Financial Position - As of March 31, 2023, the company had cash of approximately 340,000andnegativeworkingcapitalofapproximately1,364,000[112]. - As of March 31, 2023, the company has approximately 340,000incashandapproximately1,364,000 of negative working capital, raising substantial doubt about its ability to continue as a going concern[124]. - As of March 31, 2023, the company has no long-term debt or off-balance sheet financing arrangements[128][129]. Operational Performance - For the three months ended March 31, 2023, the company reported a loss from operations of approximately 1,045,000,primarilyduetopubliccompanycostsandexpensesrelatedtosearchingforasuitablebusinesscombination[115].−Thecompanyincurredotherexpensesofapproximately1,114,000 for the three months ended March 31, 2023, which included an increase in the fair value of warrant liability[117]. - The company has incurred approximately 249,000inoperationalchargesforthethreemonthsendedMarch31,2023,withdeferredcompensationtorelatedpartiestotalingapproximately691,000[130]. Revenue Generation - The company has not yet generated any revenues and will not do so until after completing its initial Business Combination[113]. Business Combination Plans - The company is actively pursuing discussions with potential business combination partners but has not entered into any definitive agreements[108]. - The company plans to complete a Business Combination before October 1, 2023, and work with creditors to defer payments, but there is no assurance of success[124]. - The company expects to use substantially all funds in the Trust Account to complete its initial Business Combination, with withdrawals for taxes as needed[120]. - The company anticipates incurring significant costs in the pursuit of an initial Business Combination, which may affect its liquidity[112]. - The company may enter into agreements with consultants and advisors for the initial Business Combination, which could include contingent or success fees[132]. Financing and Capital Structure - The net proceeds from the initial public offering were approximately 343,940,000,withabout340,930,000 deposited into the Trust Account[119]. - Up to 1,500,000ofloansfromtheSponsormaybeconvertibleintoWarrantsatapriceof1.50 per Warrant[126]. - The company does not expect to need additional funds following its initial public offering, but may require financing to complete the initial Business Combination or to redeem public shares[127]. Executive Compensation - Monthly compensation for key executives is set at 29,000forthePresidentandCOO,and25,000 for a Vice President, with portions payable upon the completion of the initial Business Combination[130]. Tax Obligations - The annual franchise tax obligation is expected to be capped at the maximum amount of 200,000forthecompanyasaDelawarecorporation[120].MarketRiskandAccounting−Managementdoesnotbelievethecompanyhasanycriticalaccountingestimatesthatcouldmateriallydifferfromactualresults[133].−Thecompanyisclassifiedasasmallerreportingcompanyandisnotrequiredtoprovideadditionalmarketriskdisclosures[135].InterestIncome−InterestincomeforthethreemonthsendedMarch31,2023,wasapproximately3,655,000, significantly increased due to market conditions[117].