [2]. - The delay in filing the Form 10-Q is attributed to the lengthy de-SPAC transaction completed at the end of the previous year, necessitating additional time for accounting [3]. - The CEO expressed confidence in using the additional time to establish a solid reporting foundation and to regain compliance with Nasdaq [3][4]. Group 2: Business Developments - Collective Audience has launched its innovative AdTech platform, AudienceDesk™, powered by AudienceCloud™, focusing on audience-based performance advertising [3]. - The company has announced new board additions, two major partnerships, and two significant acquisitions that are expected to close in the coming weeks [3]. - Despite reporting delays, the company remains optimistic about its growth plans and market expansion [4]. Group 3: Company Overview - Collective Audience provides a performance advertising and media platform aimed at improving efficiency in the digital advertising ecosystem for brands, agencies, and publishers [5]. - The platform leverages audience data as a new asset class, enhanced by AI to support decision-making for AdTech providers and media buyers [6].

Collective Audience (NASDAQ:CAUD) stock is rising higher on Monday after the -commerce and digital consumer acquisition solutions company announced a partnership with Insticator.Insticator is a supply-side platform and leader in engagement solutions for online publishers and brands. With this partnership, Collective Audience will gain access to Insticator’s 350 million monthly consumers.Peter Bordes, CEO of Collective Audience, said the following about the partnership with Insticator.“Our new collaboration ...

Platform integration to empower publishers and advertisers with AudienceDesk conversational ad units, audience data, and direct connections between supply & demand partners.Anticipated to significantly enhance revenue and EBITDA generation from Collective Audience's previously announced planned acquisitions of DSL Digital and BeOp.Further build Collective Audience's first-party audience data assets.Increase customer ROI on ad inventory and campaign performance. NEW YORK, April 29, 2024 (GLOBE NEWSWIRE) -- - ...

NEW YORK, April 25, 2024 (GLOBE NEWSWIRE) -- Collective Audience, Inc. (NASDAQ:CAUD), a leading innovator of audience-based performance advertising and media, has received two notifications from the listing qualifications department of The Nasdaq Stock Market. The notifications have no immediate effect on the continued listing of the company's common stock on the Nasdaq Global Market. Nasdaq notified the company that it is not in compliance with the continued listing requirements regarding the timely filing ...