Rigetti(RGTI) - 2021 Q2 - Quarterly Report

Initial Public Offering (IPO) - The company completed its Initial Public Offering on March 4, 2021, raising gross proceeds of $345.0 million from the sale of 34,500,000 units at $10.00 per unit[118]. - The company incurred offering costs of approximately $19.5 million related to the Initial Public Offering, including $12.1 million for deferred underwriting commissions[118]. - The underwriters received an underwriting discount of $0.20 per unit, totaling approximately $6.9 million, paid upon the closing of the Initial Public Offering[132]. - The company has broad discretion regarding the application of net proceeds from the Initial Public Offering and the Private Placement, primarily intended for consummating a Business Combination[121]. Financial Performance - For the three months ended June 30, 2021, the company reported a net loss of approximately $2.4 million, primarily due to $490,000 in general and administrative expenses and a $2.0 million loss from changes in fair value of derivative warrant liabilities[127]. - As of June 30, 2021, the company had approximately $1.2 million in its operating bank account and working capital of approximately $0.8 million[124]. - The company has determined that its cash flow deficit raises substantial doubt about its ability to continue as a going concern within one year after the issuance of the financial statements[125]. Business Combinations - The company must complete one or more initial Business Combinations with an aggregate fair market value of at least 80% of the assets held in the Trust Account within 24 months from the closing of the Initial Public Offering[122]. - As of June 30, 2021, the company had 31,308,856 Class A ordinary shares subject to possible redemption, classified as temporary equity[135]. Private Placement - The company generated gross proceeds of $8.9 million from the private placement of 4,450,000 warrants at a price of $2.00 per warrant[119]. Risk Management - As of June 30, 2021, the company was not subject to any market or interest rate risk, with net proceeds from the IPO to be invested in U.S. government securities or money market funds[147]. - The company has not engaged in any hedging activities since inception and does not plan to do so regarding market risk[148]. Regulatory Considerations - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for five years post-IPO[146].