AtlasClear Holdings 10-Q: Capital Transactions Detailed
Ticker: ATCHW · Form: 10-Q · Filed: Nov 15, 2024 · CIK: 1963088
Sentiment: neutral
Topics: 10-Q, financing, capital-stock, corporate-actions
TL;DR
AtlasClear 10-Q shows capital raises via at-market agreements and merger financing. Former name: Calculator New Pubco.
AI Summary
AtlasClear Holdings, Inc. filed a 10-Q for the period ending September 30, 2024. The filing details financial activities including additional paid-in capital transactions related to at-market agreements and a short-term merger financing. It also mentions a prior name change from Calculator New Pubco, Inc. on January 20, 2023.
Why It Matters
This filing provides insight into AtlasClear's financial structure and recent capital-raising activities, which can impact its future growth and investment potential.
Risk Assessment
Risk Level: medium — The filing contains details about financing agreements and capital stock, which can be complex and carry inherent financial risks.
Key Numbers
- 12455157 — Common Stock Shares (Related to at-market agreements and capital stock)
- 0.033 — Expected Dividend Rate (Measurement input for financial instruments)
- 0.025 — Exercise Price (Measurement input for financial instruments)
Key Players & Entities
- AtlasClear Holdings, Inc. (company) — Filer of the 10-Q
- Calculator New Pubco, Inc. (company) — Former name of AtlasClear Holdings, Inc.
- 2024-09-30 (date) — End of the reporting period
- 2023-01-20 (date) — Date of former company name change
- Carriage House Capital Inc (company) — Mentioned in relation to financing agreements
FAQ
What were the specific amounts of 'Additional Paid In Capital' related to 'At Market Agreement' during the period?
The filing indicates transactions for 'Additional Paid In Capital' under 'At Market Agreement' between 2024-07-01 and 2024-09-30, but specific dollar amounts are not detailed in this excerpt.
What is the nature of the 'ShortTermMergerFinancingMember'?
The filing links 'ShortTermMergerFinancingMember' to 'AdditionalPaidInCapitalMember' for the period of 2024-07-01 to 2024-09-30, suggesting it's a form of financing related to a merger.
What is the significance of 'CarriageHouseCapitalIncMember' and its associated dates?
Carriage House Capital Inc. is mentioned in relation to 'DueUponSigningOfContractMember' and 'srt:MaximumMember' with the date 2024-02-19, indicating a contractual agreement or financing from this entity.
What is the 'SubscriptionReceivableMember' in the context of 'AtMarketAgreementMember'?
The filing shows a 'SubscriptionReceivableMember' associated with 'AtMarketAgreementMember' for the period 2024-07-01 to 2024-09-30, implying a receivable from an at-market agreement.
What was the company's previous name and when did the change occur?
The company's former name was Calculator New Pubco, Inc., and the date of the name change was January 20, 2023.
Filing Stats: 4,323 words · 17 min read · ~14 pages · Grade level 17.8 · Accepted 2024-11-15 17:15:14
Key Financial Figures
- $0.0001 — e on which registered Common stock, $0.0001 par value per share ATCH NYSE Ameri
Filing Documents
- tmb-20240930x10q.htm (10-Q) — 1908KB
- tmb-20240930xex10d4.htm (EX-10.4) — 9KB
- tmb-20240930xex31d1.htm (EX-31.1) — 11KB
- tmb-20240930xex31d2.htm (EX-31.2) — 11KB
- tmb-20240930xex32d1.htm (EX-32.1) — 6KB
- tmb-20240930xex32d2.htm (EX-32.2) — 6KB
- 0001410578-24-002008.txt ( ) — 10099KB
- tmb-20240930.xsd (EX-101.SCH) — 108KB
- tmb-20240930_cal.xml (EX-101.CAL) — 81KB
- tmb-20240930_def.xml (EX-101.DEF) — 414KB
- tmb-20240930_lab.xml (EX-101.LAB) — 754KB
- tmb-20240930_pre.xml (EX-101.PRE) — 586KB
- tmb-20240930x10q_htm.xml (XML) — 1709KB
Financial Information
Part I. Financial Information 3
Interim Consolidated Financial Statements
Item 1. Interim Consolidated Financial Statements 3 Condensed Consolidated Balance sheet as of September 30, 2024 (unaudited) and June 30, 2024 3 Condensed Consolidated Statements of Operations for the three months ended September 30, 2024 and 2023 (Unaudited) 4 Condensed Consolidated Statements of Changes in Stockholders' Deficit for the three months ended September 30, 2024 and 2023 (Unaudited) 5 Condensed Consolidated Statements of Cash Flows for the three months ended September 30, 2024 and 2023 (Unaudited) 6 Notes to Condensed consolidated financial Statements (Unaudited) 8
Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 31
Quantitative and Qualitative Disclosures About Market Risk
Item 3. Quantitative and Qualitative Disclosures About Market Risk 41
Controls and Procedures
Item 4. Controls and Procedures 41
Other Information
Part II. Other Information 42
Legal Proceedings
Item 1. Legal Proceedings 42
Risk Factors
Item 1A. Risk Factors 42
Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities
Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities 42
Defaults Upon Senior Securities
Item 3. Defaults Upon Senior Securities 42
Mine Safety Disclosures
Item 4. Mine Safety Disclosures 42
Other Information
Item 5. Other Information 42
Exhibits
Item 6. Exhibits 43
Signatures
Signatures 44 2 Table of Contents
- FINANCIAL INFORMATION
PART I - FINANCIAL INFORMATION
Interim Consolidated Financial Statements
Item 1. Interim Consolidated Financial Statements. ATLASCLEAR HOLDINGS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS September 30, June 30, 2024 2024 (Unaudited) ASSETS Cash and cash equivalents $ 6,817,398 $ 6,558,176 Cash segregated - customers 19,980,711 20,548,972 Cash segregated - PAB 768,767 200,738 Receivables - broker-dealers and clearing organizations 1,917,175 1,333,306 Receivables - customers, net 170,690 823,784 Other receivables 230,037 64,842 Prepaids 44,275 67,967 Trading securities, market value, net 55 55 Total Current Assets 29,929,108 29,597,840 Operating lease right to use lease asset 288,191 326,336 Property and equipment, net 11,511 16,080 Customer list, net 13,843,665 14,150,856 Goodwill 6,142,525 7,706,725 Pacsquare asset purchase 1,928,800 1,726,500 Cash deposits - broker-dealers and clearing organizations 3,515,000 3,515,000 Bank acquisition deposit — 91,200 Other assets 336,017 336,017 TOTAL ASSETS $ 55,994,817 $ 57,466,554 LIABILITIES AND STOCKHOLDERS' DEFICIT LIABILITIES Payables to customers $ 20,009,873 $ 20,162,973 Accounts and payables to officers/directors 728,936 686,579 Accounts payable and accrued expenses 4,615,650 5,393,912 Payables - broker-dealers and clearing organizations 20,238 4,915 Commissions, payroll and payroll taxes 221,769 273,386 Current portion of lease liability 138,218 149,499 Stock payable 63,742 259,893 Promissory notes 852,968 852,968 Short-term merger financing, net 4,790,907 5,092,083 Contingent guarantee — 3,256,863 Tau agreement liability 972,508 — Subscription agreement 2,460,488 2,425,647 Stock payable – related party 55,087 55,087 Excise tax payable 2,067,572 2,067,572 Total Current Liabilities 36,997,956 40,681,377 Accrued contingent liability 100,000 100,000 Convertible n