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PowerUp Acquisition (PWUP) - 2024 Q1 - Quarterly Report
PWUPPowerUp Acquisition (PWUP)2024-06-05 20:05

Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of 2,467,101,withoperatingexpensesof2,467,101, with operating expenses of 2,522,678 and interest expense of 183,310[140].−Thecompanyincurrednetcashusedinoperatingactivitiesof183,310 [140]. - The company incurred net cash used in operating activities of 477,791 for the three months ended March 31, 2024, compared to 182,107forthesameperiodin2023[144].−Thecompanyincurred182,107 for the same period in 2023 [144]. - The company incurred 30,000 in administrative services fees for both the three months ended March 31, 2024, and 2023 [161]. Financial Position - As of March 31, 2024, the company had 20,136,022heldintheTrustAccountforaBusinessCombinationandaworkingcapitaldeficitof20,136,022 held in the Trust Account for a Business Combination and a working capital deficit of 2,567,806 [146]. - As of March 31, 2024, the company had 0initsoperatingbankaccountand0 in its operating bank account and 234,853 of interest earned on investments held in the Trust Account [146]. - The company has a 2,000,000loantoVisioxPharmaceuticalsaspartoftheBusinessCombinationAgreement,whichwillberepaidatthedateofcombination[147].−Thecompanymayneedtoraiseadditionalcapitalthroughloansorinvestmentstomeetitsworkingcapitalneeds,withsubstantialdoubtaboutitsabilitytocontinueasagoingconcernforthenextyear[150].−AsofMarch31,2024,thecompanyaccrued2,000,000 loan to Visiox Pharmaceuticals as part of the Business Combination Agreement, which will be repaid at the date of combination [147]. - The company may need to raise additional capital through loans or investments to meet its working capital needs, with substantial doubt about its ability to continue as a going concern for the next year [150]. - As of March 31, 2024, the company accrued 268,939 as 'Due to affiliate' for administrative services fees and residual balance from IPO proceeds [164]. IPO and Capital Structure - The company generated gross proceeds of 250,000,000fromitsIPOof25,000,000unitsat250,000,000 from its IPO of 25,000,000 units at 10.00 per unit on February 23, 2022 [143]. - The underwriters received a cash underwriting discount of 5,000,000attheIPOclosing,withanadditionaldeferredfeeof5,000,000 at the IPO closing, with an additional deferred fee of 10,812,500 related to the underwriting agreement [162]. - The company has no off-balance sheet financing arrangements as of March 31, 2024 [165]. Business Combination and Future Plans - The company intends to use substantially all funds in the Trust Account to complete its initial Business Combination, with any remaining proceeds used for working capital [145]. - The company has until February 17, 2025, to consummate an initial Business Combination, with the possibility of extending this period through a shareholder vote [148]. Accounting and Reporting - The company accounts for warrants as equity-classified instruments, qualifying for equity accounting treatment [167]. - Ordinary shares subject to possible redemption are classified as temporary equity due to certain redemption rights [168]. - The company applies the two-class method for calculating earnings per share, with net income per share for Class A and Class B ordinary shares calculated separately [169]. - The company does not have any long-term debt or capital lease obligations, only a monthly fee of $10,000 for administrative services [171]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards [174]. - The company is not required to provide disclosures about market risk as a smaller reporting company [177].