Solidion(STI) - 2022 Q2 - Quarterly Report

Part I Unaudited Condensed Financial Statements This section presents the company's unaudited financial statements as of June 30, 2022, detailing assets, liabilities, and a net loss, with notes on its SPAC nature and going concern Condensed Balance Sheets As of June 30, 2022, total assets reached $127.2 million, primarily from IPO proceeds, resulting in a $3.3 million stockholders' deficit Condensed Balance Sheet Data (unaudited) | Account | June 30, 2022 ($) | December 31, 2021 ($) | | :--- | :--- | :--- | | Assets | | | | Cash | $662,748 | $— | | Investments held in the Trust Account | $126,148,752 | $— | | Total Assets | $127,216,390 | $180,341 | | Liabilities & Equity | | | | Total Current Liabilities | $272,978 | $156,771 | | Deferred underwriting commission | $4,322,500 | $— | | Total Liabilities | $4,595,478 | $156,771 | | Class A common stock subject to possible redemption | $125,970,000 | $— | | Total Stockholders' (Deficit) Equity | ($3,349,088) | $23,570 | Condensed Statements of Operations For the three and six months ended June 30, 2022, the company reported net losses of $21,393 and $133,392, primarily from administrative expenses Statement of Operations Highlights (unaudited) | Metric | Three Months Ended June 30, 2022 ($) | Six Months Ended June 30, 2022 ($) | | :--- | :--- | :--- | | Total Expenses | $190,581 | $314,947 | | Income earned on Investments held in Trust Account | $170,097 | $178,752 | | Net Loss | ($21,393) | ($133,392) | | Basic and diluted net loss per share (Class A redeemable) | ($0.00) | ($0.01) | Condensed Statement of Cash Flows For the six months ended June 30, 2022, financing activities provided $127.2 million, with $126.0 million used for investments, ending with $662,748 cash Cash Flow Summary for the Six Months Ended June 30, 2022 (unaudited) | Cash Flow Activity | Amount ($) | | :--- | :--- | | Net Cash Used In Operating Activities | ($608,009) | | Net Cash Used In Investing Activities | ($125,970,000) | | Net Cash Provided By Financing Activities | $127,240,757 | | Net change in cash | $662,748 | | Cash at end of period | $662,748 | Notes to the Condensed Financial Statements These notes detail the company's SPAC nature, going concern uncertainty, March 2022 IPO, private placements, related-party transactions, and accounting policies - The company is a special purpose acquisition company (SPAC) formed to effect a business combination, with no operating revenue until completion[21][22] - Management determined that liquidity risks and the deadline to complete a business combination by March 15, 2023 (or September 15, 2023, with extensions) raise substantial doubt about the company's ability to continue as a going concern[36] - On March 15, 2022, the company completed its IPO of 12,350,000 units at $10.00 per unit, generating gross proceeds of $123.5 million[23][25][65] - Simultaneously with the IPO, the Sponsor purchased 5,495,000 Private Placement Warrants at $1.00 per warrant for gross proceeds of approximately $5.5 million[24][67] Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's blank check status, reporting a $21,393 net loss for the quarter, and reiterating going concern risk due to the business combination deadline - The company is a blank check company focused on preparing for its IPO and identifying business combination targets[100][102] - As of June 30, 2022, the company had $662,748 in cash and $664,214 in working capital to fund its acquisition search[103] - The company must complete an initial business combination by March 15, 2023 (or September 15, 2023, with extensions), with failure leading to liquidation and raising substantial doubt about its going concern[114] - The Sponsor provided a promissory note of up to $300,000 for working capital, with $125,341 outstanding as of June 30, 2022, convertible into warrants upon a business combination[120] Quantitative and Qualitative Disclosures about Market Risk This section is not applicable as the company qualifies as a smaller reporting company - This item is not applicable as the company qualifies as a smaller reporting company[133] Controls and Procedures Management concluded that disclosure controls and procedures were effective as of June 30, 2022, with no material changes to internal control over financial reporting during the quarter - As of June 30, 2022, the Principal Executive Officer and Principal Financial Officer concluded that the company's disclosure controls and procedures were effective[136] - No material changes occurred in internal control over financial reporting during the fiscal quarter[137] Part II Legal Proceedings The company reports no legal proceedings - The company has no legal proceedings to report[140] Risk Factors No material changes have occurred to the risk factors previously disclosed in the company's final IPO prospectus filed on March 14, 2022 - No material changes to the risk factors disclosed in the company's final IPO prospectus filed on March 14, 2022[141] Unregistered Sales of Equity Securities and Use of Proceeds The company reports no unregistered sales of equity securities or changes in the use of proceeds - The company reports 'None' for this item[142] Defaults Upon Senior Securities The company reports no defaults upon senior securities - The company reports 'None' for this item[143] Mine Safety Disclosures This section is not applicable to the company - This item is not applicable[144] Other Information The company reports no other information - The company reports 'None' for this item[145] Exhibits This section lists exhibits filed with the Form 10-Q, including officer certifications and Inline XBRL data files - Exhibits filed include CEO and CFO certifications pursuant to Sarbanes-Oxley Act Sections 302 and 906, and Inline XBRL documents[147] Signatures - The report was signed on August 19, 2022, by Jaymes Winters, Chief Executive Officer, and Vlad Prantsevich, Chief Financial Officer[151]