[Part I. Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The company reported a net income of $967,065 for the six months ended June 30, 2023, driven by trust account interest, despite a significant asset decrease to $57.2 million and a going concern warning [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets decreased to $57.2 million from $118.2 million as of June 30, 2023, primarily due to trust account withdrawals, while total liabilities and stockholders' deficit increased Condensed Consolidated Balance Sheet Highlights (Unaudited) | Balance Sheet Item | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Cash | $123,722 | $340,962 | | Investments held in Trust Account | $56,950,088 | $117,806,478 | | **Total Assets** | **$57,209,006** | **$118,246,636** | | Total Current Liabilities | $1,351,686 | $506,241 | | **Total Liabilities** | **$6,725,948** | **$4,929,496** | | Common stock subject to possible redemption | $56,528,771 | $117,361,652 | | **Total Stockholders' Deficit** | **($6,045,713)** | **($4,044,512)** | [Unaudited Condensed Consolidated Statements of Operations](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) The company reported a net income of $967,065 for the six months ended June 30, 2023, a significant improvement from a net loss in the prior year, primarily due to increased interest income from its Trust Account Statement of Operations Summary (Unaudited) | Metric | Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :--- | :--- | :--- | :--- | :--- | | Loss from operations | ($357,951) | ($232,740) | ($683,705) | ($237,750) | | Interest earned on investment held in Trust Account | $862,224 | $146,397 | $2,112,292 | $146,397 | | **Net Income (Loss)** | **($153,546)** | **($208,826)** | **$967,065** | **($213,836)** | [Unaudited Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was $886,472 for the six months ended June 30, 2023, while investing activities provided $63.0 million, primarily from trust account withdrawals for redemptions Cash Flow Summary for the Six Months Ended June 30 (Unaudited) | Cash Flow Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | ($886,472) | ($386,623) | | Net cash provided by (used in) investing activities | $62,968,683 | ($116,150,000) | | Net cash provided by (used in) financing activities | ($62,299,451) | $116,979,053 | | **Net change in cash** | **($217,240)** | **$442,430** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's blank check status, the definitive business combination agreement with ANEW Medical, Inc., a going concern uncertainty, and the impact of a new excise tax on stock redemptions - The Company operates as a **blank check company** with no operations as of June 30, 2023[17](index=17&type=chunk)[18](index=18&type=chunk) - A **definitive business combination agreement** was signed with ANEW Medical, Inc. on May 30, 2023, with an implied equity value of **$60 million** plus contingent consideration[34](index=34&type=chunk) - The business combination deadline was extended to **October 4, 2023**, with **6,103,350 shares redeemed** for approximately **$63.2 million** in connection with this extension[24](index=24&type=chunk)[30](index=30&type=chunk) - Management has identified **substantial doubt about the Company's ability to continue as a going concern** due to liquidity concerns and the impending liquidation date[42](index=42&type=chunk) - The Sponsor provided **$870,000 in convertible promissory notes** to fund operations and transaction costs as of June 30, 2023[89](index=89&type=chunk) - An **excise tax liability of $631,696** was recorded due to stock redemptions in March 2023 under the Inflation Reduction Act of 2022[46](index=46&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) The company, a blank check entity, entered a definitive merger agreement with ANEW Medical, Inc., reported a net income of $967,065 for the first six months of 2023, but faces significant liquidity challenges and a going concern warning - The company operates as a **blank check company** with no operating revenues, focused solely on completing a business combination[115](index=115&type=chunk)[125](index=125&type=chunk) - A **definitive business combination agreement** was executed with ANEW Medical, Inc. on May 30, 2023[119](index=119&type=chunk) Results of Operations Summary | Period | Net Income / (Loss) | Key Driver | | :--- | :--- | :--- | | **Six Months Ended June 30, 2023** | $967,065 | $2,112,292 in interest income | | **Six Months Ended June 30, 2022** | ($213,836) | $146,397 in interest income | - As of June 30, 2023, the company reported **$123,722 in cash** and a **working capital deficit of $646,300**, relying on Sponsor loans for transaction costs[135](index=135&type=chunk) - Management has concluded that the impending business combination deadline and liquidity issues create **substantial doubt about the company's ability to continue as a going concern**[137](index=137&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=36&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company, qualifying as a smaller reporting company, is exempt from providing disclosures regarding quantitative and qualitative market risk - The company is **not required to provide disclosures** under this item due to its status as a smaller reporting company[163](index=163&type=chunk) [Controls and Procedures](index=36&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2023, with no material changes in internal control over financial reporting during the quarter - Disclosure controls and procedures were deemed **effective** as of June 30, 2023, following evaluation by principal officers[165](index=165&type=chunk) - No **material changes** in internal control over financial reporting occurred during the quarter ended June 30, 2023[166](index=166&type=chunk) [Part II. Other Information](index=37&type=section&id=Part%20II.%20Other%20Information) [Legal Proceedings](index=37&type=section&id=Item%201.%20Legal%20Proceedings) The company has no legal proceedings to report for the period - There are **no legal proceedings** to report[168](index=168&type=chunk) [Risk Factors](index=37&type=section&id=Item%201A.%20Risk%20Factors) As a smaller reporting company, Redwoods Acquisition Corp. is not required to provide disclosures for risk factors - The company is **not required to provide disclosures** under this item due to its status as a smaller reporting company[169](index=169&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=37&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities or use of proceeds for the period - There were **no unregistered sales of equity securities** to report for the period[170](index=170&type=chunk) [Other Information](index=37&type=section&id=Item%205.%20Other%20Information) The company has no other material information to report for the period - There is **no other information** to report[173](index=173&type=chunk)

Financial Performance - For the three months ended March 31, 2023, the company reported a net income of $1,120,611, primarily driven by interest income of $1,250,067 from investments held in the Trust Account[131]. - The company incurred general and administrative expenses of $293,654 for the three months ended March 31, 2023[131]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination[130]. IPO and Trust Account - The company completed its IPO on April 4, 2022, raising gross proceeds of $100,000,000 from the sale of 10,000,000 Public Units, with each unit priced at $10.00[132]. - Following the IPO, the company placed a total of $116,150,000 in a Trust Account for the benefit of public stockholders, after incurring transaction costs of $8,365,339[135]. - As of March 31, 2023, the company held marketable securities in the Trust Account amounting to $119,416,545, which are invested in U.S. government securities[138]. - As of March 31, 2023, the assets in the Trust Account were held in cash and U.S. Treasury securities, classified as trading securities at fair value[150]. Working Capital and Redemptions - The company has a working capital deficit of $598,362 as of March 31, 2023, excluding redemptions payable to public stockholders[140]. - An aggregate of 6,103,350 shares of common stock were tendered for redemption, resulting in a total redemption amount of $63,169,451, or $10.35 per share[136]. - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value, with changes recognized immediately[159]. Business Combination and Financing - The company has until July 4, 2023, to complete a business combination, with the possibility of extending this deadline up to five times until December 4, 2023[141]. - The company issued a promissory note of up to $150,000 to the Sponsor on March 22, 2023, which is payable upon the closing of the business combination[143]. - The company issued an unsecured, non-interest bearing promissory note of up to $360,000 to the Sponsor, payable upon the closing of the Business Combination or liquidation[144]. - The underwriters received a cash underwriting discount of $0.25 per unit, totaling $2,875,000, and deferred underwriting commissions of $0.375 per unit, amounting to $4,312,500, contingent on completing an initial business combination[147]. - The company will pay the Sponsor $10,000 per month for administrative services, which will cease upon the completion of the initial business combination or liquidation[146]. Accounting Policies - The fair value of certain financial instruments approximates their carrying amounts, with cash and cash equivalents estimated to approximate carrying values as of March 31, 2023[152]. - The company complies with FASB ASC 260 for net income (loss) per share, allocating undistributed income (loss) between redeemable and non-redeemable shares[160]. - The company has elected to account for its Public Warrants as equity and Private Warrants as liabilities, with changes in fair value recognized as non-cash gains or losses[156]. - The company has identified critical accounting policies that may materially affect reported amounts, requiring management estimates and assumptions[149]. Rights and Agreements - The company granted Chardan a right of first refusal for future public and private equity offerings for 18 months post-initial business combination[148].

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 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: 001-41340 REDWOODS ACQUISITION CORP. (Exact name of registrant as specified in its charter) | Delaware | 86-2727441 ...

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 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Redwoods Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 86-2727441 (State or other jurisdiction of incorporation or organization) 1115 Broadway, 12th ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Exact name of registrant as specified in its charter) Delaware 86-2727441 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1115 Broadway, 12th Floor 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 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE A ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the transition period from to Commission file number: 001-41340 FORM 10-Q Redwoods Acquisition Corp. (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 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (646) 916-5315 (Registrant's telephone number, including area code) (Former name, former addre ...