ANNUAL 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 |
A | ||
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
(Address of principal executive offices) |
(Zip Code) |
Title of Each Class: |
Trading Symbol(s) |
Name of Each Exchange on Which Registered: | ||
Units, each consisting of one Class A Ordinary Share and one-half of one Redeemable Warrant |
Nasdaq Stock Market LLC | |||
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer |
☒ | Smaller reporting company | ||||
Emerging growth company |
• | our ability to complete our initial business combination; |
• | our success in retaining or recruiting, or changes required in, our officers, key employees or directors following our initial business combination; |
• | our officers and directors allocating their time to other businesses and potentially having conflicts of interest with our business or in approving our initial business combination, as a result of which they would then receive expense reimbursements; |
• | our potential ability to obtain additional financing to complete our initial business combination; |
• | the ability of our officers and directors to generate a number of potential acquisition opportunities; |
• | our pool of prospective target businesses; |
• | the ability of our officers and directors to generate a number of potential acquisition opportunities; |
• | our public securities’ potential liquidity and trading; |
• | the lack of a market for our securities; |
• | the use of proceeds not held in the trust account or available to us from interest income on the trust account balance; or |
• | our financial performance. |
• | “amended and restated memorandum and articles of association” are to our memorandum and articles of association to be in effect upon completion of our initial public offering; |
• | “board of directors” or “board” are to the board of directors of the Company (as defined below); |
• | “Cantor” are to Cantor Fitzgerald & Co. and “Mizuho” are to Mizuho Securities USA LLC, the representatives of the underwriters in our initial public offering; |
• | “Companies Act” are to the Companies Act (as amended) of the Cayman Islands as the same may be amended from time to time; |
• | “Continental” are to Continental Stock Transfer & Trust Company, trustee of our trust account (as defined below) and warrant agent of our public warrants (as defined below); |
• | “Class A ordinary shares” are to the Class A ordinary shares of the Company, par value $0.0001 per share; |
• | “Class B ordinary shares” are to the Class B ordinary shares of the Company, par value $0.0001 per share; |
• | “DWAC System” are to the Depository Trust Company’s Deposit/Withdrawal At Custodian System; |
• | “Exchange Act” are to the Securities Exchange Act of 1934, as amended; |
• | “FINRA” are to the Financial Industry Regulatory Authority; |
• | “founder shares” are to our Class B ordinary shares initially purchased by our sponsor in a private placement prior to our initial public offering and, unless the context otherwise requires, our Class A ordinary shares issued upon the conversion thereof as provided herein; |
• | “GAAP” are to the accounting principles generally accepted in the United States of America; |
• | “IFRS” are to the International Financial Reporting Standards, as issued by the International Accounting Standards Board; |
• | “initial business combination” are to a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses; |
• | “initial public offering” are to the initial public offering that was consummated by the Company on October 21, 2021; |
• | “Investment Company Act” are to the Investment Company Act of 1940, as amended; |
• | “JOBS Act” are to the Jumpstart Our Business Startups Act of 2012; |
• | “letter agreement” refers to the letter agreement executed with our sponsor, officers, directors and advisors, the form of which is filed as an exhibit to the registration statement in connection with our completed initial public offering; |
• | “management” or our “management team” are to our officers and directors (including our director nominees that will become directors in connection with the completion with our initial public offering); |
• | “Nasdaq” are to the Nasdaq Stock Market; |
• | “ordinary resolution” are to a resolution adopted by the affirmative vote of at least a majority of the votes cast by the holders of the issued shares present in person or by proxy at a general meeting of the Company and entitled to vote on such matter or a resolution approved in writing by all of the holders of the issued shares entitled to vote on such matter; |
• | “ordinary shares” are to the Class A ordinary shares and the Class B ordinary shares; |
• | “PCAOB” are to the Public Company Accounting Oversight Board (United States); |
• | “placement shares” are to the 700,000 Class A ordinary shares included within the placement units purchased by our sponsor and the underwriters in the private placement, as well as any shares that may be included in additional units that may be issued upon conversion of working capital loans and the sponsor loan as described herein; |
• | “placement units” are to the 700,000 units purchased by our sponsor and the underwriters in the private placement, each placement unit consisting of one placement share and one-half of one placement warrant, as well as any units that may be issued upon conversion of working capital loans and the sponsor loan as described herein; |
• | “placement warrants” are to redeemable warrants to purchase an aggregate of 350,000 of our Class A ordinary shares included within the placement units purchased by our sponsor and the underwriters in the private placement, as well as any warrants that may be included in additional units that may be issued upon conversion of working capital loans and the sponsor loan as described herein; |
• | “private placement” refers to the private placement of 700,000 units being purchased by our sponsor and the underwriters, which occurred simultaneously with the completion of our initial public offering, at a purchase price of $10.00 per unit for a total purchase price of $7.0 million; |
• | “public shares” are to our Class A ordinary shares offered as part of the units in our initial public offering (whether they were subscribed for in our initial public offering or thereafter in the open market); |
• | “public shareholders” are to the holders of our public shares; |
• | “public warrants” are to the redeemable warrants sold as part of the units in our initial public offering (whether they were subscribed for in our initial public offering or in the open market); |
• | “Registration Statement” are to the Form S-1 initially filed with the SEC on September 24, 2021 (File No. 333-259773), as amended; |
• | “Report” are to this Annual Report on Form 10-K for the fiscal year ended December 31, 2021; |
• | “Sarbanes-Oxley Act” are to the Sarbanes-Oxley Act of 2002; |
• | “SEC” are to the U.S. Securities and Exchange Commission; |
• | “Securities Act” are to the Securities Act of 1933, as amended; |
• | “special resolution” is to a resolution of which notice specifying the intention to propose the resolution at a general meeting as a special resolution has been duly given and such resolution is adopted by the affirmative vote of at least a two-thirds (2/3) majority (or such higher threshold as specified in the Company’s amended and restated articles of association) of the votes cast by the holders of the issued shares present in person or by proxy at a general meeting of the Company and entitled to vote on such matter or a resolution approved in writing by all of the holders of the issued shares entitled to vote on such matter; |
• | “sponsor” are to ENT4.0 Technology Sponsor LLC, a Cayman Islands limited liability company; |
• | “sponsor loan” are to the loan our sponsor made to us simultaneously with the closing of our initial public offering; |
• | “sponsor loan units” are to the units that may be issued to our sponsor upon conversion of the sponsor loan as described herein; |
• | “sponsor loan shares” are to the shares underlying the sponsor loan units; |
• | “sponsor loan warrants” are to the warrants underlying the sponsor loan units; |
• | “trust account” are to the trust account in which an amount of $306,000,000 ($10.00 per unit) from the net proceeds of the sale of the units (as defined below) in the initial public offering, private placement units and proceeds from the sponsor loan was placed following the closing of the initial public offering. |
• | “units” are to the units sold in our initial public offering, which consist of one public share and one-half of one public warrant; |
• | “we,” “us,” “Company” or “our Company” are to Enterprise 4.0 Technology Acquisition Corp.; and |
• | “Withum,” are to WithumSmith+Brown, PC, our auditor. |
Item 1. |
Business. |
• | Expertise in building successful companies go-to-market teams |
• | Ability to mentor and support exceptional executives |
• | Maximizing the value of becoming a publicly traded entity roll-up acquisitions, increased market branding and visibility and tangible incentives and liquidity for employees, which help hire and retain the best talent. |
• | Target size |
• | Industry sub-sectors enables us to scout and evaluate a potential target quickly in order to secure favorable terms, as well as explore operational improvements, including additional roll-up acquisitions. |
• | Market opportunity sub-segments that have favorable macro trends, long-term growth prospects and significant revenue growth potential. |
• | Strong management team |
• | Operational discipline go-to-market process, |
• | Competitive advantages |
• | Market presence |
• | Benefit from being public |
• | Appropriate valuations |
• | subject us to negative economic, competitive and regulatory developments, any or all of which may have a substantial adverse impact on the particular industry in which we operate after our initial business combination; and |
• | cause us to depend on the marketing and sale of a single product or limited number of products or services. |
• | we issue ordinary shares that will be equal to or in excess of 20% of the number of Class A ordinary shares then outstanding (other than in a public offering); |
• | any of our directors, officers or substantial shareholders (as defined by Nasdaq rules) has a 5% or greater interest (or such persons collectively have a 10% or greater interest), directly or indirectly, in the target business or assets to be acquired or otherwise and the present or potential issuance of ordinary shares could result in an increase in issued and outstanding ordinary shares or voting power of 5% or more; or |
• | the issuance or potential issuance of ordinary shares will result in our undergoing a change of control. |
• | conduct the redemptions pursuant to Rule 13e-4 and Regulation 14E of the Exchange Act, which regulate issuer tender offers; and |
• | file tender offer documents with the SEC prior to completing our initial business combination which contain substantially the same financial and other information about the initial business combination and the redemption rights as is required under Regulation 14A of the Exchange Act, which regulates the solicitation of proxies. |
• | conduct the redemptions in conjunction with a proxy solicitation pursuant to Regulation 14A of the Exchange Act, which regulates the solicitation of proxies, and not pursuant to the tender offer rules; and |
• | file proxy materials with the SEC. |
• | prior to the completion of our initial business combination, we shall either (1) seek shareholder approval of our initial business combination at a general meeting called for such purpose at which shareholders may seek to redeem their shares, regardless of whether they vote for or against the proposed business combination, into their pro rata share of the aggregate amount then on deposit in the trust account, including interest (which interest shall be net of taxes payable) or (2) provide our public shareholders with the opportunity to tender their shares to us by means of a tender offer (and thereby avoid the need for a shareholder vote) for an amount equal to their pro rata share of the aggregate amount then on deposit in the trust account, including interest (which interest shall be net of taxes payable) in each case subject to the limitations described herein; |
• | we will complete our initial business combination only if we have net tangible assets of at least $5,000,001 either prior to or upon such completion and, solely if we seek shareholder approval, we receive the approval of an ordinary resolution or such higher percentage as may be required under Cayman Islands law, and pursuant to our amended and restated memorandum and articles of association; |
• | if our initial business combination is not completed by April 21, 2023, then our existence will terminate and we will distribute all amounts in the trust account; and |
• | prior to our initial business combination, we may not issue additional ordinary shares that would entitle the holders thereof to (i) receive funds from the trust account or (ii) vote on any initial business combination. |
Item 1A. |
Risk Factors. |
• | we are a blank check company with no revenue or basis to evaluate our ability to select a suitable business target; |
• | we may not be able to select an appropriate target business or businesses and complete our initial business combination in the prescribed time frame; |
• | our expectations around the performance of a prospective target business or businesses may not be realized; |
• | we may not be successful in retaining or recruiting required officers, key employees or directors following our initial business combination; |
• | our officers and directors may have difficulties allocating their time between the Company and other businesses and may potentially have conflicts of interest with our business or in approving our initial business combination; |
• | we may not be able to obtain additional financing to complete our initial business combination or reduce the number of shareholders requesting redemption; |
• | we may issue our shares to investors in connection with our initial business combination at a price that is less than the prevailing market price of our shares at that time; |
• | you may not be given the opportunity to choose the initial business target or to vote on the initial business combination; |
• | trust account funds may not be protected against third party claims or bankruptcy; |
• | an active market for our public securities’ may not develop and you will have limited liquidity and trading; |
• | the availability to us of funds from interest income on the trust account balance may be insufficient to operate our business prior to the business combination; |
• | our financial performance following a business combination with an entity may be negatively affected by their lack an established record of revenue, cash flows and experienced management; |
• | there may be more competition to find an attractive target for an initial business combination, which could increase the costs associated with completing our initial business combination and may result in our inability to find a suitable target; |
• | changes in the market for directors and officers liability insurance could make it more difficult and more expensive for us to negotiate and complete an initial business combination; |
• | we may attempt to simultaneously complete business combinations with multiple prospective targets, which may hinder our ability to complete our initial business combination and give rise to increased costs and risks that could negatively impact our operations and profitability; |
• | we may engage one or more of our underwriters or one of their respective affiliates to provide additional services to us after the initial public offering, which may include acting as a financial advisor in connection with an initial business combination or as placement agent in connection with a related financing transaction. Our underwriters are entitled to receive deferred underwriting commissions that will be released from the trust account only upon a completion of an initial business combination. These financial incentives may cause them to have potential conflicts of interest in rendering any such additional services to us after the initial public offering, including, for example, in connection with the sourcing and consummation of an initial business combination; |
• | we may attempt to complete our initial business combination with a private company about which little information is available, which may result in a business combination with a company that is not as profitable as we suspected, if at all; |
• | since our initial stockholders will lose their entire investment in us if our initial business combination is not completed (other than with respect to any public shares they may acquire during or after our initial public offering), and because our sponsor, officers and directors may profit substantially even under circumstances in which our public stockholders would experience losses in connection with their investment, a conflict of interest may arise in determining whether a particular business combination target is appropriate for our initial business combination; |
• | changes in laws or regulations or how such laws or regulations are interpreted or applied, or a failure to comply with any laws or regulations, may adversely affect our business, including our ability to negotiate and complete our initial business combination, and results of operations; |
• | the value of the founder shares following completion of our initial business combination is likely to be substantially higher than the nominal price paid for them, even if the trading price of our Ordinary Shares at such time is substantially less than $10.00 per share; and |
• | resources could be wasted in researching acquisitions that are not completed, which could materially adversely affect subsequent attempts to locate and acquire or merge with another business. If we have not completed our initial business combination within the required time period, our public stockholders may receive only approximately $10.00 per share, or less than such amount in certain circumstances, on the liquidation of our trust account and our warrants will expire worthless. |
Item 1B. |
Unresolved Staff Comments. |
Item 2. |
Properties. |
Item 3. |
Legal Proceedings. |
Item 4. |
Mine Safety Disclosures. |
(a) |
Market Information |
(b) |
Holders |
(c) |
Dividends |
(d) |
Securities Authorized for Issuance Under Equity Compensation Plans |
(e) |
Recent Sales of Unregistered Securities |
(f) |
Use of Proceeds from the Initial Public Offering |
(g) |
Purchases of Equity Securities by the Issuer and Affiliated Purchasers |
Name |
Age |
Title | ||
Eric Benhamou | 66 | Chief Executive Officer and Director | ||
Christopher Paisley | 69 | Chief Financial Officer and Director | ||
Ron Sege | 64 | Chief Operating Officer | ||
Yashwanth Hemaraj | 38 | Chief Acquisition Officer | ||
Kim Le | 49 | Director | ||
Sudhakar Ramakrishna | 54 | Director | ||
Mona Sabet | 54 | Director | ||
Judith Sim | 53 | Director |
• | the appointment, compensation, retention, replacement, and oversight of the work of the registered public accounting firm and any other independent registered public accounting firm engaged by us; |
• | pre-approving all audit and non-audit services to be provided by the registered public accounting firm or any other registered public accounting firm engaged by us, and establishing pre-approval policies and procedures; |
• | reviewing and discussing with the registered public accounting firm all relationships the auditors have with us in order to evaluate their continued independence; |
• | setting clear hiring policies for employees or former employees of the registered public accounting firm; |
• | setting clear policies for audit partner rotation in compliance with applicable laws and regulations; |
• | obtaining and reviewing a report, at least annually, from the registered public accounting firm describing (i) the registered public accounting firm’s internal quality-control procedures and (ii) any material issues raised by the most recent internal quality-control review, or peer review, of the audit firm, or by any inquiry or investigation by governmental or professional authorities, within, the preceding five years respecting one or more independent audits carried out by the firm and any steps taken to deal with such issues; |
• | reviewing and approving any related party transaction required to be disclosed pursuant to Item 404 of Regulation S-K promulgated by the SEC prior to us entering into such transaction; and |
• | reviewing with management, the registered public accounting firm, and our legal advisors, as appropriate, any legal, regulatory or compliance matters, including any correspondence with regulators or government agencies and any employee complaints or published reports that raise material issues regarding our financial statements or accounting policies and any significant changes in accounting standards or rules promulgated by the Financial Accounting Standards Board, the SEC or other regulatory authorities. |
• | reviewing and approving on an annual basis the corporate goals and objectives relevant to our Chief Executive Officer’s compensation, evaluating our Chief Executive Officer’s performance in light of such goals and objectives and determining and approving the remuneration (if any) of our Chief Executive Officer’s based on such evaluation; |
• | reviewing and approving the compensation of all of our other officers; |
• | reviewing our executive compensation policies and plans; |
• | implementing and administering our incentive compensation equity-based remuneration plans; |
• | assisting management in complying with our proxy statement and annual report disclosure requirements; |
• | approving all special perquisites, special cash payments and other special compensation and benefit arrangements for our officers and employees; |
• | producing a report on executive compensation to be included in our annual proxy statement; and |
• | reviewing, evaluating and recommending changes, if appropriate, to the remuneration for directors. |
• | each person known by us to be the beneficial owner of more than 5% of our outstanding ordinary shares; |
• | each of our executive officers and directors that beneficially owns our ordinary shares; and |
• | all our executive officers and directors as a group. |
Class A Ordinary Shares |
Class B Ordinary Shares |
Approximate |
||||||||||||||||||
Name and Address of Beneficial Owner (1) |
Number of Shares Beneficially Owned |
Approximate Percentage of Class |
Number of Shares Beneficially Owned |
Approximate Percentage of Class |
Percentage of Outstanding Ordinary Shares |
|||||||||||||||
ENT4.0 Technology Sponsor LLC (2) |
1,222,000 | 3.9 | % | 7,500,000 | 100 | % | 22.5 | % | ||||||||||||
Eric Benhamou (2) |
— | — | — | — | — | |||||||||||||||
Christopher Paisley (2) |
— | — | — | — | — | |||||||||||||||
Ron Sege (2) |
— | — | — | — | — | |||||||||||||||
Yashwanth Hemaraj (2) |
— | — | — | — | — | |||||||||||||||
Kim Le (2) |
— | — | — | — | — | |||||||||||||||
Sudhakar Ramakrishna (2) |
— | — | — | — | — | |||||||||||||||
Mona Sabet (2) |
||||||||||||||||||||
Judith Sim (2) |
— | — | — | — | — | |||||||||||||||
All directors and officers as a group (8 individuals) (2) |
1,222,000 | 3.9 | % | 7,500,000 | 100 | % | 22.5 | % | ||||||||||||
Other 5% Shareholders |
||||||||||||||||||||
Linden Capital L.P. (3) |
1,871,103 | 6.1 | % | — | — | 4.9 | % | |||||||||||||
Linden Advisors (4) |
2,000,000 | 6.5 | % | — | — | 5.2 | % |
(1) | Unless otherwise noted, the business address of each of the following entities or individuals is c/o 630 Ramona St., Palo Alto, CA 94301. |
(2) | Shares are held by ENT4.0 Technology Sponsor LLC, a limited liability company. ENT4.0 Technology Sponsor LLC, our sponsor, is the record holder of the securities reported herein. Eric Benhamou, our Chief Executive Officer, Alex Vieux and Steven Fletcher are the managing members of our sponsor. Each of our officers, directors, director nominees and advisors is or will be, directly or indirectly, a member of our sponsor. In addition, Explorer Parent LLC is a member of our sponsor. Messrs. Vieux and Fletcher are managing members of Founder Holdings LLC, which is the managing member of Explorer Parent LLC. By virtue of these relationships, each of the entities and individuals named in this footnote may be deemed to share beneficial ownership of the securities held of record by our sponsor. Each of them disclaims any such beneficial ownership except to the extent of their pecuniary interest. The business address of each of these entities and individuals is 630 Ramona St., Palo Alto, CA 94301. |
(3) | According to a Schedule 13G/A filed on February 4, 2022, Linden Capital L.P. (“Linden Capital”) and Linden GP LLC (“Linden GP”) acquired 1,871,103 Class A ordinary shares. The business address for Linden Capital is Victoria Place, 31 Victoria Street, Hamilton HM10, Bermuda. The business address for Linden GP is 590 Madison Avenue, 15th Floor, New York, New York 10022. |
(4) | According to a 13G/A filed on February 4, 2022, Linden Advisors LP (“Linden Advisors”) and Siu Min (Joe) Wong (“Mr. Wong”) acquired 2,000,000 Class A ordinary shares. The business address for Linden Advisors and Mr. Wong is 590 Madison Avenue, 15th Floor, New York, New York 10022. |
• | Repayment of up to an aggregate of up to $300,000 in loans made to us by our sponsor to cover offering-related and organizational expenses; |
• | Payment to our sponsor or its affiliate of $12,500 per month, for up to 18 months, for office space, administrative and shared personnel support services; |
• | Reimbursement for any out-of-pocket expenses |
• | Repayment of non-interest bearing loans which may be made by our sponsor or an affiliate of our sponsor or certain of our officers and directors to finance transaction costs in connection with an intended initial business combination. Up to $1,500,000 of such loans may be convertible into units at a price of $10.00 per unit at the option of the lender at the time of the business combination; and |
• | Repayment of the sponsor loan to the sponsor upon the completion of the business combination, or the conversion of such loan into sponsor loan units, at the discretion of our sponsor. |
Item 15. |
Exhibit and Financial Statement Schedules. |
Page | ||||
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48 to 58 |
Item 16. |
Form 10-K Summary. |
43 | ||||
Financial Statements: |
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44 | ||||
45 | ||||
46 | ||||
47 | ||||
48 to 58 |
/s/ |
ASSETS |
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Current assets |
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Cash |
$ | |||
Prepaid expenses and other current asset |
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Total Current Assets |
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Long-Term portion of Prepaid Insurance |
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Investments held in Trust Account |
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TOTAL ASSETS |
$ |
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LIABILITIES AND SHAREHOLDERS’ DEFICIT |
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Current Liabilities |
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Accrued expenses |
$ | |||
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Total Current Liabilities |
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Sponsor Loan |
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Deferred underwriting fee payable |
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TOTAL LIABILITIES |
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Commitments |
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Class A ordinary shares subject to redemption; |
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Shareholders’ Deficit |
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Preference shares, $ (excluding |
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Class A ordinary shares, $ (excluding 30,000,000 subject to possible redemption) |
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Class B ordinary shares, $ |
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Additional paid-in capital |
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Accumulated deficit |
( |
) | ||
|
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Total Shareholders’ Deficit |
( |
) | ||
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TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT |
$ |
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Formation and operating costs |
$ | |||
Loss from operations |
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Other income: |
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Interest earned on Investment s held in Trust Account |
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Net Loss |
$ |
( |
) | |
Weighted average shares outstanding of Class A ordinary shares |
||||
Basic and diluted net loss per share, Class A |
$ |
( |
) | |
Weighted average shares outstanding of Class B ordinary shares |
||||
Basic and diluted net loss per share, Class B |
$ |
( |
) | |
Class A Ordinary Shares |
Class B Ordinary Shares |
Additional Paid in |
Accumulated |
Total Shareholders’ |
||||||||||||||||||||||||
Shares |
Amount |
Shares |
Amount |
Capital |
Deficit |
Deficit |
||||||||||||||||||||||
Balance — May 3, 2021 (inception) |
$ |
$ |
$ |
$ |
$ |
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Issuance of Class B ordinary shares to Sponsor |
— | — | — |
|||||||||||||||||||||||||
Sale of |
— | — | — | |||||||||||||||||||||||||
Forfeiture of Founder Shares |
— | — | ( |
) | — | — | — | — | ||||||||||||||||||||
FV of Public Warrants |
— | — | — | — | — | |||||||||||||||||||||||
Accretion of Class A Ordinary Shares Subject to Redemption |
— | — | — | — | ( |
) | ( |
) | ( |
) | ||||||||||||||||||
Net l o ss |
— | — | — | — | — | ( |
) | ( |
) | |||||||||||||||||||
|
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|
|
|
|
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Balance — December 31, 2021 |
$ |
$ |
$ | $ |
( |
) |
$ |
( |
) | |||||||||||||||||||
|
|
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|
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|
|
Cash Flows from Operating Activities: |
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Net loss |
$ | ( |
) | |
Adjustments to reconcile net loss to net cash used in operating activities: |
||||
Interest earned on investments held in Trust Account |
( |
) | ||
Changes in operating assets and liabilities: |
||||
Prepaid expenses and other current asset |
( |
) | ||
Accrued expenses |
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|
|
|||
Net cash used in operating activities |
( |
) | ||
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|
|||
Cash Flows from Investing Activities: |
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Investment of cash in Trust Account |
( |
) | ||
|
|
|||
Net cash used in investing activities |
( |
) | ||
|
|
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Cash Flows from Financing Activities: |
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Proceeds from issuance of Class B ordinary shares to the Sponsor |
||||
Proceeds from sale of Units, net of underwriting discounts paid |
||||
Proceeds from sale of Private Placement Units |
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Proceeds from sponsor loan |
||||
Proceeds from promissory note – related party |
||||
Repayment of promissory note – related party |
( |
) | ||
Payments of offering costs |
( |
) | ||
|
|
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Net cash provided by financing activities |
$ |
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|
|
|||
Net Change in Cash |
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Cash – Beginning |
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Cash – Ending |
$ |
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|
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Non-Cash Investing and Financing Activities: |
||||
Offering costs included in accrued offering costs |
$ | |||
|
|
|||
Accretion of Class A Ordinary Shares Subject to Redemption |
$ | |||
|
|
|||
Deferred underwriting fee payable |
$ | |||
|
|
Gross proceeds |
$ | |||
Less: |
||||
Proceeds allocated to Public Warrants |
( |
) | ||
Class A ordinary shares issuance costs |
( |
) | ||
Plus: |
||||
Accretion of carrying value to redemption value |
||||
Class A ordinary shares subject to possible redemption |
$ |
|||
For The Period from May 3, 2021 (Inception) Through December 31, 2021 |
||||||||
Class A |
Class B |
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Basic and diluted net loss per ordinary share |
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Numerator: |
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Allocation of net loss, as adjusted |
$ | ( |
) | $ | ( |
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Denominator: |
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Basic and diluted weighted average shares outstanding |
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Basic and diluted net loss per ordinary share |
$ | ( |
) | $ | ( |
) |
• | Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; |
• | Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and |
• | Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. |
• | in whole and not in part; |
• | at a price of $0.01 per warrant; |
• | upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and |
• | if, and only if, the closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three trading days before the date on which the Company sends the notice of redemption to the warrant holders. |
Level 1: | Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. | |
Level 2: | Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. | |
Level 3: | Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. |
Held-To-Maturity |
Level |
Amortized Cost |
Gross Holding Gain |
Fair Value |
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December 31, 2021 |
U.S. Treasury Securities (Mature on 1/20/2022) | 1 | $ | $ | $ | |||||||||||||
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Description |
Level |
December 31, 2021 |
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Assets: |
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Investments held in Trust Account – U.S. Treasury Securities Money Market Fund |
1 | $ |
* | Filed herewith. |
** | Furnished herewith |
(1) | Incorporated by reference to the Company’s Form S-1, filed with the SEC on September 24, 2021. |
(2) | Incorporated by reference to the Company’s Form S-1/A, filed with the SEC on October 12, 2021. |
(3) | Incorporated by reference to the Company’s Form 8-K, filed with the SEC on October 22, 2021. |
February 25, 2022 | ENTERPRISE 4.0 TECHNOLOGY ACQUISITION CORP. | |||||
By: | /s/ Eric Benhamou | |||||
Name: | Eric Benhamou | |||||
Title: | Chief Executive Officer (Principal Executive Officer) |
Name |
Position |
Date | ||
/s/ Eric Benhamou |
Chief Executive Officer and Director | February 25, 2022 | ||
Eric Benhamou | (Principal Executive Officer) |
|||
/s/ Christopher Paisley |
Chief Financial Officer and Director | February 25, 2022 | ||
Christopher Paisley | (Principal Financial and Accounting Officer) |
|||
/s/ Ron Sege |
Chief Operating Officer | February 25, 2022 | ||
Ron Sege | (Principal Financial and Accounting Officer) |
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/s/ Yashwanth Hemaraj |
Chief Acquisition Officer | February 25, 2022 | ||
Yashwanth Hemaraj | (Principal Financial and Accounting Officer) |
|||
/s/ Kim Le |
Director | February 25, 2022 | ||
Kim Le | ||||
/s/ Sudhakar Ramakrishna |
Director | February 25, 2022 | ||
Sudhakar Ramakrishna | ||||
/s/ Mona Sabet |
Director | February 25, 2022 | ||
Mona Sabet | ||||
/s/ Judith Sim |
Director | February 25, 2022 | ||
Judith Sim |