Workflow
Yotta Acquisition Corporation(YOTAU) - 2024 Q3 - Quarterly Report
YOTAUYotta Acquisition Corporation(YOTAU)2024-11-14 21:50

Company Operations and Business Combination - The company has not engaged in any operations or generated operating revenues to date, focusing solely on organizational activities and preparations for the IPO and initial business combination [169]. - The company approved a merger agreement with DRIVEiT Financial Auto Group, Inc., with a total consideration of 100,000,000payableinsharesvaluedat100,000,000 payable in shares valued at 10 per share [164]. - The company extended the deadline for completing a business combination from September 22, 2023, to August 22, 2024, without additional deposits into the Trust Account [153]. - The company has the right to extend the time to complete a business combination twelve times for an additional month each time by depositing 120,000totheTrustAccount[151].−IfthecompanycannotcompleteaBusinessCombinationbyOctober22,2025,itwillceaseoperationsandliquidate[180].FinancialPerformance−ForthethreemonthsendedSeptember30,2024,thecompanyreportedanetincomeof120,000 to the Trust Account [151]. - If the company cannot complete a Business Combination by October 22, 2025, it will cease operations and liquidate [180]. Financial Performance - For the three months ended September 30, 2024, the company reported a net income of 73,893, a decrease of 91.5% compared to 866,518forthesameperiodin2023[171].−FortheninemonthsendedSeptember30,2024,thecompanyhadanetincomeof866,518 for the same period in 2023 [171]. - For the nine months ended September 30, 2024, the company had a net income of 265,749, down 77.6% from 1,176,792intheprioryear[172].−AsofSeptember30,2024,thecompanyhadcashof1,176,792 in the prior year [172]. - As of September 30, 2024, the company had cash of 404,404 outside the Trust Account and a working capital deficit of 3,978,534[178].IPOandFunding−Thecompanygeneratedgrossproceedsof3,978,534 [178]. IPO and Funding - The company generated gross proceeds of 100,000,000 from its IPO by selling 10,000,000 units at an offering price of 10.00perunit[173].−Theunderwritersfullyexercisedtheover−allotmentoption,purchasinganadditional1,500,000unitsforgrossproceedsof10.00 per unit [173]. - The underwriters fully exercised the over-allotment option, purchasing an additional 1,500,000 units for gross proceeds of 15,000,000 [174]. - The company plans to utilize cash from the IPO and private placements to effectuate its initial business combination [146]. Compliance and Regulatory Issues - The company has received notices from Nasdaq regarding non-compliance with listing rules, requiring a plan to regain compliance by November 4, 2024 [163]. Expenses and Costs - The company expects to incur increased expenses due to public company obligations, including legal and compliance costs, as well as due diligence expenses related to the business combination [170]. - The company expects to incur significant professional and transaction costs in pursuit of a Business Combination [179]. - The company plans to pay the Sponsor 10,000permonthforadministrativeservices,withpaymentsdeferreduntiltheconsummationofaBusinessCombination[185].ShareholderActions−DuringtheSeptemberSpecialMeeting,approximately3,358,759sharesweretenderedforredemption,resultinginatotalredemptionvalueofapproximately10,000 per month for administrative services, with payments deferred until the consummation of a Business Combination [185]. Shareholder Actions - During the September Special Meeting, approximately 3,358,759 shares were tendered for redemption, resulting in a total redemption value of approximately 35,797,997 [153]. - A total of 76,322,364waswithdrawnfromtheTrustAccounttopaystockholderswhotenderedsharesforredemptionduringtheAprilSpecialMeeting[152].−ThecompanyhasenteredintoNon−RedemptionAgreements,withanestimatedfairvalueof76,322,364 was withdrawn from the Trust Account to pay stockholders who tendered shares for redemption during the April Special Meeting [152]. - The company has entered into Non-Redemption Agreements, with an estimated fair value of 446,735 for 299,340 shares of common stock [184]. Debt Obligations - As of September 30, 2024, the company had outstanding promissory notes and convertible notes totaling 2,237,000and2,237,000 and 1,660,000 respectively [162]. - As of September 30, 2024, the company had marketable securities held in the Trust Account amounting to $5,300,199 [177].