Business context and reporting period
This Form 10-Q covers the quarter ended September 30, 2021, and was filed December 2, 2021. The filing is for SportsMap Tech Acquisition Corp., a newly formed SPAC—not Multisensor AI Holdings, Inc., the company named in the request metadata. As of quarter-end, SportsMap had not begun operations or identified a business combination target.
Key financial metrics
| Metric | Reported amount or detail |
|---|---|
| Revenue | None; the company had no operating activity or revenue. |
| Net loss | $30 for the three months ended September 30, 2021; $443 from inception through September 30, 2021. |
| Margins / earnings per share | Not meaningful given no revenue; reported basic and diluted loss per share rounded to $0. |
| Cash and current assets | $24,991 at September 30, 2021. |
| Current liabilities | $287,816, including a $267,731 related-party promissory note and $20,085 accrued offering costs and expenses. |
| Working capital | Deficit of $262,825 at September 30, 2021. |
| Cash flows, inception through September 30 | $55 used in operating activities; $25,046 provided by financing activities; ending cash of $24,991. |
| Debt | No long-term debt reported. The related-party note was repaid October 22, 2021. |
Material changes and subsequent events
- After quarter-end, on October 21, 2021, the company completed its IPO of 11.5 million units at $10 each, raising $115 million gross, and a concurrent private placement of 675,000 units raised $6.75 million gross.
- $117.3 million was deposited into the trust account. IPO transaction costs were $2,822,937, including $2.3 million of underwriting commissions.
- After the IPO, management reported working capital of $1,463,454, including $2.15 million of private-placement proceeds receivable that was received October 22.
- The quarter has no prior-year comparable operating period: the company was incorporated May 14, 2021. Inception-to-date amounts are not directly comparable to a full prior-year period.
Outlook, risks, and contingencies
- The SPAC has 18 months from the IPO closing to complete a business combination; otherwise it must cease operations, redeem public shares, and proceed toward liquidation, subject to applicable requirements.
- Management said available working capital and borrowing capacity should cover needs through the earlier of a business combination or one year from filing. Potential sponsor or affiliate working-capital loans are optional, not committed.
- The company expects expenses for public-company compliance and target evaluation. It will pay the sponsor $10,000 monthly for administrative services; a $4.025 million business-combination marketing fee is payable upon a completed combination.
- Management noted COVID-19 could adversely affect the company’s financial position, operations, or target search, but the impact was not determinable. No adjustment was recorded.
- The sponsor’s trust-account indemnity may be difficult to collect: the company said it had not verified the sponsor’s resources and believed its assets were principally company securities.
- No legal proceedings, material changes to previously disclosed risk factors, or off-balance-sheet arrangements were reported. Management concluded disclosure controls were effective and reported no material change in internal control over financial reporting.
Most important facts for investors to verify
- Confirm the filing identity: the supplied filing names SportsMap Tech Acquisition Corp., whereas the request metadata names Multisensor AI Holdings, Inc.
- Track the 18-month business-combination deadline, trust-account balance, redemption terms, and any target announcement or extension.
- Review post-IPO cash availability and spending against management’s working-capital assessment, including any future sponsor loans.
- Assess the related-party arrangements, $4.025 million contingent marketing fee, sponsor indemnity capacity, and dilution from founder shares, private units, and warrants.