Blue World Acquisition (BWAQ) - 2023 Q2 - Quarterly Report

Part I. Financial Information Item 1. Financial Statements (Unaudited) This section presents the unaudited condensed financial statements for Blue World Acquisition Corporation, including balance sheets, statements of operations, and cash flows, highlighting net income from trust account investments Condensed Balance Sheet Highlights (as of Dec 31, 2022 vs. June 30, 2022) | Account | Dec 31, 2022 (Unaudited) | June 30, 2022 (Audited) | | :--- | :--- | :--- | | Assets | | | | Cash | $52,150 | $276,284 | | Investment held in Trust Account | $94,259,827 | $93,054,401 | | Total Assets | $94,817,270 | $93,864,631 | | Liabilities & Equity | | | | Total Current Liabilities | $346,671 | $82,734 | | Deferred underwriting discounts | $3,220,000 | $3,220,000 | | Class A ordinary shares subject to possible redemption | $94,259,827 | $93,054,401 | | Total Shareholders' Deficit | ($3,009,228) | ($2,492,504) | Condensed Statement of Operations Highlights | Period | Net Income / (Loss) | Key Driver | | :--- | :--- | :--- | | Three Months Ended Dec 31, 2022 | $440,377 | $786,025 in dividend income | | Three Months Ended Dec 31, 2021 | ($12,327) | Formation and operating costs | | Six Months Ended Dec 31, 2022 | $688,702 | $1,205,426 in dividend income | Notes to Condensed Financial Statements (Unaudited) These notes detail the company's organization, accounting policies, IPO terms, related-party transactions, and going concern uncertainty as a blank check company - The company is a blank check company formed to effect a Business Combination, primarily targeting the marine leisure, cruise, hospitality, and related sectors, excluding entities with a majority of business in China, Hong Kong, or Macau[23] - Management has determined that conditions, including a working deficit of $289,228 as of December 31, 2022, and the requirement to complete a Business Combination by May 2, 2023, raise substantial doubt about the Company's ability to continue as a going concern[41] - As an "emerging growth company," the Company takes advantage of certain reduced reporting requirements and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards[31][32] - On February 2, 2023, the Sponsor deposited $920,000 into the Trust Account to extend the period to consummate a Business Combination by three months, from February 2, 2023, to May 2, 2023[40][204] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section analyzes the company's financial condition and results, noting its blank check status, reliance on trust account income, and liquidity management - The company is a blank check company with no operations, and its activities since inception have been organizational and related to its IPO[206][210] Results of Operations Summary | Period | Net Income / (Loss) | Details | | :--- | :--- | :--- | | Three Months Ended Dec 31, 2022 | $440,377 | Consisted of $786,027 in dividend/interest income offset by $345,650 in operating costs | | Six Months Ended Dec 31, 2022 | $688,702 | Consisted of $1,205,434 in dividend/interest income offset by $516,732 in operating costs | - As of December 31, 2022, the company had $57,443 in cash available for working capital needs outside the Trust Account, relying on these funds and loans from its Sponsor to operate[151][212] - The company extended its deadline to consummate a Business Combination from February 2, 2023, to May 2, 2023, by depositing $920,000 into the Trust Account, with the possibility of two more three-month extensions[148][152] Item 3. Quantitative and Qualitative Disclosures About Market Risk The company's market risk exposure is minimal, primarily due to short-term U.S. government treasury investments in its Trust Account - The proceeds from the IPO and Private Placement held in the Trust Account are invested in short-term U.S. government treasury obligations, which management believes poses no material exposure to interest rate risk[173] Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of December 31, 2022, with no material changes in internal controls - Based on an evaluation as of December 31, 2022, the principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective[160][174] - There were no material changes in the company's internal control over financial reporting during the quarter ended December 31, 2022[224] Part II. Other Information Item 1. Legal Proceedings The company is not currently involved in any material legal proceedings, nor are any threatened - The company reports that it is not a party to any material legal proceedings[162] Item 1A. Risk Factors No material changes have occurred to the risk factors previously disclosed in the company's IPO prospectus filed January 31, 2022 - As of the date of this report, there have been no material changes to the risk factors disclosed in the company's final IPO prospectus filed on January 31, 2022[163] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section details the IPO and private placement proceeds, including $92.92 million placed in the Trust Account, and a promissory note issuance Use of IPO and Private Placement Proceeds | Item | Amount | | :--- | :--- | | Gross Proceeds from IPO | $92,000,000 | | Gross Proceeds from Private Placement | $4,244,800 | | Amount Placed in Trust Account | $92,920,000 | | Underwriting Discounts and Commissions Paid | $1,840,000 | | Other IPO Costs and Expenses | $551,390 | - The issuance of the Promissory Note to the Sponsor was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933[184] Item 3. Defaults upon Senior Securities The company reports no defaults on any senior securities - None[185] Item 4. Mine Safety Disclosures This item is not applicable to the company's operations - Not applicable[186] Item 5. Other Information The company reports no additional information for this item - None[176] Item 6. Exhibits This section lists exhibits filed with the Form 10-Q, including CEO/CFO certifications and Inline XBRL documents - The exhibits filed with this report include CEO and CFO certifications pursuant to Sarbanes-Oxley Act Sections 302 and 906, as well as Inline XBRL instance, schema, and related documents[178]