Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 Number: 001-40386 Data Knights Acquisition Corp. (Exact name of registrant as specified in its charter) | Delaware | 86-2076743 | | --- ...

IPO and Business Combination - Data Knights Acquisition Corp. completed its initial public offering on May 11, 2021, raising gross proceeds of $117.3 million from the sale of 11,500,000 units at $10.00 per unit[20]. - The company has until August 11, 2023, to consummate its initial business combination, having exercised three one-month extensions[22]. - The proposed business combination with OneMedNet Corporation involves an aggregate value of $200 million, subject to adjustments based on net working capital and transaction expenses[23]. - The company aims to target businesses with total enterprise values ranging from $200 million to $1 billion in the tech sector, focusing on revenue and earnings growth potential[28]. - The company has entered into Voting Agreements with stockholders of the target representing approximately 55% of the outstanding voting power to facilitate the business combination[25]. - The company may need additional financing to complete the business combination, which could include issuing additional securities or obtaining debt financing[30]. - Nasdaq rules require that the business combination must have an aggregate fair market value of at least 80% of the assets held in the trust account[31]. - The company intends to complete its initial business combination with a target business that has a fair market value of at least 80% of the assets held in the trust account[60]. - The company may seek additional financing to complete its initial business combination, targeting businesses larger than what can be acquired with the proceeds from its initial public offering[54]. - The Business Combination requires the approval of stockholders under the Merger Agreement and Nasdaq rules, with a majority of outstanding shares needed for approval[81]. - If the Business Combination is not consummated, the company may conduct redemptions without a stockholder vote under SEC tender offer rules[70]. - The company anticipates that its sponsor, officers, and directors may purchase public shares to increase the likelihood of obtaining stockholder approval for the Business Combination[73]. - The company will not complete the initial business combination until the expiration of the tender offer period, which must remain open for at least 20 business days[83]. - The company must ensure that net tangible assets are at least $5,000,001 after any redemptions to avoid being subject to SEC "penny stock" rules[83]. - Stockholder approval is not required for asset purchases or stock purchases not involving a merger, while direct mergers require approval[72]. - If the initial business combination is not completed by August 11, 2023, the company will cease operations and redeem public shares[95]. - The company intends to redeem public shares as soon as reasonably possible following August 11, 2023, if the initial business combination is not completed[107]. - The redemption price for public shares will be equal to the aggregate amount in the trust account, including interest, divided by the number of outstanding public shares, potentially resulting in a per-share price of $10.20[109]. - The company may continue to seek a different target for the initial business combination if the current one is not approved[94]. Financial Position and Performance - The company has $29,029,416 available for an initial business combination as of December 31, 2022, providing options for liquidity events, capital for growth, or debt reduction[50]. - The company reported a net income of $336,658, consisting of realized and unrealized gains and dividends of $1,371,689, offset by operating expenses of $5,103,731[154]. - As of December 31, 2022, the company had cash of $30,870 outside the Trust Account and investments of $29,029,416 held in the Trust Accounts[156][159]. - The company has not generated any operating revenues to date and does not expect to do so until after the completion of its initial business combination[153]. - The company incurred cash used in operating activities of $940,463 for the year ended December 31, 2022[157]. - The company has not paid any cash dividends on its common stock to date and does not intend to do so prior to the completion of its initial business combination[137]. - The company had $207,081 in outstanding Working Capital Loans as of December 31, 2022, which may be convertible into units at $10.00 per unit[165]. - The company had $2,545,838 in outstanding Extension Loans as of December 31, 2022, related to extending the business combination deadline[167]. - The company incurred $120,000 in fees for office space and administrative support for the year ended December 31, 2022, with a total of $200,000 incurred since inception[163]. - The company has no off-balance sheet financing arrangements or long-term debt obligations as of December 31, 2022[162]. Governance and Management - The board of directors consists of four members, with terms divided into three classes, each serving a three-year term[201]. - The audit committee is composed of independent directors, including Dr. Huh, Mr. Ahmed, and Ms. Undikai, with Ms. Undikai serving as chair[205]. - The compensation committee is also made up of independent directors, with Dr. Huh as chair, and is responsible for reviewing compensation arrangements related to initial business combinations[208]. - The company has established an audit committee charter detailing its principal functions, including oversight of the independent registered public accounting firm[207]. - The company has a Chief Financial Officer, Firdauz Edmin Bin Mokhtar, who has extensive experience in financial management and corporate governance[196]. - Barry Anderson serves as the Chief Executive Officer and has been with the company since its inception, focusing on business development strategies[195]. - The company intends to form a corporate governance and nominating committee as required by law or Nasdaq rules[211]. - The audit committee members are financially literate, and Ms. Undikai qualifies as an "audit committee financial expert" under SEC rules[206]. - The company has no standing nominating committee but allows independent directors to recommend nominees for board selection[211]. - No cash compensation has been paid to any officers for services rendered, except for a monthly payment of $10,000 to an affiliate of the sponsor[216]. - The audit committee reviews all payments made to sponsors, officers, or directors on a quarterly basis[216]. - The company has not established specific minimum qualifications for director nominees, focusing instead on educational background and professional experience[214]. - A Code of Ethics has been adopted for directors, officers, and employees, with copies available on the company's website[215]. - The company intends to disclose any amendments to the Code of Ethics in a Current Report on Form 8-K[215]. - The board considers integrity, professional reputation, and the ability to represent stockholders' interests when evaluating director nominees[214]. - No special compensation or benefit arrangements have been approved for officers and employees outside of standard compensation[216]. - The company does not expect additional controls for reimbursement payments to directors and executive officers[216]. - The board will consider stockholder-recommended director candidates for future elections[213]. Risks and Challenges - The company may face intense competition from other blank check companies and private equity groups, which could limit its ability to acquire larger target businesses[112]. - The lack of business diversification may pose risks as the company focuses on a single industry for its initial business combination[65]. - The company has a material weakness in its internal control procedures for the fiscal year ending December 31, 2022, which may impact its operations[117]. - The company may not be able to complete its initial business combination by the deadline, raising doubts about its ability to continue as a going concern[123]. - The company is required to provide audited financial statements of the prospective target business as part of the tender offer materials, which may limit the pool of potential targets[115]. - The company has obligations under Delaware law to provide for claims of creditors before making distributions to stockholders[107]. - If the initial business combination is not consummated, the company may encounter significant challenges in selecting a suitable target business[123]. - A recent ruling by the Delaware Court of Chancery introduces uncertainty regarding the validity of some authorized and issued shares of Class A Common Stock, which could materially affect the company's business and operations[127]. - The company recognized a material weakness in internal control over financial reporting due to errors in accounting for complex financial instruments[185]. - Management has implemented remediation steps to improve internal control over financial reporting, including enhanced review processes for complex securities[188]. - The company does not expect any material exposure to interest rate risk as its investments are in U.S. government treasury bills or money market funds[179]. - There were no changes in internal control over financial reporting that materially affected the company during the most recent fiscal quarter[191].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 Number: 001-40386 Data Knights Acquisition Corp. (Exact name of registrant as specified in its charter) | Delaware | 86-2076743 | | ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 Number: 001-40386 Data Knights Acquisition Corp. (Exact name of registrant as specified in its charter) | Delaware | 86-2076743 | | --- ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 Number: 001-40386 Data Knights Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 86-2076743 (State or o ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ 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: 001-40386 Data Knights Acquisition Corp. | (Exact name of registrant as specified in its charter) | Delaware | 86-2076743 ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 Number: 001-40386 Data Knights Acquisition Corp. (Exact name of registrant as specified in its charter) | Delaware | 86-2076743 | | ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 Number: 001-40386 Data Knights Acquisition Corp. (Exact name of registrant as specified in its charter) | Delaware | 86-2076743 | | --- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 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: 001-40386 Data Knights Acquisition Corp. (Exact name of registrant as specified in its charter) | Delaware | 86-2076743 | | --- | --- | | (State ...