Coliseum Acquisition Corp. reported significant financial changes in its 10-Q filing for the period ending September 30, 2024. The company, classified as a shell entity, had 5,537,111 Class A ordinary shares and one Class B ordinary share outstanding. As of September 30, 2024, the cash held in the Trust Account was $20.1 million, a decrease from $31.0 million at the end of 2023. Total assets also fell to $20.1 million from $31.0 million, while total liabilities increased to $5.2 million from $2.6 million, resulting in an accumulated deficit of $5.2 million compared to $2.6 million at the end of the previous fiscal year.

For the third quarter of 2024, Coliseum reported a net loss of $694,939, a stark contrast to a net income of $632,719 in Q3 2023. The loss for the nine months ended September 30, 2024, was $1.4 million, down from a profit of $2.7 million in the same period of the previous year. General and administrative expenses surged to $1.1 million for Q3 2024, up from $373,941 in Q3 2023, and totaled $2.5 million for the nine months, compared to $1.2 million in the prior year. Interest income from the Trust Account also declined significantly, from $4.3 million in the first nine months of 2023 to $1.2 million in 2024.

The company has faced challenges in its business combination efforts, having entered into a Business Combination Agreement with Rain Enhancement Technologies, Inc. on June 25, 2024, which was amended on August 22, 2024. The agreement includes a minimum cash condition of $10 million for closing. Coliseum has extended its combination period to November 25, 2024, with further extensions possible until December 25, 2024. However, the company received a notice from Nasdaq regarding potential delisting due to non-compliance with the requirement to complete a business combination within 36 months of its IPO, which was initially set for June 2024. An extension was granted until December 23, 2024.

As of September 30, 2024, Coliseum had a working capital deficit of $4.8 million and no cash held outside the Trust Account. The company also reported an outstanding balance of $550,000 under a Convertible Note issued to its New Sponsor, which increased to $600,000 following an additional borrowing in October 2024. The financial outlook remains uncertain, with management expressing substantial doubt about the company's ability to continue as a going concern if a business combination is not completed.

About Coliseum Acquisition Corp.

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