Colombier Acquisition Corp. II: Form 10-Q for the Quarter Ended March 31, 2024
Colombier Acquisition Corp. II: Form 10-Q for the Quarter Ended March 31, 2024
Colombier Acquisition Corp. II filed a Form 10-Q for the quarter ended March 31, 2024, reporting 17,000,000 Class A Ordinary Shares and 4,250,000 Class B Ordinary Shares issued and outstanding. The company is a smaller reporting company and an emerging growth company.
Overview of the Company
Caliburn Acquisition Corp. is a blank check company formed on September 27, 2023 to acquire one or more operating businesses through a merger or acquisition. As of March 31, 2024, the company has not yet engaged in any operations or generated revenue, besides activities related to its formation and initial public offering (IPO).
Key Events
On November 24, 2023, Caliburn completed its IPO, raising $170 million in gross proceeds by selling 17 million units at $10 per unit.
On January 9, 2024, the company announced that investors could elect to separately trade the shares and warrants included in the units. The shares and warrants now trade on the NYSE under the symbols “CLBR” and “CLBR.WS”.
On January 24, 2024, the SEC adopted new rules that will require additional disclosures and filings related to special purpose acquisition companies (SPACs) like Caliburn. The rules take effect July 1, 2024 and may increase costs for the company.
On April 1, 2024, Caliburn withdrew $1 million from its trust account to use for working capital purposes.
Financial Performance
For the three months ended March 31, 2024, Caliburn had net income of $1.66 million. This consisted entirely of interest income earned on the proceeds of the IPO held in a trust account.
The company has not generated any revenue and does not expect to until after it completes a business combination. It continues to incur costs related to identifying and evaluating potential target companies.
Trust Account
| Description | Amount |
|---|---|
| Cash and marketable securities in trust | $173.09 million |
| Interest income earned | $3.09 million |
Caliburn has not made any withdrawals from the trust account besides the $1 million working capital withdrawal on April 1, 2024.
Cash Position
| Description | Amount |
|---|---|
| Cash held outside trust account | $0.78 million |
This cash will mainly be used to identify and evaluate potential target companies for a business combination.
No Debt or Long Term Liabilities
As of March 31, 2024, the company has no long-term debt, capital leases, operating leases or other long-term liabilities besides its agreements for services from its sponsor.
Critical Accounting Policies
Caliburn’s critical accounting policies relate to its ordinary shares subject to possible redemption and warrant instruments. The company complies with specific accounting guidance to classify and measure these securities.
Future Outlook
Caliburn is well-positioned with over $173 million in its trust account and minimal liabilities as it searches for a target business to acquire. However, the company has not yet generated revenue and continues to incur costs. The adoption of stricter SEC disclosure rules may also increase administrative costs related to a potential deal.
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