Financial Performance - For the three months ended June 30, 2023, the company reported a net income of $317,511, primarily due to $1,867,614 in dividend and interest income earned in the Trust Account[144]. - For the six months ended June 30, 2023, the company achieved a net income of $893,578, driven by $3,542,896 in dividend and interest income, offset by $1,917,944 in general and administrative costs[145]. - The increase in dividend and interest income for the three months ended June 30, 2023, compared to the same period in 2022, was attributed to rising interest rates[144]. - The company has not generated any operating revenues since its inception and has primarily relied on non-operating income from the Trust Account[143]. Acquisitions and Transactions - The company completed the AxBio Acquisition on August 9, 2023, issuing 3,845,337 shares of common stock and 4,243 shares of Series A Convertible Voting Preferred Stock as part of the consideration[141]. - The total consideration for the AxBio Acquisition included up to approximately $8.0 million in cash and up to $66.0 million in shares of common stock subject to performance-based earn-out[139]. - The company completed the Business Combination on July 14, 2023, receiving $29,376,282 from the Trust Account after redemptions[150]. - The company incurred $9,897,599 in transaction costs during its IPO, which generated gross proceeds of $150,000,000[147]. Financial Position - As of June 30, 2023, the company had a cash balance of $10,243 available for working capital needs, with a working capital deficit of $4,045,630[146]. - Cash available may not be sufficient to operate for at least 12 months, necessitating potential additional capital raises through equity or debt[151]. - The company has no long-term debt or significant liabilities other than a monthly fee of $10,000 for administrative services[149]. Compliance and Regulatory Matters - The company received a notice from Nasdaq regarding non-compliance with the Minimum Public Holders Rule but regained compliance by the Closing Date[152][153]. - There are substantial doubts about the company's ability to continue as a going concern, with no adjustments made in financial statements for potential recovery of assets[154]. Accounting and Reporting - No significant changes to critical accounting estimates and assumptions were noted during the three and six months ended June 30, 2023[155]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[157]. - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for five years post-IPO[159]. Administrative Costs - The company’s general and administrative costs increased due to activities related to the Business Combination and the AxBio Acquisition[145].
ALPHA HEALTHCARE(ALPA) - 2023 Q2 - Quarterly Report