Bowen Acquisition p(BOWN) - 2023 Q2 - Quarterly Report

Part I - Financial Information Financial Statements The financial statements as of June 30, 2023, show the company's pre-IPO financial position, including assets, liabilities, and a net loss, prior to its significant capital raise Balance Sheet (Unaudited) As of June 30, 2023, total assets were $1,189,213, primarily deferred offering costs, with total liabilities at $151,318 and shareholders' equity at $1,037,895 Balance Sheet as of June 30, 2023 (Unaudited) | Category | Item | Amount ($) | | :--- | :--- | :--- | | Assets | | | | | Cash | 2,520 | | | Deferred offering costs | 1,185,732 | | | Total Assets | 1,189,213 | | Liabilities & Equity | | | | | Due to related party | 148,813 | | | Total Current Liabilities | 151,318 | | | Total Liabilities | 151,318 | | | Total Shareholders' Equity | 1,037,895 | | | Total Liabilities and Shareholders' Equity | 1,189,213 | Statements of Operations (Unaudited) From inception to June 30, 2023, the company reported no revenue and a net loss of $3,105 due to formation and operating costs, with a net loss per share of $(0.002) Operating Results (Inception to June 30, 2023) | Metric | Value | | :--- | :--- | | Formation and operating costs | $3,105 | | Net loss | $(3,105) | | Basic and diluted net loss per common share | $(0.002) | Statement of Shareholders' Equity (Unaudited) From inception to June 30, 2023, shareholders' equity increased to $1,037,895, driven by the issuance of 1,905,000 ordinary shares, offset by an accumulated deficit Changes in Shareholders' Equity (Inception to June 30, 2023) | Item | Amount ($) | | :--- | :--- | | Issuance of ordinary shares to Sponsor & Underwriter | 1,041,000 | | Net loss | (3,105) | | Balance as of June 30, 2023 | 1,037,895 | Statement of Cash Flows (Unaudited) From inception to June 30, 2023, the company reported no operating cash flow, with $2,520 net cash provided by financing activities, resulting in an ending cash balance of $2,520 Cash Flow Summary (Inception to June 30, 2023) | Activity | Net Cash Flow ($) | | :--- | :--- | | Operating Activities | 0 | | Financing Activities | 2,520 | | Net change in cash | 2,520 | | Cash at end of period | 2,520 | Notes to Unaudited Financial Statements These notes detail the company's blank check status, post-period IPO and private placement activities, related-party transactions, commitments, and going concern uncertainty - The company is a blank check company formed to effect a business combination and has not commenced any operations as of June 30, 2023[63][103] - Management has identified conditions raising substantial doubt about the company's ability to continue as a going concern, primarily due to the requirement to complete a Business Combination within the specified Combination Period[82][106] - Subsequent to the balance sheet date, on July 14, 2023, the company consummated its IPO of 6,000,000 units at $10.00 per unit, generating gross proceeds of $60,000,000[29][104] - On July 17, 2023, underwriters fully exercised their over-allotment option to purchase an additional 900,000 units, generating further gross proceeds of $9,000,000[10][30][64] Management's Discussion and Analysis of Financial Condition and Results of Operations This section discusses the company's status as a blank check company with no operations, its pre-IPO organizational activities, and the post-IPO placement of $69,690,000 net proceeds into a trust account - The company is a blank check company incorporated to effect a business combination, with an intended focus on businesses in Asia[15] - Since inception, the company has not engaged in any operations or generated revenue, incurring a net loss of $3,105 from February 17, 2023, to June 30, 2023[16][17] IPO and Trust Account Details (as of July 18, 2023) | Item | Amount ($) | | :--- | :--- | | Gross Proceeds from IPO (incl. over-allotment) | 69,000,000 | | Gross Proceeds from Private Placements | 3,615,000 | | Amount placed in Trust Account | 69,690,000 | - The company engaged EBC as a business combination advisor, with fees payable upon consummation, including 3.5% of IPO gross proceeds and a potential 1.0% of total consideration if EBC introduces the target[12][142] Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, the company is not required to provide quantitative and qualitative disclosures about market risk - As a smaller reporting company defined by Rule 12b-2 of the Exchange Act, the company is not required to provide quantitative and qualitative disclosures about market risk[145] Controls and Procedures As of June 30, 2023, the CEO and CFO concluded the company's disclosure controls and procedures were effective, with no material changes to internal control over financial reporting - The Chief Executive Officer and Chief Financial Officer evaluated the company's disclosure controls and procedures and concluded they were effective as of June 30, 2023[147] - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected, or are reasonably likely to materially affect, the company's internal controls[128][148] - A report of management's assessment regarding internal control over financial reporting is not included, as permitted for newly public companies[88] Part II - Other Information Unregistered Sales of Equity Securities and Use of Proceeds This section details the unregistered sales of equity securities, including founder shares and private placements, and confirms the deposit of $69,690,000 from the July 2023 IPO and private placements into a trust account - In February and March 2023, the company issued an aggregate of 1,905,000 ordinary shares to its sponsors and EarlyBirdCapital, Inc. in transactions exempt from registration under Section 4(a)(2) of the Securities Act[114] - Simultaneously with the IPO, the company sold 330,000 Private Placement Units at $10.00 each in a private sale, raising $3,300,000[151] - Following the full exercise of the over-allotment option, an additional 31,500 Private Placement Units were sold, generating $315,000[131] - As of July 18, 2023, a total of $69,690,000 from the IPO and private placement proceeds was deposited into the trust account[152] Exhibits This section lists the exhibits filed with the Form 10-Q, including certifications from the Principal Executive and Financial Officers and Inline XBRL documents - The report includes certifications from the Principal Executive Officer and Principal Financial Officer as required by the Sarbanes-Oxley Act of 2002[154] Signatures The quarterly report was signed and authorized by the Chief Executive Officer, Jiangang Luo, and Chief Financial Officer, Jing Lu, on August 25, 2023 - The report was signed on August 25, 2023, by Jiangang Luo (Chief Executive Officer) and Jing Lu (Chief Financial Officer)[156]