For the period from March 1, 2021 (inception) through ended September 30, 2021, we had a net loss of $119,986, which consists of operating costs of $121,078, offset by interest income on investments held in the Trust Account of $1,099.
Liquidity and Capital Resources
On August 24, 2021, we consummated the Initial Public Offering of 20,000,000 Units at $10.00 per Unit, generating gross proceeds of $200,000,000 as described in Note 3 to the condensed financial statements. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of 4,666,667 Private Placement Warrants at a price of $1.50 per Private Placement Warrant in a private placement transaction to the Sponsor, generating gross proceeds of $7,000,000 as described in Note 4 to the condensed financial statements.
On September 3, 2021, the Company consummated the sale of 1,487,039 Units pursuant to the underwriters’ exercise of their
45-day
over-allotment option to purchase up to an additional 3,000,000 Units (the “
”). Such Over-Allotment Units were sold at $10.00 per Unit, generating gross proceeds of $14,870,390. Substantially concurrently with the closing of the sale of the Over-Allotment Units, the Company consummated the private sale of an additional 198,272 Private Placement Warrants at a purchase price of $1.50 per Private Placement Warrant to the Sponsor, generating gross proceeds of $297,408 (together with the sale of the Over-Allotment Units, the “
”).
Following the Initial Public Offering, the sale of the Private Placement Warrants and the Over-Allotment Closing, a total of $214,870,390 was placed in the Trust Account. We incurred $12,432,293 in costs related to the Initial Public Offering, consisting of $4,297,408 of underwriting fees, $7,520,462 of deferred underwriting fees and $614,423 of other offering costs.
For the period from March 1, 2021 (inception) to September 30, 2021, cash used in operating activities was $721,521. Net loss of $119,986 was affected by interest earned on investments held in the Trust Account of $1,099 and changes in operating assets and liabilities provided $(600,436) of cash for operating activities.
As of September 30, 2021, we had investments held in the Trust Account of $214,871,489 (including $1,099 of interest income) consisting of U.S. Treasury Bills with a maturity of 185 days or less. 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.
As of September 30, 2021, we had cash of $1,648,811 held 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, the Sponsor, or an affiliate of the Sponsor, or certain of the Company’s executive officers and directors may, but are not obligated to, loan the Company funds as may be required. If we complete a Business Combination, we would repay such Working Capital Loans. 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 Working Capital Loans but no proceeds from the Trust Account would be used for such repayment. Up to $2,000,000 of such Working Capital Loans may be convertible into warrants at a price of $1.50 per warrant, at the option of the lender. The warrants would be identical to the Private Placement Warrant.
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 is less than the actual amount necessary to do so, we may have insufficient funds available to operate our business prior to our Business Combination. Moreover, we may need to obtain additional financing either to complete our Business Combination or because we become obligated to redeem a significant number of the Public Shares upon consummation of our Business Combination, in which case we may issue additional securities or incur debt in connection with such Business Combination.