SBC Medical Group Holdings Incorporated(SBC) - 2023 Q4 - Annual Report

Financial Performance - The company reported a net income of $339,767 for the year ended December 31, 2023, resulting from interest and dividend income of$2,641,407, offset by operating costs of $1,635,452, franchise tax expense of$137,379, and income tax expense of $528,809[68]. - For the year ended December 31, 2023, net cash used in operating activities was$2,132,921, primarily due to interest and dividends earned on marketable securities of $2,641,407, offset by net income and changes in operating assets and liabilities[70]. - The company has incurred total operating and formation costs of$1,635,452 for the year ended December 31, 2023, reflecting its ongoing expenses as a public entity[68]. - For the year ended December 31, 2023, the Company incurred a loss from operations of $(1,772,831) and net cash used in operating activities was$2,132,921[80]. - The Company incurred $120,000 in administrative support fees to its Sponsor for the year ended December 31, 2023[84]. Cash Flow and Investments - The company had net cash provided by investing activities of$101,010,630 for the year ended December 31, 2023, mainly from proceeds for payment to redeeming shareholders[72]. - As of December 31, 2023, the Company reported a cash balance of $284,394 outside the Trust Account and a working capital deficit of$1,129,417[80]. - The Company has a Convertible Promissory Note of $1,000,000 to address liquidity needs and expects to require additional capital beyond the Initial Public Offering proceeds[80]. - The Company has committed up to$1,500,000 in Working Capital Loans from initial stockholders, officers, and directors, although there is no guarantee of receipt[80]. Business Combination and Mergers - The company entered into a merger agreement with SBC Medical Group Holdings Incorporated, with a total consideration of $1,000,000,000, subject to adjustments based on SBC's net working capital and outstanding indebtedness[53]. - As of the Special Meeting on May 8, 2023, stockholders approved an extension of the business combination deadline to February 9, 2024, with approximately$20 million remaining in the trust account after redemptions[55]. - The company has extended the deadline for consummating a business combination to November 9, 2024, with approximately $17.9 million remaining in the trust account after the second special meeting[61]. - The Company has until November 9, 2024, to complete a business combination, failing which it will face mandatory liquidation[80]. Initial Public Offering - The Company completed its Initial Public Offering on August 9, 2022, raising gross proceeds of$115,000,000 from the sale of 11,500,000 units, including 1,500,000 units from the underwriters' over-allotment option[76]. - The Company sold an additional 634,375 Placement Units at $10.00 per unit, generating gross proceeds of$6,343,750[77]. - The underwriters received a cash underwriting discount of $1,955,000 upon the closing of the Initial Public Offering, with an additional deferred fee of$4,025,000 payable upon completion of a business combination[86]. Other Financial Information - The Company has no off-balance sheet arrangements as of December 31, 2023[82]. - The company redeemed an aggregate of 9,577,250 shares of Class A common stock in connection with the Special Meeting, impacting the funds available in the trust account[55]. - The company issued a convertible promissory note of $1,000,000 to SBC, which was later increased to$2,700,000 under an amended agreement[65].