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 March 31, 2024 For the transition period from to Commission File No. 001-40073 MORINGA ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of incorporation or organization) 250 Park Avenue, 7 Floor New York, NY, 10017 (Address of ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 Number 001-39157 Moringa Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-40073 N/A ...

Financial Performance - Net profit for the nine months ended September 30, 2023, was $550,281, compared to $89,613 for the same period in 2022, indicating a year-over-year increase of approximately 514.5%[26] - Interest earned on investments held in the trust account for the nine months ended September 30, 2023, was $1,290,088, up from $692,750 in the same period of 2022, reflecting an increase of about 86.3%[26] - The company reported a basic and diluted net profit per Class A ordinary share subject to possible redemption of $0.40 for the nine months ended September 30, 2023, compared to $0.02 for the same period in 2022[26] - The company incurred a net loss excluding interest of $739,807 for the nine months ended September 30, 2023, compared to a loss of $603,137 in the same period of 2022[128] - For the nine months ended September 30, 2023, net cash provided by operating activities was approximately $493 thousand, reflecting a net profit of approximately $550 thousand for the period[165] Assets and Liabilities - Total assets decreased from $116,795,605 as of December 31, 2022, to $5,670,969 as of September 30, 2023, representing a decline of approximately 95.1%[23] - Cash and cash equivalents decreased from $59,714 as of December 31, 2022, to $58,238 as of September 30, 2023, a decline of approximately 2.5%[23] - Total liabilities increased from $1,306,328 as of December 31, 2022, to $2,534,637 as of September 30, 2023, representing an increase of approximately 94.0%[23] - The accumulated deficit increased from $(1,203,097) as of December 31, 2022, to $(2,448,655) as of September 30, 2023, indicating a deterioration of approximately 103.5%[30] - As of September 30, 2023, the Company had approximately $58 thousand in cash and an accumulated deficit of approximately $2,449 thousand[55] Business Combination and Financing - The Company intends to finance its initial Business Combination with net proceeds from the Public Offering and Private Placement, which totaled $115 million from the sale of 11,500,000 Units[41] - The initial Business Combination must occur with one or more operating businesses or assets with a fair market value equal to at least 80% of the net assets held in the Trust Account[45] - The Company has until August 19, 2024, to consummate an Initial Business Combination following the Second Extension Meeting[52] - If the Company fails to complete the Initial Business Combination by the deadline, it will be required to liquidate and redeem public shares at a price equal to the aggregate amount in the Trust Account[48] - The Company has a monthly administrative services agreement with the Sponsor, costing $10,000 per month for office space and utilities[101] Shareholder and Market Compliance - The Company has classified all 11,500,000 Class A ordinary shares sold in the Public Offering as subject to possible redemption[68] - The Company regained compliance with Nasdaq Listing Rule 5550(a)(3) on September 27, 2023, having at least 300 public holders[142] - The Company received a notice of non-compliance with Nasdaq Listing Rule 5550(b)(2) on June 15, 2023, requiring a market value of at least $35 million for continued listing[143] - The company has until December 12, 2023, to regain compliance with the MVLS Rule, or it may face delisting[144] - The company’s sponsor converted 2,874,999 founders shares into Class A ordinary shares, potentially aiding in regaining compliance with the MVLS Rule[194] Risks and Challenges - There is substantial doubt regarding the company's ability to continue as a "going concern" if it cannot complete a business combination by August 19, 2024[164] - The company may face challenges in securing additional financing for its initial business combination due to significant redemptions of public shares[187] - The company is facing risks related to the ongoing conflict in Israel, which may adversely affect its ability to complete business combinations and operations of potential target companies[190] - The review process by governmental entities, such as CFIUS, could delay or prevent the company from consummating potential business combinations[203] - If the company cannot complete its initial business combination within the required timeframe, it may need to liquidate and dissolve, impacting shareholders' potential gains[203] Investment and Valuation - The fair value of money market funds held in the Trust Account is $5,584,651 as of September 30, 2023, significantly reduced from $116,692,038 on December 31, 2022[113] - The Company has a Private Warrant Liability of $9,405 as of September 30, 2023, down from $29,640 on December 31, 2022, indicating a decrease of approximately 68.3%[113] - The estimated fair value of the Private Placement Warrants was calculated using a binomial model and a Black-Scholes-Merton model, incorporating various market assumptions[115] - The company has not experienced any losses on cash accounts exceeding the Federal Depository Insurance Coverage of $250,000[74] - The investments in the Trust Account are held in Goldman Sachs money market funds, characterized as Level 1 investments under ASC 820[75]

FORM 10-Q (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 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. 001-40073 MORINGA ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction o ...

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 March 31, 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. 001-40073 MORINGA ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction ...

☐ 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 001-39157 Moringa Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-40073 N/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (State or other jurisdiction of incorporation or organization) ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 250 Park Avenue, 7 Floor New York, NY, 10017 Commission File No. 001-40073 MORINGA ACQUISITION CORP (Exact name of registrant as specified in its charter) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANG ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Exact name of registrant as specified in its charter) Cayman Islands N/A 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 June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40073 MORINGA ACQUISITION CORP (State or other jurisdiction o ...

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 March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40073 MORINGA ACQUISITION CORP (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ 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 001-39157 Moringa Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-40073 N/A ...