IPO and Trust Account - ESGEN Acquisition Corporation completed its initial public offering on October 22, 2021, raising $276 million from the sale of 27,600,000 units at $10.00 per unit [126]. - As of the closing of the initial public offering, $281,520,000 was deposited in a trust account, which will be invested in U.S. government securities or money market funds [127]. Business Combination - The company extended the deadline to complete its initial business combination from January 22, 2023, to April 22, 2023, with the possibility of up to six additional one-month extensions [129]. - ESGEN entered into a Business Combination Agreement on April 19, 2023, with ESGEN OpCo, LLC and Sunergy Renewables, LLC [130]. - The Business Combination is subject to customary closing conditions, including shareholder approval and the requirement for at least $20 million in transaction proceeds [136]. - Concurrently with the Business Combination Agreement, ESGEN secured an Initial PIPE Investment of $10 million from its sponsor for 1,000,000 shares at $10.00 per share [137]. - The Business Combination is expected to close in the fourth quarter of 2023, pending necessary approvals and fulfillment of closing conditions [138]. - The company has until August 22, 2023, to consummate a Business Combination, or it will face mandatory liquidation [150]. - The IPO underwriters waived their right to receive a deferred underwriting commission of 3.5% of the gross proceeds upon the completion of the initial Business Combination [152]. Financial Performance - For the three months ended June 30, 2023, the company reported a net loss of $1,411,072, which included operating costs of $1,822,712 and interest income of $365,224 from marketable securities [142]. - For the six months ended June 30, 2023, the company had a net loss of $2,857,183, with operating costs totaling $3,335,293 and interest income of $1,305,870 from marketable securities [144]. - The company had a net income of $1,494,631 for the three months ended June 30, 2022, compared to a net loss in the same period of 2023 [143]. - The company had a net income of $7,375,172 for the six months ended June 30, 2022, reflecting a significant decline in performance in 2023 [145]. Financial Position - As of June 30, 2023, the company had cash of $50,193 and total liabilities of $5,661,440, which included $4,664,539 in accounts payable and accrued expenses [146]. - The company issued an unsecured promissory note of up to $1,500,000 to the Sponsor on April 5, 2023, with approximately $515,862 outstanding as of June 30, 2023 [147]. - The company incurred $30,000 and $60,000 for office space and administrative services for the three and six months ended June 30, 2023, respectively [153]. Market Activities - The company has not generated any operating revenues since its inception and will not do so until the closing of its initial Business Combination [141]. - The company has not engaged in any hedging activities since inception and does not expect to do so regarding market risk exposure [166].
ESGEN Acquisition (ESAC) - 2023 Q2 - Quarterly Report