IPO and Initial Financing - Focus Impact Acquisition Corp. completed its initial public offering on November 1, 2021, raising $230 million by selling 23 million units at $10.00 per unit, including an over-allotment option [115]. - The company has deposited a total of $1,137,500 into the Trust Account to extend the termination date to December 1, 2023 [122]. - The company has the option to extend the termination date for the business combination up to twelve months after the original termination date, with monthly extensions [118]. - The sponsor agreed to contribute a loan of up to $487,500 to the Trust Account if the extension amendment proposal is approved [120]. Business Combination Details - The proposed business combination with DevvStream Holdings Inc. involves an aggregate consideration of $145 million plus the exercise price of all in-the-money options and warrants, divided by $10.20 [125]. - The closing of the business combination is expected to occur on or before June 12, 2024, following the satisfaction of all closing conditions [126]. - The business combination agreement includes customary representations and warranties from both DevvStream and Focus Impact Acquisition Corp. [126]. - The business combination will involve a continuance from Delaware to Alberta, followed by an amalgamation with Amalco Sub [124]. - The expenses related to the proposed transactions will be borne by New PubCo if the transactions are consummated [127]. Financial Performance - As of September 30, 2023, the company reported a net loss of $1,770,907 for the three months ended, resulting from $2,485,780 in operating costs and $154,799 in provision for income taxes [140]. - For the nine months ended September 30, 2023, the company had a net loss of $719,242, with total operating costs amounting to $4,027,550 and $938,294 in provision for income taxes [142]. - The company has not commenced any operations and has generated no revenues to date, relying on interest income from cash and cash equivalents from the IPO proceeds [139]. - The company has until December 1, 2023, to consummate a Business Combination, after which mandatory liquidation and dissolution will occur if not completed [133]. - The company incurred $10,000 per month in administrative fees to the Sponsor for office space and support services, which will cease upon the completion of the initial Business Combination [144]. - The underwriters waived the right to a deferred underwriting commission of approximately $8,650,000, resulting in a recognition of $309,534 of income [146]. - The company has no long-term debt obligations or capital lease obligations as of September 30, 2023 [144]. - The fair value of warrants issued in connection with the IPO is classified as a liability and will be re-measured at each reporting period [153]. - The company has not engaged in any off-balance sheet arrangements as of September 30, 2023 [154]. Regulatory and Economic Factors - The Inflation Reduction Act of 2022 imposes a 1% excise tax on certain stock repurchases, which may affect the company's cash available for Business Combinations [135]. - The company does not believe that inflation had a material impact on its business, revenues, or operating results during the reported period [156]. - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to take advantage of certain reporting exemptions [157]. - The company has elected not to opt out of the extended transition period for new or revised financial accounting standards, which may complicate financial statement comparisons with other public companies [158]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures [159].
Focus Impact Acquisition Corp.(FIACU) - 2023 Q3 - Quarterly Report