1 unchanged sentence
(a) Market Information
−Removed: Our units, public shares and public warrants are each traded on The Nasdaq Global Market under the symbols DWACU, DWAC and DWACW, respectively.
−Removed: Our units commenced public trading on September 3, 2021, and our public shares and public warrants commenced separate public trading on September 30, 2021.
−Removed: On April 17, 2023, there were 9 holders of record of our units, 100 holders of record of shares of our Class A common stock 24 holders of record of shares of our Class B common stock and 28 holders of record of our warrants.
+Added: Our Common Stock and Public Warrants are each traded on The Nasdaq Global Market under the symbols DJT and DJTWW,
+Added: respectively.
+Added: Our Common Stock and Public Warrants commenced public trading on March 26, 2024.
+Added: On March 28, 2024, there were 289 holders of record of shares of our Common Stock and 61 holders of
+Added: record of our Public Warrants.
(c) Dividends
−Removed: 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 our initial business combination.
−Removed: 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 our initial business combination.
−Removed: The payment of any cash dividends subsequent to our initial business combination will be within the discretion of our board of directors at such time.
−Removed: In addition, our board of directors is not currently contemplating and does not anticipate declaring any stock dividends in the foreseeable future.
−Removed: Further, if we incur any indebtedness in connection with our initial business combination, our ability to declare dividends may be limited by restrictive covenants we may agree to in connection therewith.
−Removed: (d) Securities Authorized for Issuance Under Equity Compensation Plans
+Added: We have never declared or paid dividends on our capital stock.
+Added: We currently intend to retain all available funds and future earnings, if any, to fund the development and growth of the business, and
+Added: therefore, do not anticipate declaring or paying any cash dividends on our Common Stock in the foreseeable future.
+Added: Any future determination related to our dividend policy will be made at the discretion of our Board after considering
+Added: our business prospects, results of operations, financial condition, cash requirements and availability debt repayment obligations, capital expenditure needs, contractual restrictions, covenants in the agreements governing current and
+Added: future indebtedness, industry trends, the provisions of Delaware law affecting the payment of dividends and distributions to stockholders and any other factors or considerations the Board deems relevant.
+Added: (d) Performance Graph
+Added: Not Applicable.
(e) Recent Sales of Unregistered Securities
−Removed: (f) Use of Proceeds from the Initial Public Offering
−Removed: For a description of the use of proceeds generated in our initial public offering and private placement, see Part II, Item 2 of our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2021, as filed with the SEC on November 22, 2021.
−Removed: There has been no material change in the planned use of proceeds from our initial public offering and private placement as described in the Registration Statement.
−Removed: (g) Purchases of Equity Securities by the Issuer and Affiliated Purchasers
−Removed: On November 22, 2022, we held the Extension Meeting and our stockholders approved, among other things, an amendment to our amended and restated certificate of incorporation to extend the period of time for the Company to consummate an initial business combination up to four times, each by an additional three months, for an aggregate of 12 additional months (which is from September 8, 2022 up to September 8, 2023) or such earlier date as determined by the Board.
−Removed: In connection with the Extension Meeting, stockholders holding 5,658 public shares exercised their right to redeem their shares for a pro rata portion of the funds in our trust account.
−Removed: As a result, approximately $58,916 (approximately $10.41 per share) was removed from the trust account to pay such holders.
−Removed: Following redemptions, we have 28,745,952 public shares outstanding.
−Removed: The following table contains monthly information about the repurchases of our equity securities for the three months ended December 31, 2022:
−Removed: dollar value)
−Removed: of shares (or
−Removed: October 1 – October 31, 2022
−Removed: November 1 – November 30, 2022
−Removed: December 1 – December 31, 2022
+Added: During the covered period, Digital World issued $2,832,000 in non-interest-bearing convertible promissory notes,
+Added: payable upon the stockholders’ approval of the Business Combination.
+Added: The payment could be made in either (i) units or (ii) cash or units, at the holder's election.
+Added: Any units issuable pursuant to the convertible promissory notes
+Added: were to consist of one share of Digital World common stock and one-half of a warrant, with an exercise price ranging between $8 and $10.
+Added: Upon the consummation of the Business Combination, the number of shares of TMTG Common
+Added: Stock issued to holders of such convertible promissory notes is equal to 303,200 and the number of private warrants issued is equal to 149,099.
+Added: The convertible promissory notes were issued pursuant to the exemption from
+Added: registration contained in Section 4(a)(2) of the Securities Act.
+Added: Further information about additional unregistered sales of our equity securities in connection with the Business Combination is set forth under Items 2.01 and 3.02 of our Current
+Added: Report on Form 8-K filed with the SEC on April 1, 2024.
+Added: (f) Recent Purchase of Unregistered Securities
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.