PART I - FINANCIAL INFORMATION This section presents the company's financial statements, management's analysis, market risk disclosures, and internal controls for the period Financial Statements The company's financial statements for Q1 2025 show a non-operational SPAC with decreased assets, a net loss, and reliance on sponsor loans Balance Sheets The balance sheet as of March 31, 2025, shows a significant decrease in total assets and an increase in stockholders' deficit due to redemptions Balance Sheet Summary (Unaudited) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Assets | $1,282,942 | $20,522,225 | | Cash held in trust account | $1,216,693 | $20,521,640 | | Total Liabilities | $13,942,994 | $13,304,617 | | Working capital loan | $1,501,654 | $1,267,408 | | Extension loans | $3,506,664 | $3,503,628 | | Total Stockholders' Deficit | $(13,171,312) | $(12,613,325) | - Common stock subject to possible redemption decreased significantly from 1,717,663 shares ($19.8 million) at year-end 2024 to 101,216 shares ($0.5 million) as of March 31, 202511 Statements of Operations The company reported a net loss of $385,603 for Q1 2025, an improvement from the prior year due to reduced costs Quarterly Statement of Operations (Unaudited) | Item | Three Months Ended Mar 31, 2025 | Three Months Ended Mar 31, 2024 | | :--- | :--- | :--- | | Formation and operating costs | $(273,026) | $(669,065) | | Interest earned on cash held in trust account | $43,415 | $288,051 | | Net Loss | $(385,603) | $(533,432) | | Basic and diluted net loss per share | $(0.12) | $(0.11) | Statements of Cash Flows Cash flows for Q1 2025 reflect significant cash used for stock redemptions, partially offset by sponsor loans - Cash used in financing activities for the three months ended March 31, 2025, was primarily driven by $19.2 million used for the redemption of common stock19 - The company received proceeds of $150,064 from working capital loans and $3,036 from extension loans during the quarter19 Notes to Financial Statements Notes detail the SPAC's terminated merger, extended deadline, excise tax liability, and reliance on sponsor loans for liquidity - The merger agreement with Openmarkets Group Pty Ltd. was terminated by Openmarkets on February 12, 202536117 - The company has extended its deadline to consummate a business combination to January 13, 2026, funded by monthly deposits from the sponsor, with only 101,216 public shares remaining outstanding after the latest redemption in January 20254951 - The company recorded an excise tax liability of $1,087,575 as of March 31, 2025, due to stock redemptions under the Inflation Reduction Act74 - As of March 31, 2025, the company had outstanding loans from related parties totaling $1,501,654 for working capital and $3,506,664 for extension payments9596 - A subsequent event occurred on April 7, 2025, where the company deposited $3,036 into the trust account to extend its business combination deadline to May 13, 2025112 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the terminated merger, Q1 2025 net loss, and expresses substantial doubt about going concern due to low cash and reliance on sponsor loans - The company's merger agreement with Openmarkets was terminated on February 12, 2025, and the company is continuing its search for an initial Business Combination117126 Results of Operations Comparison | Item | Three Months Ended Mar 31, 2025 | Three Months Ended Mar 31, 2024 | | :--- | :--- | :--- | | Net Loss | $385,603 | $533,432 | - As of March 31, 2025, the company had only $66,249 in its operating bank account and is reliant on Working Capital Loans from its Sponsor, with $1,501,654 outstanding127128 - Management has determined there is substantial doubt about the company's ability to continue as a going concern due to insufficient cash to operate for the next 12 months and the approaching business combination deadline130132 - The company has a contractual obligation to pay its Sponsor a $10,000 monthly fee for administrative support and owes a deferred underwriting commission of $3,555,674, payable only upon completion of a Business Combination133135 Quantitative and Qualitative Disclosures About Market Risk The company faces no material market or interest rate risk, with trust account funds held in short-term, interest-bearing deposits - The company states it is not subject to any material market or interest rate risk as of March 31, 2025140 - Trust account funds are held in an interest-bearing demand deposit account, which management believes poses no material exposure to interest rate risk140 Controls and Procedures Disclosure controls and procedures were deemed ineffective as of March 31, 2025, with no material changes to internal controls during the quarter - Management, including the CEO and CFO, concluded that as of March 31, 2025, the company's disclosure controls and procedures were not effective at a reasonable assurance level143 - There were no changes in internal control over financial reporting during the quarter ended March 31, 2025, that materially affected, or are reasonably likely to materially affect, internal controls144 PART II - OTHER INFORMATION This section covers legal proceedings, risk factors, unregistered equity sales, and other required disclosures Legal Proceedings The company has no reported legal proceedings - None146 Risk Factors No material changes to previously disclosed risk factors have occurred - No material changes to the risk factors disclosed in the Annual Report on Form 10-K have occurred147 Unregistered Sales of Equity Securities and Use of Proceeds The company reports no unregistered sales of equity securities or use of proceeds for the period - None148 Other Information The company reports no additional information - None151 Exhibits The report includes required certifications from executive officers and Inline XBRL documents - Exhibits filed include certifications by the Principal Executive Officer and Principal Financial Officer under Sections 302 and 906 of the Sarbanes-Oxley Act153
Broad Capital Acquisition p(BRAC) - 2025 Q1 - Quarterly Report