ClimateRock(CLRC) - 2023 Q3 - Quarterly Report
ClimateRockClimateRock(US:CLRC)2023-11-13 16:00

Financial Performance - For the three months ended September 30, 2023, the company reported a net income of $26,528, compared to a net loss of $407,918 for the same period in 2022[73]. - The net loss excluding monthly extension fees and income on the trust account was $(556,150) for Q3 2023, an improvement from $(761,514) in Q3 2022, representing a reduction of approximately 27%[73]. - The company reported a net loss of $(1,552,030) for the three months ended September 30, 2023, compared to $(13,761,836) for the same period in the previous year[74]. - The net income for the three months ended September 30, 2023, was $26,528, compared to a net loss of $(407,918) for the same period in 2022, representing a turnaround in performance[186]. - Basic and diluted earnings per share for redeemable ordinary shares was $0.11 for the three months ended September 30, 2023, compared to $(0.03) for the same period in 2022, indicating a positive shift in profitability[186]. - The total other income for the three months ended September 30, 2023, was $357,729, compared to $353,596 for the same period in 2022, reflecting a slight increase[186]. Business Operations - The company has not yet commenced any operations and will not generate operating revenues until after the completion of its initial business combination[100]. - The Company has not generated any operating revenues and expects to incur increased expenses related to becoming a public company[113]. Financial Position - As of September 30, 2023, the total liabilities and shareholders' deficit amounted to $28,022,595[180]. - As of September 30, 2023, the total current assets amounted to $28,022,595, a significant decrease from $81,557,355 in 2022, reflecting a decline of approximately 65.6%[184]. - The cash and cash equivalents held in the trust account were $27,910,976 as of September 30, 2023, down from $81,039,102 in the previous year, indicating a reduction of about 65.5%[196]. - The Company has incurred an accumulated deficit of $4,882,206 as of September 30, 2023, compared to $3,330,176 as of December 31, 2022[180]. Shareholder Activity - Shareholders redeemed 5,297,862 Class A ordinary shares for approximately $55,265,334, equating to about $10.43 per share[103]. - The company had 2,577,138 redeemable ordinary shares outstanding as of September 30, 2023, down from 7,875,000 in the previous year, indicating a reduction in share count[186]. Loans and Financing - As of September 30, 2023, the outstanding balance of the Fourth Eternal Loan was $50,000, with no interest accrued[81]. - The Company entered into a loan agreement for up to $335,000 on an unsecured basis, with a maturity date of August 1, 2024, or upon the initial Business Combination[107][131]. - The company has placed $10.15 per Unit sold in the Initial Public Offering into a Trust Account, which is invested in U.S. government securities[101]. - The company completed a private placement of 3,762,500 warrants at $1.00 per warrant, generating gross proceeds of $3,762,500[190]. - The Company has accrued $154,941 for administrative services provided by Gluon Group as of September 30, 2023[115]. Business Combination and Strategic Planning - The company has extended the deadline for consummating a business combination from November 2, 2023, to May 2, 2024[71]. - The Company extended the deadline for consummating a business combination from November 2, 2023, to May 2, 2024, allowing for potential earlier wind-up of operations[103]. - The company extended the deadline for completing a business combination from November 2, 2023, to May 2, 2024, allowing more time for strategic planning[192]. - The company has agreed to pay a Success Fee to Maxim based on the amount of cash in Trust prior to consummation of the transaction, with fees ranging from $200,000 to $1,000,000 depending on the cash amount[89]. - The company has entered into agreements with various financial advisors, including ALANTRA, for transaction success fees and retainer fees[90]. Securities and Shares - The Company issued 7,875,000 Units at $10.00 per Unit during its Initial Public Offering, including 375,000 units from the underwriter's overallotment option[110]. - The company has a total of 7,875,000 Public Shares sold as part of the Units in the Initial Public Offering, which contain a redemption feature[79]. - The base consideration for holders of EEW securities will be $500 million in Pubco Ordinary Shares, plus a contingent earn-out of $150 million[112]. Trust Account and Income - Unrealized income on the trust account for the nine months ended September 30, 2023, was $1,762,208, compared to $1,107,852 for the year ended December 31, 2022, showing an increase of approximately 59%[196].