Financial Performance - The company had a net income of approximately $1,237,285 for the three months ended March 31, 2023, compared to a net loss of approximately $399,681 for the same period in 2022[122][123]. - The company has not generated any operating revenues as it is still in the process of searching for a target for its initial Business Combination[121]. - The net income (loss) per ordinary share is calculated by dividing net income (loss) by the weighted average shares of ordinary shares outstanding for the respective period[134]. - As of March 31, 2023, there were no dilutive securities, resulting in diluted net income (loss) per ordinary share being the same as basic net income (loss) per ordinary share[135]. Cash and Working Capital - As of March 31, 2023, the company had approximately $37,000 in cash and a working capital deficit of approximately $584,000[114]. - The company raised gross proceeds of $200.0 million from its Initial Public Offering, with offering costs of approximately $11.1 million[107]. - The underwriter received an underwriting discount of $0.20 per share, totaling $4.0 million, upon the closing of the Initial Public Offering[125]. Trust Account and Investments - The company placed $214.4 million in a Trust Account, which was originally invested in U.S. government securities[109]. - Investments held in the Trust Account are primarily U.S. government securities with a maturity of 185 days or less, classified as trading securities, and presented at fair value[132]. Business Operations and Future Outlook - The company must complete a Business Combination by January 1, 2024, or it will cease operations and redeem Public Shares[111]. - The company has identified liquidity issues that raise substantial doubt about its ability to continue as a going concern[117]. Administrative Expenses and Equity - The company incurred $30,000 in administrative expenses for services provided by the Original Sponsor during the three months ended March 31, 2023[128]. - The company issued 628,750 Private Placement Shares, which are considered non-redeemable and presented as permanent equity[130]. - 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[131]. Regulatory Compliance - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[137]. - The company is evaluating the benefits of relying on reduced reporting requirements provided by the JOBS Act, which may exempt it from certain disclosures for five years post-IPO[138].
two(TWOA) - 2023 Q1 - Quarterly Report