Embrace Change Acquisition Corp. Files Q2 2024 10-Q

TL;DR

SPAC Embrace Change Acquisition Corp. filed its Q2 10-Q, detailing share, right, and warrant activity.

AI Summary

Embrace Change Acquisition Corp. filed its 10-Q for the period ending June 30, 2024. The company, a blank check company, reported its financial position and activities. Key financial data points include details on ordinary shares, rights, and warrants, with specific figures for different reporting periods throughout 2023 and 2024.

Why It Matters

This filing provides investors with an update on the financial health and operational status of Embrace Change Acquisition Corp., a special purpose acquisition company (SPAC).

Risk Assessment

Risk Level: low — This is a routine financial filing (10-Q) for a SPAC, providing standard financial disclosures without immediate, significant new risks.

Key Numbers

• 2024 Q2 — Reporting Period (Covers the second quarter of 2024.)
• 2023-12-31 — Previous Year End (Provides comparative financial data from the end of 2023.)
• 2024-06-30 — Current Period End (Marks the end of the current reporting quarter.)

Key Players & Entities

• Embrace Change Acquisition Corp. (company) — Filer of the 10-Q
• 0001869601 (company) — Central Index Key for Embrace Change Acquisition Corp.
• 20240630 (date) — End of the reporting period
• 20240916 (date) — Filing date

FAQ

Key Financial Figures

• $0.0001 — , there were 4,520,024 ordinary shares, $0.0001 par value issued and outstanding. Tabl
• $100,000 — the Company deposited five tranches of $100,000, for an aggregated of $500,000 into the
• $500,000 — nches of $100,000, for an aggregated of $500,000 into the Trust Account, extending the T
• $300,000 — nches of $100,000, for an aggregated of $300,000 into the Trust Account, extending the T
• $400,000 — the required extension contributions of $400,000 into the Trust Account, to extend the T
• $10.00 — ll be less than the IPO price per Unit ($10.00). The Sponsor has agreed that it will
• $10.25 — e amounts in the Trust Account to below $10.25 per share, except as to any claims by a

Filing Documents

• embracechange_10q.htm (10-Q) — 472KB
• embracechange_ex31-1.htm (EX-31.1) — 13KB
• embracechange_ex31-2.htm (EX-31.2) — 12KB
• embracechange_ex32-1.htm (EX-32.1) — 5KB
• embracechange_ex32-2.htm (EX-32.2) — 5KB
• 0001829126-24-006287.txt ( ) — 2990KB
• cik0001869601-20240630.xsd (EX-101.SCH) — 33KB
• cik0001869601-20240630_cal.xml (EX-101.CAL) — 26KB
• cik0001869601-20240630_def.xml (EX-101.DEF) — 153KB
• cik0001869601-20240630_lab.xml (EX-101.LAB) — 190KB
• cik0001869601-20240630_pre.xml (EX-101.PRE) — 186KB
• embracechange_10q_htm.xml (XML) — 340KB

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION 1

Financial Statements

Item 1. Financial Statements 1 Balance Sheets as of June 30, 2024 and December 31, 2023 (Unaudited) 1 Operations for the three and six months ended June 30, 2024 (Unaudited) and for the three and six months ended June 30, 2023 (Unaudited) 2 Changes in Stockholders' Deficit for the six months ended June 30, 2024 (Unaudited) and for the six months ended June 30, 2023 (Unaudited) 3 5

Notes to Financial Statements (Unaudited)

Notes to Financial Statements (Unaudited) 6

Management's Discussion and Analysis of Financial Statements

Item 2. Management's Discussion and Analysis of Financial Statements 19

Quantitative and Qualitative Disclosure about Market Risks

Item 3. Quantitative and Qualitative Disclosure about Market Risks 24

Controls and Procedures

Item 4. Controls and Procedures 24

OTHER INFORMATION

PART II. OTHER INFORMATION 25

Legal Proceedings

Item 1. Legal Proceedings 25

Risk Factors

Item 1A. Risk Factors 25

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 25

Defaults Upon Senior Securities

Item 3. Defaults Upon Senior Securities 26

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 26

Other Information

Item 5. Other Information 26

Exhibits

Item 6. Exhibits 27

Signatures

Signatures 28 i PART I — FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements EMBRACE CHANGE ACQUISITION CORP. BALANCE SHEETS (Unaudited) June 30, December 31, 2024 2023 ASSETS Cash $ 4,532 $ 5,308 Prepaid expenses 102,300 - Total Current Assets 106,832 5,308 Marketable securities held in trust account 58,021,787 56,231,052 Total assets $ 58,128,619 $ 56,236,360 LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities Accrued expenses $ 1,065,984 $ 1,077,258 Due to related party 144,060 54,535 Convertible promissory note – related party 851,112 400,112 Total current liabilities 2,061,156 1,531,905 Deferred underwriter fee payable 2,966,000 2,587,499 Total liabilities 5,027,156 4,119,404 Commitments and Contingencies (Note 6) Ordinary shares subject to possible redemption, 5,127,282 and 5,127,282 shares issued and outstanding at redemption value of $ 11.32 per share and $ 10.97 per share as of June 30, 2024 and December 31, 2023, respectively 58,021,787 56,231,052 Stockholders' Deficit Ordinary Shares, par value $ 0.0001 ; 500,000,000 shares authorized; 2,295,893 (excluding 5,127,282 and 5,127,282 shares subject to redemption, respectively) issued and outstanding as of June 30, 2024 and December 31, 2023, respectively 230 230 Additional paid-in capital - - Accumulated deficit ( 4,920,554 ) ( 4,114,326 ) Total Stockholders' Deficit ( 4,920,324 ) ( 4,114,096 ) Total Liabilities and Stockholders' Deficit $ 58,128,619 $ 56,236,360 The accompanying notes are an integral part of these unaudited financial statements. 1 EMBRACE CHANGE ACQUISITION CORP. (Unaudited) For the For the For the For the three months ended three months ended six months ended six months ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Formation and operating costs $ ( 77,927 ) $ ( 120,796 ) $ ( 127,727 ) $ ( 249,059 ) Los

NOTES TO FINANCIAL STATEMENTS

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) NOTE 1. DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS AND GOING CONCERN Embrace Change Acquisition Corp. (the "Company") is a blank check company incorporated in the Cayman Islands on March 3, 2021. The Company was formed for the purpose of acquiring, engaging in a share exchange, share reconstruction and amalgamation with, purchasing all or substantially all of the assets of, entering into contractual arrangements with, or engaging in any other similar business combination with one or more businesses or entities ("Business Combination"). The Company may pursue a business combination target in any business or industry. As of June 30, 2024, the Company had not yet commenced any operations. All activity through June 30, 2024 relates to the Company's formation, the Initial Public Offering (as defined below) and after the Initial Public Offering, searching for a Business Combination target. The Company will not generate any operating revenues until after the completion of its Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the IPO (as defined below). The Company has selected December 31 as its fiscal year end. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. The Company's sponsor is Wuren Fubao Inc., a Cayman Islands exempted company (the "Sponsor"). The registration statement for the Company's Initial Public Offering was declared effective on August 9, 2022. On August 12, 2022, the Company consummated its Initial Public Offering of 7,392,855 units (the "Units", and, with respect to the ordinary shares included in the Units being offered, the "Public Shares"), including the issuance of 892,855 Units as a result of the partial exercise by EF Hutton, division of Benchmar

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