CF Acquisition VII(CFFS) - 2022 Q1 - Quarterly Report

PART I. FINANCIAL INFORMATION Presents unaudited condensed financial statements and management's analysis for CF Acquisition Corp. VII Item 1. Financial Statements Details CF Acquisition Corp. VII's unaudited condensed financial statements for Q1 2022, covering balance sheets, operations, and cash flows Condensed Balance Sheets Reports total assets of $187.0 million, primarily in a trust account, and a stockholders' deficit of $3.5 million Condensed Balance Sheet Data (Unaudited) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Assets | | | | Cash | $25,000 | $497,957 | | Cash equivalents held in Trust Account | $186,153,010 | $186,150,000 | | Total Assets | $187,033,444 | $187,627,082 | | Liabilities & Stockholders' Deficit | | | | Total Liabilities | $4,406,535 | $4,696,272 | | Class A common stock subject to possible redemption | $186,150,000 | $186,150,000 | | Total Stockholders' Deficit | ($3,523,091) | ($3,219,190) | | Total Liabilities and Stockholders' Deficit | $187,033,444 | $187,627,082 | Condensed Statements of Operations Shows a net loss of $343,533 for the three months ended March 31, 2022, primarily from administrative costs Condensed Statement of Operations (Unaudited) | Account | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | General and administrative costs | $267,091 | $1,047 | | Loss from operations | ($347,104) | ($1,047) | | Interest income on investments held in Trust Account | $3,571 | $0 | | Net loss | ($343,533) | ($1,047) | | Basic and diluted net loss per share | ($0.01) | ($0.00) | Condensed Statements of Changes in Stockholders' Equity (Deficit) Details the increase in stockholders' deficit to $3.52 million, mainly due to the net loss for the quarter - The total stockholders' deficit grew to $(3,523,091) as of March 31, 2022, from $(3,219,190) at the end of 2021, mainly due to the net loss incurred during the quarter[16] Condensed Statements of Cash Flows Reports net cash used in operating activities of $1.13 million and a decrease in cash balance to $25,000 Condensed Statement of Cash Flows Highlights (Unaudited) | Cash Flow Activity | Three Months Ended March 31, 2022 | | :--- | :--- | | Net cash used in operating activities | ($1,126,686) | | Net cash provided by investing activities | $561 | | Net cash provided by financing activities | $653,168 | | Net change in cash | ($472,957) | | Cash - end of the period | $25,000 | Notes to Unaudited Condensed Financial Statements Details the company's SPAC operations, IPO, related-party transactions, and timeline for business combination completion - The company is a SPAC formed to effect a business combination, focusing on industries like financial services, healthcare, real estate, technology, and software[24][25] - On December 20, 2021, the company consummated its IPO of 18,250,000 units at $10.00 per unit, generating gross proceeds of $182.5 million; $186.15 million was placed in a trust account[27][30] - The company has until June 20, 2023 (18 months from IPO closing) to complete a Business Combination, or it will be required to liquidate and redeem public shares[38] - The Sponsor has committed to purchase $10 million of units and 250,000 shares of Class A common stock concurrently with an initial Business Combination through a forward purchase contract[37] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Discusses the company's status as a blank check company, its net loss, and reliance on sponsor loans for liquidity - The company is a blank check company formed to effect a business combination, focusing its search on financial services, healthcare, real estate services, technology, and software industries[129][130] - For the three months ended March 31, 2022, the company reported a net loss of approximately $344,000, primarily from general, administrative, and franchise tax expenses[140] - As of March 31, 2022, the company had a working capital deficit of approximately $3.66 million and is reliant on sponsor loans for liquidity, with $4.3 million outstanding[136][137] - The company has a contractual obligation to pay its advisor, CF&Co., a marketing fee of $6,537,500 upon the consummation of an Initial Business Combination[143] Item 3. Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, CF Acquisition Corp. VII is exempt from providing market risk disclosures - As a smaller reporting company, CF Acquisition Corp. VII is not required to provide quantitative and qualitative disclosures about market risk[159] Item 4. Controls and Procedures Management concluded disclosure controls were effective as of March 31, 2022, with no material changes to internal control - Disclosure controls and procedures were effective as of the end of the reporting period, based on an evaluation by Certifying Officers[160] - No material changes occurred in internal control over financial reporting during the quarter ended March 31, 2022[162] PART II. OTHER INFORMATION Covers legal proceedings, risk factors, equity sales, and exhibits for the reporting period Item 1. Legal Proceedings The company reported no legal proceedings during the period - There are no legal proceedings to report[165] Item 1A. Risk Factors No material changes to risk factors, but new SEC proposed rules for SPACs could adversely affect business combination completion - No material changes have occurred from the risk factors disclosed in the Annual Report on Form 10-K filed on March 31, 2022[166] - New SEC proposed rules for SPACs (issued March 30, 2022) could adversely affect the cost and time required to complete an initial business combination[168] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities The company reported no unregistered sales of equity securities or use of proceeds from registered securities - The company reports 'None' for this item[169] Item 6. Exhibits This section lists the exhibits filed with the Form 10-Q, including officer certifications and XBRL data files - The report includes exhibits such as CEO and CFO certifications (31.1, 31.2, 32.1, 32.2) and Inline XBRL documents[175]