Financial Performance - For the three months ended June 30, 2024, the company reported a net loss of $308,266, attributed to operating and formation costs of $460,648, franchise tax of $41,073, and income tax expense of $40,507, partially offset by interest and dividend income of $233,962 from investments held in the Trust Account[133] - For the six months ended June 30, 2024, the company had a net loss of $600,812, resulting from operating and formation costs of $923,287, franchise tax expense of $83,100, and income tax expense of $85,722, with interest and dividend income of $491,297 partially offsetting these losses[133] - The company had a net income of $196,786 for the three months ended June 30, 2023, driven by interest and dividend income of $836,888, despite operating and formation costs of $430,842, franchise tax expense of $42,532, and income tax expense of $166,728[133] - The company reported a net income of $810,119 for the six months ended June 30, 2023, from interest and dividend income of $2,101,363, offset by operating and formation costs of $805,330, franchise tax expense of $56,491, and income tax expense of $429,423[134] Cash Flow and Working Capital - For the six months ended June 30, 2024, net cash used in operating activities was $895,262, compared to $1,315,001 for the same period in 2023, indicating a decrease of approximately 32%[135] - Net cash provided by investing activities for the six months ended June 30, 2024, was $3,260,369, a significant decrease from $100,883,237 in 2023, reflecting a decline of over 96%[137] - As of June 30, 2024, the company had a working capital deficit of $1,992,535 and an accumulated deficit of $6,596,081, highlighting ongoing financial challenges[141] Operational Losses - The company incurred a loss from operations of $1,006,387 for the six months ended June 30, 2024, compared to a loss of $861,821 in 2023, representing an increase in operational losses of approximately 17%[141] - The company has not generated any revenues to date and does not expect to do so until after the completion of its initial business combination[132] Business Combination Plans - The company plans to consummate a business combination with SBC Medical Group Holdings Incorporated, with an aggregate value of $1,200,000,000, subject to adjustments based on SBC's net working capital and outstanding indebtedness[123] - The company extended the date to consummate a business combination from February 9, 2024, to November 9, 2024, with no additional amount to be paid by the Sponsor into the Trust Account[120] - The company has until November 9, 2024, to consummate a business combination, with potential mandatory liquidation if not completed by that date, raising substantial doubt about its ability to continue as a going concern[141] Trust Account and Shareholder Activity - The company has approximately $17.9 million remaining in the trust account after stockholders redeemed an aggregate of 273,334 shares of Class A common stock during the Second Special Meeting[120] - The company entered into a non-redemption agreement to acquire 1,500,000 to 1,700,000 shares of Class A common stock, with the Holder purchasing 1,460,771 shares as of June 30, 2024, not meeting the minimum share requirement for incentive shares[119] - The company plans to use funds held in the trust account primarily to complete its initial business combination and may withdraw interest to pay taxes[140] - The company expects that the interest earned on the trust account will be sufficient to cover its tax obligations[140] Initial Public Offering - The initial public offering generated gross proceeds of $115,000,000 from the sale of 11,500,000 units, including an over-allotment option[138] - The underwriters received a cash underwriting discount of $1,955,000 upon the closing of the initial public offering, with additional deferred fees of $4,025,000 payable upon completion of a business combination[146] Administrative Expenses - For the three and six months ended June 30, 2024, the company incurred $30,000 and $60,000, respectively, in administrative support fees to its sponsor[145]
Pono Capital Two(PTWO) - 2024 Q2 - Quarterly Report