Forward-Looking Statements
This Quarterly Report on Form 10-Q contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts included in this Quarterly Report on Form 10-Q, including, without limitation, statements regarding our or our management team's expectations, hopes, beliefs, intentions or strategies regarding the future, are forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" or the negative thereof or any variation thereon or similar terminology or expressions.
We have based these forward-looking statements on our current expectations and beliefs concerning future developments and their potential effects on us. These forward-looking statements are not guarantees and are subject to known and unknown risks, uncertainties, and assumptions about us that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. Important factors which could materially affect our results and our future performance include, without limitation:
• our ability to complete our initial business combination; • our expectations around the performance of the prospective target business or businesses; • our success in retaining or recruiting, or changes required in, our officers, key employees or directors following our initial business combination; • our officers and directors allocating their time to other businesses and potentially having conflicts of interest with our business or in approving our initial business combination, as a result of which they would then receive expense reimbursements; • our potential ability to obtain additional financing to complete our initial business combination; • our pool of prospective target businesses; • the ability of our officers and directors to generate a number of potential acquisition opportunities; • our public securities' potential liquidity and trading; • the lack of a market for our securities; • the use of proceeds not held in the trust account or available to us from interest income on the trust account balance; • the trust account not being subject to claims of third parties; or • our financial performance, and • other factors set forth under "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the fiscal year endedDecember 31, 2021 .
Except as required by law, we assume no duty to update or revise any forward-looking statements.
Overview
The Company has selected
As of
The registration statement for the Company's IPO was declared effective on
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included in the Units sold, the "Public Shares"), at
Simultaneously with the closing of the IPO, the Company consummated the sale of
5,738,000 warrants (the "Private Placement Warrants") at a price of
Transaction costs for the IPO amounted to
Following the closing of the IPO on
COVID-19 Update
A The significant outbreak of COVID-19 has resulted in a widespread health crisis that could adversely affect the economies and financial markets worldwide, and the business of any potential target business with which we consummate a business combination could be materially and adversely affected. We may be unable to complete a business combination if continued concerns relating to COVID-19 restrict travel, limit the ability to have meetings with potential investors, or the target company's personnel, vendors, and services providers are unavailable to negotiate and consummate a transaction in a timely manner. The extent to which COVID-19 impacts our search for a business combination will depend on future developments, which are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of COVID-19 and the actions to contain COVID-19 or treat its impact, among others. If the disruptions posed by COVID-19 or other matters of global concern continue for an extensive period of time, our ability to consummate a business combination, or the operations of a target business with which we ultimately consummate a business combination, may be materially adversely affected.
Results of Operations for the Three Months Ended
The Company's only activities since inception in
Revenues
The Company had no revenues during the three months ended
Expenses
During the three months ended
Gain on Revaluation of Warrants
The Company recognized a
Income Tax Expense
During the three months ended
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taxation valuation allowance for the full amount. The Company did not recognize
any income tax expense for the three months ended
Net Income
During the three months ended
Liquidity and Capital Resources
General
As of
Cash from Operations
Net cash used in operations was
Cash from Investing Activities
For the Three Months ended
Cash from Financing Activities
Net cash provided by financing activities was
Shareholders' Equity
During the Three Months ended
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements.
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