Dt Cloud Acquisition Corporation(DYCQ) - 2025 Q2 - Quarterly Report

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[114]. - A private placement with DT Cloud Capital Corp. generated an additional $2,345,000 from the sale of 234,500 units at the same price[114]. - 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[114]. - A total of $69,345,000 from the initial public offering and private placement was deposited in the trust account, intended for the initial business combination and working capital[130]. - The underwriters will receive a cash underwriting discount of 2.5% of the gross proceeds from the initial public offering, totaling $1,725,000[139]. Business Combination - The company has entered into a definitive business combination agreement with Maius Pharmaceutical Co., Ltd. on October 22, 2024[119]. - The business combination agreement allows for an automatic three-month extension to complete the initial business combination, extending the deadline to August 23, 2026[117]. - If the company fails to complete the business combination by the deadline, it will redeem public shares at a price equal to the amount in the trust account[118]. - The company has made five deposits totaling $619,091 to extend the combination period from February 24, 2025, to July 23, 2025[117]. - The company entered into a Business Combination Agreement on October 22, 2024, with various conditions including shareholder approvals and regulatory clearances[142]. Financial Performance - For the six months ended June 30, 2025, cash used in operating activities was $598,393, with net income of $686,742 adjusted by changes in operating assets and liabilities[131]. - As of June 30, 2025, the company had cash at bank of $0[132]. - The company issued unsecured promissory notes totaling $545,975 to the sponsor as of June 30, 2025, with no outstanding balance under the promissory note[134]. - Unpaid service fees from the sponsor amounted to $368,127 as of June 30, 2025, which are unsecured and interest-free[135]. - The company has not generated any operating revenues and will only generate non-operating income from interest on the trust account until the initial business combination is completed[137]. Risks and Liabilities - The company is subject to risks from geopolitical instability and economic uncertainties, which may adversely affect its business combination search[127]. - As of June 30, 2025, the company did not have any off-balance sheet arrangements[145]. - An agreement with the sponsor for administrative services includes a monthly payment of $10,000, with unpaid service fees of $160,000 as of June 30, 2025[140]. Trading Information - The company’s units began trading on Nasdaq under the ticker symbol "DYCQU" on February 21, 2024[115]. - The anticipated per-share amount for redemption is initially $10.05, subject to increase for monthly extensions[116].