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Global Gas(HGAS) - 2023 Q2 - Quarterly Report
HGASGlobal Gas(HGAS)2023-08-14 20:06

Financial Performance - The company had a net loss of approximately 558,000forthethreemonthsendedJune30,2023,withgeneralandadministrativeexpensestotalingapproximately558,000 for the three months ended June 30, 2023, with general and administrative expenses totaling approximately 883,000[149]. - For the six months ended June 30, 2023, the company reported a net income of approximately 650,000,primarilyfromotherincomeofapproximately650,000, primarily from other income of approximately 2.1 million from the write-off of legal fees[151]. - The company had a net income of approximately 4.9millionforthesixmonthsendedJune30,2022,drivenbynonoperatinggainsfromthechangeinfairvalueofderivativewarrantliabilities[152].Thecompanyhasincurredapproximately4.9 million for the six months ended June 30, 2022, driven by non-operating gains from the change in fair value of derivative warrant liabilities[152]. - The company has incurred approximately 1.1 million in general and administrative expenses for the six months ended June 30, 2023[151]. Business Combination - The company extended the deadline to complete a business combination to December 22, 2023, with stockholders redeeming approximately 160.7millionforpublicshares[134][136].AproposedbusinesscombinationwithGlobalHydrogenisexpectedtocloseinthesecondhalfof2023,subjecttostockholderapprovalandcustomaryclosingconditions[133].ThebusinesscombinationwithGlobalHydrogeninvolvesavaluationof160.7 million for public shares[134][136]. - A proposed business combination with Global Hydrogen is expected to close in the second half of 2023, subject to stockholder approval and customary closing conditions[133]. - The business combination with Global Hydrogen involves a valuation of 57.5 million, with shares exchanged based on a defined exchange ratio[132]. - The company plans to liquidate and dissolve if a business combination is not completed by December 22, 2023[127][128]. - The company has until December 22, 2023, to consummate a business combination, raising substantial doubt about its ability to continue as a going concern[144]. Capital and Funding - The company raised gross proceeds of 172.5millionfromitsinitialpublicoffering,withofferingcostsofapproximately172.5 million from its initial public offering, with offering costs of approximately 10.0 million[124]. - As of June 30, 2023, the trust account held 11,963,187incashandinvestments,includingapproximately11,963,187 in cash and investments, including approximately 143,000 in interest income[126]. - The company had 172.5millionplacedinthetrustaccountattheclosingoftheinitialpublicoffering[155].ThecompanyissuedanunsecuredpromissorynotetotheSponsorforborrowingsofupto172.5 million placed in the trust account at the closing of the initial public offering[155]. - The company issued an unsecured promissory note to the Sponsor for borrowings of up to 300,000, which is payable upon the earlier of December 31, 2023, or the completion of the business combination[160]. Legal and Settlement Matters - The company received 2.75millionaspartofasettlementagreementrelatedtotheterminatedTradeZeromergeragreement[140].Thecompanyreceived2.75 million as part of a settlement agreement related to the terminated TradeZero merger agreement[140]. - The company received 2.75 million from a lawsuit settlement in January 2023, which was used to pay accounts payable and expenses[143]. Stockholder Information - The company has a total of 5,494,554 shares of common stock outstanding after redemptions[136]. - The company is a blank check company formed for the purpose of effecting a business combination with one or more businesses[123]. Operational Status - The company has not generated any operating revenues to date and will not do so until after completing its initial business combination[148]. - The company incurred $30,000 in administrative services expenses for the three months ended June 30, 2023, under an agreement with the Sponsor[161]. - No off-balance sheet arrangements were reported as of June 30, 2023, and December 31, 2022[168]. - The company qualifies as a smaller reporting company and is not required to provide additional market risk disclosures[169].