Financial Performance - The Company reported a net income of $866,518 for the three months ended September 30, 2023, compared to $248,109 for the same period in 2022, representing a 248% increase [146]. - For the nine months ended September 30, 2023, the Company had a net income of $1,176,792, up from $227,889 in the same period of 2022, indicating a 417% increase [147]. Trust Account and Securities - As of September 30, 2023, the Company had marketable securities held in the Trust Account amounting to $43,539,360 [151]. - Following the IPO and private placement, a total of $115,000,000 was placed in a trust account for the benefit of the Company's public stockholders [150]. - A total of 7,414,905 shares were tendered for redemption, resulting in approximately $76,322,364 withdrawn from the Trust Account [134]. IPO and Financing - The Company generated gross proceeds of $100,000,000 from its IPO of 10,000,000 units at an offering price of $10.00 per unit [148]. - The Company issued unsecured promissory notes totaling $575,000 and $250,000 to the Sponsor to extend the time for completing a business combination [132]. - Upon closing a Business Combination, underwriters will receive a cash underwriting discount of 2.0% of gross IPO proceeds, totaling $2,300,000, and a deferred fee of 3.5%, totaling $4,025,000 [157]. Business Combination and Operations - The Company extended the deadline to complete a business combination to August 22, 2024, without depositing additional funds into the Trust Account [135]. - The Company terminated the Merger Agreement with NaturalShrimp due to breaches, including failure to share costs associated with deadline extensions [142]. - If the Company cannot complete a Business Combination by August 22, 2024, it will cease operations except for liquidation purposes [154]. - The Company expects to incur significant professional costs to remain publicly traded and significant transaction costs for a Business Combination [153]. Financial Position and Liabilities - The Company incurred a working capital deficit of $3,434,873 as of September 30, 2023, excluding stockholder redemption payable and income tax and franchise tax payable [152]. - As of September 30, 2023, the Company has no off-balance sheet arrangements [155]. - The Company intends to pay the Sponsor $10,000 per month for administrative services, with payments deferred until the Business Combination [156]. Stock and Equity - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value [160]. - Warrants are assessed for equity or liability classification based on specific terms and guidance, with management concluding that the Public and Private Warrants qualify for equity accounting treatment [162]. - Net income per common share is calculated by dividing net income by the weighted-average number of shares outstanding, with redeemable and non-redeemable shares presented as one class [163]. - Offering costs related to the IPO were charged to stockholders' equity upon completion, including underwriting and legal expenses [164]. Rights and Agreements - The Company granted Chardan a right of first refusal for future public and private equity and debt offerings for 18 months post-Business Combination [158].
Yotta Acquisition (YOTA) - 2023 Q3 - Quarterly Report