Integral Acquisition 1(US:INTE)2021-12-21 23:13IPO and Offering Details - The company completed its initial public offering (IPO) on November 5, 2021, raising gross proceeds of $115 million from the sale of 11,500,000 units at $10.00 per unit, including the underwriters' over-allotment option[114]. - The total offering costs amounted to $10,758,309, which included $2,000,000 in underwriting commissions and $6,050,000 in deferred underwriting commissions[114][128]. - Anchor investors purchased approximately $60.8 million of units in the IPO, with no obligation to retain their units or vote in favor of the initial business combination[129]. - The proceeds from the IPO and private placement warrants will be held in a Trust Account, which will only be released under specific conditions[116]. - The company issued 10,700,000 warrants in connection with the IPO, with equity classification allowing for initial measurement at fair value[143]. - A total of 11,500,000 common stocks sold in the IPO contain a redemption feature, classified outside of permanent equity due to SEC guidance[140]. Financial Performance and Obligations - As of September 30, 2021, the company reported a net loss of approximately $28,038 since inception, with no revenues generated to date[122]. - The company has no long-term debt obligations or capital lease obligations[124]. - The company has agreed to pay the sponsor $20,000 per month for administrative services starting from the listing date on Nasdaq[125]. - The company expects to incur increased expenses related to being a public company, including legal and compliance costs[121]. - The company has not commenced any operations as of the reporting date, and all activities relate to its formation and the IPO[121]. Business Combination and Redemption Features - The company has 18 months from the IPO closing to complete its initial business combination, or it will cease operations and redeem public shares[118]. - The forward purchase price for shares is set at $10.00, with a discounted price of $9.20 or an 8% discount to the PIPE price if below $9.20[135]. - Management estimates that a PIPE will be priced below $9.20 only 5% of the time, with an expected price of $9.00 when it is below $9.20[136]. - The company recognizes changes in the redemption value of common stock immediately, adjusting the carrying value to equal the redemption value at the end of each reporting period[141]. - The company issued 3,000,000 forward purchase shares, classified as liabilities at fair value, subject to re-measurement at each balance sheet date[139]. Regulatory and Operational Considerations - No off-balance sheet arrangements were reported as of September 30, 2021[146]. - Inflation did not have a material impact on the company's business or operating results during the reported period[147]. - There were no changes in internal control over financial reporting that materially affected the company during the fiscal quarter ended September 30, 2021[151].