Financial Performance - For the year ended December 31, 2022, the company reported a net income of $13,805,233, which included interest income of $3,376,559 and a gain of $12,591,000 from the change in fair value of derivative warrant liability[224]. - The company reported a net income of $13,805,233 for the year ended December 31, 2022, compared to $11,639,507 for the period from February 9, 2021, through December 31, 2021, reflecting a growth of approximately 18.6%[258]. - Basic and diluted net income per share of Class A common stock was $0.48 for the year ended December 31, 2022, down from $1.17 for the prior period[258]. - Total expenses for the year ended December 31, 2022, were $1,532,260, significantly higher than $640,595 for the previous period, representing an increase of approximately 139.5%[258]. - For the year ended December 31, 2022, the net income was $13,805,233, an increase from $11,639,507 in the previous year[264]. Initial Public Offering (IPO) Details - The company generated gross proceeds of $230,000,000 from the initial public offering of 23,000,000 units at a price of $10.00 per unit[225]. - The company incurred a total of $4,600,000 in underwriting fees and $635,000 in other costs related to the initial public offering, with $8,050,000 in underwriting fees deferred[217]. - The company incurred $13,355,589 in transaction costs related to the initial public offering, including $4,600,000 in underwriting fees and $8,050,000 in deferred underwriting fees[225]. - The company generated additional gross proceeds of $30,000,000 from the sale of 3,000,000 Units at an offering price of $10.00 per Unit due to the exercise of the over-allotment option[331]. - The company sold 20,000,000 Units at a price of $10.00 per Unit during the Initial Public Offering, generating gross proceeds of $200,000,000[313]. Financial Position and Resources - As of December 31, 2022, total assets amounted to $237,965,034, compared to $236,424,406 as of December 31, 2021, indicating a slight increase[254]. - The company had 23,000,000 shares of Class A common stock subject to possible redemption, valued at $10.28 per share as of December 31, 2022[256]. - The company reported a working capital deficit of $81,731 and current liabilities of $673,227, which includes $368,804 related to taxes[281]. - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2022[235]. - The company has a cash balance of $212,232 as of December 31, 2022[281]. Going Concern and Operational Risks - The company may lack sufficient financial resources to sustain operations for a reasonable period, raising substantial doubt about its ability to continue as a going concern[228]. - The company is at risk of ceasing operations if a business combination is not completed by May 2, 2023, raising substantial doubt about its ability to continue as a going concern[250]. - The Company will cease operations and liquidate if it does not complete a Business Combination by May 2, 2023[282]. - Management is evaluating the potential impact of the COVID-19 pandemic on the Company's financial position and operations[285]. Business Combination and Trust Account - The company intends to use substantially all funds in the Trust Account to complete an initial business combination, with remaining proceeds for working capital[229]. - The company must complete a Business Combination with a fair market value equal to at least 80% of the net assets held in the Trust Account[272]. - The company placed $234,600,000 in a trust account from the net proceeds of the Initial Public Offering, which may be invested in U.S. government securities[270]. - The holders of Founder Shares have agreed to waive their liquidation rights if the Company fails to complete a Business Combination within the Combination Period[277]. - The Company will provide Public Stockholders the opportunity to redeem their shares for a pro rata portion of the amount in the Trust Account, initially anticipated to be $10.20 per share[273]. Tax and Valuation Matters - The company recorded a net deferred tax asset of $7,190 as of December 31, 2022, compared to $0 as of December 31, 2021, with total deferred tax assets increasing from $134,525 to $381,141[353]. - The company has no unrecognized tax benefits or amounts accrued for interest and penalties as of December 31, 2022[305]. - The company has established a full valuation allowance for deferred tax assets due to significant uncertainty regarding future realization[354]. - The valuation allowance for deferred tax assets increased by $239,426 in 2022, indicating management's assessment of realization uncertainty[354]. Warrants and Equity - The company has 23,500,000 warrants exercisable to purchase Class A common stock, which are contingent upon future events[299]. - The fair value of the Public Warrants was classified as Level 1, while the Private Placement Warrants were classified as Level 3 due to the use of unobservable inputs[310]. - The Public Warrants will become exercisable 30 days after the completion of a Business Combination and will expire five years after that completion[335]. - The Private Placement Warrants are non-redeemable and exercisable on a cashless basis, except under certain conditions[340]. - The Class A common stock subject to possible redemption was valued at $236,385,597 as of December 31, 2022, classified as temporary equity[296].