10-Q

Large accelerated filer

Accelerated filer

Non-accelerated
filer

Smaller reporting company

Emerging growth company

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM

10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

Commission File

No. 001-40111

Flame Acquisition Corp.

(Exact name of registrant as specified in its charter)


Delaware		85-3514078
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

700 Milam Street Suite 3300 Houston, TX 77002

(Address of Principal Executive Offices, Zip Code)

(713)

579-6106

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one share of Class A common stock and one-half of one warrant	FLME.U	The New York Stock Exchange
Class A common stock, par value $0.0001 per share	FLME	The New York Stock Exchange
Warrants, each whole warrant exercisable for one share of Class
A common stock at an exercise price of $11.50 per share	FLME.WS	The New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☒

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation

S-T(§232.405

of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule

12b-2of

the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act):

Yes

☒

No ☐

As of November 22, 2021 there were

28,750,000 shares of Class A common stock, $0.0001 par value, and 7,187,500 shares of Class B common stock, $0.0001 par value, issued and

outstanding.

		Page
PART 1 – FINANCIAL INFORMATION

Item 1.	Financial Statements		1

	Condensed Balance Sheets as of September 30, 2021 (unaudited) and December 31, 2020.		1

	Condensed Statements of Operations for the three months ended September 30, 2021 (unaudited) and the nine months ended September 30, 2021 (unaudited)		2

	Condensed Statements of Changes in Stockholders’ Equity (Deficit) for the three months ended September 30, 2021 (unaudited) and for the nine months ended September 30, 2021 (unaudited)		3

	Condensed Statement of Cash Flows for the nine months ended September 30, 2021 (unaudited)		4

	Notes to Condensed Financial Statements (unaudited)		5

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		18

Item 3.	Quantitative and Qualitative Disclosures about Market Risk		21

Item 4.	Controls and Procedures		21

PART II – OTHER INFORMATION			22

Item 1.	Legal Proceedings		22

Item 1A.	Risk Factors		22

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		23

Item 3.	Defaults Upon Senior Securities		23

Item 4.	Mine Safety Disclosures		23

Item 5.	Other Information		23

Item 6.	Exhibits		24

SIGNATURES			25

PART I. FINANCIAL INFORMATION

FLAME ACQUISITION CORP.

CONDENSED BALANCE SHEETS


	September 30, 2021 (Unaudited)			December 31, 2020
Assets
Current assets:
Cash	$	295,159		$	9,014
Prepaid expenses		522,352			—
Deferred offering costs associated with IPO		—			295,209

Total current assets		817,511			304,223
Prepaid expenses –Non-Current		207,808			—
Investment held in Trust account		287,510,052			—

Total assets	$	288,535,371		$	304,223

Liabilities and Stockholders’ (Deficit) Equity
Current liabilities:
Accounts payable and accrued expenses	$	331,188		$	237,254
Sponsor loans		365,000			43,626

Total current liabilities		696,188			280,880
Warrant Liabilities		12,751,875			—

Total liabilities		13,448,063			280,880

Commitments
Class A Common stock subject to possible redemption, 28,750,000 shares at redemption value		287,500,000			—
Stockholders’ (deficit) equity :
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding		—			—
Class A common stock, $0.0001 par value; 200,000,000 shares authorized; no shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively		—			—
Class B common stock, $0.0001 par value; 20,000,000 shares authorized; 7,187,500 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively		719			719
Additional paid-in capital		—			24,281
Accumulated deficit		(12,413,411	)		(1,657	)

Total stockholders’ (deficit) equity		(12,412,692	)		23,343

Total liabilities and stockholders’ (deficit) equity	$	288,535,371		$	304,223

The accompanying notes are an integral part of these unaudited condensed financial statements.

FLAME ACQUISITION CORP.

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)


	For the three months ended September 30, 2021			For the nine months ended September 30, 2021
Formation and operating costs	$	306,668		$	836,461

Loss from operations		(306,668	)		(836,461	)

Other income (expense):
Interest income from Trust Account		4,342			10,052
Change in fair value of warrant liabilities		10,433,625			6,050,500
Offering costs allocated to warrants		—			(280,829	)

Total other income, net		10,437,967			5,779,723

Net Income	$	10,131,299		$	4,943,262

Weighted average shares outstanding, redeemable Class A common stock		28,750,000			22,536,630

Basic and diluted net income per share, redeemable Class A common stock	$	0.28		$	0.17

Weighted average shares outstanding, non-redeemable common stock		7,187,500			6,984,890

Basic and diluted net income per share, non-redeemable common stock	$	0.28		$	0.17

The accompanying notes are an integral part of these unaudited condensed financial statements.

FLAME ACQUISITION CORP.

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

(UNAUDITED)


	Common Stock										Additional Paid-In Capital			Accumulated Deficit			Total Stockholders’ Equity ( Deficit )
	Class A						Class B
	Shares			Amount			Shares		Amount
Balance as of December 31, 2020		—		$	—			7,187,500	$	719	$	24,281		$	(1,657	)	$	23,343
Sale of Units in Initial Public Offering		28,750,000			2,875			—		—		287,497,125			—			287,500,000
Underwriter discount		—			—			—		—		(5,750,000	)		—			(5,750,000	)
Sale of Private Placement Warrants		—			—			—		—		7,750,000						7,750,000
Initial value of warrant liabilities		—			—			—		—		(18,802,375	)		—			(18,802,375	)
Other offering costs charged to Stockholders’ equity (deficit)		—			—			—		—		(857,751	)		—			(857,751	)
Offering costs allocated to warrants		—			—			—		—		280,829			—			280,829
Initial value before remeasurement to redemption value (1)		(28,750,000	)		(2,875	)		—		—		(268,951,453	)		—			(268,954,328	)
Remeasurement to redemption value (1)		—			—			—		—		(1,190,656	)		(17,355,016	)		(18,545,672	)
Net income		—			—			—		—		—			92,735			92,735

Balance as of March 31, 2021 (1)		—		$	—			7,187,500	$	719	$	—		$	(17,263,938	)	$	(17,263,219	)
Net loss		—			—			—		—		—			(5,280,772	)		(5,280,772	)

Balance as of June 30, 2021 (1)		—		$	—			7,187,500	$	719	$			$	(22,544,710	)	$	(22,543,991	)
Net income		—			—			—		—		—			10,131,299			10,131,299

Balance as of September 30, 2021		—		$	—			7,187,500	$	719	$			$	(12,413,411	)	$	(12,412,692	)

(1)	As restated for Class A shares subject to redemption (see Note 2).

The accompanying notes are an integral part of these unaudited condensed financial statements.

FLAME ACQUISITION CORP.

CONDENSED STATEMENT OF CASH FLOWS

(UNAUDITED)


	For the Nine Months Ended September 30, 2021
Cash Flows from Operating Activities:
Net Income	$	4,943,262
Adjustments to reconcile net income to net cash used in operating activities:
Interest earned on Trust Account		(10,052	)
Change in fair value of warrant liabilities		(6,050,500	)
Offering costs allocated to warrants		280,829
Changes in current assets and current liabilities:
Prepaid expenses		(730,160	)
Accounts payable and accrued expenses		331,187

Net cash used in operating activities		(1,235,434	)

Cash Flows from Investing Activities:
Investment of cash into Trust Account		(287,500,000	)

Net cash used in investing activities		(287,500,000	)

Cash Flows from Financing Activities:
Proceeds from Initial Public Offering, net of underwriters’ discount		281,750,000
Proceeds from issuance of Private Placement Warrants		7,750,000
Proceeds from promissory note - related party		396,548
Repayment of promissory note - related party		(75,174	)
Payments of offering costs		(799,795	)

Net cash provided by financing activities		289,021,579

Net Change in Cash		286,145
Cash—Beginning of period		9,014

Cash— End of period	$	295,159

Supplemental Disclosure of Non-cash Financing Activities:
Initial value of Class A common stock subject to possible redemption (1)	$	268,954,328
Remeasurement to Initial Redemption Value (1)	$	18,545,672
Initial value of warrant liabilities	$	18,802,375

(1)	As restated for Class A shares subject to redemption (see Note 2).

The accompanying notes are an integral part

these unaudited condensed financial statements.

FLAME ACQUISITION CORP.

NOTES TO CONDENSED FINANCIAL STATEMENTS

(UNAUDITED)

Note 1 — Organization, and Business Operations

Organization and General

Flame Acquisition Corp. (the “Company”) was incorporated in Delaware on October 16, 2020. The

Company was formed for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (a “Business Combination”). The Company is not limited to a particular industry or geographic region for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. The Company has selected December 31 as its fiscal year end.

As of September 30, 2021, the Company had not yet commenced any operations. All activity through September 30, 2021, relates to the Company’s formation and the Initial Public Offering (“IPO”) described below. The Company will not generate any operating revenues until after the completion of its initial business combination, at the earliest. The Company will generate

non-operating

income in the form of interest income on cash and cash equivalents from the proceeds derived from the IPO

and non-operating income or expense from changes in the fair value of warrant liabilities.

Financing

The registration statement for the Company’s IPO was declared effective on

February 24, 2021 (the “Effective Date”). On March 1, 2021, the Company consummated the IPO of 28,750,000

units (the “Units” and, with respect to the common stock included in the Units being offered, the “Public Shares”), at

$10.00 per Unit, generating gross proceeds of $287,500,000, which is discussed in Note

Simultaneously with the closing o

the IPO, the Company consummated the sale of 7,750,000 warrants (the “Private Placement Warrants”), at a price of $1.00 per Private Placement Warrant, which is discussed in Note

Transaction costs amounted to $6,607,751 consisting of $5,750,000 of underwriting fees and $857,751 of other offering costs. Of the total transaction costs, $280,829

was

allocated

to expense as non-operating expense in the statement

of operations with the rest of the offering cost charged to stockholders’ deficit. The transaction costs were allocated based on the

with and without method

, compared to the total offering proceeds, between the fair value of the public warrant liabilities and the Class A common stock.

Trust Account

Following the closing of the IPO on March 1, 2021, an amount of $287,500,000 from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants was placed in a trust account (“Trust Account”) which is invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185

days or less or in any open-ended investment company that holds itself out as a money market fund meeting the conditions of Rule2a-7 of the Investment Company Act, as determined by the Company. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its tax obligations, the proceeds from the IPO and the sale of the Private Placement Warrants will not be released from the Trust Account until the earliest of (a) the completion of the Company’s initial business combination, (b) the redemption of any Public Shares properly submitted in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation, and (c) the redemption of the Company’s Public Shares if the Company is unable to complete the initial business combination within 24 months from the closing of the IPO, subject to applicable law. The proceeds deposited in the trust account could become subject to the claims of the Company’s creditors, if any, which could have priority over the claims of the Company’s public stockholders.

Initial Business Combination

The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO, although substantially all of the net proceeds are intended to be generally applied toward consummating a business combination.

The Company’s business combination must be with one or more target businesses that together have a fair market value equal to at least 80% of the balance in the Trust Account (as defined below) (net of taxes payable) at the time of the signing an agreement to enter into a business combination. However, the Company will only complete a business combination if the post-business combination company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to successfully effect a business

combination.

The Company will provide its public stockholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of the initial business combination either (i) in connection with a stockholder meeting called to approve the initial business combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a proposed initial business combination or conduct a tender offer will be made by the Company, solely in its discretion. The stockholders will be entitled to redeem their shares for a pro rata portion of the amount then on deposit in the Trust Account (initially

$10.00 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations).

The shares of common stock subject to redemption

are

recorded at a redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a business combination if the Company has net tangible assets of at least $5,000,001 either immediately prior to or upon consummation of a business combination and, if the Company seeks stockholder approval, a majority of the issued and outstanding shares voted are voted in favor of the business combination.

The Company will have 24 months from the closing of the IPO (with the ability to extend with stockholder approval) to consummate a business combination (the “Combination Period”). However, if the Company is unable to complete a business combination within the Combination Period, the Company will redeem 100%

of the outstanding Public Shares for a pro rata portion of the funds held in the Trust Account, equal to the aggregate amount then on deposit in the trust account including interest earned on the funds held in the trust account and not previously released to the Company for the payment of taxes, divided by the number of then outstanding Public Shares, subject to applicable law and as further described in the registration statement, and then seek to dissolve and liquidate.

The Company’s sponsor, officers and directors have agreed to (i) waive their redemption rights with respect to their Founder Shares, Private Placement Warrants and Public Shares in connection with the completion of the initial business combination, (ii) waive their redemption rights with respect to their Founder Shares and Public Shares in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, and (iii) waive their rights to liquidating distributions from the Trust Account with respect to their Founder Shares and Private Placement Warrants if the Company fails to complete the initial business combination within the Combination Period.

The Company’s sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or similar agreement or business combination agreement, reduce the amount of funds in the Trust Account to below the lesser of

(i) $10.00

per Public Share and (ii) the actual amount per Public Share held in the trust account as of the date of the liquidation of the Trust Account, if less than

$10.00 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the IPO against certain liabilities, including liabilities under the Securities Act. However, the Company has not asked its sponsor to reserve for such indemnification obligations. The Company has not independently verified whether its sponsor has sufficient funds to satisfy its indemnity obligations and believes that the Company’s sponsor’s only assets are securities of the Company. Therefore, the Company cannot be certain that its sponsor would be able to satisfy those obligations.

Liquidity

As of September 30, 2021, the Company had cash outside the Trust Account of $295,159 available for working capital needs. All remaining cash held in the Trust Account is generally unavailable for the Company’s use, prior to an initial business combination, and is restricted for use either in a Business Combination, to redeem common stock or to use for payment of taxes. As of September 30, 2021, none of the amount in the Trust Account was available to be withdrawn as described above.

Through September 30, 2021, the Company’s liquidity needs were satisfied through receipt of $25,000

from the sale of the Founder Shares and the remaining net proceeds from the IPO and the sale of Private Placement Warrants, as well as

$300,000 that was available under the Promissory Note and $365,000 that is available under the Updated Promissory Note (see Note 6). As of September 30, 2021, the $365,000 available under the Updated Promissory Note was fully drawn down.

Until consummation of its Business Combination, the Company will be using the funds not held in the Trust Account, and any additional Working Capital Loans (as defined in Note 6) from the initial stockholders, the Company’s officers and directors, or their respective affiliates (which is described in Note 6), for identifying and evaluating prospective acquisition candidates, performing business due diligence on prospective target businesses, traveling to and from the offices, plants or similar locations of prospective target businesses, reviewing corporate documents and material agreements of prospective target businesses, selecting the target business to acquire and structuring, negotiating and consummating the Business Combination.

The Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating its business. However, if the Company’s estimates of the costs of undertaking in-depth due diligence and negotiating a business combination is less than the actual amount necessary to do so, the Company may have insufficient funds available to operate its business prior to the business combination. Moreover, the Company will need to raise additional capital through loans from its Sponsor, officers, directors, or third parties. Except as contemplated by the terms of the Promissory Note and Updated Promissory Note (see Note 6), the Company’s Sponsor, officers or directors are not under any obligation to advance funds to, or to invest in, the Company. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of its business plan, and reducing overhead expenses. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all.

Risks and Uncertainties

On January 30, 2020, the World Health Organization (“WHO”) announced a global health

emergency because of a new strain of coronavirus (the

“COVID-19 outbreak”).

In March 2020, the WHO classified

the COVID-19 outbreak

a pandemic, based on the rapid increase in exposure globally. The full impact of

the COVID-19 outbreak

continues to evolve. The impact of

the COVID-19 outbreak

on the Company’s financial position will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions. These developments and the impact of

the COVID-19 outbreak

on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s financial position may be materially adversely affected. Additionally, the Company’s ability to complete an initial business combination may be materially adversely affected due to significant governmental measures being implemented to contain

the COVID-19 outbreak

or treat its impact, including travel restrictions, the shutdown of businesses and quarantines, among others, which may limit the Company’s ability to have meetings with potential investors or affect the ability of a potential target company’s personnel, vendors and service providers to negotiate and consummate an initial business combination in a timely manner. The Company’s ability to consummate an initial business combination may also be dependent on the ability to raise additional equity and debt financing, which may be impacted by

the COVID-19 outbreak

and the resulting market downturn

Note 2 — R

estatement

of Previously Issued Financial Statements

In the Company’s previously issued financial statements, a portion of the Public Shares were classified as permanent equity to maintain net tangible assets greater than

$5,000,000 on the basis that the Company will consummate its initial business combination only if the Company has net tangible assets of at least $5,000,001.

Thus, the Company can only complete a merger and continue to exist as a public company if there are sufficient Public Shares that do not redeem at the merger and so the Company believed it was appropriate to classify the portion of its Public Shares required to keep its stockholders’ equity above the

$5,000,000 threshold as “shares not subject to redemption.”

However, in light of recent comment letters issued by the Securities & Exchange Commission (“SEC”) to several special purpose acquisition companies, management re-evaluated the Company’s application of ASC 480-10-99 to its accounting classification of Public Shares. Upon re-evaluation, management determined that the Public Shares include certain provisions that require classification of all Public Shares as temporary equity regardless of the minimum net tangible assets required by the Company to complete its initial business combination.

In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements;” the Company evaluated the changes and has determined that the related impacts were material to the previously presented financial statements. Therefore, the Company, in consultation with its Audit Committee, concluded that its previously issued financial statements impacted should be restated to report all Public Shares as temporary equity. As such the Company is restating those periods in this Quarterly Report.

Impact of the Restatement

The impact of the restatement on the Company’s previously issued financial statements is reflected in the following tables:


	As Reported			Adjustment			As Restated
Financial Statement as of March 1, 2021 (as presented in the Notes to Condensed Financial Statements in Form 10-Q filed on May 28, 2021)
Balance Sheet

Class A common stock, subject to possible redemption ($)	$	264,855,761		$	22,644,239		$	287,500,000

Class A common stock—$0.0001 par value	$	226		$	(226	)	$	—
Class B common stock—$0.0001 par value		719			—			719
Additional paid-in capital		5,288,997			(5,288,997	)		—
Accumulated deficit		(289,941	)		(17,355,016	)		(17,644,957	)

Total stockholders’ equity (deficit)	$	5,000,001		$	(22,644,239	)	$	(17,644,238	)

Number of shares subject to redemption		26,485,576			2,264,424			28,750,000

Number of shares not subject to redemptio n		9,451,924			(2,264,424	)		7,187,500
Financial Statements as of March 31, 2021 (per form 10-Q filed on May 28, 2021)
Balance Sheet
Class A common stock, subject to possible redemption ($)	$	265,236,780		$	22,263,220		$	287,500,000

Class A common stock—$0.0001 par value	$	223		$	(223	)	$	—
Class B common stock—$0.0001 par value		719			—			719
Additional paid-in capital		4,907,981			(4,907,981	)		—
Retained earnings (accumulated deficit)		91,078			(17,355,016	)		(17,263,938	)

Total stockholders’ equity (deficit)	$	5,000,000		$	(22,263,220	)	$	(17,263,220	)

Number of shares subject to redemption		26,523,678			2,226,322			28,750,000

Number of shares not subject to redemptio n		9,413,822			(2,226,322	)		7,187,500
Statement of Operations for the three months ended March 31, 2021
Weighted average redeemable Class A common stock outstanding (1)		7,317,308			2,373,703			9,691,011
Basic and diluted net income per Class A common share (1)	$	0.01		$	0.00		$	0.01
Weighted average non-redeemable Class B common stock outstanding		—			6,566,011			6,566,011
Basic and diluted net income per Class B common share	$	—		$	0.01		$	0.01
Statement of Changes in Stockholders’ Equity (Deficit) for the three months ended March 31, 2021 (1)
Common Stock, Class A—Share s		2,226,322			(2,226,322	)		—
Statement of Cash Flows for the three months ended March 31, 2021
Initial value of common stock subject to possible redemptio n	$	264,855,760		$	(264,855,760	)	$	—
Change in value of common stock subject to possible redemption	$	381,020		$	(381,020	)	$	—
Financial Statements as of June 30, 2021 (per form 10-Q filed on August 16, 2021)
Balance Shee t
Class A common stock, subject to possible redemption ($ )	$	259,956,005		$	27,549,705		$	287,500,000

Class A common stock—$0.0001 par value	$	276			(276	)		—
Class B common stock—$0.0001 par value		719			—			719
Additional paid-in capital		10,188,704			(10,188,704	)		—
Accumulated deficit		(5,189,694	)		(17,355,016	)		(22,544,710	)

Total stockholders’ equity (deficit)	$	5,000,004		$	(27,543,995	)	$	(22,543,991	)

Number of shares subject to redemption		25,995,601			2,754,399			28,750,000
Number of shares not subject to redemptio n		9,941,899			(2,754,399	)		7,187,500
Statement of Operations for the three months ended June 30, 2021
Weighted average redeemable Class A common stock outstanding (1)		9,413,822			19,336,178

SEC Form 10-Q filed by Flame Acquisition Corp.