IPO and Fundraising - The company completed its initial public offering on February 23, 2024, selling 6,900,000 units at $10.00 per unit, generating gross proceeds of $69,000,000[112] - A private placement with DT Cloud Capital Corp. raised an additional $2,345,000 from the sale of 234,500 units at $10.00 per unit[112] - As of February 23, 2024, a total of $69,345,000 from the IPO and private placement was deposited in a trust account for public shareholders[112] - The initial public offering included an over-allotment option that was fully exercised, adding 900,000 units to the offering[112] - The underwriters are to receive a cash underwriting discount of 2.5% of the gross proceeds of the initial public offering, amounting to $1,725,000[137] Business Combination - The company entered into a definitive business combination agreement with Maius Pharmaceutical Co., Ltd. on October 22, 2024[117] - The company has a 30-month period from the IPO closing to complete its initial business combination, extendable under certain conditions[115] - If the business combination is not completed by August 23, 2026, the company will redeem public shares at a pro-rata amount from the trust account[122] - The company has the right to extend the combination period for an additional month, with a potential extension to May 23, 2025[115] - The company entered into a Business Combination Agreement on October 22, 2024, which is subject to various conditions including shareholder approvals[140] Financial Performance - For the three months ended March 31, 2025, the company reported a net income of $452,085, which included dividend income of $740,347[135] - The company incurred formation and operating costs of $288,262 for the three months ended March 31, 2025[135] - The company incurred $30,000 in administrative service fees for the three months ended March 31, 2025[138] - As of March 31, 2025, the company had cash at bank of $1[130] - The company had a temporary advance of $333,528 from the sponsor as of March 31, 2025[132] - The company issued an unsecured promissory note allowing borrowing up to $300,000, with no outstanding balance as of March 31, 2025[131] Market Conditions - The company has experienced economic uncertainty and market disruptions due to geopolitical tensions, which may impact its business combination efforts[125] - The company plans to address uncertainties regarding the business combination through its management strategies[124] Accounting and Estimates - The company has not identified any critical accounting estimates that could materially affect its financial statements[141]
Dt Cloud Acquisition Corporation(DYCQU) - 2025 Q1 - Quarterly Report