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Subsequent Events
3 Months Ended
Mar. 31, 2023
Subsequent Events [Abstract]  
Subsequent Events
Note 12 — Subsequent Events
 
In accordance with ASC 855, Subsequent Events, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before the financial statements are issued, the Company has evaluated all events or transactions that occurred after the balance sheet date, up through the date w
hen
 the Company issued the unaudited condensed
consolidated
financial statements.
 
Promissory Note
  
As provided in the Merger Agreement, Estrella has agreed to, upon request by the Sponsor of the Company, deposit the agreed reasonable amount into the Company’s Trust Account in order to effectuate the extension of the Company’s Combination Period.  Pursuant to the Merger Agreement, Estrella has deposited the amount of
 $
45,511
 
into the Trust Account in connection with the Company’s monthly extension, as a result of which, the current Combination Deadline is May 19, 2023. Such monthly extension payment was evidenced by a promissory note issued by the Company to Estrella in the principal amount of
$
45,511
.
 

Common Stock Purchase Agreement
On April 20, 2023, the Company entered into a common stock purchase agreement (the “Common Stock Purchase Agreement”) and a related registration rights agreement (the “RRA”) with White Lion Capital, LLC, a Nevada limited liability company (“White Lion”). Pursuant to the Common Stock Purchase Agreement, the Company has the right, but not the obligation to require White Lion to purchase, from time to time following consummation of the business combination contemplated by the Merger Agreement, up to $50,000,000 in aggregate gross purchase price of newly issued shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), subject to certain limitations and conditions set forth in the Common Stock Purchase Agreement.

On April 26, 2023, the Company and White Lion entered into an amendment to the Common Stock Purchase Agreement (the “Amendment”). Pursuant to the Amendment, the Company agrees that it will, immediately prior to the closing of the proposed business combination with Estrella, cause Estrella to issue to White Lion an aggregate of 250,000 shares of Estrella’s Series A preferred stock, par value $0.0001 per share, which the parties have acknowledged has a value of $250,000.
 
The Company is obligated under the Common Stock Purchase Agreement and the RRA to file a registration statement with the SEC to register the Common Stock under the Securities Act of 1933, as amended, for the resale by White Lion of shares of Common Stock that the Company may issue to White Lion under the Common Stock Purchase Agreement.