Exhibit 99.1
XPAC ACQUISITION CORP
BALANCE SHEET
August 3, 2021
August 3, 2021 | Pro Forma Adjustments | As Adjusted | |||||||||||
(Unaudited) | (Unaudited) | ||||||||||||
Assets | |||||||||||||
Current Assets | |||||||||||||
Cash | $ | 2,293,973 | 392,228 | (a) | $ | 2,293,973 | |||||||
(392,228) | (b) | ||||||||||||
Total Current Assets | 2,293,973 | - | 2,293,973 | ||||||||||
Cash and marketable securities held in trust account | 200,000,000 | 19,611,310 | (c) | 219,611,310 | |||||||||
Total Assets | $ | 202,293,973 | $ | 19,611,310 | $ | 221,905,283 | |||||||
Liabilities and Equity | |||||||||||||
Current Liabilities | |||||||||||||
Accounts payable | 90,519 | 90,519 | |||||||||||
Accrued offering costs | 567,877 | 567,877 | |||||||||||
Due to/from Sponsor | 300,000 | 300,000 | |||||||||||
Total Current Liabilities | $ | 958,396 | $ | - | $ | 958,396 | |||||||
Promissory note payable - related party | 84,412 | 84,412 | |||||||||||
Underwriter's Commission Fee | 7,000,000 | 686,396 | (d) | 7,686,396 | |||||||||
Warrant Liability | 12,608,000 | 311,820 | (a) | 13,688,387 | |||||||||
768,567 | (h) | ||||||||||||
Total Liabilities | $ | 20,650,808 | $ | 1,766,783 | $ | 22,417,591 | |||||||
Commitments and Contingencies | |||||||||||||
Common shares subject to possible redemption, 17,664,316 shares at redemption value | 176,643,160 | 17,844,530 | (e) | 194,487,690 | |||||||||
Stockholders' Equity | |||||||||||||
Preferred Stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding | - | - | |||||||||||
Class A common stock, $0.0001 par value; 200,000,000 shares authorized; 2,335,684 issued and outstanding (excluding 17,664,316 shares subject to possible redemption) issued and outstanding | 234 | 196 | (c) | 251 | |||||||||
(179) | (e) | ||||||||||||
Class B common stock, $0.0001 par value; $20,000,000 shares authorized; 5,750,000 shares issued and outstanding (1) | 575 | (26) | (g) | 549 | |||||||||
Additional paid-in capital | 5,489,003 | 80,408 | (a) | 5,530,795 | |||||||||
(392,228) | (b) | ||||||||||||
19,611,114 | (c) | ||||||||||||
(686,396) | (d) | ||||||||||||
(17,844,351) | (e) | ||||||||||||
26 | (f) | ||||||||||||
41,786 | (g) | ||||||||||||
(768,567) | (h) | ||||||||||||
Accumulated Deficit | (489,807 | ) | (41,786) | (g) | (531,593 | ) | |||||||
Total Stockholders' Equity | 5,000,005 | (3) | 5,000,002 | ||||||||||
Total Liabilities and Equity | $ | 202,293,973 | $ | 19,611,310 | $ | 221,905,283 |
The accompany notes are an integral part of the financial statement.
NOTE 1 – CLOSING OF PARTIAL OVER-ALLOTMENT OPTION AND ADDITIONAL PRIVATE PLACEMENT
The accompanying unaudited Pro Forma Balance Sheet presents the Balance Sheet of XPAC Acquisition Corp (the “Company”) as of August 3, 2021, adjusted for the closing of the partial exercise of the underwriter’s over-allotment option and related transactions, which occurred on August 19, 2021 as described below.
On August 3, 2021, the Company consummated its initial public offering (the “IPO”) of 20,000,000 units (the “Units”). Each Unit consists of one share of the Company’s Class A ordinary shares, $0.0001 par value per share, and one-third of one redeemable warrant of the Company, with each whole warrant entitling the holder thereof to purchase one share of Class A ordinary share at an exercise price of $11.50 per share, subject to certain adjustments. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $200,000,000. Simultaneously with the closing of the IPO, the Company completed the private sale of 4,000,000 warrants (the “Private Placement Warrants”) at a purchase price of $1.50 per Private Placement Warrant, to the Company’s sponsor, XPAC Sponsor, LLC (the “Sponsor”), generating gross proceeds to the Company of $6,000,000. The Company granted the underwriter of the IPO a 45-day option to purchase up to 3,000,000 additional Units to cover over-allotments, if any. On August 19, 2021, the underwriter partially exercised the over-allotment option and, on August 19, 2021, purchased an additional 1,961,131 Units (the “Over-Allotment Units”) from the Company, generating gross proceeds of $19,611,310. Simultaneously with the sale and issuance of the Over-Allotment Units, the Company consummated the sale of an additional 261,485 Private Placement Warrants to the Sponsor at a purchase price of $1.50 per Private Placement Warrant, generating gross proceeds of $392,228. Transaction costs amounted to $1,078,624 of underwriting discounts and commissions, including $686,396 of underwriting discounts and commissions that have been deferred until the completion of the Company’s initial business combination.
Pro forma adjustments to reflect the exercise of the underwriter’s over-allotment option and the sale of the additional Private Placement Warrants described above are as follows:
Pro Forma Entries | Debit | Credit | |||||||
(a) | Cash | 392,228 | |||||||
Additional paid-in capital | 80,408 | ||||||||
Warrant Liability | 311,820 | ||||||||
To record sale of 261,485 private placement warrants at $1.50 per private placement warrant | |||||||||
(b) | Additional paid-in capital | 392,228 | |||||||
Cash | 392,228 | ||||||||
To record payment of cash underwriting fee | |||||||||
(c) | Cash and marketable securities held in trust account | 19,611,310 | |||||||
Class A common stock | 196 | ||||||||
Additional paid-in capital | 19,611,114 | ||||||||
To record sale of 1,961,131 over-allotment units at $10.00 per unit | |||||||||
(d) | Additional paid-in capital | 686,396 | |||||||
Underwriter's Commission Fee | 686,396 | ||||||||
To record additional deferred underwriter's fee arising from the sale of over-allotment units | |||||||||
(e) | Class A common stock | 179 | |||||||
Additional paid-in capital | 17,844,351 | ||||||||
Common shares subject to possible redemption | 17,844,530 | ||||||||
To record Class A common shares subject to possible redemption | |||||||||
(f) | Class B common stock | 26 | |||||||
Additional paid-in capital | 26 | ||||||||
To record forfeiture of founder shares by underwriter | |||||||||
(g) | General and administrative expenses | 41,786 | |||||||
Additional paid-in capital | 41,786 | ||||||||
To record allocation of offering costs to warrant liability | |||||||||
(h) | Additional paid-in capital | 768,567 | |||||||
Warrant liability | 768,567 | ||||||||
To record issuance of public warrants as a result of the partial exercise of the over-allotment |