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Breeze Acquisition (BREZ) - 2022 Q1 - Quarterly Report

Financial Position - As of March 31, 2022, the company had cash and marketable securities held in the Trust Account totaling $119,134,439, including approximately $109,439 of interest income and unrealized gains [158]. - The company had a negative working capital deficit of $3,752,980 as of March 31, 2022, compared to a deficit of $1,667,202 as of December 31, 2021 [162]. - The company has received loans from the Sponsor totaling $1,150,000 to extend the deadline for consummating a business combination [165][166]. Profitability - For the three months ended March 31, 2022, the company reported a net income of $2,567,790, primarily due to a gain on the change in fair value of warrant liabilities amounting to $3,500,000 [153]. - The company incurred operating and formation costs of $985,093 during the same period, impacting overall profitability [153]. - The company has not generated any operating revenues to date and does not expect to do so until after completing a Business Combination [152]. Initial Public Offering - The company completed its Initial Public Offering on November 25, 2020, raising gross proceeds of $115,000,000 from the sale of 11,500,000 Units [156]. - Following the Initial Public Offering, the company incurred transaction costs totaling $4,099,907, which included $2,300,000 in underwriting fees [157]. Business Combination and Future Plans - The company intends to use substantially all funds held in the Trust Account to complete its Business Combination and finance operations of the target business [161]. - The company anticipates incurring significant costs in pursuit of its acquisition plans, raising concerns about its ability to continue as a going concern [167]. Accounting Standards - The company has elected not to opt out of the extended transition period under the JOBS Act, allowing it to adopt new or revised accounting standards at the same time as private companies [180]. - The Financial Accounting Standards Board issued ASU 2020-06, effective January 1, 2024, which simplifies accounting for certain financial instruments and introduces additional disclosures for convertible debt [182]. - The company is currently evaluating the impact of ASU 2020-06 but does not anticipate any changes to its financial position, operations, or cash flows upon adoption [182]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures [184].