Company Operations and Business Combination - The company has not engaged in any operations or generated operating revenues to date, focusing solely on organizational activities and preparations for the IPO and initial business combination [169]. - The company approved a merger agreement with DRIVEiT Financial Auto Group, Inc., with a total consideration of $100,000,000 payable in shares valued at $10 per share [164]. - The company extended the deadline for completing a business combination from September 22, 2023, to August 22, 2024, without additional funds being deposited into the Trust Account [153]. - The company has the right to extend the time to complete a business combination up to twelve times for an additional month each time by depositing $120,000 to the Trust Account [151]. - The company terminated the merger agreement with NaturalShrimp due to breaches, including failure to share costs, and is seeking a $3 million termination fee [148]. - If the company cannot complete a Business Combination by October 22, 2025, it will cease operations and liquidate [180]. Financial Performance - For the three months ended September 30, 2024, the company reported a net income of $73,893, a decrease of 91.5% compared to a net income of $866,518 for the same period in 2023 [171]. - For the nine months ended September 30, 2024, the company had a net income of $265,749, down 77.6% from $1,176,792 in the same period of 2023 [172]. - As of September 30, 2024, the company had cash of $404,404 outside the Trust Account and a working capital deficit of $3,978,534 [178]. - The company has $5,300,199 in marketable securities held in the Trust Account, which may be used to pay taxes [177]. IPO and Capital Structure - The company generated gross proceeds of $100,000,000 from its IPO by selling 10,000,000 units at an offering price of $10.00 per unit [173]. - The underwriters exercised the over-allotment option, purchasing an additional 1,500,000 units for gross proceeds of $15,000,000 [174]. - The company has entered into Non-Redemption Agreements, transferring 299,340 shares valued at $446,735 to third parties in exchange for commitments not to redeem shares [184]. Expenses and Compliance - The company expects to incur increased expenses due to public company obligations, including legal and compliance costs, as well as due diligence expenses related to the business combination [170]. - The company expects to incur significant professional and transaction costs in pursuit of a Business Combination [179]. - The company received a notice from Nasdaq regarding non-compliance with listing rules, requiring a plan to regain compliance by November 4, 2024 [163]. - The company plans to pay the Sponsor $10,000 per month for administrative services, with payments deferred until the consummation of a Business Combination [185].
Yotta Acquisition (YOTA) - 2024 Q3 - Quarterly Report