Financial Performance - For the three months ended June 30, 2024, the company reported a net income of $677,230, down from $820,420 in the same period of 2023, primarily due to a decrease in operating income [107]. - The company reported a net income of $984,507 for the six months ended June 30, 2024, compared to $1,514,474 for the same period in 2023 [107]. - The company incurred operating costs of $77,927 for the three months ended June 30, 2024, compared to $120,796 for the same period in 2023 [107]. Initial Public Offering - The company generated gross proceeds of $73,928,550 from its initial public offering of 7,392,855 units at $10.00 per unit on August 12, 2022 [108]. - The company incurred transaction costs of $3,898,030 related to the Initial Public Offering, including $739,286 in up-front underwriting fees [109]. - The deferred underwriting fee of $2,587,499 will be revised to $750,000 in cash and 200,000 shares upon the closing of the initial business combination [116]. Shareholder Information - As of June 30, 2024, the company had a total of 5,127,282 ordinary shares subject to possible redemption outstanding after the annual general meeting [92]. - The company redeemed a total of 1,440,891 ordinary shares at a redemption price of approximately $10.68 per share, resulting in an aggregate redemption amount of $15,385,924 [90]. - The company received a notification from Nasdaq regarding non-compliance with Listing Rule 5450(a)(2) due to having fewer than 400 total holders of its ordinary shares [95]. Combination Period and Extensions - The company extended the Combination Period to August 12, 2024, by depositing $100,000 into the Trust Account for each one-month extension, totaling $800,000 for eight extensions [93]. - The company has the right to extend the Combination Period four more times for an additional one month each time, from April 12, 2024, to August 12, 2024 [93]. Financial Position - As of June 30, 2024, the company had cash of $4,532 and a working capital deficit of $1,954,324 [110]. - The company borrowed a total of $841,112 from the Chief Financial Officer in convertible promissory notes for working capital purposes from October 2023 to the filing of this Quarterly Report [114]. - The company borrowed $10,000 from the Sponsor on September 8, 2023, which is repayable upon the consummation of the Business Combination [112]. - The company has no long-term debt, capital lease obligations, or operating lease obligations as of June 30, 2024 [116]. Operating Revenues - The company has not generated any operating revenues to date and will only generate non-operating income in the form of interest income on cash and cash equivalents after the IPO [105]. - The interest income earned on investments in the Trust Account is unavailable to fund operating expenses [110]. Other Financial Arrangements - The company has not entered into any off-balance sheet financing arrangements or established any special purpose entities [115]. - The company charged $210,873 in offering costs to accumulated deficit for the year ended December 31, 2023 [109]. - The company intends to use funds held outside the Trust Account and proceeds from Convertible Promissory Notes for evaluating prospective acquisition candidates [110].
Embrace Change Acquisition (EMCG) - 2024 Q2 - Quarterly Report