Financial Performance - The net loss for the three months ended March 31, 2024, was $967,817, compared to a net loss of $1,894,642 for the same period in 2023, representing a 48.9% improvement[13]. - Basic and diluted net loss per share improved from $(0.45) in Q1 2023 to $(0.27) in Q1 2024[13]. - The company reported a loss from operations of $674,262 for the three months ended March 31, 2024, compared to a loss of $707,592 in the same period of 2023, showing a decrease of about 4.7%[13]. - Net cash used in operating activities was $335,318 for the three months ended March 31, 2024, slightly down from $340,667 in the same period of 2023[19]. - The effective tax rate for the Company was 0.0% for both the three months ended March 31, 2024, and 2023, due to a full valuation allowance on deferred tax assets[62]. Assets and Liabilities - Total current assets decreased from $1,863 million as of December 31, 2023, to $724 million as of March 31, 2024[10]. - Total assets increased slightly from $1,370.5 million to $1,387.2 million during the same period[10]. - Current liabilities rose from $7,984.4 million to $8,968.9 million, indicating a significant increase of approximately 12.3%[11]. - Total liabilities increased from $12,354.4 million to $13,338.9 million, reflecting a rise of approximately 7.9%[11]. - As of March 31, 2024, the Company had a cash balance of $724 and a working capital deficit of $8,968,207[49]. Business Combination and Future Plans - The company has extended the deadline to consummate a Business Combination to November 8, 2024, allowing for additional time to identify a target[29]. - The Company is required to complete its initial Business Combination by November 8, 2024, or face mandatory liquidation[49]. - The Company has the ability to extend the Business Combination period up to four times, each by an additional three months, for a total of twelve additional months[30]. - The Business Combination Agreement includes the merger of Merger Sub I with VSee and Merger Sub II with iDoc, with both becoming wholly owned subsidiaries of the Company[39]. - The Company has not commenced any significant operations and will not generate operating revenues until after completing its initial Business Combination[22]. Capital Raising and Financing - The company generated gross proceeds of $115,000,000 from its Initial Public Offering, which included the full exercise of the underwriter's over-allotment option[23]. - The Company intends to raise additional capital through loans or investments from the Sponsor or its stockholders to meet working capital needs[48]. - The Company has entered into a securities purchase agreement for Bridge Financing, issuing senior secured promissory notes totaling $2,222,222[92]. - The Company will issue a senior unsecured convertible note worth $500,000 to the investor at a fixed conversion price of $10.00 per share as a commitment fee[168]. Shareholder and Stock Information - A total of 579,157 shares of common stock were redeemed in connection with the 2023 Annual Meeting, leaving 114,966 shares subject to redemption[31]. - As of March 31, 2024, the common stock subject to possible redemption is valued at $7,395,349 after accounting for redemptions and accretion[60]. - The Company is authorized to issue 50,000,000 common shares, with 3,489,000 shares issued and outstanding as of March 31, 2024[171]. - The Company has received multiple notifications from Nasdaq regarding non-compliance with listing requirements, including a market value of listed securities below $50 million and a market value of publicly held shares below $15 million[40][41]. Debt and Interest Expenses - Interest expense on Bridge/Exchange Note decreased from $133,138 in Q1 2023 to $51,036 in Q1 2024, a reduction of approximately 61.7%[13]. - The Company recognized interest expense of $22,792 for the three months ended March 31, 2024, including $20,296 of default interest[91]. - The Company defaulted on the Bridge Notes, resulting in a total amount due of $2,523,744, including penalties and interest[148]. - The Exchange Agreement recognized $1,579,927 in default interest due to the Bridge Investor[148]. Regulatory and Compliance - The Company is classified as an "emerging growth company" and may take advantage of certain exemptions from reporting requirements[50]. - The Company has determined that its liquidity condition raises substantial doubt about its ability to continue as a going concern[49]. - The Inflation Reduction Act of 2022 imposes a 1% excise tax on stock repurchases, effective January 1, 2023, which may affect the Company's future financial strategies[79]. Warrants and Securities - As of March 31, 2024, there are 12,057,000 warrants issued and outstanding, each entitling the holder to purchase one share of common stock at $11.50[177]. - The warrants may be called for redemption at $0.01 per warrant if the stock price exceeds $18.00 for 20 trading days within a 30-day period[179]. - The Company must reserve sufficient shares for the exercise of the Bridge Warrants and will amend its Certificate of Incorporation as necessary[188]. - The Extension Warrants are exercisable for a period of five years from the date of issuance[200].
VSee Health, Inc.(VSEE) - 2024 Q1 - Quarterly Report