☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
2021
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware | 001-39694 | 85-2992192 | ||||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||
1180 North Town Center Drive, Suite 100 Las Vegas Nevada | 89144 | |||||
(Address of principal executive offices) | (Zip Code) |
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☒ |
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Item 6. | 32 | |||||
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SEPTEMBER 30, 2020
Assets: | ||||
Current assets: | ||||
Cash | $ | 25,000 | ||
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Total current assets | 25,000 | |||
Deferred offering costs associated with initial public offering | 276,720 | |||
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Total Assets | $ | 301,720 | ||
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Liabilities and Stockholder’s Equity: | ||||
Current liabilities: | ||||
Accounts payable | $ | 32,720 | ||
Accrued expenses | 245,000 | |||
Franchise tax payable | 8,817 | |||
Note payable and advance from related parties | 297 | |||
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Total current liabilities | 286,834 | |||
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Total liabilities | 286,834 | |||
Commitments and Contingencies | ||||
Stockholder’s Equity: | ||||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding | — | |||
Class A common stock, $0.0001 par value; 380,000,000 shares authorized; none issued and outstanding | — | |||
Class B common stock, $0.0001 par value; 20,000,000 shares authorized; 7,906,250 shares issued and outstanding (1) | 791 | |||
Share subscription receivable | — | |||
Additional paid-in capital | 24,209 | |||
Accumulated deficit | (10,114 | ) | ||
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Total stockholder’s equity | 14,886 | |||
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Total Liabilities and Stockholder’s Equity | $ | 301,720 | ||
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SHEETS
June 30, 2021 | December 31, 2020 | |||||||
(Unaudited) | ||||||||
Assets: | ||||||||
Current assets: | ||||||||
Cash | $ | 170 | $ | 1,569,739 | ||||
Prepaid assets | 711,544 | 770,285 | ||||||
Total current assets | 711,714 | 2,340,024 | ||||||
Investments held in Trust Account | 300,083,934 | 300,030,565 | ||||||
Total Assets | $ | 300,795,648 | $ | 302,370,589 | ||||
Liabilities and Stockholders’ Equity: | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 313,509 | $ | 850,442 | ||||
Accrued expenses | 3,550,285 | 512,509 | ||||||
Franchise tax payable | 100,050 | 58,132 | ||||||
Due to related parties | 156,366 | 31,366 | ||||||
Total current liabilities | 4,120,210 | 1,452,449 | ||||||
Deferred underwriting commissions in connection with the initial public offering | 10,500,000 | 10,500,000 | ||||||
Derivative warrant liabilities | 40,600,000 | 34,885,000 | ||||||
Total liabilities | 55,220,210 | 46,837,449 | ||||||
Commitments and Contingencies (Note 5) | 0 | 0 | ||||||
Class A common stock, $0.0001 par value; 380,000,000 shares authorized; 24,057,543 and 25,053,313 shares subject to possible redemption at $10.00 per share as of June 30, 2021 and December 31, 2020, respectively | 240,575,430 | 250,533,130 | ||||||
Stockholders’ Equity: | ||||||||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; 0ne issued and outstanding | 0 | 0 | ||||||
Class A common stock, $0.0001 par value; 380,000,000 shares authorized; 5,942,457 and 4,946,687 shares issued and outstanding (excluding 24,057,543 and 25,053,313 shares subject to possible redemption) as of June 30, 2021 and December 31, 2020, respectively | 594 | 495 | ||||||
Class B common stock, $0.0001 par value; 20,000,000 shares authorized; 7,500,000 shares issued and outstanding | 750 | 750 | ||||||
Additional paid-in capital | 31,170,964 | 21,213,363 | ||||||
Accumulated deficit | (26,172,300 | ) | (16,214,598 | ) | ||||
Total stockholders’ equity | 5,000,008 | 5,000,010 | ||||||
Total Liabilities and Stockholders’ Equity | $ | 300,795,648 | $ | 302,370,589 | ||||
FOR THE PERIOD FROM SEPTEMBER 14, 2020 (INCEPTION) THROUGH SEPTEMBER 30, 2020
General and administrative expenses | $ | 1,297 | ||
Franchise tax expenses | 8,817 | |||
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Net loss | $ | (10,114) | ||
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Weighted average shares outstanding, basic and diluted (1) | 7,500,000 | |||
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Basic and diluted net loss per share | $ | (0.00) | ||
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For the three months ended | For the six months ended | |||||||
June 30, 2021 | June 30, 2021 | |||||||
General and administrative expenses | $ | 376,809 | $ | 4,194,577 | ||||
Franchise tax expense | 50,000 | 101,531 | ||||||
Loss from operations | (426,809 | ) | (4,296,108 | ) | ||||
Interest income earned in operating account | 4 | 37 | ||||||
Gain on marketable securities (net), dividends and interest, held in Trust Account | 6,545 | 53,369 | ||||||
Change in fair value of derivative warrant liabilities | (7,510,000 | ) | (5,715,000 | ) | ||||
Net loss | $ | (7,930,260 | ) | $ | (9,957,702 | ) | ||
Weighted average shares outstanding of Class A common stock | 30,000,000 | 30,000,000 | ||||||
Basic and diluted net income per share, Class A common stock | $ | 0 | $ | 0 | ||||
Weighted average shares outstanding of Class B common stock | 7,500,000 | 7,500,000 | ||||||
Basic and diluted net loss per share, Class B common stock | $ | (1.06) | $ | (1.33) | ||||
Common Stock | Total | |||||||||||||||||||||||||||
Class A | Class B | Additional Paid-In | Accumulated | Stockholder’s | ||||||||||||||||||||||||
Shares | Amount | Shares | Amount | Capital | Deficit | Equity | ||||||||||||||||||||||
Balance—September 14, 2020 (inception) | — | $ | — | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||||||
Issuance of Class B common stock to Sponsor (1) | — | — | 7,906,250 | 791 | 24,209 | — | 25,000 | |||||||||||||||||||||
Net loss (unaudited) | — | — | — | — | — | (10,114 | ) | (10,114 | ) | |||||||||||||||||||
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Balance—September 30, 2020 (unaudited) | — | $ | — | 7,906,250 | $ | 791 | $ | 24,209 | $ | (10,114 | ) | $ | 14,886 | |||||||||||||||
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2021
Common Stock | Total | |||||||||||||||||||||||||||
Class A | Class B | Additional Paid-In | Accumulated | Stockholders’ | ||||||||||||||||||||||||
Shares | Amount | Shares | Amount | Capital | Deficit | Equity | ||||||||||||||||||||||
Balance - December 31, 2020 | 4,946,687 | $ | 495 | 7,500,000 | $ | 750 | $ | 21,213,363 | $ | (16,214,598 | ) | $ | 5,000,010 | |||||||||||||||
Common stock subject to possible redemption | 202,744 | 20 | — | — | 2,027,420 | — | 2,027,440 | |||||||||||||||||||||
Net loss | — | — | — | — | — | (2,027,442 | ) | (2,027,442 | ) | |||||||||||||||||||
Balance - March 31, 2021 (Unaudited) | 5,149,431 | $ | 515 | 7,500,000 | $ | 750 | $ | 23,240,783 | $ | (18,242,040 | ) | $ | 5,000,008 | |||||||||||||||
Common stock subject to possible redemption | 793,026 | 79 | — | — | 7,930,181 | — | 7,930,260 | |||||||||||||||||||||
Net loss | — | — | — | — | — | (7,930,260 | ) | (7,930,260 | ) | |||||||||||||||||||
Balance - June 30, 2021 (Unaudited) | 5,942,457 | $ | 594 | 7,500,000 | $ | 750 | $ | 31,170,964 | $ | (26,172,300 | ) | $ | 5,000,008 | |||||||||||||||
FOR THE PERIOD FROM SEPTEMBER 14, 2020 (INCEPTION) THROUGH SEPTEMBER 30, 2020
Cash Flows from Operating Activities: | ||||
Net loss | $ | (10,114) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
General and administrative expenses paid by related party under note payable | 297 | |||
Changes in operating assets and liabilities: | ||||
Accounts payable | — | |||
Franchise tax payable | 8,817 | |||
Accrued Expenses | 1,000 | |||
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Net cash used in operating activities | — | |||
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Cash Flows from Financing Activities: | ||||
Proceeds from issuance of Class B common stock to Sponsor | 25,000 | |||
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Net cash provided by financing activities | 25,000 | |||
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Net increase in cash | 25,000 | |||
Cash – beginning of the period | — | |||
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Cash – end of the period | $ | 25,000 | ||
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Supplemental disclosure of noncash activities: | ||||
Deferred offering costs included in accounts payable | $ | 32,720 | ||
Deferred offering costs included in accrued expenses | $ | 244,000 |
For the six months ended | ||||
June 30, 2021 | ||||
Cash Flows from Operating Activities: | ||||
Net loss | $ | (9,957,702 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Change in fair value of derivative warrant liabilities | 5,715,000 | |||
Gain on marketable securities (net), dividends and interest, held in Trust Account | (53,369 | ) | ||
Changes in operating assets and liabilities: | ||||
Prepaid expenses | 58,741 | |||
Accounts payable | (536,933 | ) | ||
Accrued expenses | 3,037,776 | |||
Franchise tax payable | 41,918 | |||
Net cash used in operating activities | (1,694,569 | ) | ||
Cash Flows from Financing Activities: | ||||
Proceeds from advances from related party | 125,000 | |||
Net cash provided by financing activities | 125,000 | |||
Net decrease in cash | (1,569,569 | ) | ||
Cash - beginning of the period | 1,569,739 | |||
Cash - end of the period | $ | 170 | ||
Supplemental disclosure of noncash activities: | ||||
Change value of Class A common stock subject to possible redemption | $ | 9,957,700 |
DMY TECHNOLOGY GROUP, INC. III
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially anticipated to beat $10.00 per Public Share). The
DMY TECHNOLOGY GROUP, INC. III
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
(including (including Trust Account assets) will be only $10.00. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the
Basis
Merger (the “Merger Agreement”) with Ion Trap Acquisition Inc., a Delaware corporation and a direct, newly formed wholly owned subsidiary of the Company (“Merger Sub”) and IonQ, Inc., a Delaware corporation (“IonQ”). Pursuant to the Merger Agreement, at the Effective Time, and in accordance with the Delaware General Corporation Law, as amended, Merger Sub will merge with and into IonQ (the “Merger”), with IonQ continuing as the surviving entity in the Merger and, after giving effect to the Merger, becoming a wholly owned subsidiary of the Company. See the Current Report on Form
2021 or any future period.
thereto.
DMY TECHNOLOGY GROUP, INC. III
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
Liquidity and Capital Resources
As
Prior to the consummation of the Initial Public Offering, the Company’s liquidity needs had been satisfied through a capital contribution of $25,000 from the Sponsor to purchase the Founder Shares (as defined below), the loan under the Note from the Sponsor of up to $200,000 (see Note 4), of which approximately $300 was outstanding at September 30, 2020. Subsequent to the consummation of the Initial Public Offering, the Company’s liquidity needs had been satisfied through the net proceeds from the consummation of the Private Placement not held in the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 4). As of September 30, 2020, there were no amounts outstanding under any Working Capital Loans.
Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.
Note 2—Summary of Significant Accounting Policies
Concentration of Credit Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of September 30, 2020, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such accounts.
Cash and Cash Equivalents
The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2020.
Fair Value of Financial Instruments
The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the unaudited condensed balance sheet.
Use of Estimates
The preparation ofconsolidated financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of revenues and expenses during the reporting period. periods.
Deferred
Deferred offering
Income Taxes
cash, accounts payable, accrued expenses franchise tax payable, and note payable to related parties approximate their fair values due to the short-term nature of the instruments. The Company’s investments held in Trust Account are comprised of investments in U.S. Treasury securities with an original maturity of 185 days. The fair value of investments held in Trust Account is determined using quoted prices in active markets.
For the Three Months Ended June 30, 2021 | For the Six Months Ended June 30, 2021 | |||||||
Class A common stock | ||||||||
Numerator: Income allocable to Class A common stock | ||||||||
Income from investments held in Trust Account | $ | 6,545 | $ | 53,369 | ||||
Less: Company’s portion available to be withdrawn to pay taxes | (6,545 | ) | (53,369 | ) | ||||
Net income attributable to Class A common stock | $ | 0 | $ | 0 | ||||
Denominator: Weighted average Class A common stock | ||||||||
Basic and diluted weighted average shares outstanding, Class A common stock | 30,000,000 | 30,000,000 | ||||||
Basic and diluted net income per share, Class A common stock | $ | 0 | $ | 0 | ||||
Class B common stock | ||||||||
Numerator: Net loss minus net income attributable to Class A common stock | ||||||||
Net loss | $ | (7,930,260 | ) | $ | (9,957,702 | ) | ||
Net income attributable to Class A common stock | 0 | 0 | ||||||
Net loss attributable to Class B common stock | $ | (7,930,260 | ) | $ | (9,957,702 | ) | ||
Denominator: Weighted average Class B common stock | ||||||||
Basic and diluted weighted average shares outstanding, Class B common stock | 7,500,000 | 7,500,000 | ||||||
Basic and diluted net loss per share, Class B common stock | $ | (1.06 | ) | $ | (1.33 | ) | ||
Net Loss Per Common Share
The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net loss per share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period, excluding common stock subject to forfeiture. Weighted average shares at September 30, 2020 were reduced for the effect of an aggregate of 406,250 shares of common stock that are subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 6). At September 30, 2020, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted loss per share is the same as basic loss per share for the period presented.
Management
DMY TECHNOLOGY GROUP, INC. III
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
The over-allotment option expired on December 27, 2020, resulting in 406,250 shares of Class B common stock being forfeited.
million.
Note remained the same at approximately $31,000
DMY TECHNOLOGY GROUP, INC. III
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
For the three and six months ended June 30, 2021, the Company incurred $30,000 and $60,000, respectively, in connection with such services in the accompanying unaudited condensed
Risks
Management
subject to possible conversion that were classified as temporary equity in the accompanying unaudited condensed
DMY TECHNOLOGY GROUP, INC. III
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
consideration to the extent that the underwriter’s over-allotment option is not exercised in full or in part, so that the initial stockholders will collectively own 20% of the Company’s issued and outstanding common stock after the Initial Public Offering. On November 17, 2020, the underwriters partially exercised their over-allotment option to purchase 2,500,000 units; thus, onlyunits resulting in 625,000 shares of Class B common stock no longer being subject to forfeiture. The over-allotment option expired on December 27, 2020, resulting in 406,250 shares of Class B common stock remain subject to forfeiture.
being forfeited. As of June 30, 2021 and December 31, 2020, there were 7,500,000 shares of Class B common stock outstanding.
Warrants
DMY TECHNOLOGY GROUP, INC. III
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the initial stockholders or their affiliates, without taking into account any Founder Shares held by the initial stockholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of our Class A common stock during the 20 trading day period starting on the trading day after the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price described under “Redemption of warrants when the price per share of Class A common stock equals or exceeds $18.00” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described under “Redemption of warrants when the price per share of Class A common Stock equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price.
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DMY TECHNOLOGY GROUP, INC. III
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
In no event will the Company be required to net cash settle any warrant.
Description | Quoted Prices in Active Markets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Other Unobservable Inputs (Level 3) | |||||||||
Assets: | ||||||||||||
Investments held in Trust Account - U.S. Treasury Securities (1) | $ | 300,083,544 | $ | 0— | $ | 0— | ||||||
Liabilities: | ||||||||||||
Derivative warrant liabilities | $ | 24,000,000 | $ | 0 | $ | 16,600,000 |
Description | Quoted Prices in Active Markets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Other Unobservable Inputs (Level 3) | |||||||||
Assets: | ||||||||||||
Investments held in Trust Account - U.S. Treasury Securities (1) | $ | 300,029,996 | $ | 0— | $ | 0— | ||||||
Liabilities: | ||||||||||||
Derivative warrant liabilities | $ | 0 | $ | 0 | $ | 34,885,000 |
As of December 31, 2020 | As of June 30, 2021 | |||||||
Exercise price | $ | 11.50 | $ | 11.50 | ||||
Stock price | $ | 10.84 | $ | 10.69 | ||||
Volatility | 22.7% / 44.3% | | 40.5% / 45.2% | | ||||
Term | 6.42 | 5.25 | ||||||
Risk-free rate | 0.57 | % | 0.91 | % | ||||
Dividend yield | 0.0 | % | 0.0 | % |
Level 3 - Derivative warrant liabilities at December 31, 2020 | $ | 34,885,000 | ||
Transfer to Level 1 | (16,725,000 | ) | ||
Change in fair value of derivative warrant liabilities | (1,560,000 | ) | ||
Level 3 - Derivative warrant liabilities at June 30, 2021 | $ | 16,600,000 | ||
Management has
Thecompany (our “Sponsor”).
million.
Account. Our management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination.
share price, payable in cash, 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 us to pay its taxes (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish Public Stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining stockholders and ourthe board of directors, liquidate and dissolve, subject, in each case, to our obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law.
Results
Our entire activity from September 14, 2020 (inception) through September 30, 2020, was in preparation for anthe Initial Public Offering and sincethe Private Placement of the Private Placement Warrants, the proceeds of the sale of our shares in connection with our Initial Public Offering, our activity has been limitedBusiness Combination (pursuant to forward purchase agreements or backstop agreements we may enter into following the consummation of this offering or otherwise), shares issued to the searchowners of the target, debt issued to bank or other lenders or the owners of the target, or a combination of the foregoing.
Forobligations to repay the period from September 14, 2020 (inception) through Septemberindebtedness even if we make all principal and interest payments when due if we breach certain covenants that require the maintenance of certain financial ratios or reserves without a waiver or renegotiation of that covenant;
Liquidity and Capital Resources
As of September 30, 2020, we had $25,000$200 in our operating bank account, approximately $84,000 of interest income available in the Trust Account to pay for taxes and a working capital deficitdeficiency of approximately $262,000.
Our$3.3 million. Further, we have incurred and expect to continue to incur significant costs in pursuit of its acquisition plans.
Working Capital Loans.
Contractual Obligations
We
terms of the underwriting agreement.
For the three and six months ended June 30, 2021, we incurred $30,000 and $80,000, respectively, in connection with such services in the accompanying unaudited condensed statements of operation. We also recorded a prepaid amount of $160,000 and $0 in connection with such services in the accompanying unaudited condensed consolidated balance sheets as of June 30, 2021 and December 31, 2020, respectively.
and Estimates
and events and various other factors that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. ThereWe have been no significantidentified the following as its critical accounting policies:
Recent Accounting Pronouncements
Off-Balance Sheet Arrangements
AsTrust Account, less interest available to be withdrawn for the payment of September 30, 2020, we didtaxes, by the weighted average number of Class A common stock outstanding for the periods. Net loss per common stock, basic and diluted, for Class B common stock is calculated by dividing the net loss, adjusted for income attributable to Class A common stock, by the weighted average number of Class B common stock outstanding for the periods. Class B common stock do not have any off-balance sheet arrangements as definedredemption features and do not participate in Item 303(a)(4)the income earned on the Trust Account.
the warrants is in excess of the average common stock price for the periods and therefore the inclusion of such warrants would be anti-dilutive.
No underwriting discounts or commissions were paid with respect to such sales.
*
* | These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. |
18th16th day of December 2020.August 2021.DMY TECHNOLOGY GROUP, INC. III By: Name: Niccolo de Masi Title: Chief Executive Officer