Financial Performance - The Company reported a net loss of $292,546 for the three months ended March 31, 2024, due to operating and formation costs of $462,639, franchise tax expense of $42,027, and income tax expense of $45,215, partially offset by interest and dividend income of $257,335 [149]. - For the three months ended March 31, 2023, the Company had a net income of $613,333, primarily from interest and dividend income of $1,264,475, offset by operating and formation costs of $374,488, franchise tax expense of $13,959, and income tax expense of $262,695 [150]. - For the three months ended March 31, 2024, the company reported a loss from operations of $504,666, compared to a loss of $388,447 for the same period in 2023 [161]. Cash Flow and Liquidity - The Company incurred net cash used in operating activities of $487,452 for the three months ended March 31, 2024 [151]. - For the three months ended March 31, 2024, net cash provided by investing activities was $3,127,476, primarily due to payments to redeeming stockholders of $2,964,667 [153]. - For the three months ended March 31, 2024, net cash used in financing activities was $1,264,667, resulting from payments to redeeming stockholders of $2,964,667 [154]. - As of March 31, 2024, the company had $1,659,751 in cash held outside of the Trust Account and a working capital deficit of $1,500,980 [161]. - The company expects to need additional capital to satisfy liquidity needs beyond the net proceeds from the Initial Public Offering [161]. Business Combination and Agreements - The Company has not generated any revenues to date and does not expect to do so until after the completion of its initial business combination [148]. - The Company held a special meeting on May 8, 2023, where stockholders approved an extension for consummating a business combination from May 9, 2023, to February 9, 2024, with approximately $20.0 million remaining in the trust account after redemptions [137]. - The Company has extended the Outside Date for the Merger Agreement multiple times, with the latest extension to September 30, 2024 [145]. - The Company entered into non-redemption agreements with stockholders owning 998,682 shares of Class A common stock to not redeem their shares in connection with the Extension Amendment [138]. - The Merger Agreement with SBC Medical Group Holdings Incorporated involves a total consideration of $1,200,000,000, which was later amended to $1,000,000,000 [140]. - The company has until November 9, 2024, to consummate a business combination, or it will face mandatory liquidation [161]. Initial Public Offering - The company generated gross proceeds of $115,000,000 from its Initial Public Offering, which included 11,500,000 units sold [157]. - The company placed $117,875,000 from the net proceeds of the Initial Public Offering into a trust account [159]. - The underwriters received a cash underwriting discount of $1,955,000 upon the closing of the Initial Public Offering [167]. Administrative Expenses - The company incurred $30,000 for administrative support services from its Sponsor for the three months ended March 31, 2024 [165].
Pono Capital Two(PTWO) - 2024 Q1 - Quarterly Report