EPWR SEC filings, in plain English

• 15-12G27 December 20220001104659-22-129985
• 25-NSE14 December 20220000876661-22-001127
• 8-K29 November 20220001104659-22-122838
• 25-NSE29 November 20220000876661-22-001043
• 8-K28 November 20220001104659-22-122425
• 10-Q4 November 20220001410578-22-002944
  What changed vs 2022-08-05trust $276.4M → $277.2M +0%
  trust account, combination deadline, going-concern doubt +11 moved · 3 with no prior record of ours

  Trust account

  $276.4M→$277.2M

  SpacBrain reads this as $834,388 was added to the trust between the two filings.

  The clause “17 ​ 532,138 Total current assets ​ ​ 389,822 ​ ​ 630,173 ​ ​ ​ ​ ​ Investments held in Trust Account ​ ​ 277,236,285 ​ ​ 276,026,697 TOTAL ASSETS ​ $ 277,626,107 ​ $ 276,656,870 ​ ​ ​ ​ ​ ​ ​ LIABILITIES, CLASS A COMMON STOCK SUBJECT TO”…

  Combination deadline

  2023-01-12 · unchanged

  The clause …“need to obtain additional financing to meet our obligations. Going Concern We have until January 12, 2023 to consummate an Initial Business Combination, absent any extensions of such period with stockholder approval. It is uncertain”…

  Going-concern doubt

  stated · unchanged

  The clause …“above and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…

  Sponsor loans outstanding

  $1.0M · unchanged

  The clause …“Notes, and on March 23, 2022 drew the remaining $ 225,000 , bringing the outstanding balance on the Working Capital Promissory Notes as of September 30, 2022 to $ 1,000,000 with a fair value of $ 60,000 (see Note 9). If the Company”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• 10-Q5 August 20220001410578-22-002085
  What changed vs 2022-05-13trust $276.1M → $276.4M +0%
  trust account, combination deadline, going-concern doubt +21 moved · 4 with no prior record of ours

  Trust account

  $276.1M→$276.4M

  SpacBrain reads this as $350,594 was added to the trust between the two filings.

  The clause “02 ​ 532,138 Total current assets ​ ​ 330,427 ​ ​ 630,173 ​ ​ ​ ​ ​ Investments held in Trust Account ​ ​ 276,401,897 ​ ​ 276,026,697 TOTAL ASSETS ​ $ 276,732,324 ​ $ 276,656,870 ​ ​ ​ ​ ​ ​ ​ LIABILITIES, CLASS A COMMON STOCK SUBJECT TO”…

  Combination deadline

  2023-01-12 · unchanged

  The clause …“need to obtain additional financing to meet our obligations. Going Concern We have until January 12, 2023 to consummate an Initial Business Combination. It is uncertain that we will be able to consummate an Initial Business Combination”…

  Going-concern doubt

  stated · unchanged

  The clause …“above and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. Management intends to complete an initial business combination before the”…

  Sponsor loans outstanding

  $1.0M · unchanged

  The clause …“Notes, and on March 23, 2022 drew the remaining $ 225,000 , bringing the outstanding balance on the Working Capital Promissory Notes as of June 30, 2022 to $ 1,000,000 with a fair value of $ 80,000 (see Note 9). If the Company”…

  Redeemable shares

  27.6M→not matched in this filing

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• 10-Q13 May 20220001410578-22-001454
  What changed vs 2021-11-12trust $276.0M → $276.1M +0%going concern APPEAREDsponsor loan $128K → $1.0M
  trust account, going-concern doubt, sponsor loans outstanding +23 moved · 2 with no prior record of ours

  Trust account

  $276.0M→$276.1M

  SpacBrain reads this as $31,564 was added to the trust between the two filings.

  The clause “36 ​ 532,138 Total current assets ​ ​ 657,919 ​ ​ 630,173 ​ ​ ​ ​ ​ Investments held in Trust Account ​ ​ 276,051,303 ​ ​ 276,026,697 TOTAL ASSETS ​ $ 276,709,222 ​ $ 276,656,870 ​ ​ ​ ​ ​ ​ ​ LIABILITIES, CLASS A COMMON STOCK SUBJECT TO”…

  Going-concern doubt

  not stated→stated

  SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.

  The clause …“above and date for mandatory liquidation and subsequent dissolution raise substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities”…

  Sponsor loans outstanding

  $128K→$1.0M

  SpacBrain reads this as the sponsor has advanced $871,698 more.

  The clause …“Notes, and on March 23, 2022 drew the remaining $ 225,000 , bringing the outstanding balance on the Working Capital Promissory Notes as of March 31, 2022 to $ 1,000,000 with a fair value of $ 190,000 (see Note 9). If the Company”…

  Combination deadline

  2023-01-12 · unchanged

  The clause …“financing to meet our obligations. 24 Table of Contents Going Concern We have until January 12, 2023 to consummate an Initial Business Combination. It is uncertain that we will be able to consummate an Initial Business Combination”…

  Redeemable shares

  27.6M · unchanged

  The clause …“Rule 12b-2 of the Exchange Act ). Yes ☒ No ☐ ​ As of May 13, 2022, there were 27,600,000 shares of Class A common stock subject to possible redemption, $0.0001 par value per share, and 6,900,000 shares of Class B common stock, $0.0001”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• 10-K9 March 20220001410578-22-000315
  What changed vs 2021-03-29trust $9.7M → $276.0M +2757%going concern APPEARED
  trust account, going-concern doubt, mandate language +23 moved · 2 with no prior record of ours

  Trust account

  $9.7M→$276.0M

  SpacBrain reads this as $266,366,697 was added to the trust between the two filings.

  The clause …“in the Trust Account. As of December 31, 2021, we had marketable securities held in the Trust Account of $276,026,697 (including $26,697 of interest) consisting of U.S. Treasury Bills with a maturity of 185 days or less. Interest”…

  Going-concern doubt

  not stated→stated

  SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.

  The clause …“condition and date for mandatory liquidation and subsequent dissolution raise substantial doubt about our ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should we”…

  Mandate language

  we intend to focus our search for an initial business combin…→we intend to focus our search for an Initial Business Combin…

  Combination deadline

  2023-01-12 · unchanged

  The clause …“in Note 1 to the financial statements, if the Company is unable to complete a business combination by January 12, 2023, then the Company will cease all operations except for the purpose of liquidating. The liquidity condition and date”…

  Sponsor loans outstanding

  $128K · unchanged

  The clause …“on the earlier of (i) March 31, 2021 or (ii) the consummation of the IPO. The outstanding balance under the Promissory Notes of $ 128,302 was repaid at the closing of the IPO on January 12, 2021. Related Party Loans On January 7, 2021,”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• SC 13G14 February 20220001354821-22-000003
• SC 13G11 February 20220001193125-22-035734
• SC 13G23 December 20210001062993-21-013491
• 10-Q/A9 December 20210001410578-21-000500
• 8-K1 December 20210001104659-21-145421
• 10-Q12 November 20210001410578-21-000153
  What changed vs 2021-08-10trust $276.0M → $276.0M +0%shares 24.6M → 27.6M +12%
  trust account, redeemable shares, combination deadline +12 moved · 2 with no prior record of ours

  Trust account

  $276.0M→$276.0M

  SpacBrain reads this as $6,958 was added to the trust between the two filings.

  The clause …“​ ​ 747,076 ​ ​ — ​ ​ ​ ​ ​ Deferred offering costs ​ ​ — ​ ​ 636,383 Cash held in Trust Account ​ ​ 276,019,739 ​ ​ — TOTAL ASSETS ​ $ 276,766,815 ​ $ 636,383 ​ ​ ​ ​ ​ ​ ​ LIABILITIES, CLASS A COMMON STOCK SUBJECT TO POSSIBLE”…

  Redeemable shares

  24.6M→27.6M

  SpacBrain reads this as 3,018,669 more shares carry a redemption right.

  The clause …“12b-2 of the Exchange Act ). Yes ☒ No ☐ ​ As of November 12, 2021, there were 27,600,000 shares of Class A common stock subject to possible redemption, $0.0001 par value per share, and 6,900,000 shares of Class B common stock, $0.0001”…

  Combination deadline

  2023-01-12 · unchanged

  The clause “CONDENSED FINANCIAL STATEMENTS SEPTEMBER 30, 2021 (Unaudited) The Company will have until January 12, 2023 to complete a Business Combination (the “Combination Period”). If the Company has not completed a Business Combination within the”…

  Sponsor loans outstanding

  $128K · unchanged

  The clause “(i) March 31, 2021 or (ii) the consummation of the Initial Public Offering. The outstanding balance under the Promissory Notes of $ 128,302 was repaid at the closing of the Initial Public Offering on January 12, 2021. 14 Table of Contents”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• 10-Q10 August 20210001104659-21-102971
  What changed vs 2021-05-28trust $276.0M → $276.0M +0%shares 24.9M → 24.6M -1%
  trust account, redeemable shares, combination deadline +12 moved · 2 with no prior record of ours

  Trust account

  $276.0M→$276.0M

  SpacBrain reads this as $6,883 was added to the trust between the two filings.

  The clause …“​ ​ 844,972 ​ ​ — ​ ​ ​ ​ ​ Deferred offering costs ​ ​ — ​ ​ 636,383 Cash held in Trust Account ​ ​ 276,012,781 ​ ​ — TOTAL ASSETS ​ $ 276,857,753 ​ $ 636,383 ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ Current”…

  Redeemable shares

  24.9M→24.6M

  SpacBrain reads this as 368,582 shares are no longer redeemable.

  The clause “000 shares authorized; 3,018,669 and 0 shares issued and outstanding (excluding 24,581,331 and 0 shares subject to possible redemption) at June 30, 2021 and December 31, 2020, respectively ​ 302 ​ — Class B common stock, $ 0.0001 par”…

  Combination deadline

  2023-01-12 · unchanged

  The clause “ES TO CONDENSED FINANCIAL STATEMENTS JUNE 30, 2021 (Unaudited) The Company will have until January 12, 2023 to complete a Business Combination (the “Combination Period”). If the Company has not completed a Business Combination within the”…

  Sponsor loans outstanding

  $128K · unchanged

  The clause “(i) March 31, 2021 or (ii) the consummation of the Initial Public Offering. The outstanding balance under the Promissory Notes of $ 128,302 was repaid at the closing of the Initial Public Offering on January 12, 2021. Related Party Loans”…

  Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.

• 10-Q28 May 20210001104659-21-073409
• NT 10-Q18 May 20210001193125-21-165317
• 10-K29 March 20210001104659-21-043166

  What changed: A pre-IPO 10-K covering the year ended December 31, 2020 with a comparative 2019 column. The company held no cash at either date and no trust account; total assets were $636,383 of deferred offering costs against $620,319 of liabilities, being $3,936 accrued expenses, $500,000 accrued offering costs and a $116,383 sponsor promissory note. The net loss was $3,936. Class B shares rose to 6,900,000 from 1,380,000. Every cost was paid by the sponsor directly, so operating and financing cash flows were literally zero for the year. Why it matters: The entity has an unusual history for a SPAC: it was formed as a Delaware limited liability company on May 29, 1999 under the name PHX Capital LLC and only converted to a C corporation on September 17, 2020, which is why a 2019 comparative column exists at all. The economics arrived after year end: the IPO of 27,600,000 units closed on January 12, 2021 with the over-allotment fully exercised, placing $276,000,000 in trust. Nothing in these statements reflects that, and the shell ran on sponsor funding with no bank balance.

• 8-K24 February 20210001104659-21-027189
• 8-K19 January 20210001193125-21-011508
• 414 January 20210000899243-21-002035
• 8-K12 January 20210001193125-21-007342
• 424B411 January 20210001193125-21-006386

  What changed: IPO pricing prospectus (424B4) for Empowerment & Inclusion Capital I Corp., priced LARGER than the S-1 filed 2020-12-22: $240,000,000 of 24,000,000 units, not 20,000,000, at $10.00, each unit one share of Class A common stock and one-half of one redeemable warrant exercisable for one share at $11.50. $240.0 million, or $276.0 million on full overallotment, goes into the trust. The sponsors PNC Investment Capital Corp. and Jefferies Financial Group, with the CEO, buy 6,800,000 private placement warrants at $1.00. NYSE symbols EPWR.U / EPWR / EPWR WS. Why it matters: Bank-affiliated sponsorship is the fact to carry: PNC and Jefferies sponsor the company and Jefferies LLC acts in the offering, which is why the underwriting section is captioned as involving a conflict of interest. Two warrant call regimes are stated, at $18.00 and at $10.00 per Class A share, adjusting to 180% of the higher of the Market Value and the Newly Issued Price and to that higher figure respectively, exercisable from the later of 30 days after the business combination and 12 months from closing.

• 38 January 20210000899243-21-001098
• 38 January 20210000899243-21-001097
• 38 January 20210000899243-21-001099
• 37 January 20210000899243-21-001065
• 37 January 20210000899243-21-001061
• 37 January 20210000899243-21-001066
• 37 January 20210000899243-21-001059
• 37 January 20210000899243-21-001069
• 37 January 20210000899243-21-001070
• 37 January 20210000899243-21-001072
• 37 January 20210000899243-21-001071
• 37 January 20210000899243-21-001062
• S-1MEF7 January 20210001193125-21-004386
• EFFECT7 January 20219999999995-21-000082
• 8-A12B6 January 20210001193125-21-002932
• CERT6 January 20210000876661-21-000012

The complete EPWR filing history on EDGAR