OmniAb(OABI) - 2022 Q1 - Quarterly Report

Financial Performance - For the three months ended March 31, 2022, the company reported a net loss of $4,361,240, primarily due to formation and operating costs of $3,821,215 and a change in fair value of Forward Purchase and Backstop Securities of $591,310 [130]. - The company had net cash used in operating activities of $255,342 for the three months ended March 31, 2022, due to the net loss and unrealized gain on investments held in the Trust Account [131]. - As of March 31, 2022, the company had $434,629 in cash outside of the Trust Account and a working capital deficit of $4,364,603, raising doubts about its ability to continue as a going concern [136]. - The company incurred $30,000 in expenses under an administrative support agreement during the three months ended March 31, 2022 [140]. Business Combination - The company plans to effectuate its initial business combination using cash from the proceeds of its Initial Public Offering and private placement of Private Placement Warrants [111]. - The proposed business combination with OmniAb values the pre-money equity of OmniAb at $850 million [118]. - Ligand Pharmaceuticals will contribute $15 million in capital to OmniAb as part of the business combination [116]. - Upon consummation of the proposed business combination, the company will have one class of common stock listed on Nasdaq under the ticker symbol "OABI" [117]. - The company has agreed to issue and sell 1,500,000 shares of APAC Common Stock and warrants for an aggregate purchase price of $15 million to its sponsor in connection with the business combination [126]. - The company will distribute 100% of the shares of OmniAb Common Stock to Ligand stockholders prior to the merger [114]. - The company has agreed to issue 1.5 million shares and warrants for an aggregate purchase price of $15 million in connection with the proposed OmniAb Business Combination [144]. Initial Public Offering - The company completed its Initial Public Offering (IPO) on August 12, 2021, raising gross proceeds of $230 million from the sale of 23 million units at $10.00 per unit [133]. - The underwriters received a cash underwriting discount of $4.6 million upon the closing of the IPO, with an additional deferred fee of $8.05 million payable upon completion of a Business Combination [141]. - All 23 million Class A ordinary shares sold in the IPO contain a redemption feature, classified outside of permanent equity due to SEC guidance [147]. Financial Instruments - A forward purchase agreement was established for the purchase of 10 million Class A ordinary shares and 3.33 million redeemable warrants for a total of $100 million [142]. - The fair value of the Public and Private Placement Warrants was recorded as $9.81 million and $12.35 million, respectively, in additional paid-in capital [150]. Operational Status - The company has not engaged in any operations or generated operating revenues to date, focusing solely on organizational activities and the search for a prospective initial business combination [129]. - The company has not been subject to any market or interest rate risk as of March 31, 2022 [153]. - The company entered into a promissory note with its Sponsor for up to $750,000, with an outstanding balance of $500,000 as of March 31, 2022 [139].