Financial Performance - For the three months ended September 30, 2022, the company reported a net income of approximately $781,000, driven by approximately $1.3 million in income from investments held in the trust account[127]. - For the nine months ended September 30, 2022, the company achieved a net income of approximately $309,000, with about $1.7 million from investments, offset by approximately $1.1 million in operating expenses[129]. - The company incurred approximately $1.1 million in operating expenses for the nine months ended September 30, 2022, which included general and administrative expenses and franchise tax expenses[129]. - Net loss per common share is calculated by dividing the net loss by the weighted average shares of common stock outstanding for the respective period[140]. - Diluted net loss per share is the same as basic net loss per share due to the anti-dilutive effect of warrants[141]. IPO and Proceeds - The company completed its IPO on December 14, 2021, raising gross proceeds of $287.5 million from the sale of 28,750,000 units, including over-allotment units[115]. - Approximately $290.4 million of the net proceeds from the IPO and private placement warrants were placed in a trust account, invested in U.S. government securities[117]. - The company has broad discretion in applying the net proceeds from the IPO and private placement, primarily intended for an initial Business Combination[118]. - The underwriter received an underwriting discount of approximately $5.3 million and deferred underwriting commissions of approximately $10.1 million, contingent on the completion of an initial Business Combination[132][133]. Business Combination and Timeline - The company has until June 14, 2023, to complete its initial Business Combination, with the option to extend this period by up to six months[119]. - The company is subject to a new 1% excise tax on stock repurchases effective January 1, 2023, which may impact cash available for Business Combination[125]. Equity and Stock Classification - The company has issued public warrants and private placement warrants that are classified as equity, with subsequent changes in fair value not recognized as long as they remain classified in equity[137]. - Class A common stock subject to possible redemption is classified as temporary equity, with all outstanding shares presented at redemption value[138]. - The company recognizes changes in the redemption value of Class A common stock immediately, adjusting the carrying value to equal the redemption value at the end of the reporting period[139]. Regulatory and Reporting Status - The company does not have any off-balance sheet arrangements as of September 30, 2022[143]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[144]. - The company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act, which may exempt it from certain disclosures for five years post-IPO[145]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[146].
Power & Digital Infrastructure Acquisition II (XPDB) - 2022 Q3 - Quarterly Report