IPO and Offering Details - The company completed its Initial Public Offering (IPO) on November 1, 2021, raising gross proceeds of $230 million from the sale of 23,000,000 Units at $10.00 per Unit, including the full exercise of the underwriters' over-allotment option [121]. - Offering costs for the IPO amounted to $13,457,525, which included $4,000,000 in underwriting commissions and $8,650,000 in deferred underwriting commissions [143]. - The company has $11,200,000 in gross proceeds from the private sale of 11,200,000 warrants at $1.00 per warrant, which were sold to the Sponsor [122]. Financial Performance - As of September 30, 2022, the company reported a net income of $1,905,598 for the three months ended, primarily due to a $1,362,000 change in the fair value of warrants [135]. - For the nine months ended September 30, 2022, the company reported a net income of $9,732,124, driven by a $9,761,000 change in the fair value of warrants [136]. - Net income (loss) per common stock is calculated by dividing net income (loss) by the weighted average number of shares outstanding, with no dilutive securities affecting the calculation [146]. Business Operations and Future Expectations - The company has not commenced any operations and has not generated any revenues to date, with future revenues expected only after the completion of an initial Business Combination [134]. - The company has until May 1, 2023, to consummate a Business Combination, after which mandatory liquidation and dissolution will occur if not completed [127]. - The company expects to incur increased expenses related to being a public company, including legal and compliance costs [134]. Financial Position and Reporting - The trust account holds proceeds from the IPO and Private Placement Warrants, which will be invested in U.S. government securities or money market funds [124]. - The company has no long-term debt obligations or capital lease obligations as of the reporting date [138]. - As of September 30, 2022, there were no off-balance sheet arrangements reported [148]. Regulatory and Compliance Matters - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements applicable to other public companies [151]. - The company has elected not to opt out of the extended transition period for new or revised financial accounting standards, which may affect comparability with other public companies [152]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures [153]. Market Conditions - The company does not believe inflation had a material impact on its business or operating results during the reported period [150]. Warrants and Shares - The fair value of warrants issued in connection with the IPO is recorded as a liability and will be re-measured at each reporting period [147]. - The weighted average shares were reduced by 750,000 shares subject to forfeiture if the over-allotment option is not exercised [146].
Focus Impact Acquisition Corp.(FIACU) - 2022 Q3 - Quarterly Report