Distoken Acquisition (DIST) - 2024 Q1 - Quarterly Report

Financial Performance - For the three months ended March 31, 2024, the company reported a net income of $32,539, primarily from interest earned on investments held in the Trust Account[144]. - The company has incurred operating costs of$497,691 for the three months ended March 31, 2024[144]. - The company has cash of $1,159 as of March 31, 2024, intended for identifying and evaluating target businesses[155]. - The fair value of investments held in the Trust Account amounts to$42,058,979 as of March 31, 2024, compared to $41,440,980 as of December 31, 2023, indicating an increase of approximately 1.5$10.00 per unit, generating gross proceeds of $69 million[148]. - The company incurred transaction costs of$4,366,343 related to its initial public offering[148]. - The fair value of public rights at issuance amounted to $3,305,100, while the fair value of public warrants at issuance was$1,104,000[168][169]. Trust Account and Investments - As of March 31, 2024, the company had investments held in the Trust Account totaling $42,058,979, including$2,328,798 of interest income[154]. - The company advanced a total of $136,923 from its operating account into the Trust Account to extend the time for completing a business combination as of March 31, 2024[140]. Business Combination and Extensions - The company has the right to extend the date for consummating a business combination up to twelve times until November 18, 2024[138]. - The company may extend the time to consummate a business combination from June 18, 2024, to November 18, 2024, but it is uncertain if this will be achieved[158]. - The company has determined that mandatory liquidation could occur if a business combination is not consummated by the liquidation deadline, raising substantial doubt about its ability to continue as a going concern for one year from the issuance of the financial statements[159]. Debt and Financial Obligations - The company has no long-term debt or capital lease obligations, with a monthly fee of$10,000 payable to the sponsor for office space and administrative services since February 15, 2023[162]. - The company issued an unsecured promissory note to the sponsor for up to $1 million for working capital needs, with total borrowings under this note amounting to$75,688 as of March 31, 2024[142]. - The company may need to raise additional capital through loans or investments, and if unable to do so, may have to curtail operations or suspend potential transactions[158]. Consulting and Advisory Services - The company has engaged I-Bankers to assist in potential business combinations, with a cash fee of 4.0% of the gross proceeds of the initial public offering, amounting to $2,760,000[163]. - The company has entered into a new agreement with a vendor for legal and consulting services, with total payments potentially reaching$1,650,000 if the business combination closes[164]. Accounting Standards - Management does not believe that the adoption of recently issued accounting standards will have a material impact on the financial statements[170]. Shareholder Transactions - An aggregate amount of $31.9 million was removed from the trust account to pay shareholders who redeemed their shares during the Extension Amendment[138]. - 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[160].