SportsMap Tech Acquisition Corp. — Q2 2022 Form 10-Q
Entity and period: The supplied filing is for SportsMap Tech Acquisition Corp., a blank-check company, for the quarter ended June 30, 2022, filed August 22, 2022. This does not match the requested company name, Multisensor AI Holdings, Inc.; verify the intended filing before relying on this summary.
Business context and financial performance
The company was formed to pursue a business combination and had not begun operations, generated operating revenue, or identified a specific target as of June 30, 2022. Accordingly, operating margins are not meaningful.
| Metric | Q2 2022 / June 30, 2022 | Six months 2022 / comparison |
|---|---|---|
| Revenue | No operating revenue | No operating revenue |
| Net loss | $130,227 | $317,120; prior-period comparison is inception through June 30, 2021, when net loss was $413 |
| Operating / formation costs | $314,387 | $541,562 |
| Trust investment interest income | $196,313 | $236,595 |
| Cash from operating activities | Not separately reported for the quarter | $(396,882); prior inception-period comparison was $(19) |
| Cash outside trust | $534,389 | Down from $931,271 at December 31, 2021 |
| Trust cash and securities | $117,547,523 | Up from $117,310,928 at December 31, 2021 |
| Total assets / liabilities | $118,397,100 / $176,111 | At June 30, 2022 |
| Working capital | $864,341, excluding taxes | At June 30, 2022 |
| Debt | No long-term debt reported; no working-capital loans outstanding | Sponsor promissory note was paid in full |
Redeemable public shares were carried at $117,435,370, or $10.21 per share, versus $117,300,000, or $10.20 per share, at year-end. Stockholders’ equity was $785,619, down from $1,238,109.
Changes, outlook, and risks
- Six-month net loss reflected operating costs and taxes, partly offset by interest earned in the trust. The prior-year income statement covers only the period from inception, so it is not a comparable six-month operating period.
- The company had 18 months from the October 21, 2021 IPO closing to complete a business combination, with an April 20, 2023 deadline. Failure to complete one would require redemption of public shares and liquidation.
- Management said the $534,389 held outside the trust might not fund operations for 12 months after issuance of the statements. It identified substantial doubt about the company’s ability to continue as a going concern; potential sponsor or insider loans are discretionary, not committed.
- A $4,025,000 business-combination marketing fee would be payable upon consummation of a combination. The company also paid the sponsor $10,000 monthly for administrative services.
- Management said COVID-19 and the Russia-Ukraine war could adversely affect the company or its search, but the specific impact was not determinable. No adjustment was recorded for these uncertainties.
- No legal proceedings, long-term contractual obligations, or off-balance-sheet arrangements were reported. Management stated disclosure controls were effective and reported no material change in internal control during the quarter.
Important facts to verify
- Confirm the filing entity: the source names SportsMap Tech Acquisition Corp., not Multisensor AI Holdings, Inc.
- Confirm the business-combination status and April 20, 2023 deadline, and whether any later filings report an extension, transaction, or liquidation.
- Assess runway using unrestricted cash only; trust funds are restricted, and additional insider financing is not assured.
- Review the filing’s unchecked “Yes” response to whether required reports had been filed during the preceding 12 months, and check subsequent compliance disclosures.
- Verify the $4.025 million transaction-contingent marketing fee and other transaction costs against any proposed business combination.