Denali Capital Acquisition Corp. Files Q2 2024 10-Q

TL;DR

Denali Capital Acquisition Corp. filed its Q2 10-Q. No major business combination announced yet.

AI Summary

Denali Capital Acquisition Corp. filed its 10-Q for the quarterly period ended June 30, 2024. The company, incorporated in the Cayman Islands, is a blank check company. Its principal executive offices are located at 437 Madison Avenue, New York, NY.

Why It Matters

This filing provides an update on Denali Capital Acquisition Corp.'s financial status and operations for the second quarter of 2024, which is crucial for investors tracking the company's progress towards a potential business combination.

Risk Assessment

Risk Level: medium — As a SPAC, Denali Capital Acquisition Corp. faces inherent risks related to finding and completing a business combination within its specified timeframe.

Key Numbers

• 06/30/2024 — Quarter End Date (Reporting period for the 10-Q)
• 001-41351 — SEC File Number (Identifies the company's filings with the SEC)

Key Players & Entities

• Denali Capital Acquisition Corp. (company) — Registrant
• June 30, 2024 (date) — Quarterly period end date
• Cayman Islands (location) — Jurisdiction of incorporation
• 437 Madison Avenue, 27th Floor, New York, New York 10022 (address) — Principal Executive Offices
• 001-41351 (other) — Commission File Number

FAQ

Key Financial Figures

• $0.0001 — LLC Class A ordinary shares, par value $0.0001 per share DECA The Nasdaq Stock Market
• $11.50 — ordinary share at an exercise price of $11.50 per share DECAW The Nasdaq Stock Market

Filing Documents

• ea0210751-10q_denali.htm (10-Q) — 575KB
• ea021075101ex31-1_denali.htm (EX-31.1) — 10KB
• ea021075101ex31-2_denali.htm (EX-31.2) — 10KB
• ea021075101ex32-1_denali.htm (EX-32.1) — 4KB
• ea021075101ex32-2_denali.htm (EX-32.2) — 4KB
• 0001213900-24-070799.txt ( ) — 4428KB
• deca-20240630.xsd (EX-101.SCH) — 42KB
• deca-20240630_cal.xml (EX-101.CAL) — 16KB
• deca-20240630_def.xml (EX-101.DEF) — 237KB
• deca-20240630_lab.xml (EX-101.LAB) — 344KB
• deca-20240630_pre.xml (EX-101.PRE) — 232KB
• ea0210751-10q_denali_htm.xml (XML) — 498KB

FINANCIAL INFORMATION

Part I. FINANCIAL INFORMATION Item 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - DENALI CAPITAL ACQUISITION CORP. 1 Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 22 Item 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 28 Item 4.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 28

OTHER INFORMATION

Part II. OTHER INFORMATION 29 Item 1. LEGAL PROCEEDINGS. 29 Item 1A.

RISK FACTORS

RISK FACTORS 29 Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS. 29 Item 3. DEFAULTS UPON SENIOR SECURITIES. 29 Item 4. MINE SAFETY DISCLOSURES. 29 Item 5. OTHER INFORMATION 29 Item 6. EXHIBITS. 30

SIGNATURES

Part III. SIGNATURES 31 i This report, including, without limitation, statements under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations," includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Our forward-looking statements include, but are not limited to, statements regarding our or our management team's expectations, hopes, beliefs, intentions or strategies regarding the future, including with respect to our proposed business combination with Semnur (as defined below) . In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intends," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking our ability to select an appropriate target business or businesses; our ability to complete our initial business combination, including our proposed business combination with Semnur Pharmaceuticals, Inc. ("Semnur"); our expectations around the performance of the prospective target business or businesses; our success in retaining or recruiting, or changes required in, our officers, key employees or directors following our initial business combination; our officers and directors allocating their time to other businesses and potentially having conflicts of interest with our business or in approving our initial business combination; our potential ability to obtain additional financing to complete our initial busine

Business

Business Combination The Company will provide the holders of the outstanding Public Shares (the "Public Shareholders") with the opportunity to redeem all or a portion of their Public Shares either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer in connection with the Business Combination. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company. The Public Shareholders will be entitled to redeem their Public Shares for a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account calculated as of two business days prior to the consummation of the initial Business Combination (initially anticipated to be $ 10.20 per Public Unit, plus any pro rata interest then in the Trust Account, net of taxes payable). The Public Shares subject to redemption were recorded at a redemption value and classified as temporary equity upon the completion of the IPO in accordance with the Financial Accounting Standards Board (the "FASB") Accounting Standards Codification ("ASC") Topic 480, "Distinguishing Liabilities from Equity" ("ASC 480"). The Company will not redeem Public Shares in an amount that would cause its net tangible assets to be less than $ 5,000,001 (so that it does not then become subject to the "penny stock" rules of the Securities and Exchange Commission (the "SEC")) either prior to or upon consummation of an initial Business Combination. However, a greater net tangible asset or cash requirement may be contained in the agreement relating to the Business Combination. In shareholders' meeting held on October 11, 2023, it was resolved to eliminate this limitation that the Company may not redeem Public Shares in an amount that would cause the Company's net tangible assets to be less than $ 5,000,001 (the "Redemption Limitation Amendment"). If the Company is unable to c

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