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, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ PERCEPTION CAPITAL CORP. III (Exact name of registrant as specified in its charter) Cayman Islands 001-40639 98-1592069 (State or other jurisdiction ...

Company Overview - The company is a blank check company incorporated on March 17, 2021, aiming to effectuate a Business Combination using cash from its Initial Public Offering and Private Placement Warrants[486]. - The company has not commenced any operations as of December 31, 2023, and will not generate operating revenues until after completing its initial Business Combination[548]. - The Company changed its name from "Portage Fintech Acquisition Corporation" to "Perception Capital Corp. III" on October 11, 2023[560]. Financial Statements and Condition - The financial statements include balance sheets, statements of operations, changes in shareholders' deficit, and cash flows, which are essential for understanding the company's financial condition[488]. - The company has not reported any financial statement schedules, suggesting a focus on the primary financial documents[488]. - The company’s financial disclosures are intended to provide insights into its operational performance and future outlook[485]. - The company emphasizes the importance of understanding risk factors that could impact its financial results and business strategy[485]. - The company has identified critical accounting policies that may materially differ from actual results, affecting reported amounts of assets and liabilities[569]. Business Combination Plans - The company plans to utilize a combination of cash, shares, and debt for its Business Combination, indicating a flexible approach to financing[486]. - The Business Combination Agreement dated February 6, 2024, involves multiple parties, including Perception Capital Corp. III and RBio Energy Holdings Corp[489]. - The company is positioned for potential market expansion through strategic mergers and acquisitions as part of its Business Combination strategy[486]. - The Business Combination is expected to be completed after receiving necessary approvals from shareholders and satisfying customary conditions[495]. - RBio Energy stockholders will exchange all their shares for shares of common stock of NewPubco, making RBio Energy a wholly owned subsidiary of NewPubco[494]. - The company’s initial Business Combination must involve target businesses with a fair market value of at least 80% of the balance held in the Trust Account[556]. - The company has until July 23, 2024, to complete a Business Combination, with substantial doubt about its ability to continue as a going concern if not completed by this date[564]. Financial Performance - As of December 31, 2023, the company reported a net income of $7,148,065, which included $7,528,510 of investment income from the Trust Account and $1,218,025 from changes in the fair value of warrant liabilities[521]. - Net income for the year ended December 31, 2023, was $7,148,065, down from $8,556,001 in the previous year, reflecting a decrease of about 16%[539]. - For the year ended December 31, 2022, the company reported a net income of $8,556,001, primarily from investment income and changes in the fair value of warrant liabilities[512]. - Basic and diluted net income per Class A ordinary share increased to $0.32 from $0.26 year-over-year[539]. - The accumulated deficit as of December 31, 2023, stands at $(3,285,486), an improvement from $(9,204,582) in 2022[536]. Cash and Investments - The company had cash of $102,925 as of December 31, 2023, intended for identifying and evaluating target businesses and related due diligence[528]. - As of December 31, 2023, total current assets decreased to $405,264 from $865,741 as of December 31, 2022, representing a decline of approximately 53%[536]. - Investments held in Trust Account decreased significantly to $41,678,895 from $263,269,821, a reduction of about 84% year-over-year[536]. - Cash withdrawn from the Trust Account in connection with redemption amounted to $229,119,437, with net cash provided by investing activities also at $229,119,437[545]. - The Company had cash of $102,925 at the end of 2023, down from $368,687 at the end of 2022[545]. Costs and Expenses - The company anticipates incurring significant costs in pursuing its acquisition plans[492]. - The company incurred $15,406,275 in Initial Public Offering related costs, including $5,182,276 in underwriting fees[524]. - General and administrative expenses increased to $3,285,023 in 2023 from $2,721,330 in 2022, marking an increase of approximately 21%[539]. - The Company recognized $70,000 for administrative support services and approximately $444,000 for reimbursement of compensation expenses for the year ended December 31, 2023[565]. - An advisor fee of $2.0 million and a transaction fee of 5% of gross proceeds raised from investors is due to J.V.B Financial Group for capital markets advisory services[568]. Shareholder Actions and Agreements - The company extended the deadline for completing an initial Business Combination from July 23, 2023, to July 23, 2024, with shareholders redeeming 22,001,009 Class A ordinary shares for approximately $229.1 million[507]. - The Sponsor Support Agreement ensures the Sponsor will vote in favor of the Business Combination and waive certain anti-dilution rights[498]. - The company entered into a Subscription Agreement on August 1, 2023, for a cash contribution of $1,300,000 to cover working capital expenses[510]. - The Investor will contribute a total of $1,300,000, with an initial tranche of $650,000 to be paid within five business days of the Subscription Agreement[530]. Liabilities and Financial Position - Total liabilities decreased to $3,690,102 from $7,443,571, indicating a reduction of approximately 50%[536]. - The Subscription Agreement liability as of December 31, 2023, is recorded at $650,000[536]. - The deferred underwriting fee payable was $0 as of December 31, 2023, following waivers from underwriters totaling $9,068,983[567]. - The change in fair value of warrant liabilities resulted in a loss of $1,218,025 compared to a gain of $6,857,978 in the previous year[539]. - Net cash used in operating activities increased to $(2,165,762) in 2023 from $(801,362) in 2022[545].

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, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ PERCEPTION CAPITAL CORP. III (Exact name of registrant as specified in its charter) Cayman Islands 001-40639 98-1592069 (State or other jurisdic ...

OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ 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, 2023 (Address Of Principal Executive Offices) (Zip Code) (952) 456-5300 Registrant's telephone number, including area code 280 Park Avenue, 29F East; New ...

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 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (212) 380-5605 Registrant's telephone number, including area code For the transition period from ________ to ________ PORTAGE FINTECH ACQUISITION CORPORATION (Exact name of registrant as specified in ...

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, 2022 OR ☐ 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 001-40639 PORTAGE FINTECH ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 9 ...

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 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ PORTAGE FINTECH ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) | Cayman Islands | 001-40639 | 98-1592069 | | --- | --- ...

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 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ PORTAGE FINTECH ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-40639 98-1592069 (State or other jur ...

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 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ (212) 380-5605 Registrant's telephone number, including area code Not Applicable (Former name or former address, if changed since last report) C ...

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 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ PORTAGE FINTECH ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayman Islands 001-40639 98-1592069 (Commission ...