Deep Medicine Acquisition (DMAQ) - 2022 Q2 - Quarterly Report

PART I – FINANCIAL INFORMATION Item 1. Financial Statements This section presents the unaudited financial statements for Deep Medicine Acquisition Corp., a blank check company with minimal activity and a net loss, as of September 30, 2021 Balance Sheets Balance Sheet as of September 30, 2021 (Unaudited) | Account | September 30, 2021 ($) | March 31, 2021 ($) | | :--- | :--- | :--- | | Assets | | | | Cash | $326,371 | $500,067 | | Total Assets | $401,371 | $537,567 | | Liabilities & Stockholders' (Deficit) | | | | Total Liabilities | $506,039 | $546,962 | | Total Stockholders' (Deficit) | ($104,668) | ($9,395) | Statements of Operations Statements of Operations (Unaudited) | Period | Three Months Ended Sep 30, 2021 ($) | Six Months Ended Sep 30, 2021 ($) | | :--- | :--- | :--- | | Total Operating Expense | $78,774 | $95,273 | | Net Loss | ($78,774) | ($95,273) | | Basic and Diluted Net Loss per Share | ($0.03) | ($0.03) | Statement of Changes in Stockholders' (Deficit) - The company's accumulated deficit increased from ($59,395) at March 31, 2021, to ($154,668) at September 30, 2021, primarily due to the net loss incurred during the period[15] Statement of Cash Flows Cash Flow Summary for the Six Months Ended September 30, 2021 (Unaudited) | Cash Flow Activity | Amount ($) | | :--- | :--- | | Net cash used in operating activities | ($173,596) | | Net cash used in financing activities | ($100) | | Net decrease in cash | ($173,696) | | Cash at beginning of period | $500,067 | | Cash at end of period | $326,371 | Notes to Condensed Financial Statements These notes detail the company's blank check status, accounting policies, related party transactions, and the subsequent IPO consummation on October 29, 2021 - The company is a blank check company incorporated on July 8, 2020, to pursue a Business Combination, targeting the digital healthcare and AI in medicine sector[23] - The company's IPO was declared effective on October 26, 2021, and consummated on October 29, 2021, raising gross proceeds of $126.5 million from the sale of 12,650,000 units[25][26][59] - Upon closing the IPO, $127,765,000 from the IPO and private placement sales was deposited into a trust account[29][61] - As of September 30, 2021, the Sponsor had a loan payable of $500,000 to the company with zero interest to pay for offering expenses[69] Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's blank check status, financial condition, results of operations, and post-IPO liquidity, noting no operations or revenue - The company is a blank check company formed to effect a merger, asset acquisition, or similar business combination, without a selected target[91][93] - Since inception, activities have been limited to organizational tasks and IPO preparation, generating no revenue[97] - Following the IPO, approximately $764,101 was held outside the Trust Account for working capital, deemed sufficient for at least one year of operations[92][98][101] - The Sponsor may provide up to $1.5 million in Working Capital Loans, convertible into private placement-equivalent units at $10.00 per unit[103][120] Quantitative and Qualitative Disclosures about Market Risk This section is not applicable as the company qualifies as a smaller reporting company - The company states that this item is not applicable as it is a smaller reporting company[126] Controls and Procedures Management concluded disclosure controls were ineffective as of September 30, 2021, with no material internal control changes during the quarter - As of September 30, 2021, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were not effective[128] - No material changes in internal control over financial reporting occurred during the fiscal quarter[129] PART II – OTHER INFORMATION Legal Proceedings The company reports no legal proceedings - The company has no legal proceedings to report[132] Risk Factors No material changes have occurred to the risk factors previously disclosed in the final prospectus dated October 26, 2021 - There have been no material changes from the risk factors disclosed in the final prospectus filed with the SEC on October 28, 2021[133] Unregistered Sales of Equity Securities and Use of Proceeds This section details the $127.765 million proceeds from the IPO and private placement, placed into the Trust Account upon October 29, 2021 consummation IPO and Private Placement Summary (October 29, 2021) | Item | Details | | :--- | :--- | | IPO Units Sold | 12,650,000 Units | | IPO Price per Unit | $10.00 | | IPO Gross Proceeds | $126,500,000 | | Private Placement Units Sold | 519,500 Units | | Private Placement Price per Unit | $10.00 | | Private Placement Gross Proceeds | $5,195,000 | | Total Placed in Trust Account | $127,765,000 | - Total transaction costs for the IPO amounted to $7,282,500, consisting of underwriting commissions, a business combination marketing fee, and other offering costs[137] Defaults Upon Senior Securities The company reports no defaults upon senior securities - The company reports 'None'[139] Mine Safety Disclosures This section is not applicable - This item is 'Not Applicable'[140] Other Information The company reports no other information - The company reports 'None'[141] Exhibits This section lists the exhibits filed with the Quarterly Report, including key agreements and certifications - Exhibits filed with the report include the Underwriting Agreement, Business Combination Marketing Agreement, Rights Agreement, and Certifications of the Principal Executive and Financial Officers[143]