Financial Performance - As of June 30, 2024, the Company reported a net loss of $602,258 for the three months ended, compared to a net income of $1,811,817 for the same period in 2023[128]. - For the six months ended June 30, 2024, the Company had a net loss of $3,069,359, which included a $2,000,000 subscription agreement expense recognized as part of the Merger Agreement[129]. - The Company incurred operating expenses of $501,012 for the three months ended June 30, 2024, compared to $288,246 for the same period in 2023[128]. - The Company recorded $88,644 and $229,919 of interest expense related to the amortization of the debt discount for the three and six months ended June 30, 2024, respectively[143]. - The Company incurred $30,000 and $60,000 in administrative service fees for the three and six months ended June 30, 2024, respectively[146]. Cash and Capital Structure - The Company had $6,524,611 held in the Trust Account as of June 30, 2024, designated for a Business Combination or to repurchase Ordinary Shares[134]. - As of June 30, 2024, the Company had a working capital deficit of $5,897,306[134]. - The Company had $0 in its operating bank account as of June 30, 2024[134]. - The Company entered into Loan and Transfer Agreements totaling $200,000 with New Sponsor, Apogee, and Sheth, with $119,540 and $161,575 recorded as interest expense for the three and six months ended June 30, 2024, respectively[144][146]. - The First Subscription Agreement resulted in a collective contribution of $1,000,000 from investors to the New Sponsor on March 5, 2024[145]. - The Second Subscription Agreement led to an additional $500,000 contribution from investors, which was loaned to the Company[146]. - Deferred underwriting fees totaled $10,812,500, which includes a cash discount of $750,000 and deferred commissions of $10,062,500[147]. - As of June 30, 2024, the Company accrued $298,939 as 'Due to affiliate' for administrative service fees and residual balances[149]. Business Combination and Future Plans - The Company has until February 17, 2025, to consummate an initial Business Combination, with the possibility of extending this period through a shareholder vote[135]. - The Company intends to use substantially all funds in the Trust Account to complete its initial Business Combination[133]. Debt and Financing - The Company has no off-balance sheet financing arrangements as of June 30, 2024[150]. - The Company has no long-term debt or capital lease obligations, only a monthly fee of $10,000 for administrative services[153]. Accounting and Regulatory Matters - The Company does not anticipate a material impact from the adoption of ASU 2023-09 on its financial statements[152]. - The Company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of certain accounting standards[156].
Powerup Acquisition Corp.(PWUPU) - 2024 Q2 - Quarterly Report