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stellation Acquisition I(CSTA) - 2023 Q3 - Quarterly Report

Financial Performance - For the nine months ended September 30, 2023, the company reported a net income of approximately 0.1million,whichincluded0.1 million, which included 2.5 million in interest earned on investments held in the Trust Account and a gain of 0.03millionfromthechangeinfairvalueofwarrantliabilities,offsetbyalossfromoperationsof0.03 million from the change in fair value of warrant liabilities, offset by a loss from operations of 2.4 million [214]. - The company incurred offering costs of 17,586,741millionduringitsInitialPublicOffering,whichincluded17,586,741 million during its Initial Public Offering, which included 10,850,000 million in deferred underwriting commissions [207]. - The company has agreed to pay deferred underwriting fees of 3.5% of the gross offering proceeds, approximately 10,850,000,uponcompletionofitsInitialBusinessCombination[217].BusinessCombinationandLiquidationThecompanyhasuntilNovember29,2023,tocompleteaBusinessCombination,oritwillceaseoperationsandliquidate,redeemingPublicSharesforaprorataportionoftheTrustAccount[209].Thecompanyiswithin12monthsofmandatoryliquidation,raisingsubstantialdoubtaboutitsabilitytocontinueasagoingconcernuntiltheconsummationofaBusinessCombinationortheliquidationdate[211].Thecompanydrewanadditional10,850,000, upon completion of its Initial Business Combination [217]. Business Combination and Liquidation - The company has until November 29, 2023, to complete a Business Combination, or it will cease operations and liquidate, redeeming Public Shares for a pro rata portion of the Trust Account [209]. - The company is within 12 months of mandatory liquidation, raising substantial doubt about its ability to continue as a going concern until the consummation of a Business Combination or the liquidation date [211]. - The company drew an additional 150,000 on October 26, 2023, to extend the deadline for completing its initial Business Combination from October 29, 2023, to November 29, 2023 [205]. - The company may need to obtain additional financing to complete an initial Business Combination or to redeem a significant number of its Public Shares [212]. Trust Account Management - The company liquidated U.S. government treasury obligations or money market funds held in the Trust Account on January 27, 2023, and the funds will be maintained in cash in an interest-bearing demand deposit account at a bank, currently earning approximately 2.5% - 3.0% per annum [220]. - The company has placed $310.0 million of net proceeds from its Initial Public Offering into a Trust Account, invested in permitted U.S. government securities [208]. External Factors - The geopolitical conditions resulting from the invasion of Ukraine and the Israel-Hamas war may adversely affect the company's search for a Business Combination [225].