Yotta Acquisition Corporation(YOTAU) - 2024 Q1 - Quarterly Report

Financial Performance - The Company had a net loss of $41,580 for the three months ended March 31, 2024, primarily due to general and administrative expenses of$114,435 and franchise tax expense of $10,372, offset by interest income of$102,594 [151]. - For the three months ended March 31, 2023, the Company reported a net income of $71,378, with general and administrative expenses totaling$926,172 and interest earned on marketable securities amounting to approximately $1,252,103 [152]. - The Company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination [149]. Initial Public Offering (IPO) and Trust Account - The Company completed its IPO on April 22, 2022, raising gross proceeds of$100 million from the sale of 10 million units at $10.00 per unit [153]. - Following the IPO, the Company placed a total of$115 million in a trust account, which will be invested in U.S. government treasury bills or money market funds [155]. - As of March 31, 2024, the Company held marketable securities in the Trust Account amounting to $8,024,262 [156]. - The underwriters of the IPO are entitled to a cash underwriting discount of 2.0$2,300,000, and a deferred fee of 3.5%, totaling $4,025,000, contingent on the completion of a Business Combination [164]. Business Combination and Financing - The Company entered into a Merger Agreement with NaturalShrimp Incorporated, which includes a provision for a breakup fee of$3 million if the agreement is terminated due to a default [133]. - During the September Special Meeting, stockholders approved an extension for the Company to complete a business combination until August 22, 2024, with 3,358,759 shares tendered for redemption, resulting in approximately $35,797,997 withdrawn from the Trust Account [138]. - The Company issued multiple unsecured promissory notes totaling$1,875,000 as of March 31, 2024, to cover working capital needs and extend the time for completing a business combination [146]. - The Company anticipates incurring increased expenses related to being a public company, including legal and compliance costs, as well as due diligence expenses for potential business combinations [150]. - The Company may need additional financing to complete its Business Combination or to redeem a significant number of public shares, potentially leading to the issuance of additional securities or incurring debt [158]. - If a Business Combination is not completed by August 22, 2024, the Company will face mandatory liquidation and dissolution [159]. Cash and Working Capital - As of March 31, 2024, the Company had cash of $84,500 outside the Trust Account and a working capital deficit of$4,023,969 [157]. - The Company made deposits of $120,000 to the Trust Account on five occasions from April to August 2023 to extend the time for completing a Business Combination to September 22, 2023 [157]. Agreements and Arrangements - The Company entered into Non-Redemption Agreements with third parties, resulting in the transfer of 299,340 shares valued at approximately$446,735, averaging $1.49 per share [162]. - The Company has agreed to pay the Sponsor$10,000 per month for administrative services, with payments deferred until the consummation of the Business Combination [163]. - The Company has no off-balance sheet arrangements as of March 31, 2024, and does not participate in transactions that create relationships with unconsolidated entities [161]. Accounting and Compliance - The Company has not identified any critical accounting estimates that could materially differ from actual results [166]. - The Company is assessing the impact of ASU 2023-09 on its financial position, which requires annual disclosure of specific categories in an entity's effective tax rate reconciliation [173].