QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
one-half of one redeemable warrant |
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☐ Large accelerated filer |
☐ Accelerated filer | |
☒ Non-accelerated filer |
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Page |
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1 |
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Item 1. |
1 |
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1 |
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2 |
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3 |
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4 |
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5 |
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Item 2. |
15 |
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Item 3. |
18 |
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Item 4. |
19 |
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19 |
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Item 1. |
19 |
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Item 1A. |
19 |
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Item 2. |
19 |
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Item 6. |
20 |
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21 |
September 30, 2021 |
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Assets: |
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Current assets |
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Cash |
$ | |||
Total current assets |
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Deferred offering costs |
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Total assets |
$ | |||
Liabilities and Stockholder’s Equity |
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Accrued offering costs and expenses |
$ | |||
Accounts payable |
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Promissory note - related party |
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Total current liabilities |
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Commitments and Contingencies (Note 6) |
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Stockholder’s Equity: |
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Preferred stock, $ |
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Class A common stock, $ |
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Class B common stock, $ (1) |
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Additional paid-in capital |
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Accumulated deficit |
( |
) | ||
Total Stockholder’s equity |
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Total Liabilities and Stockholder’s Equity |
$ | |||
(1) | This number include s up to shares of Class B common stock that were subject to forfeiture if the over-allotment option was not exercised in full or in part by the underwriters (see Note 5). As a result of the full exercise of the over-allotment option by the underwriters upon the consummation of the IPO, these shares are no longer subject to forfeiture (see Note 9). |
For the three months ended September 30, 2021 |
For the period from February 17, 2021 (inception) through September 30, 2021 |
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Formation cost |
$ | $ | ||||||
Loss from Operations |
( |
) | ||||||
Net loss |
$ | $ | ( |
) | ||||
Basic and diluted weighted average shares outstanding (1) |
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Basic and diluted net loss per common share |
$ | $ | ( |
) | ||||
(1) | This number exclude s up to shares of Class B common stock that were subject to forfeiture if the over-allotment option was not exercised in full or in part by the underwriters (see Note 5). As a result of the full exercise of the over-allotment option by the underwriters upon the consummation of the IPO, these shares are no longer subject to forfeiture (see Note 9). |
Class B |
Additional |
Total |
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Common stock |
Paid-in |
Accumulated |
Stockholder’s |
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Shares (1) |
Amount |
Capital |
Deficit |
Equity |
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Balance as of February 17, 2021 (inception) |
$ | $ | $ | $ | ||||||||||||||||
Issuance of Class B common stock to Sponsor |
— |
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Net loss |
— | — | — | ( |
) | ( |
) | |||||||||||||
Balance as of February 23, 2021 (audited) |
$ | $ | $ | ( |
) | $ | ) | |||||||||||||
Net loss |
— | — | — | ( |
) | ( |
) | |||||||||||||
Balance as of June 30, 2021 (Unaudited) |
$ | $ | $ | ( |
) | $ | ||||||||||||||
Net loss |
— | — | — | — | ||||||||||||||||
Balance as of September 30, 2021 (Unaudited) |
$ | $ | $ | ( |
) | $ | ||||||||||||||
(1) | This number include s up to shares of Class B common stock that were subject to forfeiture if the over-allotment option was not exercised in full or in part by the underwriters (see Note 5). As a result of the full exercise of the over-allotment option by the underwriters upon the consummation of the IPO, these shares are no longer subject to forfeiture (see Note 9). |
Cash flows from operating activities: |
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Net loss |
$ | ( |
) | |
Adjustments to reconcile net loss to net cash used in operating activities: |
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Changes in current assets and liabilities: |
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Accounts payable |
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Net cash used in operating activities |
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Cash flows from financing activities: |
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Proceeds from issuance of founder shares |
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Payment of deferred offering costs |
( |
) | ||
Proceeds from issuance of promissory note to related party |
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Net cash provided by financing activities |
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Net change in cash |
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Cash, beginning of the period |
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Cash, end of the period |
$ | |||
Supplemental disclosure of non-cash financing activities: |
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Deferred offering costs in Accounts payable and accrued offering costs and expenses |
$ | |||
Gross proceeds from IPO |
$ | |||
Less: |
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Proceeds allocated to Public Warrants |
( |
) | ||
Common share issuance costs |
( |
) | ||
Plus: |
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Proceeds from Private Placement deposited in trust account |
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Accretion of carrying value to redemption value |
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Class A common stock subject to possible redemption |
$ |
• | in whole and not in part; |
• | at a price of $ |
• | upon a minimum of “30-day redemption period”); and |
• | if, and only if, the last reported sale price of the Class A common stock for any |
• | in whole and not in part; |
• | at $ |
• | if, and only if, the Reference Value equals or exceeds $ |
• | if the Reference Value is less than $ |
No. |
Description of Exhibit | |
31.1* | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
32.1** | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
101.INS* | XBRL Instance Document | |
101.SCH* | XBRL Taxonomy Extension Schema Document | |
101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB* | XBRL Taxonomy Extension Labels Linkbase Document | |
101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document | |
104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
* | Filed herewith. |
** | Furnished. |
SPINDLETOP HEALTH ACQUISITION CORP. | ||||||
Date: December 20, 2021 | By: | /s/ Evan S. Melrose | ||||
Name: | Evan S. Melrose | |||||
Title: | Chief Executive Officer and Chief Financial Officer | |||||
(Principal Executive Officer and Principal Financial and Accounting Officer) |