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stellation Acquisition I(CSTA) - 2025 Q1 - Quarterly Report

IPO and Offering Details - The Company raised gross proceeds of $310.0 million from its Initial Public Offering (IPO) by selling 31,000,000 Units at $10.00 per Unit[146] - The Company incurred offering costs of $17,586,741, which included $10,850,000 in deferred underwriting commissions[146] - The company paid an underwriting discount of approximately $6,200,000 at the closing of the Initial Public Offering and agreed to pay Deferred Underwriting Fees of approximately $10,850,000[174] Trust Account and Redemptions - As of January 27, 2023, the balance in the Trust Account was approximately $46,138,503 after redemptions totaling approximately $269,485,746[152] - On January 30, 2024, the Company had a remaining balance in the Trust Account of $26,415,545 after redemptions of approximately $23,671,533[155] - On January 27, 2025, the Company had a Trust Account balance of approximately $778,970.65 after redemptions of approximately $27,428,399[159] - Interest on the deposit account for funds in the Trust Account is currently approximately 2.5% - 3.0% per annum, but this rate is variable and may change significantly[182] Business Combination and Extensions - The Company extended the Termination Date for completing a Business Combination from January 29, 2024, to February 29, 2024, with the possibility of monthly extensions up to January 29, 2025[154] - The company has the option to extend the date for completing its initial Business Combination up to eleven times, with each extension lasting one month[158] - The company has until January 29, 2026, to consummate a Business Combination, or it will face mandatory liquidation[167] Financial Position and Performance - As of March 31, 2025, the company had $9,143 in its operating bank account and a working capital deficit of $6,003,199, net of a related party convertible promissory note of $3,181,000[164] - For the three months ended March 31, 2025, the company reported a net loss of approximately $447,000, which included a loss from operations of approximately $415,000 and a loss from the change in fair value of warrant liabilities of $116,000[170] - The company had approximately $4,973,208 of borrowings outstanding as of March 31, 2025, with various promissory notes issued to the Sponsor totaling $2,951,000 under the Extension Note, $1,565,000 under the 2024 Note, and $230,000 under the 2023 Note[166] - The company does not have any long-term debt obligations, capital lease obligations, or operating lease obligations[172] Revenue and Expenses - The company has not generated any operating revenues to date and only generates non-operating income from interest and dividends on cash and investments held in the Trust Account[169] - The company expects to incur increased expenses due to being a public company, including legal, financial reporting, accounting, and auditing compliance costs[169] Trading and Reporting - The Company started trading its Class A ordinary shares on OTC Pink and Units on OTCQB on March 10, 2025[161] - The transition to OTC Pink and OTCQB is not expected to affect the Company's business operations or SEC reporting obligations[162] - The company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act, which may exempt it from certain disclosures for five years following the Initial Public Offering[181]