The Company granted the underwriters a 45-day option to purchase up to 1,650,000 Units to cover over-allotments, if any. On November 5, 2021, the underwriters fully exercised the Over-Allotment Option and purchased 1,650,000 additional Units (the “Over-Allotment Units”), generating gross proceeds of $16,500,000.
Upon the closing of the Over-Allotment Option on November 5, 2021, the Company consummated a private sale of an additional 110,000 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, generating gross proceeds of $330,000. As of November 5, 2021, a total of $127,600,000 of the net proceeds from the IPO (including the Over-allotment Units) and the sale of Private Placement Warrants was placed in a U.S.-based trust account. As the underwriters’ Over-Allotment Option was exercised in full, 412,500 shares owned by the sponsor are no longer subject to forfeiture.
Additionally, the underwriters were issued an additional 220,000 Private Placement Warrants in addition to the 1,466,667 Private Placement Warrants at closing, for a total of 1,686,667 Private Placement Warrants owned at November 5, 2021.
As of November 5, 2021, in total there were 12,650,000 shares of Class A common stock, $0.0001 par value, issued and outstanding and 3,162,500 shares of common stock, $0.0001 par value, issued and outstanding.
Unaudited Pro forma adjustments to reflect the exercise of the underwriters’ Over-Allotment Option described above are as follows:
| | | | | | | | | | |
| | Pro-forma entries: | | Debit | | | Credit | |
(a) | | Cash held in trust account | | | 16,500,000 | | | | | |
| | Class A Common Stock | | | | | | | 165 | |
| | Additional paid-in capital | | | | | | | 16,499,835 | |
| | To record the sale of 1,650,000 over-allotment Units at $10.00 per Unit | | | | | | | | |
(b) | | Cash held in trust account | | | 165,000 | | | | | |
| | Additional paid-in capital | | | | | | | 165,000 | |
| | To record the sale of 110,000 over-allotment Private Placement Warrants at $1.50 per Private Placement Warrant | | | | | | | | |
(c) | | Additional paid-in capital | | | 330,000 | | | | | |
| | Additional paid-in capital | | | | | | | 330,000 | |
| | To record the payment of underwriting fees of 220,000 Private Placement Warrants at $1.50 per Private Placement Warrant | | | | | |
(d) | | Class A Common Stock | | | 165 | | | | | |
| | Additional paid-in capital | | | 16,664,835 | | | | | |
| | Class A Common stock subject to redemption | | | | | | | 16,665,000 | |
| | To record the change in Class A Common Stock subject to redemption from the sale of the over-allotment Units at $10.10 per Unit | | | | | |