IPO and Financial Overview - The company completed its Initial Public Offering (IPO) on December 15, 2021, raising gross proceeds of $250 million from the sale of 25 million units at $10.00 per unit[17]. - A total of $291,812,500 was placed in a trust account from the IPO proceeds, which includes $10.15 per unit, to be used for a future business combination[19]. - The total transaction costs associated with the IPO amounted to $16,919,619, which included $2,875,000 in underwriting fees and $10,062,500 in deferred underwriting fees[78]. - The company completed its IPO on December 15, 2021, raising approximately $287.5 million from the sale of 28,750,000 units at $10.00 per unit[73]. - The company had approximately $1.5 million in its operating bank account and working capital of approximately $1.2 million as of December 31, 2021[76]. - Total current assets amounted to $1,866,026, with cash at $1,539,548 and other assets at $326,478[196]. - The accumulated deficit stood at $8,834,941, reflecting the company's financial challenges since inception[196]. - Total stockholders' deficit was reported at $8,833,859, highlighting the need for strategic financial management[196]. - The company has not issued any preferred stock, maintaining a focus on common equity[196]. - For the period from March 2, 2021 (Inception) to December 31, 2021, the company reported a net loss of $65,892[199]. - The company had total other income of $899, primarily from interest earned on trust[199]. - The company completed an IPO of 28,750,000 units at $10.00 per unit, generating proceeds of $284,625,000[212]. - The company also raised $8,982,500 from a private placement of 898,250 units at $10.00 per unit[213]. - The company has not commenced any operations and will not generate operating revenues until after completing its initial business combination[210]. Business Strategy and Management - The management team intends to focus on acquiring businesses in the retail, lifestyle, hospitality, technology, or real estate sectors, leveraging their extensive experience[23]. - The company aims to optimize capital structure and allocate capital efficiently to scale or transform target businesses[24]. - The management team includes experienced professionals such as Shahal Khan, who has over 22 years of investment and entrepreneurial experience, and has raised several billion in equity[29]. - The Chief Financial Officer, Roman Livson, has raised over $100 million for various sectors including oil & gas and technology[35]. - The Chief Investment Officer, Payel Farasat, previously managed over $16 billion in assets at Loring Ward Securities[37]. - The company plans to leverage insights into consumer buying patterns and technologies to create powerful business models[25]. - The company may encounter intense competition from other entities with similar business objectives, including blank check companies and private equity groups[52]. - The company has not yet selected a specific business combination target and has not initiated substantive discussions with any potential targets[22]. Corporate Governance - The board of directors consists of five directors, with terms divided into two classes serving two-year terms[122]. - The audit committee is composed of independent directors Leon Golden, Scott Young, and Joseph Porrello, with Leon Golden serving as chair[127]. - The compensation committee, consisting of independent directors Leon Golden and Scott Young, is responsible for reviewing executive compensation policies[132]. - The audit committee is required to have at least three members, all of whom must be independent, and each member is financially literate[129]. - The company has adopted a Code of Ethics applicable to directors, officers, and employees, which is available upon request[139]. - The company has not entered into any employment agreements with executive officers and has not made agreements for benefits upon termination[142]. - No executive officer has received cash compensation for services rendered, and any payments prior to an initial business combination will be made using funds held outside the trust account[143]. Financial Obligations and Assets - The company has agreed to pay ARC Group Limited a total of $10,000 per month for office space, utilities, and administrative support[58]. - The company has 28,750,000 Class A common stock subject to possible redemption, classified as temporary equity on the balance sheet[84]. - The company had borrowed $144,746 under a promissory note from its sponsor to cover offering costs[79]. - The company may borrow up to $300,000 from an unsecured promissory note issued by the Sponsor for Initial Public Offering costs[155]. - Working Capital Loans may be provided by the Sponsor or affiliates, with up to $1,500,000 convertible into additional Placement Units at $10.00 per Unit upon a Business Combination[156]. - The financial advisor will receive $10,000 per month for administrative services for up to 15 months[157]. - Audit fees for the period from March 2, 2021, to December 31, 2021, totaled approximately $66,014.72 for services rendered by Marcum, LLP[170]. - The audit committee will review all payments made to the Sponsor, officers, directors, or their affiliates on a quarterly basis[167]. - The Company has agreed not to consummate an initial business combination with an entity affiliated with the Sponsor unless a fairness opinion is obtained[164]. - The Company will not pay any finder’s fees or similar compensation prior to the consummation of an initial business combination[164]. Market Position and Future Plans - Burkhan World Investments LLC focuses on reinvesting gains from portfolio investments into companies that accelerate sustainability[103]. - Trinity Hospitality Group is developing a multi-billion dollar pipeline of "Digital Nomad" properties in New York City[103]. - The company has a joint venture with American Ethane Corporation to invest in up to 6,000 megawatts of power projects in Pakistan[105]. - Burkhan's Chief Investment Officer has over 20 years of experience in asset management and financial advising, focusing on sectors like InfraTech, FinTech, and BioTech[110]. - The company raised over $100 million for oil & gas, technology, and biotechnology companies[108]. - The Chief Marketing Officer has developed large-scale marketing projects for globally recognized brands, including MGM Resorts and American Express[112]. - The company is actively expanding the WIRED Hotel brand in partnership with Condé Nast[112]. - The company aims to leverage innovations in fintech and proptech to address market demands in the hospitality and real estate industries[107].
BurTech Acquisition (BRKH) - 2021 Q4 - Annual Report