It seems like you've provided a table of contents for a 10-Q financial report, which is a quarterly report filed by publicly traded companies with the Securities and Exchange Commission (SEC). Since there is no article title provided, I'll assume you'd like me to generate a title based on the typical format of a 10-Q report. Here's a possible title: "Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934" Please note that this is a standard title for a 10-Q report and may not be specific to the actual content of the report. If you'd like me to generate a more descriptive title based on the actual content of the report, please provide me with more information about the report.
It seems like you've provided a table of contents for a 10-Q financial report, which is a quarterly report filed by publicly traded companies with the Securities and Exchange Commission (SEC). Since there is no article title provided, I'll assume you'd like me to generate a title based on the typical format of a 10-Q report. Here's a possible title: "Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934" Please note that this is a standard title for a 10-Q report and may not be specific to the actual content of the report. If you'd like me to generate a more descriptive title based on the actual content of the report, please provide me with more information about the report.
I apologize, but it seems that you haven’t provided a financial report (10-Q) for me to summarize. A 10-Q is a quarterly report filed by publicly traded companies with the Securities and Exchange Commission (SEC), and it typically includes financial statements, management’s discussion and analysis (MD&A), and other relevant information.
If you provide the actual report, I’d be happy to help you summarize the key financial figures, main events, and significant developments in a single paragraph.
Overview
BLAC is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities. The company intends to use cash from the proceeds of its initial public offering (IPO) and private placement units, as well as debt and equity financing, to complete an initial business combination.
Recent Developments
BLAC has taken several steps to extend the deadline for completing its initial business combination:
- In November 2023, shareholders approved extending the deadline from November 14, 2023 to February 14, 2024, with the option to further extend to May 14, 2024.
- In May 2024, shareholders approved extending the deadline from May 14, 2024 to November 14, 2024.
- In November 2024, shareholders approved extending the deadline from November 14, 2024 to February 14, 2025.
BLAC also entered into a Business Combination Agreement with OSR Holdings Co. Ltd. in November 2023, which was later amended in May 2024. The proposed transaction is subject to customary closing conditions.
Financial Performance
BLAC has not generated any operating revenue since its inception, as its activities have been focused on its formation, IPO, and identifying a target for its initial business combination. The company has incurred expenses related to being a public company, as well as costs associated with searching for and evaluating potential acquisition targets.
For the three months ended September 30, 2024, BLAC reported a net loss of $230,961, consisting of $454,132 in general and administrative expenses and $46,033 in income taxes, offset by $269,204 in investment income. For the nine months ended September 30, 2024, the company had a net loss of $388,686.
Liquidity and Capital Resources
As of September 30, 2024, BLAC had $12,236 in its operating bank account and a working capital deficit of $3,901,465. The company’s liquidity needs prior to its IPO were satisfied through advances from related parties and the issuance of common stock. After the IPO, liquidity has been provided by the net proceeds from the IPO and private placement, as well as loans from the sponsor, officers, and directors.
Management believes the company will not have sufficient working capital to meet its needs through the earlier of the consummation of an initial business combination or February 14, 2025 (subject to extension). This raises substantial doubt about BLAC’s ability to continue as a going concern. The company may need to obtain additional funding from its sponsor, officers, and directors to complete a business combination.
Proposed Business Combination
BLAC entered into a Business Combination Agreement with OSR Holdings Co. Ltd. in November 2023, which was later amended in May 2024. The proposed transaction is subject to customary closing conditions, including approval by BLAC’s shareholders and regulatory approvals.
The key terms of the amended agreement include:
- BLAC will issue 24,461,214 shares of common stock (valued at $244.6 million) to the OSR Holdings shareholders in exchange for their OSR Holdings shares.
- Toonon Partners Co., Ltd. has agreed to invest $20 million in BLAC through a PIPE financing.
- The combined company will be listed on Nasdaq.
Nasdaq Listing Compliance
BLAC has faced some challenges in maintaining compliance with Nasdaq’s listing requirements, including issues related to board independence and the minimum public holder requirement. The company has taken steps to regain compliance, including obtaining an extension from Nasdaq to meet the public holder requirement.
Recent Promissory Notes
BLAC has issued several promissory notes to its sponsor, a board member, and OSR Holdings to fund working capital and other expenses. These notes are generally non-interest bearing and payable upon the earlier of the consummation of a business combination or a specified maturity date.
Conclusion
BLAC continues to work towards completing its initial business combination with OSR Holdings, having received shareholder approval to extend the deadline multiple times. However, the company faces liquidity challenges and substantial doubt about its ability to continue as a going concern if a business combination is not completed. Successful execution of the proposed transaction with OSR Holdings could provide the necessary capital and strategic direction for BLAC to move forward.
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