Company – Scrape Financial
Risk Factors Summary

Risk Factors Update Summary

  • The company changed from a SPAC to a blank check company, with no significant operating history.
  • Significant costs incurred and expected for the Business Combination, reducing cash available for other purposes.
  • Public Shareholders may have $84,045 remaining in Trust Account, down from $500,000 paid to underwriters.
  • Founder Shares holders agreed to vote in favor of business combination, ensuring approval.
  • The minimum fair market value required for a business combination increased from 80% to a specific value.
  • Potential delay or non-completion of the Business Combination due to various factors beyond control.
  • Public Stockholders may own 0.8% of New Cycurion post-Business Combination, potentially none if redemptions occur.
  • Limited time to conduct due diligence on potential business targets, impacting ability to create value.
  • Shareholders' voting power was clarified, stating they cannot outvote initial stockholders, directors, and officers.
  • Risks associated with failing to complete the initial business combination by the Termination Date.
  • The deadline for completing the initial business combination was extended from July 11, 2023, to July 11, 2024.
  • New Cycurion's strategic plan execution may be hindered if significant stockholders redeem shares.
  • Potential delisting by Nasdaq if unable to complete a business combination within the required timeframe.
  • The company's ability to access capital markets and common stock price may be negatively impacted.
  • New 1% U.S. federal excise tax may apply to redemptions post-Business Combination, impacting fair market value.
  • The company may face delisting from Nasdaq due to non-compliance with listing requirements.
  • Uncertainty regarding the amount of cash available post-Business Combination, affecting future operations.
  • The company identified material weaknesses in internal controls over financial reporting, potentially affecting financial results.
  • Underwriting fees from the IPO not adjusted for redemptions, impacting effective total underwriting commissions.

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=1868419&owner=exclude

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