PowerUp Acquisition Corp. Files Q1 2024 10-Q

TL;DR

PowerUp Acquisition Corp. filed its Q1 2024 10-Q. No major financial changes reported yet.

AI Summary

PowerUp Acquisition Corp. filed its 10-Q for the period ending March 31, 2024. The company, formerly known as PowsedrUp Acquisition Corp., is involved in the pharmaceutical preparations industry. Its business address is 1200 Broadway, Floor 3, New York, NY 10038. The filing covers the first quarter of 2024.

Why It Matters

This filing provides investors with an update on PowerUp Acquisition Corp.'s financial performance and operational status for the first quarter of 2024.

Risk Assessment

Risk Level: low — This is a routine quarterly filing with no immediate red flags or significant financial events disclosed.

Key Numbers

• Q1 2024 — Reporting Period (Covers the first three months of 2024.)
• 1231 — Fiscal Year End (Indicates the company's fiscal year concludes on December 31st.)

Key Players & Entities

• PowerUp Acquisition Corp. (company) — Filer
• PowsedrUp Acquisition Corp. (company) — Former company name
• 20240331 (date) — Reporting period end date
• 20240605 (date) — Filing date
• 1200 Broadway, Floor 3, New York, NY 10038 (address) — Business and mailing address

FAQ

Key Financial Figures

• $0.0001 — f one Class A ordinary share, par value $0.0001 per share, and one-half of one Redeemab
• $11.50 — able for one Class A Ordinary Share for $11.50 per share, included as part of the unit

Filing Documents

• form10-q.htm (10-Q) — 925KB
• ex31-1.htm (EX-31.1) — 18KB
• ex31-2.htm (EX-31.2) — 18KB
• ex32-1.htm (EX-32.1) — 8KB
• ex32-2.htm (EX-32.2) — 8KB
• 0001493152-24-022728.txt ( ) — 5035KB
• pwup-20240331.xsd (EX-101.SCH) — 43KB
• pwup-20240331_cal.xml (EX-101.CAL) — 30KB
• pwup-20240331_def.xml (EX-101.DEF) — 240KB
• pwup-20240331_lab.xml (EX-101.LAB) — 290KB
• pwup-20240331_pre.xml (EX-101.PRE) — 262KB
• form10-q_htm.xml (XML) — 735KB

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 21 Item 3.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 26 Item 4. Control and Procedures 26

– OTHER INFORMATION

PART II – OTHER INFORMATION Item 1A.

Risk Factors

Risk Factors 27 Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities 27 Item 5. Other Information 27 Item 6. Exhibits 28

SIGNATURES

SIGNATURES 29 i Table of Contents PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS POWERUP ACQUISITION CORP. CONDENSED CONSOLIDATED BALANCE SHEETS March 31, December 31, 2024 2023 (Unaudited) ASSETS CURRENT ASSETS Prepaid expenses and other $ 65,577 $ 81,223 Total current assets 65,577 81,223 Investments held in Trust Account 20,136,022 19,901,169 TOTAL ASSETS $ 20,201,599 $ 19,982,392 LIABILITIES, REDEEMABLE ORDINARY SHARES AND SHAREHOLDERS' DEFICIT CURRENT LIABILITIES Accounts payable and accrued expenses $ 365,010 152,005 Loan and Transfer note – payable 217,232 12,384 Financial Liability - SPAC loan 1,782,202 — Due to affiliate 268,939 238,939 Total current liabilities 2,633,383 403,328 TOTAL LIABILITIES 2,633,383 403,328 COMMITMENTS AND CONTINGENCIES (Note 6) REDEEMABLE ORDINARY SHARES Class A ordinary shares subject to possible redemption at redemption value, $ 0.0001 par value, 1,803,729 shares as of March 31, 2024 and December 31, 2023, respectively 20,136,022 19,901,169 SHAREHOLDER'S DEFICIT Preference shares; $ 0.0001 par value, 5,000,000 shares authorized, none issued or outstanding — — Class A ordinary shares; $ 0.0001 par value; 300,000,000 shares authorized; 7,187,500 issued or outstanding at March 31, 2024 and December 31, 2023, respectively (excluding 1,803,729 shares subject to redemption as of March 31, 2024 and December 31, 2023) 719 719 Class B ordinary shares; $ 0.0001 par value; 50,000,000 shares authorized; 0 issued and outstanding at March 31, 2024 and December 31, 2023 — — Ordinary shares — — Additional paid-in capital 11,421,183 10,964,930 Accumulated deficit ( 13,989,708 ) ( 11,287,754 ) Total shareholders' deficit ( 2,567,806 ) ( 322,105 ) TOTAL LIABILITIES, REDEEMABLE ORDINARY SHARES AND SHAREHOLDERS' DEFICIT $ 20,201,599 $ 19,982,392 The accompanying notes are an integral part of these unaudited condensed consolida

financial statements (see Note 6)

financial statements (see Note 6). Following the closing of the IPO, $ 294,687,500 ($ 10.25 per Unit) from the net proceeds of the sale of the Units, Overallotment Units, and the Private Placement Warrants was placed in a trust account ("Trust Account") and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the "Investment Company Act"), with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of paragraphs (d)(2), (d)(3) and (d)(4) of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account, as described below. To mitigate the risk that the Company might be deemed to be an investment company for purposes of the Investment Company Act, in January 2024, the Company instructed the trustee to liquidate the securities held in the Trust Account and instead to hold the funds in the Trust Account in an interest-bearing demand deposit account at a bank until the earlier of the consummation of an initial Business Combination or the Company's liquidation. The Company's management has broad discretion with respect to the specific application of the net proceeds of the IPO and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on income earned on the Trust Account) at the time it enters into a definitive agree

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