Financial Performance - The company had a net income of approximately $1.5 million for the three months ended March 31, 2022, consisting of $0.5 million in general and administrative expenses and a $0.1 million loss on the change in the fair value of the forward purchase unit liability, offset by a $2.1 million gain on the change in the fair value of warrant liability [108]. - The company generated gross proceeds of approximately $230 million from its Initial Public Offering, with offering costs amounting to approximately $22.5 million [103]. - As of March 31, 2022, the company had $597,522 in operating cash and working capital of $645,674 [109]. Business Combination - The company has until September 14, 2022, to consummate a Business Combination, with a potential extension to March 14, 2023 [106]. - The company has entered into a forward purchase agreement with Franklin Strategic Series for the purchase of 5,000,000 shares of Class A common stock and 2,500,000 forward purchase warrants for an aggregate purchase price of $50 million [119]. - The company incurred a deferred discount of $8,050,000 to the underwriter of the IPO, which will be payable only upon the completion of a Business Combination [116]. Financial Position and Resources - The company lacks sufficient financial resources to sustain operations for a reasonable period, raising substantial doubt about its ability to continue as a going concern [113]. - The company has no long-term debt or capital lease obligations as of March 31, 2022, but incurs a monthly fee of $10,000 for office space and administrative support [115]. - The company has no off-balance sheet arrangements as of March 31, 2022 [114]. Accounting Standards - FASB issued ASU No. 2020-06 to simplify accounting for convertible instruments, effective for fiscal years beginning after December 15, 2023 [126]. - ASU 2020-06 removes certain settlement conditions for equity contracts and simplifies diluted earnings per share calculation [126]. - The company is currently assessing the impact of ASU 2020-06 on its financial position, results of operations, or cash flows [126]. - Management does not believe that other recently issued accounting pronouncements would materially affect the balance sheet [127]. Market Risk Disclosures - Quantitative and qualitative disclosures about market risk are not required for smaller reporting companies [128].
Calidi Biotherapeutics(CLDI) - 2022 Q1 - Quarterly Report