Financial Performance - As of March 31, 2023, the company reported a net income of $440,895, which included interest income and unrealized losses on securities held in the Trust Account totaling $1,841,840[125]. - For the three months ended March 31, 2022, the company reported a net income of $3,709,017, primarily from a gain of $3,877,929 from changes in fair value of warrant liabilities[126]. - Cash used in operating activities for the three months ended March 31, 2023, was $966,607, influenced by trust interest income of $1,845,005 and unrealized losses on investments[128]. - The company has not commenced any operations and has not generated operating revenues to date, relying on non-operating income from interest and unrealized gains[124]. Working Capital and Financial Position - The company had a working capital deficit of $1,947,395 as of March 31, 2023, with cash reserves of $55,610[127]. - The company has incurred $15,000 in administrative service fees for the three months ended March 31, 2023, with $40,000 recorded as due to a related party[134]. Business Combination and Merger Agreement - The company has until May 22, 2023, or as late as December 22, 2023, to complete a Business Combination, with uncertainty regarding the ability to meet this deadline[131]. - The aggregate consideration for the merger with Profusa is based on a pre-transaction equity value of $155,000,000, with an exchange ratio calculated at $10.00 per share[120]. - Profusa stockholders may receive up to an additional 3,875,000 shares of common stock based on achieving specific revenue and stock price milestones[122]. - The company has entered into a Merger Agreement with Profusa, which is subject to customary closing conditions, including a minimum available cash condition of $15,000,000[119]. Regulatory and Reporting Exemptions - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act as an "emerging growth company" for a period of five years or until it no longer qualifies[143]. - The company may not be required to provide an independent auditor's attestation report on internal controls over financial reporting under Section 404 of the JOBS Act[143]. - The company is exempt from certain compensation disclosures required of non-emerging growth public companies under the Dodd-Frank Act[143]. - The company is not required to comply with PCAOB requirements regarding mandatory audit firm rotation or additional auditor reporting[143]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[144].
NorthView Acquisition (NVAC) - 2023 Q1 - Quarterly Report