lective Audience(US:CAUD)2024-08-07 20:15Acquisition Activities - The Company entered into a Binding Letter of Intent to acquire 100% of BeOp, a French company specializing in conversational advertising, on February 29, 2024[95]. - The Acquisition of BeOp was completed on August 1, 2024, with the Company issuing 3,006,667 shares of restricted common stock as consideration[97]. - An Earnout Payment of €200,000 worth of Company common stock is contingent upon BeOp achieving its forecasted gross revenue and EBITDA for 2024 and 2025[97]. - The Company entered into an Equity Exchange Agreement with DSL Digital, LLC on June 28, 2024, acquiring 51% of DSL for 3,242,875 shares of common stock[100]. - DSL's proprietary AI technology is expected to triple the performance of its competitors and enhance the Company's B2B and DTC advertising channels[102]. - The Company completed a Business Combination with Logiq, Inc. on November 2, 2023, changing its name to Collective Audience, Inc.[103]. Compliance and Regulatory Issues - The Company received a Delisting Notice from Nasdaq on June 24, 2024, due to non-compliance with market value requirements and failure to file timely reports[106]. - The Company has until October 16, 2024, to regain compliance with the Minimum Bid Price Requirement of $1.00 per share[111]. - The Company filed its Form 10-K on July 10, 2024, after receiving a notification for failing to timely file the report for the fiscal year ended December 31, 2023[114]. - The Company is actively monitoring its stock price and evaluating options to regain compliance with Nasdaq listing requirements[112]. - The company has received letters from Nasdaq regarding compliance with the exchange's continued listing requirements, indicating potential risks to its listing status[125]. Financial Performance - The company reported no revenue for the three months ended March 31, 2024, consistent with the previous year, as the focus was on completing the Initial Business Combination[117]. - General and administrative expenses increased by 397% to $788,663 for the three months ended March 31, 2024, primarily due to legal costs post-business combination[119]. - Cash used in operating activities for the three months ended March 31, 2024, was $560,060, indicating a significant increase in cash outflows compared to the previous year[121]. - As of March 31, 2024, the company had cash of $52,123 and a working capital deficiency of $1,211,381, raising concerns about its ability to continue as a going concern[123]. - The company incurred a net cash outflow of $560,060 in the first quarter of 2024, compared to a net cash outflow of $101,976 in the same period of 2023, representing a 449% increase[126]. - The total other expense, net, for the three months ended March 31, 2024, was $377,717, primarily related to amortization[120]. - The company has no long-term debt or capital lease obligations as of March 31, 2024, and has not entered into any off-balance sheet financing arrangements[129]. Future Outlook and Strategy - The company has agreed to a financing arrangement with the Sponsor for up to $30 million, which includes a 5% discount to the average of the three lowest VWAPs for the 20 days preceding funding[122]. - The company anticipates maintaining a lean operating structure in 2024, with potential increases in marketing spend if resources become available[128].