Nabors Energy Transition (NETC) - 2023 Q2 - Quarterly Report

Financial Performance - For the three and six months ended June 30, 2023, the company reported a net loss of $35,677 and $1,335,080, respectively, with general and administrative expenses of $1,661,500 and $5,378,814[138]. - The company reported interest income of $2,044,603 and $5,092,141 for the three and six months ended June 30, 2023, respectively, which partially offset general and administrative expenses[138]. - The company has not generated any operating revenues since its inception and will not do so until the completion of its initial business combination[137]. Cash and Working Capital - As of June 30, 2023, the company had approximately $0.8 million in cash and a working capital deficit of approximately $4.4 million, compared to $0.5 million in cash and approximately $0.5 million in working capital as of December 31, 2022[140]. - As of June 30, 2023, the company had no outstanding amounts under any Working Capital Loan[142]. - The company believes it will have sufficient working capital to meet its needs through August 19, 2023, or December 19, 2023, if extended[142]. Business Combination - The company entered into a business combination agreement with Vast Solar Pty Ltd on February 14, 2023, which involves a merger where the company will become a wholly owned subsidiary of Vast[117]. - The business combination agreement includes provisions for the redemption of shares, with approximately 27,600,000 units from the initial public offering being subject to conversion into Class A common stock and warrants[121]. - The company’s stockholders approved an extension allowing the board to consummate an initial business combination up to seven times for an additional month each time, with a maximum extension to 25 months from the initial public offering[132]. - If a business combination is not consummated by the end of the Combination Period, a mandatory liquidation will occur[144]. Shareholder Actions - Approximately $186,932,568 was removed from the trust account to pay stockholders who redeemed their shares, resulting in a redemption price of approximately $10.53 per share[135]. - As of June 30, 2023, 9,850,641 shares of Class A common stock subject to possible redemption are presented at redemption value as temporary equity[152]. - The underwriters received an underwriting discount of approximately $5.5 million for the Initial Public Offering[147]. Financing Activities - The company has entered into subscription agreements for up to $30.0 million of Vast Ordinary Shares at $10.20 per share as part of the PIPE Financing[127]. - An aggregate of $2,760,000 was deposited into the Trust Account to extend the business combination deadline to May 18, 2023[148]. - An additional $886,558 was deposited to extend the deadline to August 18, 2023[148]. Agreements and Collaborations - The company has established a joint development and license agreement with Nabors Energy Transition Ventures LLC to collaborate on solar power generation projects[129]. Liquidation and Adjustments - The company has not made any adjustments to asset or liability carrying amounts that might be necessary if liquidation occurs[144]. - The company has no off-balance sheet arrangements as of June 30, 2023[154]. Management Assessment - Management has concluded that the company's disclosure controls and procedures were effective as of the end of the reporting period[160].