On September 15, 2022, the Company has borrowed US$500,000 of Working Capital Loan from the Sponsor, which would either be repaid upon consummation of a business combination, without interest, or, at the Sponsor’s discretion, may be converted into Private Placement Warrants at a price of US$1.00 per warrant.
As of September 30, 2022, the Company had cash of approximately US$293,000 held outside of the Trust Account. If the Company’s cash is insufficient to cover the working capital requirements of the Company, the Company’s officers, directors and Sponsor may, but are not obligated to, loan the Company funds, from time to time or at any time, in whatever amount they deem reasonable in their sole discretion, to meet the Company’s working capital needs. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of a potential transaction, and reducing overhead expenses. The Company cannot provide any assurance that new financing, if required, will be available to it on commercially acceptable terms, if at all.
On October 14, 2022, we announced the Business Combination through press release.
On February 7, 2023, the Company held the First Extension Meeting, at which the Company’s shareholders approved (a) the First Extension Amendment Proposal; and (b) the Trust Amendment Proposal.
As a result of the February Extension Redemption, approximately US$318.1 million (approximately US$10.18 per Class A Ordinary Share) was released from the Trust Account to pay such holders and approximately US$103.6 million remained in the Trust Account. Following the February Extension Redemption, 10,118,910 Class A Ordinary Shares remain outstanding.
In connection with the First Extension Amendment Proposal, the Company deposited US$380,000 to the Trust Account for the period from February 9, 2023 to March 9, 2023 and another US$380,000 for the period from March 9, 2023 to April 9, 2023. The Company plans to deposit US$380,000 to the Trust Account for the period from April 9, 2023 to May 9, 2023.
As amended pursuant to the First Extension Amendment Proposal, our Second MAA now provides that the Company has until May 9, 2023 to complete its initial business combination.
On March 6, 2023, the Company issued the March 2023 Notes to the Sponsor. The Company currently has US$600,000 of borrowings under the March 2023 Notes. US$380,000 were used by the Company to pay the relevant First Extension Deposit Amount. The remainder US$220,000 were used by the Company for general corporate use. The Company may apply up to US$570,000 under the March 2023 Notes as the First Extension Deposit Amount, which would be repaid upon consummation of an initial business combination, and shall apply any remaining amount under the March 2023 Note for general corporate purpose, which would either be repaid upon consummation of an initial business combination, without interest, or, at the Sponsor’s discretion, may be converted into warrant with terms identical to Private Placement Warrants at a price of US$1.00 per such warrant.
Pursuant to the Merger Agreement, the parties agreed, subject to the terms and conditions of the Merger Agreement, to effect the Business Combination. While the Company and the other parties to the Merger Agreement are working towards satisfaction of the conditions to the Closing by the deadline and the Company has filed the Business Combination Registration Statement with the SEC with respect to the Business Combination on November 10, 2022 and a subsequent amendment on January 23, 2023, the Board currently believes that there may not be sufficient time before May 9, 2023 to complete the Business Combination. Accordingly, the Board believes that in order for the shareholders to evaluate and for the Company to be able to consummate the Business Combination or any other business combination, it is in the best interests of the Company and its shareholders to obtain the Extension.
Without the Extension, we believe that we may not be able to complete the Business Combination on or before May 9, 2023. If that were to occur, we would be precluded from completing the Business Combination and would be forced to liquidate even if our shareholders are otherwise in favor of consummating the Business Combination. For more information about the Business Combination, see our