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Edoc Acquisition (ADOC) - 2023 Q1 - Quarterly Report
ADOCEdoc Acquisition (ADOC)2023-05-12 21:15

Financial Performance - For the three months ended March 31, 2023, the company reported a net loss of 431,048,withformationandoperatingcostsof431,048, with formation and operating costs of 543,571[158]. - The company incurred cash used in operating activities of 235,287forthethreemonthsendedMarch31,2023[165].−Thecompanyhasnotgeneratedanyrevenuestodateanddoesnotexpecttodosountilaftercompletingitsinitialbusinesscombination[157].InitialPublicOffering(IPO)−Thecompanycompletedthesaleof9,000,000unitsat235,287 for the three months ended March 31, 2023[165]. - The company has not generated any revenues to date and does not expect to do so until after completing its initial business combination[157]. Initial Public Offering (IPO) - The company completed the sale of 9,000,000 units at 10.00 per unit during its initial public offering, raising a total of 90,000,000[147].−ThecompanyhasbroaddiscretionregardingtheapplicationofnetproceedsfromtheIPOandprivateplacement,primarilyintendedforconsummatingabusinesscombination[156].TrustAccountandShareholderRedemptions−AsofMarch31,2023,thecompanyhadmarketablesecuritiesheldintheTrustaccountamountingto90,000,000[147]. - The company has broad discretion regarding the application of net proceeds from the IPO and private placement, primarily intended for consummating a business combination[156]. Trust Account and Shareholder Redemptions - As of March 31, 2023, the company had marketable securities held in the Trust account amounting to 9,302,736, including 229,327ofinterestearnedsincetheIPO[155].−Shareholdersredeemedanaggregateof1,172,247OrdinaryShares,resultingin229,327 of interest earned since the IPO[155]. - Shareholders redeemed an aggregate of 1,172,247 Ordinary Shares, resulting in 12,554,008 being released from the Trust Account[154]. - The Company released 64,996,858fromtheTrustAccounttopayshareholderswhoredeemed6,326,758OrdinarySharesonFebruary9,2022,atapproximately64,996,858 from the Trust Account to pay shareholders who redeemed 6,326,758 Ordinary Shares on February 9, 2022, at approximately 10.27 per share[185]. - On August 12, 2022, the Company released 6,660,150topayshareholderswhoredeemed646,617OrdinarySharesatapproximately6,660,150 to pay shareholders who redeemed 646,617 Ordinary Shares at approximately 10.30 per share[185]. - As of March 31, 2023, the Company had 854,378 Class A ordinary shares subject to possible redemption, presented at redemption value as temporary equity[185]. Debt and Financing - The Company has no long-term debt, capital, or operating lease obligations as of March 31, 2023[178]. - The Company does not have any off-balance sheet financing arrangements as of March 31, 2023[177]. - The Company has raised additional capital through loans or investments from its Sponsor, shareholders, and third parties to meet working capital needs[167]. - The Company may need to take measures to conserve liquidity if unable to raise additional capital, which could include curtailing operations[168]. - The company issued several non-interest-bearing promissory notes to the Sponsor, with outstanding amounts of 202,460,202,460, 500,000, and 303,994asofMarch31,2023[152][153][154].−TheCompanyissuedaconvertiblepromissorynoteinNovember2021for303,994 as of March 31, 2023[152][153][154]. - The Company issued a convertible promissory note in November 2021 for 900,000, with an outstanding amount of 900,000andafairvalueof900,000 and a fair value of 872,022 as of March 31, 2023[169]. - As of March 31, 2023, the Company had outstanding non-interest-bearing promissory notes totaling 750,000,750,000, 202,460, 500,000,500,000, 303,994, 276,006,and276,006, and 85,438 from various issuances[170][171][172][173][174]. Regulatory and Compliance - The Company adopted ASU 2020-06 on January 1, 2021, which did not impact its financial position or results of operations[188]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[190]. - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for five years or until it no longer qualifies as an emerging growth company[191]. Risks and Challenges - Various factors, including economic downturns, inflation, and geopolitical instability, may adversely affect the company's results of operations and ability to complete an initial business combination[192]. Internal Controls and Governance - The company's disclosure controls and procedures were deemed ineffective due to a material weakness in evaluating complex accounting issues and controls over reconciliations[194]. - Remediation steps have been implemented to improve disclosure controls, including enhanced review processes for complex securities and additional layers of review in the financial close process[195]. - There have been no changes to the internal control over financial reporting that materially affected the company's reporting during the quarter ended March 31, 2023[197]. - The company is not currently facing any litigation against it or its officers and directors[198].