Business Context and Reporting Period
This Form 8-K reports the consummation of the initial public offering (IPO) by SportsMap Tech Acquisition Corp. (not Multisensor AI Holdings, Inc.) on October 21, 2021. The company is a Delaware corporation and an emerging growth company.
Key Financial Metrics
- Gross Proceeds (IPO): $115,000,000 from the sale of 11,500,000 Units at $10.00 per Unit (including full over-allotment).
- Gross Proceeds (Private Placement): $6,750,000 from the sale of 675,000 Private Placement Units at $10.00 per Unit.
- Total Funds Raised: $121,750,000.
- Trust Account Balance: $117,300,000 placed in a U.S.-based trust account.
- Warrant Exercise Price: $11.50 per share.
- Revenue/Profit/Cash Flow: The filing text does not provide operating revenue, profit, or cash flow metrics as this is a pre-business combination SPAC IPO filing.
Material Changes
The primary material change is the transition from a private entity to a publicly traded company on the NASDAQ Stock Market LLC under the symbols SMAPU (Units), SMAP (Common Stock), and SMAPW (Warrants). The company has no prior comparable operating period as it is a newly formed acquisition vehicle.
Outlook, Risks, and Contingencies
- Private Placement Restrictions: Private Placement Units are not transferable, assignable, or salable until 30 days after the completion of the initial business combination.
- Underwriting: No underwriting discounts or commissions were paid regarding the Private Placement Units.
- Financial Statements: An audited balance sheet as of October 21, 2021, is included as Exhibit 99.1.
Investor Verification Checklist
- Verify the exact composition of the Units (1 share + 0.75 warrant) and the warrant exercise price of $11.50.
- Confirm the $117,300,000 trust account balance and the trustee (Continental Stock Transfer & Trust Company).
- Review Exhibit 99.1 for the audited balance sheet details.
- Check the 30-day lock-up period for Private Placement Units post-business combination.