
Financial Position - As of June 30, 2022, the company had $147,023 in cash outside of the Trust Account and $638,228 as of December 31, 2021[122]. - As of June 30, 2022, the company had $37,665 in interest income available from its investments in the Trust Account to cover tax obligations[137]. - The company withdrew $147,436 from the Trust Account to pay tax obligations during the periods ended June 30, 2022[137]. - The company has not entered into any off-balance sheet financing arrangements or established special purpose entities[143]. - As of June 30, 2022, the company had no capital lease obligations or operating lease obligations[147]. Initial Public Offering - The company generated gross proceeds of $201,250,000 from its Initial Public Offering by selling 20,125,000 Units at a price of $10.00 per Unit[135]. - The company incurred offering costs of $11,494,785 related to the Initial Public Offering, including an underwriting fee of $4,025,000[136]. - The underwriters of the Initial Public Offering received a cash underwriting fee of 2% of gross proceeds, totaling $4,025,000, with deferred underwriting commissions of $7,043,750[148]. Business Combination - The FOXO Transaction Agreement was amended to reduce the number of shares to be issued as Merger Consideration from 10,000,000 to 9,200,000 shares[127]. - The company has the right to sell up to $40 million in shares of its Class A common stock to Cantor after the Closing of the FOXO Business Combination[125]. - The FOXO Note allows the company to draw down up to $1,159,995.69 to be deposited into the Trust Account for each Public Share not redeemed[141]. - The company extended the date to consummate its initial Business Combination from June 15, 2022, to September 15, 2022[126]. - The company does not anticipate needing to raise additional funds to meet operational expenditures prior to its initial Business Combination[142]. Financial Performance - For the three months ended June 30, 2022, the company reported a net loss of $132,253, which included a change in fair value of warrant liability of $943,298[133]. - Basic loss per common share is calculated by dividing net income applicable to common stockholders by the weighted average number of common shares outstanding[154]. - The company’s outstanding Public Warrants and Placement Warrants are recorded as liabilities and measured at fair value[155]. Management and Operations - The company pays its Sponsor $10,000 per month for administrative services, which will cease upon completion of the initial Business Combination or liquidation[146]. - Various factors, including economic downturns and geopolitical instability, may adversely affect the company's results of operations and ability to complete an initial Business Combination[157]. - Management does not believe that any recently issued accounting pronouncements will materially affect the financial statements[156].