Financial Performance - As of March 31, 2023, the Company reported a net income of $1,618,630, primarily from $2,105,252 in realized and unrealized gains on marketable securities, offset by various expenses totaling $385,622[105]. - The Company had cash of $251,927 and a working capital deficit of $(334,671) as of March 31, 2023, compared to cash of $224,474 and a working capital of $151,951 as of December 31, 2022[106]. Initial Public Offering (IPO) - The Initial Public Offering (IPO) generated gross proceeds of $189,750,000 from the sale of 18,975,000 units at $10.00 per unit, including an over-allotment of 2,475,000 units[100]. - A total of $191,647,500 from the IPO and private placement warrants was placed in a U.S.-based trust account, with $2,250,000 deposited to the Company's operating account[103]. - The underwriter of the IPO is entitled to a deferred fee of $6,641,250, which will be payable only upon the completion of a Business Combination[110]. Operations and Future Outlook - The Company has not commenced any operations and will not generate operating revenues until after completing a Business Combination[99]. - The Company has incurred significant costs in pursuit of financing and acquisition plans, raising doubts about its ability to continue as a going concern within one year from the issuance of financial statements[108]. - The Company is evaluating the impact of the COVID-19 pandemic on its financial position and operations[108]. Financing Activities - The Company completed the private sale of 7,942,500 private placement warrants, generating gross proceeds of $7,942,500[102]. - The Company has no long-term debt or capital lease obligations as of March 31, 2023[110].

Management and Experience - The management team has over 85 years of combined experience in investing in Frontier Growth Markets, enhancing credibility and due diligence processes [163]. - The management team will leverage CIM's international investment platform for identifying and evaluating potential acquisition targets [169]. - The company intends to evaluate potential target businesses based on management quality and operational stability [220]. - The company may seek to recruit additional managers post-business combination to enhance the management team [221]. Business Combination and Acquisition Strategy - The company aims to pursue acquisitions in sectors with established business models and strong unit economics [172]. - Target businesses should operate in underpenetrated markets with significant growth potential, supported by favorable population trends [173]. - The acquisition process will focus on companies with market leadership and sustainable competitive advantages [173]. - The company has not yet selected a specific business combination target or engaged in substantive discussions regarding potential targets [187]. - The company may continue to seek a business combination with a different target until 18 months from the closing of the offering, extendable to 24 months [237]. Financial Provisions and Shareholder Rights - The initial public offering generated net proceeds of $191,647,500, which are placed in a trust account and invested in U.S. government securities [164]. - Public shareholders will have the opportunity to redeem shares for a pro rata portion of the trust account upon completion of a business combination [166]. - The anticipated per-share redemption price upon completion of the initial business combination is expected to be $10.10, based on the amount in the trust account [198]. - The company will not redeem public shares if it would cause net tangible assets to fall below $5,000,001 after redemptions [204]. - Shareholder approval will be required for the initial business combination if any director, officer, or substantial shareholder has a 5% or greater interest in the target business [223]. - The company plans to conduct redemptions without a shareholder vote unless required by law or stock exchange listing requirements [222]. Risks and Challenges - The time and costs associated with identifying and evaluating a target business are currently uncertain and may impact future operations [218]. - The company expects intense competition from other entities with similar business objectives, which may hinder its ability to complete a desirable business combination [264]. - If too many public shareholders exercise their redemption rights, the company may not meet closing conditions for a business combination [258]. - The ongoing COVID-19 pandemic and other global events may adversely affect the company's search for business combinations [323]. - Increased competition for attractive target businesses may lead to higher financial terms demanded by target companies [329]. Compliance and Regulatory Issues - The company is subject to various laws and regulations, and failure to comply could adversely affect its ability to complete business combinations and operations [337]. - The company intends to comply with the substantive and procedural requirements of Regulation 14A in connection with any shareholder vote, even if it cannot maintain its Nasdaq listing [232]. - The company may amend its amended and restated memorandum and articles of association with the approval of at least two-thirds of ordinary shares attending and voting at a general meeting [355]. Financial Management and Share Issuance - The company may apply any unused funds from the trust account for general corporate purposes after the initial business combination [214]. - The company has access to $1,450,000 from the proceeds of its initial public offering to cover potential claims and expenses [276]. - The company may issue a substantial number of additional Class A ordinary shares, which could significantly dilute the equity interest of public investors [314]. - The company has authorized the issuance of up to 500 million Class A ordinary shares, with no authorized but unissued Class A shares as of December 31, 2022 [345]. - Additional ordinary shares or equity-linked securities may be issued for capital raising at an effective issue price of less than $9.20 per share [359]. Redemption and Liquidation - If the initial business combination is not completed within the required time, public shareholders may receive approximately $10.10 per share upon liquidation of the trust account [356]. - If the initial business combination is not approved, public shareholders who elected to redeem their shares would not be entitled to a pro rata share of the trust account [269]. - The company must ensure that net tangible assets remain above $5,000,001 following any redemptions [280]. - Claims against the trust account could reduce the per-share redemption amount received by shareholders below the expected $10.10 per share [332]. Conflicts of Interest - The company may engage in business combinations with affiliated entities, which could lead to potential conflicts of interest [316]. - The personal and financial interests of the company's sponsor, directors, and officers may influence the selection of target business combinations [318].

Table of Contents Title of each classTrading Symbol(s)Name of each exchange on which registered Units, each consisting of one Class A ordinary share, one right and one-half of one redeemable warrant CSLMU The Nasdaq Stock Market LLC Class A ordinary shares, par value $0.0001 per share CSLM The Nasdaq Stock Market LLC Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 CSLMW The Nasdaq Stock Market LLC UNITED STATES SECURITIES AND EXCHANGE COMMISS ...

Table of Contents Title of each classTrading Symbol(s)Name of each exchange on which registered Units, each consisting of one Class A ordinary share, one right and one-half of one redeemable warrant CSLMU The Nasdaq Stock Market LLC Class A ordinary shares, par value $0.0001 per share CSLM The Nasdaq Stock Market LLC Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 CSLMW The Nasdaq Stock Market LLC UNITED STATES SECURITIES AND EXCHANGE COMMISS ...

Table of Contents Title of each classTrading Symbol(s)Name of each exchange on which registered Units, each consisting of one Class A ordinary share, one right and one-half of one redeemable warrant CSLMU The Nasdaq Stock Market LLC Class A ordinary shares, par value $0.0001 per share CSLM The Nasdaq Stock Market LLC Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 CSLMW The Nasdaq Stock Market LLC UNITED STATES SECURITIES AND EXCHANGE COMMISS ...

Table of Contents Title of each classTrading Symbol(s)Name of each exchange on which registered Units, each consisting of one Class A ordinary share, one right and one-half of one redeemable warrant CSLMU The Nasdaq Stock Market LLC Class A ordinary shares, par value $0.0001 per share CSLM The Nasdaq Stock Market LLC Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 CSLMW The Nasdaq Stock Market LLC Rights to acquire one-tenth of one Class A or ...