Ross Acquisition II(ROSS) - 2022 Q1 - Quarterly Report

Financial Performance - The company had a net income of approximately $8.4 million for the three months ended March 31, 2022, primarily due to a non-operating gain of approximately $8.7 million from the change in fair value of derivative warrant liabilities [120]. - The company had a net loss of approximately $901,000 from inception through March 31, 2021, primarily due to offering costs associated with derivative warrant liabilities [121]. Liquidity and Capital Structure - As of March 31, 2022, the company had approximately $0.4 million in its operating bank account and a working capital deficit of approximately $0.5 million [113]. - The initial public offering generated gross proceeds of $345.0 million, with offering costs of approximately $19.9 million, including $12.1 million for deferred underwriting commissions [107]. - As of March 31, 2022, there were no amounts outstanding under any Working Capital Loans [115]. - The company must complete one or more business combinations with an aggregate fair market value of at least 80% of the assets held in the trust account by March 16, 2023, or face mandatory liquidation [110]. - The company has until March 16, 2023, to consummate the proposed business combination, raising substantial doubt about its ability to continue as a going concern if not completed [116]. Accounting and Reporting - The company recognized changes in the redemption value of Class A ordinary shares immediately, adjusting the carrying value to equal the redemption value at the end of each reporting period [129]. - The company does not have any off-balance sheet arrangements as of March 31, 2022 [134]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards [135]. - 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 [136]. - As a smaller reporting company, the company is not required to provide certain market risk disclosures [137]. Administrative Expenses - The company incurred expenses of $30,000 under the Administrative Support Agreement for the three months ended March 31, 2022 [122].