Marblegate Acquisition (US:GATE)2024-05-14 00:34Financial Performance - The company incurred a net loss of $673,199 for the three months ended March 31, 2024, compared to a net loss of $2,482,203 for the same period in 2023[150][151]. - The company has not generated any operating revenues to date and does not expect to do so until after the completion of its Business Combination[149]. - Cash used in operating activities for the three months ended March 31, 2024, was $343,718, a decrease from $1,099,649 for the same period in 2023[157][158]. - The company has incurred significant costs in pursuit of acquisition plans and may need to raise additional capital through loans or investments[165]. - Management has determined that liquidity issues raise substantial doubt about the company's ability to continue as a going concern[167]. Trust Account and Investments - As of March 31, 2024, the company had investments held in the Trust Account amounting to $6,855,392, including $447,462 of interest income[159]. - Approximately $293.5 million was removed from the Trust Account following the redemption of 28,989,609 public shares on December 2, 2022[141]. - As of March 31, 2024, the company had cash of $120,152 outside of the Trust Account, primarily to complete a Business Combination[162]. Business Combination - The company extended its Business Combination period to October 5, 2024, following stockholder approvals at multiple special meetings[143]. - The DePalma Business Combination is expected to close in the third quarter of 2024, pending requisite stockholder approvals[147]. - The company has until October 5, 2024, to consummate a Business Combination, or it will face mandatory liquidation[167]. Financing and Debt - The company issued a promissory note of up to $240,000 to Marblegate Special Opportunities Master Fund for working capital expenses[140]. - The company issued the April 2024 Promissory Note for up to $240,000 to Marblegate SOMF for working capital expenses, with no interest and due upon the completion of a Business Combination[164]. - The company has outstanding working capital loans totaling $2,565,000 as of March 31, 2024, with various promissory notes issued to Marblegate SOMF[163]. - The company has no long-term debt or off-balance sheet arrangements as of March 31, 2024[168]. - The company cannot assure that new financing will be available on commercially acceptable terms, which may impact its ability to continue operations[166]. Stockholder and Equity Information - Following the Founder Conversion, the sponsor held 71.2% of the outstanding shares of common stock[145]. - Class A common stock subject to possible redemption is classified as temporary equity and presented at redemption value[173]. - A deferred fee of 5.0% of the gross proceeds from the initial 30,000,000 units sold in the Initial Public Offering amounts to $15,000,000, with a reduced fee of $3,000,000 contingent upon the consummation of the DePalma Business Combination[170].