Financial Performance - As of September 30, 2022, the Company reported a net income of $1,077,216 for the three months and $1,110,084 for the nine months, driven by interest income of $1,332,473 and $1,772,399 respectively[100]. - For the nine months ended September 30, 2022, net cash used in operating activities was $1,372,916, while net cash provided by financing activities was $296,593,545, primarily reflecting IPO proceeds[104]. - As of September 30, 2022, the Company had $296,459,899 in securities held in the Trust Account for a Business Combination and $1,772,399 in interest earned on those investments[106]. IPO and Capital Raising - The Company completed its IPO on February 23, 2022, raising gross proceeds of $250 million from the sale of 25,000,000 units at $10.00 per unit, along with an additional $13,707,500 from the sale of 9,138,333 private placement warrants[103]. - The underwriters received a cash underwriting discount of $5,000,000 at the IPO closing, with an additional deferred fee of $10,812,500 contingent on the completion of a Business Combination[119]. - The Sponsor purchased 8,625,000 Class B ordinary shares for $25,000, which were later adjusted to 7,187,500 shares after a share dividend[111]. - The Company may need to raise additional capital through loans or investments to meet working capital needs before completing a Business Combination[108]. Business Combination Timeline - The Company has 15 months from the IPO closing to complete an initial business combination, with the possibility of extending this period through a shareholder vote[107]. - A deferred fee of $10,812,500 is payable to underwriters from the Trust Account upon completion of a Business Combination[128]. Administrative and Operational Costs - The Company incurred $70,000 in administrative services fees for office space and related services as of September 30, 2022[118]. - The company has no long-term debt or capital lease obligations, only a monthly fee of $10,000 for office space and support services[127]. Risk and Financial Obligations - The Company has no off-balance sheet arrangements or obligations as of September 30, 2022[121]. - As of September 30, 2022, the company was not subject to market or interest rate risk, with IPO proceeds invested in U.S. government obligations with a maturity of 185 days or less[132].

Table of Contents 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, 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. 001-41293 POWERUP ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or o ...

Table of Contents 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. 001-41293 POWERUP ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or ...