Southport Acquisition (PORT) - 2023 Q3 - Quarterly Report

Financial Performance - The Company had a net loss of $10,518 for the three months ended September 30, 2023, with $731,196 in dividend income and a loss of $325,000 on the change in fair value of the warrant liability [137]. - For the nine months ended September 30, 2023, the Company reported a net income of $2,831,194, driven by $6,120,704 in dividend income, offset by a loss of $725,950 on the change in fair value of the warrant liability [138]. Cash and Working Capital - As of September 30, 2023, the Company had cash of $2,351,814 and a working capital deficit of $2,459,358 [142]. - As of September 30, 2023, net cash provided by operating activities was $5,745,670, with significant adjustments for non-cash items [143]. - As of September 30, 2023, net cash used in financing activities was $197,494,657, primarily due to stockholder redemptions [146]. Business Operations - The Company has not yet commenced any operations and has not generated any operating revenues to date [135]. - The Company plans to seek capital contributions or loans to fund expected working capital deficiencies or transaction costs related to the initial Business Combination [148]. - The Company has extended the deadline to consummate its initial Business Combination to November 14, 2023, with the possibility of further extensions [134]. - The Company may need additional financing to complete its initial Business Combination or to address significant public share redemptions [150]. Shareholder Activity - On May 25, 2023, the Sponsor converted 4,200,000 shares of Class B common stock into Class A common stock, resulting in 27,200,000 shares of Class A common stock issued and outstanding [152]. - As of June 9, 2023, holders of 18,849,935 shares of Class A common stock redeemed their shares for $197,694,657 in cash, leaving 4,150,065 shares subject to possible redemption [152]. Liabilities and Expenses - The Company has no long-term debt, capital lease obligations, or long-term liabilities as of September 30, 2023 [154]. - The Company has incurred and expects to continue incurring increased expenses due to being a public company, including legal, financial reporting, and accounting compliance costs [136]. Financing and Agreements - The underwriter waived its entitlement to a deferred underwriting fee of $8,050,000, which was recorded to accumulated deficit [161]. - The Company entered into Non-Redemption Agreements with third parties, resulting in the transfer of up to 1,499,996 shares of Class B common stock [162]. - The excess fair value of the transferred Class B common stock recognized as a financing expense was $386,961 for 500,000 shares and $135,986 for 166,666 shares [163]. - The net proceeds from the IPO and Private Placement are invested in U.S. government securities or money market funds, with no material exposure to interest rate risk [166].