Financial Performance - The company reported a net loss of $364,438 for the three months ended June 30, 2023, primarily due to formation and operating costs of $381,123[138]. - For the six months ended June 30, 2023, the company had a net loss of $1,666,201, which included formation and operating costs of $1,442,178[139]. - As of June 30, 2023, the company had $146,323 in its operating bank account and a working capital deficit of $745,719[142]. Initial Public Offering - The company raised gross proceeds of $143,750,000 from its initial public offering of 14,375,000 units at $10.00 per unit[142]. - Following the initial public offering, approximately $146 million was removed from the trust account to pay stockholders who redeemed their shares[145]. - The company intends to use substantially all funds held in the trust account to complete its initial business combination[147]. Business Operations - The company has not commenced any operations and will not generate operating revenues until after completing a business combination[137]. - The company has determined that if it cannot complete a business combination within the Combination Period, it will cease operations and liquidate[150]. Compliance and Regulations - The company has received a determination letter from Nasdaq indicating non-compliance with continued listing requirements, including a minimum market value of $50 million[131]. - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements, including auditor attestation and reduced disclosure obligations[151]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[167]. Stock and Equity - As of June 30, 2023, there are 153,295 shares of Class A common stock subject to possible redemption, presented at redemption value as temporary equity[160]. - Following the redemption event on December 21, 2022, stockholders redeemed 14,221,705 shares of Class A common stock for approximately $10.29 per share, resulting in 4,400,794 shares outstanding as of June 30, 2023[161]. Accounting and Financial Reporting - The company has not adopted the extended transition period for new financial accounting standards, allowing it to align with private companies' adoption timelines[152]. - The valuation of public warrants is based on a traded market, while private placement warrants are valued using a Monte Carlo options pricing model[156]. - The company has identified the fair value of derivative financial instruments as a critical accounting estimate, which may change significantly based on stock price volatility[155]. - The adoption of ASU 2020-06, effective April 13, 2021, did not impact the company's financial statements[162]. - The company has no off-balance sheet arrangements as of June 30, 2023[165]. Risks and Challenges - Various factors, including economic downturns and geopolitical instability, may adversely affect the company's results of operations and ability to complete an initial business combination[166].
Relativity Acquisition (RACY) - 2023 Q2 - Quarterly Report