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[130]. - The underwriters will receive a cash underwriting discount of 2.5% of the gross proceeds from the initial public offering, amounting to $1,725,000[139]. Business Combination - The company has a 30-month period from the IPO closing to complete its initial business combination, extendable under certain conditions[117]. - The company made five deposits totaling $619,091 to extend the business combination period from February 24, 2025, to July 23, 2025[117]. - If the company fails to complete a business combination by August 23, 2026, it will redeem public shares at a price based on the trust account balance[124]. - The company entered into a Business Combination Agreement with Maius Pharmaceutical Co., Ltd. on October 22, 2024[119]. - The Business Combination Agreement allows for termination under specific circumstances, including failure to close by June 30, 2025[120]. - 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 and dividend income of $1,244,127[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]. - The company has unpaid service fees of $368,127 from the sponsor as of June 30, 2025, which are unsecured and interest-free[135]. - The company will not generate operating revenues until the completion of the initial business combination, with non-operating income expected from interest on the trust account[137]. Risks and Classifications - The company is subject to risks from geopolitical instability and economic uncertainties affecting capital markets[127]. - The company’s search for a business combination may be adversely impacted by negative global economic conditions resulting from geopolitical tensions[128]. - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[146]. - As of June 30, 2025, the company did not have any off-balance sheet arrangements[145].
Dt Cloud Acquisition Corporation(DYCQU) - 2025 Q2 - Quarterly Report