Financial Performance - The Company had a net income of $238,896 for the three months ended June 30, 2023, compared to a net loss of $20,219 for the same period in 2022[155]. - For the six months ended June 30, 2023, the Company reported a net income of $310,274, while in the same period of 2022, it had a net loss of $20,219[156]. IPO and Proceeds - The Company raised gross proceeds of $100 million from its IPO by issuing 10 million units at $10.00 per unit[157]. - An additional $15 million was generated from the full exercise of the underwriters' over-allotment option, bringing total gross proceeds to $115 million placed in a Trust Account[158]. Trust Account and Securities - As of June 30, 2023, the Company had marketable securities in the Trust Account amounting to $42,962,341[161]. - The Company incurred a working capital deficit of $3,399,349 as of June 30, 2023[162]. Business Combination and Merger - The Company plans to issue 17.5 million shares of common stock to former security holders of NaturalShrimp upon the completion of the merger[139]. - A breakup fee of $3 million is due to the Company if the Merger Agreement is terminated due to a default by NaturalShrimp[139]. - The proposed business combination with NaturalShrimp is expected to close in the second quarter of 2023, subject to various approvals[141]. - The Company has extended the deadline to complete a business combination to September 22, 2023, with the possibility of further extensions until April 22, 2024[162]. - The Company expects to incur significant professional costs to remain publicly traded and may need additional financing for its Business Combination[163]. - If the Company cannot complete a Business Combination by April 22, 2024, it will cease operations and liquidate, raising substantial doubt about its ability to continue as a going concern[164]. Financial Arrangements - The Company has no off-balance sheet arrangements as of June 30, 2023, and does not participate in transactions that create relationships with unconsolidated entities[166]. - The Company intends to pay the Sponsor a total of $10,000 per month for administrative services, with payments deferred until the consummation of the Business Combination[167]. - Upon closing of a Business Combination, underwriters will receive a cash underwriting discount of 2.0% of the gross proceeds of the IPO, totaling $2,300,000, and a deferred fee of 3.5%, totaling $4,025,000[168]. - The Company has granted a right of first refusal to Chardan for 18 months post-Business Combination for future public and private equity and debt offerings[169]. Accounting and Financial Reporting - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value, affecting the carrying value adjustments[171]. - The Company accounts for warrants based on specific terms, determining whether they are equity-classified or liability-classified instruments[173]. - Net income (loss) per share is calculated by dividing net income (loss) by the weighted-average number of shares outstanding, with redeemable and non-redeemable shares presented as one class[175]. - The Company is assessing the impact of ASU 2020-06 on its financial position, results of operations, or cash flows, effective for fiscal years beginning after December 15, 2023[177].
Yotta Acquisition Corporation(YOTAU) - 2023 Q2 - Quarterly Report