Financial Performance - The company reported a net loss of $1,594,960 for the three months ended September 30, 2023, with general and administrative expenses of $3,187,663, of which approximately $2.4 million related to business combination costs[174]. - For the nine months ended September 30, 2023, the company had a net loss of $9,215,480, with general and administrative expenses totaling $10,400,770, including approximately $8.4 million related to business combination costs[175]. - The company has not generated any revenues to date and does not expect to do so until after the completion of its initial business combination[173]. Trust Account and Cash Management - The company generated net proceeds of $177,606,386 from its IPO, with $175,950,000 held in the trust account, which includes $6,037,500 of deferred underwriting commissions[178]. - A total of 63 stockholders redeemed an aggregate of 3,825,869 shares of Class A Common Stock at a per share redemption price of $10.73, totaling $41,057,655, leaving approximately $144.9 million in the Trust Account[171]. - As of September 30, 2023, the Company had cash of $322,367 outside the trust account and marketable securities in the trust account totaling $145,772,470[183]. - The Company withdrew $1,075,252 of interest income from the trust account in August 2023 for tax liabilities, but $752,885 was mistakenly used for general operating expenses[184]. - The Company expects to use substantially all funds in the trust account to complete its initial business combination, with interest income potentially covering tax obligations[185]. Business Combination and Agreements - The company entered into a business combination agreement with Unifund Financial Technologies, Inc., which specializes in consumer debt receivables and data analytics[163]. - The company extended the period to consummate an initial business combination to February 28, 2024, allowing for up to six additional one-month extensions[170]. - The Company has until February 28, 2024, to complete an initial business combination, or it will redeem 100% of outstanding shares of Class A common stock[190]. Liabilities and Expenses - The company incurred a Conditional Guarantee expense of $139,134 for the three months ended September 30, 2023[174]. - The Company recorded a working capital deficit of $14,273,909 as of September 30, 2023, indicating insufficient funds to operate for at least the next 12 months without a business combination[186]. - The Company recorded a liability of $3,706,339 as of September 30, 2023, related to the Extension Notes, which includes $3,450,000 of principal and $256,339 of accrued interest[201]. - Cash used in operating activities for the nine months ended September 30, 2023, was $2,809,565, primarily for transaction costs[181]. Financing and Interest Rates - The Company received an aggregate of $1,870,000 in proceeds from the Sponsor under the Amended Promissory Note through September 30, 2023[187]. - The interest rate on the Amended Promissory Note is 6% for amounts up to $1,500,000 and 18% for amounts drawn above that threshold[179]. Regulatory and Compliance - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay compliance with new accounting standards until it is no longer classified as such[205]. - The company has elected to use the extended transition period for accounting standards compliance, which may affect comparability with other public companies[205]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[206].
Everest solidator Acquisition (MNTN) - 2023 Q3 - Quarterly Report