Dt Cloud Acquisition Corporation(DYCQ) - 2024 Q3 - Quarterly Report

IPO and Fundraising - The company completed its initial public offering on February 23, 2024, selling 6,900,000 units at $10.00 per unit, generating gross proceeds of$69,000,000[92] - A private placement with DT Cloud Capital Corp. raised an additional $2,345,000 from the sale of 234,500 units at$10.00 per unit[92] - As of February 23, 2024, a total of $69,345,000 from the IPO and private placement was deposited in a trust account for public shareholders[92] - The company has a total of$69,345,000 in net proceeds from its initial public offering and private placement, which will be used for its initial business combination[107] - The underwriters are entitled to a cash underwriting discount of 2.5% of the gross proceeds of the initial public offering, amounting to $1,725,000[116] Business Combination - The company has a 12-month period from the IPO closing to complete its initial business combination, extendable to 24 months with additional funding[95] - A definitive business combination agreement was entered into with Maius Pharmaceutical Co., Ltd. on October 22, 2024[97] - The company entered into a Business Combination Agreement on October 22, 2024, which will result in becoming a wholly owned subsidiary of Pubco[119] - The company has committed to providing public shareholders with redemption opportunities upon the completion of the business combination[94] - The company has the option to extend the business combination deadline by depositing additional funds into the trust account[95] Financial Performance - For the nine months ended September 30, 2024, the company reported a net income of$1,633,003, primarily from dividend income of $2,171,443[115] - For the three months ended September 30, 2024, the company achieved a net income of$760,262, compared to a net loss of $5,000 for the same period in 2023[114] - As of September 30, 2024, the company had cash at bank of$167,526 and cash used in operating activities was $671,186[109] - The company incurred formation and operating costs of$538,462 for the nine months ended September 30, 2024[115] - The company issued an unsecured promissory note allowing borrowing up to $300,000, with a principal amount due of$0 as of September 30, 2024[110] - The company has a temporary advance of $70,000 from the sponsor as of September 30, 2024, down from$490,000 at the end of 2023[111] Risks and Challenges - The company is subject to risks from geopolitical instability, including the Russia-Ukraine conflict and tensions in the Middle East, which may impact market conditions[104] - The company may face challenges in finding a suitable business combination target due to economic uncertainties and capital market disruptions[105] - If the company fails to complete a business combination by the deadline, it will redeem public shares at a price of approximately $10.05 per share[94] Accounting and Estimates - The company has not identified any critical accounting estimates that could materially affect its financial statements[120]