Nukkleus(NUKK) - 2023 Q3 - Quarterly Report

Financial Performance - For the three months ended September 30, 2023, the company reported a net loss of $126,062, a decrease from a net loss of $578,753 for the same period in 2022, reflecting a reduction in operating costs [161]. - For the nine months ended September 30, 2023, the company had a net loss of $468,928, compared to a net loss of $1,074,579 for the same period in 2022, indicating improved financial performance [162]. - Cash used in operating activities for the nine months ended September 30, 2023, was $304,272, influenced by changes in operating assets and liabilities [167]. - The company has a working capital deficit of $1,689,087 as of September 30, 2023, raising concerns about its ability to continue as a going concern [173]. Business Combination - As of September 30, 2023, the company had cash held in the Trust Account amounting to $4,606,578, which is intended to be used for completing a Business Combination [169]. - The company intends to complete a Business Combination before the mandatory liquidation date of November 23, 2023, or seek an extension [174]. Initial Public Offering - The company generated gross proceeds of $40,000,000 from its Initial Public Offering of 4,000,000 Units at a price of $10.00 per Unit [164]. - The company incurred $2,069,154 in transaction costs related to its Initial Public Offering, including $1,610,000 in underwriting fees [166]. Public Company Expenses - The company has incurred expenses related to being a public company, including legal and financial reporting costs, as well as due diligence expenses for potential Business Combinations [160]. Equity and Share Calculations - The Company accounts for ordinary shares subject to possible redemption as temporary equity, presented at redemption value outside of shareholders' equity [181]. - Net loss per share is calculated by dividing net loss by the weighted average number of ordinary shares outstanding, excluding shares subject to forfeiture [182]. - Redeemable ordinary shares are included in the EPS calculation as a single class of common shares, with no adjustment to the numerator [183]. Derivative Liabilities - Private Placement Warrants are classified as derivative warrant liabilities and recognized at fair value, subject to re-measurement at each reporting period [185]. - The fair value of the Private Placement Warrants is estimated using a Binomial simulation model at each measurement date [185]. Accounting Standards - Management does not anticipate that recently issued accounting standards will materially affect the financial statements [186]. - The Company is classified as a smaller reporting company and is not required to provide additional market risk disclosures [187].