Results of Operations

For the years ended December 31, 2022 and 2021





Revenue

The Company had no operations and no revenue for the years ended December 31, 2022 and 2021 and its only income was from interest income on its short-term investments which are classified as cash and cash equivalents.





Operating Expenses



The following table presents our total operating expenses for the years ended
December 31, 2022 and 2021.



                                                Year ended
                                               December 31,
                                             2022         2021
Audit and professional fees                  26,506       38,173
Payroll                                      20,638       20,582

Other general and administrative expense 12,978 12,898

$ 60,122     $ 71,653

Operating expenses consist mostly of audit and accounting fees and payroll. There were less operating expenses for the year ended December 31, 2022, mainly due to lower legal and professional fees than were incurred in 2022. Other general and administrative expenses are comprised of transfer agent and EDGAR filer services and other services. These expenses were directly related to the maintenance of the corporate entity and the preparation and filing of reports with the Securities and Exchange Commission.






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Loss from Operation

The Company incurred a loss from operations of $60,122 and $71,653 for the years ended December 31, 2022 and 2021, respectively.





Other Income (Expense)

The following table presents our total Other Income (Expense) for the years ended December 31, 2022 and 2021.





                                      Year ended
                                     December 31,
                                2022           2021

Interest and other income      $ 4,230     $        117
Warrant modification expense         -       (1,450,890 )
                               $ 4,230     $ (1,450,773 )

Other income (expense) decreased by $(1,455,003) for the year ended December 31, 2022 as compared to the year ended December 31, 2021. The decrease was caused by decrease in warrant modification expenses (See Note 6 on the accompanying financial statements) and less interest income in 2021 as compared to 2022 due to fewer investable funds and low interest rates.





Net Loss

The Company had a net loss of $55,892 for the year ended December 31, 2022, compared with a net loss of $1,522,426 for the year ended December 31, 2021. The decrease in net loss was due to the above-mentioned effect of the warrant modification expense.

Losses per share for the years ended December 31, 2022 and 2021 were $(0.00) and $(0.02) per share, respectively, based on the weighted-average shares issued and outstanding.

It is anticipated that future operating expenses will decrease and then stabilize as the Company complies with its periodic reporting requirements; however, expenses may increase as the Company works to effect a business combination, although there can be no assurance that the Company will be successful in effecting a business combination.

Liquidity and Capital Resources

At December 31, 2022 the Company had cash and cash equivalents of $441,243, consisting of money market funds and U.S. Treasury and government securities maturing in 3 months or less. Management believes that its cash and cash equivalents are sufficient for its business activities for at least the next twelve months and for the costs of seeking an acquisition of an operating business.

The following table provides detailed information about our net cash flow for all years presented in this Report.





Cash Flow



                                                  Year ended
                                                 December 31,
                                              2022          2021

Net cash used in operating activities $ (55,892 ) $ (73,536 ) Net cash provided by investing activities

           -             -
Net cash provided by financing activities           -             -
Net cash outflow                            $ (55,892 )   $ (73,536 )

Net cash of $55,892 and $73,536 were used in operations during the year ended December 31, 2022 and 2021, respectively.

The use of cash of $55,892 used in operating activities for the year ended December 31, 2022, principally resulted from our net loss of $55,892.






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The use of cash of $73,536 used in operating activities for the year ended December 31, 2021, principally resulted from our net loss of $1,522,426, as adjusted for a non-cash charge for warrants modification expense of $1,450,890, and a decrease in accounts payable and accrued expenses of $2,000.

No cash flows were used in or provided by investing activities during the years ended December 31, 2022 and 2021.

No cash proceeds were used in or provided by financing activities during the years ended December 31, 2022 and 2021.

New Accounting Pronouncements

Refer to the discussion of recently adopted/issued accounting pronouncements under Part II, Item 8, Notes to Financial Statements, Note 3: Significant Accounting Policies.

Factors Which May Affect Future Results

Future earnings of the Company are dependent on interest rates earned on the Company's invested balances and expenses incurred. The Company expects to incur significant expenses in connection with its objective of identifying a merger partner or acquiring an operating business.

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