Results of Operations
We have neither engaged in any operations nor generated any revenues to date. Our only activities through March 31, 2023 were organizational activities, those necessary to prepare for the Initial Public Offering, described below, and identifying a target company for a Business Combination. We do not expect to generate any operating revenues until after the completion of our Business Combination. We generate non-operating income in the form of interest income on marketable securities held in the Trust Account. We incur expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.
For the three months ended March 31, 2023, we had a net income of $2,078,069, which consists of interest earned on investments held in the Trust Account of $2,775,554, offset by the operating and formation costs of $314,409 and change in fair value of warrant liabilities of $383,076.
For the three months ended March 31, 2022, we had a net income of $2,830,646, which consists of the change in fair value of warrant liabilities of $4,503,199 and interest earned on investments held in the Trust Account of $30,209, offset by operating and formation costs of $1,702,762.
Liquidity and Capital Resources
On March 4, 2021, we consummated the Initial Public Offering of 30,000,000 Units at $10.00 per Unit, generating gross proceeds of $300,000,000. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of 6,000,000 Private Placement Warrants at a price of $1.50 per Private Placement Warrant in a private placement to the Sponsor, generating gross proceeds of $9,000,000.
On March 5, 2021, the underwriters of our initial public offering partially exercised their over-allotment option, and we consummated the sale of an additional 945,072 Units at a price of $10.00 per Unit, generating total gross proceeds of $9,450,720. In addition, we also consummated the sale of an additional 126,010 private placement warrants at $1.50 per private warrant, generating total gross proceeds of $189,015.
Following the Initial Public Offering, the partial exercise of the over-allotment option, and the sale of the private placement warrants, a total of $309,450,720 was placed in the Trust Account. We incurred $17,501,346 in Initial Public Offering related costs, including $6,189,014 of underwriting fees, net of reimbursement, $10,830,775 of deferred underwriting fees and $481,557 of other costs.
For the three months ended March 31, 2023, cash used in operating activities was $109,262. Net income of $2,078,069 was affected by change in fair value of warrant liabilities of $383,076 and interest earned on investments held in the Trust Account of $2,775,554. Changes in operating assets and liabilities provided $205,147 of cash for operating activities.
For the three months ended March 31, 2022, cash used in operating activities was $192,795. Net income of $2,830,646 was affected by change in fair value of warrant liabilities of $4,503,199 and interest earned on investments held in the Trust Account of $30,209. Changes in operating assets and liabilities provided $1,509,967 of cash for operating activities.
As of March 31, 2023, we had investments held in the Trust Account of $47,215,722. We may withdraw interest from the Trust Account to pay taxes, if any. 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 share capital 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. On March 3, 2023, we held the Extension Meeting to, in part, amend our amended and restated memorandum and articles of association to extend the date by which we have to consummate a business combination. In connection with that vote, the Redeeming Shareholders properly exercised their right to redeem their shares for an aggregate redemption amount of approximately $268,585,000.
In connection with the Extension Meeting, due to a clerical error by the trustee of the Trust Account, the Redeeming Shareholders were overpaid approximately $0.03 per Class A ordinary share that was redeemed, for an aggregate total overpayment amount of approximately $887,555 (the “Overpayment Amount”). The Company is in process of collecting the Overpayment Amount and currently expects to fully recover the total Overpayment Amount.
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