Business context and reporting period
This is SportsMap Tech Acquisition Corp.’s unaudited Form 10-Q for the quarter ended September 30, 2022—not a filing identified in the request as Multisensor AI Holdings, Inc. SportsMap was a blank-check company seeking a business combination; it reported no operating activity, revenue, or identified target under substantive discussion as of the filing.
Financial results and position
| Metric | Three months ended September 30, 2022 | Nine months ended September 30, 2022 |
|---|---|---|
| Revenue | None | None |
| Formation and operating costs | $253,954 | $795,516 |
| Trust investment interest income | $541,215 | $777,810 |
| Income (loss) before taxes | $287,261 | $(17,706) |
| Income tax provision | $103,155 | $115,308 |
| Net income (loss) | $184,106 | $(133,014) |
- At September 30, 2022, total assets were $118.66 million, including $118.09 million in the restricted Trust Account. Cash outside the Trust Account was $347,671.
- Stock subject to possible redemption was recorded at $117.74 million; stockholders’ equity was $660,388.
- Operating cash flow was negative $583,600 for the nine months. Cash outside the Trust Account declined from $931,271 at December 31, 2021.
- The company reported no long-term debt and no outstanding working-capital loans. Its prior $323,190 sponsor promissory-note balance had been repaid.
- Margins are not meaningful because the company had no operating revenue.
Changes versus comparable periods
In the 2021 periods shown, the company reported only nominal formation costs and losses: $30 net loss for the third quarter and $443 from inception through September 30, 2021. In 2022, trust interest income supported third-quarter net income, while operating expenses and taxes left a nine-month net loss. The 2021 comparisons are not full-year or equivalent nine-month comparisons.
Outlook, risks, and contingencies
- The company had until April 20, 2023 to complete a business combination; otherwise, it was required to redeem public shares and liquidate. Management said completion by the deadline was uncertain.
- Management concluded that available cash outside the Trust Account might not fund operations for 12 months and disclosed substantial doubt about the company’s ability to continue as a going concern. Potential sponsor or insider loans were discretionary, not committed.
- Management reported no specific transaction under consideration and no substantive discussions with prospective targets. No operating revenue was expected before a business combination.
- Redemptions after December 31, 2022 could trigger the Inflation Reduction Act’s 1% excise tax, potentially reducing funds available for a transaction. The filing also cited possible effects from COVID-19 and the Russia-Ukraine war, which it could not quantify.
- A business-combination marketing fee of $4.025 million would be payable upon completion, in addition to any applicable finders’ fees. The filing reported no legal proceedings.
Important facts for investors to verify
- Confirm the issuer: the supplied filing is for SportsMap Tech Acquisition Corp., not Multisensor AI Holdings, Inc.
- Reconcile reported working capital of $527,665 (excluding taxes) with the balance-sheet current assets and liabilities, which do not appear to yield that amount.
- Verify the warrant disclosure: the notes say no warrants were outstanding at September 30, 2022, but also describe warrants issued in the IPO.
- Assess available operating cash, the April 20, 2023 transaction deadline, potential liquidation, and whether any financing or business-combination developments occurred after the reporting date.
- The cover page indicates the company had not filed all reports required during the preceding 12 months; verify the filing-compliance status and any subsequent remediation.