Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES
AND USE OF PROCEEDS
On March 15, 2021, the Company consummated its
IPO of 12,000,000 Public Units. Each Public Unit consists of i) one Public Subunit, which consists of one Public Share and one-quarter
of one Public Warrant and ii) one-quarter of one Public Warrant, with each whole warrant entitling the holder thereof to purchase one
share of common stock, par value $0.0001 per share, for $11.50 per share. The Public Units were sold at a price of $10.00 per unit, generating
gross proceeds to the Company of $120,000,000. The Company paid the underwriters, in aggregate, a fixed underwriting discount of $2,400,000.
The Company granted the underwriters a 45-day option from the date of the IPO to purchase up to an additional 1,800,000 Public Units to
cover over-allotments.
On March 15, 2021, simultaneously with the consummation
of the IPO, the Company completed the Private Placement of an aggregate of 390,000 Private Units to the Sponsor and EarlyBirdCapital at
a purchase price of $10.00 per Private Unit, generating gross proceeds to the Company of $3,900,000.
On March 19, 2021, the underwriters partially
exercised the over-allotment option to purchase 1,300,000 Public Units. The Public Units were sold at a price of $10.00 per Unit, generating
gross proceeds to the Company of $13,000,000. The Company paid the underwriters, in aggregate, a fixed underwriting discount of $260,000.
Simultaneously with the exercise of the over-allotment option, the Company completed the Private Placement of an aggregate of 26,000 Private
Units to the Sponsor and EarlyBirdCapital, at a purchase price of $10.00 per Private Unit, generating gross proceeds to the Company of
$260,000.
As of March 31, 2021, a total of $133,000,525 was
held in the Trust Account, $133,000,000 of which is the proceeds from the IPO and Private Placement and $525 of which was interest income
generated by the proceeds in Trust.
For a description of the use of the proceeds generated
in our IPO, see Part I, Item 2 of this Quarterly Report.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.