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Denali Capital Acquisition Corp.(DECAU) - 2023 Q2 - Quarterly Report

Financial Performance - The net income for the three months ended June 30, 2023, was $457,709, compared to a net loss of $30,847 for the same period in 2022, indicating a significant turnaround[10]. - Basic and diluted net income per share for redeemable ordinary shares was $0.10 for the three months ended June 30, 2023, compared to $0.55 for the same period in 2022[10]. - The net loss for the six months ended June 30, 2023, was $551,393, compared to a net loss of $42,190 for the same period in 2022[10]. - Net income for the three months ended June 30, 2023, was $457,709, while the net loss for the six months ended June 30, 2023, was $(551,393)[79]. - The net loss including accretion of temporary equity for the three months ended June 30, 2023, was $(1,393,150), and for the six months ended June 30, 2023, it was $(3,314,898)[79]. - Basic and diluted net loss per share for the three months ended June 30, 2023, was $(0.10) for redeemable shares and $(0.13) for non-redeemable shares[81]. Assets and Liabilities - As of June 30, 2023, total assets amounted to $88,189,555, an increase from $86,279,436 as of December 31, 2022, representing a growth of approximately 2.2%[9]. - The accumulated deficit increased to $6,586,460 as of June 30, 2023, from $3,271,562 as of December 31, 2022, reflecting a rise of approximately 101%[11]. - The company’s total shareholders' deficit as of June 30, 2023, was $(6,586,203), reflecting an increase from $(3,271,305) as of December 31, 2022[11]. - The company had a working capital deficit of $3,698,702 as of June 30, 2023, indicating potential liquidity challenges[157]. - The company has $9,125 in cash outside the Trust Account as of June 30, 2023, intended for evaluating target businesses and related expenses[42]. Operating Activities - Formation and operating costs for the six months ended June 30, 2023, totaled $2,485,449, a significant increase from $157,021 for the same period in 2022[10]. - The total cash used in operating activities was $398,123, an increase from $218,645 in the prior year[3]. - Net cash used in operating activities for the six months ended June 30, 2023, was $398,123, primarily due to a net loss and changes in current assets and liabilities[144]. - The Company has not generated any operating revenues to date and does not expect to do so until after completing a business combination[140]. Financing Activities - The Company raised gross proceeds of $82,500,000 from the IPO, with 8,250,000 Public Units sold at $10.00 each[19]. - The Company also raised $5,100,000 from the sale of 510,000 Private Placement Units to the Sponsor[19]. - The Company incurred transaction costs of $5,105,315 related to the IPO, including $1,650,000 in underwriting fees[19]. - Net cash provided by financing activities for the six months ended June 30, 2023, was $412,500 from the issuance of a promissory note to a related party[148]. Business Combination - The Company extended its business combination deadline to October 11, 2023, after previously extending it from April 11, 2023[22]. - The Company entered into a Merger Agreement on January 25, 2023, to combine with Longevity Biomedical, Inc., with the new entity expected to be publicly traded under the ticker symbol "LBIO" on Nasdaq[26]. - The consummation of the Longevity Business Combination is subject to shareholder approval and other conditions as outlined in the Merger Agreement[28]. - If the initial business combination is not completed, the company may need to curtail operations and reduce overhead expenses due to insufficient working capital[158]. Trust Account and Investments - As of June 30, 2023, the Trust Account held a total of $84,150,000 from the IPO and Private Placement Units[20]. - The fair value of the Company's investment held in the Trust Account was $88,135,105 as of June 30, 2023[120]. - The net proceeds from the IPO and Private Placement are invested in U.S. government securities, minimizing exposure to interest rate risk[176]. Debt and Loans - The Company issued a Convertible Promissory Note totaling $825,000 to the Sponsor on April 11, 2023, with an initial balance of $412,500, to extend the time for consummating a business combination[34]. - The Company has outstanding Working Capital Loans totaling $412,500 in the form of a Convertible Promissory Note[102]. - The principal balance of the Convertible Promissory Note increased to $492,500 after an additional loan of $80,000 from the Sponsor[124]. Internal Controls and Risk Factors - As of June 30, 2023, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective[178]. - There were no changes in internal control over financial reporting during the quarter ended June 30, 2023, that materially affected the internal control[179]. - There have been no material changes to the risk factors disclosed in the Annual Report for the annual period ended December 31, 2022[183].