Cardio Diagnostics (CDIO) - 2022 Q1 - Quarterly Report

PART I: FINANCIAL INFORMATION This section presents the unaudited financial statements, management's discussion, market risk disclosures, and controls for the period Financial Statements (Unaudited) Mana Capital Acquisition Corp. reported a Q1 2022 net loss of $222,663, with total assets at $65.6 million, primarily from its Trust Account Balance Sheet The balance sheet shows total assets of $65.64 million, primarily from trust account investments, and total liabilities of $180,542 Balance Sheet Summary (as of March 31, 2022 vs. December 31, 2021) | Metric | March 31, 2022 (Unaudited) ($) | December 31, 2021 (Audited) ($) | | :--- | :--- | :--- | | Assets | | | | Cash | $380,615 | $526,625 | | Investments held in Trust Account | $65,004,901 | $65,000,484 | | Total Assets | $65,640,611 | $65,807,166 | | Liabilities & Equity | | | | Total Liabilities | $180,542 | $124,434 | | Common stock subject to possible redemption | $65,000,000 | $65,000,000 | | Total Stockholders' Equity | $460,069 | $682,732 | | Total Liabilities and Stockholders' Equity | $65,640,611 | $65,807,166 | Statement of Operations The company reported a net loss of $222,663 for the three months ended March 31, 2022, primarily from operating costs and franchise taxes Statement of Operations (For the Three Months Ended March 31, 2022) | Metric | Amount ($) | | :--- | :--- | | Formation and operating costs | $177,094 | | Franchise tax expenses | $50,000 | | Loss from Operations | ($227,094) | | Investment income on Trust Account | $4,419 | | Net loss | ($222,663) | | Basic and diluted net loss per share | ($0.14) | Statement of Changes in Stockholders' Equity Stockholders' Equity decreased to $460,069 by March 31, 2022, solely due to the period's net loss - Total Stockholders' Equity decreased from $682,732 at December 31, 2021, to $460,069 at March 31, 2022, solely due to the net loss of $222,663 for the period[15] Statement of Cash Flows Net cash used in operating activities was $146,010, resulting in a cash balance of $380,615 at period-end Cash Flow Summary (For the Three Months Ended March 31, 2022) | Metric | Amount ($) | | :--- | :--- | | Net cash used in operating activities | ($146,010) | | Net cash used in investing activities | $0 | | Net cash provided in financing activities | $0 | | Net Change in Cash | ($146,010) | | Cash at beginning of period | $526,625 | | Cash at end of period | $380,615 | Notes to Financial Statements The notes detail the company's SPAC nature, IPO proceeds, trust account investments, and going concern risks - The company is a SPAC formed to effect a business combination and has not commenced operations, raising substantial doubt about its ability to continue as a going concern due to liquidation requirements if a combination is not completed within 9 to 21 months from its IPO[20][33][37] - The company completed its IPO on November 26, 2021, raising gross proceeds of $65 million (including over-allotment) which were placed in a trust account, and simultaneously sold 2.5 million private placement warrants to its Sponsor for $2.5 million[22][23][25] - As of March 31, 2022, the Trust Account held $65,004,901, invested in U.S. Treasury Securities mutual funds[77] Management's Discussion and Analysis of Financial Condition and Results of Operations As a SPAC, the company generated no revenue, reporting a Q1 2022 net loss of $222,663, with $380,615 cash for working capital - The company's sole activities since inception have been organizational and related to its IPO, with no revenue generated to date[104] Q1 2022 Financial Results | Metric | Amount ($) | | :--- | :--- | | Net Loss | $222,663 | | Formation & Operating Expenses | $177,094 | | Franchise Tax Provision | $50,000 | | Interest Income from Trust | $4,419 | - As of March 31, 2022, the company had $380,615 in cash available for working capital and $65,004,901 held in the Trust Account[110][111] - The company has engaged Ladenburg Thalmann & Co. and I-Bankers Securities, Inc. as advisors for its business combination, who will be paid a marketing fee of 2.5% of the gross IPO proceeds upon consummation of a deal[117] Quantitative and Qualitative Disclosures About Market Risk As a "smaller reporting company," Mana Capital Acquisition Corp. is exempt from providing market risk disclosures - The Company is not required to provide information on market risk as it qualifies as a "smaller reporting company" under Regulation S-K[123] Controls and Procedures Management concluded disclosure controls were ineffective, yet financial statements are fairly presented, with no material changes to internal controls - Management concluded that the company's disclosure controls and procedures were not effective as of the end of the reporting period[124] - Despite the lack of effectiveness in disclosure controls, management believes the financial statements are fairly presented in all material respects[124] - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, such controls[128] PART II. OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, defaults, mine safety, other information, and exhibits Legal Proceedings The company reported no legal proceedings during the period - There are no legal proceedings to report[130] Risk Factors No material changes occurred to the risk factors previously disclosed in the 2021 Annual Report on Form 10-K - No material changes have occurred from the risk factors disclosed in the 2021 Annual Report on Form 10-K[131] Unregistered Sales of Equity Securities and Use of Proceeds IPO generated $65 million, private placement $2.5 million, with $65 million placed in trust and $900,000 for working capital - The company consummated its IPO in November 2021, generating total gross proceeds of $65 million from the sale of units, including the partial exercise of the over-allotment option[132] - Simultaneously with the IPO, the company sold 2,500,000 private warrants to its Sponsor for $2.5 million[133] - $65 million of the proceeds were placed in a U.S.-based Trust Account, with approximately $900,000 available for working capital[134][137] Defaults Upon Senior Securities The company reported no defaults upon senior securities - There are no defaults upon senior securities to report[140] Mine Safety Disclosures The company reported no mine safety disclosures - There are no mine safety disclosures to report[141] Other Information The company reported no other information - There is no other information to report[142] Exhibits This section lists exhibits for the Form 10-Q, including Sarbanes-Oxley Act certifications and Inline XBRL documents - The report includes certifications from the Principal Executive Officer and Principal Accounting Officer under Sections 302 and 906 of the Sarbanes-Oxley Act[145]