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Commitments & Contingencies
6 Months Ended
Jun. 30, 2022
Commitments And Contingencies Disclosure [Abstract]  
COMMITMENTS & CONTINGENCIES

NOTE 6. COMMITMENTS & CONTINGENCIES

Registration Rights

The holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants or warrants issued upon conversion of Working Capital Loans or upon conversion of the Founder Shares) will be entitled to registration rights pursuant to a registration rights agreement signed on the Effective Date requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to the Class A ordinary shares). The holders of these securities will be entitled to make up to three demands, excluding short form registration demands, that the Company register such securities under the Securities Act. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Notwithstanding the foregoing, the Underwriters or their respective

designees may not exercise their demand and “piggy-back” registration rights after five years after the Effective Date and may not exercise their demand rights on more than one occasion.

Underwriting Agreement

The Company granted the Underwriters a 45-day option from the Effective Date to purchase up to an additional 1,500,000 units to cover over-allotments, if any.

On March 4, 2022, the Company paid a cash underwriting commission of $0.20 per Unit, or $2,000,000. Additionally, the Underwriters will be entitled to a deferred underwriting commission of 4.0% of the gross proceeds of the IPO upon the completion of the Company’s initial Business Combination.

On March 7, 2022, the Underwriters partially exercised the over-allotment option and, on March 8, 2022, purchased 865,000 Units, generating aggregate gross proceeds of $8,650,000, and the Company incurred $173,000 in cash underwriting discounts and $346,000 in deferred underwriting commissions. The remaining Option was forfeited by the Underwriters on March 8, 2022.