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Breeze Acquisition (BREZ) - 2024 Q1 - Quarterly Report
BREZBreeze Acquisition (BREZ)2024-05-20 21:00

Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of 22,015,739,primarilyduetoalossof22,015,739, primarily due to a loss of 21,132,500 in the fair value of warrant liabilities and operating costs of 1,047,041[168].−ForthethreemonthsendedMarch31,2023,thenetlosswas1,047,041 [168]. - For the three months ended March 31, 2023, the net loss was 654,261, with cash used in operating activities amounting to 586,560[197].CashFlowandLiquidity−Cashusedinoperatingactivitiesforthesameperiodwas586,560 [197]. Cash Flow and Liquidity - Cash used in operating activities for the same period was 629,741, with cash provided by investing activities amounting to 121,724andfinancingactivitiesgenerating121,724 and financing activities generating 751,724 [172]. - As of March 31, 2024, the company had cash held in an interest-bearing trust account totaling 13,268,833[194].−AsofMarch31,2024,thecashheldinthetrustaccountwas13,268,833 [194]. - As of March 31, 2024, the cash held in the trust account was 13,268,833, including 169,580ofinterestincome[196].−Thecompanyhaswithdrawnatotalof169,580 of interest income [196]. - The company has withdrawn a total of 440,897 from the trust account for tax payments between May 2022 and September 2023 [196]. Working Capital and Obligations - The company has a working capital deficit of 8,985,992asofMarch31,2024,comparedto8,985,992 as of March 31, 2024, compared to 7,849,292 as of December 31, 2023 [191]. - The outstanding amount under the Promissory Note as of March 31, 2024, was 6,087,658,whichincludes6,087,658, which includes 5,242,109 for direct working capital [201]. - The company has a total obligation of 8,584,375owedtotheSponsorasofMarch31,2024,includingloansandexpensespaidonbehalfofthecompany[202].BusinessCombinationandExtensions−Thecompanyexecutedmultipleone−monthextensionsforitsbusinesscombinationdeadline,withthelatestextensionvaliduntilSeptember26,2023[171].−Thecompanyexecutedatotalofsixone−monthextensionsforitsbusinesscombinationdeadline,withthefirstextensioncosting8,584,375 owed to the Sponsor as of March 31, 2024, including loans and expenses paid on behalf of the company [202]. Business Combination and Extensions - The company executed multiple one-month extensions for its business combination deadline, with the latest extension valid until September 26, 2023 [171]. - The company executed a total of six one-month extensions for its business combination deadline, with the first extension costing 59,157 [195]. - The company intends to use funds in the trust account to complete its business combination and finance operations of the target business [173]. - The company signed a Merger Proxy/Business Combination Rate Agreement with a 50,000successfeeuponcompletionofthemergerwithTVAmmo[203].RevenueandOperations−Thecompanyhasnotgeneratedanyrevenuestodateandonlyincursexpensesrelatedtobeingapubliccompanyandduediligenceactivities[192].−Thecompanymayuseupto50,000 success fee upon completion of the merger with TV Ammo [203]. Revenue and Operations - The company has not generated any revenues to date and only incurs expenses related to being a public company and due diligence activities [192]. - The company may use up to 1,000,000 of loans from initial stockholders, convertible into warrants at $1.00 each, but the Sponsor has elected not to convert [198]. Internal Controls and Going Concern - The company has a material weakness in its internal control over financial reporting, affecting the accuracy of its income tax provision for the year ended December 31, 2023 [209]. - The company’s business plan is contingent on completing a business combination, raising substantial doubt about its ability to continue as a going concern [200].