Financial Performance - As of September 30, 2023, the Company reported a net loss of $497,939, compared to a net loss of $202,445 for the same period in 2022[50]. - The Company incurred net cash used in operating activities of $1,338,922 for the nine months ended September 30, 2023, compared to $673,019 for the same period in 2022[50]. - As of September 30, 2023, the company reported a net loss of $497,939 for the nine months ended, with no operating revenues generated to date[112]. - The company generated non-operating income of $2,088,010 from interest on marketable securities held in the Trust Account for the nine months ended September 30, 2023[112]. Cash and Liquidity - The Company had $11,634 in cash at the end of the reporting period, a decrease from $529,566 at the end of the same period in 2022[50]. - The Company has no long-term debt or capital lease obligations, maintaining a clean balance sheet[144]. - The Company had no cash equivalents as of September 30, 2023, and December 31, 2022, indicating a focus on liquidity management[89]. - As of September 30, 2023, the balance in the Trust Account was $49,697,783, down from $104,162,029 as of December 31, 2022, indicating a decrease of approximately 52.3%[70]. Financing Activities - The Company provided $355,887 from a Working Capital Loan and $2,453,628 from an Extension Loan as part of its financing activities[50]. - The Company has $355,887 outstanding under Working Capital Loans and $2,453,628 outstanding under Extension Loans as of September 30, 2023[46]. - The company may use up to $1,500,000 of loans convertible into units at $10.00 per unit upon consummation of the initial business combination[132]. - The company plans to use substantially all funds in the Trust Account to complete its initial business combination, with the possibility of withdrawing interest to pay taxes[130]. Business Combination and Operations - The Company has not commenced any operations and will not generate operating revenues until after completing its initial business combination[53]. - The Company expects to incur significant costs in pursuing its financing and acquisition plans, raising concerns about its ability to continue as a going concern if it fails to complete a business combination[64]. - The company has until January 13, 2024, to complete a Business Combination, with a potential mandatory liquidation if not completed by that date[134]. - The company expects to incur approximately $390,000 in legal, accounting, and due diligence expenses related to business combinations during the 18-month period following the IPO[140]. Initial Public Offering (IPO) - The Company closed its Initial Public Offering on January 13, 2022, generating gross proceeds of $100,000,000 from the sale of 10,000,000 Units at $10.00 per Unit[95]. - The underwriters partially exercised the over-allotment option on February 10, 2022, generating additional gross proceeds of $1,590,690 from the sale of 159,069 Units[96]. - The company incurred transaction costs of approximately $6,917,226 related to its Initial Public Offering, including $3,500,000 for deferred underwriting commissions[74]. - The underwriters received a cash underwriting discount of $0.20 per Unit, totaling $2,000,000, and a deferred fee of $3,500,000, contingent upon the completion of a Business Combination[120]. Trust Account and Shareholder Redemption - The Company has deposited $150,000 into its Trust Account for public shareholders, allowing an extension of the business combination period to October 13, 2023[44]. - Public shareholders will have the opportunity to redeem shares for a pro rata portion of the Trust Account, initially anticipated at $10.10 per share[150]. - The company extended the termination date for its initial business combination by nine months to October 13, 2023, by depositing an additional $0.0625 per share into the Trust Account for each one-month extension[155]. - As of September 30, 2023, the Trust Account held cash and marketable securities totaling $49,697,783, following redemptions of 1,409,026 Public Shares[139]. Internal Controls and Compliance - The company’s disclosure controls and procedures were found to be ineffective at a reasonable assurance level during the reporting period[160]. - There were no material changes in internal control over financial reporting that could affect the company's financial reporting[161]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[169]. - The Company is classified as an "emerging growth company" and may take advantage of certain exemptions from various reporting requirements[48]. Expenses and Operational Costs - The company incurred $90,000 and $110,000 in fees related to office space and administrative support for the nine months ended September 30, 2023, and the year ended December 31, 2022, respectively[118]. - As of September 30, 2023, the company recorded $1,939,085 in expenses related to office space and administrative support, compared to $829,034 for the same period in 2022, indicating a significant increase of approximately 134%[144]. - The Company has not experienced losses on its cash account, which may exceed the Federal depository insurance coverage of $250,000, indicating a low concentration of credit risk[72]. Impact of COVID-19 - The company has evaluated the impact of the COVID-19 pandemic and concluded that while it may negatively affect financial position, the specific impact is not determinable as of the financial statement date[73].
Broad Capital Acquisition p(BRAC) - 2023 Q3 - Quarterly Report