What changed in this filing

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Item 2. Unregistered Sales of Equity Securities

2023-05-11 compared with 2022-11-09 · 18 added, 32 removed, 4 unchanged (93% of the section changed)

Unregistered Sales of Equity Securities and Use of Proceeds.

the end of December 31, 2021, the Company has issued an aggregate of 5,833,083 Class B ordinary shares to the Sponsor for an aggregate

purchase price of $25,100 in cash.

Our Sponsor transferred 69,999 Class B ordinary shares to EF Hutton and 30,000 Class B ordinary shares

to JonesTrading as Representative Shares.

November 23, 2021, the Company consummated its Initial Public Offering of 19,999,880 Units, at $10.00 per Unit, generating gross proceeds

of $199,998,800, and incurring offering costs of $9,351,106 of which $5,999,964 was for deferred underwriting commissions.

consists of one Class A ordinary share of the Company and one-half of one redeemable warrant, where each whole warrant entitles the holder

to purchase one Class A ordinary share.

The Company granted the underwriter a 45-day option to purchase up to an additional 2,608,680

Units at the Initial Public Offering price to cover over-allotments, if any.

Simultaneous with the close of the Initial Public Offering,

the over-allotment option was exercised in full.

Simultaneously

with the closing of the Offering, the Company consummated the Private Placement of an aggregate of 7,796,842 Private Placement Warrants

to the Sponsor, at a price of $1.00 per Private Placement Warrant, generating total gross proceeds of $7,796,842.

costs amounted to $9,351,106, consisting of $2,499,985 of underwriting

fees, $5,999,964 was for deferred underwriting commissions, $268,617 for the fair value of the Representative Shares and $582,540 of other

offering costs.

the closing of the Initial Public Offering and the exercise of the over-allotment

partially by the underwriter on November 23, 2021, an amount of $202,998,782 ($10.15 per Unit) from the net proceeds of the sale of the

Units in the Initial Public Offering and the sale of the Private Placement Warrants of $7,796,842 was placed in the Trust Account, located

in the United States and held as cash items or invested only in U.S.

government securities, within the meaning set forth in Section 2(a)(16)

of the Investment Company, with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money

market fund selected by the Company meeting the conditions of paragraph (d) of Rule 2a-7 of the Investment Company Act, as determined

by the Company, until the earlier of:

(i) the completion of a Business Combination and (ii) the distribution of the assets held in the

Trust Account, as described below.

Company has listed the Units on the NYSE.

The Company’s management has broad discretion with respect to the specific application

of the net proceeds of the Initial Public Offering and sale of the Private Placement Warrants, although substantially all of the net

proceeds are intended to be applied generally toward consummating a Business Combination.

November 23, 2021, the Company consummated the Initial Public Offering of 17,391,200 units at $10.00 per Unit and the sale of 7,032,580

Private Warrants at a price of $1.00 per Private Warrant in a private placement to the Sponsor that closed simultaneously with the closing

of the Initial Public Offering.

The Company has listed the Units on the New York Stock Exchange.

On November 23, 2021, the underwriters

exercised their over-allotment option in full, according to which the Company consummated the sale of an additional 2,608,680 Units,

at $10.00 per Unit, and the sale of an additional 764,262 Private Warrants, at $1.00 per Private Warrant.

Following the closing of the

over-allotment option, the Company generated total gross proceeds of $207,795,642 from the Initial Public Offering and the Private Placement,

of which the Company raised $199,998,800 in the Initial Public Offering, $7,796,842 in the Private Placement and of which $202,998,782

was placed in the Company’s Trust Account with Continental Stock Transfer & Company as trustee, established for the benefit

of the Company’s public shareholders.

Transaction costs amounted to $9,351,106 consisting

of $2,499,985 of underwriting fees, $5,999,964 was for deferred underwriting commissions, $268,617 for the fair value of the representative

shares and $582,540 of other offering costs .

The amount of funds available for a business combination is approximately $94.59

million after payment of $5,999,964 of deferred underwriting fees and payment of an aggregate redemption amount of approximately $109.31

million as a result of the approval of the Extension Proposal.

a description of the use of the proceeds generated in the Initial Public Offering, see Part I, Item 2 of this Quarterly Report.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Unregistered Sales of Equity Securities