References to the “Company”, “we”, “our” or “we” refer to
Caution Regarding Forward-Looking Statements
All statements other than statements of historical fact included in this Form 10-K, including, without limitation, statements under “Management’s Review and Analysis of Financial Condition and Results of Operations” regarding the The Company’s financial condition, business strategy and management’s plans and objectives for future operations are forward-looking statements. When used in this Form 10-K, words such as “anticipate”, “believe”, “estimate”, “” ” ” ” s. These forward-looking statements are based on the beliefs of management, as well as on the assumptions made by the management of the Company and on the information currently available to the latter. Actual results could differ materially from those contemplated in forward-looking statements due to certain factors detailed in our documents filed with the
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the financial statements and related notes contained elsewhere in this report. Certain information contained in the discussion and analysis presented below includes forward-looking statements that involve risks and uncertainties.
We are a blank check company incorporated under the laws of
We expect to continue to incur significant costs in pursuing our acquisition plans. We cannot assure you that our plans to complete a business combination will be successful.
Results of Operations
We have not engaged in any activity or generated any operating income to date. Our only activities from the beginning to
For the period of
Liquidity and capital resources
Following the initial public offering, the full exercise of the over-allotment option and the sale of the Private Placement Warrants, a total of
was placed in the trust account. we hired
paid for the underwriters’ concession fees, and
We intend to use substantially all of the funds held in the trust account, including any amount representing interest earned on the trust account (less income taxes payable), to complete our business combination. ‘companies. To the extent that our share capital or debt is used, in whole or in part, in consideration for the completion of our business combination, the remaining proceeds held in the trust account will be used as working capital to fund operations. of the target company or companies. , make other acquisitions and pursue our growth strategies.
We intend to use funds held outside the trust account primarily to identify and assess target businesses, conduct due diligence on potential target businesses, travel to and from offices, factories or similar locations of target businesses. potential target companies or their representatives or owners, review corporate documents and material agreements of potential target companies, and structure, negotiate and complete a business combination.
In order to fill working capital shortfalls or finance transaction costs in a business combination, our sponsor or an affiliate of our sponsor or certain of our officers and directors may, but are not obligated to do so, lend us funds as needed. If we complete a Business Combination, we may repay these loaned amounts from the Trust Account proceeds remitted to us. In the event that a business combination is not concluded, we may use part of the working capital held outside the trust account to repay the amounts loaned, but no proceeds from our trust account would be used for such. refund. Up to
We do not believe that we need to raise additional funds to cover the expenses necessary to operate our business. However, if our estimate of the costs of identifying a target business, performing due diligence and negotiating a business combination is less than the actual amount needed to do so, we may not have sufficient funds to operate our business before our business. Combination. In addition, we may need to obtain additional financing either to complete our business combination or because we are obligated to repurchase a significant number of our public shares during the completion of our business combination, in which case. we may issue additional securities or incur debt as part of such business combination. Subject to compliance with applicable securities laws, we would only complete this financing concurrently with the completion of our business combination. If we are unable to complete our business combination because we do not have sufficient funds, we will be forced to cease operations and liquidate the trust account. In addition, following our Business Combination, if available liquidity is insufficient, we may need to obtain additional financing in order to meet our obligations.
Off-balance sheet financing arrangements
We do not have any obligations, assets or liabilities that would be considered off-balance sheet arrangements in the
We have no long-term debt, capital lease obligations, operating leases or long-term liabilities except as described below.
The Company paid the independent underwriter a fee of
The Company is committed
Critical Accounting Policies
The preparation of financial statements and related information in accordance with generally accepted accounting principles in
requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the reported period . Actual results could differ materially from these estimates. We have not identified any critical accounting policy in the
Recent Accounting Standards
Management does not believe that any other accounting standard published recently, but not yet effective, if currently adopted, would have a material impact on our financial statements.
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