Marblegate Acquisition (GATE) - 2023 Q1 - Quarterly Report

Financial Performance - The company had a net loss of $2,482,203 for the three months ended March 31, 2023, compared to a net loss of $145,550 for the same period in 2022[138][139]. - Cash used in operating activities for the three months ended March 31, 2023, was $1,099,649[142]. - The company does not expect to generate any operating revenues until after the completion of its business combination[137]. - There is a liquidity issue that raises substantial doubt about the company's ability to continue as a going concern, with a mandatory liquidation date set for July 5, 2023[148]. Trust Account and Securities - As of March 31, 2023, the company had marketable securities held in the Trust Account amounting to $10,426,464, including approximately $272,034 of interest income[144]. - Following the initial public offering, a total of $301,500,000 was placed in the trust account after incurring $42,630,587 in related costs[141]. - Stockholders redeemed approximately $293.5 million (about $10.12 per public share) from the trust account during the extension of the combination period[133]. - As of March 31, 2023, the company had cash of $43,706 outside of the trust account[146]. Business Combination and Agreements - The company entered into a business combination agreement with DePalma on February 14, 2023, which is expected to close in the second half of 2023[134][136]. - The company issued a 2023 Promissory Note for up to $1,100,000 to Marblegate SOMF for working capital loans[136]. Debt and Liabilities - The company has no long-term debt obligations or off-balance sheet arrangements as of March 31, 2023[149][150]. - The underwriters are entitled to a deferred fee of 5.0% of the gross proceeds from the initial 30,000,000 units sold, amounting to $15,000,000, payable upon closing a business combination[151]. - The company accounts for warrants as liabilities at fair value, subject to re-measurement at each reporting period[153]. - Class A common stock subject to possible redemption is classified as temporary equity and presented at redemption value[154]. - The net loss per common share is calculated using the two-class method, excluding accretion associated with redeemable shares[155]. Risks and Challenges - Various factors, including economic downturns and geopolitical instability, may adversely affect the company's results of operations and ability to complete a business combination[157]. - The company has incurred significant costs related to acquisition plans and may need to raise additional capital through loans or investments[148].