Financial Performance - The Company reported a net loss of $24,353 for the three months ended June 30, 2025, primarily due to formation and operating costs of $21,192 and accounting and legal expenses of $63,590[119]. - For the six months ended June 30, 2025, the net loss was $316,854, with significant expenses including formation and operating costs of $212,929 and accounting and legal expenses of $222,653[120]. - The Company generated non-operating income from interest and earnings on cash marketable securities held in the Trust Account, but has not generated any operating revenues to date[118]. Cash and Funding - As of June 30, 2025, the Company had cash held in the Trust Account amounting to $14,765,219, which includes $229,168 of interest earned[127]. - As of June 30, 2025, the Company had cash of $4,030 held outside the Trust Account, intended for closing the business combination with Btab[128]. - The Company anticipates needing to raise additional funds to meet expenditures required for operating its business prior to the initial business combination[129]. - The Company has a promissory note with a principal amount of up to $1,500,000 to extend the Termination Date for its business combination until December 13, 2024[136]. - The Company issued an amended promissory note with a principal amount of up to $4,000,000, allowing the Sponsor to convert up to $1.5 million into ordinary shares at a conversion price of $1.00[137]. - As of June 30, 2025, the Company had borrowed $3,407,063 under the January 2025 Note[137]. Initial Public Offering - The Company completed its initial public offering on December 13, 2021, raising gross proceeds of $115,000,000 from the sale of 11,500,000 units[123]. - The Company has incurred transaction costs of $6,822,078 related to the initial public offering, which includes $2,300,000 in underwriting discounts[125]. Business Combination - The Company has entered into a Business Combination Agreement with Btab Ecommerce Group, Inc., which is expected to be completed in two steps, resulting in Btab becoming a wholly owned subsidiary of Pubco[117]. Regulatory and Compliance - The registration rights agreement allows holders to require the Company to register securities for resale, including up to three demands for registration[138]. - The Company will bear the expenses related to the filing of registration statements for the securities[138]. - No critical accounting estimates were identified as of June 30, 2025, indicating stable financial reporting practices[139]. - Market risk disclosures are not required for smaller reporting companies, which may simplify regulatory compliance for the Company[140].
Integrated Wellness Acquisition p(WEL) - 2025 Q2 - Quarterly Report