2023 Q2 Form 10-Q Financial Statement
#000141057823001937 Filed on August 14, 2023
Income Statement
Concept | 2023 Q2 |
---|---|
Revenue | $0.00 |
YoY Change | |
Cost Of Revenue | $162.0K |
YoY Change | |
Gross Profit | -$162.0K |
YoY Change | |
Gross Profit Margin | |
Selling, General & Admin | $2.228M |
YoY Change | |
% of Gross Profit | |
Research & Development | $2.153M |
YoY Change | |
% of Gross Profit | |
Depreciation & Amortization | |
YoY Change | |
% of Gross Profit | |
Operating Expenses | $98.60K |
YoY Change | -89.06% |
Operating Profit | -$98.60K |
YoY Change | -89.06% |
Interest Expense | $383.5K |
YoY Change | -90.48% |
% of Operating Profit | |
Other Income/Expense, Net | -$1.302M |
YoY Change | -1950.65% |
Pretax Income | -$1.017M |
YoY Change | -131.79% |
Income Tax | $121.2K |
% Of Pretax Income | |
Net Earnings | -$1.138M |
YoY Change | -136.83% |
Net Earnings / Revenue | |
Basic Earnings Per Share | -$1.31 |
Diluted Earnings Per Share | -$0.08 |
COMMON SHARES | |
Basic Shares Outstanding | 10.12M shares |
Diluted Shares Outstanding | 10.12M shares |
Balance Sheet
Concept | 2023 Q2 |
---|---|
SHORT-TERM ASSETS | |
Cash & Short-Term Investments | $132.8K |
YoY Change | -72.16% |
Cash & Equivalents | $132.8K |
Short-Term Investments | |
Other Short-Term Assets | $264.9K |
YoY Change | -42.87% |
Inventory | |
Prepaid Expenses | $264.9K |
Receivables | |
Other Receivables | |
Total Short-Term Assets | $397.7K |
YoY Change | -57.72% |
LONG-TERM ASSETS | |
Property, Plant & Equipment | |
YoY Change | |
Goodwill | |
YoY Change | |
Intangibles | |
YoY Change | |
Long-Term Investments | $44.65M |
YoY Change | -89.51% |
Other Assets | $0.00 |
YoY Change | -100.0% |
Total Long-Term Assets | $44.65M |
YoY Change | -89.53% |
TOTAL ASSETS | |
Total Short-Term Assets | $397.7K |
Total Long-Term Assets | $44.65M |
Total Assets | $45.04M |
YoY Change | -89.46% |
SHORT-TERM LIABILITIES | |
YoY Change | |
Accounts Payable | $1.432M |
YoY Change | 61.83% |
Accrued Expenses | $5.124M |
YoY Change | 85.54% |
Deferred Revenue | |
YoY Change | |
Short-Term Debt | $2.690M |
YoY Change | 79.33% |
Long-Term Debt Due | |
YoY Change | |
Total Short-Term Liabilities | $9.347M |
YoY Change | 77.9% |
LONG-TERM LIABILITIES | |
Long-Term Debt | $0.00 |
YoY Change | |
Other Long-Term Liabilities | $11.89M |
YoY Change | -34.22% |
Total Long-Term Liabilities | $11.89M |
YoY Change | -34.22% |
TOTAL LIABILITIES | |
Total Short-Term Liabilities | $9.347M |
Total Long-Term Liabilities | $11.89M |
Total Liabilities | $21.24M |
YoY Change | -8.96% |
SHAREHOLDERS EQUITY | |
Retained Earnings | -$20.79M |
YoY Change | -3.09% |
Common Stock | |
YoY Change | |
Preferred Stock | |
YoY Change | |
Treasury Stock (at cost) | |
YoY Change | |
Treasury Stock Shares | |
Shareholders Equity | -$20.79M |
YoY Change | |
Total Liabilities & Shareholders Equity | $45.04M |
YoY Change | -89.46% |
Cashflow Statement
Concept | 2023 Q2 |
---|---|
OPERATING ACTIVITIES | |
Net Income | -$1.138M |
YoY Change | -136.83% |
Depreciation, Depletion And Amortization | |
YoY Change | |
Cash From Operating Activities | -$678.9K |
YoY Change | 69.67% |
INVESTING ACTIVITIES | |
Capital Expenditures | |
YoY Change | |
Acquisitions | |
YoY Change | |
Other Investing Activities | $252.0K |
YoY Change | |
Cash From Investing Activities | $252.0K |
YoY Change | |
FINANCING ACTIVITIES | |
Cash Dividend Paid | |
YoY Change | |
Common Stock Issuance & Retirement, Net | |
YoY Change | |
Debt Paid & Issued, Net | |
YoY Change | |
Cash From Financing Activities | 455.7K |
YoY Change | -39.24% |
NET CHANGE | |
Cash From Operating Activities | -678.9K |
Cash From Investing Activities | 252.0K |
Cash From Financing Activities | 455.7K |
Net Change In Cash | 28.75K |
YoY Change | -91.78% |
FREE CASH FLOW | |
Cash From Operating Activities | -$678.9K |
Capital Expenditures | |
Free Cash Flow | |
YoY Change |
Facts In Submission
Frame | Concept Type | Concept / XBRL Key | Value | Unit |
---|---|---|---|---|
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Document Fiscal Period Focus
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|
Q2 | ||
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Commitments And Contingencies
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|
||
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Preferred Stock Value
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|
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Preferred Stock Value
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Current Fiscal Year End Date
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2023 | ||
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Transition Report
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anzuu |
Redemption Of Shares Calculated Based On Number Of Business Days Prior To Consummation Of Business Combination
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Preferred Stock Shares Outstanding
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|
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2023-06-30 | ||
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Entity Registrant Name
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Anzu Special Acquisition Corp I | ||
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DE | ||
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Entity Tax Identification Number
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86-1369123 | ||
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12610 Race Track Road | ||
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Suite 250 | ||
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Tampa | ||
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33626 | ||
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City Area Code
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202 | ||
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Local Phone Number
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Entity Current Reporting Status
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Entity Interactive Data Current
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NatureOfOperations
|
<p style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-weight:bold;margin:0pt 0pt 12pt 0pt;">Note 1 - Organization and Business Operations</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-weight:bold;margin:0pt 0pt 12pt 0pt;">Organization and General</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">Anzu Special Acquisition Corp I (the “Company”) is a blank check company incorporated as a Delaware corporation on December 28, 2020 for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (a “Business Combination”).</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">Since completing the Company’s initial public offering (the “IPO” or the “Initial Public Offering”), the Company has reviewed, and continues to review, a number of opportunities to enter into a Business Combination with an operating business, but the Company is not able to determine at this time whether it will complete a Business Combination with any of the target businesses that the Company has reviewed or with any other target business. The Company intends to effectuate a Business Combination using cash from the proceeds of the IPO and the sale of the Private Placement Warrants (as defined below), the Company’s capital stock, debt, or a combination of cash, stock and debt.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">As of June 30, 2023, the Company had not commenced any operations. All activity through June 30, 2023 relates to the Company’s formation and the IPO described below, and, subsequent to the IPO, identifying a target company for a Business Combination. The Company does not expect to generate any operating revenues until after the completion of a Business Combination. The Company generates non-operating income in the form of interest income on proceeds from the IPO held in the Trust Account (as defined below).</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">The Company’s sponsor is Anzu SPAC GP I LLC, a Delaware limited liability company (the “Sponsor”).</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-weight:bold;margin:0pt 0pt 12pt 0pt;">Financing</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">On March 4, 2021, the Company consummated the IPO of 42,000,000 units (the “Units” and, with respect to the shares of Class A common stock included in the Units, the “public shares”) and, on April 14, 2021, the Company issued an additional 500,000 Units in connection with the underwriters’ partial exercise of their over-allotment option. Each Unit consists of one share of the Company’s Class A common stock, par value $0.0001 per share, and <span style="-sec-ix-hidden:Hidden_3crapMjMy0WpVT-hrs1d-w;"><span style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-style:normal;font-weight:normal;">one</span></span>-third of <span style="-sec-ix-hidden:Hidden_7vlMEo9juU6vZ9QHPSIzbw;"><span style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-style:normal;font-weight:normal;">one</span></span> warrant (the “Public Warrants”) of the Company, with each whole warrant entitling the holder thereof to purchase one whole share of Class A common stock at a price of $11.50 per share, subject to certain adjustments. The Units were sold at a price of $10.00 per unit, generating aggregate gross proceeds to the Company of $425,000,000 (see Note 3 and Note 7).</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">Simultaneously with the closing of the IPO, the Company completed the private sale (the “Private Placement”) of 12,400,000 warrants (the “Private Placement Warrants”) to the Sponsor and, on April 14, 2021, simultaneously with the closing of the underwriters’ over-allotment option, the Company issued an additional 100,000 Private Placement Warrants to the Sponsor. The Private Placement Warrants were sold at a price of $1.00 per Private Placement Warrant, generating aggregate gross proceeds of $12,500,000. Transaction costs of the IPO prior to the underwriters’ partial exercise of their over-allotment option amounted to $23,731,835, consisting of $8,400,000 of underwriting commissions, $14,700,000 of deferred underwriters’ commissions and $631,835 of other offering costs. Offering costs associated with the closing of the underwriters’ over-allotment option on April 14, 2021 amounted to $280,500, consisting of $100,000 of underwriting commissions, $175,000 of deferred underwriters’ commissions and $5,500 of other offering costs.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-weight:bold;margin:0pt 0pt 12pt 0pt;">Trust Account</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">Following the closing of the IPO on March 4, 2021, $420,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants was placed in a U.S. based trust account (the “Trust Account”). Following the closing of the underwriters’ over-allotment option on April 14, 2021, an additional $5,000,000 ($10.00 per Unit) from the net proceeds of the sale of the additional Units and Private Placement Warrants was placed in the Trust Account. The funds in the Trust Account are invested in a money market fund investing solely in U.S. Treasuries and meeting certain conditions under Rule 2a-7 under the Investment Company Act of 1940, as amended. The Company will not be permitted to withdraw any of the principal or interest held in the Trust Account except for the withdrawal of interest to pay taxes, if any. The funds held in the Trust Account will not otherwise be released from the Trust Account until the earliest of (1) the Company’s completion of a Business Combination; (2) the redemption of any public shares properly submitted in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with a Business Combination or to redeem 100% of the public shares if the Company does not complete a Business Combination within 24 months from the closing of the IPO or (B) with respect to any other provision relating to stockholders’ rights or pre-initial Business Combination activity; and (3) the redemption of the Company’s public shares if the Company has not completed a Business Combination by September 30, 2023 or during any Extension Period (as defined below), subject to applicable law. Based on current interest rates, the Company expects that interest earned on the Trust Account will be sufficient to pay taxes.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-weight:bold;margin:0pt 0pt 12pt 0pt;">Business Combination</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">The Company’s management has broad discretion with respect to the specific application of the net proceeds from the IPO, although substantially all of the net proceeds from the IPO are intended to be generally applied toward consummating a Business Combination with (or acquisition of) a Target Business. As used herein, “Target Business” means one or more target businesses that together have an aggregate fair market value equal to at least 80% of the value of the assets held in the Trust Account (excluding taxes payable on the interest earned on the Trust Account) at the time of the signing of a definitive agreement in connection with a Business Combination. Furthermore, there is no assurance that the Company will be able to successfully effect a Business Combination.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">The Company will provide its public stockholders with the opportunity to redeem all or a portion of their public shares upon the completion of a Business Combination, either (i) in connection with a stockholder meeting called to approve such Business Combination or (ii) by means of a tender offer. The public stockholders will be entitled to redeem their shares for a pro rata portion of the amount held in the Trust Account, calculated as of <span style="-sec-ix-hidden:Hidden_QfXJLdiWqUOygPIF9Qlh-Q;"><span style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-style:normal;font-weight:normal;">two</span></span> business days prior to the completion of a Business Combination, including any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations. The per-share amount to be distributed to the public stockholders who redeem their shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 6). There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s warrants. As a result, shares of common stock were recorded at their redemption amount and classified as temporary equity upon the completion of the IPO, in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity” (“ASC 480”).</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">The decision as to whether the Company will seek stockholder approval of a Business Combination or will allow stockholders to sell their shares in a tender offer will be made by the Company, in its sole discretion, and will be based on a variety of factors such as the timing of the transaction and whether the terms of the transaction would otherwise require the Company to seek stockholder approval unless a vote is required by law or stock exchange listing requirements. If the Company seeks stockholder approval, it will complete its Business Combination only if a majority of the shares of common stock voted are voted in favor of a Business Combination. However, in no event will the Company redeem its public shares in an amount that would cause its net tangible assets to be less than $5,000,001 upon consummation of a Business Combination. In such case, the Company would not proceed with the redemption of its public shares of common stock and the related Business Combination, and instead may search for an alternate Business Combination.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">The Company has until September 30, 2023 or such earlier date as determined by the Company’s board of directors (or such longer period as provided in an amendment to the Company’s amended and restated certificate of incorporation approved by the Company’s stockholders (an “Extension Period”)) to complete its initial Business Combination. If the Company does not complete a Business Combination by September 30, 2023 or such earlier date as determined by the Company’s board of directors, or during any Extension Period, it shall (i) cease all operations except for the purposes of winding up; (ii) as promptly as reasonably possible but not more than 10 business days thereafter, redeem the public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest (less up to $100,000 of interest to pay dissolution expenses and which interest shall be net of taxes payable), divided by the number of then issued and outstanding public shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining stockholders and its board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if it fails to complete its initial Business Combination by September 30, 2023 or such earlier date as determined by the Company’s board of directors, or during any Extension Period. The initial stockholders (the Sponsor and the three directors that hold Founder Shares (as defined in Note 5) have entered into a letter agreement with the Company, pursuant to which they have waived their rights to liquidating distributions from the Trust Account with respect to their Founder Shares if the Company fails to complete its initial Business Combination by September 30, 2023 or such earlier date as determined by the Company’s board of directors, or during any Extension Period. However, if the initial stockholders acquire public shares, they will be entitled to liquidating distributions from the Trust Account with respect to such public shares if the Company fails to complete its initial Business Combination within the allotted time frame.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be less than $10.00 per public share initially held in the Trust Account.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">The Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below (1) $10.00 per public share or (2) such lesser amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, due to reductions in value of the trust assets, in each case net of the amount of interest which may be withdrawn to pay taxes, except as to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and except as to any claims under the Company’s indemnity of the underwriters of the IPO against certain liabilities, including liabilities under the Securities Act. In the event that an executed waiver is deemed to be unenforceable against a third party, then the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to have all third parties, including, but not limited to, all vendors, service providers (other than its independent registered public accounting firm), prospective target businesses and other entities with which the Company does business execute agreements with the Company waiving any right, title, interest or claims of any kind in or to any monies held in the Trust Account.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">On February 28, 2023, the Company reconvened its special meeting of stockholders, which was originally scheduled for February 9, 2023, adjourned until February 21, 2023 and further adjourned until February 28, 2023 (the “Special Meeting”). At the Special Meeting, the Company’s stockholders approved a proposal to amend the Company’s amended and restated certificate of incorporation to extend the date by which the Company has to consummate a Business Combination from March 4, 2023 to September 30, 2023 or such earlier date as determined by the Company’s board of directors (the “Extension”). Following the approval of the Extension, the Company waived its right under the amended and restated certificate of incorporation to withdraw up to $100,000 of interest from the Trust Account to pay dissolution expenses in the event of the Company’s liquidation.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">In connection with the Special Meeting, on March 7, 2023 stockholders holding 38,187,226 shares of the Company’s Class A common stock exercised their right to redeem their shares for a pro rata portion of the funds in the Trust Account. As a result, approximately $387.6 million (approximately $10.15 per share of Class A common stock) was removed from the Trust Account to pay such holders and approximately $44.3 million remained in the Trust Account. Following the redemptions, the Company has 4,312,774 shares of Class A common stock outstanding.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">On March 21, 2023, the Company and the Sponsor amended the 2022 Promissory Note to extend the maturity date of the 2022 Working Capital Loan to the earlier of (i) December 31, 2023 or (ii) the consummation of a Business Combination.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">On April 17, 2023, the Company entered into a business combination agreement (the “Business Combination Agreement”) with Envoy Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub”), and Envoy Medical Corporation, a Minnesota Corporation (“Envoy”), a U.S.-based medical device company that has developed and is in early clinical testing of an implanted device that already received “Breakthrough Device Designation” from the Food and Drug Administration. The transactions contemplated by the Business Combination Agreement are referred to herein as the “Proposed Business Combination.”</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">Pursuant to the terms of the Business Combination Agreement, Merger Sub will merge with and into Envoy, the separate corporate existence of Merger Sub will cease and Envoy will be the surviving corporation and wholly owned, privately-held subsidiary of the Company (the “Merger”). The Company will change its name to “Envoy Medical, Inc.”, which will continue as the surviving public corporation after the closing of the Proposed Business Combination (the “Closing”).</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">As a result of the Merger, among other things, (a) each share of Envoy common stock, par value $0.01 per share (the “Envoy common stock”), issued and outstanding (including Envoy common stock issued upon the exercise or conversion of Envoy warrants, Envoy convertible notes or Envoy preferred stock) shall be canceled and converted into the right to receive a number of shares of Class A common stock equal to the exchange ratio (as calculated pursuant to the Business Combination Agreement), amounting to aggregate closing Merger consideration of 15 million shares of Class A Common Stock (subject to adjustment as provided in the Business Combination Agreement); (b) each outstanding option to purchase shares of Envoy common stock will be cancelled in exchange for nominal consideration; (c) immediately prior to the effective time of the Merger, each outstanding Envoy warrant will automatically, depending on the applicable exercise price, be canceled or exercised on a net exercise basis and converted into shares of Envoy common stock in accordance with its terms; and (d) immediately prior to the effective time of the Merger, each outstanding Envoy convertible note will automatically be converted into shares of Envoy common stock in accordance with its terms.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:0pt;margin:0pt 0pt 12pt 0pt;"><b style="font-weight:bold;">Risks and Uncertainties</b></p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation and Belarus. Further, the impact of this action and related sanctions on the world economy is not determinable as of the date of these unaudited condensed financial statements. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these unaudited condensed financial statements.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">On March 10, 2023, Silicon Valley Bank became insolvent. State regulators closed the bank, and the Federal Deposit Insurance Corporation (“FDIC”) was appointed as its receiver. The Company held deposits with this bank. As a result of the actions by the FDIC, the Company’s insured and uninsured deposits have been restored.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-weight:bold;margin:0pt 0pt 12pt 0pt;">Going Concern</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">As of June 30, 2023 and December 31, 2022, the Company had $132,773 and $107,773 in its operating bank accounts, respectively, and working capital deficits of $8,949,755 and $7,089,334, respectively. </p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">Prior to the completion of the Initial Business Combination, the Company’s liquidity needs had been satisfied through a contribution of $25,000 from Sponsor to cover certain formation and offering costs in exchange for the issuance of the Founder Shares (as defined in Note 5), the loan of up to $300,000 from the Sponsor pursuant to the Note (see Note 5), and the proceeds from the consummation of the Private Placement not held in the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 5). As of June 30, 2023 and December 31, 2022, there were amounts of $2,690,000 and $1,500,000 outstanding under the Working Capital Loans, respectively.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">The Company may need to raise additional funds through loans from its Sponsor and/or third parties in order to meet the expenditures required for operating its business. If the Company’s estimate of the costs of undertaking in-depth due diligence and negotiating the initial business combination is less than the actual amount necessary to do so, the Company may have insufficient funds available to operate its business prior to the initial business combination. The Sponsor is not under any obligation to advance funds to, or to invest in, the Company. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of its business plan, and reducing overhead expenses. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. If a Business Combination is not consummated by September 30, 2023 or such earlier date as determined by the Company’s board of directors, or during any Extension Period, there will be a mandatory liquidation and subsequent dissolution of the Company. Mandatory liquidation and liquidity condition raise substantial doubt about the Company’s ability to continue as a going concern through one year from the date of these financial statements if a Business Combination is not consummated. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt;">The Company’s management plans to complete a Business Combination prior to the mandatory liquidation date and expects to receive financing to meet its obligations through the time of liquidation; however, no financing is currently committed. The unaudited condensed financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern.</p> | ||
CY2020Q4 | anzuu |
Condition For Future Business Combination Number Of Businesses Minimum
ConditionForFutureBusinessCombinationNumberOfBusinessesMinimum
|
1 | |
anzuu |
Redemption Percentage Required If Business Combination Is Not Completed By Specified Date
RedemptionPercentageRequiredIfBusinessCombinationIsNotCompletedBySpecifiedDate
|
1 | ||
anzuu |
Duration Of Business Combination Period
DurationOfBusinessCombinationPeriod
|
P24M | ||
anzuu |
Threshold Business Combination Fmv As Percent Of Trust Assets
ThresholdBusinessCombinationFmvAsPercentOfTrustAssets
|
0.80 | ||
anzuu |
Minimum Tangible Assets Of Target
MinimumTangibleAssetsOfTarget
|
5000001 | ||
anzuu |
Redemption Period Upon Closure
RedemptionPeriodUponClosure
|
P10D | ||
anzuu |
Maximum Allowed Dissolution Expenses
MaximumAllowedDissolutionExpenses
|
100000 | ||
CY2023Q1 | anzuu |
Right To Withdraw Interest From Trust Account Waived
RightToWithdrawInterestFromTrustAccountWaived
|
100000 | |
CY2023Q2 | us-gaap |
Cash And Cash Equivalents At Carrying Value
CashAndCashEquivalentsAtCarryingValue
|
132773 | |
CY2022Q4 | us-gaap |
Cash And Cash Equivalents At Carrying Value
CashAndCashEquivalentsAtCarryingValue
|
107773 | |
anzuu |
Working Capital Deficit
WorkingCapitalDeficit
|
8949755 | ||
CY2022 | anzuu |
Working Capital Deficit
WorkingCapitalDeficit
|
7089334 | |
anzuu |
Proceeds From Related Party For Expense Payments In Exchange For Shares Issued
ProceedsFromRelatedPartyForExpensePaymentsInExchangeForSharesIssued
|
25000 | ||
CY2023Q2 | anzuu |
Maximum Borrowing Capacity Of Related Party Promissory Note
MaximumBorrowingCapacityOfRelatedPartyPromissoryNote
|
300000 | |
us-gaap |
Use Of Estimates
UseOfEstimates
|
<p style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-weight:bold;margin:0pt 0pt 12pt 0pt;">Use of Estimates</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of revenues and expenses during the reporting period.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the warrant liabilities. Other significant accounting estimates include the forward purchase derivative and the convertible working capital loan. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.</p> | ||
anzuu |
Fair Value Measurement Transfers From To Levels
FairValueMeasurementTransfersFromToLevels
|
0 | ||
CY2023Q2 | us-gaap |
Cash Equivalents At Carrying Value
CashEquivalentsAtCarryingValue
|
0 | |
CY2022Q4 | us-gaap |
Cash Equivalents At Carrying Value
CashEquivalentsAtCarryingValue
|
0 | |
us-gaap |
Concentration Risk Credit Risk
ConcentrationRiskCreditRisk
|
<p style="font-family:'Times New Roman','Times','serif';font-size:10pt;font-weight:bold;margin:0pt 0pt 12pt 0pt;">Concentration of Credit Risk</p><p style="font-family:'Times New Roman','Times','serif';font-size:10pt;text-indent:18pt;margin:0pt 0pt 12pt 0pt;">Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the FDIC coverage limit of $250,000. The Company has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows.</p> | ||
CY2023Q2 | anzuu |
Transaction Costs
TransactionCosts
|
24012335 | |
CY2022Q4 | anzuu |
Transaction Costs
TransactionCosts
|
24012335 | |
CY2023Q2 | anzuu |
Sale Of Stock Underwriting Fees
SaleOfStockUnderwritingFees
|
8500000 | |
CY2022Q4 | anzuu |
Sale Of Stock Underwriting Fees
SaleOfStockUnderwritingFees
|
8500000 | |
CY2023Q2 | anzuu |
Deferred Offering Costs Noncurrent
DeferredOfferingCostsNoncurrent
|
14875000 | |
CY2022Q4 | anzuu |
Deferred Offering Costs Noncurrent
DeferredOfferingCostsNoncurrent
|
14875000 | |
CY2023Q2 | anzuu |
Sale Of Stock Other Offering Costs
SaleOfStockOtherOfferingCosts
|
637335 | |
CY2022Q4 | anzuu |
Sale Of Stock Other Offering Costs
SaleOfStockOtherOfferingCosts
|
637335 | |
CY2022Q3 | anzuu |
Forgiveness Of Deferred Underwriting Fess
ForgivenessOfDeferredUnderwritingFess
|
4462500 | |
CY2022Q2 | anzuu |
Fair Value Measurement Transfers From To Levels
FairValueMeasurementTransfersFromToLevels
|
0 | |
anzuu |
Fair Value Measurement Transfers From To Levels
FairValueMeasurementTransfersFromToLevels
|
0 | ||
CY2023Q2 | anzuu |
Fair Value Measurement Transfers From To Levels
FairValueMeasurementTransfersFromToLevels
|
0 | |
us-gaap |
Income Tax Expense Benefit
IncomeTaxExpenseBenefit
|
962768 | ||
us-gaap |
Income Tax Expense Benefit
IncomeTaxExpenseBenefit
|
108315 | ||
us-gaap |
Effective Income Tax Rate Continuing Operations
EffectiveIncomeTaxRateContinuingOperations
|
1.77 | ||
us-gaap |
Effective Income Tax Rate Continuing Operations
EffectiveIncomeTaxRateContinuingOperations
|
0.0001 | ||
us-gaap |
Effective Income Tax Rate Reconciliation Change In Enacted Tax Rate
EffectiveIncomeTaxRateReconciliationChangeInEnactedTaxRate
|
0.21 | ||
us-gaap |
Effective Income Tax Rate Reconciliation Change In Enacted Tax Rate
EffectiveIncomeTaxRateReconciliationChangeInEnactedTaxRate
|
0.21 | ||
CY2023Q2 | us-gaap |
Unrecognized Tax Benefits Income Tax Penalties And Interest Accrued
UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued
|
0 | |
CY2022Q4 | us-gaap |
Unrecognized Tax Benefits Income Tax Penalties And Interest Accrued
UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued
|
0 | |
CY2023Q2 | anzuu |
Working Capital Loan
WorkingCapitalLoan
|
2690000 | |
CY2022Q4 | anzuu |
Working Capital Loan
WorkingCapitalLoan
|
1500000 | |
CY2023Q2 | us-gaap |
Notes Payable
NotesPayable
|
734300 | |
anzuu |
Waiver Of Accrued Fees And Expense
WaiverOfAccruedFeesAndExpense
|
286688 | ||
CY2023Q2 | anzuu |
Maximum Number Of Demands For Registration Of Securities
MaximumNumberOfDemandsForRegistrationOfSecurities
|
3 | |
CY2021Q1 | anzuu |
Underwriter Cash Discount
UnderwriterCashDiscount
|
8400000 | |
CY2021Q2 | anzuu |
Underwriter Cash Discount
UnderwriterCashDiscount
|
100000 | |
CY2023Q2 | anzuu |
Deferred Fee Per Unit
DeferredFeePerUnit
|
0.35 | |
CY2023Q2 | anzuu |
Aggregate Deferred Underwriting Discount
AggregateDeferredUnderwritingDiscount
|
14875000 | |
CY2022Q3 | anzuu |
Forgiveness Of Deferred Underwriting Fess
ForgivenessOfDeferredUnderwritingFess
|
4462500 | |
CY2023Q2 | us-gaap |
Stock Issued During Period Shares Issued For Services
StockIssuedDuringPeriodSharesIssuedForServices
|
4300000 | |
CY2023Q2 | anzuu |
Maximum Percentage Of Beneficiary Shares Owned
MaximumPercentageOfBeneficiarySharesOwned
|
0.099 | |
CY2023Q2 | anzuu |
Maximum Borrowing Capacity Of Related Party Promissory Note
MaximumBorrowingCapacityOfRelatedPartyPromissoryNote
|
10000000 | |
CY2023Q2 | anzuu |
Maximum Percentage Of Outstanding Preferred Stock
MaximumPercentageOfOutstandingPreferredStock
|
0.05 | |
anzuu |
Temporary Equity Number Of Votes Per Share
TemporaryEquityNumberOfVotesPerShare
|
1 | ||
CY2022 | anzuu |
Proceeds From Issuance Of Temporary Equity
ProceedsFromIssuanceOfTemporaryEquity
|
425000000 | |
CY2022 | anzuu |
Temporary Equity Proceeds Allocated To Warrants
TemporaryEquityProceedsAllocatedToWarrants
|
-14026667 | |
CY2022 | anzuu |
Temporary Equity Issuance Costs
TemporaryEquityIssuanceCosts
|
-23229523 | |
CY2022 | us-gaap |
Temporary Equity Accretion To Redemption Value
TemporaryEquityAccretionToRedemptionValue
|
37691146 | |
CY2022 | anzuu |
Waiver Of Class Shares Issuance Costs
WaiverOfClassSharesIssuanceCosts
|
4312237 | |
CY2022Q4 | us-gaap |
Temporary Equity Carrying Amount Attributable To Parent
TemporaryEquityCarryingAmountAttributableToParent
|
429747193 | |
CY2023Q1 | anzuu |
Redemption Of Common Stock
RedemptionOfCommonStock
|
387606834 | |
CY2023Q1 | us-gaap |
Temporary Equity Accretion To Redemption Value
TemporaryEquityAccretionToRedemptionValue
|
2025746 | |
CY2023Q1 | us-gaap |
Temporary Equity Carrying Amount Attributable To Parent
TemporaryEquityCarryingAmountAttributableToParent
|
44166105 | |
CY2023Q2 | us-gaap |
Temporary Equity Accretion To Redemption Value
TemporaryEquityAccretionToRedemptionValue
|
429299 | |
CY2023Q2 | us-gaap |
Temporary Equity Carrying Amount Attributable To Parent
TemporaryEquityCarryingAmountAttributableToParent
|
44595404 | |
CY2023Q2 | us-gaap |
Preferred Stock Shares Authorized
PreferredStockSharesAuthorized
|
1000000 | |
CY2022Q4 | us-gaap |
Preferred Stock Shares Authorized
PreferredStockSharesAuthorized
|
1000000 | |
CY2023Q2 | us-gaap |
Preferred Stock Par Or Stated Value Per Share
PreferredStockParOrStatedValuePerShare
|
0.0001 | |
CY2022Q4 | us-gaap |
Preferred Stock Par Or Stated Value Per Share
PreferredStockParOrStatedValuePerShare
|
0.0001 | |
CY2023Q2 | us-gaap |
Preferred Stock Shares Issued
PreferredStockSharesIssued
|
0 | |
CY2022Q4 | us-gaap |
Preferred Stock Shares Issued
PreferredStockSharesIssued
|
0 | |
CY2023Q2 | us-gaap |
Class Of Warrant Or Right Outstanding
ClassOfWarrantOrRightOutstanding
|
26666666 | |
CY2022Q4 | us-gaap |
Class Of Warrant Or Right Outstanding
ClassOfWarrantOrRightOutstanding
|
26666666 |