Digital Health Acquisition Corp. Files 2023 Annual Report

TL;DR

<b>Digital Health Acquisition Corp. has filed its 2023 10-K report, outlining its financial structure and key corporate events.</b>

AI Summary

DIGITAL HEALTH ACQUISITION CORP. (VSEEW) filed a Annual Report (10-K) with the SEC on April 12, 2024. Digital Health Acquisition Corp. filed its 10-K report for the fiscal year ending December 31, 2023. The filing details various financial instruments including common stock, preferred stock, warrants, and promissory notes. Key dates related to stock issuances, purchase agreements, and warrant events are documented. The company's business address is located at 980 N Federal Hwy, #304, Boca Raton, FL 33432. The SEC file number for this report is 001-41015.

Why It Matters

For investors and stakeholders tracking DIGITAL HEALTH ACQUISITION CORP., this filing contains several important signals. This 10-K filing provides a comprehensive overview of the company's financial position and activities for the fiscal year 2023, crucial for investors assessing its stability and future prospects. The detailed breakdown of various securities and agreements, including those with related parties and PIPE investors, offers insight into the company's capital structure and financing strategies.

Risk Assessment

Risk Level: — DIGITAL HEALTH ACQUISITION CORP. shows moderate risk based on this filing. The company is a special purpose acquisition company (SPAC), which inherently carries higher risks related to finding a suitable merger target and completing a business combination within its timeframe.

Analyst Insight

Investors should review the detailed financial instruments and related party transactions to understand the company's capital structure and potential future dilution.

Financial Highlights

total Assets

3489000

total Debt

3462000

Key Numbers

• 3462000 — Total Debt (estimated) (Implied from financial data points)
• 3489000 — Total Assets (estimated) (Implied from financial data points)

Key Players & Entities

• DIGITAL HEALTH ACQUISITION CORP. (company) — Filer name
• 001-41015 (regulator) — SEC file number
• 20231231 (date) — Fiscal year end
• 20240412 (date) — Filing date
• Boca Raton, FL (location) — Business address city and state
• M2bFundingCorp (company) — Promissory notes with M2bFundingCorp
• Sponsor (company) — Related party context

FAQ

Risk Factors

• Redemption of Public Shares [medium — financial]: The company may not be able to complete an initial business combination if it has insufficient funds after redemptions by public stockholders.
• Liquidation if Business Combination Not Consummated [medium — financial]: If the company fails to complete a business combination within the specified timeframe, it will liquidate, and public stockholders may receive less than their initial investment.
• Dependence on Sponsor and Management Team [medium — financial]: The success of the company is heavily dependent on the expertise and efforts of its sponsor and management team.

Key Dates

• 2023-12-31: Fiscal Year End — Reporting period for the 10-K
• 2024-04-12: Filing Date — Date the 10-K was filed with the SEC
• 2021-11-08: IPO Date — Initial Public Offering date
• 2021-11-12: Private Placement Date — Date of private placement warrants

Glossary

SPAC

Special Purpose Acquisition Company (Digital Health Acquisition Corp. is a SPAC, meaning its primary purpose is to acquire or merge with another company.)

Key Financial Figures

• $0.0001 — ck Market LLC Common Stock, par value $0.0001 per share DHAC The Nasdaq Stock Mar
• $11.50 — of Common Stock at an exercise price of $11.50 DHACW The Nasdaq Stock Market LLC
• $175 million — egate enterprise value of approximately $175 million to $500 million and would benefit from
• $500 million — value of approximately $175 million to $500 million and would benefit from access to public
• $10.00 — ng of 11,500,000 units (the "Units") at $10.00 per Unit including the full exercise of
• $115,000,000 — nt option, generating gross proceeds of $115,000,000, and incurring transaction costs of app
• $6,877,164 — ring transaction costs of approximately $6,877,164, consisting of $1,955,000 of underwriti
• $1,955,000 — approximately $6,877,164, consisting of $1,955,000 of underwriting fees, $4,370,000 of def
• $4,370,000 — ing of $1,955,000 of underwriting fees, $4,370,000 of deferred underwriting fees and $552,
• $552,164 — 0,000 of deferred underwriting fees and $552,164 of other offering costs. Simultaneousl
• $5,570,000 — erating gross proceeds of approximately $5,570,000. Approximately $116,725,000 ($10.00 pe
• $116,725,000 — pproximately $5,570,000. Approximately $116,725,000 ($10.00 per Unit) of the net proceeds o
• $6,796,063 — ar ended December 31, 2023, we withdrew $6,796,063 from the Trust Account as a result of a
• $100,000 — franchise and income taxes (less up to $100,000 of interest to pay dissolution expenses
• $10,000 — part of a monthly administrative fee of $10,000. We consider our current office space a

Filing Documents

• dhacu-20231231x10k.htm (10-K) — 1812KB
• dhacu-20231231xex4d5.htm (EX-4.5) — 78KB
• dhacu-20231231xex31d1.htm (EX-31.1) — 11KB
• dhacu-20231231xex31d2.htm (EX-31.2) — 11KB
• dhacu-20231231xex32d1.htm (EX-32.1) — 5KB
• dhacu-20231231xex32d2.htm (EX-32.2) — 5KB
• dhacu-20231231xex97d1.htm (EX-97.1) — 36KB
• 0001104659-24-046607.txt (&nbsp;) — 9630KB
• dhacu-20231231.xsd (EX-101.SCH) — 97KB
• dhacu-20231231_cal.xml (EX-101.CAL) — 48KB
• dhacu-20231231_def.xml (EX-101.DEF) — 452KB
• dhacu-20231231_lab.xml (EX-101.LAB) — 612KB
• dhacu-20231231_pre.xml (EX-101.PRE) — 603KB
• dhacu-20231231x10k_htm.xml (XML) — 1456KB

BUSINESS

BUSINESS 4 ITEM 1A.

RISK FACTORS

RISK FACTORS 6 ITEM 1B. UNRESOLVED STAFF COMMENTS 6 ITEM 1C CYBERSECURITY 6 ITEM 2.

PROPERTIES

PROPERTIES 6 ITEM 3.

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS 6 ITEM 4. MINE SAFETY DISCLOSURES 6 PART II 7 ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 7 ITEM 6. [RESERVED] 8 ITEM 7.

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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 8 ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 18 ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 18 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 18 ITEM 9A.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 19 ITEM 9B. OTHER INFORMATION 20 ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 20 PART III 21 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 21 ITEM 11.

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 24 ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS 26 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 27 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 32 PART IV 33 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 33 CERTAIN TERMS References to "the Company," "DHAC," "our," "us" or "we" refer to Digital Health Acquisition Corp., a blank check company incorporated in Delaware on March 30, 2021. References to our "Sponsor" refer to Digital Health Sponsor LLC, a Delaware limited liability company. References to our "IPO" refer to the initial public offering of Digital Health Acquisition Corp., which closed on November 8, 2021. Table of Contents SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, or the Exchange Act. The statements contained in this report that are not purely historical are forward-looking statements. Our forward-looking statements include, but are not limited to, statements regarding our or our management's expectations, hopes, beliefs, intentions or strategies regarding the future. 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 "anticipates," "believe," "continue," "could," "estimate," "expect," "intend," "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 statements in this report may include, for example, statements about our: ability to complete our initial business combinati

BUSINESS

ITEM 1. BUSINESS Introduction We are a blank check company incorporated as a Delaware corporation and formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the "initial business combination"). Our Sponsor is Digital Health Sponsor LLC, a Delaware limited liability company ("Sponsor"). While we may pursue an initial business combination target in any industry or geographic region, we intend to focus on established, technology and healthcare focused businesses that have an aggregate enterprise value of approximately $175 million to $500 million and would benefit from access to public markets and the operational and strategic expertise of our management team and board of directors. We will seek to capitalize on the significant experience of our management team in consummating an initial business combination with the ultimate goal of pursuing attractive returns for our stockholders. The Registration Statement for our initial public offering was declared effective on November 3, 2021 (the "Initial Public Offering," or "IPO"). On November 8, 2021, we consummated the Initial Public Offering of 11,500,000 units (the "Units") at $10.00 per Unit including the full exercise of the underwriters' over-allotment option, generating gross proceeds of $115,000,000, and incurring transaction costs of approximately $6,877,164, consisting of $1,955,000 of underwriting fees, $4,370,000 of deferred underwriting fees and $552,164 of other offering costs. Simultaneously with the closing of the Initial Public Offering, we completed the private sale of 557,000 Units (the "Private Placement Units") at a purchase price of $10.00 per Private Placement Unit (the "Private Placement"), to the Sponsor, generating gross proceeds of approximately $5,570,000. Approximately $116,725,000 ($10.00 per Unit) of the net proceeds of the Initial Public Offering and certain of th

RISK FACTORS

ITEM 1A. RISK FACTORS As a smaller reporting company, we are not required to make disclosures under this Item.

UNRESOLVED STAFF COMMENTS

ITEM 1B UNRESOLVED STAFF COMMENTS Not applicable.

CYBERSECURITY

ITEM 1C. CYBERSECURITY We are a SPAC with no business operations. Since our IPO, our sole business activity has been identifying, evaluating suitable acquisition transaction candidates and completing the merger with our target acquisition companies. Therefore, we do not consider that we face significant cybersecurity risk and have not adopted any cybersecurity risk management program or formal processes for assessing cybersecurity risk. Our board of directors is generally responsible for the oversight of risks from cybersecurity threats, if there is any. We have not encountered any cybersecurity incidents since our IPO.

PROPERTIES

ITEM 2. PROPERTIES We currently maintain our executive offices at 980 N Federal Hwy #304, Boca Raton, FL 33432. An affiliate of our sponsor is making this space available to us as part of a monthly administrative fee of $10,000. We consider our current office space adequate for our current operations.

LEGAL PROCEEDINGS

ITEM 3. LEGAL PROCEEDINGS We may be subject to legal proceedings, investigations and claims incidental to the conduct of our business from time to time. Except as disclosed below, we are also not aware of any other legal proceeding, investigation or claim, or other legal exposure that has a more than remote possibility of having a material adverse effect on our business, financial condition or results of operations.

MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES Not Applicable. - 6 - Table of Contents PART II

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our units, the shares of common stock and warrants are currently trading on The Nasdaq Capital Market under the symbols "DHACU," "DHAC" and "DHACW," respectively. Our units began to trade on The Nasdaq Global Market, or Nasdaq on or about November 4, 2021, and the shares of common stock and warrants began separate trading on Nasdaq respectively, on or about December 30, 2021. On October 4, 2023, we applied to transfer the listing of our securities from the Nasdaq Global Market to the Nasdaq Capital Market ("NasdaqCM"). Nasdaq approved the application on October 26, 2023 and our securities began trading on the NasdaqCM on October 30, 2023. Holders of Record As of March 5, 2024, there were 3,603,966 of our shares of common stock issued and outstanding held by approximately 15 stockholders of record. The number of record holders was determined from the records of our transfer agent and does not include beneficial owners of shares of common stock whose shares are held in the names of various security brokers, dealers, and registered clearing agencies. Dividends We have not paid any cash dividends on our common stock to date and do not intend to pay cash dividends prior to the completion of an initial business combination. The payment of cash dividends in the future will be dependent upon our revenues and earnings, if any, capital requirements and general financial condition subsequent to completion of a business combination. The payment of any dividends subsequent to a business combination will be within the discretion of our board of directors at such time. It is the present intention of our board of directors to retain all earnings, if any, for use in our business operations and, accordingly, our board of directors does not anticipate declaring any dividends in the foreseeable future. In addition, our board of directors is

View Full Filing

View this 10-K filing on SEC EDGAR