Item 1A. Risk Factors
Item 1A. Risk Factors.
Factors that could cause
our actual results to differ materially from those in this Quarterly Report include the risk factors described under the heading “Risk
Factors” in Annual Report on Form 10-K filed with the SEC on April 14, 2022. As of the date of this Quarterly Report, there have
been no material changes to the risk factors disclosed in the Form 10-K, except as follows:
There is substantial
doubt about our ability to continue as a “going concern.”
As of June 30, 2022,
we had $2,632 in our operating bank account, and working capital deficiency $86,518. Further, we have incurred and expect to continue
to incur significant costs in pursuit of our acquisition plans. Management’s plans to address this need for capital are discussed
in the section of this Quarterly Report titled “Management’s Discussion and Analysis of Financial Condition and Results of
Operations.” If we are unable to raise additional funds to alleviate liquidity needs and complete a business combination within
24 months from the closing of the IPO (by September 24, 2023), then we will cease all operations except for the purpose of liquidating.
Our liquidity condition raises substantial doubt about our ability to continue as a going concern. The financial statements contained
elsewhere in this Quarterly Report do not include any adjustments that might result from our inability to continue as a going concern.
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