UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-41047

CHAIN BRIDGE I

(Exact name of registrant as specified in its charter)

Cayman Islands

95-1578955

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer

Identification Number)

330 Primrose Road, Suite 500

Burlingame, California

94010

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (202) 656-4257

Not Applicable

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class:	Trading Symbol:	Name of Each Exchange on Which Registered:
Units, each consisting of one Class A ordinary share, and one-half of one redeemable Warrant to acquire one Class A ordinary share	CBRGU	The Nasdaq Global Market
Class A ordinary shares, par value $0.0001 per share	CBRG	The Nasdaq Global Market
Redeemable Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50	CBRGW	The Nasdaq Global Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐

As of August 2, 2023, there are 38,999 units, each unit consisting of one Class A ordinary share, par value $0.0001 per share, and one-half of one redeemable warrant, 4,112,135 Class A ordinary shares, and 5,750,000 Class B ordinary shares, par value $0.0001 per share, and 22,049,993 warrants of the company issued and outstanding.

Table of Contents

CHAIN BRIDGE I

Form 10-Q

For the Quarter Ended June 30, 2023

Table of Contents

		Page
PART I. FINANCIAL INFORMATION

Item 1.	Condensed Interim Financial Statements

	Condensed Balance Sheets as of June 30, 2023 (unaudited) and December 31, 2022	1

	Unaudited Condensed Interim Statements of Operations for the three and six months ended June 30, 2023 and 2022	2

	Unaudited Condensed Interim Statements of Changes in Shareholders’ Deficit for the three and six months ended June 30, 2023 and 2022	3

	Unaudited Condensed Interim Statements of Cash Flows for the six months ended June 30, 2023 and 2022	4

	Notes to Unaudited Condensed Interim Financial Statements	5

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	29

Item 4.	Controls and Procedures	29

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	30

Item 1A.	Risk Factors	30

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities	30

Item 3.	Defaults Upon Senior Securities	30

Item 4.	Mine Safety Disclosures	30

Item 5.	Other Information	30

Item 6.	Exhibits	31

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Condensed Interim Financial Statements

CHAIN BRIDGE I

CONDENSED BALANCE SHEETS


	June 30, 2023		December 31, 2022
	(Unaudited)
Assets
Current assets:
Cash	$	36,546	$	116,320
Prepaid expenses		190,741		322,292
Total current assets		227,287		438,612
Investments held in Trust Account		44,193,476		237,796,114
Total Assets	$	44,420,763	$	238,234,726

Liabilities, Class A Ordinary Shares Subject to Possible Redemption and Shareholders’ Deficit:
Current liabilities:
Accounts payable	$	194,281	$	27,056
Accrued expenses		25,709		5,433
Total current liabilities		219,990		32,489
Convertible note - related party		1,912,992		1,431,546
Derivative liabilities		1,304,711		2,547,235
Deferred legal fees		267,420		267,420
Total Liabilities		3,705,113		4,278,690

Commitments and Contingencies (Note 5)

SEC Form 10-Q filed by Chain Bridge I