This is a blank-check SPAC incorporated in Delaware with no operating business of its own. The SPAC raised roughly $138M in its July 2021 IPO, placing proceeds into a trust account to fund a future acquisition. The trust has been significantly depleted by shareholder redemptions — over 12M of the original ~13.8M public shares were redeemed following an October 2022 extension vote, leaving roughly $14.6M in the trust as of December 31, 2023. The SPAC has identified its target: Kustom Entertainment, a privately held entertainment company that owns TicketSmarter, a ticketing platform. The proposed merger values Kustom Entertainment at $125M (less debt at closing), with consideration paid entirely in new Class A Common Stock at $11.14 per share. The combined company would be renamed Kustom Entertainment. The SPAC has extended its deal deadline four times and must close the Kustom Entertainment merger by July 22, 2024, or liquidate and return remaining trust funds to shareholders. The sponsor holds founder shares subject to earnout provisions tied to Kustom Entertainment's 2023 and 2024 revenue, and has made several loans to the trust to keep the SPAC active through repeated extensions.