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, 2023 ☐ 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. 001-41122 GLOBALINK INVESTMENT INC. (Exact name of registrant as specified in its charter) Delaware 36-4984573 (State or other jurisdi ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☐ 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. 001-41122 GLOBALINK INVESTMENT INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Delaware 36-4984573 (I.R.S. Employer Identification No.) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECUR ...

PART I – FINANCIAL INFORMATION This section presents the unaudited interim financial statements and management's discussion and analysis for the company's financial performance and condition [Item 1. Interim Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Interim%20Financial%20Statements%20(Unaudited)) This section presents Globalink Investment Inc.'s unaudited condensed consolidated financial statements and detailed notes for the three months ended March 31, 2023 and 2022 [Condensed Consolidated Balance Sheets (Unaudited)](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20(Unaudited)) This statement presents the company's financial position, detailing assets, liabilities, and stockholders' deficit as of March 31, 2023, and December 31, 2022 Condensed Consolidated Balance Sheets (Unaudited) | Metric | March 31, 2023 | December 31, 2022 | | :-------------------------------- | :------------- | :---------------- | | **Total Assets** | $120,207,536 | $118,698,177 | | Cash in escrow account | $21,509 | $81,763 | | Investments held in Trust Account | $120,037,081 | $118,408,969 | | **Total Liabilities** | $76,333,458 | $4,886,950 | | Redeemed stock payable to public stockholders | $69,920,879 | — | | Promissory note | $390,000 | — | | Excise tax liability | $699,209 | — | | **Total Stockholders' Deficit** | $(5,413,388) | $(4,053,192) | [Condensed Consolidated Statements of Operations (Unaudited)](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20(Unaudited)) This statement details the company's financial performance for the three months ended March 31, 2023 and 2022, showing a shift to net income Condensed Consolidated Statements of Operations (Unaudited) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | General and administrative expenses | $271,537 | $153,517 | | Franchise tax expense | $50,000 | $50,000 | | Total operating expenses | $(321,537) | $(203,517) | | Income on investments held in Trust Account | $1,257,477 | $1,257 | | Change in fair value of warrant liabilities | $570 | $47,367 | | Total other income | $1,258,047 | $48,624 | | Income (Loss) before taxes | $936,510 | $(154,893) | | Provision for income taxes | $(253,571) | — | | **NET INCOME (LOSS)** | **$682,939** | **$(154,893)** | | Basic and diluted net income (loss) per share, Common stock-redeemable | $0.09 | $(0.01) | | Basic and diluted net loss per share, Common stock-non-redeemable | $(0.05) | $(0.01) | [Condensed Consolidated Statements of Changes in Stockholder's Deficit (Unaudited)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholder's%20Deficit%20(Unaudited)) This statement outlines changes in stockholders' deficit for the three months ended March 31, 2023 and 2022, reflecting net income/loss and share remeasurements Changes in Stockholders' Deficit (Three Months Ended March 31, 2023) | Metric | Amount | | :---------------------------------------- | :------------- | | Balance, December 31, 2022 | $(4,053,192) | | Remeasurement of shares subject to possible redemption | $(1,343,926) | | Excise tax imposed on common stock redemptions | $(699,209) | | Net income | $682,939 | | Balance, March 31, 2023 | $(5,413,388) | Changes in Stockholders' Deficit (Three Months Ended March 31, 2022) | Metric | Amount | | :---------------------------------------- | :------------- | | Balance, December 31, 2021 | $(3,138,015) | | Net loss | $(154,893) | | Balance, March 31, 2022 | $(3,292,908) | [Condensed Consolidated Statements of Cash Flows (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) This statement presents cash flows from operating, investing, and financing activities for the three months ended March 31, 2023 and 2022, showing a net cash decrease Condensed Consolidated Statements of Cash Flows (Unaudited) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash used in operating activities | $(79,619) | $(176,016) | | Net cash used in investing activities | $(370,635) | — | | Net cash provided by financing activities | $390,000 | — | | **NET CHANGE IN CASH** | **$(60,254)** | **$(176,016)** | | Cash, Beginning of Period | $81,763 | $812,232 | | Cash, End of Period | $21,509 | $636,216 | | Excise tax accrued for common stock redemptions (Non-Cash) | $699,209 | — | | Remeasurement of common stock subject to redemption (Non-Cash) | $1,343,926 | — | | Reclassification of redeemable Common stock to redeemed stock payable (Non-Cash) | $69,920,879 | — | [Notes to Condensed Consolidated Financial Statements (Unaudited)](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) These notes provide detailed explanations and disclosures on business operations, accounting policies, IPO, related party transactions, and fair value measurements [Note 1 – Description of Organization and Business Operations and Liquidity](index=8&type=section&id=Note%201%20%E2%80%93%20Description%20of%20Organization%20and%20Business%20Operations%20and%20Liquidity) Globalink Investment Inc., a blank check company, extended its business combination deadline to June 9, 2023, facing going concern doubts without a completed deal * Globalink Investment Inc. was incorporated on **March 24, 2021**, as a blank check company to pursue a business combination[18](index=18&type=chunk) * The company has not commenced operations and generates non-operating income from interest on investments in its Trust Account[20](index=20&type=chunk) * The company extended its deadline to complete a Business Combination to **June 9, 2023**, with options for further extensions until December 9, 2023, by depositing **$390,000** into the Trust Account[33](index=33&type=chunk) * Holders of **6,756,695 shares** redeemed their shares for approximately **$69.92 million** in connection with the extension approval[34](index=34&type=chunk) * The Merger Agreement with Tomorrow Crypto Group Inc. was terminated on **March 8, 2023**[38](index=38&type=chunk) * The company had **$21,509** cash in escrow and a working capital deficit of approximately **$1,382,688** as of March 31, 2023[44](index=44&type=chunk) * Management has determined that the mandatory liquidation risk and liquidity condition raise substantial doubt about the company's ability to continue as a going concern if a Business Combination is not consummated or extended by **June 9, 2023**[47](index=47&type=chunk) [Note 2 – Summary of Significant Accounting Policies](index=12&type=section&id=Note%202%20%E2%80%93%20Summary%20of%20Significant%20Accounting%20Policies) This note details significant accounting policies, including U.S. GAAP basis, emerging growth company status, and treatments for investments, taxes, and warrants * The company's financial statements are prepared in conformity with U.S. GAAP and SEC rules, with certain interim disclosures condensed or omitted[49](index=49&type=chunk) * The company is an emerging growth company and has elected to use the extended transition period for complying with new or revised financial accounting standards[51](index=51&type=chunk) * Investments held in the Trust Account are classified as trading securities and presented at fair value, primarily in U.S. Treasury securities[55](index=55&type=chunk) * The effective tax rate was **27.08%** for the three months ended March 31, 2023, differing from the statutory rate due to changes in warrant fair value and valuation allowance on deferred tax assets[60](index=60&type=chunk) * A **1% excise tax liability of $699,209** was recorded for common stock redemptions totaling approximately **$69.92 million**[62](index=62&type=chunk) * Common stock subject to possible redemption is classified as temporary equity, with **4,743,305 shares** at March 31, 2023, and **11,500,000 shares** at December 31, 2022[63](index=63&type=chunk) * Private Placement Warrants are classified as liability-classified instruments and re-measured at fair value each reporting period using a binomial lattice model[70](index=70&type=chunk) [Note 3 – Initial Public Offering and Over-allotment](index=17&type=section&id=Note%203%20%E2%80%93%20Initial%20Public%20Offering%20and%20Over-allotment) This note details the IPO and over-allotment, where the company sold 11,500,000 units, each comprising common stock, a redeemable warrant, and a right * The company sold **11,500,000 Units** at **$10.00 per Unit** in its IPO and over-allotment[72](index=72&type=chunk) * Each Unit consists of one share of common stock, one redeemable warrant (exercisable for one-half share at **$11.50**), and one right (entitling to one-tenth share upon business combination)[72](index=72&type=chunk) [Note 4 – Private Placement](index=18&type=section&id=Note%204%20%E2%80%93%20Private%20Placement) This note describes the private placement of 570,000 units, generating $5.7 million, sold concurrently with the IPO to Public Gold Marketing Sdn Bhd * The company issued and sold **570,000 Private Placement Units** at **$10.00 per unit**, generating **$5,700,000**[73](index=73&type=chunk) * Each Private Placement Unit includes one share, one warrant, and one right, with proceeds added to the Trust Account[73](index=73&type=chunk) [Note 5 – Related Party Transactions](index=18&type=section&id=Note%205%20%E2%80%93%20Related%20Party%20Transactions) This note outlines related party transactions, including sponsor's Founder Shares, potential Working Capital Loans, and administrative service fees * The company's sponsor purchased **2,875,000 Founder Shares** for **$25,000**, subject to transfer restrictions[74](index=74&type=chunk)[75](index=75&type=chunk) * The sponsor or affiliates may provide Working Capital Loans, repayable upon business combination or convertible into units[76](index=76&type=chunk) * The company pays its sponsor **$10,000 per month** for administrative services, with **$157,000** accrued as of March 31, 2023[77](index=77&type=chunk) [Note 6 – Commitments and Contingencies](index=19&type=section&id=Note%206%20%E2%80%93%20Commitments%20and%20Contingencies) This note details commitments and contingencies, including registration rights for security holders and deferred underwriting discounts * Holders of Founder Shares, Private Placement Units, and Working Capital Loan warrants are entitled to registration rights[78](index=78&type=chunk) * Deferred underwriting discounts of **$4,025,000** are payable to underwriters only upon completion of a Business Combination[79](index=79&type=chunk) [Note 7 – Promissory Notes](index=19&type=section&id=Note%207%20%E2%80%93%20Promissory%20Notes) This note describes two promissory notes with Public Gold Marketing Sdn Bhd for extension fees, totaling up to $640,000, bearing 6% interest * On March 3, 2023, the company borrowed **$390,000** via a promissory note from Public Gold Marketing Sdn Bhd for extension fees[80](index=80&type=chunk) * On March 23, 2023, the company entered into another promissory note for up to **$250,000** for extension fees, with no borrowings against it as of March 31, 2023[81](index=81&type=chunk) * Both promissory notes bear **6% interest per annum** and are repayable upon consummation of an initial Business Combination[80](index=80&type=chunk)[81](index=81&type=chunk) [Note 8 – Stockholders' Deficit](index=19&type=section&id=Note%208%20%E2%80%93%20Stockholders'%20Deficit) This note details stockholders' deficit components, including common stock, warrants, and rights, and their respective terms and conditions * As of March 31, 2023, there were **3,445,000 shares** of common stock issued and outstanding (excluding redeemable shares)[82](index=82&type=chunk) * **6,756,695 shares** of common stock were redeemed for approximately **$69.92 million** on March 6, 2023[83](index=83&type=chunk) * The company had **11,500,000 Public Warrants** and **570,000 Private Placement Warrants** outstanding as of March 31, 2023[84](index=84&type=chunk) * Public Warrants are equity instruments, exercisable after a business combination, and may be redeemed by the company if the common stock price exceeds **$16.50**[85](index=85&type=chunk)[87](index=87&type=chunk) * Private Warrants are liability-classified, exercisable for cash or cashless at the holder's option, and not redeemable by the company while held by initial purchasers[89](index=89&type=chunk) * Each Public Right automatically converts into one-tenth of one share of common stock upon consummation of a Business Combination[92](index=92&type=chunk) [Note 9 – Fair Value Measurements](index=23&type=section&id=Note%209%20%E2%80%93%20Fair%20Value%20Measurements) This note explains the fair value hierarchy for financial instruments, focusing on Private Placement Warrants valuation using a binomial lattice model * The company uses a three-level fair value hierarchy (Level 1, 2, 3) to classify assets and liabilities based on observable and unobservable inputs[96](index=96&type=chunk)[97](index=97&type=chunk) Fair Value Measurements as of March 31, 2023 | Asset/Liability | Level | Fair Value | | :-------------------------- | :---- | :----------- | | U.S. Treasury Securities | 1 | $120,037,081 | | Warrant Liabilities- Private Warrants | 3 | $5,700 | Fair Value Measurements as of December 31, 2022 | Asset/Liability | Level | Fair Value | | :-------------------------- | :---- | :----------- | | U.S. Treasury Securities | 1 | $118,408,969 | | Warrant Liabilities- Private Warrants | 3 | $6,270 | * Private Placement Warrants are valued using a binomial lattice model (Level 3), with implied volatility as a significant input[100](index=100&type=chunk) Private Placement Warrants Valuation Inputs | Input | March 31, 2023 | December 31, 2022 | | :------------------ | :------------- | :---------------- | | Exercise price | $5.75 | $5.75 | | Market price of public stock | $5.20 | $5.10 | | Term (years) | 0.5 | 0.8 | | Volatility | 7.6% | 6.9% | | Risk-free rate | 4.88% | 4.69% | | Dividend yield | 0.0% | 0.0% | [Note 10 – Subsequent Events](index=24&type=section&id=Note%2010%20%E2%80%93%20Subsequent%20Events) No subsequent events requiring adjustment or disclosure were identified after the balance sheet date up to the financial statement issuance * No subsequent events requiring adjustment or disclosure were identified after the balance sheet date up to the issuance date of the financial statements[101](index=101&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition, operational results, liquidity, and critical accounting policies, including recent developments and going concern considerations [Special Note Regarding Forward-Looking Statements](index=25&type=section&id=Special%20Note%20Regarding%20Forward-Looking%20Statements) This section notes the report contains forward-looking statements subject to risks and uncertainties, with no obligation to update them * The report includes forward-looking statements that involve risks and uncertainties, which could cause actual results to differ materially[103](index=103&type=chunk) * The company disclaims any intention or obligation to update or revise forward-looking statements[103](index=103&type=chunk) [Overview](index=25&type=section&id=Overview) Globalink Investment Inc. is a blank check company formed to pursue business combinations in medical technology and green energy, excluding certain regions * Globalink Investment Inc. was formed on **March 24, 2021**, as a blank check company for a business combination[104](index=104&type=chunk) * The company intends to focus its search on target businesses in North America, Europe, Southeast Asia, and Asia (excluding China, Hong Kong, and Macau), specifically in the medical technology and green energy industries[104](index=104&type=chunk) [Recent Developments](index=26&type=section&id=Recent%20Developments) Recent developments include extending the business combination deadline to June 9, 2023, and the redemption of approximately $69.92 million in shares * Stockholders approved an amendment to extend the Business Combination deadline to **June 9, 2023**, with options for up to five extensions until December 9, 2023[107](index=107&type=chunk) * In connection with the extension, holders of **6,756,695 shares** redeemed their shares for approximately **$69.92 million**[107](index=107&type=chunk) * Globalink deposited **$390,000** into the trust account for the first three-month extension[109](index=109&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) The company reported a net income of $682,939 for the three months ended March 31, 2023, driven by increased interest income * For the three months ended March 31, 2023, the company had a net income of **$682,939**[112](index=112&type=chunk) * This net income was primarily driven by **$1,257,477** in interest income on investments held in the Trust Account and a **$570** change in fair value of warrant liabilities[112](index=112&type=chunk) * For the three months ended March 31, 2022, the company had a net loss of **$154,893**[113](index=113&type=chunk) [Liquidity, Capital Resources and Going Concern](index=27&type=section&id=Liquidity%20Capital%20Resources%20and%20Going%20Concern) The company's liquidity relies on its Trust Account, facing a working capital deficit and substantial doubt about its ability to continue as a going concern * As of March 31, 2023, the company had **$120,037,081** in investments held in the Trust Account[121](index=121&type=chunk) * Cash used in operating activities was **$79,619** for the three months ended March 31, 2023[119](index=119&type=chunk) * The company had **$21,509** of cash held outside the Trust Account as of March 31, 2023[123](index=123&type=chunk) * The company has a working capital deficit and may need to raise additional capital through loans from its sponsor or other parties[128](index=128&type=chunk) * Management has determined that the mandatory liquidation and liquidity condition raise substantial doubt about the company's ability to continue as a going concern if a Business Combination is not consummated or extended by **June 9, 2023**[129](index=129&type=chunk) [Off-Balance Sheet Arrangements](index=29&type=section&id=Off-Balance%20Sheet%20Arrangements) The company reported no off-balance sheet arrangements as of March 31, 2023, or December 31, 2022 * The company has no obligations, assets, or liabilities considered off-balance sheet arrangements as of March 31, 2023, and December 31, 2022[130](index=130&type=chunk) [Contractual obligations](index=29&type=section&id=Contractual%20obligations) The company's contractual obligations include registration rights, deferred underwriting discounts, a right of first refusal, and promissory notes for extension fees * Holders of insider shares, private units, and certain loan conversion units are entitled to registration rights[132](index=132&type=chunk) * Deferred underwriting discounts of **$4,025,000** are payable only upon completion of an initial Business Combination[133](index=133&type=chunk) * The company granted Chardan Capital Markets, LLC a right of first refusal for future equity and debt offerings for **18 months** post-business combination[134](index=134&type=chunk) * Two promissory notes with Public Gold Marketing Sdn Bhd for **$390,000** (borrowed) and up to **$250,000** (available) for extension fees, bearing **6% interest**, are repayable upon a business combination[135](index=135&type=chunk)[136](index=136&type=chunk) [JOBS Act](index=30&type=section&id=JOBS%20Act) As an emerging growth company, Globalink elected to delay new accounting standards adoption, potentially affecting comparability with other public companies * The company qualifies as an "emerging growth company" under the JOBS Act[137](index=137&type=chunk) * The company has elected to delay the adoption of new or revised accounting standards, aligning with private company effective dates[137](index=137&type=chunk) * This election may make the company's financial statements not comparable to non-emerging growth companies[137](index=137&type=chunk) [Critical Accounting Policies](index=31&type=section&id=Critical%20Accounting%20Policies) Critical accounting policies involve significant estimates for net income per share and warrant classification as equity or liability instruments * The preparation of financial statements requires management to make estimates and assumptions, which could materially differ from actual results[140](index=140&type=chunk) * Net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common stock outstanding, including remeasurement of redeemable shares[141](index=141&type=chunk) * Warrants are classified as either equity or liability instruments based on specific terms and ASC 480 and ASC 815 guidance; private warrants are recorded as liabilities at fair value[142](index=142&type=chunk) [Recent Accounting Pronouncements](index=31&type=section&id=Recent%20Accounting%20Pronouncements) Management believes recently issued, but not yet effective, accounting standards will not materially affect the company's financial statements * Management does not believe that any recently issued, but not yet effective, accounting standards would have a material effect on the company's consolidated financial statements as of March 31, 2023[143](index=143&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=32&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) As of March 31, 2023, the company faced no material market or interest rate risk, with Trust Account investments in short-term U.S. government securities * As of March 31, 2023, the company was not subject to any market or interest rate risk[144](index=144&type=chunk) * Funds in the Trust Account are invested in short-term U.S. government securities or money market funds, minimizing interest rate risk[144](index=144&type=chunk) [Item 4. Controls and Procedures](index=32&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were ineffective as of March 31, 2023, due to issues with complex financial instrument classification and tax filings [Evaluation of Disclosure Controls and Procedures](index=32&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) The company's disclosure controls and procedures were evaluated as ineffective due to issues in classifying private warrants and timely tax return filings * The company's disclosure controls and procedures were not effective as of March 31, 2023[145](index=145&type=chunk) * Ineffectiveness was due to issues in reclassifying private warrants (complex financial instruments) and internal control over financial reporting related to timely tax return filings[145](index=145&type=chunk) [Changes in Internal Control Over Financial Reporting](index=32&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) No material changes occurred in internal control over financial reporting, but the company plans to enhance processes to address identified deficiencies * No material changes in internal control over financial reporting occurred during the most recent fiscal quarter[147](index=147&type=chunk) * The company plans to enhance processes by providing better access to accounting literature, research materials, and increasing communication among personnel and third-party professionals[147](index=147&type=chunk) PART II – OTHER INFORMATION This section provides additional information not covered in the financial statements, including legal proceedings, risk factors, and other disclosures [Item 1. Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings * There are no legal proceedings[149](index=149&type=chunk) [Item 1A. Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) As a smaller reporting company, disclosures under this item are not required, with risk factors referenced in the annual Form 10-K * As a smaller reporting company, the company is not required to make disclosures under this item[150](index=150&type=chunk) * A comprehensive list of risk factors is provided in the company's annual report on Form 10-K for the fiscal year ended December 31, 2022[150](index=150&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=32&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 for the period * There were no unregistered sales of equity securities and use of proceeds[151](index=151&type=chunk) [Item 3. Defaults Upon Senior Securities](index=32&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities * There were no defaults upon senior securities[152](index=152&type=chunk) [Item 4. Mine Safety Disclosures](index=33&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company * This item is not applicable[153](index=153&type=chunk) [Item 5. Other Information](index=33&type=section&id=Item%205.%20Other%20Information) The company reported no other information for this period * There is no other information to report[154](index=154&type=chunk) [Item 6. Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed or incorporated by reference into this Quarterly Report on Form 10-Q, including certificates and agreements * The section lists exhibits filed or incorporated by reference, including the Second Amended and Restated Certificate of Incorporation and certifications of principal executive and financial officers[155](index=155&type=chunk)[156](index=156&type=chunk) SIGNATURES This section contains the official signatures for the report [SIGNATURES](index=35&type=section&id=SIGNATURES) The report is signed by Say Leong Lim, Chief Executive Officer and Director, and Kelvin Chin, Chief Financial Officer and Director, on May 18, 2023 * The report was signed on **May 18, 2023**, by Say Leong Lim, Chief Executive Officer and Director, and Kelvin Chin, Chief Financial Officer and Director[160](index=160&type=chunk)

Operations and Business Combination - As of December 31, 2022, the company had not commenced any operations and will not generate operating revenues until after completing an initial business combination[251]. - The Company has until June 9, 2023, to complete a business combination, failing which it may face mandatory liquidation and dissolution[266]. - The merger agreement with Tomorrow was terminated on March 8, 2023, along with associated agreements[250]. - 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 completed[266]. - The company may need to raise additional capital if the initial business combination is not consummated, which could involve loans or investments from sponsors or third parties[265]. Financial Performance - For the year ended December 31, 2022, the company reported a net income of $224,242, primarily from interest income of $1,683,870 and a change in fair value of warrant liabilities of $108,300[252]. - The company incurred cash used in operating activities of $730,469 for the year ended December 31, 2022[258]. - As of December 31, 2022, the company had cash held outside the trust account amounting to $81,763, down from $812,232 in 2021[262]. Trust Account and Investments - The company had investments held in the trust account totaling $118,408,969 as of December 31, 2022, with interest income available to pay taxes[260]. - The company intends to use substantially all funds in the trust account to complete its business combination, with remaining proceeds for working capital[261]. IPO and Capital Raising - The company completed its IPO on December 9, 2021, raising gross proceeds of $100,000,000 from the sale of 10,000,000 units at $10.00 per unit[254]. - The underwriters exercised a 45-day option to purchase 1,500,000 additional units, generating gross proceeds of $11,500,000[270]. - On March 6, 2023, stockholders approved an amendment allowing the company to extend the termination date for business combination by up to two three-month extensions, requiring deposits of $390,000 for each extension[246]. Accounting and Financial Reporting - The Company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[272][273]. - The Company has not identified any recently issued accounting standards that would materially affect its consolidated financial statements as of December 31, 2022[278]. - The Company adopted ASU 2020-06 on March 24, 2021, which did not impact its financial statements[277]. - The fair value of the warrants is estimated using a binomial lattice model, with private warrants classified as liabilities[276]. - The Company has no market or interest rate risk as of December 31, 2022, with net proceeds invested in U.S. government securities[279]. Off-Balance Sheet Arrangements - As of December 31, 2022, the Company reported no off-balance sheet arrangements or long-term liabilities[267][268]. Rights and Refusals - The Company has granted a right of first refusal to Chardan Capital Markets, LLC for future public and private equity and debt offerings for 18 months post-initial business combination[271].

Financial Performance - As of September 30, 2022, the company reported a net loss of $129,141 for the three months ended, primarily due to operating expenses of $580,823 and interest income of $608,230 from investments held in the Trust Account[118]. - For the nine months ended September 30, 2022, the company had a net loss of $294,551, with general and administrative expenses totaling $824,303 and interest income of $696,468[119]. - The company has not commenced any operations and will not generate operating revenues until after completing an initial business combination[117]. - The company has no long-term debt, capital lease obligations, operating lease obligations, or long-term liabilities[134]. - The company complies with FASB ASC 260 for net loss per share, with diluted loss per share being the same as basic loss per share for the period presented[140]. IPO and Capital Raising - The company completed its IPO on December 9, 2021, raising gross proceeds of $100 million from the sale of 10,000,000 units at $10.00 per unit[120]. - The total gross proceeds from the over-allotment option exercised by underwriters amounted to $15 million, bringing the total to $115 million from the IPO and over-allotment units[121]. - The underwriters fully exercised their option to purchase 1,500,000 additional Units, generating gross proceeds of $11,500,000[135]. - The company has agreed to issue $15 million in PIPE Preferred Shares with a 10% monthly compound dividend as part of the merger financing[111]. Trust Account and Investments - As of September 30, 2022, the company held investments in the trust account totaling $117,421,567, with interest income of $696,468 available for tax payments[125]. - The net proceeds held in the Trust Account have been invested in U.S. government securities with a maturity of 180 days or less, minimizing exposure to interest rate risk[144]. - The company intends to use substantially all funds in the trust account to complete its initial business combination, with remaining proceeds allocated for working capital and growth strategies[126]. Business Combination and Future Plans - The company entered into a Merger Agreement on August 3, 2022, to acquire Tomorrow Crypto, with total consideration of $210 million in Globalink common stock[110]. - The company has until March 9, 2023, to consummate a Business Combination, or it will face mandatory liquidation and potential dissolution[132]. - As of September 30, 2022, there were no working capital loans outstanding, and the company may need to raise additional capital if the Business Combination is not consummated[130]. Accounting and Financial Reporting - The company accounts for warrants as either equity-classified or liability-classified instruments, with private warrants recorded as liabilities at fair value[141]. - The company has no obligations, assets, or liabilities considered off-balance sheet arrangements as of September 30, 2022[133]. - The company had cash of $326,172 outside the trust account as of September 30, 2022, intended for identifying and evaluating target businesses[127].

Financial Performance - As of June 30, 2022, the company reported a net loss of $52,981 for the three months and $255,242 for the six months, primarily due to general and administrative expenses of $89,962 and $243,480 respectively[95][96]. - As of June 30, 2022, the company reported a net loss per share, with diluted loss per share being the same as basic loss per share due to no dilutive securities outstanding[115]. IPO and Fundraising - The company generated gross proceeds of $100,000,000 from its IPO by selling 10,000,000 units at an offering price of $10.00 per unit[97]. - The company incurred offering costs of $6,887,896 related to the IPO, including $2,300,000 in underwriting fees[99]. - The underwriters exercised the over-allotment option, generating additional gross proceeds of $15,000,000 from the issuance of 1,500,000 units[98]. - The company may need to raise additional funds to cover costs related to identifying a target business and completing a business combination[107]. Trust Account and Cash Management - The total investment held in the trust account was $116,813,337 as of June 30, 2022, with interest income of $88,238 for the six months ended June 30, 2022[102]. - The company had cash held outside the trust account amounting to $516,280 as of June 30, 2022, down from $812,232 as of December 31, 2021[104]. - The company intends to use substantially all funds in the trust account to complete its initial business combination[103]. Operations and Business Strategy - The company has not commenced any operations and will not generate operating revenues until after completing an initial business combination[94]. - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for up to five years post-IPO[113]. Financial Position and Risk Management - The company has no long-term debt or off-balance sheet arrangements as of June 30, 2022[108][109]. - As of June 30, 2022, the company was not subject to any market or interest rate risk, with net proceeds held in U.S. government securities or money market funds[119]. - The company accounts for warrants based on specific terms, determining that both Public Warrants and Private Placement Warrants qualify for equity accounting treatment[116].

Financial Performance - As of March 31, 2022, the company reported a net loss of $202,261, primarily due to operating expenses[97]. - The Company reported a net loss per share, with basic and diluted loss per share being the same due to the absence of dilutive securities as of March 31, 2022[117]. IPO and Fundraising - The company completed its IPO on December 9, 2021, raising gross proceeds of $100,000,000 from the sale of 10,000,000 units at $10.00 per unit[98]. - The total gross proceeds from the over-allotment option amounted to $15,000,000, bringing the total funds raised to $115,000,000[99]. - Offering costs for the IPO totaled $6,887,896, including $2,300,000 in underwriting fees[100]. Trust Account and Cash Management - The company had $116,726,356 in investments held in the trust account as of March 31, 2022, with interest income available for tax payments[103]. - The company intends to use substantially all funds in the trust account to complete its initial business combination[104]. - Cash held outside the trust account was $636,216 as of March 31, 2022, intended for identifying and evaluating target businesses[105]. Business Operations and Future Financing - The company has not commenced any operations and will not generate operating revenues until after completing a business combination[96]. - The company may need additional financing to complete its business combination or to cover redemptions of public shares[109]. Accounting Policies and Risks - The Company has identified critical accounting policies that require management to make estimates and assumptions affecting reported amounts of assets and liabilities[116]. - As of March 31, 2022, the Company was not subject to any market or interest rate risk, with net proceeds held in U.S. government securities or money market funds[120]. - The Company determined that the Public Warrants and Private Placement Warrants qualify for equity accounting treatment after a review of the warrant agreement[118]. - Management does not believe that any recently issued accounting standards would materially affect the condensed financial statements as of March 31, 2022[119]. Debt and Financial Obligations - The company has no long-term debt or off-balance sheet arrangements as of March 31, 2022[110][111].

Company Formation and Business Focus - The company was formed on March 24, 2021, with the aim of entering into a business combination, focusing on e-commerce and payments industries in North America, Europe, Southeast Asia, and Asia (excluding China, Hong Kong, and Macau) [229]. Financial Performance - As of December 31, 2021, the company reported a net loss of $135,550, primarily due to general and administrative expenses of $135,649, partially offset by interest income of $99 from marketable securities [233]. - The company incurred cash used in operating activities of $324,872 from inception through December 31, 2021 [239]. Initial Public Offering (IPO) - The company completed its IPO on December 9, 2021, raising gross proceeds of $100,000,000 from the sale of 10,000,000 units at $10.00 per unit [235]. - The underwriters exercised the over-allotment option, resulting in an additional issuance of 1,500,000 units and gross proceeds of $15,000,000 [236]. - Offering costs for the IPO and the over-allotment option totaled $6,887,896, including $2,300,000 in underwriting fees [237]. Trust Account and Fund Management - Following the IPO, the company placed $116,725,000 in a trust account, which will be invested in U.S. government securities or money market funds until the completion of an initial business combination [238]. - As of December 31, 2021, the company had $812,232 in cash held outside the trust account, intended for identifying and evaluating target businesses [242]. - The company intends to use substantially all funds in the trust account to complete its initial business combination and for working capital of the target business [241]. Debt and Financial Structure - The company has no long-term debt or off-balance sheet arrangements as of December 31, 2021 [246]. Accounting and Reporting Standards - The company accounts for public and private warrants as equity-classified instruments based on specific terms and applicable guidance, qualifying for equity accounting treatment [253]. - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards [255]. - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for five years post-IPO [256]. - As a smaller reporting company, the company is not required to provide quantitative and qualitative disclosures about market risk [257].

Financial Performance - As of September 30, 2021, the company reported a net loss of $1,000, which consisted solely of general and administrative expenses[85]. - As of September 30, 2021, the company reported a net loss per share, with diluted loss per share being the same as basic loss per share due to the absence of dilutive securities[106]. IPO and Fundraising - The company completed its IPO on December 9, 2021, raising gross proceeds of $100,000,000 from the sale of 10,000,000 units at $10.00 per unit[87]. - An additional $5,175,000 was raised through the private placement of 517,500 units at the same price, bringing total gross proceeds to $105,175,000[88]. - The underwriters exercised an option to purchase 1,500,000 additional units, generating gross proceeds of $15,000,000[89]. - Total offering costs for the IPO and the underwriters' over-allotment amounted to $6,887,896, including $2,300,000 in underwriting fees[91]. - As of September 30, 2021, the company had no cash and had borrowed $70,000 under a promissory note to cover expenses related to the public offering[95]. Trust Account and Use of Funds - The company placed $116,725,000 from the IPO proceeds into a trust account, which will be invested in U.S. government securities until the completion of a business combination[92]. - The company intends to use substantially all funds in the trust account to complete its initial business combination and for working capital for the target business[94]. - The company may need to raise additional funds if the costs of identifying a target business exceed estimates, which could impact its ability to operate prior to the business combination[97]. Debt and Risk Management - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2021[98][99]. - The company is not subject to any market or interest rate risk as of September 30, 2021, with net proceeds held in U.S. government securities or money market funds[109]. Accounting and Standards - The company has accounted for Public Warrants and Private Placement Warrants as equity-classified instruments, qualifying for equity accounting treatment[107]. - The company believes that recently issued accounting standards, if adopted, would not have a material effect on its condensed financial statements[108].