pan-Africa Corp(BLEUU) - 2022 Q3 - Quarterly Report

IPO and Financial Overview - The company completed its Initial Public Offering (IPO) on November 22, 2021, raising gross proceeds of $276.0 million from the sale of 27,600,000 Units at $10.00 per Unit[125]. - The underwriters of the IPO received an underwriting discount of approximately $5.5 million and deferred commissions of approximately $9.7 million, contingent upon the completion of a business combination[141]. - The company has broad discretion regarding the use of net proceeds from the IPO, primarily intended for consummating a business combination[128]. Financial Performance - As of September 30, 2022, the company reported a net income of approximately $964,000 for the three months ended September 30, 2022, primarily due to a $1.2 million gain from investments held in the trust account[136]. - For the nine months ended September 30, 2022, the company had a net income of approximately $332,000, which included a $1 million gain from investments held in the trust account[137]. - The company has a working capital deficit of approximately $23,000 and approximately $100,000 in cash as of September 30, 2022[130]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination[135]. Business Operations and Obligations - The company has until May 22, 2023, to complete its initial business combination, or it will face mandatory liquidation[133]. - The company entered into a convertible promissory note (the "2022 Note") allowing it to borrow up to $1,500,000 from the Sponsor, with $300,000 outstanding as of September 30, 2022[144]. - The company incurred approximately $90,000 in administrative expenses under an agreement with an affiliate of the Sponsor for the nine months ended September 30, 2022[145]. Accounting and Compliance - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[151]. - The company is exempt from providing an auditor's attestation report on its internal control over financial reporting for five years following its initial public offering[152]. - There have been no significant changes in the application of critical accounting policies during the nine months ended September 30, 2022[147]. - As of September 30, 2022, the company did not have any off-balance sheet arrangements[150].