Financial Performance - For the three months ended June 30, 2024, the company reported a net loss of $246,152 compared to a net income of $525,344 for the same period in 2023[125]. - For the six months ended June 30, 2024, the company had a net loss of $555,963, while for the same period in 2023, it reported a net income of $1,081,016[126]. - The company has not generated any operating revenues as it is still in the process of searching for a business combination candidate[125]. - Net loss per share is calculated by dividing net loss by the weighted average number of shares outstanding, with no dilutive securities reported[145]. IPO and Capital Structure - The company generated gross proceeds of $115,000,000 from the IPO, selling 11,500,000 units at $10.00 per unit[118]. - A total of 11,311,125 shares were tendered for redemption at a per-share price of $10.61, resulting in approximately $120,064,000 being redeemed from the Trust Account[131]. - The underwriters of the IPO are entitled to a deferred fee of $3,450,000, which will be waived if the business combination is not completed[139]. Business Combination and Liquidation - The company has until December 20, 2024, to consummate a business combination, or it will face mandatory liquidation[123]. - The company intends to use substantially all funds held in the Trust Account to complete its initial business combination[134]. - The company anticipates needing to borrow additional funds through Working Capital Loans to operate until a business combination is consummated[135]. - The company may need to raise additional capital through loans or investments, with no assurance of obtaining financing on commercially acceptable terms[138]. Debt and Financial Obligations - As of June 30, 2024, the company had an outstanding principal advance balance of $950,681 under a line of credit agreement[132]. - The company has no long-term debt or capital lease obligations, only a monthly fee of $10,000 to an affiliate of the Sponsor for office space and services[139]. - An unsecured promissory note of $1,500,000 from the Sponsor is repayable in full upon consummation of an initial business combination[140]. Investments and Financial Instruments - The company’s investments held in the Trust Account included $794,112 as of June 30, 2024, characterized as Level 1 investments[133]. - The company does not use derivative instruments to hedge exposures and evaluates financial instruments for classification as liabilities or equity[146]. Accounting and Reporting - The company is classified as an "emerging growth company" and can take advantage of certain exemptions from reporting requirements[141]. - The common stock subject to possible redemption is classified as temporary equity, affecting the balance sheet presentation[143]. - Recent accounting standards, such as ASU 2022-03 and ASU 2023-09, are not expected to have a material impact on the financial statements[150][151]. - The company has not identified any critical accounting estimates that could materially differ from actual results[149].

Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of $309,811, compared to a net income of $555,672 for the same period in 2023[111]. - The company had cash used in operating activities of $366,047 for the three months ended March 31, 2024, compared to $335,705 for the same period in 2023[118]. - As of March 31, 2024, the company had an outstanding principal advance balance of $887,743 under a line of credit agreement[116]. - The company held $794,457 in the Trust Account as of March 31, 2024, down from $2,200,308 as of December 31, 2023[117]. - A total of 11,311,125 shares of common stock were tendered for redemption at a per-share price of $10.61, resulting in approximately $120,064,000 being redeemed from the Trust Account[115]. Business Operations - The company has until December 20, 2024, to consummate a business combination, with substantial doubt raised about its ability to continue as a going concern if not completed by this date[109]. - The company intends to use substantially all funds held in the Trust Account to complete its initial business combination[118]. - The company has engaged in substantive discussions with a significant number of business combination targets but has not selected a specific target[107]. - The company has no long-term debt or capital lease obligations, but incurs a monthly fee of $10,000 for office space and administrative services[122]. - The underwriters of the IPO are entitled to a deferred fee of $3,450,000, which will be waived if a business combination is not completed[123]. Regulatory and Compliance - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to take advantage of certain exemptions from reporting requirements[124]. - The company has not opted out of the extended transition period for new or revised financial accounting standards, which may affect comparability with other public companies[125]. - As of December 31, 2023, the company reported no dilutive securities, resulting in diluted loss per share being the same as basic loss per share[128]. - The company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks[129]. - The Public Warrants and Private Placement Warrants issued in connection with the IPO were classified as equity instruments[130]. Internal Controls and Legal Matters - There were no changes to the internal control over financial reporting during the fiscal quarter ended March 31, 2024, that materially affected the internal control[138]. - The company has no material litigation, arbitration, or governmental proceedings currently pending against it or its management team[140].

Financial Performance - For the year ended December 31, 2023, the company reported a net income of $834,518, compared to a net loss of $128,392 for the year ended December 31, 2022[345]. - The company incurred operating costs of $1,301,104 for the year ended December 31, 2023[345]. - As of December 31, 2023, the company reported no dilutive securities, resulting in diluted loss per share being the same as basic loss per share[363]. IPO and Fundraising - The company generated gross proceeds of $115,000,000 from the IPO, selling 11,500,000 units at $10.00 per unit[339]. - A total of 11,311,125 shares were tendered for redemption at a per-share price of $10.61, resulting in approximately $120,064,000 being redeemed from the Trust Account[352]. - The company intends to use substantially all funds in the Trust Account to complete its initial business combination[355]. Trust Account and Securities - As of December 31, 2023, the company had marketable securities held in the Trust Account amounting to $2,200,308, down from $118,193,123 in 2022[354]. - The company withdrew $851,338 from the Trust Account for tax obligations in 2023, compared to $215,000 in 2022[354]. - The company accounts for common stock subject to possible redemption as temporary equity, reflecting uncertain future events that are outside of its control[362]. Debt and Financial Obligations - The company has an outstanding principal advance balance of $550,383 under a Line of Credit agreement with a 9.5% interest rate[353]. - The company has an unsecured promissory note of $1,500,000 from its Sponsor, which bears no interest and is repayable in full upon consummation of an initial business combination[360]. - The company has no long-term debt or capital lease obligations, but incurs a monthly fee of $10,000 for office space and administrative services[359]. Accounting Standards and Reporting - The company does not believe that the adoption of ASU 2022-03 will have a material impact on its financial statements and disclosures[367]. - The company does not anticipate a material impact from the adoption of ASU 2023-09 regarding income tax disclosures[368]. - As an emerging growth company, the company may delay the adoption of new accounting standards, potentially affecting comparability with non-emerging growth companies[369]. - The company is classified as a smaller reporting company and is not required to provide supplementary financial information[370]. Business Continuity - The company has until December 20, 2024, to consummate a business combination, with substantial doubt about its ability to continue as a going concern if not completed by this date[342].

Group 1 - Ault Disruptive Technologies Corporation allows shareholders to reverse their redemption requests for common stock until February 20, 2024 [1] - The company proposed and approved an extension to complete a merger or similar business combination from February 20, 2024, to December 20, 2024 [2] - A total of 121,695 shares were requested for redemption, with a per-share pro rata portion of approximately $11.72 as of February 15, 2024 [2] Group 2 - Ault Disruptive Technologies Corporation is a blank check company focused on mergers and acquisitions, particularly in innovative and emerging technologies [3] - The company aims to acquire businesses with disruptive technologies that can achieve mainstream adoption and long-term value appreciation [3]

Financial Performance - For the three months ended September 30, 2023, the company reported a net income of $14,568, a decrease from $161,560 in the same period of 2022 [116]. - For the nine months ended September 30, 2023, the company achieved a net income of $1,095,585, compared to a net loss of $(568,339) in the prior year [118]. - The company has not generated any operating revenues since its formation and will not do so until the completion of its initial Business Combination [116]. Financial Position - As of September 30, 2023, the company had $158,164 in its operating bank account and negative working capital of $(1,752,298) excluding taxes payable [119]. - The company has an outstanding principal advance balance of $326,300 under a line of credit agreement with Ault Alliance, Inc., bearing interest at 9.5% per annum [121]. - The company may need to raise additional capital through loans or investments to meet its working capital needs [122]. Business Combination - The company extended the deadline to consummate a Business Combination to November 20, 2023, with the possibility of further extensions until February 20, 2024 [126]. - The company has not yet selected a specific business combination target but is focused on acquiring companies with innovative and emerging technologies [114]. - The company has engaged in substantive discussions with a significant number of business combination targets regarding potential mergers [114]. Shareholder Activity - Approximately 98.36% of public shares were redeemed, resulting in a redemption from the Trust Account amounting to $120,063,828 [127]. - The company issued a total of 8,625,000 Warrants and 9,400,000 Private Placement Warrants in connection with the IPO, along with an additional 2,300,000 Private Placement Warrants for extending the time to complete the initial Business Combination [135]. Internal Controls and Compliance - The company has identified material weaknesses in its internal control over financial reporting, particularly in applying complex accounting principles and controls over reconciliations and accruals [138]. - Management concluded that the disclosure controls and procedures were not effective during the reporting period due to these material weaknesses [138]. - A remediation plan is in place to improve disclosure controls and internal control over financial reporting, including enhancing access to accounting literature and considering additional staff [142]. - The company plans to continue assessing its internal controls and intends to take further action as necessary to address identified matters [144]. - There were no changes to internal control over financial reporting that materially affected or are likely to materially affect the controls during the fiscal quarter ended September 30, 2023 [145]. Legal Matters - The company has not identified any material litigation or governmental proceedings currently pending against it or its management team [147].

Financial Performance - For the three months ended June 30, 2023, the company reported a net income of $525,344, compared to a net loss of $(441,699) for the same period in 2022, reflecting a significant improvement [115]. - For the six months ended June 30, 2023, the company achieved a net income of $1,081,016, compared to a net loss of $(729,899) in the prior year, indicating a positive trend in financial performance [117]. Liquidity and Capital Needs - As of June 30, 2023, the company had $483,162 in its operating bank account and negative working capital of $(1,027,298), highlighting liquidity challenges [118]. - The company may need to raise additional capital to meet its liquidity needs, which could involve loans or investments from sponsors or third parties [121]. - The company entered into a line of credit agreement for up to $500,000 with Ault Alliance, Inc., with an interest rate of 9.5% per annum, to support its financial needs [120]. Business Combination Status - On June 15, 2023, the company extended the deadline for completing its initial business combination from June 20, 2023, to September 20, 2023, with potential further extensions until February 20, 2024 [123]. - The company has not yet consummated its initial business combination and faces uncertainty regarding its ability to do so before the maximum extension deadline [122]. - The company has engaged in substantive discussions with multiple business combination targets but has not selected a specific target as of the report date [113]. Shareholder Actions - Approximately 11,311,125 shares of common stock were tendered for redemption at a price of $10.61 per share, resulting in a total redemption amount of $120,063,828, which is about 98.36% of the public shares [124]. Accounting Policies and Estimates - The company has identified critical accounting policies related to redeemable shares, with 188,875 shares subject to possible redemption as of June 30, 2023 [128]. - The Company has not identified any additional critical accounting estimates beyond those disclosed in the Annual Report on Form 10-K/A for the year ended December 31, 2022 [133]. - The preparation of financial statements requires management to make estimates and assumptions affecting reported amounts of assets and liabilities [133]. - Actual results could differ from the estimates made by management [133].

Financial Performance - For the three months ended March 31, 2023, the company reported a net income of $555,672, compared to a net loss of $288,200 for the same period in 2022[110]. - Interest earned on marketable securities held in the Trust Account for the three months ended March 31, 2023, was $1,253,403, offset by operating costs of $358,888 and income tax expense of $338,843[110]. - The company reported no dilutive securities as of March 31, 2023, resulting in diluted income per share being the same as basic income per share[120]. Financial Position - As of March 31, 2023, the company had $63,161 in its operating bank account and working capital of $813,325, excluding taxes payable[112]. - The company has 11,500,000 shares of common stock subject to possible redemption, presented at redemption value as a current liability[118]. Business Strategy - The company has engaged in substantive discussions with a significant number of business combination targets but has not selected a specific target yet[107]. - The company intends to finance its initial business combination using cash from the IPO proceeds, Placement Warrants, and potential loans from the Sponsor or affiliates[108]. - The company may need to raise additional capital through loans or investments to meet working capital needs, with no Working Capital Loans provided to date[113]. Regulatory Classification - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to take advantage of certain exemptions from reporting requirements[114]. Equity Instruments - The company accounted for 8,625,000 Warrants and 7,100,000 Private Placement Warrants in accordance with ASC 480 and ASC 815, classifying them as equity instruments[121].

Financial Performance - As of December 31, 2022, the company reported a net loss of $128,392, compared to a net loss of $29,535 for the period from Inception through December 31, 2021[362]. - Cash used in operating activities for the year ended 2022 was $1,858,152, primarily due to operating costs and income taxes paid[365]. - The company has not commenced any operations and will not generate operating revenues until after the completion of its initial business combination[356]. Initial Public Offering (IPO) - The company generated gross proceeds of $115,000,000 from the Initial Public Offering of 11,500,000 units at $10.00 per unit[363]. - The company incurred transaction costs of $7,087,891 related to the IPO, including $6,338,333 in underwriting fees[363]. - The underwriters of the IPO are entitled to a deferred fee of $3,450,000, which will be waived if a business combination is not completed[371]. - A total of $25,000 was contributed by the Sponsor to cover offering costs prior to the IPO, along with a $1,500,000 unsecured promissory note[372]. Trust Account and Cash Management - Cash and marketable securities held in the trust account amounted to $118,193,123 as of December 31, 2022, compared to $116,725,166 in 2021[364]. - As of December 31, 2022, the company had cash of $206,527 held outside of the trust account[367]. - The company intends to use substantially all funds held in the trust account to complete its initial business combination[366]. - The company may need to raise additional capital through loans or investments to meet working capital needs[369]. Debt and Obligations - The company has no long-term debt or capital lease obligations, only a monthly fee of $10,000 for office space and services starting January 1, 2022[371]. Warrant and Equity Information - The company has issued 8,625,000 Warrants and 7,100,000 Private Placement Warrants, classified as equity under ASC 480 and ASC 815[377]. - The valuation of the warrant liability is a significant accounting estimate that may change with new information[378]. Accounting Standards and Estimates - The company adopted ASU 2020-06 on January 1, 2022, which did not impact its financial position or results[379]. - Management does not anticipate that recently issued accounting standards will materially affect financial statements[380]. - The company does not use derivative instruments to hedge cash flow, market, or foreign currency risks[376].

Financial Performance - The company had a net income of $161,560 for the three months ended September 30, 2022, compared to a net loss of $5,618 for the same period in 2021[109]. - For the nine months ended September 30, 2022, the company reported net losses of $568,339, which included $1.1 million in formation and operating costs[110]. - The company has not generated any operating revenues since its inception and will not do so until the completion of its initial Business Combination[109]. Capital and Funding - The company raised gross proceeds of $115 million from its IPO, selling 11,500,000 units at $10.00 per unit[104]. - The private placement of 7,100,000 warrants generated gross proceeds of $7.1 million[105]. - As of September 30, 2022, the company had $248,775 in its operating bank account and working capital of $631,285[111]. Business Strategy - The company intends to focus on acquiring businesses with innovative and emerging technologies that can achieve mainstream adoption[103]. - The company has not yet selected a specific business combination target but has had substantive discussions with at least one potential target[102]. - If the company fails to complete its initial Business Combination within 12 months, it may extend the period up to 18 months, or cease operations and redeem public shares[107]. Internal Controls and Compliance - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[113]. - The company conducted an evaluation of its disclosure controls and procedures as of September 30, 2022, concluding they were not effective due to material weaknesses in internal control over financial reporting[122]. - Management has initiated remediation steps to enhance disclosure controls and internal control over financial reporting, focusing on account reconciliations and franchise tax expense[123]. - There were no changes to the internal control over financial reporting during the fiscal quarter ended September 30, 2022, that materially affected or are likely to affect it[125]. - The company has improved access to accounting literature and is considering additional staff with requisite experience to support existing accounting professionals[123]. Legal Matters - There is no material litigation, arbitration, or governmental proceeding currently pending against the company or its management team[127].

Financial Performance - The company had a net loss of $441,699 for the three months ended June 30, 2022, compared to a net loss of $1,994 for the same period in 2021, reflecting an increase in operating costs to $583,994[112]. - For the six months ended June 30, 2022, the company reported a net loss of $729,899, up from $2,952 for the same period in 2021, with operating costs totaling $880,885[113]. - The company has not generated any operating revenues as it is still in the process of searching for a Business Combination candidate[112]. Capital and Funding - The company raised gross proceeds of $115,000,000 from its IPO, selling 11,500,000 units at $10.00 per unit[107]. - The private placement of 6,500,000 warrants generated gross proceeds of $7,100,000, which increased to 7,100,000 warrants after the underwriters' over-allotment option was exercised[108]. - The company may need to raise additional capital to meet liquidity needs, which could involve loans or investments from sponsors or third parties[115]. Business Strategy - The company intends to focus on acquiring businesses with innovative and emerging technologies that can achieve mainstream adoption and create long-term value[106]. - If the company fails to complete its initial Business Combination within 12 months, it may extend the period up to 18 months, but will cease operations if not completed[110]. Financial Position - As of June 30, 2022, the company had $576,656 in its operating bank account and working capital of $591,306[114]. - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[116].