For the three months ended June 30, 2021, we had a net loss of
$3,647,427, which consists of operational costs of $1,023,984 and a
change in fair value of warrant liabilities of $2,635,000, offset
by an interest earned on marketable securities held in Trust
Account of $11,557.
For the six months ended June 30, 2021, we had a net loss of
$4,252,410, which consists of operational costs of $1,729,380 and a
change in fair value of warrant liabilities of $2,535,000, offset
by and interest earned on marketable securities held in Trust
Account of $11,970.
Liquidity and Capital
Resources
For the six months ended June 30, 2022, cash used in operating
activities was $470,814. Net income of $11,138,218 was affected by
change in fair value of warrant liabilities of $14,010,272,
interest earned on marketable securities held in Trust Account of
$133,920 and an unrealized loss on marketable securities held in
the Trust Account of $49,512. Net changes in operating assets and
liabilities provided $2,485,649 of cash for operating
activities.
For the six months ended June 30, 2021, cash used in operating
activities was $1,378,481. Net loss of $4,252,410 was affected by
interest earned on marketable securities held in Trust Account of
$11,970, a change in fair value of the warrant liabilities of
$2,535,000, and transaction costs associated with the Initial
Public Offering of $428,394. Net changes in operating assets and
liabilities provided $77,495 of cash for operating activities.
As of June 30, 2022, we had marketable securities held in the Trust
Account of $345,108,107 (including approximately $84,408 of
interest income and unrealized loss, net) consisting of mutual
funds which invest primarily in U.S. Treasury Bills with a maturity
of 185 days or less. Interest income on the balance in the Trust
Account may be used by us to pay taxes. Through June 30, 2022, we
have not withdrawn any interest earned from the Trust Account.
We intend to use substantially all of the funds held in the Trust
Account, including any amounts representing interest earned on the
Trust Account (less income taxes payable), to complete our Business
Combination. To the extent that our capital stock or debt is used,
in whole or in part, as consideration to complete our Business
Combination, the remaining proceeds held in the Trust Account will
be used as working capital to finance the operations of the target
business or businesses, make other acquisitions and pursue our
growth strategies.
As of June 30, 2022, we had cash of $118,794. We intend to use the
funds held outside the Trust Account primarily to identify and
evaluate target businesses, perform business due diligence on
prospective target businesses, travel to and from the offices,
plants or similar locations of prospective target businesses or
their representatives or owners, review corporate documents and
material agreements of prospective target businesses, and
structure, negotiate and complete a Business Combination.
In order to fund working capital deficiencies or finance
transaction costs in connection with a Business Combination, our
Sponsor, or certain of our officers and directors or their
affiliates may, but are not obligated to, loan us funds as may be
required. If we complete a Business Combination, we would repay
such loaned amounts. In the event that a Business Combination does
not close, we may use a portion of the working capital held outside
the Trust Account to repay such loaned amounts but no proceeds from
our Trust Account would be used for such repayment. Up to
$1,500,000 of such Working Capital Loans may be convertible into
warrants of the post-Business Combination entity at a price of
$1.50 per warrant. The warrants would be identical to the Private
Placement Warrants.
Through the target identification process, we will be using these
funds for paying existing accounts payable, identifying and
evaluating prospective initial Business Combination candidates,
performing due diligence on prospective target businesses, paying
for travel expenditures, selecting the target business to merge
with or acquire, and structuring, negotiating and consummating the
Business Combination.
On August 9, 2021, our Sponsor signed a Commitment Letter to
provide up to $1,315,000 in working capital loans if required. On
November 11, 2021, our Sponsor amended the August 9, 2021,
Commitment Letter to provide $1,055,000 in working capital loans in
addition to the previously provided $1,315,000.
On December 14, 2021, our Sponsor paid for certain operating costs
on behalf of the Company amounting to $62,500. The advances were
non-interest bearing and due on demand.