Financial Performance - For the three months ended March 31, 2023, the company reported a net income of $976,817, which included interest income of $2,514,666 and a gain from the change in the fair value of warrants of $402,811 [134]. - The company incurred a loss from operations of $612,985 for the three months ended March 31, 2023, primarily due to operating costs [134]. - The company had cash used in operating activities of $598,170 for the three months ended March 31, 2023, compared to $293,274 for the same period in 2022 [139][140]. - Net income per share is calculated by dividing net income by the weighted average number of common stock outstanding, with two classes of shares sharing income and losses pro rata [160]. Initial Public Offering - The company completed its initial public offering on March 2, 2021, raising gross proceeds of $300 million from the sale of 30 million units at $10.00 per unit [128]. - Offering costs related to the initial public offering were allocated between common stock and public warrants, with costs for public warrants expensed immediately [159]. Trust Account and Business Combination - As of March 31, 2023, the company had approximately $32.65 million remaining in the trust account after redemptions, with cash held outside the trust account amounting to $364,104 [138][142]. - The company plans to use substantially all funds in the trust account to complete its initial business combination, with remaining proceeds to be used for working capital [141]. - The company extended the time to complete a business combination to December 2, 2023, following a special meeting where stockholders redeemed shares for approximately $318.4 million [132]. - The company anticipates that the cash held outside the trust account may not be sufficient to operate until the end of the Combination Period if no business combination is consummated [146]. - Management has raised substantial doubt about the company's ability to continue as a going concern if an initial business combination does not occur by the deadline [149]. Equity and Liabilities - As of March 31, 2023, the company had no long-term debt or off-balance sheet arrangements [150][151]. - Class A common stock subject to possible redemption is classified as temporary equity and presented at redemption value, reflecting uncertain future events [155]. - The company has 11,796,667 common stock warrants classified as derivative warrant liabilities, with fair value adjustments made at each reporting period [157]. Accounting Standards and Economic Factors - Recent accounting standards (ASU 2020-06) effective January 1, 2024, may simplify accounting for convertible instruments and affect diluted earnings per share calculations [161]. - Management does not anticipate that recently issued accounting pronouncements will materially affect the financial statements [162]. - Economic uncertainties, including inflation and geopolitical instability, may adversely affect the company's results of operations and ability to complete an initial business combination [163].
TWELVE SEAS INVE(TWLVU) - 2023 Q1 - Quarterly Report