Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
On March 18, 2021, we issued 3,593,750 Founder Shares to the Sponsor for an aggregate purchase price of $25,000, or approximately $0.007 per share, pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act. On May 14, 2021, the Sponsor transferred an aggregate of 15,000 founder shares to an entity controlled by Andrew Stewart, one of our advisors.
On July 13, 2021, we consummated the initial public offering (the “Initial Public Offering”) of 12,500,000 units (the “Units”). Each Unit consists of one Class A ordinary share of the Company, $0.0001 par value per share (the “Class A Ordinary Shares”) and one-half of one warrant of the Company (each, a “Warrant”), each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share at an exercise price of $11.50 per share, subject to adjustment, pursuant to the Company’s registration statements on Form S-1 (File No. 333-254989). The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $125,000,000. On July 13, 2021, the underwriters notified the Company of their exercise of the over-allotment option in full and purchased 1,875,000 additional Units (the “Additional Units”) at $10.00 per Unit upon the closing of the over-allotment option, generating gross proceeds of $18,750,000. The over-allotment option closed on July 15, 2021. As previously reported on a Form 8-K, on July 13, 2021, simultaneously with the consummation of the Initial Public Offering, the Company consummated the private placement (the “Private Placement”) of an aggregate of 6,500,000 warrants (“Private Placement Warrants”) at a price of $1.00 per Private Placement Warrant, generating gross proceeds of $6,500,000. On July 15, 2021, simultaneously with the sale of the Additional Units, the Company consummated the sale of an additional 750,000 Private Placement Warrants at $1.00 per additional Private Placement Warrant (the “Additional Private Placement Warrants”), generating additional gross proceeds of $750,000.
A total of $18,375,000 of the net proceeds from the sale of the Additional Units and the Additional Private Units was deposited in a trust account established for the benefit of the Company’s public stockholders, with Continental Stock Transfer & Trust Company acting as trustee, bringing the aggregate proceeds held in the Trust Account to $146,625,000.
For a description of the use of the proceeds generated in the Initial Public Offering, see Part I, Item 2 of this Quarterly Report.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not Applicable.
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