IPO and Trust Account - The company completed its initial public offering on June 26, 2020, raising gross proceeds of $40 million from the sale of 4,000,000 units at $10.00 per unit[30]. - A total of $46 million is currently held in the trust account for the benefit of public stockholders, following additional sales and deposits[32]. - The amount in the trust account as of December 31, 2022, was $10.77 per public share[63]. - Following the shareholder vote to amend the articles of association, 633,792 ordinary shares were redeemed, leaving approximately $41.5 million in the trust account, equating to about $10.46 per public share[85]. - After a subsequent extension, 1,025,281 shares were redeemed, resulting in approximately $31.2 million remaining in the trust account, or about $10.60 per public share[86]. - A further redemption of 2,375,991 shares left approximately $6.1 million in the trust account, with a pro rata portion of about $10.72 per public share[87]. - Following the latest extension, 159,203 shares were redeemed, leading to approximately $4.4 million in the trust account, or about $10.77 per public share[88]. - The company will distribute the remaining funds in the trust account to public shareholders if the initial business combination is not completed by the deadline[89]. - The company plans to enter voluntary liquidation after the redemption of public shares, which will not delay the payment of redemption proceeds[90]. - The company has agreed to waive redemption rights for initial shareholders regarding founder shares and private units if the initial business combination is not completed by April 23, 2023[91]. - The redemption price for warrants is set at $0.01 per warrant, contingent on the ordinary shares' last sale price being at least $16.50 for 20 trading days within a 30-day period[92]. - If the initial business combination is not consummated by April 23, 2023, rights and warrants will expire worthless[93]. - The estimated per-share redemption amount upon dissolution is approximately $10.46, but may be less due to creditor claims[96]. - As of December 31, 2022, the company had access to approximately $55,789 not placed in the trust account to cover potential claims[101]. Business Combination Strategy - The company primarily targets growth businesses with a total enterprise value between $200 million and $300 million, aiming for significant revenue and earnings growth[28]. - The company seeks to acquire businesses that can benefit from being publicly traded and have the potential for strong free cash flow generation[30]. - The company entered into a Merger Agreement with Nukkleus Inc., which will result in Nukkleus becoming the Nasdaq-listed parent company upon completion[36]. - The company intends to utilize cash from its IPO and private placement, along with potential new debt, for its initial business combination[41]. - The target business or businesses must have a collective fair market value equal to at least 80% of the value of the trust account at the time of the agreement[53]. - The company anticipates structuring its initial business combination to acquire 100% of the equity interest or assets of the target business[54]. - The company may not pursue an initial business combination with another blank check company or a similar company with nominal operations[50]. - The company intends to use substantially all funds held in the Trust Account for the Business Combination and working capital for the target business[141]. - A Business Combination requires the Company to have net tangible assets of at least $5,000,001 and a majority of shares voted in favor of the transaction[220]. Financial Performance and Position - For the year ended December 31, 2022, the company reported a net loss of $967,614, with operating costs amounting to $1,202,399[133]. - The net loss for the year ended December 31, 2022, was $967,614, compared to a net loss of $599,127 for the year ended December 31, 2021, reflecting an increase of approximately 61.6%[200]. - Operating costs increased to $1,202,399 in 2022 from $670,916 in 2021, indicating a rise of approximately 79.2%[200]. - Total liabilities rose to $3,976,493 as of December 31, 2022, compared to $2,115,409 as of December 31, 2021, marking an increase of approximately 88%[197]. - The accumulated deficit increased to $(7,800,252) as of December 31, 2022, from $(5,712,294) as of December 31, 2021, reflecting a deterioration in financial position[197]. - The company had cash of $6,110,807 at the end of 2022, a significant increase from $283,403 at the end of 2021[197]. - The company has not generated any operating revenues to date and does not expect to do so until after completing a Business Combination[132]. - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2022[147]. - The company raised gross proceeds of $40,000,000 from its Initial Public Offering on June 26, 2020, with 4,000,000 units sold at $10.00 per unit[212]. - The company incurred $2,069,154 in transaction costs related to the Initial Public Offering, including $1,610,000 in underwriting fees[138]. - The company accounts for ordinary shares subject to possible redemption as temporary equity, reflecting uncertain future events[153]. - The weighted average shares outstanding decreased to 4,636,222 in 2022 from 6,111,000 in 2021, representing a reduction of approximately 24.1%[200]. Management and Operations - The management team has extensive operational experience across various sectors, including biopharmaceuticals, consumer retail, and information technology, which aids in identifying acquisition opportunities[25]. - The management team emphasizes the importance of due diligence in evaluating prospective target businesses, including financial reviews and management assessments[29]. - The company has a proactive sourcing strategy focusing on companies in sectors experiencing significant outbound investment in the Asia-Pacific region[26]. - The company will conduct extensive due diligence on prospective target businesses, including meetings with management and facility inspections[51]. - The company may seek to recruit additional managers to supplement the incumbent management of the target business after the initial business combination[58]. - Management assessed the effectiveness of internal controls over financial reporting and identified a material weakness related to complex financial instruments as of December 31, 2022[164]. - The company plans to enhance internal controls and processes to better comply with complex accounting standards, although no assurance can be provided regarding the effectiveness of these initiatives[165]. - There were no changes in internal control over financial reporting that materially affected the company during the most recent fiscal quarter[167]. - Management does not believe that any recently issued accounting standards will have a material effect on financial statements[158]. - The company maintains disclosure controls to ensure timely and accurate reporting in SEC filings, which were deemed effective as of December 31, 2022[162]. - The company has not experienced any disagreements with accountants on accounting and financial disclosure[161]. Market and Competition - The company faces intense competition from other entities with similar business objectives, which may limit its ability to acquire larger target businesses[106]. - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[111]. - The company intends to remain an emerging growth company until it meets specific revenue or market value thresholds[113]. - The company does not own any real estate or physical properties essential to its operations, currently leasing office space at no cost[116]. - There is no ongoing litigation against the company or its officers[117].

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, 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. 001-39341 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands N/A (State o ...

For the quarterly period ended June 30, 2022 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 ☐ 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. 001-39341 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands N/A (State or oth ...

Financial Performance - For the period ended March 31, 2022, the company reported a net loss of $460,282, consisting of operating costs of $469,271 and interest income of $3,948 [148]. - The company has not generated any revenues to date and does not expect to do so until after completing its initial Business Combination [147]. - Cash used in operating activities for the period ended March 31, 2022, was $699,248, impacted by changes in operating assets and liabilities [154]. - The company incurred $2,069,154 in transaction costs related to the Initial Public Offering, including $1,610,000 in underwriting fees [153]. - As of March 31, 2022, the company had a working capital deficit of $2,755,392 and only $154,255 in cash held in its operating bank account [161]. Trust Account and IPO - As of March 31, 2022, the company had cash and marketable securities held in the Trust Account amounting to $41,496,970 [156]. - The company completed its Initial Public Offering on June 26, 2020, raising gross proceeds of $40,000,000 from the sale of 4,000,000 Units at $10.00 per Unit [151]. - Following the Initial Public Offering, the total amount placed in the Trust Account was $46,000,000 after the exercise of the over-allotment option [153]. Business Combination and Funding - The company entered into a Merger Agreement with Nukkleus Inc., which would result in former Nukkleus stockholders owning approximately 66% of the post-business combination company [146]. - The company may need to raise additional funds to meet expenditures required for operating its business prior to the initial Business Combination [160]. Equity and Share Calculations - The Company accounts for ordinary shares subject to possible redemption as temporary equity, presented at redemption value outside of shareholders' equity [168]. - Net loss per share is calculated by dividing net loss by the weighted average number of ordinary shares outstanding, excluding shares subject to forfeiture [169]. - Redeemable ordinary shares are included in the EPS calculation without creating a different class of shares, as the redemption feature is at fair value [170]. Financial Instruments and Accounting Standards - Management evaluates financial instruments, including stock purchase warrants, to determine if they are derivatives, reassessing classification at each reporting period [171]. - Private Placement Warrants are recognized as derivative warrant liabilities at fair value, subject to re-measurement at each balance sheet date until exercised [172]. - The fair value of Private Placement Warrants is estimated using a Binomial simulation model at each measurement date [172]. - Management does not anticipate that recently issued accounting standards will materially affect financial statements if adopted [173]. - The Company is classified as a smaller reporting company and is not required to provide additional market risk disclosures [174].

IPO and Financing - The company completed its initial public offering on June 26, 2020, raising gross proceeds of $40 million from the sale of 4,000,000 units at $10.00 per unit[27]. - A private placement of 240,000 units was simultaneously completed, generating an additional $2.4 million in gross proceeds[28]. - The total net proceeds held in the trust account reached $46 million after subsequent sales of additional units[29]. - The company intends to utilize cash from its IPO and private placement, along with potential new debt, for its initial business combination[35]. - The company plans to use substantially all funds in the Trust Account for completing a Business Combination and financing operations of the target business[137]. - The company may borrow up to $1,500,000 in loans convertible into additional private units at $10.00 per unit upon consummation of the business combination[204]. Business Strategy and Target Acquisition - The company primarily targets middle-market growth businesses with a total enterprise value between $200 million and $300 million[24]. - The management team aims to leverage its operational experience across various sectors, including biopharmaceuticals and information technology, to identify acquisition opportunities[22]. - The company seeks to acquire businesses with significant revenue and earnings growth potential through new product development and increased production capacity[26]. - The merger agreement with Nukkleus Inc. would result in former Nukkleus stockholders owning approximately 66% of the post-business combination company[33]. - The company intends to acquire 100% of the equity interest or assets of the target business, but may acquire less than 100% if it becomes the majority shareholder[49]. Business Combination and Redemption - The company has extended its deadline to consummate its initial business combination multiple times, with the latest extension allowing until March 23, 2022[32]. - The company has extended the deadline to consummate its initial business combination to July 23, 2022, with a total of $2,014,594 deposited into the trust account[57]. - The fair market value of the target business must be at least 80% of the value of the trust account at the time of the agreement[48]. - The company will provide public shareholders with the opportunity to redeem shares at a per-share price equal to the aggregate amount in the trust account[58]. - The company must maintain net tangible assets of at least $5,000,001 immediately prior to or upon the consummation of the initial business combination[61]. - The company may not proceed with the redemption of public shares if it cannot satisfy the net tangible asset requirement[65]. - The company will conduct redemptions either in connection with a shareholder meeting or by means of a tender offer[59]. - Initial shareholders have agreed to waive their redemption rights with respect to their shares in connection with the business combination[62]. - Following shareholder redemptions, approximately $41.5 million remains in the trust account, with a pro rata portion of approximately $10.46 per public share[80]. - If the initial business combination is not completed, public shareholders who elected to redeem their shares will not be entitled to redeem for the pro rata share of the trust account[76]. - The company may enter voluntary liquidation if the initial business combination is not consummated by the deadline[85]. - The redemption amount per share upon dissolution is approximately $10.46, but may be subject to claims from creditors[91]. Financial Performance - For the year ended December 31, 2021, the company reported a net loss of $599,127, which included operating costs of $670,916 and interest income of $4,634 from marketable securities[129]. - The company had a net loss of $317,737 for the year ended December 31, 2020, with operating costs of $148,010[130]. - Cash used in operating activities for the year ended December 31, 2021, was $430,914, with cash provided by financing activities amounting to $1,381,500[135]. - The company incurred $2,069,154 in transaction costs related to the Initial Public Offering, including $1,610,000 in underwriting fees[134]. - As of December 31, 2021, the company had cash and marketable securities held in the Trust Account totaling $47,387,687, which will be used to complete a Business Combination[137]. - As of December 31, 2021, the company had $282,903 of cash held in its operating bank account, intended for identifying and evaluating target businesses[138]. - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2021[141]. Governance and Compliance - The board of directors consists of four members, including Dr. Peng Jiang as Chairman and CEO, and has a two-class structure with staggered terms[173]. - The audit committee is composed of independent directors, with Mr. Zan Wu serving as chairman, ensuring compliance with Nasdaq listing standards[177]. - The compensation committee, chaired by Mr. Yebo Shen, is responsible for reviewing and approving executive compensation and corporate goals[182]. - The company has adopted a code of conduct and ethics applicable to all directors, officers, and employees[185]. - The company must comply with the Sarbanes-Oxley Act regarding internal control evaluations for the fiscal year ending December 31, 2021[107]. - Management identified a material weakness in internal control over financial reporting related to the accounting for complex financial instruments[159]. - The company has not made any changes to its internal control over financial reporting that materially affect its operations during the most recent fiscal quarter[162]. - A majority of the board must be composed of independent directors, as required by the Nasdaq Capital Market, to maintain the integrity of independent judgment[215]. - The company has established measures to minimize conflicts of interest, including obtaining an independent investment banking opinion for business combinations with affiliated entities[214]. Shareholder Information - Nisun Investment Holding Limited holds 1,265,001 shares, representing 20.7% of the outstanding common stock[192]. - Karpus Investment Management owns 394,114 shares, accounting for 6.45% of the outstanding common stock[192]. - Mizuho Financial Group, Inc. has 459,116 shares, which is 7.51% of the outstanding common stock[192]. - Hudson Bay Capital Management LP holds 395,450 shares, representing 6.47% of the outstanding common stock[192]. - Feis Equities LLC owns 584,332 shares, accounting for 9.56% of the outstanding common stock[192]. - The company issued an aggregate of 1,150,000 founder shares for approximately $0.022 per ordinary share[194]. - The company has a promissory note with a principal amount of $300,000, of which $243,833 was outstanding as of June 26, 2020[199]. - An unsecured promissory note was issued for $460,000, with the full amount outstanding as of December 31, 2021[200]. - Related party transactions exceeding $120,000 require approval from the audit committee and independent directors[209]. Audit and Fees - Audit fees for the year ended December 31, 2021, totaled $47,380, an increase from $19,189 in 2020, reflecting a significant rise in professional services rendered[218]. - Audit fees charged by Marcum BP for the year ended December 31, 2021, amounted to $30,900, compared to $41,200 in 2020, indicating a decrease in fees for that period[219]. - The audit committee is responsible for overseeing the appointment and work of independent auditors, ensuring their independence and compliance with regulations[179]. - The company has independent directors who hold regular meetings to ensure that affiliated transactions are conducted on terms no less favorable than those available from independent parties[216].

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, 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 No. 333-237153 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands N/A (State ...

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 June 30, 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 No. 333-237153 BRILLIANT ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) British Virgin Islands N/A (State or ot ...

Financial Performance - The company reported a net loss of $20,373 for the three months ended March 31, 2021, which included operating costs of $78,411 and a decrease in fair value of derivative warrant liabilities of $56,901, offset by interest income of $1,137 [136]. - Cash used by operating activities for the three months ended March 31, 2021, was $85,864, influenced by a net loss of $20,373 and changes in operating assets and liabilities [143]. Cash and Securities - As of March 31, 2021, the company had cash and marketable securities held in the Trust Account amounting to $46,004,188, which will be used to complete a Business Combination [145]. - The company generated gross proceeds of $40,000,000 from the Initial Public Offering of 4,000,000 Units at a price of $10.00 per Unit [140]. - Following the exercise of the underwriters' over-allotment option, the company raised an additional $6,210,000 from the sale of 600,000 Units and 21,000 Private Units [141]. - The company incurred transaction costs of $2,069,154 related to the Initial Public Offering, including $1,610,000 in underwriting fees [142]. Business Strategy - The company intends to focus on businesses primarily located in the Asia-Pacific region for potential Business Combinations [132]. - The company may incur significant costs in pursuing acquisition plans and cannot assure the success of completing a Business Combination [134]. - The company plans to use funds held outside the Trust Account primarily for identifying and evaluating target businesses and conducting due diligence [146]. Debt and Financing - The company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2021 [150].

IPO and Fundraising - The company completed its initial public offering on June 26, 2020, raising gross proceeds of $40 million from the sale of 4,000,000 units at $10.00 per unit[28]. - A private placement of 240,000 units was simultaneously completed, generating an additional $2.4 million in gross proceeds[29]. - The total proceeds held in the trust account reached $46 million after an additional sale of 600,000 units on June 30, 2020[30]. - The company has approximately $46,000,000 in net proceeds from its initial public offering and the sale of private units available for completing its initial business combination[200]. Acquisition Strategy - The company aims to acquire growth businesses with a total enterprise value between $200 million and $300 million, focusing on those that can benefit from new capital[25]. - The management team seeks to leverage its operational experience across various sectors, including healthcare, energy, and technology, to identify attractive acquisition opportunities[23]. - The acquisition strategy includes targeting companies with strong revenue and earnings growth potential through new product development and operational efficiencies[27]. - The company is open to acquiring businesses affiliated with its sponsor, provided an independent valuation opinion is obtained[41]. - The management team emphasizes the importance of long-term revenue visibility and strong free cash flow generation in potential target businesses[27]. Business Combination Timeline and Requirements - The company has a 12-month period to complete its initial business combination, extendable up to 21 months[32]. - The initial business combination must involve target businesses or assets with a fair market value of at least 80% of the trust account value at the time of the agreement[47]. - The company anticipates acquiring 100% of the equity interest or assets of the target business, but may acquire less than 100% if it becomes the majority shareholder[48]. - The company must maintain net tangible assets of at least $5,000,001 to proceed with its initial business combination, which may limit its ability to complete desirable transactions[121]. - The deadline for consummating a business combination is December 25, 2021, or March 25, 2022, if the period is fully extended[219]. Shareholder Approval and Redemption Rights - A majority of the outstanding ordinary shares must vote in favor of the business combination for it to be approved, requiring at least 789,001 of the 4,600,000 public shares[67]. - The company will not redeem public shares if it would cause net tangible assets to fall below $5,000,001 prior to or upon consummation of the initial business combination[68]. - Shareholder approval may not be required for certain types of transactions, such as asset purchases or mergers with subsidiaries[54]. - If the initial business combination is not approved, public shareholders who elected to exercise their redemption rights would not be entitled to redeem their shares for the pro rata share of the trust account[80]. - Public shareholders may need to wait for the redemption of shares to receive a pro rata share of the trust account if the initial business combination cannot be consummated[219]. Financial Considerations and Risks - The company may incur costs related to the identification and evaluation of prospective target businesses that do not result in a completed business combination, leading to potential losses[46]. - The company anticipates that it may need to purchase shares to increase the likelihood of obtaining shareholder approval for the business combination[71]. - The fair market value of the target business will be determined based on standards accepted by the financial community, including gross margins and comparable business values[49]. - The company may face intense competition from other entities with similar business objectives, which could limit its ability to acquire target businesses[105]. - The company may incur substantial debt to complete its initial business combination, which could adversely affect its financial condition and shareholder value[199]. Management and Governance - The company has flexibility in selecting acquisition targets, which may include businesses outside management's expertise[156]. - Past performance of management is not indicative of future success in identifying suitable business combinations[155]. - Management has significant discretion in selecting acquisition candidates, which may not align with shareholders' best interests[158]. - Officers and directors may have conflicts of interest in determining which business opportunities to pursue, potentially affecting the selection of target businesses[193]. - The shares beneficially owned by the company's officers and directors may not participate in liquidation distributions, creating a conflict of interest in selecting target businesses[195]. Legal and Regulatory Considerations - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[110]. - The company is not subject to regulatory supervision in the British Virgin Islands, leaving shareholders without certain protections[145]. - If deemed an investment company under the Investment Company Act, the company may face burdensome compliance requirements and restrictions on activities[142]. - Future U.S. laws may restrict the company's ability to complete business combinations with certain companies, particularly those based in China[186]. Potential Conflicts and Challenges - The company may face conflicts of interest due to relationships with affiliated entities, which could affect the terms of business combinations[196]. - The company may not maintain control of a target business after the initial business combination, potentially leading to minority ownership for existing shareholders[208]. - The company may face write-downs or restructuring charges post-combination, which could negatively impact its financial condition and share price[136]. - The inability to locate an alternative funding source could prevent the company from consummating the initial business combination[219].

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) | British Virgin Islands | N/A | | ...