Following the initial public offering and the sale of the placement units, a total of
$293,250,000 was placed in a U.S.-based Trust Account, maintained by Continental Stock Transfer & Trust (Continental), acting as trustee. We incurred $15,668,029 in transaction costs, including $3,593,750 of underwriting fees,
$10,062,500 of deferred underwriting fees, fair value of representative shares of $1,437,500 and $574,279 of other offering costs.
For
the year ended December 31, 2021, cash used in operating activities was $1,114,081 and was primarily comprised of a net loss of $1,391,593.
For the three months ended March 31, 2022, net decrease in cash was $286,239 and was comprised of net cash used in operating activities
of $586,239 and net cash provided by financing activities of $300,000. Net cash used in operating activities of $586,239 consisted of a net loss of $1,884,389 partially offset by a change in accrued expenses of $1,281,263. Net cash provided by
financing activities of $300,000 consisted of proceeds from working capital loans.
For the three months ended March 31, 2021, net
increase in cash was $25,000 and was comprised of net cash provided by financing activities of $25,000. Net cash provided by financing activities of $25,000 consisted of proceeds from issuance of Class B common stock to Sponsor.
As of each of March 31, 2022 and December 31, 2021, we had cash of $293,286,629 and $293,257,098 held in the Trust Account,
respectively. We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account to complete our initial business combination. We may withdraw interest to pay taxes. To
the extent that our capital stock or debt is used, in whole or in part, as consideration to complete our initial 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 each of March 31, 2022 and
December 31, 2021, we had cash of $41,492 and $327,731 outside of the Trust Account. 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 an affiliate of our Sponsor or certain of our officers and directors may, but are not obligated to, loan us funds as may be required. If we complete a Business Combination, we may repay such loaned amounts
out of the proceeds of the Trust Account released to us. 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. Initially, up to $1,500,000 of such loans may be convertible into units, at a price of $10.00 per unit, at the option of the lender. The amount of such loans that the parties agreed can be converted to
Working Capital Units has subsequently been increased to $30,000,000, subject to stockholder approval. The units would be identical to the placement units. In November 2021, our Sponsor committed to provide loans of up to an aggregate of $1,000,000
to the Company through September 8, 2022 (or up to March 8, 2023 if the Company extends the maximum time to complete a Business Combination), which loans will be non-interest bearing, unsecured and
will be payable upon the consummation of a Business Combination. At March 31, 2022, $300,000 was outstanding under this commitment.
We do not believe we will need to raise additional funds in order to meet the expenditures required for operating our business. However, if
our estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination are less than the actual amount necessary to do so, we may have
insufficient funds available to operate our business prior to our business combination.
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