Financial Position - As of March 31, 2023, the company had cash of $1,490,339 not held in the Trust Account and a working capital deficit of $8,553,441[150]. - The company had marketable securities held in the Trust Account totaling $36,518,723, which included approximately $7,974,241 of interest income[142]. - The company has no obligations or liabilities considered off-balance sheet arrangements as of March 31, 2023[156]. - The company has no long-term debt or capital lease obligations, with only a monthly fee agreement in place[157]. Income and Expenses - For the three months ended March 31, 2023, the company reported a net income of $1,814,508, primarily from interest earned on marketable securities held in the Trust Account amounting to $3,305,496[140]. - The company has incurred operational costs of $743,580 for the three months ended March 31, 2023[140]. - The company incurred monthly fees of $10,000 for office space and administrative support, totaling $30,000 for Q1 2023, compared to $10,000 for Q1 2022[157]. - For the three months ended March 31, 2022, the company reported a net income of $8,883,557, with a significant change in fair value of warrant liabilities amounting to $11,955,871[140]. Business Combination - The company intends to use substantially all funds held in the Trust Account to complete its Business Combination, with remaining proceeds allocated for working capital[143]. - The company has until June 8, 2023, to consummate a Business Combination, or it will face mandatory liquidation[152]. - The underwriters are entitled to a deferred fee of $0.35 per Unit, amounting to a total of $12,075,000, payable only upon completion of a Business Combination[158]. Financial Instruments and Accounting - Warrant liabilities are recorded at fair value and subject to re-measurement at each reporting period, impacting the condensed statements of operations[160]. - Common stock subject to possible redemption is classified as temporary equity, with Class A common stock featuring redemption rights outside of the company's control[162]. - Net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding, excluding remeasurement of redeemable shares[163]. - The company is assessing the impact of ASU 2020-06, which simplifies accounting for certain financial instruments, to be adopted by January 1, 2024[163]. Cash Flow - The company received cash payments under the Termination Agreement totaling $0 for the period ended March 31, 2023, compared to $4,750,799 for the period ended December 31, 2022[138]. - The company has withdrawn $1,575,570 of interest earned from the Trust Account for working capital purposes through March 31, 2023[142].

Internal Controls and Financial Reporting - The company has identified material weaknesses in internal controls related to the accounting for complex financial instruments and income taxes [426]. - As of December 31, 2022, the company's Chief Executive Officer and Chief Financial Officer concluded that disclosure controls and procedures were not effective due to material weaknesses [425]. - Management plans to enhance the evaluation and implementation of applicable accounting standards over time [426]. - The company has implemented remediation steps to improve internal control over financial reporting, including expanding the review process for complex securities [431]. - There were no changes in internal control over financial reporting during the most recent fiscal quarter that materially affected its effectiveness [432]. - The company believes its audit committee complies with all applicable requirements of the Sarbanes-Oxley Act and SEC regulations [454]. Governance and Ethics - The compensation committee is responsible for reviewing and approving executive compensation and performance goals [455]. - The nominating and corporate governance committee evaluates the performance of the Board of Directors and recommends candidates for nomination [459]. - The company has adopted a Code of Business Conduct and Ethics applicable to all employees and directors [464]. Financial Statements - Management believes that the financial statements present fairly in all material respects the financial position and results of operations for the period presented [425].

Financial Performance - For the nine months ended September 30, 2022, the company reported a net income of $14,042,265, primarily driven by a change in fair value of warrant liabilities of $14,393,225 and interest earned on marketable securities of $1,744,350 [118]. - The company incurred operational costs of $4,288,929 for the nine months ended September 30, 2022, which impacted the net income [118]. - Cash provided by operating activities for the nine months ended September 30, 2022, was $1,133,779, influenced by net income and changes in fair value of warrant liabilities [121]. - The company has not generated any operating revenues to date and does not expect to do so until after completing a Business Combination [116]. - Net income (loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period [142]. Financial Position - As of September 30, 2022, the company held marketable securities in the Trust Account amounting to $346,408,540, which includes $1,744,350 of interest income [123]. - The company has a working capital deficit of $6,781,180 and total current liabilities of $8,671,393 as of September 30, 2022 [132]. - The company has a plan to raise additional capital through loans or investments to meet working capital needs [133]. - As of September 30, 2022, the company has no off-balance sheet arrangements, obligations, assets, or liabilities [136]. Business Combination - The company has until March 8, 2023, to consummate a Business Combination, or it will face mandatory liquidation [135]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination [124]. - The underwriters are entitled to a deferred fee of $12,075,000, payable only upon the completion of a Business Combination [138]. Accounting and Reporting - The company accounts for Warrants as liabilities, adjusting their fair value at each reporting period, with changes recognized in the statements of operations [140]. - Class A common stock subject to possible redemption is classified as temporary equity and presented at redemption value outside of stockholders' deficit [141]. - The company is assessing the impact of ASU 2020-06, which must be adopted by January 1, 2024, on its financial position and results of operations [142]. - Management does not believe that any recently issued accounting standards will materially affect the condensed financial statements [143]. Other Financial Obligations - The company incurred a total of $90,000 in fees to Atlantic Coastal Acquisition Management LLC for office space and support from March 1, 2021, to September 30, 2022 [137]. - The company received cash payments totaling $3,150,799 under the Termination Agreement for the nine months ended September 30, 2022 [115].

Financial Performance - For the three months ended June 30, 2022, the company reported a net income of $2,254,661, driven by a change in fair value of warrant liabilities of $2,054,401[110]. - For the six months ended June 30, 2022, the company achieved a net income of $11,138,218, with a significant contribution from a change in fair value of warrant liabilities amounting to $14,010,272[111]. - The company incurred operational costs of $74,677 for the three months ended June 30, 2022, and $2,956,462 for the six months ended June 30, 2022[110][111]. Assets and Liabilities - As of June 30, 2022, the company held marketable securities in the Trust Account valued at $345,108,107, which includes approximately $84,408 of interest income and unrealized loss[116]. - The company had cash of $118,794 available for working capital purposes as of June 30, 2022, alongside a working capital deficit of $8,001,841[123]. - The company has no off-balance sheet arrangements or long-term debt obligations as of June 30, 2022[126]. Business Combination and Funding - The company intends to utilize substantially all funds in the Trust Account to complete its Business Combination, with remaining proceeds allocated for working capital and growth strategies[117]. - The company has until March 8, 2023, to consummate a Business Combination, or it will face mandatory liquidation[125]. - The underwriters are entitled to a deferred fee of $0.35 per Unit, totaling $12,075,000, payable only upon the completion of a Business Combination[128]. - The company has a commitment from its Sponsor to provide up to $1,315,000 in working capital loans if required, with an amendment increasing this to $1,055,000[121]. Internal Controls and Compliance - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were not effective due to material weaknesses in internal control over financial reporting[136]. - The company identified a material weakness in internal control over financial reporting related to the preparation and review of quarterly and year-end financial statements[139]. - Management plans to implement remediation steps to improve disclosure controls and internal control over financial reporting, including enhancing the review process for complex securities[137]. - A more thorough review of condensed financial statements and improved communication with third-party vendors are planned to catch errors before submission[138]. Regulatory and Accounting Standards - The company is assessing the impact of ASU 2020-06, which must be adopted by January 1, 2024, on its financial position and results of operations[133].

Financial Performance - For the three months ended March 31, 2022, the company reported a net income of $8,883,557, driven by a change in fair value of warrant liabilities of $11,955,871 and interest earned on marketable securities of $138,352, offset by operational costs of $2,881,785 [110]. - The company has not generated any operating revenues to date and relies on non-operating income from interest on marketable securities [109]. - Cash used in operating activities for the three months ended March 31, 2022, was $162,069, with net changes in operating assets and liabilities providing $2,719,717 of cash [117]. Marketable Securities - As of March 31, 2022, the company held marketable securities in the Trust Account amounting to $344,833,170, which primarily consists of mutual funds investing in U.S. Treasury Bills [119]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination, with remaining proceeds allocated for working capital [120]. Business Combination and IPO - The company completed its Initial Public Offering on March 8, 2021, raising gross proceeds of $300,000,000 from the sale of 30,000,000 Units at $10.00 per Unit [116]. - The company has until March 8, 2023, to consummate a Business Combination, or it will face mandatory liquidation [128]. - The underwriters are entitled to a deferred fee of $12,075,000, which is $0.35 per Unit, payable only upon completion of a Business Combination [131]. Liabilities and Going Concern - As of March 31, 2022, the company had total current liabilities of $8,553,417, raising concerns about its ability to continue as a going concern [126]. - The company has no off-balance sheet arrangements or long-term debt obligations as of March 31, 2022 [129]. Internal Controls and Financial Reporting - Management identified a material weakness in internal control over financial reporting, particularly regarding complex financial instruments and the preparation of financial statements [137]. - The company plans to enhance its review process for complex securities and improve communication with third-party vendors to ensure accuracy in financial statements [138]. - Management intends to implement remediation steps to improve disclosure controls and internal control over financial reporting [138]. - Management believes that the financial statements present fairly the company's financial position and results of operations for the period presented [137]. Accounting Standards - Recent accounting standards issued by FASB, effective January 1, 2024, may impact the company's financial position, but management is currently assessing the potential effects [135]. - Management does not believe that any recently issued accounting standards will have a material effect on the condensed financial statements [136]. - The company classifies common stock subject to possible redemption as temporary equity, reflecting certain redemption rights outside of its control [134]. - Warrant liabilities are recorded at fair value and subject to re-measurement at each reporting period until exercised [133]. - The company applies the two-class method in calculating net income (loss) per common share, excluding remeasurement associated with redeemable shares [135].

Financial Performance - For the year ended December 31, 2021, the company reported a net loss of $9,716,757, which includes operational costs of $7,625,385 and a change in fair value of warrant liabilities of $2,115,071[404]. - Cash used in operating activities for the year ended December 31, 2021, was $1,521,788, with net changes in operating assets and liabilities providing $5,675,203 of cash for operating activities[406]. - The company incurred $100,000 in fees for office space and administrative support for the year ended December 31, 2021[419]. Assets and Securities - As of December 31, 2021, the company had marketable securities held in the Trust Account amounting to $345,023,699, including approximately $23,699 of interest income[408]. - As of December 31, 2021, the company had cash of $189,608 available for working capital purposes[410]. - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2021[418]. Business Combination and Capital Needs - The company intends to use substantially all funds held in the Trust Account to complete its Business Combination, with remaining proceeds to be used for working capital[409]. - The company has until March 8, 2023, to consummate a Business Combination, or it will face mandatory liquidation[417]. - The company may need to raise additional capital through loans or investments to meet working capital needs[414]. Initial Public Offering - The company generated gross proceeds of $300,000,000 from the Initial Public Offering of 30,000,000 Units at $10.00 per Unit[405].

Financial Performance - For the three months ended September 30, 2021, the company reported a net income of $4,225,681, driven by a change in fair value of warrant liabilities of $5,857,667 and dividends earned on marketable securities of $4,440, offset by operational costs of $1,636,426[114]. - For the nine months ended September 30, 2021, the company experienced a net loss of $228,214, which included operational costs of $3,567,291, a change in fair value of warrant liabilities of $3,322,667, and interest earned on marketable securities of $16,410[115]. - The company has not generated any operating revenues to date and does not expect to do so until after completing a Business Combination[112]. Initial Public Offering - The company completed its Initial Public Offering on March 8, 2021, raising gross proceeds of $300,000,000 from the sale of 30,000,000 Units at $10.00 per Unit, along with an additional $8,200,000 from the sale of 5,466,667 Private Placement Warrants[116]. Marketable Securities - As of September 30, 2021, the company held marketable securities in the Trust Account amounting to $345,016,410, which primarily consists of mutual funds investing in U.S. Treasury Bills[117]. Operational Costs - The company incurred $30,000 and $70,000 in fees for administrative services for the three and nine months ended September 30, 2021, respectively[122]. - The company has incurred cash used in operating activities of $1,436,304 for the nine months ended September 30, 2021[116]. Internal Controls and Compliance - The company’s disclosure controls and procedures were found to be ineffective due to a material weakness related to the restatement of financial statements[131]. - The company identified a material weakness in internal controls related to the accounting for complex financial instruments as of September 30, 2021[136]. - The company concluded that its disclosure controls and procedures were not effective due to the material weakness identified during the reporting period[131]. - The company is committed to developing and maintaining an effective system of internal control over financial reporting to ensure timely and accurate financial reporting[136]. Risks and Litigation - The company faces potential litigation or disputes due to the identified material weakness and changes in accounting for complex financial instruments[140]. - The company has no knowledge of any current litigation or disputes related to the material weakness but cannot assure that such issues will not arise in the future[140]. - The remediation measures for the material weakness may be time-consuming and costly, with no assurance of their effectiveness[137]. - The company may face risks that could cause actual results to differ materially from those reported, including changes in the value of its Warrants[133]. Financial Instruments - As of September 30, 2021, the company's consolidated balance sheet includes derivative liabilities related to embedded features within its Warrants, which are measured at fair value[135]. - The company expects to recognize non-cash gains or losses on its Warrants each reporting period, and the amount of such gains or losses could be material[135]. Future Plans - The company has a commitment from the Sponsor to provide up to $1,315,000 in working capital loans, with an amendment on November 11, 2021, increasing the commitment by an additional $1,055,000[120]. - The underwriters are entitled to a deferred fee of $0.35 per Unit, totaling $12,075,000, payable only if the company completes a Business Combination[123]. - The company plans to enhance its processes to better evaluate and understand complex accounting standards, including providing increased access to accounting literature and improved communication among personnel[132].

Financial Performance - For the three months ended June 30, 2021, the company reported a net loss of $3,798,540, which includes formation and operational costs of $1,175,097 and a change in fair value of warrant liability of $2,635,000[95]. - For the six months ended June 30, 2021, the company had a net loss of $4,453,895, consisting of formation and operational costs of $1,930,865 and a change in fair value of warrant liability of $2,535,000[95]. - Cash used in operating activities for the six months ended June 30, 2021, was $1,378,481, with a net loss of $4,453,895 impacted by interest earned on marketable securities of $11,970[97]. Assets and Securities - As of June 30, 2021, the company had marketable securities held in the Trust Account amounting to $345,011,970, including approximately $11,970 of interest income[98]. - As of June 30, 2021, the company had cash of $282,415 available for identifying and evaluating target businesses[99]. Fundraising and Use of Proceeds - The company generated gross proceeds of $300,000,000 from the Initial Public Offering of 30,000,000 Units at $10.00 per Unit[97]. - The company intends to use substantially all funds held in the Trust Account to complete its Business Combination[98]. Expenses and Fees - The company incurred $30,000 and $40,000 in fees for administrative services for the three and six months ended June 30, 2021, respectively[103]. - The company has no long-term debt or off-balance sheet arrangements as of June 30, 2021[102]. Internal Controls - The company plans to enhance its internal controls related to accounting for warrants following a material weakness identified in its financial reporting[112].

Financial Performance - The company reported a net loss of $655,355 for the three months ended March 31, 2021, primarily due to operating costs of $755,768 offset by income from changes in fair value of the warrant liability of $100,000 [104]. - Cash used in operating activities for the three months ended March 31, 2021, was approximately $1.2 million, influenced by noncash charges related to the warrant liability and transaction costs associated with the IPO [106]. - The company incurred $10,000 in fees for administrative support services during the three months ended March 31, 2021, which will continue until the completion of the Business Combination [113]. Capital Raising - The company completed its Initial Public Offering on March 8, 2021, raising gross proceeds of $300 million from the sale of 30,000,000 Units at $10.00 per Unit [106]. - The company also raised $8.2 million from the sale of 5,466,667 Private Placement Warrants at $1.50 each, generating additional capital for future business combinations [106]. - The underwriters are entitled to a deferred fee of $0.35 per Unit, totaling $10,500,000, payable only if the company completes a Business Combination [114]. Financial Position - As of March 31, 2021, the company held marketable securities in the Trust Account amounting to $300,000,413, which includes approximately $413 in interest income [107]. - The company has no long-term debt or off-balance sheet arrangements as of March 31, 2021, indicating a clean balance sheet [111]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and for working capital to finance operations of the target business [107]. - The company does not anticipate needing to raise additional funds for operating expenditures but may require financing for the Business Combination if costs exceed estimates [110].