Financial Performance - For the three months ended March 31, 2023, the company reported a net loss of $85,983, consisting of realized and unrealized gains and dividends of $327,399, offset by operating expenses of $306,303 and franchise tax expense of $47,481 [138]. - The company has not generated any operating revenues to date and does not expect to do so until after the completion of its initial business combination [137]. - The company incurred $30,000 in fees under an agreement for office space and administrative support for the three months ended March 31, 2023 [148]. - The company had cash used in operating activities of $52,462 for the three months ended March 31, 2023, compared to $294,018 for the same period in 2022 [141][142]. - The company has incurred significant costs in pursuit of its initial business combination and continues to face uncertainty regarding its ability to continue as a going concern [144]. Cash and Investments - As of March 31, 2023, the company had cash of $10,108 outside of the Trust Account and investments of $29,725,574 held in the Trust Accounts [140][143]. - As of March 31, 2023, the company had $239,081 in Working Capital Loans outstanding, an increase from $207,081 as of December 31, 2022 [150]. - The company had $2,914,598 in Extension Loans outstanding as of March 31, 2023, compared to $2,545,838 as of December 31, 2022 [152]. Business Combination - The company intends to complete its initial business combination before August 11, 2023, and has the option for nine one-month extensions [135][144]. - The company entered into a definitive Agreement and Plan of Merger with OneMedNet Corporation, with a total merger consideration of $200,000,000, subject to adjustments [132]. - The company has a deferred fee obligation of $4,025,000 to underwriters, payable only upon the completion of a Business Combination [149]. - The company agreed to pay ARC a success fee of $100,000 upon closing its initial business combination and a retainer of $50,000 upon execution of the Introducing Advisor Agreement [153]. - On December 31, 2022, ARC was issued 1,378,517 shares of the company's Class B Common Stock following the execution of the Second Amendment to the Introducing Advisor Agreement [156]. Stock and Financial Instruments - As of March 31, 2023, there were 4,838,792 shares of Class A Common Stock outstanding, with the same number subject to possible redemption [169]. - The company evaluates its financial instruments to determine if they qualify as derivatives, with changes in fair value reported in the statements of operations [167]. - The company accounts for its warrants as liabilities, adjusting their fair value at each reporting period until exercised [168]. - The company is currently assessing the impact of ASU 2020-06, effective for fiscal years beginning after December 15, 2023, on its financial position [170]. Risk Management - The company was not subject to any market or interest rate risk as of March 31, 2023, with net proceeds invested in U.S. government treasury bills or money market funds [172]. - The company believes there will be no material exposure to interest rate risk due to the short-term nature of its investments [173].
DATA KNIGHTS ACQUISITION(DKDCA) - 2023 Q1 - Quarterly Report