Financial Performance - For the year ended December 31, 2022, the company reported a net income of approximately $4.5 million, driven by a non-operating gain of approximately $5.1 million from the change in fair value of warrant liability[316]. - The company incurred approximately $2.4 million in general and administrative expenses for the year ended December 31, 2022[316]. - The diluted net income (loss) per share for the year ended December 31, 2022, is the same as the basic net income (loss) per share due to the contingent nature of warrants[333]. Capital Structure - The company generated gross proceeds of $150.0 million from its IPO of 15,000,000 units at $10.00 per unit, with offering costs of approximately $8.8 million[300]. - The underwriters received an underwriting discount of $0.20 per unit, totaling approximately $3.4 million, with additional deferred underwriting commissions of approximately $6.0 million[322]. - As of December 31, 2022, 17,161,500 shares of common stock were subject to possible redemption, classified as temporary equity[330]. - The Company recognizes changes in redemption value immediately and adjusts the carrying value of common stock shares subject to possible redemption to equal the redemption value at the end of each reporting period[331]. Liquidity and Financial Position - As of December 31, 2022, the company had approximately $0.6 million in its operating bank account and a working capital deficit of approximately $2.0 million[306]. - The company had no long-term debt obligations or capital lease obligations as of December 31, 2022[318]. - Management has raised substantial doubt about the company's ability to continue as a going concern if a business combination is not completed by the mandatory liquidation date[308]. Business Operations and Future Outlook - The company expects to incur increased expenses due to being a public company, including legal and financial reporting costs[315]. - The company has a mandatory liquidation date of May 25, 2023, if it does not complete a business combination by then[305]. - The Company entered into a non-binding letter of intent for a potential business combination with NKGen Biotech on March 23, 2023[338]. Compensation and Benefits - The Company approved a base cash compensation of $16,667.00 per month for its Chief Financial Officer, Mr. Cross, retroactive from May 6, 2022[324]. - The Company will provide up to $6,000.00 per month in aggregate for health care benefits to three full-time executive officers from December 21, 2022, until the closing of a business combination[325]. Regulatory and Reporting Considerations - The Company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[339]. - The Company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act, which may exempt it from certain disclosures for five years post-IPO[340]. - The Company did not have any off-balance sheet arrangements as of December 31, 2022, and 2021[336]. - The Company’s financial statements are prepared in accordance with GAAP, requiring estimates and judgments that may differ from actual results under different assumptions[326]. Administrative Expenses - The company entered into an administrative services agreement, incurring approximately $180,000 in expenses for the year ended December 31, 2022[323].
NKGen Biotech(NKGN) - 2022 Q4 - Annual Report