Restatement of Previously Issued Financial Statements | Note 12 — Restatement of Previously Issued Financial Statements The following tables present the impact of the restatement adjustments disclosed in Note 2 – Restatement of Previously Issued Financial Statements, to the previously reported financial information as of and for the fiscal year ended September 30, 2022, and quarters ended December 31, 2022, March 31, 2023, and June 30, 2023. Restated Statements of Stockholders’ Deficit are not presented as all impacted items on those statements, Net Income (Loss), Accumulated Deficit, and Total Stockholders’ Deficit, are presented within the following tables. Previously Adjustments Restated Assets Current assets: Cash $ 173,789 $ — $ 173,789 Prepaid expenses 16,836 — 16,836 Total Current Assets 190,625 190,625 Investments held in Trust Account 69,286,800 131,275 69,418,075 Total Assets $ 69,477,425 $ 131,275 $ 69,608,700 Liabilities, Temporary Equity, and Stockholders’ Deficit Current liabilities: Accounts payable and accrued expenses $ 103,063 $ — $ 103,063 Franchise tax payable 46,800 — 46,800 Income tax payable 49,057 27,568 76,625 Total Current Liabilities 198,920 27,568 226,488 Deferred underwriting fee payable 2,587,500 — 2,587,500 Total Liabilities 2,786,420 27,568 2,813,988 Commitments and Contingencies Common stock subject to possible redemption, 6,900,000 shares at redemption value of $10.06 per share 69,286,800 131,275 69,418,075 Stockholders’ Deficit Common stock, $0.0001 par value; 15,000,000 shares authorized; 2,001,389 shares (excluding 6,900,000 shares subject to possible redemption) issued and outstanding 200 — 200 Accumulated deficit (2,595,995 ) (27,568 ) (2,623,563 ) Total Stockholders’ Deficit (2,595,795 ) (27,568 ) (2,623,363 ) Total Liabilities, Temporary Equity, and Stockholders’ Deficit $ 69,477,425 $ 131,275 $ 69,608,700 For the Year Ended Previously Adjustments Restated General and administrative expenses $ 544,157 $ — $ 544,157 Franchise tax expense 53,194 — 53,194 Loss from Operations (597,351 ) — (597,351 ) Other income: Interest earned on investments held in Trust Account 286,800 131,275 418,075 Income before income taxes (310,551 ) 131,275 (179,276 ) Income tax provision (49,057 ) (27,568 ) (76,625 ) Net loss $ (359,608 ) $ 103,707 $ (255,901 ) Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 5,893,151 — 5,893,151 Basic and diluted net income per share, common stock subject to possible redemption $ 0.57 $ 0.01 $ 0.58 Basic and diluted weighted average shares outstanding, non-redeemable common stock 1,961,132 — 1,961,132 Basic and diluted net loss per share, non-redeemable common stock $ (1.88 ) $ (0.01 ) $ (1.89 ) For the Year Ended Previously Adjustments Restated Cash Flows from Operating Activities: Net loss $ (359,608 ) $ 103,707 $ (255,901 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: Interest earned on investments held in Trust Account (286,800 ) (131,275 ) (418,075 ) Changes in operating assets and liabilities: Prepaid expenses (16,836 ) — (16,836 ) Accounts payable and accrued expenses 82,573 — 82,573 Income tax payable 49,057 — 49,057 Franchise tax payable 46,800 27,568 76,625 Net cash used in operating activities (484,814 ) — (484,814 ) Cash Flows from Investing Activities: Purchase of investment held in Trust Account (69,000,000 ) — (69,000,000 ) Net cash used in investing activities (69,000,000 ) — (69,000,000 ) Cash Flows from Financing Activities: Proceeds from sale of public units through public offering 69,000,000 — 69,000,000 Proceeds from sale of private placement units 2,763,886 — 2,763,886 Proceeds from sale of unit purchase option 100 — 100 Repayment of promissory note to related party (105,000 ) — (105,000 ) Payment of underwriters’ commissions (1,725,000 ) — (1,725,000 ) Payment of deferred offering costs (350,383 ) — (350,383 ) Net cash provided by financing activities 69,583,603 — 69,583,603 Net Change in Cash 98,789 — 98,789 Cash, Beginning of the Year 75,000 — 75,000 Cash, End of the Year $ 173,789 $ — $ 173,789 Supplemental Disclosure of Non-cash Financing Activities Initial classification of common stock subject to redemption $ 59,614,985 $ — $ 59,614,985 Deferred underwriting fee $ 2,587,500 $ — $ 2,587,500 Remeasurement of common stock to redemption value $ 14,432,564 $ 131,275 $ 14,563,839 Previously Adjustments Restated Assets Current assets: Cash $ 165,606 $ — $ 165,606 Prepaid expenses 11,145 — 11,145 Total Current Assets 176,751 — 176,751 Investments held in Trust Account 70,463,045 226,316 70,689,361 Total Assets $ 70,639,796 $ 226,316 $ 70,866,112 Liabilities, Temporary Equity, and Stockholders’ Deficit Current liabilities: Accounts payable and accrued expenses $ 221,982 $ — $ 221,982 Interest payable 4,825 — 4,825 Franchise tax payable 58,800 — 58,800 Income tax payable 148,310 19,959 168,269 Promissory note – Bitfufu 740,000 — 740,000 Total Current Liabilities 1,173,917 19,959 1,193,876 Deferred underwriting fee payable 2,587,500 — 2,587,500 Total Liabilities 3,761,417 19,959 3,781,376 Commitments and Contingencies Common stock subject to possible redemption, 6,900,000 shares at redemption value of $10.24 per share 70,463,045 226,316 70,689,361 Stockholders’ Deficit Common stock, $0.0001 par value; 15,000,000 shares authorized; 2,001,389 shares (excluding 6,900,000 shares subject to possible redemption) issued and outstanding 200 — 200 Accumulated deficit (3,584,866 ) (19,959 ) (3,604,825 ) Total Stockholders’ Deficit (3,584,666 ) (19,959 ) (3,604,625 ) Total Liabilities, Temporary Equity, and Stockholders’ Deficit $ 70,639,796 $ 226,316 $ 70,866,112 For the Three Months Ended Previously Adjustments Restated General and administrative expenses $ 187,618 $ — $ 187,618 Franchise tax expense 12,000 — 12,000 Loss from Operations (199,618 ) — (199,618 ) Other income: Interest earned on investments held in Trust Account 486,246 95,041 581,287 Income before income taxes 286,628 95,041 381,669 Income tax provision (99,253 ) (19,959 ) (119,212 ) Net Income $ 187,375 $ 75,082 $ 262,457 Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 6,900,000 — 6,900,000 Basic and diluted net income per share, common stock subject to possible redemption $ 0.06 $ 0.01 $ 0.07 Basic and diluted weighted average shares outstanding, non-redeemable common stock 2,001,389 — 2,001,389 Basic and diluted net loss per share, non-redeemable common stock $ (0.11 ) $ — $ (0.11 ) For the Three Months Ended Previously Adjustments Restated Cash Flows from Operating Activities: Net income $ 187,375 $ 75,082 $ 262,457 Adjustments to reconcile net income (loss) to net cash used in operating activities: Interest earned on investments held in Trust Account (486,246 ) (95,041 ) (581,287 ) Changes in operating assets and liabilities: Prepaid expenses 5,691 — 5,691 Accounts payable and accrued expenses 118,919 — 118,919 Interest payable 4,825 — 4,825 Income tax payable 99,253 19,959 119,212 Franchise tax payable 12,000 — 46,800 Net cash used in operating activities (58,183 ) — (58,183 ) Cash Flows from Investing Activities: Cash deposited in Trust Account for extension (690,000 ) — (690,000 ) Net cash provided by (used in) investing activities (690,000 ) — (690,000 ) Cash Flows from Financing Activities: Proceeds from issuance of promissory note to Bitfufu 740,000 — 740,000 Net cash provided by (used in) financing activities 740,000 — 740,000 Net Change in Cash (8,183 ) — (8,183 ) Cash, Beginning of the Period 173,789 — 173,789 Cash, End of the Period $ 165,606 $ — $ 165,606 Supplemental Disclosure of Non-cash Financing Activities Deferred underwriting fee $ 2,587,500 $ — $ 2,587,500 Remeasurement of common stock to redemption value $ 1,176,246 $ 95,041 $ 1,271,287 Previously Reported Adjustments Restated Assets Current assets: Cash $ 7,409 $ — $ 7,409 Prepaid expenses 64,061 — 64,061 Total Current Assets 71,470 — 71,470 Investments held in Trust Account 71,752,184 271,857 72,024,041 Total Assets $ 71,823,654 $ 271,857 $ 72,095,511 Liabilities, Temporary Equity, and Stockholders’ Deficit Current liabilities: Accounts payable and accrued expenses $ 186,748 $ — $ 186,748 Interest payable 16,179 — 16,179 Franchise tax payable 24,100 — 24,100 Income tax payable 244,419 29,522 273,941 Promissory note – Bitfufu 1,480,000 — 1,480,000 Total Current Liabilities 1,951,446 29,522 1,980,968 Deferred underwriting fee payable 2,587,500 — 2,587,500 Total Liabilities 4,538,946 29,522 4,568,468 Commitments and Contingencies Common stock subject to possible redemption, 6,900,000 shares at redemption value of $10.44 per share 71,752,184 271,857 72,024,041 Stockholders’ Deficit Common stock, $0.0001 par value; 15,000,000 shares authorized; 2,001,389 shares (excluding 6,900,000 shares subject to possible redemption) issued and outstanding 200 — 200 Accumulated deficit (4,467,676 ) (29,522 ) (4,497,198 ) Total Stockholders’ Deficit (4,467,476 ) (29,522 ) (4,496,998 ) Total Liabilities, Temporary Equity, and Stockholders’ Deficit $ 71,823,654 $ 271,857 $ 72,095,511 For the Three Months Ended Previously Reported Adjustments Restated General and administrative expenses $ 141,380 $ — $ 141,380 Franchise tax expense 12,100 — 12,100 Loss from Operations (153,480 ) — (153,480 ) Other income: Interest earned on investments held in Trust Account 704,974 45,541 750,515 Income before income taxes 551,494 45,541 597,035 Income tax provision (145,166 ) (9,564 ) (154,730 ) Net Income $ 406,328 $ 35,977 $ 442,305 Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 6,900,000 — 6,900,000 Basic and diluted net income per share, common stock subject to possible redemption $ 0.09 $ — $ 0.09 Basic and diluted weighted average shares outstanding, non-redeemable common stock 2,001,389 — 2,001,389 Basic and diluted net loss per share, non-redeemable common stock $ (0.10 ) $ — $ (0.10 ) For the Six Months Ended Previously Adjustments Restated General and administrative expenses $ 328,998 $ — $ 328,998 Franchise tax expenses 24,100 — 24,100 Loss from Operations (353,098 ) — (353,098 ) Other income: Interest earned on investments held in Trust Account 1,191,220 140,582 1,331,802 Income before income taxes 838,122 140,582 978,704 Income tax provision (244,419 ) (29,522 ) (273,941 ) Net Income $ 593,703 $ 111,060 $ 704,763 Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 6,900,000 — 6,900,000 Basic and diluted net income per share, common stock subject to possible redemption $ 0.15 $ 0.01 $ 0.16 Basic and diluted weighted average shares outstanding, non-redeemable common stock 2,001,389 — 2,001,389 Basic and diluted net loss per share, non-redeemable common stock $ (0.21 ) $ — $ (0.21 ) For the Six Months Ended Previously Adjustments Restated Cash Flows from Operating Activities: Net income $ 593,703 $ 111,060 $ 704,763 Adjustments to reconcile net income (loss) to net cash used in operating activities: Interest earned on investments held in Trust Account (1,191,220 ) (140,582 ) (1,331,802 ) Changes in operating assets and liabilities: Prepaid expenses (47,225 ) — (47,225 ) Accounts payable and accrued expenses 83,685 83,685 Interest payable 16,179 — 16,179 Income tax payable 195,362 29,522 224,884 Franchise tax payable (22,700 ) — (22,700 ) Net cash used in operating activities (372,216 ) — (372,216 ) Cash Flows from Investing Activities: Cash deposited in Trust Account for extension (1,380,000 ) — (1,380,000 ) Cash withdrawn from Trust Account to pay franchise tax and income taxes 105,836 — 105,836 Net cash provided by (used in) investing activities (1,274,164 ) — (1,274,164 ) Cash Flows from Financing Activities: Proceeds from issuance of promissory note to Bitfufu 1,480,000 — 1,480,000 Net cash provided by financing activities 1,480,000 — 1,480,000 Net Change in Cash (166,380 ) — (166,380 ) Cash, Beginning of the Period 173,789 — 173,789 Cash, End of the Period $ 7,409 $ — $ 7,409 Supplemental Disclosure of Non-cash Financing Activities Remeasurement of common stock to redemption value $ 2,465,384 $ 140,582 $ 2,605,966 Previously Reported Adjustments Restated Assets Current assets: Cash $ 158,698 $ — $ 158,698 Prepaid expenses 46,720 — 46,720 Total Current Assets 205,418 — 205,418 Investments held in Trust Account 33,185,036 129,527 33,314,563 Total Assets $ 33,390,454 $ 129,527 $ 33,519,981 Liabilities, Temporary Equity, and Stockholders’ Deficit Current liabilities: Accounts payable and accrued expenses $ 283,584 $ — $ 283,584 Interest payable 31,756 — 31,756 Franchise tax payable 13,900 — 13,900 Income tax payable 45,554 (367 ) 45,187 Excise tax payable 391,931 — 391,931 Promissory note – Bitfufu 1,930,000 — 1,930,000 Total Current Liabilities 2,696,725 (367 ) 2,696,358 Deferred underwriting fee payable 2,587,500 — 2,587,500 Total Liabilities 5,284,225 (367 ) 5,283,858 Commitments and Contingencies Common stock subject to possible redemption, 3,154,365 shares at redemption value of $10.56 per share 33,185,036 129,527 33,314,563 Stockholders’ Deficit Common stock, $0.0001 par value; 15,000,000 shares authorized; 2,001,389 shares (excluding 3,154,365 shares subject to possible redemption) issued and outstanding 200 — 200 Accumulated deficit (5,079,007 ) 367 (5,078,640 ) Total Stockholders’ Deficit (5,078,807 ) 367 (5,078,440 ) Total Liabilities, Temporary Equity, and Stockholders’ Deficit $ 33,390,454 $ 129,527 $ 33,519,981 For the Three Months Ended Previously Adjustments Restated General and administrative expenses $ 188,542 $ — $ 188,542 Franchise tax expense 9,800 — 9,800 Loss from Operations (198,342 ) — (198,342 ) Other income: Interest earned on investments held in Trust Account 763,986 (142,330 ) 621,656 Income before income taxes 565,644 (142,330 ) 423,314 Income tax provision (159,055 ) 29,889 (129,166 ) Net Income $ 406,589 $ (112,441 ) $ 294,148 Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 4,800,798 — 4,800,798 Basic and diluted net income per share, common stock subject to possible redemption $ 0.10 $ (0.03 ) $ 0.07 Basic and diluted weighted average shares outstanding, non-redeemable common stock 2,001,389 — 2,001,389 Basic and diluted net loss per share, non-redeemable common stock $ (0.03 ) $ — $ (0.03 ) For the Nine Months Ended Previously Adjustments Restated General and administrative expenses $ 517,538 $ — $ 517,538 Franchise tax expense 33,900 — 33,900 Loss from Operations (551,438 ) — (551,438 ) Other income: Interest earned on investments held in Trust Account 1,955,206 (1,748 ) 1,953,458 Income before income taxes 1,403,768 (1,748 ) 1,402,020 Income tax provision (403,474 ) 367 (403,107 ) Net Income $ 1,000,294 $ (1,381 ) $ 998,913 Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 6,200,266 — 6,200,266 Basic and diluted net income per share, common stock subject to possible redemption $ 0.24 $ — $ 0.24 Basic and diluted weighted average shares outstanding, non-redeemable common stock 2,001,389 — 2,001,389 Basic and diluted net loss per share, non-redeemable common stock $ (0.25 ) $ — $ (0.25 ) For the Nine Months Ended Previously Adjustments Restated Cash Flows from Operating Activities: Net income $ 1,000,294 $ (1,381 ) $ 998,913 Adjustments to reconcile net income (loss) to net cash used in operating activities: Interest earned on investments held in Trust Account (1,955,206 ) 1,748 (1,953,458 ) Changes in operating assets and liabilities: Prepaid expenses (29,884 ) — (29,884 ) Accounts payable and accrued expenses 180,520 — 180,520 Interest payable 31,756 — 31,756 Income tax payable (3,503 ) (367 ) (3,870 ) Franchise tax payable (32,900 ) — (32,900 ) Net cash used in operating activities (808,923 ) — (808,923 ) Cash Flows from Investing Activities: Cash deposited in Trust Account for extension (1,620,000 ) — (1,620,000 ) Cash withdrawn from Trust Account to pay franchise tax and income taxes 483,832 — 483,832 Cash withdrawn from Trust Account for public stockholder redemptions 39,193,137 — 39,193,137 Net cash provided by investing activities 38,056,969 — 38,056,969 Cash Flows from Financing Activities: Proceeds from issuance of promissory note to Bitfufu 1,930,000 — 1,930,000 Payment to redeemed public stockholders (39,193,137 ) — 39,193,137 Net cash used in financing activities (37,263,137 ) — (37,263,137 ) Net Change in Cash (15,091 ) — (15,091 ) Cash, Beginning of the Period 173,789 — 173,789 Cash, End of the Period $ 158,698 $ — $ 158,698 Supplemental Disclosure of Non-cash Financing Activities Remeasurement of common stock to redemption value $ 3,091,374 $ (1,748 ) $ 3,089,625 |