Company – Scrape Financial
Risk Factors Summary

Risk Factors Update Summary

  • The deferred underwriting commissions will not be adjusted for redeemed shares in connection with the Business Combination.
  • Shareholders may receive only approximately $10.00 per share on liquidation, down from $10.00.
  • Added uncertainty regarding integrating, retaining, and incentivizing key personnel post-Business Combination.
  • The per-share distribution to shareholders exercising redemption rights will not be reduced by underwriting commissions.
  • Number of authorized Class A ordinary shares increased from 16,262,500 to 16,475,000.
  • Interest on deposit account decreased from 2.5% to 0% per annum.
  • The number of outstanding ordinary shares increased from 53% to 56%.
  • Officers and directors may serve in other companies, potentially impacting completion of Business Combination.
  • The company had approximately $12,276,468 in negative working capital as of 2023.
  • Number of Class A ordinary shares held by sponsor increased from 3,647 to 3,647.
  • Potential loss of control post-Business Combination could result in shareholders owning a minority interest.
  • The company may issue up to 150,000 additional private placement shares to the sponsor.
  • Potential civil fine for non-compliance with CFIUS filing requirements could be significant.
  • The company may convert up to $1,500,000 of loans into shares for working capital.
  • Failure to comply with laws or regulations may adversely affect ability to negotiate and complete Business Combination.
  • The company may not hold an annual meeting of shareholders until after the Business Combination.
  • Nasdaq may delist securities if unable to meet listing requirements, impacting liquidity and compliance.

Full Text Changes in Most Recent 10-K

Intended use: review the highlighted statements. These are additions to the risk factors disclosure in the most recent 10-K filing compared to the previous 10-K filing. Deleted and moved text is less important and is shown for context.

To view the full company filings, click on the following link to be taken to the SEC EDGAR database landing page for the company: https://www.sec.gov/edgar/browse/?CIK=1838821&owner=exclude

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