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Commitments & Contingencies
6 Months Ended
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments & Contingencies

Note 5 - Commitments & Contingencies

 

Registration Rights

 

The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans, if any, (and the securities underlying such securities) are entitled to registration rights pursuant to a registration rights agreement signed upon the consummation of the Initial Public Offering. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

 

Underwriting Agreement

 

The underwriters were entitled to an underwriting discount of $0.20 per unit, or $2.0 million in the aggregate, which was paid upon the closing of the Initial Public Offering. An additional fee of $0.35 per unit, or $3.5 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement.

 

Upon closing of the Over-allotment on December 17, 2020, the underwriters received approximately $300,000 in fees paid upfront and the underwriters are eligible for an additional deferred underwriting commissions of $525,000 totaling $4,025,000 deferred underwriting commissions.

 

On September 8, 2022, Jefferies notified the Company that it would not act in any capacity in connection with the Proposed Business Combination and waived its entitlement to the Deferred Discount solely with respect to the Proposed Business Combination upon closing with zSpace, under and pursuant to that certain Underwriting Agreement, dated December 10, 2020.