Financial Performance - The company incurred a net loss of approximately $1.2 million for the three months ended September 30, 2021, and a total net loss of approximately $1.1 million from inception through September 30, 2021, primarily due to general and administrative expenses[121]. - The company has incurred significant costs related to its financing and acquisition plans and lacks sufficient financial resources to sustain operations for a reasonable period, raising substantial doubt about its ability to continue as a going concern[124]. Initial Public Offering - The company completed its Initial Public Offering on September 14, 2021, raising approximately $230 million from the sale of 23,000,000 units at $10.00 per unit, with offering costs of approximately $22.5 million[115]. - The underwriter of the IPO is entitled to a deferred discount of $0.35 per unit, totaling $8,050,000, which will be payable only if a Business Combination is completed[128]. Financial Position - As of September 30, 2021, the company had $1,197,342 in operating cash and working capital of $1,957,037[122]. - The company has no long-term debt or capital lease obligations as of September 30, 2021, but has a monthly fee agreement of $10,000 for office space and administrative services[126]. - The company has no off-balance sheet arrangements or obligations as of September 30, 2021[141]. Business Combination - The company has until September 14, 2022, to complete a Business Combination, with the possibility of extending this period to March 14, 2023[118]. - The company has entered into a forward purchase agreement with Franklin Strategic Series for the purchase of 5,000,000 shares of Class A common stock and 2,500,000 warrants for an aggregate price of $50 million[132]. Warrants - The company has issued 14,897,155 warrants, which are classified as liabilities and subject to re-measurement at each balance sheet date[139].